RIDER TO EMPLOYMENT AGREEMENT

               This Rider to Employment Agreement ("Rider") is executed as of
December 15, 2000 by and between IndyMac Bank, F.S.B., successor in interest to
IndyMac, Inc., ("Employer") and Roger Molvar ("Officer"). This Rider is an
addendum to the Employment Agreement ("Agreement") executed by Employer and
Officer as of October 18, 2000.

               WHEREAS, Employer and Officer desire to amend the Agreement in
certain respects, therefore, in consideration of mutual promises and covenants
contained herein, the parties agree as follows:


1.      The following language is hereby added as a new grammatical paragraph in
        Section 4(d) of the Agreement that will immediately follow the present
        third grammatical paragraph of such section:

                "All stock options granted in accordance with this Section 4(d)
                shall give Officer the right, upon termination of his employment
                hereunder, other than for Cause or Poor Performance (as defined
                in Section 5(e)), to exercise such options for a period of
                between 3 months and 12 months after such termination as
                provided hereinafter (but in no event later than their
                expiration date). In the event the vested options held by
                Officer immediately after such termination represent shares of
                common stock in an amount equal to or greater than 500,000, then
                the maximum period for the exercise of any options shall be 12
                months. In the event the vested options held by Officer
                immediately after such termination represent shares of common
                stock in an amount equal to or greater than 100,000 but less
                than 500,000, then the maximum period for the exercise of any
                options shall be 6 months. In the event the vested options held
                by Officer immediately after such termination represent shares
                of common stock in an amount less than 100,000, then the maximum
                period for their exercise shall be 3 months."

2.      Section 5(a) of the Agreement is hereby amended to add the phrase
        "(which are paid for by Employer)" immediately following the phrase
        "Employer's disability insurance or other disability benefit plans"
        contained in such section.

3.      Section 5(e)(i)(2) of the Agreement is hereby amended to add the
        following language at the end thereof:

                "provided, however, if such termination shall occur within two
                (2) years after a change in control, as declared by the Board of
                Directors, and during the term of this Agreement, then such
                payment shall be in an


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                amount equal to an amount in cash equal to two (2) times
                Officer's total compensation (base salary plus bonus) for the
                Fiscal Year proceeding such termination, and"


4.      Section 5(e)(ii) of the Agreement is hereby restated in it's entirety to
        read as follows:

                "Not withstanding anything in this Agreement to the contrary,
                in the event it shall be determined that any payment or
                distribution by Employer or any other person or entity to or for
                the benefit of Officer (within the meaning of Section 280G(b)(2)
                of the Internal Revenue Code of 1986, as amended (the "Code")),
                whether paid or payable or distributed or distributable pursuant
                to the terms of this Agreement or otherwise in connection with,
                or arising out of, his employment with Employer or a change in
                ownership or effective control of Employer or a substantial
                portion of its assets (a "Payment"), would be subject to the
                excise tax imposed by Section 4999 of the Code (the "Excise
                Tax"), the Payments shall include gross-up for any excise taxes
                due under IRC 280G or similar "golden parachute" provisions plus
                any excise, income, or payroll taxes owed on the payment on the
                excise payment amount."

IN WITNESS WHEREOF, the parties have executed this Rider to Agreement as of the
date first written above.


IndyMac F.S.B


By:
       -------------------------------

       -------------------------------
           Printed Name and Title


Date:
       -------------------------------



-----------------------------------------------
OFFICER


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                             PARENT COMPANY GUARANTY

IndyMac Bancorp, Inc. ("Bancorp") is the parent holding company of Employer and
benefits directly from the strength and continuity of the management of
Employer. Accordingly, Bancorp hereby assures and guaranties the full and timely
satisfaction of all monetary and other obligations of Employer to Officer under
the Agreement as amended by the foregoing Rider. This guaranty is a guaranty of
payment and not collection. This guaranty shall continue in full force and
effect notwithstanding any future modifications, extensions or renewals to the
Agreement that may be made by Employer. Bancorp hereby waives any and all
suretyship or other similar defenses that may be available to it with respect to
this guaranty to the full extent permitted by applicable law.


IndyMac Bancorp, Inc.


By:
       -------------------------------

       -------------------------------
           Printed Name and Title


Date:
       -------------------------------


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Source: OneCLE Business Contracts.