Exhibit 10.3

            AMENDMENT TO THE WILBER NATIONAL BANK SPLIT-DOLLAR LIFE
                            INSURANCE PLAN AGREEMENT


     THIS AGREEMENT TO AMEND THE WILBER NATIONAL BANK SPLIT-DOLLAR LIFE
INSURANCE PLAN AGREEMENT ("First Amendment") dated as of the 21st day of
September 2001, among WILBER NATIONAL BANK, a national bank ("Company"),
Oneonta, New York, and Alfred S. Whittet ("Executive").
                       -----------------

                                   WITNESSETH:

     WHEREAS, the Company has previously adopted the Wilber National Bank
Split-Dollar Life Insurance Plan ("Original Plan"), dated as of September 26,
1997, pursuant to which the Company would pay all the life insurance premiums
and would divide the death proceeds of a life insurance policy on the life of
Employee with the designated beneficiary of Employee after the Company recouped
its premium payments; and

     WHEREAS, Wilber National Bank and Executive previously entered into the
Wilber National Bank Split-Dollar Life Insurance Plan Agreement ("Original
Agreement"), dated as of September 30, 1997; and
                         ------------------
     WHEREAS, the Board of Directors amended the Wilber National Bank
Split-Dollar Life Insurance Plan ("Amended Plan") to change the benefit to a
vested benefit that would pay a sum certain determined upon the Participant's
job title and years of executive service; and

     WHEREAS, the Company wants to amend the agreement to incorporate the new
vested benefit; and

     WHEREAS, pursuant to the Original Plan consent of the Executive is required
to amend the vested benefit; and

     WHEREAS, the Executive wishes to consent to the change in the vested
benefit; and

     WHEREAS, in order to carry out a modification of the benefit provided under
the Original Plan through life insurance policies, the parties hereto desire to
enter into this First Amendment.

     NOW, THEREFORE, in consideration of the mutual promises of the parities
hereto, and of other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereby agree as
follows:

     1. The Original Agreement, is hereby amended by modification of Vesting of
Benefits as stated in Article 5 of the Amended and Restated Wilber National Bank
Split-Dollar Life Insurance Plan and are as follows:

                                       1
<PAGE>


A Participant with less than five (5) years of continuous service at the Vice
President or higher shall have a lifetime benefit equal to four (4) times base
annual salary (meaning the Participant's most recent base full-time annual
salary exclusive of bonuses, options, or incentives of any kind) during the
Participant's employment with the Bank and or Wilber until the earliest of the
following to occur:

     1.   Retirement - if a Participant voluntarily terminates his or her
          ----------
          employment on or after the age of sixty-two (62), the Participant is
          entitled to a lifetime benefit equal to the Participant's last base
          annual salary prior to retirement exclusive of bonuses, options or
          incentives.

     2.   Disability - if a Participant's termination of employment is due to
          ----------
          disability (meaning, the Participant is unable to perform
          substantially all of Participant's normal duties, as determined by the
          Participant's written employment agreement or the Bank's personnel
          policies, as established by the Board of Directors of the Bank and or
          Wilber in their sole and absolute discretion), the Participant is
          entitled to a lifetime benefit equal to the Participant's base annual
          salary exclusive of bonuses, options or incentives.

     3.   Change of control - if termination of a Participant's employment is
          -----------------
          following a change in control, the Participant is entitled to a
          lifetime benefit equal to the Participant's base annual salary
          exclusive of bonuses, options or incentives.


          A "Change of Control" means:

          o    A transaction where a consolidation or merger occurs of either
               Wilber or the Bank and neither is the continuing or surviving
               corporation; or
          o    A transaction where the shares of either Wilber's or the Bank's
               common stock (meaning stock with the lowest priority in terms of
               payment or dividends) are exchanged for cash, securities or other
               property. This does not include transactions where there is a
               merger of Wilber or of the Bank, and stockholders of Wilber's or
               the Bank's common stock immediately prior to the merger have the
               same proportionate ownership of common stock of the surviving
               corporation immediately after the merger; or
          o    A transaction involving any sale, lease, exchange or other
               transfer of all, or substantially all, of the assets of Wilber or
               of the Bank; or
          o    A transaction where the stockholders of Wilber approve any plan
               or proposal for the liquidation (meaning where corporate assets
               are converted into cash and distributed among creditors and
               shareholders) or dissolution (meaning the formal disbanding of
               the corporation) of Wilber or of the Bank;
          o    A transaction where any person other than the holders of Wilber's
               common stock on the date on which it takes effect, or the spouse
               or children of such holders, becomes the beneficial owner
               (meaning a corporate shareholder who has the power to buy or sell
               the shares, but who has not registered the shares on the
               corporation's books in his or her name) of 25% or more of
               Wilber's outstanding common stock; or

                                       2
<PAGE>


          o    A transaction where any person other than Wilber becomes the
               beneficial owner of 50% or more of the Bank's outstanding common
               stock; or
          o    A transaction where during any consecutive two year period,
               individuals who at the beginning of the period make up the entire
               Board of Directors of Wilber, do not continue to constitute a
               majority of the Board of Directors for any reason, unless the
               election, or the nomination for election by Wilber's
               stockholders, of each new director was approved by a vote of at
               least two-thirds of the directors who were then still in office
               and who were directors at the beginning of the period.

     4.   Termination not for cause - if termination of any Participant's
          --------------------------
          employment is not for cause and for reasons other than those described
          in items 2, 3, and 6 above, the Participant is entitled to a lifetime
          benefit equal to the Participant's base annual salary exclusive of
          bonuses, options or incentives.

     5.   Resignation - if any Participant voluntarily terminates employment,
          ------------
          the Participant is entitled to a lifetime benefit equal to Twenty-Five
          Thousand Dollars ($25,000).

     6.   Termination for cause - if any Participant is terminated for cause
          ---------------------
          (meaning a termination for gross negligence, commission of a felony or
          crime involving moral turpitude, fraud, disloyalty, dishonesty or
          violation of any law or Bank Policy) the Participant is entitled to a
          lifetime benefit equal to Ten Thousand Dollars ($10,000).

     Additionally, in no event will the combined lifetime benefit and any other
Group Term Coverage exceed Five Hundred Thousand Dollars ($500,000) or Seven
Hundred Thousand Dollars ($700,000) for the Bank President and Chief Executive
Officer.

     A Participant with more than five (5) years or more of continuous service
at the Vice President level or higher shall have a lifetime benefit equal to
four (4) Times base annual salary (meaning the Participant's most recent base
full-time annual salary exclusive of bonuses, options, or incentives of any
kind) during employment with the Bank or its parent company until the earliest
of the following to occur:

     1.   Retirement - if a Participant voluntarily terminates employment on or
          ----------
          after the age of sixty-two (62) Participant is entitled lifetime
          benefit equal to the Participant's base annual salary exclusive of
          bonuses, options, or incentives, unless the combination of the
          Participant's age and total years of employment is at least Seventy
          (70), in which case the Participant is entitled to a lifetime benefit
          equal to four times (4x) the Participant's base annual salary
          exclusive of bonuses, options, or incentives.

     2.   Disability - if a Participant's termination of employment is due to
          -----------
          disability (meaning, to perform substantially all of Participant's
          normal duties, as determined by the Participant's written employment
          agreement of the Bank and or Wilber's personnel policies, as
          established by the Board of Directors of the Bank and or Wilber in
          their sole and absolute discretion), the Participant is entitled a
          lifetime benefit equal to four times (4x) the Participant's base
          annual salary exclusive of bonuses, options, or incentives.

                                       3
<PAGE>


     3.   Change of control - if termination of Participant's employment is
          -----------------
          following a change in control involving the Bank or Wilber, the
          Participant is entitled to a lifetime benefit equal to four times (4x)
          the Participant's base annual salary exclusive of bonuses, options or
          incentives.

          A "Change of Control" means:

          o    A transaction where a consolidation or merger occurs of either
               Wilber or the Bank and neither is the continuing or surviving
               corporation; or
          o    A transaction where the shares of either Wilber's or the Bank's
               common stock (meaning stock with the lowest priority in terms of
               payment or dividends) are exchanged for cash, securities or other
               property. This does not include transactions where there is a
               merger of Wilber or of the Bank, and stockholders of Wilber's or
               the Bank's common stock immediately prior to the merger have the
               same proportionate ownership of common stock of the surviving
               corporation immediately after the merger; or
          o    A transaction involving any sale, lease, exchange or other
               transfer of all, or substantially all, of the assets of Wilber or
               of the Bank; or
          o    A transaction where the stockholders of Wilber approve any plan
               or proposal for the liquidation (meaning where corporate assets
               are converted into cash and distributed among creditors and
               shareholders) or dissolution (meaning the formal disbanding of
               the corporation) of Wilber or of the Bank;
          o    A transaction where any person other than the holders of Wilber's
               common stock on the date on which it takes effect, or the spouse
               or children of such holders, becomes the beneficial owner
               (meaning a corporate shareholder who has the power to buy or sell
               the shares, but who has not registered the shares on the
               corporation's books in his or her name) of 25% or more of
               Wilber's outstanding common stock; or
          o    A transaction where any person other than Wilber becomes the
               beneficial owner of 50% or more of the Bank's outstanding common
               stock; or
          o    A transaction where during any consecutive two year period,
               individuals who at the beginning of such period make up the
               entire Board of Directors of Wilber, do not continue to
               constitute a majority of the Board of Directors for any reason,
               unless the election, or the nomination for election by Wilber's
               stockholders, of each new director was approved by a vote of at
               least two-thirds of the directors who were then still in office
               and who were directors at the beginning of the period.

     4.   Termination not for cause - if termination of a Participant's
          -------------------------
          employment is not for cause and for reasons other than those described
          in items 2, 3, and 6 above, the Participant is entitled to a lifetime
          benefit equal to the Participant's base annual salary exclusive of
          bonuses, options or incentives unless the combination of the
          Participant's age and total full years of employment with the Bank and
          or Wilber is at least Seventy (70), in which case the Participant

                                       4
<PAGE>

          shall be entitled to a lifetime benefit equal to four times (4x) the
          Participant's base annual salary exclusive of bonuses, options or
          incentives.

     5.   Resignation - if any Participant voluntarily terminates employment
          with the Bank and or Wilber, the Participant is entitled to a lifetime
          benefit in the amount of Twenty-Five Thousand ($25,000).

     6.   Termination for cause - if any Participant is terminated for cause
          (meaning a termination for gross negligence, commission of a felony or
          crime involving moral turpitude, fraud, disloyalty, dishonesty or
          violation of any law or Bank Policy) the Participant is entitled to a
          lifetime benefit equal to Ten Thousand Dollars ($10,000).

          Additionally, in no event will the combined lifetime benefit and any
     other Group Term Coverage exceed Five Hundred Thousand Dollars ($500,000)
     or Seven Hundred Thousand Dollars ($700,000) for the President and Chief
     Executive Officer.

     2.   Capitalized terms used herein, but not otherwise defined herein, shall
          have the meanings ascribed to them in the Amended Plan.

     3.   This First Amendment may be executed in any number of counterparts,
          all of which taken together shall constitute one and the same
          instrument and any of the parties hereto may execute this Agreement by
          signing any such counterpart.

     4.   All other terms of the Original Agreement remain in full force and
          effect.

          IN WITNESS WHEREOF, the parties hereto have executed this Amendment as
     of the day and year first above written.

                                              WILBER NATIONAL BANK

                                              by:/s/ Alfred S. Whittet
                                                 -------------------------------
                                                 Alfred S. Whittet, President
                                                 and C.E.O.


          The Executive hereby accepts and agrees to the foregoing. Signed at
     Oneonta, New York, this 16th day of January 2002.



                                                     /s/ Alfred S. Whittet
                                                     ---------------------
                                                         Alfred S. Whittet
                                                         Executive

                                       5
<PAGE>


                         SPLIT-DOLLAR POLICY ENDORSEMENT
                         -------------------------------


Policy Number(s): U200001497, U200001534, 0044696,   Insured:  Alfred S. Whittet
                  0600095964, 56600459

Supplementing and amending the application of Wilber National Bank, on Union
                                                                       -----
Central, Mass Mutual, Southland and New York Life insurance companies
--------------------------------------------------------------------

("Insurers"), the applicant requests and directs that:

BENEFICIARIES

     1.   The Wilber National Bank, a national bank ("Bank"), shall be the
          direct beneficiary of the death proceeds as described in the
          Split-Dollar Life Plan (the "Plan") adopted by the Bank on September
          26, 1997.

     2.   The Beneficiary of the Participant Interest (as such term is defined
          in the Plan) shall be designated by the Insured or his/her authorized
          transferee.

OWNERSHIP

     3.   The Owner of the policy shall be the Bank. The Owner shall have all
          the ownership rights in the Policy except as may be specifically
          granted to the Insured or the Owner's transferee in paragraph (4) of
          this endorsement.

     4.   The Insured or beneficiary of the Participant Interest shall have the
          right to assign any rights and interest in the policy with respect to
          this endorsement, or to exercise all settlement options with respect
          to such death proceeds as provided in the Plan.

OWNER'S AUTHORITY

     5.   Insurer is hereby authorized to recognize the Owner's Claim to rights
          hereunder without investigating the reason for any action taken by the
          Owner, including its statement of the amount of premiums it has paid
          on the policy. The signature of the Owner shall be sufficient for the
          exercise of any rights under the Endorsement and the receipt of the
          Owner for any money received by it shall be a full discharge and
          release therefore to the Insurer.

     6.   Any transferee's rights shall be subject to this Endorsement.

                                       6
<PAGE>







VESTING OF BENEFITS

     7.   A Participant with less than five (5) years of continuous service at
          the Vice President or higher shall have a lifetime benefit equal to
          four (4) times base annual salary (meaning the Participant's most
          recent base full-time annual salary exclusive of bonuses, options, or
          incentives of any kind) during the Participant's employment with the
          Bank and or Wilber until the earliest of the following to occur:

     7.   Retirement - if a Participant voluntarily terminates his or her
          ---------
          employment on or after the age of sixty-two (62), the Participant is
          entitled to a lifetime benefit equal to the Participant's last base
          annual salary prior to retirement exclusive of bonuses, options or
          incentives.

     8.   Disability - if a Participant's termination of employment is due to
          ----------
          disability (meaning, the Participant is unable to perform
          substantially all of Participant's normal duties, as determined by the
          Participant's written employment agreement or the Bank's personnel
          policies, as established by the Board of Directors of the Bank and or
          Wilber in their sole and absolute discretion), the Participant is
          entitled to a lifetime benefit equal to the Participant's base annual
          salary exclusive of bonuses, options or incentives.

     9.   Change of control - if termination of a Participant's employment is
          -----------------
          following a change in control, the Participant is entitled to a
          lifetime benefit equal to the Participant's base annual salary
          exclusive of bonuses, options or incentives.

          A "Change of Control" means:

          o    A transaction where a consolidation or merger occurs of either
               Wilber or the Bank and neither is the continuing or surviving
               corporation; or
          o    A transaction where the shares of either Wilber's or the Bank's
               common stock (meaning stock with the lowest priority in terms of
               payment or dividends) are exchanged for cash, securities or other
               property. This does not include transactions where there is a
               merger of Wilber or of the Bank, and stockholders of Wilber's or
               the Bank's common stock immediately prior to the merger have the
               same proportionate ownership of common stock of the surviving
               corporation immediately after the merger; or
          o    A transaction involving any sale, lease, exchange or other
               transfer of all, or substantially all, of the assets of Wilber or
               of the Bank; or
          o    A transaction where the stockholders of Wilber approve any plan
               or proposal for the liquidation (meaning where corporate assets
               are converted into cash and distributed among creditors and
               shareholders) or dissolution (meaning the formal disbanding of
               the corporation) of Wilber or of the Bank;
          o    A transaction where any person other than the holders of Wilber's
               common stock on the date on which it takes effect, or the spouse
               or children of such holders, becomes the beneficial owner

                                       7
<PAGE>

               (meaning a corporate shareholder who has the power to buy or sell
               the shares, but who has not registered the shares on the
               corporation's books in his or her name) of 25% or more of
               Wilber's outstanding common stock; or
          o    A transaction where any person other than Wilber becomes the
               beneficial owner of 50% or more of the Bank 's outstanding common
               stock; or
          o    A transaction where during any consecutive two year period,
               individuals who at the beginning of the period make up the entire
               Board of Directors of Wilber, do not continue to constitute a
               majority of the Board of Directors for any reason, unless the
               election, or the nomination for election by Wilber's
               stockholders, of each new director was approved by a vote of at
               least two-thirds of the directors who were then still in office
               and who were directors at the beginning of the period.

     10.  Termination not for cause - if termination of any Participant's.
          -------------------------
          employment is not for cause and for reasons other than those described
          in items 2, 3, and 6 above, the Participant is entitled to a lifetime
          benefit equal to the Participant's base annual salary exclusive of
          bonuses, options or incentives.

     11.  Resignation - if any Participant voluntarily terminates employment,
          -----------
          the Participant is entitled to a lifetime benefit equal to Twenty-Five
          Thousand Dollars ($25,000).

     12.  Termination for cause - if any Participant is terminated for cause
          ---------------------
          (meaning a termination for gross negligence, commission of a felony or
          crime involving moral turpitude, fraud, disloyalty, dishonesty or
          violation of any law or Bank Policy) the Participant is entitled to a
          lifetime benefit equal to Ten Thousand Dollars ($10,000).

8.   Additionally, in no event will the combined lifetime benefit and any other
     Group Term Coverage exceed Five Hundred Thousand Dollars ($500,000) or
     Seven Hundred Thousand Dollars ($700,000) for the Bank President and Chief
     Executive Officer.

9.   A Participant with more than five (5) years or more of continuous service
     at the Vice President level or higher shall have a lifetime benefit equal
     to four times (4x) the Participant's base annual salary (meaning the
     Participant's most recent base full-time annual salary exclusive of
     bonuses, options, or incentives of any kind) during employment with the
     Bank or its parent company until the earliest of the following to occur:

     7.   Retirement - if a Participant voluntarily terminates employment
          ----------
          on or after the age of sixty-two (62) Participant is entitled lifetime
          benefit equal to the Participant's base annual salary exclusive of
          bonuses, options, or incentives, unless the combination of the
          Participant's age and total years of employment is at least Seventy
          (70), in which case the Participant is entitled to a lifetime benefit
          equal to four times (4x) the Participant's base annual salary
          exclusive of bonuses, options, or incentives.

                                       8
<PAGE>


     8.   Disability - if a Participant's termination of employment is due to
          ----------
          disability (meaning, to perform substantially all of Participant's
          normal duties, as determined by the Participant's written employment
          agreement of the Bank and or Wilber's personnel policies, as
          established by the Board of Directors of the Bank and or Wilber in
          their sole and absolute discretion), the Participant is entitled a
          lifetime benefit equal to four times (4x) the Participant's base
          annual salary exclusive of bonuses, options, or incentives.

     9.   Change of control - if termination of Participant's employment is
          -----------------
          following a change in control involving the Bank or Wilber, the
          Participant is entitled to a lifetime benefit equal to Four (4) Times
          the Participant's base annual salary exclusive of bonuses, options or
          incentives.


          A "Change of Control" means:

          o    A transaction where a consolidation or merger occurs of either
               Wilber or the Bank and neither is the continuing or surviving
               corporation; or
          o    A transaction where the shares of either Wilber's or the Bank's
               common stock (meaning stock with the lowest priority in terms of
               payment or dividends) are exchanged for cash, securities or other
               property. This does not include transactions where there is a
               merger of Wilber or of the Bank, and stockholders of Wilber's or
               the Bank's common stock immediately prior to the merger have the
               same proportionate ownership of common stock of the surviving
               corporation immediately after the merger; or
          o    A transaction involving any sale, lease, exchange or other
               transfer of all, or substantially all, of the assets of Wilber or
               of the Bank; or
          o    A transaction where the stockholders of Wilber approve any plan
               or proposal for the liquidation (meaning where corporate assets
               are converted into cash and distributed among creditors and
               shareholders) or dissolution (meaning the formal disbanding of
               the corporation) of Wilber or of the Bank;
          o    A transaction where any person other than the holders of Wilber's
               common stock on the date on which it takes effect, or the spouse
               or children of such holders, becomes the beneficial owner
               (meaning a corporate shareholder who has the power to buy or sell
               the shares, but who has not registered the shares on the
               corporation's books in his or her name) of 25% or more of
               Wilber's outstanding common stock; or
          o    A transaction where any person other than Wilber becomes the
               beneficial owner of 50% or more of the Bank 's outstanding common
               stock; or
          o    A transaction where during any consecutive two year period,
               individuals who at the beginning of such period make up the
               entire Board of Directors of Wilber, do not continue to
               constitute a majority of the Board of Directors for any reason,
               unless the election, or the nomination for election by Wilber's
               stockholders, of each new director was approved by a vote of at
               least two-thirds of the directors who were then still in office
               and who were directors at the beginning of the period.

                                       9
<PAGE>


     10.  Termination not for cause - if termination of a Participant's
          --------------------------
          employment is not for cause and for reasons other than those described
          in items 2, 3, and 6 above, the Participant is entitled to a lifetime
          benefit equal to the Participant's base annual salary exclusive of
          bonuses, options or incentives unless the combination of the
          Participant's age and total full years of employment with the Bank and
          or Wilber is at least Seventy (70), in which case the Participant
          shall be entitled to a lifetime benefit equal to four times (4x) the
          Participant's base annual salary exclusive of bonuses, options or
          incentives.

     11.  Resignation - if any Participant voluntarily terminates employment
          -----------
          with the Bank and or Wilber, the Participant is entitled to a lifetime
          benefit in the amount of Twenty-Five Thousand ($25,000).

     12.  Termination for cause - if any Participant is terminated for cause
          ---------------------
          (meaning a termination for gross negligence, commission of a felony or
          crime involving moral turpitude, fraud, disloyalty, dishonesty or
          violation of any law or Bank Policy) the Participant is entitled to a
          lifetime benefit equal to Ten Thousand Dollars ($10,000).

10.  Additionally, in no event will the combined lifetime benefit and any other
     Group Term Coverage exceed Five Hundred Thousand Dollars ($500,000) or
     Seven Hundred Thousand Dollars ($700,000) for the President and Chief
     Executive Officer.



     Signed at Oneonta, New York this
     29th day of September, 1997.


                                                    Company

                                                    WILBER NATIONAL BANK

                                                    By:/s/ Brian R. Wright
                                                       -------------------------
                                                       Brian R. Wright, Chairman

                                       10
<PAGE>


     The Insured accepts and agrees to the foregoing and, subject to the rights
of the Owner as stated above, designates Kathleen M. Whittet, Wife 100% Primary,
Renee M. Whittet, Daughter 50% secondary, Deeann L. Whittet, Daughter 50%
Secondary


as direct beneficiary(ies) of the portion of the proceeds described in (2),
above.

     The Insured's signature on this Split Dollar Endorsement witnesses his/her
agreement to the terms of the Split-Dollar Life Insurance Plan adopted by the
Bank on September 26, 1997, as such may be amended from time to time.

Signed at Oneonta, New York, this 30th day of September, 1997.

                                                     /s/ Alfred S. Whittet
                                                    ----------------------------
                                                         Alfred S. Whittet
                                                         Insured

                                       11