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                                                                   Exhibit 10.36

                                 LEASE AMENDMENT

Date of Amendment:  As of July 1, 1998

Date of Lease:      As of June 30, 1997

Landlord:           MMG Investments, LLC
                    c/o Southern Showcase Housing, Inc.
                    4604 Dundas Drive
                    Greensboro, NC  27407

Tenant:             Southern Showcase Housing, Inc.
                    4604 Dundas Drive
                    Greensboro, NC  27407

Premises:           That part of the building located 4604
                    Dundas Drive as indicated on the attached
                    floor plan, comprising 5,220 SF of usable
                    area and 6,152 SF of rentable area; plus all
                    or part, at Tenant's option, of the
                    remaining usable area and rentable area in
                    the building, which total remaining area
                    comprises an additional 5,777 SF of usable
                    area and 6,808 SF of rentable area, which
                    part, when identified by Tenant as provided
                    in this Lease Amendment, will be shown on a
                    marked floor plan to be incorporated into
                    the Lease as an exhibit depicting the exact
                    configuration of the Premises

RECITALS:
     Under the Lease, Tenant leased roughly the south half of the building (the
"Existing Space"). Tenant now wants to reserve the remaining north half of the
building (the "Reservation Space") and agrees to pay $4.00 per rentable sq. ft
for the Reservation Space, plus full CAM Costs and RET attributable to the
Reservation Space, until such time as Tenant takes occupancy of any part of the
Reservation Space as Tenant wants to occupy (the "Expansion Space"). When Tenant
takes occupancy of the Expansion Space, rent and other charges attributable to
the Expansion Space will be adjusted to match the rent and other charges for the
Existing Space then due under the Lease based upon the additional square footage
in the Expansion Space.


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     In addition, when Tenant gets ready to expand into the Expansion Space,
Tenant either may request that Landlord do the work necessary to upfit the
Expansion Space to the same level of fit and finish as in the Existing Space, or
may do such work itself. If Tenant does such work itself, Tenant may deduct from
the rent otherwise payable for the Expansion Space an amount which, on an
after-tax basis, will allow Tenant to recover its costs to do the work, plus
interest on the unpaid balance at 8% a year.

     Landlord and Tenant want to set forth their agreement in this Lease
Amendment.

AGREEMENT:
     In consideration of the agreements in this Lease Amendment, Landlord and
Tenant agree as follows:

1.   PREMISES and Expansion Work
     The Premises defined as set forth opposite the introductory heading,
"Premises," in the Lease is amended by substituting the Premises set forth
opposite the introductory heading, "Premises," above. All references to the
Premises in the Lease, as amended, shall refer to the Premises as amended by
this Lease Amendment.

     When Tenant wants to occupy the Expansion Space, Tenant shall notify
Landlord of the exact configuration of the Expansion Space and whether Tenant
wants to do the Expansion Work itself or whether Tenant wants Landlord to do the
Expansion Work. The "Expansion Work" is all work to improve the Expansion Space
in the same manner, and to the same level of fit and finish, as the Existing
Space was improved before Tenant's occupancy, including partition walls with an
appropriate finish, carpeting, ceiling lights and ceiling tiles, utility systems
and fixtures, and other office fixtures.

     Whoever does the Expansion Work shall do it promptly and in a good and
workmanlike manner. If Tenant does the Expansion Work, then Tenant may deduct
from the rent otherwise due and payable that monthly amount, not to exceed the
additional rent due for the Expansion Space, that will repay Tenant its
reasonable costs for the Expansion Work, plus interest at 8% a year on the
unrecovered balance, taking into account only the after-tax savings to Tenant
from the rent reductions.

     For example, if the additional rent payable for the Expansion Space were
$9,000 a month, and if state and Federal


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taxes combined amounted to 40% of Tenant's income, then Tenant's after-tax
savings for a rent reduction in the full amount of $9,000/mo. would amount to
$5,400. If Tenant's costs to do the Expansion Work were $110,000, and if
interest over the rent deduction period were about $20,000, then Tenant could
deduct the full $9,000/mo for 24 months ($5,400 X 24 = $129,600 = $110,000 +
$19,600)

2.   RENT

     Sections 4.1 and 4.2 of the Lease are deleted and replaced by the
following:

     4.1.  General
           a.  Rent Commencement Date - Date of this Lease
               Amendment

<TABLE>
<CAPTION>

Lease
Year    PSF Rent    Annual Rent    Monthly Rent
<S>    <C>         <C>            <C>
1       $ 15.00     $ 92,280.00    $ 7,690.00
2       $ 15.45     $ 95,048.40    $ 7,920.70
3       $ 15.91     $ 97,878.32    $ 8,156.53
4       $ 16.39     $100,831.28    $ 8,402.61
5       $ 16.88     $103,845.76    $ 8,653.81
6       $ 17.39     $106,983.28    $ 8,915.27
7       $ 17.91     $110,182.32    $ 9,181.86
8       $ 18.45     $113,504.40    $ 9,458.70
9       $ 19.00     $116,888.00    $ 9,740.67
10      $ 19.57     $120,394.64    $10,032.89
</TABLE>

Commencing on the Rent Commencement Date and until the date of this Lease
Amendment, Tenant shall pay Landlord rent in arrears, on the first day of each
month, partial months prorated, in the following monthly rent amount (based on
6,152 rentable square feet and an annual rent increase of 3%):

           b.  Date of this Lease Amendment - Expansion Date

               Commencing on the date of this Lease Amendment and until an
           Expansion Date, Tenant shall pay Landlord rent in arrears, on the
           first day of each month, partial months prorated, in the following
           monthly rent amount (based on 6,152 rentable square feet at the PSF
           Rent below and an annual rent increase of 3%, plus 6,808 rentable
           square feet at $4.00 per sq. ft):


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<TABLE>
<CAPTION>

      PSF Rent  Annual       Annual
      on        Rent on      Rent on
Lease Existing  Existing     Expansion                Monthly
Year  Space     Space        Space       Total        Rent
<S>  <C>       <C>          <C>         <C>          <C>
1     $15.00    $ 92,280.00  $27,232.00  $119,512.00  $ 9,959.33
2     $15.45    $ 95,048.40  $27,232.00  $122,280.40  $10,190.03
3     $15.91    $ 97,878.32  $27,232.00  $125,110.32  $10,425.86
4     $16.39    $100,831.28  $27,232.00  $128,063.28  $10,671.94
5     $16.88    $103,845.76  $27,232.00  $131,077.76  $10,923.15
6     $17.39    $106,983.28  $27,232.00  $134,215.28  $11,184.61
7     $17.91    $110,182.32  $27,232.00  $137,414.32  $11,451.19
8     $18.45    $113,504.40  $27,232.00  $140,736.40  $11,728.03
9     $19.00    $116,888.00  $27,232.00  $144,120.00  $12,010.00
10    $19.57    $120,394.64  $27,232.00  $147,626.64  $12,302.22
</TABLE>

           c.  After Expansion Date

<TABLE>
<CAPTION>

                Annual
      PSF Rent  Rent on      PSF Rent    Annual
      on        Existing &   on Reser-   Rent on      Total
Lease Existing  Expansion    vation      Reservation  Annual       Monthly
Year  Space     Space        Space       Space        Rent         Rent
<S>  <C>       <C>          <C>         <C>          <C>          <C>
1     $15.00    $168,870.00  $4.00       $6,808.00    $175,678.00  $14,639.83
2     $15.45    $173,936.10  $4.00       $6,808.00    $180,744.10  $15,062.01
3     $15.91    $179,114.78  $4.00       $6,808.00    $185,922.78  $15,493.57
4     $16.39    $184,518.62  $4.00       $6,808.00    $191,326.62  $15,943.89
5     $16.88    $190,035.04  $4.00       $6,808.00    $196,843.04  $16,403.59
6     $17.39    $195,776.62  $4.00       $6,808.00    $202,584.62  $16,882.05
7     $17.91    $201,630.78  $4.00       $6,808.00    $208,438.78  $17,369.90
8     $18.45    $207,710.10  $4.00       $6,808.00    $214,518.10  $17,876.51
9     $19.00    $213,902.00  $4.00       $6,808.00    $220,710.00  $18,392.50
10    $19.57    $220,319.06  $4.00       $6,808.00    $227,127.06  $18,927.26
</TABLE>

               On and after an Expansion Date, Tenant shall pay Landlord rent in
               arrears, on the first day of each month, partial months prorated,
               in an amount which pays to Landlord the same per square foot rent
               for the Expansion Space as is then due to the Landlord for the
               Existing Space. Tenant will continue to pay $4.00 PSF for any
               unfinished Reservation Space not included in the Expansion Space.
               For example, if the Expansion Space identified by Tenant
               comprises 75% of the Reservation Space, then Tenant shall pay the
               following monthly rent amount (based on 12,960 rentable square
               feet at the PSF Rent below and an annual rent increase of 3%):

     4.2.  Rent Commencement Date; Expansion Date; Lease Year The Rent
           Commencement Date is October 1, 1997.  The



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     Expansion Date is the date 30 days after the Expansion Work (see
     Paragraph. 1 above) has been substantially completed. A "Lease Year" is a
     12-month period beginning on the Rent Commencement Date (or its
     anniversary) and ending on the day before the following anniversary date.

3.   MISCELLANEOUS

     3.1.  Effect of Amendment
     Except as amended by this Lease Amendment, the Lease continues in full
     force.

     3.2.  Recording
           Neither party may record this Lease Amendment. At either party's
     request, each party shall sign a recordable memorandum of lease containing
     the terms required by statute. Either party may record the memorandum, at
     the recording party's cost, including taxes, fees and other expenses
     connected with recording.

     3.3.  Defined Terms
           Words capitalized in this Lease Amendment but not defined in this
     Lease Amendment have the meaning given them in the Lease.

     In witness whereof, the parties have hereunto fixed or set their hands and
seals, or if corporate, have caused this instrument to be signed in its
corporate name by its duly authorized officers and its seal to be hereunto
affixed by authority of its Board of Directors, as of the date first written
above.

LANDLORD:                     TENANT:
MMG Investments, LLC          Southern Showcase Housing, Inc.

---------------------------   -------------------------------
M. Mark Cole, Manager                         President
                              ----------------

                              ATTEST:

                              -------------------------------
                                              Secretary
                              ---------------

                                (corporate seal)


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                              Approved as to business terms:
                              Champion Home Centers, Inc.
                              By:  Champion Enterprises, Inc.

                              -------------------------------
                              Joe Stegmayer, Chief Financial
                              Officer