EXHIBIT 10.4

AMENDMENT TO EMPLOYMENT AGREEMENT

     This Amendment to Employment Agreement is hereby entered into as of June 1, 2010 by and among Cedar Shopping Centers, Inc., a Maryland corporation (the “Corporation”), Cedar Shopping Centers Partnership, L.P., a Delaware limited partnership (the “Partnership”) and Frank C. Ullman (the “Executive”).

W I T N E S S E T H:

     WHEREAS, the Corporation, the Partnership and the Executive entered into that certain Employment Agreement dated as of September 18, 2008, as presently in effect (the “Employment Agreement”); and

     WHEREAS, the Board of Directors of the Corporation (on the Corporation’s own behalf, and as the sole general partner of the Partnership) approved a modification to the Employment Agreement;

     NOW THEREFORE, intending to be legally bound the parties hereto agree as follows:

     1. Section 2.1 of the Employment Agreement is hereby amended to read in its entirety as follows:

     “2.1 The term of employment shall end October 31, 2011, unless sooner terminated as provided in this Agreement.”

     IN WITNESS WHEREOF, the parties have executed this Amendment to Employment Agreement as of the date first above written.