CHAMPION ENTERPRISES, INC. AMENDMENT TO CHANGE IN CONTROL SEVERANCE AGREEMENT

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                                                                   EXHIBIT 10.25

                                 CHAMPION ENTERPRISES, INC.
                    AMENDMENT TO CHANGE IN CONTROL SEVERANCE AGREEMENT

                  THIS AMENDMENT, dated February 18, 1999, is between Champion
Enterprises, Inc. (the "Company") and Xxxxxx X. Xxxxxxxxx, who is currently
employed by the Company in the position of Executive Vice President and Chief 
Strategic and Financial Officer (the "Executive").

                                       WITNESSETH:

                  WHEREAS, on January 12, 1998 the Company and Executive entered
into a Change of Control Severance Agreement (the "Agreement"); and

                  WHEREAS, the Company believes that it is in the best interests
of the Company and its Shareholders that the Agreement be amended to provide
additional financial incentive to encourage Executive to remain in the employ of
the Company in the event of a Change in Control; and

                  WHEREAS, the Executive will continue to provide dedicated
services to the Company with the additional financial incentives in the event of
a Change in Control.

                  NOW THEREFORE, the parties agree that the Agreement be amended
as follows:

         1. Section 7(a) of the Agreement is amended to read:

         (a) Upon satisfaction of the requirements set forth in Sections 5, 6
         and 11(a) hereof and with respect to any one or more Changes in Control
         that may occur during the term of this Agreement, the Executive shall
         be entitled to a cash severance benefit equal to two times the highest
         annual cash compensation (including base salary and incentive
         compensation or similar award) paid or payable to the Executive by the
         Company for any of the three fiscal years ended immediately prior to
         the date of termination of Executive's employment, plus the unpaid
         prorated portion of his annual bonus (but excluding commissions and
         other nonrecurring cash compensation payments).

         2. All of the definitions, contained in the Agreement shall apply to
         this amendment and the remaining terms and conditions of the Agreement
         shall continue in full force and effect.

                           IN WITNESS WHEREOF, the parties hereto have executed 
this amendment as of the day and year first written above.

                           CHAMPION ENTERPRISES, INC.



                           By:
                              Xxxxxx X. Xxxxx, Xx.
                              Chairman of the Board of
                              Directors, President and
                              Chief Executive Officer



                           By:
                                Xxxxxx X. Xxxxxxxxx