OFFER LETTER

Jane Lord
December 1, 2004

POSITION:

 Managing Director, in the Equities Division, Gold Financial Services Capital Markets, LLC

COMPENSATION:

 Your salary will be $200,000 per year, paid semi-monthly. Your performance will be reviewed
annually. In addition, after your employment has commenced, you will be offered an agreement
providing you $100,000 per year in deferred compensation (under the Gold Capital
Accumulation Plan—see attached summary), in accordance and subject to the terms, conditions
and vesting periods specified in that agreement.

 You will participate in the Investment Banking Division Incentive Program.

 Participation in the Company’s Incentive Programs is subject to the terms and conditions
of the applicable program documents.

 This is to confirm that you will receive a minimum total incentive for 2005 valued at $2,000,000,
provided that you are an active employee in good standing (i.e. not subject to current or pending
disciplinary action as of the date such incentive is to be paid or awarded.) This minimum total
incentive will be made in two components as follows:

o A minimum cash incentive for 2005 valued at $1,400,000. This payment will be subject
to taxes and standard deductions and will be payable on or about April 15, 2006.
o An award of restricted shares of our Gold Stock under the Gold Securities Stock
Program (the “Program”) equal to the value of $600,000. The Program is intended for a
select group of employees who are considered key contributors to Investment Banking, of
which you are one. The award will be subject to, and earned in accordance with, the
terms of the Program, which includes three one-year vesting periods. Except as expressly
set forth in the Program, you must be actively employed at the end of the vesting period
for vesting to occur. Otherwise, you will forfeit any unvested restricted shares.

 This is to confirm that you will receive a minimum total incentive for 2006 valued at $2,000,000,
provided that you are an active employee in good standing (i.e. not subject to current or pending
disciplinary action) as of the date such incentive is to be paid or awarded. This minimum total
incentive will be made in two components as follows:

o A minimum cash incentive for 2006 valued at $1,400,000. This payment will be subject
to taxes and standard deductions and will be payable on or about April 15, 2007.
o An award of restricted shares of Gold Stock under the Gold Securities Stock Program
(the “Program”) equal to the value of $600,000. The Program is intended for a select
group of employees who are considered key contributors to Investment Banking. The
award will be subject to, and earned in accordance with, the terms of the Program, which
includes three one-year vesting periods and at your option may be reinvested for an
additional award at terms agreeable to you and the Company at the end of the three year
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 vesting period. Except as expressly set forth in the Program, you must be actively
employed at the end of the vesting period for vesting to occur. Otherwise, you will
forfeit any unvested restricted shares.

TITLE:

 You will be named Managing Director.

EXECUTIVE COMPENSATION:

We will recommend, at the next meeting of the Compensation Committee (currently scheduled for
December 20, 2004), that you be considered to receive stock options of Gold common stock with an
economic value of $500,000 under the Gold 2003 Stock Option Plan (the “Option Plan), provided that
you are an active employee on that date. Any grant of options will be subject to the approval of the
Compensation Committee of the Corporation's Board of Directors at the meeting wherein they review
such awards. The effective date of the grant will be the date of that meeting, and the option price on any
options granted will be 25% of the closing price of Gold common stock on the Meeting Date. Vesting
will occur equally over (3) three years. The grants are subject to the terms and conditions of the Option
Plan. Any future grant recommendations will be made on a discretionary basis on performance.

TERMINATION FOR CAUSE OR INVOLUNTARY TERMINATION FOR GOOD REASON:

If you choose to leave Gold voluntarily or Gold and/or any of its subsidiaries terminate your
employment for Cause, as defined below, prior to the payment of the incentive, Gold is not required
to pay compensation as described above.

If your employment is terminated by Gold and/or any of its subsidiaries for reasons other than Cause,
or you leave for “Good Reason” as defined below, then you will receive the following within sixty
(60) days of the date of such termination, provided that you sign and do not revoke a standard waiver
and release in a form reasonably acceptable to Gold:

(i) Base Salary through the date of termination;

(ii) Lump-sum cash payment equal to the sum, if any, of any unpaid minimum cash
incentives that would have been payable pursuant to the section of this Offer Summary
entitled “COMPENSATION” had you remained employed hereunder;
(iii) Accelerated vesting of your vested stock awards, including but not limited to any
vested stock awards under the Gold Securities Stock Program;
(iv) Lump-sum cash payment of the value of all stock awards under the Gold Securities
Stock Program provided for under the section of this Offer Summary entitled
“COMPENSATION” that remain unvested following your termination and do not vest
as a result of your termination, or that remain to be granted on the termination date,
valued as of the date of grant date; and any stock options would immediately vest and
be exercisable for an additional 30 days from termination.
(v) Any other additional benefits to which you would otherwise be entitled as a terminated
employee to the extent provided in the applicable plans, programs and arrangements of
the Corporation and its affiliates.

For purposes of this Offer Summary, Cause means:

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 (i) any willful and material act or omission that constitutes a breach of the employee’s
obligation to the Company, or the willful and material failure or refusal of the employee to
perform satisfactorily any duties reasonably required of the employee, after written
notification by the Company and the failure of the employee within thirty (30) calendar
days of such notification to correct such breach, failure or refusal (other than failure by
reason of incapacity due to physical or mental illness); or
(ii) the commission of any fraud, misappropriation, embezzlement or dishonest act that may be
reasonably expected to have injurious effect on the Company; or
(iii) any act of gross insubordination or willful misconduct; or
(iv) conviction of a felony, or of a misdemeanor involving a dishonest or fraudulent act, or
conduct in violation of state or federal law or that would constitute a basis for criminal
charge or indictment of a felony or of a misdemeanor involving moral turpitude; or

For purposes of this Offer Letter, Good Reason to terminate your employment means:
there is (i) a diminution in your, title, authority, duties or responsibilities; or (ii) a material breach by the
Company of any material terms of this Offer; provided the Company shall have thirty (30) days to cure such
event after the date on which you give written notice specifying the breach; or (iii) a substantial change in
the work schedule occurs, or a change in the location of your position, which would result in you not being
located where the Company’s New York market activity is located; or (iv) a change of control in the
ownership and operation of the Company.

NON-COMPETITON:

 Beginning on the date you sign this Offer Summary, and continuing through your employment
you will not, as an owner, employee, agent or independent contractor, directly or indirectly,
perform any services for a Competitor comparable to the services you are or will be performing
for Gold in the Restricted Territory defined below.

EMPLOYMENT AT WILL:

Your employment at Gold is at-will. You are not hired for any specified term or duration or
pursuant to any contract of employment, written or oral. You have the right to end your
relationship with Gold at any time and for any reason you deem appropriate. Similarly, the
employment of any employee can be terminated at the discretion of Gold for any reason at any
time.

Name: Jane Lord

Position: Managing Director

I accept this offer:

Signature Date

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