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                                                                   Exhibit 10.61
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                                 HSBC BANK USA

                                      AND

                       THE NEW YORK MORTGAGE COMPANY LLC



                                 SECOND AMENDED
                                    GUARANTY

                                JOSEPH V. FIERRO



                           Dated as of June 18, 2001


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                            SECOND AMENDED GUARANTY

                                JOSEPH V. FIERRO


     In consideration of any extension of credit whether heretofore or
hereafter made by HSBC BANK USA, a banking corporation organized under the laws
of the State of New York ("Secured Party") to THE NEW YORK MORTGAGE COMPANY
LLC, a New York limited liability company (the "Company"), the undersigned
hereby guarantees (a) the full and prompt payment to Secured Party when due,
whether by acceleration or otherwise, of any and all indebtedness and other
liabilities of the Company to Secured Party arising out of a Second Amended
Credit and Security Agreement between Secured Party and the Company dated as of
even date herewith ("Credit Agreement") governing a mortgage warehousing line
of credit in the maximum principal amount of TWENTY-FIVE MILLION DOLLARS
($25,000,000.00), whether now existing or hereafter incurred, of every kind and
character, direct or indirect, and whether such indebtedness is from time to
time reduced and thereafter increased, or entirely extinguished and thereafter
reincurred ("Indebtedness"), and (b) the full and complete performance of all
the Company's obligations and compliance with all the Company's covenants set
forth in the Credit Agreement. The undersigned further agrees to pay all costs
and expenses, including, without limitation, attorneys' fees, at any time paid
or incurred by Secured Party in endeavoring to collect the Indebtedness or any
part thereof and in enforcing this Guaranty.

     This Guaranty is, and is intended to be, a continuing guaranty of the
payment of the Indebtedness (irrespective of the aggregate amount thereof)
independent of and in addition to any other guaranty, indorsement or collateral
held by Secured Party therefor whether or not furnished by the undersigned. The
undersigned shall have no right of subrogation with respect to any payments
made by the undersigned hereunder until all of the Indebtedness is paid in full.

     If any default shall be made in the payment of any Indebtedness, the
undersigned hereby agrees to pay the same to the extent above specified; (i)
without requiring protest or notice of nonpayment or notice of default to the
undersigned, to the Company, or to any other person; (ii) without proof of
demand; (iii) without requiring Secured Party to resort first to the Company or
to any other guaranty or collateral which Secured Party may hold; and (iv)
without requiring notice of acceptance hereof or assent hereto by Secured Party;
and (v) without requiring notice that any indebtedness has been incurred, all of
which the undersigned hereby waives.

     The undersigned authorizes Secured Party, without notice or demand and
without releasing, impairing or affecting the undersigned's obligations
hereunder, from time to time: (i) to take from any party and hold collateral for
the payment of the Indebtedness or any part thereof, and to exchange, enforce
or release such collateral or any part thereof; (ii) to accept and hold any
indorsement or guaranty of payment of the Indebtedness or any part thereof and
to release or substitute any such indorser or guarantor, or any party who has
given any security interest in any collateral as security for the payment of
the Indebtedness or any part thereof; (iii) to direct the order or manner of
the disposition of any and all collateral and the enforcement of any and all
indorsements and guaranties relating to the Indebtedness or any part thereof as
Secured Party, in its sole discretion, may determine; and (iv) to determine
how, when and what application of payments and credits, if any, shall be made
on the Indebtedness or any part thereof, and to apply

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                                     - 2 -

the same upon principal or interest or the portion thereof, if any, in excess of
the amount of this Guaranty.

         No delay or omission by Secured Party in exercising any right or remedy
hereunder shall operate as a waiver thereof or of any other right or remedy, and
no single or partial exercise thereof shall preclude any other or further
exercise thereof or the exercise of any other right or remedy. All rights and
remedies of Secured Party hereunder are cumulative.

         This Guaranty is absolute and unconditional and shall not be affected
by any act or thing whatsoever, except as herein provided. No modification or
amendment of any provision of this Guaranty shall be effective unless in writing
and subscribed by a duly authorized officer of Secured Party.

         This Guaranty shall be governed by and construed under the laws of the
State of New York, whose laws the undersigned expressly elects to apply to this
Guaranty. The undersigned agrees that any action or proceeding brought to
enforce or arising out of this Guaranty may be commenced in the New York Supreme
Court for the County of Erie, or in the District Court of the United States for
the Western District of New York, and the undersigned waives personal service of
process and agrees that a summons and complaint commencing an action or
proceeding in any such court shall be properly served and shall confer personal
jurisdiction if served by registered mail to the undersigned, or as otherwise
provided by the laws of the State of New York or the United States.

         The undersigned hereby knowingly, voluntarily, unconditionally and
irrevocably waives the right to a trial by jury in every jurisdiction in any
action, proceeding or counterclaim brought by or against the undersigned, its
personal representatives, successors or assigns, in respect of any matter
arising out of this Guaranty or the Indebtedness, including without limitation
any exercise of rights hereunder, any attempt to cancel, void, or rescind this
Guaranty, and any course of conduct or course of dealing in connection herewith.

         Secured Party and the undersigned as used herein shall include the
estates, executors or administrators, or successors or assigns, of those
parties.

         This Second Amended Guaranty replaces the First Amended Guaranty by the
undersigned dated as of May 24, 2001.

         IN WITNESS WHEREOF, this Guaranty has been signed by the undersigned at
_______________, this 19 day of June, 2001.


Signature of Guarantor                  Address



/s/ Joseph V. Fierro
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JOSEPH V. FIERRO

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                                      -3-

STATE OF          )
                  ) SS.:
COUNTY OF         )

     On the 19 day of June, 2001 before me, the undersigned, a notary public in
and for said state, personally appeared Joseph V. Fierro, personally known to
me or proved to me on the basis of satisfactory evidence to be the individual
whose name is subscribed to the within instrument and acknowledged to me that
he executed the same in his capacity, and that by his signature on the
instrument, the individual, or the person upon behalf of which the individual
acted, executed the instrument.


                                                      /s/ Anna Marin
                                                      --------------------------
                                                             Notary Public


                                   ANNA MARIN
                        Notary Public, State of New York
                                No. 01MA5039882
                           Qualified in Queens County
                        Commission Expires March 6, 2003