Exhibit (10)C(vi)
                                                            SUMMIT BANCORP.

                      BOARD OF DIRECTORS MEETING
  
                            April 17, 1998


STOCK PLAN AMENDMENTS


 	WHEREAS, the Corporation's 1987 Stock Option Plan (the "1987 Plan"),
 1990  Stock Option Plan (the "1990 Plan") and 1993 Incentive Stock and
 Option Plan (the "1993 Plan" and together with the 1987 Plan and 1990
 Plan, the "Stock  Plans") contain substantially similar definitions
 for "change in control".

 	WHEREAS, the Corporation has entered into Termination Agreements 
 effective as of October 15, 1997 with certain executive officers of the 
 Corporation (the "Termination Agreements) which contain a definition for 
 "change in control" that differs from those contained in the Stock Plans.

 	WHEREAS, the Board has determined that the definitions for "change in 
 control" contained in the Stock Plans should be revised to conform to the 
 definition for "change in control" contained  in the Termination Agreements.

 	WHEREAS, for the purposes of administrative efficiency the Board has 
 determined that the amendment provisions contained in the 1987 Plan and 1990 
 Plan should be revised to conform to those contained in the 1993 Plan.
 
 	NOW THEREFORE BE IT, RESOLVED, that the definitions for "change in
 control" set forth in the second paragraph of Article XIII of the
 1987 Plan following the first sentence thereof, the second paragraph
 of Article XIII of the 1990 Plan following the first sentence thereof
 and  Section 7 of the 1993 Plan are each amended in their entirety to
 read as follows:

   For all purposes under the Plan, a "change in control" of the Company shall 
 be deemed to occur (i) upon a change in control of a nature that would be 
 required to be reported in response to Item 6(e) of Schedule 14A of
 Regulation 14A or Item 1(a) of Form 8-K promulgated under the Exchange Act;
 or (ii) if any "person" (including as such term is used in Sections 13(d)(3)
 and 14(d)(2) of the Exchange Act, but excluding the Company and its
 subsidiaries or an employee benefit plan of the Company (or any fiduciary
 thereof) or a corporation controlled by the Company's shareholders in
 substantially the same character and proportions as their ownership of
 stock of the Company, or an underwriter temporarily holding securities
 pursuant to an offering of such securities) is or becomes the beneficial
 owner, directly or indirectly, of securities of the Company representing
 twenty-five percent (25%) or more of the combined voting power of the
 Company's outstanding securities then entitled to vote for the election of
 directors; or (iii) if during any period of two (2)  consecutive years,
 individuals who at the beginning of such period constitute the Board of
 Directors cease for any reason to constitute at least a  majority thereof
 (excluding, for purposes of this calculation, any director  who dies during
 such period); or (iv) if the Company shall meet the delisting criteria of
 the New York Stock Exchange or any successor exchange in respect of the
 number of publicly-held shares or the number of shareholders holding one
 hundred (100) shares or more; or (v) if the Board of Directors shall 
 approve the sale of all or substantially all of the assets of the Company; 
 or (vi) if the Board of Directors shall approve any merger, consolidation,
 issuance of securities or purchase of assets, the result of which would be
 the occurrence of any event described in clause (i), (ii), (iii) or (iv)
 above or that the shareholders of the Company receive or retain stock having
 less than 65% combined voting power of the Company resulting from such
 transaction in substantially the same proportions as their prior ownership
 of the Company

 	FURTHER RESOLVED, that the second sentence of Article XIX of the 1987
 Plan and the second sentence of Article XIX of the 1990 Plan are each
 hereby amended to provide in their entity as follows:
  	 "The Board of Directors or the Committee, as the case may be, shall be
 authorized to amend (i) the Plan and (ii) the Options granted thereunder to
 permit the Incentive Options granted thereunder to qualify as incentive
 stock options within the meaning of Section 422A of the Code."