Exhibit 10.19.1

                    SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

The existing Employment Agreement dated January 1, 1998 (as modified by the
first amendment dated February 16, 1999) by and between Meritage Corporation
(formerly Monterey Homes Corporation) and Larry W. Seay is hereby amended as of
this 13th day of July, 2000, as follows:

     The term of the agreement stated in paragraph 2 shall be extended for an
     additional year to January 1, 2002.

     The annual salary noted in paragraph 4 and Exhibit A shall be increased to
     $175,000.

     The potential bonus noted in Exhibit A shall be established at
     approximately $125,000 (providing a total annual target cash compensation
     of approximately $300,000).

In witness whereof, the parties hereto have duly executed the Amendment to
Employment Agreement or caused this Amendment to be duly executed on their
respective behalf, by their respective officer thereunto duly authorized, all as
of the day and year first above written.


                                        MERITAGE CORPORATION,
                                        a Maryland corporation



                                        By: /s/ STEVEN J. HILTON
                                            ------------------------------------
                                        Name: Steven J. Hilton
                                              ----------------------------------
                                        Its: Co-Chairman & CEO
                                             -----------------------------------


                                        /s/ LARRY W. SEAY
                                        ----------------------------------------
                                        Larry W. Seay