Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On October 26, 2009, Avatar entered into a First Amendment to Amended and Restated Employment Agreement (the "First Amendment") with Patricia Kimball Fletcher, which extends the term of her employment as Executive Vice President and General Counsel to December 31, 2010. Ms. Fletcher continues to be compensated at an annual base salary of $700,000. The terms of Ms. Fletcher's employment remain substantially the same as the Amended and Restated Employment Agreement dated as of December 22, 2008 (the "Agreement"), except that: (1) under the terms of the First Amendment Ms. Fletcher may terminate her employment for any reason by giving at least 90 days advance notice at any time after June 30, 2010; and (ii) should Ms. Fletcher be terminated Without Cause or resign for Good Reason (as defined in the Agreement filed as Exhibit 10.11 to Form 8-K dated December 22, 2008) subsequent to July 1, 2010, she would continue to be compensated through the earlier of 90 days after the date of termination or December 31, 2010.

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