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                                                                   EXHIBIT 10.20


                                October 17, 2000


Anthony S. Cleberg
1505 Harrison Boulevard
Boise, ID  83702

Dear Tony:

         The purpose of this letter is to give the general guidelines of an
offer to join Champion Enterprises and the major terms of employment.

1.       The position is Executive Vice President and Chief Financial Officer of
         Champion Enterprises, Inc., based in Auburn Hills, MI. You will report
         to me.

2.       The base salary is $350,000 annually, paid monthly. You will receive a
         salary review in February 2002.

3.       You will receive the following one-time cash incentive during the first
         year.

                  A) You will receive $50,000 cash, 60 days after your first day
         of employment.

                  B) You will receive $100,000 cash 12 months after your first
         day of employment.

         Both of these incentives will be paid only if you are an active
         employee.

4.       The 2001 annual incentive program is yet to be determined, but will
         have a range of up to 150% of base salary.

5.       The equity program will be formalized in a separate non-qualified stock
         option agreement to cover a total of 600,000 shares of Champion
         Enterprises stock vesting over the next five years. The general terms
         of the equity program will be as follows:

         a)       50,000 shares at 40% of market price on date of grant to be
                  purchased within 75 days of employment. These shares will vest
                  at a rate of 25% each six months. If you leave the company
                  during the two year period you will lose the prorated gain
                  amount remaining. You will have tax consequences of the
                  difference between purchase and market price. Once you
                  exercise this portion, you will be eligible for the following:



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         b)       50,000 shares at 40% of market price on date of grant to be
                  purchased either during the first 75 days of employment or
                  after 12 months up to two years of date of grant. These have
                  the same terms as in Section 4 (a).

         c)       500,000 shares at market price on date of grant to be vested
                  and exercisable over five years at 100,000 shares vested on
                  each anniversary for the five years:

                  As part of this option agreement, there will be a change of
         control provision that immediately vests the outstanding, unvested
         options, as well as confidentiality and non-compete provisions.

6.       You will be eligible for the company's normal medical, dental, life
         insurance and long term disability benefits at the first of the month
         following your start date with the letters you provided, we have
         covered all "preconditions" issues. In case of your death, Champion's
         obligation under this agreement will terminate but any amount owed you
         under this agreement or bonus plan plus all vested options at time of
         your death will be paid to your estate. There is no defined benefits
         retirement program, but we do have a 401(k) tax deferred savings
         program. We have a deferred income program for base compensation and
         annual bonuses. You will be entitled to four weeks vacation per year.
         We do not pay cash in lieu of vacations.

7.       In order to expedite and assist your family's move before April 2001
         from Idaho to Michigan, we will:

         -        Employ a relocation management firm to market and sell your
                  Idaho home. If required, they will purchase your home if not
                  sold in 90 days. In either case, normal, real estate fees for
                  selling your Idaho home will be paid.

         -        Pay for normal closing costs for purchasing your home in
                  Michigan

         -        Pay for physical moving of all household goods from Idaho to
                  Michigan.

         -        Pay for temporary housing and transportation expenses during
                  the commuting period.

8.       You will be an "at will" employee which means your employment may be
         terminated at any time, by you or Champion, for any reason, with or
         without cause and without any further obligation.



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9.       You will be given a "change of control" agreement granting you 24
         months of base and incentives in the event of a change of control.

         If the terms are acceptable, please sign below and return one copy to
me. Tony, I look forward to you joining the Champion team.


                                      Very truly yours,




                                      Walter R. Young



------------------------------------------
         Anthony S. Cleberg




