EXHIBIT 10.11

                               CENTURA BANKS, INC.
                   SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT
                                    UNDER THE
               CENTURA BANKS, INC. OMNIBUS SUPPLEMENTAL EXECUTIVE
                                 RETIREMENT PLAN


         THIS AGREEMENT, made effective this 18th day of February, 2000, by and
among Centura Banks, Inc., a North Carolina corporation having its principal
place of business in Rocky Mount, North Carolina ("Centura"), Centura Bank (the
"Bank"), a subsidiary of Centura, and Michael S. Patterson ("Participant"), an
employee of the Bank.

                              W I T N E S S E T H:

         WHEREAS, Participant has been a valued employee of Triangle Bank and
has performed his duties in a capable and efficient manner, resulting in
substantial growth and progress to Triangle Bank; and

         WHEREAS, Triangle Bank has been acquired by the Bank and the
Participant is expected to perform valuable services in the future which shall
be of special importance to the Bank and for which it would be difficult for the
Bank to find a suitable replacement; and

         WHEREAS, Centura has established the Centura Banks, Inc. Omnibus
Supplemental Executive Retirement Plan (the "Omnibus SERP"), the terms of which
Omnibus SERP are incorporated herein by reference; and

         WHEREAS, Centura now deems it advisable to offer to Participant certain
rights and benefits under the Omnibus SERP and this Agreement;

         NOW, THEREFORE, in consideration of the premises and of the mutual
covenants contained herein, the parties hereto hereby agree as follows:

         1.       RETIREMENT BENEFITS. Participant may elect Early Retirement at
                  any time during the ninety (90) day period beginning on his
                  58th birthday (the "Election Period"). Participant shall not
                  be entitled to Retirement benefits hereunder unless he elects
                  Early Retirement and actually retires during the Election
                  Period.

                  Subject to the provisions of this Agreement and the Omnibus
                  SERP, upon Participant's Early Retirement during the Election
                  Period, Participant shall receive a monthly Retirement benefit
                  equal to (a) minus (b) minus (c) minus (d) below:

                  (a)      An amount equal to seventy percent (70%) of
                           Participant's Final Average Monthly Compensation.
                           "Final Average Monthly Compensation" means 1/12th of
                           the Annual Compensation payable to Participant as of
                           his termination of employment. "Annual Compensation"
                           means Participant's
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                           total compensation to be reported on his Form W-2,
                           annualized on the basis of rate of pay as of
                           Participant's termination of employment, including
                           bonuses and salary reduction contributions to
                           deferred compensation or other plans maintained by
                           Centura; less

                  (b)      An amount equal to Participant's monthly pension
                           benefit under the Qualified Plan. For this purpose,
                           Participant's monthly pension benefit under the
                           Qualified Plan shall be calculated in accordance with
                           the terms of the Qualified Plan as in effect on
                           Participant's Retirement Date, in the form of a life
                           annuity, payable monthly commencing at the same time
                           as the Retirement Benefits hereunder; less

                  (c)      An amount equal to Participant's monthly supplemental
                           pension benefit under Article VII of the Omnibus SERP
                           and Section 4 of this Agreement. For this purpose,
                           Participant's monthly supplemental pension benefit
                           shall be calculated in the same manner as his monthly
                           pension benefit under the Qualified Plan; less

                           (d) Commencing on Participant's 62nd birthday, an
                           amount equal to Participant's primary Social Security
                           benefit payable monthly under the Old Age Survivors
                           and Disability Insurance (Social Security Act). For
                           this purpose, it shall be assumed that Participant's
                           Social Security benefit payments commence at age 62,
                           notwithstanding any election by Participant to delay
                           such payments. Notwithstanding the foregoing, if
                           Participant dies after retirement benefits commence
                           hereunder but prior to attaining age 62, the
                           reduction required under this subsection (d), if any,
                           shall be applied beginning with the first payment
                           subsequent to the date Social Security benefits are
                           first payable to the surviving spouse or other
                           beneficiary notwithstanding any elections by the
                           surviving spouse or other beneficiary to delay such
                           payments and shall be in the amount equal to
                           Participant's primary Social Security benefit payable
                           monthly to the surviving spouse or other beneficiary
                           under the Social Security Act. Once a reduction for
                           Social Security is first determined under this
                           subsection (d), the amount of the reduction shall
                           remain fixed for all subsequent retirement payments
                           under this Section 1.

                  Participant's Retirement benefit shall commence as of the
                  first day of the month coinciding with or next following his
                  Retirement Date, and shall continue for two hundred and forty
                  (240) months.

         2.       DEATH BENEFITS. If a Participant dies at any time before
                  electing Early Retirement under Section 1 and while actively
                  employed as a full-time officer of the Bank, Participant's
                  beneficiary shall receive a monthly death benefit equal to (a)
                  minus (b) minus (c) minus (d) below:

                  (a)      An amount equal to seventy percent (70%) of
                           Participant's Final Average Monthly Compensation.
                           "Final Average Monthly

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                           Compensation" means 1/12th of the Annual Compensation
                           payable to Participant as of the date of his death.
                           "Annual Compensation" means Participant's total
                           compensation to be reported on his Form W-2,
                           annualized on the basis of rate of pay as of the date
                           of Participant's death, including bonuses and salary
                           reduction contributions to deferred compensation or
                           other plans maintained by Centura; less

                  (b)      An amount equal to the surviving spouse's monthly
                           pension benefit, if any, under the Qualified Plan.
                           For this purpose, the surviving spouse's monthly
                           pension benefit under the Qualified Plan shall be
                           calculated in accordance with the terms of the
                           Qualified Plan as in effect on Participant's date of
                           death, in the form of a life annuity, payable monthly
                           commencing at the same time as the death benefits
                           hereunder; less

                  (c)      An amount equal to the surviving spouse's monthly
                           supplemental pension benefit, if any, under Article
                           VII of the Omnibus SERP and Section 4 of this
                           Agreement. For this purpose, the surviving spouse's
                           monthly supplemental pension benefit shall be
                           calculated in the same manner as his monthly pension
                           benefit under the Qualified Plan; less

                  (d)      An amount equal to Participant's primary Social
                           Security benefit payable to the surviving spouse or
                           other beneficiary under the Old Age Survivors and
                           Disability Insurance (Social Security Act). For this
                           purpose, it shall be assumed that the spouse or other
                           beneficiary's Social Security benefit payments
                           commence at the later of (1) the time death benefits
                           commence hereunder, and (2) the date Social Security
                           benefits are first payable to the surviving spouse or
                           other beneficiary, notwithstanding any election by
                           the surviving spouse or other beneficiary to delay
                           such payments. Once a reduction for Social Security
                           is first determined under this subsection (d), the
                           amount of the reduction shall remain fixed for all
                           subsequent death benefit payments under this Section
                           2.

                  Participant's death benefit shall commence as of the first day
                  of the month coinciding with or next following his date of
                  death, and shall continue for two hundred and forty (240)
                  months.

                  Participant's beneficiary will not be entitled to any death
                  benefits under this Agreement if Participant dies by
                  committing suicide within two years from the date of this
                  Agreement. If Participant's beneficiary predeceases
                  Participant and Participant does not thereafter designate a
                  new beneficiary, the death benefits payable pursuant to this
                  Section 2 shall be paid to Participant's estate.

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         3.       DISABILITY BENEFITS. If, prior to Participant's electing Early
                  Retirement under Section 1 and after Participant has completed
                  at least ten (10) years of continuous employment with the Bank
                  (including employment with Triangle Bank prior to February 18,
                  2000), Participant's employment with the Bank is terminated as
                  a result of Disability, Participant shall receive a monthly
                  Disability benefit hereunder, payable for a period of two
                  hundred and forty (240) months. The monthly Disability benefit
                  shall equal (a) minus (b) minus (c) minus (d) minus (e) below:

                  (a)      Seventy percent (70%) of Participant's Final Average
                           Monthly Compensation; less ----

                  (b)      An amount equal to Participant's monthly pension
                           benefit under the Qualified Plan. For this purpose,
                           Participant's monthly pension benefit under the
                           Qualified Plan shall be calculated in accordance with
                           the terms of the Qualified Plan as in effect on the
                           date Participant commences receiving benefits under
                           the Qualified Plan, in the form of a life annuity,
                           payable monthly commencing at the same time as
                           Participant commences receiving any benefits under
                           the Qualified Plan; less

                  (c)      An amount equal to Participant's monthly supplemental
                           pension benefit under Article VII of the Omnibus SERP
                           and Section 4 of this Agreement. For this purpose,
                           Participant's monthly supplemental pension benefit
                           shall be calculated in the same manner as his monthly
                           pension benefit under the Qualified Plan; less

                  (d)      An amount equal to Participant's primary Social
                           Security benefit payable under the Old Age Survivors
                           and Disability Insurance (Social Security Act). For
                           this purpose, it shall be assumed that Participant's
                           Social Security benefit payments commence at the time
                           Disability benefits commence hereunder,
                           notwithstanding any election by Participant to delay
                           such payments. Once a reduction for Social Security
                           is first determined under this subsection (d), the
                           amount of the reduction shall remain fixed for all
                           subsequent disability benefit payments under this
                           Section 3; less

                  (e)      The amount of any monthly disability benefit payable
                           to the Participant under any group or individual
                           disability income policy sponsored by the Bank or
                           Centura.

                  In the event Disability benefit payments terminate pursuant to
                  subsections (a), (b) or (c) of Section 6.3 of the Omnibus SERP
                  and before Participant has received two hundred and forty
                  (240) monthly payments under this Section 3, the remaining
                  payments shall be recharacterized as Retirement or death
                  benefits and shall be paid to Participant (or his beneficiary
                  or estate in accordance with Section 1 or 2 of this Agreement,
                  as the case may be) provided that the amount of each payment
                  to Participant shall continue to be governed by this Section
                  3, and

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                  provided further that the amount of any payment
                  recharacterized as a death benefit shall be equal to the last
                  payment made to Participant before his death.

         4.       EXCESS BENEFITS. Participant shall be entitled to Excess
                  Benefits pursuant to Article VII of the Omnibus SERP.

         5.       DESIGNATION OF BENEFICIARIES. The Participant shall designate
                  his or her beneficiary(ies) on the Beneficiary Designation
                  Form attached hereto and made a part hereof.

         6.       CHANGE IN CONTROL. Upon a change in control, as defined in
                  Section 8.3 of the Omnibus SERP, the Participant's rights and
                  accrued benefits under the Omnibus SERP and this Agreement
                  shall be fully vested. Accordingly:

                  (a)      for purposes of Section 1 of this Agreement, if
                           Participant is no longer employed by Bank as of his
                           58th birthday, he shall nevertheless be entitled to
                           elect during the Election Period to begin receiving
                           his Retirement Benefit. Participant's Final Average
                           Monthly Compensation shall be determined by reference
                           to his Annual Compensation as of his actual
                           termination of employment;

                  (b)      for purposes of Section 2 of this Agreement, the
                           requirement that Participant be actively employed as
                           a full-time officer of Bank shall be disregarded.
                           Participant's Final Average Monthly Compensation
                           shall be determined by reference to his Annual
                           Compensation as of his actual termination of
                           employment; and

                  (c)      for purposes of Section 3 of this Agreement,
                           Participant shall be deemed to have completed ten
                           (10) years of employment with Bank. If Participant is
                           no longer employed by Bank at the time of his
                           Disability, he shall nevertheless be entitled to
                           Disability Benefits under Section 3. Participant's
                           Final Average Monthly Compensation shall be
                           determined by reference to his Annual Compensation as
                           of his actual termination of employment.

         7.       TERMINATION OF EMPLOYMENT AND FORFEITURE. Centura or the Bank
                  may terminate the Participant's employment with Cause. For
                  purposes of this Agreement, "Cause" shall mean:

                  (a)      the willful and continued failure of Executive to
                           perform substantially Executive's duties with Centura
                           or the Bank (other than any such failure resulting
                           from incapacity due to physical or mental illness,
                           and specifically excluding any failure by Executive,
                           after reasonable efforts, to meet performance
                           expectations), after a written demand for substantial
                           performance is delivered to Executive by the Board of
                           Directors of Centura or the Bank, as applicable,
                           which specifically identifies the

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                           manner in which such Board believes that Executive
                           has not substantially performed Executive's duties,
                           or

                  (b)      the willful engaging by Executive in illegal conduct
                           or gross misconduct which is materially and
                           demonstrably injurious to Centura or the Bank.

                  For purposes of this provision, no act or failure to act, on
                  the part of Executive, shall be considered "willful" unless it
                  is done, or omitted to be done, by Executive in bad faith and
                  without reasonable belief that Executive's action or omission
                  was in the best interests of Centura or the Bank, as the case
                  may be. Any act, or failure to act, based upon authority given
                  pursuant to a resolution duly adopted by the applicable Board
                  of Directors or based upon the advice of counsel for Centura
                  or the Bank shall be conclusively presumed to be done, or
                  omitted to be done, by Executive in good faith and in the best
                  interests of Centura or the Bank, as the case may be. The
                  cessation of employment of Executive shall not be deemed to be
                  for Cause unless and until there shall have been delivered to
                  Executive a copy of a resolution duly adopted by the
                  affirmative vote of not less than two-thirds of the entire
                  membership of the applicable Board of Directors (excluding
                  Executive) at a meeting of such Board called and held for such
                  purpose (after reasonable notice is provided to Executive and
                  Executive is given an opportunity, together with counsel, to
                  be heard before such Board), finding that, in the good faith
                  opinion of such Board, Executive is guilty of the conduct
                  described in subparagraph (a) or (b) above, and specifying the
                  particulars thereof in detail.

                  Upon such termination, Participant shall forfeit all rights
                  and benefits under this Agreement, except those benefits
                  provided pursuant to Section 4 above and Article VII of the
                  Omnibus SERP.

         8.       PLAN TERMINATION. In the event of the termination of the Plan,
                  pursuant to Section 14.6 of the Plan, prior to the
                  Participant's death, Retirement or Disability under Sections
                  1, 2 or 3 hereof, the Participant shall become fully vested in
                  his Retirement Benefits under Section 1 of this Agreement, and
                  shall become entitled to payment in a single sum of the
                  actuarial equivalent of his Retirement Benefits under Section
                  1 and his Excess Benefits under Section 4, determined using
                  the Discount Rate and payable as soon as administratively
                  possible after the termination of the Plan. In the event of
                  the termination of the Plan, pursuant to Section 14.6 of the
                  Plan, after benefit payments have commenced hereunder, the
                  Participant (or his beneficiaries) shall become entitled to
                  payment in a single sum of the actuarial equivalent of the
                  remaining payments due hereunder, determined using the
                  Discount Rate and payable as soon as administratively possible
                  after the termination of the Plan.

         9.       GENERAL PROVISIONS.

                  (a)      This Agreement, together with the Omnibus SERP, the
                           terms of which are incorporated herein by reference,
                           set forth all of the promises, agreements,
                           conditions, understandings, warranties, and
                           representations between the

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<PAGE>

                           parties with respect to the benefits described
                           hereunder, and there are no promises, agreements,
                           conditions, understandings, warranties, or
                           representations, oral or written, express or implied
                           with respect to the benefits hereunder other than as
                           set forth in the Omnibus SERP and this Agreement. Any
                           modifications or any waivers of any provision
                           contained in this Agreement shall not be valid unless
                           made in writing and signed by the person or persons
                           sought to be bound by such waiver or modification.

                  (b)      All benefits hereunder shall be payable from the
                           general assets of the Bank. All costs or expenses in
                           connection with the administration of this Agreement
                           shall be borne by the Bank.

                  (c)      The provisions of this Agreement are severable and if
                           any one or more of the provisions are determined to
                           be illegal or otherwise unenforceable, in whole or in
                           part, the remaining provisions, and any partially
                           unenforceable provision to the extent enforceable in
                           any jurisdiction, shall nevertheless be binding and
                           enforceable.

                  (d)      The waiver by Centura or the Bank of a breach by the
                           Participant of any provision of this Agreement shall
                           not operate or be construed as a waiver of any
                           subsequent breach by the Participant.

                  (e)      The terms and provisions of this Agreement shall be
                           binding upon and shall inure to the benefit of the
                           parties hereto and their successors and assigns,
                           including, without limitation, Participant's
                           beneficiary, the estate of Participant, as well as
                           the executors, administrators, and trustees of such
                           estate.

                  (f)      Participant acknowledges that he has received, read,
                           and is familiar with the Omnibus SERP, which contains
                           certain additional provisions governing the benefits
                           granted hereunder.

                  (g)      The provisions of this Agreement shall be construed
                           in accordance with the laws of the State of North
                           Carolina to the extent not pre-empted by the laws of
                           the United States of America, including ERISA.

                  (h)      Capitalized terms used in this Agreement and not
                           otherwise defined herein shall have the meaning set
                           forth in the Omnibus SERP.

                  (i)      For purposes of this Agreement, the term "Discount
                           Rate" means the interest rate used from time to time
                           for determining single sum distributions under the
                           Qualified Plan for the month in which a determination
                           is being made.

                  (j)      This Agreement and all benefits provided hereunder
                           shall expire on the 91st day after Participant's 58th
                           birthday unless Participant has elected Early
                           Retirement within the Election Period or
                           Participant's benefits have otherwise commenced under
                           Sections 2 or 3.

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                  (k)      Any amounts withdrawn from the cash surrender values
                           of insurance policies by the Owner thereof, and any
                           amounts paid to the Owner or the Owner's beneficiary
                           by reason of the Participant's death, pursuant to and
                           in accordance with the Split Dollar Agreement between
                           Centura Banks, Inc. and its Subsidiaries and the
                           Participant, and dated as of February 18, 2000, as
                           the same may hereafter be amended from time to time
                           (the "Split Dollar Agreement"), shall offset and
                           reduce, dollar for dollar, amounts payable hereunder
                           including amount payable under Section 4, above.
                           Participant acknowledges that any policies obtained
                           under the above-referenced Split Dollar Agreement do
                           not fund any of the benefits to which he or his
                           beneficiary may become entitled under this Agreement
                           and that any such policy shall not be held or deemed
                           to be held under any trust for the benefit of the
                           Participant, or his beneficiary, or to be collateral
                           security for the performance of the obligations of
                           Centura or the Bank, but shall be and remain subject
                           to the claims of the general creditors of Centura
                           and/or the Bank.

                  (l)      To the extent benefits upon the Participant's death
                           are payable under this Agreement in a form other than
                           a single sum payment, the offset and reduction
                           required by subsection 9(k) above shall be based on
                           the single sum actuarial equivalent of any remaining
                           installment or annuity payments due hereunder,
                           determined using the Discount Rate. The Owner's death
                           benefits paid to the Owner or the Owner's beneficiary
                           under the terms of the Split Dollar Agreement shall
                           offset and reduce the amount of each remaining
                           installment or annuity payment due hereunder, in
                           direct proportion to the offset and reduction to the
                           single sum actuarial equivalent.

                  (m)      In accordance with Section 3.3 of the Omnibus SERP,
                           the Committee shall have the exclusive right to
                           interpret, construe and administer the Omnibus SERP
                           and this Agreement. The Committee's authority and
                           responsibility shall include, and shall not be
                           limited to, the calculation of any offsets provided
                           under the terms of Sections 1, 2, 3 or 4 hereunder.

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         IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed as of the day and year first above written.


                                              CENTURA BANKS, INC.


                                              By: /s/ Frank L. Pattillo
                                                 ----------------------
                                                      Frank L. Pattillo
                                                      Authorized Officer
ATTEST:


/s/ Marcia M. Davis
-------------------
    Marcia M. Davis
    Assistant Secretary


(Corporate Seal)
                                              CENTURA BANK


                                              By: /s/ Frank L. Pattillo
                                                 ----------------------
                                                      Frank L. Pattillo
                                                      Authorized Officer
ATTEST:


/s/ Marcia M. Davis
-------------------
    Marcia M. Davis
    Assistant Secretary


 (Corporate Seal)

                                              PARTICIPANT


                                              /s/ Michael S. Patterson (SEAL)
                                              -------------------------------
                                              Michael S. Patterson

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