Exhibit 10.33

                         EXECUTIVE EMPLOYMENT AGREEMENT


     THIS EXECUTIVE  EMPLOYMENT  AGREEMENT (the "Agreement") is entered into and
made  effective  this 1st day of November,  1996,  between Dean E. Painter,  Jr.
("Painter"), and CLG, Inc. ("CLG").

     WHEREAS,  Painter  has  been  and is  currently  employed  by CLG,  a North
Carolina computer leasing corporation  headquartered in Raleigh, North Carolina;
and

     WHEREAS,  Centura  Banks,  Inc.,  a North  Carolina  bank  holding  company
("Centura"),  has acquired CLG (the  "Acquisition")  and will  maintain CLG as a
wholly-owned  subsidiary  of Centura  Bank, a North  Carolina  bank  corporation
headquartered in Rocky Mount, North Carolina ("Bank"); and

     WHEREAS, CLG desires to provide for Painter's continued employment with CLG
following the Acquisition; and

     WHEREAS, CLG desires to enter into this Agreement with Painter to set forth
the terms of such employment; and

     WHEREAS,  Painter agrees that the terms of this Agreement will allow him to
be employed with and to devote his best efforts to CLG.

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

     1. EMPLOYMENT.

     CLG shall employ  Painter as Chairman and Chief  Executive  Officer of CLG,
with the duties,  responsibilities  and powers of such office as assigned to him
and as customarily  associated  with such office.  Painter shall  faithfully and
diligently  discharge  his duties  and  responsibilities  under this  Agreement.
Nothing  contained in this Section 1 or  elsewhere in this  Agreement,  however,
will  prevent or  otherwise  prohibit  Painter  from  engaging  in and  pursuing
personal affairs not  inconsistent  with his duties and  responsibilities  under
this  Agreement  or prevent or prohibit  Painter  from  managing  and  otherwise
tending to his personal  investments,  in each case so long as the same does not
interfere  with the  performance of his duties and  responsibilities  under this
Agreement.

     2. TERM.

     The Term of this Agreement shall be five (5) years,  commencing on the date
hereof.


<PAGE>


     3. COMPENSATION AND BENEFITS.

     During the Term of this Agreement, CLG shall pay to Painter as compensation
for his services to CLG a base salary at the rate of $360,000 per year,  payable
in equal  monthly  installments.  The base  salary  payable  hereunder  shall be
increased from time to time over the Term of this Agreement in the discretion of
the Compensation Committee of the Board of Directors of Centura, which committee
shall  consider  in making such  adjustments,  among  other  pertinent  factors,
industry standards and the profitability of CLG.

     The  above-stated  compensation  shall not be deemed  inclusive nor prevent
Painter from receiving any other  compensation  provided by CLG, and he shall be
entitled in any event (either  directly or through salary  adjustment) to health
and hospitalization  insurance  (including major medical),  long-term disability
insurance,  and life insurance, all in accordance (except as otherwise expressly
provided  herein)  with CLG's  insurance  plans for  officers  and  employees in
comparable  positions  as such plans may be modified  from time to time.  For so
long as Painter is an officer or employee of CLG,  Painter  shall be entitled to
participate in all current and future employee benefit plans and arrangements in
which  officers  and  employees  of CLG or  Bank  in  comparable  positions  are
permitted to participate.

     4. TERMINATION.

     Painter's employment under this Agreement shall terminate:

     (a) Death. Upon the death of Painter;

     (b)  Disability.  Upon  notice  from CLG to  Painter  in the event  Painter
becomes "permanently disabled." For purposes of this Agreement, Painter shall be
deemed  "permanently  disabled"  six (6) months after the first date that he has
become disabled by bodily or mental illness,  disease,  or injury, to the extent
that he is prevented  from  performing  his material and  substantial  duties of
employment,  and such disability has continued uninterrupted for six (6) months.
If the parties or their  representatives  cannot agree as to whether  Painter is
"permanently  disabled,"  as defined  herein,  they shall  choose a physician to
examine  Painter for the purpose of  determining  or confirming the existence or
extent of any disability.  If the parties or their representatives  cannot agree
on the  choice  of a  physician  to make  such  examination,  each  party or its
representative  shall select one physician to make such  examination and the two
physicians  selected shall select a third physician to make such examination and
the three examining  physicians  shall by majority vote determine or confirm the
existence or extent of any  disability.  Notwithstanding  the foregoing,  before
terminating  Painter in the event of his permanent  disability,  CLG shall offer
Painter  reasonable  accommodation  pursuant to the Americans with  Disabilities
Act, in which case Painter's duties and  compensation  hereunder may be adjusted
in accordance with such  accommodation.  Painter shall have the right to decline
CLG's offer of accommodation and, in such case,  Painter's employment under this
Agreement shall terminate as provided herein;


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<PAGE>


     (c) Cause.  Upon notice from CLG to Painter for cause. For purposes of this
Agreement,  "cause" shall be defined as (i) a willful and  continued  failure by
Painter to perform his duties in the capacities  indicated above (other than due
to disability);  or (ii) a material breach by Painter of his fiduciary duties of
loyalty or care to CLG,  as  established  by the Board of  Directors  of Centura
(other than due to disability);  or (iii) a willful  violation by Painter of any
material  provision of this Agreement;  or (iv) a conviction of, or the entering
of a plea of nolo  contendere  by Painter for any felony or any crime  involving
fraud or dishonesty; or (v) a willful violation of any material federal or state
laws or regulations  applicable to CLG. In addition,  if Painter shall terminate
his employment for a breach of this Agreement by CLG in accordance  with Section
4(d) hereof,  and it is ultimately  determined that no reasonable  basis existed
for Painter's  termination on account of the alleged  default of CLG, such event
shall be deemed cause for termination by CLG;

     Any notice of termination of Painter's  employment with CLG for cause shall
set forth in reasonable  detail the facts and  circumstances  claimed to provide
the basis for  termination  of his  employment  under the  provisions  contained
herein  and the date of  termination  (the  "Termination  Date").  If the  cause
alleged by CLG shall be (i),  (ii),  or (iii) set forth above,  Painter shall be
given the opportunity to cure the breach within a reasonable period of time upon
receipt of notice but in no event to exceed thirty (30) days, unless such breach
is not  reasonably  susceptible to being  corrected  within thirty (30) days, in
which case Painter shall have the opportunity to cure such breach, provided that
Painter has commenced  corrective  action within such thirty (30) day period and
diligently pursues such action to completion;

     (d) Breach. Upon notice from Painter to CLG of CLG's failure to comply with
any material  provision of this  Agreement,  provided that CLG shall have thirty
(30)  days  from the  receipt  of such  notice to cure any  default  under  this
Agreement.  If such  default  shall be cured or if CLG shall have taken steps to
cure the default within the thirty (30) day period and  diligently  pursues such
action to  completion,  Painter shall have no right to terminate his  employment
under the provisions of this Section 4(d);

     (e)  Expiration of Term.  Upon the expiration of the Term of this Agreement
as set forth in Section 2 hereof; and

     (f) No Monetary Damages. Notwithstanding any provision of this Agreement to
the contrary,  and except to the extent provided  otherwise in Section 6 hereof,
Painter  shall  not be  liable  to CLG for  monetary  damages  in the event of a
violation or breach of any of the  provisions  or  covenants of this  Agreement,
except to the extent that any such  violation or breach is of the  covenants set
forth in Section 6 hereof.

     5. COMPENSATION AND BENEFITS PAYABLE UPON TERMINATION.

     (a) Upon  Painter's  death  during  the Term of this  Agreement,  CLG shall
provide such death or insurance  benefits as are provided in accordance with the
regular  policy of CLG to  similarly  positioned  employees  and pursuant to the
terms of any benefit plans or arrangements  maintained by CLG which provide such
benefits.


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<PAGE>


     (b) In the event Painter becomes permanently  disabled and is terminated as
set forth in  Section  4(b)  hereof,  CLG shall pay to  Painter or his estate or
beneficiaries  for the balance of the Term of this Agreement,  the then-existing
base salary set forth in Section 3 hereof,  provided  that such payment shall be
offset by any amounts  received  by Painter  (i) under any long term  disability
plan maintained for the employees of CLG, (ii) from any other collateral  source
payable due to  disability  to the extent that such  payments  are derived  from
insurance  or  direct  payments  furnished  by CLG,  and (iii)  social  security
benefits.  Painter agrees to use reasonable efforts to obtain the benefit of any
disability  plan or policy  covering him as a result of his employment by CLG in
the circumstances contemplated by Section 4(b) and this Section 5(b).

     (c) If Painter's  employment  shall be  terminated  by Painter  pursuant to
Section 4(d) hereof, CLG shall continue to pay to Painter or his estate his full
base salary in effect at the  Termination  Date and all applicable  benefits due
hereunder  (provided  that the terms of any employee  benefit  plan  pursuant to
which such benefits are provided permit  participation  by similarly  positioned
former  employees of Bank or CLG, as applicable)  for the balance of the Term of
this  Agreement,  provided  that  such  payments  shall  not be made  after  the
expiration  of the  Term of this  Agreement;  and  provided  further  that  such
payments  shall be offset by any amounts paid to Painter  under any severance or
salary continuation policy or plan of Bank or CLG applicable to Painter.

     (d) In the event  termination  is for cause as  described  in Section  4(c)
hereof or is due to the expiration of the Term of this Agreement,  CLG shall pay
Painter the compensation and benefits  described in Section 3 hereof through the
Termination Date and no other  compensation or benefits shall be paid to Painter
hereunder;  provided,  however, that nothing herein shall be deemed to terminate
or limit the Painter's  vested rights under any other  benefit,  retirement,  or
pension  plan of CLG  applicable  to  Painter,  and the  terms of  those  plans,
programs, or arrangements shall govern.

     6. CONFIDENTIALITY AND COVENANT NOT TO COMPETE.

     Painter  hereby  acknowledges  that,  by virtue of his  employment  by CLG,
Painter  has  gained  certain  valuable  knowledge  and  has  developed  certain
expertise with respect to the business of computer leasing,  generally,  and the
business of CLG,  specifically,  including certain confidential  information and
trade  secrets  relating to such  business and  information  relating to certain
customers and potential  customers of CLG. In connection with and in view of the
foregoing, Painter hereby agrees as follows:

     (a) Painter agrees that, during the term of his employment pursuant to this
Agreement  and for a period  of three (3) years  thereafter,  Painter  will not,
directly or indirectly,  engage in, or participate in the promotion,  financing,
ownership  or  management  of,  or  otherwise  provide  services  to,  any firm,
corporation,  or business  (whether as an employee,  officer,  director,  agent,
owner, partner, shareholder, consultant, or otherwise), the purpose or result of
which, in whole or in part, is to assist such firm, corporation,  or business in
the buying, leasing, servicing, and selling of computer and technology equipment
in  competition  with CLG within 100 miles of any office of CLG or the principal
office of Centura.

     (b) Painter agrees that, during the term of his employment pursuant to this
Agreement  and for a period  of three (3) years  thereafter,  Painter  will not,
directly or  indirectly,  call upon,  solicit,  sell to,  attempt to sell to, or
otherwise  in any way engage in or attempt to engage in the  business of buying,
leasing,  servicing and selling computer and technology equipment in competition
with CLG to any firm, corporation, person or business that is a customer of CLG,


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<PAGE>


Centura or Centura  Bank at the time of such  activity or was a customer of CLG,
Centura or Centura Bank at any time during the term of his  employment  pursuant
to this Agreement.

     (c) Painter agrees that, during the term of his employment pursuant to this
Agreement and for a period of three (3) years thereafter, Painter will hold in a
fiduciary  capacity for the benefit of CLG, and shall not directly or indirectly
use or disclose, except as required in Painter's judgment in connection with the
performance  of  his  duties,  as  required  by law or  judicial  or  regulatory
proceedings  or as  authorized  by CLG,  any "Company  Information"  (as defined
below) that Painter may have or acquire (whether or not developed or compiled by
Painter)  during the Term of this Agreement.  The term "Company  Information" as
used in this  Agreement  shall mean  confidential  or  proprietary  information,
including  technical  and  financial  information  and customer or client lists,
relating to CLG or its programs or  procedures,  including  without  limitation,
information  received by CLG from third parties under  confidential  conditions.
The term "Company  Information" shall also include,  without  limitation,  CLG's
computer  data-base,  forms  and  form  letters,  form  contracts,   information
regarding  specific  transactions,   financial  information  and  estimates  and
long-term  planning and goals. The term "Company  Information" shall not include
information that has become generally  available to the public by the act of one
who has the right to disclose such  information  without  violating any right of
CLG.

     (d) In addition to the  foregoing and not in  limitation  thereof,  Painter
agrees that,  during the term of his  employment  pursuant to this Agreement and
for a period of three (3) years  thereafter,  Painter  will hold in a  fiduciary
capacity  for the  benefit of CLG and shall not  directly or  indirectly  use or
disclose,  except as  required in  Painter's  judgment  in  connection  with the
performance  of  his  duties,  as  required  by law or  judicial  or  regulatory
proceedings  or as  authorized by CLG, any  "Customer  Information"  (as defined
below) that Painter may have or acquire (whether or not developed or compiled by
Painter and whether or not  Painter has been  authorized  to have access to such
Customer  Information)  during the Term of this  Agreement.  The term  "Customer
Information"  as used in this Agreement  shall mean  confidential or proprietary
information,  including  technical and financial  information and customer lists
received by CLG or Painter from any  customer or potential  customer of CLG, and
shall include any information  subject to the provisions of the federal Right to
Financial  Privacy  Act.  The term  "Customer  Information"  shall  not  include
information that has become generally  available to the public by the act of one
who has the right to disclose such  information  without  violating any right of
the customer to which such information pertains.

     (e) Painter  agrees and  acknowledges  that, if a violation of any covenant
contained  in  this  Section  6  occurs  or is  threatened,  such  violation  or
threatened  violation will cause  irreparable  injury to CLG, that the remedy at
law for any such  violation or threatened  violation will be inadequate and that
CLG shall be entitled to appropriate equitable relief.

     (f) The covenants contained in this Section 6 shall inure to the benefit of
CLG, any successor of it, and every subsidiary of it.

     (g) The  restrictions  contained  in this Section 6 are  considered  by the
parties hereto to be fair and reasonable and necessary for the protection of the
legitimate business interests of CLG.

     (h) In the event of a termination of this Agreement by Painter  pursuant to
Section  4(d)  hereof,  the  restrictions  contained  in this Section 6 shall no
longer apply to Painter from and after the Termination Date.


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<PAGE>


     7. SUCCESSORS; BINDING AGREEMENT.

     (a) This Agreement  shall be binding upon any successor  (whether direct or
indirect,   by  purchase,   merger,   consolidation  or  otherwise)  to  all  or
substantially  all of the business  and/or  assets of CLG, and CLG shall require
any such successor to expressly  assume and agree to perform this Agreement.  As
used in this  Agreement,  "CLG" shall mean CLG as  hereinbefore  defined and any
successor to its business and/or assets as aforesaid.

     (b) This  Agreement  shall  inure to the benefit of and be  enforceable  by
Painter's  personal  or  legal   representatives,   executors,   administrators,
successors,  heirs,  distributees,  devisees and legatees. If Painter should die
while any amount  would still be payable  hereunder,  all such  amounts,  unless
otherwise  provided  herein,  shall be paid in accordance with the terms of this
Agreement to Painter's estate.

     8. MISCELLANEOUS.

     (a) All notices  required or permitted  hereunder shall be given in writing
by actual  delivery or by registered or certified mail (postage  prepaid) at the
following addresses or at such other places as shall be designated in writing:

                  Painter:             1211 Briar Patch Lane
                                       Raleigh, North Carolina 27615

                  CLG:                 CLG, Inc.
                                       3001 Spring Forest Road
                                       Raleigh, North Carolina 27604
                                       Attention: President

                  With a copy to:      Centura Banks, Inc.
                                       Post Office Box 1220
                                       134 North Church Street
                                       Rocky Mount, North Carolina  27804
                                       Attn: President

     (b)  References in this  Agreement to "similarly  positioned" or "similarly
situated"  employees  shall mean those  employees of CLG of comparable  rank and
level  of  responsibility   and  with  comparable   duties.   The  existence  or
non-existence of a contract of employment with CLG shall not be relevant for the
purpose of identifying those employees (or, if appropriate, former employees) of
CLG who are "similarly positioned" or "similarly situated."

     (c) If any  provision of this  Agreement  shall be determined to be void by
any court of competent  jurisdiction,  then such determination  shall not affect
any other provision of this  Agreement,  all of which shall remain in full force
and effect.

     (d) The  failure of the  parties to  complain of any act or omission on the
part of either  party,  no matter how long the same may  continue,  shall not be
deemed to be a waiver of any of its rights hereunder.


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<PAGE>


     (e) This  Agreement  contains the entire  agreement  of the  parties.  This
Agreement may be executed  simultaneously in two or more  counterparts,  each of
which shall be deemed an original, but all of which shall constitute one and the
same instrument. It may be changed or terminated only by a writing signed by the
party against whom enforcement of any waiver, change,  modification,  extension,
discharge or termination is sought.

     (f) This Agreement  shall be construed and enforced in accordance  with the
laws of the  State  of North  Carolina,  except  as  preempted  by the  Employee
Retirement Income Security Act of 1974, as amended.

     IN WITNESS  WHEREOF,  Painter has  executed  this  Agreement  under seal by
adopting  the word "SEAL"  beside his name and CLG has executed  this  Agreement
under seal  through  its duly  authorized  officers as of the day and year first
above written.




                                              /s/ Dean E. Painter, Jr.  (SEAL)
                                                  Dean E. Painter, Jr.



                                                        CLG, INC.



                                      By:   /s/ Edwin J. Lee
                                                Edwin J. Lee
                                                President and Chief
                                                Operating Officer

ATTEST:


/s/ Joseph A. Smith, Jr.
    Joseph A. Smith, Jr.
         Secretary

(Corporate Seal)


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