EXHIBIT 10.2

                                      BB&T

                               GUARANTY AGREEMENT

BRANCH BANKING AND TRUST COMPANY                                November 1, 2001

Dear Sirs:

As an inducement to Branch  Banking and Trust Company  ("Bank") to extend credit
to and to  otherwise  deal with  Resource  Mortgage,  Inc.  ("Borrower")  and in
consideration  thereof,  the undersigned  hereby absolutely and  unconditionally
guarantees to Bank and its successors  and assigns the due and punctual  payment
of any and all notes,  drafts,  debts,  obligations and liabilities,  primary or
secondary  (whether by way of  endorsement or  otherwise),  of Borrower,  at any
time, now or hereafter,  incurred with or held by Bank,  together with interest,
as and when  the  same  become  due and  payable,  whether  by  acceleration  or
otherwise,  in  accordance  with the  terms of any such  notes,  drafts,  debts,
obligations  or  liabilities  or agreements  evidencing  any such  indebtedness,
obligation or liability  including all renewals,  extensions  and  modifications
thereof.  The obligation of the undersigned is a guarantee of payment and not of
collection.

     The  undersigned  is Bank's debtor for all  indebtedness,  obligations  and
liabilities  for which this  Guaranty is made,  and Bank shall also at all times
have the right of set-off against any deposit  account of the  undersigned  with
Bank in the same  manner and to the same  extent  that the right of set-off  may
exist against the Borrower.

     It is  understood  that any such  notes,  drafts,  debts,  obligations  and
liabilities may be accepted or created by or with Bank at any time and from time
to time without notice to the undersigned,  and the undersigned hereby expressly
waives presentment,  demand,  protest, and notice of dishonor of any such notes,
drafts,  debts,  obligations  and  liabilities  or other  evidences  of any such
indebtedness, obligation or liability.

     Bank may  receive  and  accept  from time to time any  securities  or other
property as a  collateral  to any such notes,  drafts,  debts,  obligations  and
liabilities, and may surrender,  compromise, exchange and release absolutely the
same or any part  thereof  at any time  without  notice to the  undersigned  and
without in any manner  affecting the obligation and liability of the undersigned
hereby  created.  The  undersigned  agrees that Bank shall have no obligation to
protect, perfect, secure or insure any security interests, liens or encumbrances
now or hereafter held for the  indebtedness,  obligations  and  liabilities  for
which this Guaranty is made.

     This  obligation  and liability on the part of the  undersigned  shall be a
primary, and not a secondary, obligation and liability, payable immediately upon
demand  without  recourse  first having been had by Bank against the Borrower or
any other guarantor, person, firm or corporation, and without first resorting to
any property held by Bank as collateral  security;  and the  undersigned  hereby
waives the benefits of all  provisions  of law for stay or delay of execution or
sale of property or other  satisfaction  of judgment  against the undersigned on
account of  obligation  and  liability  hereunder  until  judgment  be  obtained
therefor  against the Borrower and execution  thereon returned  unsatisfied,  or
until  it is  shown  that  the  Borrower  has  no  property  available  for  the
satisfaction of the indebtedness,  obligation or liability guaranteed hereby, or
until any other proceedings can be had; and the undersigned  further agrees that
the undersigned is responsible  for any obligation or debt, or portion  thereof,
of the  Borrower to the Bank which has been paid by the Borrower to the Bank and
which the Bank is  subsequently  required to return to the Borrower or a trustee
for the Borrower in any bankruptcy or insolvency proceeding; and the undersigned
further agrees that none of the undersigned shall have any right of subrogation,
reimbursement or indemnity whatsoever, nor any right of recourse to security for
the debts and  obligations  of the  Borrower to Bank unless and until all of the
debts and  obligations  of the  Borrower  to Bank  have  been paid in full.  The
undersigned  hereby waives any claim or right to be a creditor of the Borrower's
bankruptcy  estate  which may  arise  upon  payment  by the  undersigned  of any
obligation under this Guaranty.

Check applicable box:

[ ]This  Guaranty is  unlimited  and applies to all  indebtedness  of  Borrower,
whether now existing or hereinafter  arising.

[X] This  Guaranty  applies to all  indebtedness  of Borrower  evidenced  by its
promissory note number dated November 1, 2001,

|X| (including all extensions,  renewals, and modifications thereof) in
the principal amount of $9,000,000.00.

[ ] This  Guaranty is limited to an amount of $________  plus accrued  interest,
late  fees,  costs of  collection  (including  attorneys'  fees)  and all  other
obligations and indebtedness which may accrue or be incurred with respect to the
Borrower's indebtedness and obligations to Bank.

<Page>

     To secure the payment of all obligations of the undersigned hereunder,  the
undersigned  hereby grants a security  interest and lien in the following  goods
and property owned by the undersigned:------------------------------------------
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-----------------------------------------("Collateral").
The  undersigned  hereby  agrees to execute  and  deliver  to Bank any  security
agreement,  deed of trust, mortgage, UCC financing statement,  or other document
required  by the Bank in order to protect its  security  interest or lien in the
Collateral.  This  document  shall  constitute  a security  agreement  under the
Uniform  Commercial Code of South Carolina  ("Code"),  and in addition to having
all other legal rights and remedies, the Bank shall have all rights and remedies
of a secured party under the Code.

         This  agreement  shall inure to the benefit of Bank, its successors and
assigns, and the owners and holders of any of the indebtedness,  obligations and
liabilities hereby guaranteed,  and shall remain in force until a written notice
revoking it has been received by Bank; but such revocation shall not release the
undersigned  from liability to Bank,  its successors and assigns,  or the owners
and  holders of any of the  indebtedness,  obligations  and  liabilities  hereby
guaranteed, for any indebtedness,  obligation or liability of the Borrower which
is hereby  guaranteed and then in existence or from any renewals,  extensions or
modifications thereof in whole or in part, whether such renewals,  extensions or
modifications  are made before or after such revocation,  with or without notice
to the undersigned.  The undersigned  waives  presentment,  demand,  protest and
notices of every kind and assents to any one or more extensions,  modifications,
renewals  or  postponements  of the  time or  amount  of  payment  or any  other
indulgences  given to Borrower.  The  undersigned  shall be responsible  for and
shall  reimburse  the Bank for all costs and  expenses  incurred  by the Bank in
connection   with  the  enforcement  of  this  Guaranty  or  the  protection  or
preservation of any right or claim of the Bank in connection herewith, including
without  limitation  costs and expenses  incurred by the Bank in connection with
its  attempts  to  collect  the  indebtedness,   obligations,   and  liabilities
guaranteed hereby.  Cost and expenses shall include  reasonable  attorneys' fees
which the undersigned agrees shall be equal to 15% of the principal and interest
outstanding at the time of action by Lender described  above,  unless the actual
attorney'  fees  incurred,  based  upon  Bank's  counsel's  normal  hourly  fees
chargeable to Bank, shall be greater than 15% of principal and interest in which
case such billed  amount based on such hourly rate shall be the  attorneys'  fee
payable hereunder.

         If  the  Borrower  is  a  corporation,   this  instrument   covers  all
indebtedness,  obligations  and  liabilities  to Bank  purporting  to be made or
undertaken  on behalf of such  corporation  by any such officer or agent of said
corporation without regard to the actual authority of such officer or agent. The
term  "corporation"  shall include  associations  of all kinds and all purported
corporations, whether correctly and legally chartered and organized.

         This Guaranty is made in and shall be construed in accordance  with the
laws and judicial  decisions  of the State of South  Carolina.  The  undersigned
agrees that any dispute  arising out of this Guaranty  shall be  adjudicated  in
either the state or federal courts of South Carolina and in no other forum.  For
that purpose,  the undersigned  hereby submits to the  jurisdiction of the state
and/or federal courts of South Carolina. The undersigned waives any defense that
venue is not proper for any action  brought in any federal or state court in the
State of South Carolina.

         Waiver of Appraisal Rights.  The laws of South Carolina provide that in
any real  estate  foreclosure  proceeding  a defendant  against  whom a personal
judgement  is  taken or asked  may  within  thirty  days  after  the sale of the
mortgaged  property apply to the court for an order of appraisal.  The statutory
appraisal  value as approved by the court would be substituted  for the high bid
and may  decrease  the amount of any  deficiency  owing in  connection  with the
transaction. TO THE FULLEST EXTENT PERMITTED BY LAW AND AS A MATERIAL INDUCEMENT
FOR  LENDER TO MAKE THE LOAN,  GUARANTOR  HEREBY  WAIVES  AND  RELINQUISHES  THE
STATUTORY APPRAISAL RIGHTS WHICH MEANS THE HIGH BID AT THE JUDICIAL  FORECLOSURE
SALE  WILL BE  APPLIED  TO THE DEBT  REGARDLESS  OF ANY  APPRAISED  VALUE OF THE
MORTGAGED PROPERTY.

         Witness the signature and seal of each of the undersigned.

                              [SIGNATURES OMITTED]