Amendment to Employment Agreement

Exhibit 10.33

Amendment to Employment Agreement

        AMENDMENT AGREEMENT, dated December 22nd, 2008, to the Amended and Restated Employment Agreement, dated May 8, 2008, between CIT Group Inc., a Delaware corporation (the “ Company ”) and the executive named below who is the signatory to this Amendment Agreement (the “ Executive ”).

        WHEREAS, the Company and the Executive desire to comply with Section 409A of the Internal Revenue Code of 1986, as amended, and the rules and regulations promulgated thereunder.

         It is hereby agreed as follows:

        1. Section 2 is amended to delete the words “December 31, 2008” and to replace them with the following: “December 31, 2009.”

        2. Section 6 is amended to delete the words “following the calendar year in which the costs and expenses were incurred” at the end of the las