exhibit101


    Exhibit
      10.1

    


    DESCRIPTION
      OF DIRECTORS AND 

    NAMED
      EXECUTIVE OFFICERS COMPENSATION

    


    In
      accordance with the “Frequently Asked Questions” bulletin posted by the staff of
      the Division of Corporation Finance of the Securities and Exchange Commission
      on
      November 23, 2004 on the Securities and Exchange Commission’s website, we are
      disclosing the following information that the Securities and Exchange Commission
      may deem to be material definitive agreements with our directors and executive
      officers.

    


    Bancorp
      does not compensate its directors. Each director of Bancorp is also a director
      of the Bank. Meetings of the directors of Bancorp are held immediately before
      or
      after meetings of the directors of the Bank. In 2005, directors of the Bank
      received $2,000 per meeting of the Board of Directors attended in 2005.
      Additionally, each non-employee member of a committee of the Board of Directors
      of the Bank received a fee of $750 per committee meeting. A total of $168,153
      in
      the year ended December 31, 2005 was paid as directors’ fees and committee fees
      for the Bank 

    


    We
      have
      not entered into employment agreements with any of the executive officers,
      who
      are employed on an at-will basis. In 2006, the Bank’s executive officers will
      earn the annual base salaries set forth opposite their names below and will
      be
      entitled to a bonus, if any, as determined by the Compensation
      Committee:

    


    
      	
              Name

            	
               

            	
              Title

            	
               

            	
               

            	
              2006
                Salary

            	 
	
              Alan
                J. Hyatt

               

            	 	
              President
                and Chief Executive Officer

               

            	 	
              $

               

            	
              265,000

               

            	 
	
              Melvin
                E. Meekins, Jr.

               

            	 	
              Executive
                Vice President

               

            	 	
              $

               

            	
              315,000

               

            	 
	
              S.
                Scott Kirkley

               

            	 	
              Senior
                Vice President, Secretary and Treasurer

               

            	 	
              $

               

            	
              225,000

               

            	 
	
              Thomas
                G. Bevivino

               

            	 	
              Chief
                Financial Officer

              
              

            	 	
              $

               

            	
              159,000

               

            	
               

               

            


    

    


    The
      executive officers are entitled to participate in the Bank’s 401(k) Plan and in
      an Employee Stock Ownership Plan. The Bank makes a matching contribution of
      50%
      of each executive officer’s 401(k) Plan contribution up to 6% of such executive
      officer’s salary, and an additional non-matching contribution at the discretion
      of the Board of Directors.