IMPAC WAREHOUSE LENDING GROUP  Toll Free 800/260.8616
                           1401 Dove Street               www.impaccompanies.com
                           Newport Beach, California 92660


July 29, 2003

Keith Haffner
Geneva Mortgage Corporation
100 North Centre Avenue, Suite 300
Rockville Centre, NY 11570

Re: Warehouse Line Increase

Dear Keith:

Congratulations!  Geneva Mortgage Corporation (GMC) has been granted a warehouse
line increase from $20,000,000 to $40,000,000, which was made effective June 18,
2003. As a condition of the increase  approval,  GMC is required to increase the
PCFS line to $15,000,000.00 by August 4, 2003. In the event that GMC chooses not
to, IWLG may reconsider the increase approval. All other terms and conditions of
the PSA  Agreement,  Annex I,  Sellers  Warranty  Agreement,  Sellers  Servicing
Agreement  and Custody  Agreement  will remain in effect,  with the exception of
Annex I, section 21 and 37. It is amended to:

        21.(vxiii)  Seller  shall fail to  maintain  a tangible  net worth of no
                    less than $4,664,797.00. The term "tangible net worth" shall
                    mean the excess of all Seller's assets  (excluding any value
                    for goodwill, trademarks, patents, copyrights,  organization
                    expenses and other  similar  intangible  items) over all its
                    liabilities as completed and  determined in accordance  with
                    generally  accepted   accounting   principles   consistently
                    applied.

        37.         Seller  and  Buyer  contemplated  that  all  Mortgage  Loans
                    purchased  by Buyer and  subject to  repurchase  pursuant to
                    this Master Repurchase  Agreement shall have a average daily
                    balance (in pricipal amount) of $20,000,000.00 (the "Minimum
                    Usage Amount").  If, within forty-five (45) days of the date
                    hereof,  Seller  shall not have sold any  Mortgage  Loans to
                    Buyer pursuant to this Master Repurchase  Agreement,  Seller
                    shall  promptly  pay  Buyer  $1,500.  If at any  time  after
                    forty-five  (45) days after the Seller shall have  commenced
                    selling  Mortgage  Loans to Buyer,  pursuant  to this Master
                    Repurchase  Agreement  but the  average  daily  balance  (in
                    principal  amount)  of all  Mortgage  Loans held by Buyer is
                    less than the Minimum Usage Amount, Seller shall pay Buyer a
                    fee  to be  determined  by  Buyer  in its  sole  discretion,
                    provided,  however such fee shall not exceed  $1,500  during
                    any thirty (30) day period.

This Agreement shall not be construed as a waiver or of IWLG  relinquishing  any
other requests,  demands,  or notices and is sent with  reservation of all other
warranties,  conditions,   requirements,  rights  and  remedies  of  the  Master
Repurchase Agreement. It is further agreed IWLG shall have the unilateral rights
to cancel  this  Agreement  at any given  time at IWLG's  sole  discretion  with
reasonable notice.

Please  execute the bottom  portion of this letter as  acceptance  of the above.
After executing,  fax the signed copy to my attention @ (949) 706-3949, and mail
the  original  to me.  If I may  be of any  further  assistance,  please  don't
hesitate to call me at (949) 475-3619.

Respectfully,


/s/ Viviane Joubran
-------------------
Viviane Joubran
Director
Impac Warehouse Lending Group (IWLG)

Acknowledged and accepted by:


/s/ Keith Haffner                                    July 29, 2003
-----------------------------                        -----------------------
Keith Haffner                                        Date
Geneva Mortgage Corporation