0001193125-04-165685 Sample Contracts

FORM OF FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • October 1st, 2004 • New Century TRS Holdings Inc • Mortgage bankers & loan correspondents • California

This First Amendment to Employment Agreement (this “Agreement”) is dated as of September , 2004, by and among New Century Financial Corporation, a Delaware corporation to be renamed “New Century TRS Holdings, Inc.” (the “Company”), New Century REIT, Inc., a Maryland corporation to be renamed “New Century Financial Corporation” (“New Century REIT”), and (“Executive”).

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FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • October 1st, 2004 • New Century TRS Holdings Inc • Mortgage bankers & loan correspondents • New York

THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) is entered into as of September 30, 2004, by and among New Century Financial Corporation, a Delaware corporation (“New Century Financial”), New Century REIT, Inc., a Maryland corporation (“New Century REIT”), and Wells Fargo Bank, a national banking association, as trustee (the “Trustee”).

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