EXHIBIT 10.19

                              WAIVER AND EXTENSION

     This WAIVER AND EXTENSION is made this 29th day of December, 2004, by and
between SILVANO DIGENOVA ("Employee") and SUPERIOR GALLERIES, INC., a Delaware
corporation (the "Company").

     1. EXTENSION. The Company and Employee agree that the termination date of
the Employee's current employment agreement dated June 15, 2001 is hereby
extended to March 31, 2005.

     2. WAIVER. Employee hereby waives his right, under his current employment
agreement, to receive a bonus that is calculated based on the market
capitalization of the Company.


                               /S/ SILVANO DIGENOVA
                               -----------------------------------
                               Silvano DiGenova



                               SUPERIOR GALLERIES, INC.


                               By:  /S/ PAUL BIBERKRAUT
                                   ---------------------------------------------
                                        Paul Biberkraut, Chief Financial Officer