0001104659-06-012265 Sample Contracts

AMENDMENT NO. 2 TO SECOND MASTER REPURCHASE AGREEMENT
Second Master Repurchase Agreement • February 27th, 2006 • Fieldstone Investment Corp • Real estate investment trusts • New York

Amendment No. 2, dated as of February 22, 2006 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Buyer”), FIELDSTONE MORTGAGE COMPANY (a “Seller”) and FIELDSTONE INVESTMENT CORPORATION (a “Seller” and, together with Fieldstone Mortgage Company, the “Sellers”).

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FIELDSTONE INVESTMENT CORPORATION EQUITY INCENTIVE PLAN DIVIDEND EQUIVALENT RIGHTS AWARD AGREEMENT
Dividend Equivalent Rights Award Agreement • February 27th, 2006 • Fieldstone Investment Corp • Real estate investment trusts

Fieldstone Investment Corporation (the “Company”) hereby grants an award with respect to dividend equivalent rights (the “Dividend Equivalent Rights”) on the Company’s common stock (the “Stock”) to the Holder named below. The terms and conditions of the Dividend Equivalent Rights are set forth in this cover sheet, in the attachment, and in the Company’s Equity Incentive Plan (the “Plan”).

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