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                                                                    EXHIBIT 10.2

                                AMENDMENT NO. 6
                              TO THE NATIONAL CITY
                       SAVINGS AND INVESTMENT PLAN NO. 2
              (AS AMENDED AND RESTATED EFFECTIVE JANUARY 1, 1992)
                            ------------------------

National City Corporation, a Delaware corporation, and National City Bank, a
national banking association, Trustee, hereby evidence the adoption of this
Amendment No. 6 to the National City Savings and Investment Plan No. 2, as
amended and restated effective January 1, 1992 (the "Plan").

                                   SECTION 1

Effective as of January 1, 2000, Section 1.1 of Article I of the Plan is hereby
amended by the deletion of paragraph (a) of subsection (15) therein, and the
addition of paragraph (a) to read as follows:

        "(a) An Employee employed by National Processing Incorporated or a
    subsidiary thereof who is treated as a non-exempt employee under the Fair
    Labor Standards Act, but excluding: (i) any person employed as a student
    intern, (ii) any person who is a law enforcement officer employed by a
    local, county or state government and who is hired by an Employer to perform
    off-duty security services, (iii) any person who is an Employee of an
    Employer who is included in its Special Project Employee Employment
    classification, (iv) an Employee who is a nonresident alien and who receives
    no earned income (within the meaning of Code section 911(d)(2)) from the
    Controlled Group from sources within the United States (within the meaning
    of Code section 861(a)(3)), or (v) any person who is a leased employee
    (within the meaning of Section 1.1(21))."

                                   SECTION 2

Effective as of January 1, 2000, Section 3.7 of Article III of the Plan is
hereby amended by the deletion of subsections (2) and (3) therein, and the
addition of new subsections (2) and (3) to read as follows:

        "(2) The Employers shall contribute to the Trust Fund on account of such
    Year, Profit Sharing Matching Contributions in an amount equal that
    determined by applying the applicable amount, determined below, to the
    Before-Tax Contributions made for such Year for each eligible Participant as
    described in Section 3.8. Such applicable amount shall be between $0 and
    $.50 per $1.00 of Before-Tax Matching Contribution based upon a targeted
    range of Earnings Per Share, Earnings Per Share Growth Rate, Return on
    Equity or such other financial criteria as the Company shall deem
    appropriate. The criteria for the calculation of the Profit Sharing Matching
    Contribution of a particular Year shall be determined by the Company and
    communicated during the first calendar-year quarter of that Year.

        (3) The Company shall determine the amount of the Employer Profit
    Sharing Matching Contribution, if any, to be made hereunder for each Plan
    Year, based upon the financial criteria established and communicated
    pursuant to Subsection (2) hereof. Such determination shall be effected in
    accordance with generally accepted accounting principles and applicable
    Securities and Exchange Commission regulations in the same manner as for the
    Company's reports to stockholders, by the principal accounting officer of
    the Company, and, upon approval by the Auditor of the Company, shall be
    final and conclusive as to all interested persons for all purposes of the
    Plan."

                                   SECTION 3

Effective as of January 1, 2001, Article III of the Plan is hereby amended by
the deletion of Sections 3.7 and 3.8, and the addition of new Sections 3.7 and
3.8 to read as follows:

        "3.7 Amount of Profit Sharing Matching Contributions. Effective for Plan
    Years beginning on and after January 1, 2001, no Profit Sharing Matching
    Contribution shall be made by any Employer under this Plan.

        3.8 Allocation of Profit Sharing Contributions. Effective for Plan Years
    beginning on and after January 1, 2001, no Profit Sharing Matching
    Contribution shall be made by any Employer under this Plan."

                                   SECTION 4

Effective as of January 1, 2001, Section 3.1 of Article III of the Plan is
hereby amended by the deletion of the reference to "10%" therein and the
substitution in lieu thereof the percentage "12%".
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                                   SECTION 5

Effective as of January 1, 2001, Article III of the Plan is hereby amended by
the deletion of Section 3.5 thereunder and the addition of a new Section 3.5 to
read as follows:

        "3.5 Amount of Matching Employer Contributions. Subject to the
    provisions of the Plan and Trust Agreement, each Employer shall, as and to
    the extent it lawfully may, contribute to the Trust Fund on account of each
    month, Matching Employer Contributions in an amount equal to 115% of the
    Before Tax Contributions for each such month for each Participant with
    respect to the first 6% of each such Participant's Credited Compensation.
    The Employer shall deliver its Matching Employer Contribution to the Trust
    Fund at the same time as the Before-Tax Contributions to which the Matching
    Employer Contributions relate are delivered."

                                   SECTION 6

Effective as of January 1, 2001, Section 4.2 of Article IV of the Plan is hereby
amended by the addition of a new subsection (6) thereunder to read as follows:

        "(6) Effective for Plan Years beginning on or after January 1, 2001, the
    limitations set forth in subsections (1), (2), (3), (4) and (5) above shall
    not apply to any Participant to the extent that the Plan satisfies the
    alternative method for meeting the actual deferral percentage test as set
    forth in Code Section 401(k)(12). At least 30 days, but not more than 90
    days before the beginning of each Plan Year, the Company will provide each
    Eligible Employee a comprehensive notice of the employee's rights and
    obligations under the Plan, written in a manner calculated to be understood
    by the average Eligible Employee. If an employee becomes eligible after the
    90th day before the beginning of the Plan Year and does not receive the
    notice for that reason, the notice must be provided no more than 90 days
    before the employee becomes eligible but not later than the date the
    employee becomes eligible."

                                   SECTION 7

Effective as of January 1, 2001, Section 4.3 of Article IV of the Plan is hereby
amended by the addition of a new subsection (5) thereunder to read as follows:

        "(5) Effective for Plan Years beginning on or after January 1, 2001, the
    limitations set forth in subsections (1), (2), (3) and (4) above shall not
    apply to any Participant to the extent that the Plan satisfies one of the
    alternative methods for meeting the contribution percentage test as set
    forth in Code Sections 401(m)(10) and 401(m)(11)."

                                   SECTION 8

Effective as of January 1, 2001, Section 4.4 of Article IV of the Plan is hereby
amended by the addition of a new subsection (3) thereunder to read as follows:

        "(3) Effective for Plan Years beginning on or after January 1, 2001, the
    limitations set forth in subsections (1) and (2) above shall not apply to
    any Participant to the extent that the Plan satisfies the alternative method
    for meeting the actual deferral percentage test as set forth in Code Section
    401(k)(12) or one of the alternative methods for meeting the contribution
    percentage test as set forth in Code Sections 401(m)(10) and 401(m)(11)."

                                   SECTION 9

Effective as of January 1, 2000, Section 4.10 of Article IV of the Plan is
hereby amended by the addition of a new subsection (3) thereunder to read as
follows:

        "(3) The limitations set forth in subsections (1) and (2) above shall
    not apply to any Participant who performs one Hour of Service on or after
    January 1, 2000."

                                   SECTION 10

Effective as of April 1, 2000, Article VI of the Plan is hereby amended by the
deletion of Section 6.5 thereunder and the addition of a new Section 6.5 to read
as follows:

        "6.5 Payment of Small Benefits. Notwithstanding the foregoing provisions
    of this Article, if the value of the Vested Interest of a participant
    following his termination of employment (whether by death or otherwise) does
    not exceed $5,000 on the first Valuation Date next following such
    termination of employment, such Vested Interest shall be paid to the
    Participant (or, if applicable, his Beneficiary) in a lump sum within 90
    days after such Valuation Date."

                                   SECTION 11

Effective as of January 1, 2000, the Plan is hereby amended by the deletion of
the phrase "a voice response telephonic system established and supervised by the
Committee" wherever it appears in the Plan and the substitution in lieu thereof
of
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the phrase "electronic medium including, but not limited to, a voice response
telephonic system or personal computer access to an internet website maintained
on behalf of the Plan".

Executed at Cleveland, Ohio this 19th day of December 2000.

                                   NATIONAL CITY BANK, TRUSTEE

                                   By: /s/ ROBIN W. RICE
                                     -------------------------------------------
                                       Robin W. Rice
                                       Vice President

                                   NATIONAL CITY CORPORATION

                                   By: /s/ SHELLEY J. SEIFERT
                                     -------------------------------------------
                                     Shelley J. Seifert
                                     Executive Vice President

                                   By: /s/ ROBERT G. SIEFERS
                                     -------------------------------------------
                                       Robert G. Siefers
                                       Vice Chairman