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                                                                    EXHIBIT 10.3


                ADDENDUM TO SECOND RESTATED EMPLOYMENT AGREEMENT


         This Addendum to the Second Restated Employment Agreement is dated
this 14th day of May, 1998 (the "Effective Date"), between American Bank of
Bradenton ("Employer"), whose address is 4702 Cortez Road West, Bradenton,
Florida 34210 and Philip W. Coon ("Employee"), whose address is 510 Rooks Road,
Seffner, Florida 33584.


                                  WITNESSETH:

         WHEREAS, Employer and Employee have entered into a Second Restated 
Employment Agreement dated June 30, 1995, whereby Employee agreed to develop 
and operate a wholesale residential mortgage loan department of Employer;

         WHEREAS, Employee is currently employed by Employer under the terms 
and conditions of the Second Restated Employment Agreement;

         WHEREAS, the parties desire to amend certain provisions of the Second 
Restated Employment Agreement by the terms of this Addendum;

         NOW, THEREFORE, in consideration of the mutual covenants contained 
herein, and other good and valuable consideration, the receipt and sufficiency 
of which are hereby acknowledged, Employer and Employee agree as follows:

         1.    Employment.  Employer hereby employs Employee, and Employee 
hereby accepts the employment, upon the terms and conditions of the Second 
Restated Employment Agreement as amended by this Addendum. To the extent that 
this Addendum conflicts with the Second Restated Employment Agreement, this 
Addendum shall control. The Second Restated Employment Agreement shall continue 
accept as modified herein.

         2.    Term.  The initial term of this Agreement shall be four (4) 
years. Thirty (30) days prior to the first anniversary of this Addendum, either 
party may give the other written notice that this Agreement shall not be 
renewed upon the lapse of the original four (4) year term. If no notice of 
termination is given thirty (30) days prior to the first anniversary, the term 
shall automatically be extended annually on a three (3) year revolving basis 
unless one or both parties shall give written notice to the other of an intent 
to terminate thirty (30) days prior to an anniversary date. Once a timely 
written notice of termination is delivered, this Agreement shall terminate 
three (3) years after the anniversary date following the notice of termination. 
For example, should Employer give Employee written notice of its intent not to 
renew thirty (30) days prior to the first anniversary of this Addendum, this 
Agreement shall terminate at the end of the original four (4) year term. If 
thirty (30) days prior to the second anniversary of this Addendum, Employer 
shall give Employee written notice of its intent to terminate, this Agreement 
shall terminate three (3) years from the second anniversary date. Notice as 
specified by this provision shall be in writing, sent certified mail to the 
other party at its last known address.
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         3.   Change of Control. If Employer changes its name or a single entity
acquires fifty percent (50%) or more of Employer's outstanding shares, Employer 
shall immediately pay Employee a lump sum payment equal to the amount of 
Employee's previous annual compensation as shown on Employee's W-2 wage 
statement. This Agreement shall not be affected by the payment required by this 
provision.

         4.   Binding Effect. The Second Restated Employment Agreement and 
this Addendum shall be binding upon Employer, its successors, 
successors-in-interest, assigns and any purchaser of a controlling interest in 
shares and/or of Employer's assets, and shall be disclosed to any 
prospective purchaser of a controlling interest in Employer's shares and/or 
assets prior to any such purchase.

         5.   Commission Rebates. If Employee has been paid commissions on any 
loan for which payments are ninety (90) days past due, Employee shall return 
the commissions earned on the non-accruing loan. Employee shall not be entitled 
to a return of the commissions until the subject loan becomes current for ninety
(90) days or is sold.


WITNESSES                                 EMPLOYER:
as to Employer:                           AMERICAN BANK OF BRADENTON

/s/ LYNDA G. GRAY                         By: /s/ GERALD ANTHONY
--------------------------------------       ----------------------------------
Print Name:                                       Gerald L. Anthony
          ----------------------------


WITNESSES                                 EMPLOYEE:
as to Employee:

/s/ JULIE FRANKE                          /s/ PHILIP W. COON
--------------------------------------    -------------------------------------
Print Name:  Julie Franke                     Philip W. Coon
           ---------------------------


/s/ MELISSA HONE
--------------------------------------
Print Name:  Melissa Hone
          ----------------------------