AMENDMENT
                          TO THE EXECUTIVE SUPPLEMENTAL
                            RETIREMENT PLAN AGREEMENT


This  Amendment,  made and entered into this 5th day of December,  2003,  by and
between  Ameriana Bank and Trust,  SB, a Bank  organized and existing  under the
laws of the  State of  Indiana,  hereinafter  referred  to as the,  "Bank",  and
Timothy G. Clark, a Key Employee and Executive of the Bank, hereinafter referred
to  as  the,  "Executive",   shall  effectively  amend  Executive   Supplemental
                                                        ------------------------
Retirement  Plan  Agreement as  specifically  set forth  herein  pursuant to the
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provisions of said Agreements. The Agreement shall be amended as follows:

     I.   Executive Supplemental Retirement Plan Agreement.

     1.)  Subparagraph I (D) titled,  "Termination of Service", shall be deleted
          in its entirety and replaced with the following:

          D.   Termination of Service:

               Termination of Service shall mean:

               (i)  voluntary resignation of service by the Executive; or

               (ii) the Bank's discharge of the Executive without cause ["cause"
                    defined in Subparagraph III (D)  hereinafter],  prior to the
                    Normal  Retirement  Age  [described  in  Subparagraph  I (J)
                    hereinafter].

     2).  Subparagraph  III (B)  titled,  "Termination  of  Service",  shall  be
          deleted in its entirety and replaced with the following:

          B.   Termination of Service:
               -----------------------

               Subject to Subparagraph  III (D),  should the Executive  suffer a
               Termination of Service  [defined in  Subparagraph I (D) (i)], the
               Executive  shall be entitled to receive  five  percent (5%) times
               the number of full years the  Executive  has served the Bank from
               the  Executive's  fifth  anniversary of service from the original
               Effective  Date of this  Agreement (to a maximum of 100%),  times
               the  balance  in the  Pre-Retirement  Account  paid over ten (10)
               years in equal  installments  commencing at the Normal Retirement
               Age  [Subparagraph  I (J)].  In  addition to these  payments  and
               commencing in the Plan Year in which the Executive attains Normal
               Retirement  Age, five percent (5%) times the number of


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               full years the Executive has served the Bank from the Executive's
               fifth  anniversary  of  service  from the  original  Date of this
               Agreement  (to a  maximum  of 100%),  times the Index  Retirement
               Benefit  for each year shall be paid to the  Executive  until the
               Executive's death.

               Subject to Subparagraph  III (D),  should the Executive  suffer a
               Termination of Service  [defined in Subparagraph I (D) (ii)], the
               Executive  shall be entitled  to receive ten percent  (10%) times
               the number of full years the  Executive has served the Bank (to a
               maximum of 100%), times the balance in the Pre-Retirement Account
               paid over ten (10) years in equal installments  commencing at the
               Normal  Retirement Age [Subparagraph I (J)]. In addition to these
               payments and  commencing  in the Plan Year in which the Executive
               attains Normal Retirement Age, ten percent (10%) times the number
               of full years the  Executive has served the Bank (to a maximum of
               100%),  times the Index Retirement Benefit for each year shall be
               paid to the Executive until the Executive's death.


This  Amendment  shall be effective the 24th day of November 2003. To the extent
that any  paragraph,  term, or provision of said  Agreement is not  specifically
amended herein,  or in any other  amendment  thereto,  said paragraph,  term, or
provision shall remain in full force and effect as set forth in said May 6, 1999
Agreement.

IN WITNESS WHEREOF,  the parties hereto acknowledge that each has carefully read
this  Amendment  and executed  the  original  thereof on the first day set forth
hereinabove, and that, upon execution, each has received a conforming copy.

                                          AMERIANA BANK AND TRUST, SB
                                          New Castle, Indiana


/s/ Nancy A Rogers                      By: /s/ Paul W. Prior, Chairman
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 Witness                                                      Title


/s/ Davena K. Littrell                  /s/ Timothy G. Clark
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Witness                                        Timothy G. Clark