Exhibit
      10.2 

     

    EXECUTIVE
      EMPLOYMENT AGREEMENT 

    MODIFICATION
      

    


    This
      EXECUTIVE
      EMPLOYMENT AGREEMENT MODIFICATION ("Modification
      Agreement") is made and entered into as of this 2nd day of October, 2007, by
      and
      between T Bancshares, Inc., a Texas corporation with its principal office
      located at 16000 Dallas Parkway, Suite 125, Dallas, Texas (hereafter the
      "Company"), and Steven M. Jones, a resident of Texas (hereafter the
      "Executive"). 

    


    WHEREAS
      ,
      the
      Company and Executive entered into an Executive Employment Agreement, (the
      “Original Agreement”) dated February 4, 2004 and effective November 4, 2004, and


    


    WHEREAS
      ,
      the
      Company and Executive wish to modify certain terms of the Original Agreement,
      and 

    


    WHEREAS
      ,
      the
      Company desires and intends to cause the Executive to continue to be employed
      at
      T Bank, N.A. as Plano Market President pursuant to the terms and conditions
      set
      forth in this Modification Agreement; and 

    


    WHEREAS
      ,
      both
      the Company and the Executive have read and understood the terms and provisions
      set forth in the Original Agreement and this Modification Agreement, and have
      been afforded a reasonable opportunity to review both agreements with their
      respective legal counsel. 

    


    NOW,
      THEREFORE ,
      in
      consideration of the mutual promises and covenants set forth in this Agreement,
      the Executive and the Company agree to the following modifications to the
      Original Agreement : 

    


    Section
      A. DURATION
      ,
      paragraphs one and two are herby deleted and replaced with the following:


    


    A.
      DURATION
      

    


    1.
       
      This
      Agreement shall continue in full force and effect for a period beginning on
      November 4, 2007 (the “Effective Date”) and ending November 4, 2008 (“Expiration
      Date”), subject to paragraph two (2) below. 

    


    2.
       
      Both
      the
      Bank and the Executive acknowledge and agree that the parties may agree to
      continue the employment relationship upon such terms as they may mutually agree.
      This Agreement shall automatically renew at the end of each one (1) year term
      for an additional one (1) year term unless either party elects to terminate
      this
      Agreement by sending written notice of non-renewal at least thirty (30) days
      prior to the Expiration Date. Both parties acknowledge and agree that, in the
      event this Agreement does not renew, the employment of the Executive shall
      automatically terminate on the Expiration Date without any additional liability
      or obligation on the part of either party, except for the provisions of
      Paragraphs 12, 13,16 and 18 which will survive the termination of this
      Agreement. 

    


    Section
      B. COMPENSATION
      ,
      paragraph 3.a. is herby deleted and replaced with the following:


    


    a.
       
      During
      the first year following the Effective Date, the Bank agrees to compensate
      the
      Executive on a salary basis of $150,000.00, payable semi-monthly in equal
      amounts. 

    


    Section
      B. COMPENSATION
      ,
      paragraph 3. b. is herby deleted and replaced with the following:


    


    b.
       
      During
      the term of this Agreement, it is anticipated that the Board of Directors of
      the
      Bank or a delegated committee thereof will adopt an incentive bonus plan related
      to Executive’s cost center profitability. The Executive will be entitled to
      participate in such plan. Executive shall also be entitled to participate in
      any
      benefit programs applicable to all employees of the Bank or to executive
      employees of the Bank in accordance with Bank policy and the provisions of
      said
      benefit programs. 

     
      

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    Section
      B. Compensation, paragraph 3.c. is herby deleted in its entirety.


     
      

    Section
      C. RESPONSIBILITIES,
      paragraph
      8 and 9 are hereby deleted and replaced with the following:


    


    8.
       
      The
      Executive acknowledges and agrees that he shall be employed as Plano Market
      President of the Bank. The Executive covenants and agrees that he will
      faithfully devote his best efforts and his primary focus to his positions with
      the Bank. 

    


    9.
       
      The
      Executive acknowledges and agrees that the duties and responsibilities of the
      Executive required by his position as Plano Market President are wholly within
      the discretion of its Board of Directors and its Chief Operating Officer and
      Chief Credit Officer, and may be modified, or new duties and responsibilities
      imposed by the Bank's Board of Directors, at any time, without the approval
      or
      consent of the Executive. However, these new duties and responsibilities may
      not
      constitute immoral or unlawful acts. In addition, the new duties and
      responsibilities must be consistent with the Executive's role as Plano Market
      President. 

    


    Section
      R. NOTICES
      paragraph
      44. is hereby deleted and replaced with the following: 

    


    44.
       
      Any
      and
      all notices of documents or other notices required to be delivered under the
      terms of this Agreement shall be addressed to each party as follows:


    


    EXECUTIVE:
      

    


    Steven
      M.
      Jones 

    3413
      Brookshire Dr 

    Plano,
      TX
      75075 

    


    COMPANY:
      

    


    T
      Bancshares, Inc. 

    Chief
      Operating Officer 

    16000
      Dallas Parkway, Suite 125 

    Dallas,
      TX 75248 

    


    All
      other
      terms and provisions of the Original Agreement remain unchanged and in full
      force and effect. 

    


    EXECUTED
      ON THIS DATE FIRST WRITTEN ABOVE IN DALLAS, TEXAS. 

     

    
      
        	
                 
                  

              	 	
                “EXECUTIVE
                  ”
                  

              
	
                 
                  

              	 	
                     
                  

              
	
                /s/
                  Patricia A. Worlock 

              	 	
                /s/
                  Steven M. Jones 

              
	
                WITNESS
                  

              	 	
                Steven
                  M. Jones 

              
	 	 	 
	
                 
                  

              	 	
                “COMPANY
                  ”
                  

              
	
                 
                  

              	 	
                    
                  

              
	
                 
                  

              	 	
                T
                  Bancshares, Inc. 

              
	
                 
                  

              	 	
                     
                  

              
	
                /s/
                  Patrick Howard 

              	 	
                /s/
                  Patrick Adams 

              
	
                WITNESS
                  

              	 	
                President