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                                                                    Exhibit 10.7

                   CHANGE OF CONTROL AGREEMENT BY AND BETWEEN
                       VISION BANK AND ___________________

This Agreement is executed on this ____ day of ___________, ____ by and between
Vision Bank, an Alabama banking corporation (hereinafter referred to as "the
Bank"), and _______________________ (hereinafter referred to as "Employee")
effective as of
_________ ____, ____.

                                WITNESSETH THAT:

WHEREAS, the Bank desires to retain the services of Employee as its ___________,
and Employee desires to be so employed;

WHEREAS, the Bank desires to induce the Employee to enter into this Agreement,
and the parties to this Agreement desire to establish mutually satisfactory
arrangements in the event there is a termination of the Employee's employment
under the circumstances provided for herein;

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

1.     Capitalized terms used in this Agreement shall have the following
definitions:

       (a)  The term "BASE SALARY" means the annualized base salary paid to
            Employee by the Bank during the twelve month period ending on the
            last day of the last full month immediately proceeding the
            termination date.

       (b)  The term "CAUSE" means (1) willful, flagrant and repeated breach of
            or gross inattention to duties as _____________; (ii) gross
            malfeasance of the office or flagrant disloyalty to the Bank or its
            parent Vision Bancshares, Inc. (the "Holding Company"); or (iii)
            commission of a felony or an unlawful act involving fraud or moral
            turpitude.

       (c)  The term "CHANGE OF CONTROL" means a merger, consolidation or other
            corporate reorganization involving the Holding company or Bank in
            which the Holding Company or Bank does not survive; (ii) the
            beneficial ownership of one person, related group of persons, or
            groups of persons acting in concert, of as much as 35% of the
            outstanding voting securities of the Holding Company or Bank; or
            (iii) such additional circumstances as may be determined by the
            Board of Directors of the Bank from time to time.

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     2.   The Bank agrees to employ Employee as _________________ of the Bank.
          Employee agrees to carry out such duties, to the best of his
          abilities, as may be assigned to him from time to time by the
          President and the Board of Directors of the Bank, and to devote his
          full working time and energies to the business of the Bank, provided
          such duties shall be consistent with his position as
          _____________________.

     3.   Employee's initial Base Salary shall be __________ Dollars
          ($__________) per year. The Base Salary may be increased by the Bank,
          in its discretion, at any time, but may not be decreased during the
          term of this Agreement.

     4.   In addition to the Base Salary, Employee shall receive the following
          compensation:

     5.   In the event that Employee's employment is terminated under
          circumstances stated in this Section 5 and only under such
          circumstances, Employee shall be entitled to receive the payments and
          benefits from the Bank set forth in Section 6 herein. The
          circumstances to which this Section 5 applies are:

          (a)     Termination of employment voluntarily by the Employee at any
                  time within three (3) years following a Change in Control,
                  upon the occurrence of any of the following events:

                  (i)      the reduction of Employee's annual salary (including
                           any deferred  portions thereof) or levels of benefits
                           or supplemental compensation; or

                  (ii)     the transfer of Employee to a location requiring a
                           change of his residence or a material increase in the
                           amount of travel normally required of Employee in
                           connection with employment.

          (b)     Termination by the Bank at any time within three (3) years
                  following a Change in Control, for reasons other than for
                  Cause or other than as a consequence of Employee's death,
                  permanent disability or the attainment of normal retirement
                  age under the Bank's retirement plan, if any, as in effect at
                  the time.

     6.   In the event of Termination of Employee's employment under the
          circumstances set forth in Section 5 above, the Bank agrees to provide
          or to cause the provision of the following rights and benefits to
          Employee:

          (a)     Employee shall receive, within 30 days after such termination,
                  payment in cash from the Bank of an amount equal to Employee's
                  Base Salary for a term equal to three years less the amount of
                  time worked by the Employee after the change in control.

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                  [For instance, if the Employee had worked 1 year and 2 months
                  after a Change in Control, he would receive an amount equal to
                  his Base Salary for 1 year and ten months];

         (b)      In the event of Employee's death prior to the time that any
                  payments due under this Agreement are made, all such sums
                  shall be distributed to such beneficiary(ies) as Employee may
                  from time to time designate in writing to the Bank, and if no
                  such beneficiary(ies) are named, such sums shall be paid to
                  Employee's estate.

     7.   In the event there are payments of whatever nature arising from this
          Agreement due on or after the date of Termination from the Bank or any
          parent or subsidiary of the Bank to Employee, the receipt of which has
          been deferred by means of an instrument in writing signed by Employee,
          such payment shall be paid within thirty (30) days of Termination in a
          lump sum to Employee. In the event there are obligations (whether or
          not arising from this Agreement) of the Bank or any parent or
          subsidiary of the Bank to Employee outstanding on or after the date of
          Termination, all such obligations shall immediately be accelerated to
          maturity and become due and payable in full as of the date of
          Termination.

     8.   During Employee's employment by the Bank, Employee shall be eligible
          for participation in all option, stock purchase, retirement,
          profit-sharing and all similar plans and programs of the Bank or
          Holding Company, and all medical insurance, life insurance, and
          accident and disability insurance plans of the Bank or Holding
          Company, and all other benefit plans or programs or any successor
          plans or programs in effect at the time for employees in the same
          class or category as the Employee, on the same terms and subject to
          the same conditions required of employees in the same class or
          category as Employee.

     9.   The specific arrangements and benefits referred to in this Agreement
          are not intended to preclude other compensation or benefits which may
          be authorized by the Bank from time to time. The Agreement shall not
          constitute an employment agreement for a specific period; Employee
          shall be an employee-at-will of Bank.

     10.  The Bank has and shall have no responsibility or obligation (other
          than withholding requirements) for any income tax or other tax costs
          or liabilities incurred by Employee as a result of or in connection
          with any payments or payment obligations by the Bank to Employee under
          this Agreement, and all such payments and payment obligations shall be
          computed without regard to any tax effects to Employee.

     11.  The Bank's promise to pay or cause to be paid to Employee pursuant to
          the provisions of Section 7 are absolute and unconditional, and shall
          not be affected by any circumstances, including, without limitation,
          any rights of offset, counterclaim, recoupment, defense, or other
          rights which the Bank may have against him or others. All such amounts
          payable or to be payable by the Bank hereunder shall be paid without
          notice or demand, and each and every payment made hereunder by the
          Bank shall be final, and the Bank shall not have any

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         reason whatsoever to seek to recover any payment from Employee or
         whomsoever shall be entitled thereto. Notwithstanding the provisions
         of the law or any provision hereunder, Employee's entitlement to
         benefits under this Agreement shall not be governed by a duty to
         mitigate those damages by seeking further employment nor offset by any
         compensation Employee may receive from future employment.

12.      This Agreement constitutes the entire Agreement between the parties and
         supersedes all memoranda, discussion, correspondence and agreements
         prior to the date of execution of this Agreement. This Agreement shall
         be binding on the heirs, executors, administrators, successors and
         assigns of the parties. This Agreement is to be governed by the law of
         Alabama. In the even that any part of this Agreement shall be held
         invalid or unenforceable, it shall not affect the validity of the
         Agreement as a whole or other remaining parts thereof.

IN WITNESS WHEREOF, the parties have executed this Agreement on the date first
above written.

                                                 VISION BANK


                                                 By: ___________________________
                                                        J. Daniel Sizemore
                                                        Chairman & CEO


ATTEST:

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                                                 EMPLOYEE:


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