Exhibit 3.2(ii)

           Amendment to By-laws of United Financial Mortgage Corp.

      On August 9, 2004, the Board of Directors unanimously resolved to amend
 the By-laws of United Financial Mortgage Corp. so that Article III,  Section
 1 thereof was deleted in  its entirety and was  replaced it in its  entirety
 with the following:

           "Section 1.    The number  of directors  of  the corporation
      shall range  between five (5)  and eleven  (11), which  number of
      directors may be fixed or changed from time  to time by the board
      of directors  or the  shareholders  without further  amendment to
      these By-laws.  The  number of directors may  be increased beyond
      eleven (11)  or decreased  below five  (5) from  time to  time by
      amendment  of  this section.    No  decrease  in  the  number  of
      directors shall  have the  effect of  removing any  director from
      office prior to the expiration of his or her term, but the number
      of directors may be decreased in  conjunction with the removal of
      a director in accordance with applicable law.  Directors need not
      be shareholders or residents of Illinois.  Each director shall be
      elected  to  hold  office  until   the  next  annual  meeting  of
      shareholders  or until  his  or  her  successor  shall have  been
      elected and qualified."