EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT dated as of September 29, 2005, by and between Opteum Financial Services, LLC with its principal place of business at W. 115 Century Road, Paramus, New Jersey 07652 (the “Company”), and Peter Norden, residing at the address set forth on the signature page hereof (the “Executive”).

WHEREAS, Bimini Mortgage Management, Inc. a Maryland corporation (the “Parent”) is concurrently herewith entering into an Agreement and Plan of Merger and Reorganization with the Company, among others, pursuant to which a subsidiary of Parent will be merged with and into the Company (the "Acquisition Agreement"), and in connection therewith, the Executive is to receive the consideration set forth in the Acquisition Agreement at the times and subject to the terms and conditions of the Acquisition Agreement;

WHEREAS, the Parent would not be willing to enter into the Acquisition Agreement in the absence of this Agreement; and

WHEREAS, the Company wishes to employ the Executive, and the Executive wishes to accept such offer, on the terms set forth below:

Accordingly, the parties hereto agree as follows:

1.   Term . The Company hereby employs the Executive, and the Executive hereby accepts such employment, for an initial term commencing as of the “Effective Time” (as defined in the Acquisition Agreement) and continuing for a three-year period, unless sooner terminated in accordance with the provisions of Section 4 or Section 5; with such employment to continue for successive one-year periods in accordance with the terms of this Agreement (subject to termination as aforesaid) unless either party notifies the other party of non-renewal in writing prior to three months before the expiration of the initial term and each annual renewal, as applicable (the period during which the Executive is employed hereunder being hereinafter referred to as the “Term”). Notwithstanding anything herein to the contrary, if the Effective Time does not occur, and the Acquisition Agreement is terminated, this Agreement (except this sentence) shall be null and void ab initio and of no force or effect.

2.   Duties . During the Term, the Executive shall be employed by the Company as President, and Chief Executive Officer of the Company, and the Executive also agrees, for no compensation in addition to that set forth herein, to serve as Senior Executive Vice President of the Parent, and, as such, the Executive shall faithfully perform for the Company and the Parent the duties of said offices and shall perform such other duties of an executive, managerial or administrative nature consistent with such positions as shall be specified and designated from time to time by the Chief Executive Officer of the Parent (“Parent CEO”) and, as to his duties for the Parent, the Board of Directors of the Parent. Unless otherwise consented to by the parties hereto, in the event of the termination of employment with the Company or the Parent at a time when the Company and the Parent are affiliates, employment with the other shall also thereupon automatically be terminated. The Executive may work in any of the Company’s offices anywhere in the United States. In addition, the Company acknowledges that the Executive maintains a home office in Boca Raton, Florida, and agrees that the Executive may work therein from time to time at the discretion of the Executive. The Parent is expressly acknowledged as and agreed to be a third-party beneficiary hereof with respect to, without limitation, the Executive’s services therefor. The Executive also agrees that he shall devote substantially all of his business time and effort to the performance of his duties hereunder; provided that in no event shall this sentence prohibit the Executive from performing personal, investment and charitable activities, pre-existing business interests, and any other business interests as may be approved by the Parent CEO. It is expressly acknowledged and understood that the Executive may continue to own his membership interest in SouthStar Partners (as defined in Section 6.1(a)) and may act in accordance with Section 6.1(a).

3.   Compensation .

3.1   Salary . The Company shall pay the Executive during the Term a salary at the rate of $750,000 per annum (the “Annual Salary”), in accordance with the customary payroll practices of the Company applicable to senior executives.

3.2   Bonus . During the Term, in addition to the Annual Salary, for each annual period ending during the Term, the Executive shall receive an annual nondiscretionary cash bonus of $750,000 to be paid in four equal quarterly installments (the “Nondiscretionary Bonus”).

3.3   Benefits - In General . Except with respect to benefits of a type otherwise provided for under Section 3.4, the Executive shall be permitted during the Term to participate in any group life, hospitalization or disability insurance plans, health programs, retirement plans, fringe benefit programs and similar benefits that may be available to other senior executives of the Company generally, on the same terms as such other executives, in each case to the extent that the Executive is eligible under the terms of such plans or programs.

3.4   Specific Benefits . Without limiting the generality of Section 3.3, the Executive shall be entitled to vacation of 25 days per year. Employee shall accrue sick leave in accordance with the Employer’s standard practices as are in effect from time to time.

3.5   Expenses - In General . The Company shall pay or reimburse the Executive for all ordinary and reasonable out-of-pocket expenses actually incurred (and, in the case of reimbursement, paid) by the Executive during the Term in the performance of the Executive’s services under this Agreement; provided that the Executive submits proof of such expenses, in accordance with such procedures as may be prescribed from time to time by the Company.

3.6   Automobile . During the term, the Company shall reimburse the Executive for the amount of the monthly payments on his current automobile lease until such lease expires. Following the expiration of the Executive’s current automobile lease and during the remainder of the Term, the Executive shall be permitted the use of an automobile reasonably commensurate with the Executive's positions with the Company and Parent, which in no event will be of a class of automobile superior to that made available to other senior executives of the Company or Parent.

4.   Termination upon Death or Disability . If the Executive dies during the Term, the Term shall terminate as of the date of death, and the obligations of the Company and the Parent to or with respect to the Executive shall terminate in their entirety upon such date except as otherwise provided under this Section 4. If the Executive by virtue of ill health or other disability is unable to perform substantially and continuously the duties assigned to him for more than 180 consecutive or non-consecutive days out of any consecutive 12-month period, the Company and the Parent shall have the right, to the extent permitted by law, to terminate the employment of the Executive upon notice in writing to the Executive. Upon termination of employment due to death or disability, (i) the Executive (or the Executive’s estate or beneficiaries in the case of the death of the Executive) shall be entitled to receive any Annual Salary, Nondiscretionary Bonus and other benefits earned and accrued under this Agreement prior to the date of termination (and reimbursement under this Agreement for expenses incurred prior to the date of termination), (ii) subject to Section 5.2(c), for a 30-month period after termination of employment, the Executive (if applicable), and in the event of his death, his spouse (or life partner) and his dependents, shall receive such continuing coverage under the group health plans they would have received under this Agreement (but at such costs no higher than as in effect immediately preceding such termination) as would have applied in the absence of such termination; and (iii) the Executive (or, in the case of his death, his estate and beneficiaries) shall have no further rights to any other compensation or benefits hereunder on or after the termination of employment, or any other rights hereunder (but, for the avoidance of doubt, the Executive shall receive such disability and death benefits as may be provided under the Company’s plans and arrangements in accordance with their terms).

5.   Certain Terminations of Employment .

5.1   Termination by the Company for Cause; Termination by the Executive without Good Reason .

(a) For purposes of this Agreement, “Cause” shall mean the Executive’s:

(i)  conviction of (or pleading nolo contendere to) a felony (but in no event including a traffic or similar violation), a crime of moral turpitude, dishonesty, breach of trust or unethical business conduct, or any crime involving the Company or Parent;

(ii)  engagement in the performance of his duties hereunder, in willful misconduct, willful or gross neglect, fraud, misappropriation or embezzlement;

(iii)  repeated failure to adhere to the directions of the Parent CEO, to adhere to the Company’s or Parent’s policies and practices or to devote his business time and efforts to the Company and Parent as required by Section 2;

(iv) willful and continued failure to substantially perform his duties properly assigned to him (other than any such failure resulting from his Disability) after demand for substantial performance is delivered by the Company specifically identifying the manner in which the Company believes the Executive has not substantially performed such duties;

(v)  material breach of any of the provisions of Section 6; or

(vi)  breach in any material respect of the terms and provisions of this Agreement and failure to cure such breach within 21 days following written notice from the Company or Parent specifying such breach;

provided that the Company shall not be permitted to terminate the Executive for Cause except on written notice given to the Executive at any time following the occurrence of any of the events described in clauses (i), (ii) or (v) above and on written notice given to the Executive at any time not more than 30 days following the occurrence of any of the events described in clause (iii), (iv) or (vi) above (or, if later, the Company’s knowledge thereof). No termination for Cause shall be effective unless the Board makes a Cause determination after notice to the Executive and the Executive has been provided with the opportunity (with counsel of his choice) to contest the determination at a meeting of the Board.

(b) The Company and the Parent may terminate the Executive’s employment hereunder for Cause, and the Executive may terminate his employment on at least 30 days’ and not more than 120 days’ written notice given to the Company. If the Company terminates the Executive for Cause, or the Executive terminates his employment and the termination by the Executive is not covered by Section 5.2, (i) the Executive shall receive Annual Salary, Nondiscretionary Bonus and other benefits (but, in all events, and without increasing the Executive’s rights under any other provision hereof, excluding any bonuses, other than the Nondiscretionary Bonus, not yet paid) earned and accrued under this Agreement prior to the termination of employment (and reimbursement under this Agreement for expenses incurred prior to the termination of employment); and (ii) the Executive shall have no further rights to any other compensation or benefits hereunder on or after the termination of employment, or any other rights hereunder.

5.2  Termination by the Company without Cause; Termination by the Executive for Good Reason .

(a) For purposes of this Agreement, “Good Reason” shall mean, unless otherwise consented to by the Executive,

(i) the material reduction of the Executive’s authority, duties and responsibilities, or the assignment to the Executive of duties materially inconsistent with the Executive’s position or positions with the Company or Parent;

(ii) the Company’s failure to pay the Executive any amounts otherwise due hereunder or under any plan, policy, program, agreement, arrangement or other commitment of the Company, including, without limitation, the Annual Salary and the Nondiscretionary Bonus;

(iii) the Company’s material and willful breach of this Agreement;

(iv) the Company’s material breach of its obligations to pay the Contingent Amount (as defined in the Acquisition Agreement) at the times set forth in Section 1.15 of the Acquisition Agreement; or

(v) the Company’s material breach of its obligations pursuant to Section 5.1(a)(i) or Section 5.1(a)(v) of the Acquisition Agreement.

Notwithstanding the foregoing, (i)(A) Good Reason shall not be deemed to exist pursuant to Section 5.2(a)(i), (ii) or (iii) unless notice of termination on account thereof (specifying a termination date no later than 30 days from the date of such notice) is given no later than 30 days after the time at which the event or condition purportedly giving rise to Good Reason first occurs or arises; and (B) if there exists (without regard to this clause (B)) an event or condition that constitutes Good Reason, the Company shall have ten days from the date notice of such a termination is given to cure such event or condition and, if the Company does so, such event or condition shall not constitute Good Reason hereunder; and (ii) Good Reason shall not be deemed to exist pursuant to Section 5.2(a)(iv) or (v) unless the provisions of this paragraph have been followed. The Executive shall give the Company written notice of a material breach of either Section 5.2(a)(iv) or (v) promptly after the time at which the event or condition purportedly giving rise to such breach first occurs or arises. The Company shall have 60 days from the date the initial notice of breach is given by the Executive to cure such event or condition. If the Company fails to cure such material breach within such 60-day period, the Executive shall give the Company a second written notice of such material breach and the Company shall have 15 days from the date the second notice of breach is given to cure such event or condition. If the Company fails to cure such breach within such 15-day period, the Executive may terminate this agreement for Good Reason by providing a written notice of termination to the Company within 30 days of the expiration of the 15-day period and specifying an