EXHIBIT 10.7-H

          AMENDMENT TO CHANGE IN CONTROL AGREEMENT BETWEEN 
          STANDARD FINANCIAL MORTGAGE CORPORATION 
          AND ROBERT R. HARRING, III

               Standard Financial Mortgage Corporation ("SFMC"),
          Standard Financial, Inc. ("Holding Company") and Robert
          R. Harring, III ("Executive") executed a certain Change
          in Control Agreement (the "Agreement"), effective July
          28, 1995, wherein they reserved the right to modify or
          amend said Agreement in writing at any time in whole or
          in part.

               WHEREAS, Holding Company and SFMC are desirous of
          amending the Agreement in certain respects and retaining
          the services of Executive; and

               WHEREAS, Executive is willing to accept such
          amendments and to continue to serve in the employ of
          Holding Company and SFMC.  

               NOW, THEREFORE, in consideration of Holding Company
          and SFMC continuing to retain the services of Executive
          and for Executive continuing to serve in the employ of
          Holding Company and SFMC and for other good and valuable
          consideration, the parties hereto agree to amend said
          Agreement effective July 1, 1996, as follows:

               1.   Section 2.4 is hereby amended to read as
          follows:

                    "2.4 Payment Adjustment.  If the independent
          accountants acting as auditors for SFMC on the date of a
          Change in Control (or another accounting firm designated
          by the parties) determine, in consultation with legal
          counsel acceptable to the parties, that any amount
          payable to Executive by SFMC under this Agreement, or any
          other plan or agreement under which Executive
          participates or is a party, would constitute an "excess
          parachute payment" within the meaning of Section 280G of
          the Code, and any regulations thereunder, and be subject
          to the "excise tax" imposed by Section 4999 of the Code,
          SFMC shall pay to Executive the amount of such excise tax
          and all federal and state income or other taxes with
          respect to the payment of the amount of such excise tax,
          including all such taxes with respect to any such
          additional amount.  If at a later date, the Internal
          Revenue Service assesses a deficiency against Executive
          for the excise tax which is greater than that which was
          determined at the time such amounts were paid, if any,
          SFMC shall pay to Executive the amount of such excise tax
          plus any interest, penalties and professional fees or
          expenses, incurred by Executive as a result of such
          assessment, including all such taxes with respect to any
          such additional amount.  The highest marginal tax rate
          applicable to individuals at the time of payment of such
          amounts will be used for purposes of determining the
          federal and state income and other taxes with respect
          thereto.  SFMC shall withhold from any amounts paid under
          this Agreement the amount of any excise tax or other
          federal, state or local taxes then required to be
          withheld.  Computations of the amount of any supplemental
          compensation paid under this Section 2.4 shall be made by
          the independent public accountants then regularly
          retained by SFMC, in consultation with legal counsel
          acceptable to the parties.  SFMC shall pay all accountant
          and legal counsel fees and expenses."

               In all other respects, Holding Company, SFMC and
          Executive hereby confirm the Agreement, as herein
          amended, reserving to Holding Company, SFMC and Executive
          the joint right further to amend or revoke, in whole or
          in part, the Agreement and this amendment thereto.

               IN WITNESS WHEREOF, Holding Company, SFMC and
          Executive have signed this amendment this ______ day of
          ______________________, 1996.

                         STANDARD FINANCIAL MORTGAGE CORPORATION

                              By: _________________________________
                              Title:_______________________________

                         STANDARD FINANCIAL, INC.

                              By:__________________________________
                              Title:_______________________________

                         ROBERT R. HARRING, III

                              By: _________________________________
                              Title: ______________________________