MATRIX BANCORP INC
8-K, EX-10.32, 2000-06-30
MORTGAGE BANKERS & LOAN CORRESPONDENTS
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                                 EXHIBIT 10.32
                                 [see attached]


<PAGE>


                               February 4, 2000


Mr. Paul E. Skretny
7901 Fish Pond Road
Waco, Texas 76710

     Re:  Employment Agreement dated as of February 4, 1997 (the "Agreement")

Dear Paul:

     Reference is made to the Agreement.  Pursuant to Article 2 of the
Agreement, the term of the Agreement is scheduled to expire today.  This letter
agreement shall evidence the renewal of the Agreement for the period from
February 4, 2000 through February 4, 2002.  Accordingly, Article 2 is hereby
amended to read as follows:  "The term of this Agreement shall commence on
February 4, 1997 and shall continue until February 4, 2002, unless earlier
terminated pursuant to Article 4 hereof."
                       ---------

     Please acknowledge and agree to the foregoing terms by signing in the space
provided below.

                                       Sincerely,

                                       THE VINTAGE GROUP, INC.

                                       By: /s/ Richard V. Schmitz
                                          ---------------------------
                                          Richard V. Schmitz
                                          Authorized Signatory

ACCEPTED AND AGREED:

/s/ Paul E. Skretny
-------------------------
Paul E. Skretny




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