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                                                                   EXHIBIT 10.10


                          LIMITED WAIVER AND AMENDMENT
                             TO SEVERANCE AGREEMENT

         THIS LIMITED WAIVER AND AMENDMENT is made as of this 4th day of
December, 2000, between FRANKLIN BANK, NATIONAL ASSOCIATION ("Franklin") and
DOUG MIRES (the "Officer"). Capitalized terms used herein and not otherwise
defined shall have the meanings ascribed to them in the Severance Agreement (as
defined below).

         WHEREAS, Franklin and the Officer, entered into that certain Severance
Agreement made as of the 15th day of July, 1999 and amended the 21st day of
December, 1999 (the "Severance Agreement") pursuant to which the Officer is
entitled to certain severance compensation in the event of a change in control
of Franklin; and

         WHEREAS, effective as of March 19, 2000, a Change in Control of
Franklin occurred within the meaning of the Severance Agreement, as a result of
Franklin entering into an Agreement and Plan of Merger with Bingham Financial
Services Corporation and BFSC Merger, N.A.; and

         WHEREAS, a Change in Control of Franklin occurred within the meaning of
the Severance Agreement, as a result of the nomination on May 5, 2000 and the
election on May 23, 2000 of two non-management sponsored directors to the Board
of Directors of Franklin in connection with Franklin's 2000 annual meeting of
shareholders; and

         WHEREAS, as part of a review of Franklin's operations, the Board of
Directors of Franklin has authorized and approved the Employee Operational
Effectiveness Committee Plan (the "EOE Plan") to implement a restructuring of
Franklin's operations; and

         WHEREAS, pursuant to the EOE Plan, the Officer will be assigned duties
(the "December 2000 Position") that could be considered inconsistent with the
Officer's position, duties, responsibilities and status with Franklin as of the
day prior to the foregoing Changes in Control of Franklin and/or a change in the
Officer's titles or offices as in effect the day prior to the foregoing Changes
in Control of Franklin.

         NOW, THEREFORE, in consideration of the mutual covenants herein
contained and for other good and valuable consideration, receipt of which is
hereby acknowledged, the parties hereto hereby agree as follows:

         1. Waiver. The Officer hereby waives his right to terminate his
employment with "Good Reason" as contemplated by Section 3F of the Severance
Agreement due to the implementation of the EOE Plan or his assignment to the
December 2000 Position. This waiver shall not be deemed or otherwise construed
to constitute a waiver of any other condition, or prejudice any right or remedy
which the Officer may now have or may have in the future, under or in connection
with the Severance Agreement, as amended.

         2. Amendment. Section 4(2) of the Amended and Restated Severance
Agreement is hereby deleted in its entirety and replaced with the following:

         "In lieu of any further salary payments to Officer for periods
         subsequent to the Date of Termination, Franklin shall pay as severance
         pay to Officer a lump sum severance payment equal to 2.0 times (the
         "Multiple") the Officer's gross compensation (including base salary,
         Cash Bonus and any deferred compensation) for any twelve month period
         yielding the highest dollar amount during the 3 years preceding the
         Date of Termination; provided, however, that the Multiple shall be 1.5
         if (a) the subject




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         Change in Control is due to (i) the nomination and election of Messrs.
         Irving R. Beimler and Damian L. Howard to the Board of Directors of
         Franklin in connection with Franklin's 2000 annual meeting of
         shareholders and/or (ii) Franklin entering into the Agreement and Plan
         of Merger dated March 19, 2000 with Bingham Financial Services
         Corporation and BFSC Merger, N.A. and (b) the Officer terminates
         Officer's employment for Good Reason under Section 3F. In addition,
         Franklin shall pay as severance to Officer an amount which after
         applying the provisions of Section 4999 of the Code, as amended (or as
         replaced by any other Code Section) ("Section 4999") would provide
         Officer with the same approximate aggregate cash under Section 4 of the
         Agreement that Officer would have received under Section 4 of the
         Agreement but for the application of Section 4999."

         3. Continuance. The terms of the Severance Agreement shall continue in
full force and effect as amended and modified by this Limited Waiver and
Amendment.

         4. Counterparts. This Amendment may be executed in one or more
counterparts, each of which shall be deemed to be an original but all of which
together will constitute one and the same instrument.

         IN WITNESS WHEREOF, the parties have executed this Limited Waiver and
Amendment as of the date first above written.


                                            FRANKLIN BANK, NATIONAL ASSOCIATION

                                            By:
                                                --------------------------------
                                                Name:
                                                Its:


                                            OFFICER:

                                            ------------------------------------
                                            Name: Doug Mires


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