Exhibit 10.3

                              EMPLOYMENT AGREEMENT


         This Employment Agreement ("Agreement") effective as of the 15th day of
July, 1999, by and between RIGGS NATIONAL CORPORATION(the  "Company") and JOE L.
ALLBRITTON (the "Executive").
         WHEREAS, the Executive has been the Chief Executive Officer of the
Company since 1982;
         WHEREAS,  the Board of Directors of the Company has determined  that it
is  important  to the  continued  success  of the  Company  to  insure  that the
Executive continue as the Chief Executive Office of the Company for at least the
next five (5) years;
         WHEREAS, the Executive  voluntarily reduced his compensation in 1992 in
order to improve the  profitability of the Company and to assist it in returning
to a healthy and profitable  company with the reasonable  expectation  that once
the Company returned to historic profitability levels, his compensation would be
increased to historic levels and some recognition  would be given to the fact of
his voluntary reduction ; and
         WHEREAS,  the  Board  of  Directors  has  determined  that now that the
Company  has earned  record  profits  that it is  appropriate  to  increase  the
Executive's compensation to levels consistent with his historic compensation and
for the Company to recognize the personal sacrifice of the Executive in reducing
his compensation in order to benefit the Company and its shareholders;
         NOW, THEREFORE, in consideration of the mutual covenants hereinafter
set forth, the parties agree as follows:
1.       Employment, Term and Duties.
1.1.     Employment.  The Company  hereby  employs the  Executive  and the
Executive  hereby  accepts  employment by the Company on the terms and
conditions set forth in this Agreement.

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1.2. Term. The Executive's employment under this Agreement shall commence on the
date hereof (the "Effective  Date") and shall terminate on July 15, 2004, unless
earlier  terminated  as provided in Section 3 below (the  "Term")
1.3.  Duties.
During the Term, the Executive shall serve as the Chief Executive Officer of the
Company, with such customary duties and responsibilities as are incident to said
positions,  including such authority,  duties, and responsibilities as set forth
with respect to such office in the Company's  articles and bylaws. The Executive
agrees to devote at least the same amount of attention  and time to the business
and affairs of the Company  and to the duties and  responsibilities  assigned to
the Executive as he has in the past and will use his reasonable  best efforts to
perform  faithfully  and  effectively  such  duties  and  responsibilities.
2.   Compensation  and Other Benefits
2.1. Base  Compensation.  As  compensation  for services  rendered  during the
Term,  the Company  shall pay to the Executive an annual salary of $800,000
(the "Base Salary"). The Compensation Committee of the Board of  Directors  of
the Company (the  "Committee")  shall  conduct an annual review of the Base
Salary at such time or times as the  Committee  reviews  the annual compensation
of its executives in general,  and, if approved by the Board of Directors,  the
Executive shall be entitled to an increase in the Base Salary as is in
accordance with the then prevailing  policy of the Company with respect to
executive  compensation  in general;  provided,  that such salary may not be
reduced at any time.  The Base Salary  shall be payable in  accordance  with the
payroll  policies  of the  Company as from time to time in effect.
2.2.  Annual Performance Bonus.

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(a) In addition to the Base salary,  the  Executive  shall be eligible to
receive,  for each  calendar  year or portion  thereof occurring  during the
Term, an annual  performance  bonus (the "Annual Bonus") in an amount equal to
one hundred fifty percent (150%) of the Executive's Base Salary for such
calendar year or portion  thereof;  provided that the bonus for the year ending
December  31, 1999 shall be equal to 150% of the  Executive's  Base Salary for
an entire  year.  The amount of any such Annual Bonus shall be based upon the
performance  of the Company and  determined  in  accordance  with the
procedures  set forth on Exhibit A  hereto.  The Annual Bonus shall be paid to
the  Executive at such time or times as is in  accordance  with the then
prevailing policy of the Company relating to incentive compensation payments.

(b) No later than the next annual meeting of  shareholders  of the  Company,
the  Company  shall  submit  to  its  shareholders  (the "Shareholders")  for
approval,  with a  recommendation  of the Board of Directors of the Company of
such approval,  an executive incentive plan which, among other things, covers
the Annual Bonus provided for in this Agreement.  If the Company submits such an
executive  incentive plan to the  Shareholders  in accordance  herewith and it
is not so approved by the Shareholders,  the Company shall not be obligated to
pay the Annual Bonus for any year after  calender  year 1999 but shall be
obligated to pay the Annual Bonus, if earned, for calender year 1999. If the
Company fails to submit such executive  incentive plan to the Shareholders with
such a  recommendation  by the Board of  Directors  by the next  annual
meeting of  shareholders  of the  Company,  the  Company  shall  remain
obligated  to pay the Annual  Bonuses as and when they become due under the
terms of subsection  (a) of this Section 2.2. If the Company is not obligated
to pay the  Annual  Bonus as a result of the  failure of the Shareholders to
approve such executive  incentive plan, the Company and the  Executive  shall
attempt  for a period  of 30 days to agree  upon another form or method of
compensation  to the Executive to adjust for the loss of the opportunity to earn
the Annual Bonuses.  If the Company and the Executive, each in their sole and
absolute discretion,  can not agree on such another form or method of
compensation,  the  Executive, upon  30  days  written  notice  to the  Company,
may  terminate  this Agreement.  In the event of such  termination,  the
Executive  shall be entitled  to  a  lump  sum  payment  of  one  year's  Base
Salary  and continuation of all employee benefits for a period of one year.

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2.3.  Participation  in Employee Benefit Plans. The Company agrees to permit the
Executive  during the Term to  participate  in any group  life,  hospitalization
and/or  disability  insurance  plan,  health  program,   supplemental  executive
retirement plan,  nonqualified  compensation plan, pension and/or savings plans,
long-term  incentive  plan,  receive  "fringe  benefits,"  club  memberships and
automobile allowance, and participate in such other benefit plans or programs of
the  Company  (collectively  "Benefits")  subject  to the  generally  applicable
eligibility  requirements relating to such Benefits.  The Company also agrees to
continue to provide to the Executive  substantially the same benefits,  programs
and  privileges  which it currently  provides to the  Executive and to implement
such other  benefit  plans (the  "Other  Benefit  Plans") for the benefit of the
Executive  to the extent the Company  offers its  comparable  senior  executives
benefits that are not currently offered by the Company.  The Company also agrees
to provide life insurance to the Executive  during the Term at least  equivalent
to the life  insurance  coverage  provided to the  Executive  under the existing
split dollar insurance maintained by the Company.

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2.4. General Business Expenses. The Company shall pay or reimburse the Executive
for all expenses  that are incurred by the Executive in the  performance  of the
Executive's  duties under this Agreement in accordance  with its regular expense
reimbursement policies and procedures upon presentation of such documentation as
the Company customarily requires of its executive employees prior to making such
payments or reimbursements.
2.5. Vacation. During the Term, the Executive shall be entitled to six (6) weeks
of vacation per year.  The  Executive  shall not be permitted to accumulate and
carryover  unused  vacation time or pay from year to year except to the extent
permitted in accordance  with the Company's  vacation policy for senior
executives.
2.6. Tax Withholding.  All payments required to be made to the Executive  shall
be reduced by any amount required to be deducted or withheld  therefrom  by
applicable  law or  regulation.
3.  Termination.
3.1.Termination  upon Death or Disability.  If the Executive  either dies or
becomes entitled to benefits under a Company long-term disability plan or
program during the Term  (whether  before  or  after a  Change  of  Control),
the  Term  shall automatically terminate thereupon,  and the Executive or the
Executive's estate, as the case may be,  shall be  entitled  to  receive,  in
addition  to any life insurance  or  disability  benefits  which are  payable,
as soon as  reasonably practicable after the separate  determinations  thereof,
 (i) a lump sum payment equal to the Base Salary for the remaining Term (as
otherwise  determined before such  termination),  (ii) any unpaid vested
Benefits  accrued up to such date of termination,  (iii) an amount equal to the
product of (a) the Annual  Bonus,  if any, otherwise payable with respect to the
year in which the Term is terminated, multiplied  by (b) a  fraction,  the
numerator  of which is the  number of days elapsed in such year as of the
termination  date and the denominator of which is 365.  These items are in
addition to and shall not reduce any other  benefits to which the Executive or
his estate may be entitled.

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3.2.     Other Termination.
(1)      Termination  By  the  Company.  Notwithstanding  any  provision  of the
         Agreement to the contrary, the Company, with the approval of a majority
         of the Board of Directors,  has the right, at any time during the Term,
         exercisable by serving written  notice,  effective on or after the date
         of  service of such  notice as  specified  therein,  to  terminate  the
         Executive's  employment  under  this  Agreement  and to  discharge  the
         Executive with or without Cause.
(2)      Termination  With Cause. Any termination of employment of the Executive
         by the Company with Cause shall  terminate  the Term and  thereafter no
         amounts shall be payable to Executive  under this Agreement  except (i)
         his Base Salary  through the date of  termination,  and (ii) any unpaid
         vested  Benefits,  and (iii) the Annual Bonuses,  if any,  payable with
         respect to the prior  calendar year if it has not yet been paid. All of
         the foregoing amounts shall be payable in a lump sum, less such amounts
         as shall be required to be deducted or withheld therefrom by applicable
         law and  regulations,  within  fifteen (15) days after the  termination
         date.
                  For  purposes of this  Agreement,  "Cause"  shall mean (i) the
         conviction  of the  Executive of a felony  specifically  involving  his
         actions  with  respect to the  Company,  (ii) the  Executive's  willful
         refusal  without  legal cause to perform his duties as Chief  Executive
         Officer of the Company  which  refusal  continues  for more than thirty
         (30)  days  after  written  notice to the  Executive  from the Board of
         Directors of the Company  directing the Executive to discontinue  same,
         or (iii) a material breach of his fiduciary duty to the Company through
         the misappropriation of funds or property of the Company.


<PAGE>


         Nothing in this Agreement shall prevent the Executive's  right to
terminate his employment with the Company.

(3)      Termination Without Cause;  Termination by the Employee for Good Reason
         or  Termination  Following  Change  of  Control.   Notwithstanding  any
         provision  of this  Agreement  to the  contrary,  in the event that the
         Executive's  employment is terminated  following a Change of Control of
         the Company,  by the Company  without Cause or by the Employee for Good
         Reason,  the  following  amounts  shall be payable or  provided  by the
         Company:  (i) the Base Salary then earned,  but unpaid,  plus an amount
         equal to the  Base  Salary  which  would  have  been  earned  up to and
         including  the end of the Term (as  otherwise  determined  before  such
         termination),  (ii) any unpaid vested Benefits  accrued to such date of
         termination,  (iii) an amount  equal to the  aggregate  Annual  Bonuses
         which would have been  payable on account of any  periods  ending on or
         before  the  end of the  Term  (as  otherwise  determined  before  such
         termination)  which bonuses shall, for each such period be equal to one
         hundred  fifty percent  (150%) of the then current Base Salary.  All of
         the foregoing amounts shall be payable in a lump sum, less such amounts
         as shall be required to be deducted or withheld therefrom by applicable
         law and  regulations,  within  fifteen (15) days after the  termination
         date. To the extent the Executive is eligible thereunder,  for a period
         through  the end of the  Term  (as  otherwise  determined  before  such
         termination),   the  Executive  shall  continue  to  be  provided  life
         insurance,  disability,  long-term  disability  policies  and any other
         Benefits  provided  to  the  Executive  on the  date  hereof,  or  such
         successor   policies   in  effect  at  the  time  of  the   Executive's
         termination,  and shall also continue to be covered for the  applicable
         period by such other  insurance,  disability,  health or other  Benefit
         program,  plan or  policy  by which he was  covered  at the time of the
         Executive's  termination.  In the event the  Executive is ineligible to
         continue to be so covered  under the terms of any such life  insurance,
         disability,  long-term disability,  insurance,  health or other Benefit
         program,  plan or policy,  the Company  shall  provide to the Executive
         through  other  sources  such  benefits,   including  such   additional
         benefits,  as may be necessary to make the benefits  applicable  to the
         Executive substantially equivalent to those in effect immediately prior
         to such termination.
                  For purposes of this  Agreement,  a "Change of Control" of the
         Company  shall be  deemed  to occur  upon the  happening  of any of the
         following:


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(I)               individuals who, on the date hereof, constitute the Board (the
                  "Incumbent  Directors")  cease for any reason to constitute at
                  least a  majority  of the  Board,  provided  that  any  person
                  becoming  a  director  subsequent  to the date  hereof,  whose
                  election or nomination  for election was approved by a vote of
                  at least  two-thirds  of the Incumbent  Directors  then on the
                  Board  (either by a specific  vote or by approval of the proxy
                  statement  of the  Company in which such  person is named as a
                  nominee  for  director,  without  written  objection  to  such
                  nomination) shall be an Incumbent Director;  provided however,
                  that  no  individual  initially  elected  or  nominated  as  a
                  director of the Company as a result of an actual or threatened
                  election  contest  (as  described  in Rule  14a-11  under  the
                  Securities   Exchange  Act  of  1934  (the  "Act")  ("Election
                  Contest")  or  other  actual  or  threatened  solicitation  of
                  proxies or consent  by or on behalf of any  "person"  (as such
                  term is defined  in Section  3(a)(9) of the Act and as used in
                  Sections  13(d)(3)  and  14(d)(2)  of the Act)  other than the
                  Board ("Proxy Contest"),  including by reason of any agreement
                  intended  to avoid or settle  any  Election  Contest  or Proxy
                  Contest, shall be deemed an Incumbent Director;
(II)               any  person is or  becomes a  "beneficial  owner"  (as
                  defined  in Rule 13d-3  under the Act),  directly  or
                  indirectly,  of securities of the Company  representing  25%
                  or more of the combined  voting power of the Company's then
                  outstanding securities eligible to vote for the election of
                  the Board (the "Company Voting Securities");  provided,
                  however, that the event  described in this paragraph (ii)
                  shall not be deemed to be a Change in Control of the Company
                  by virtue of any of the  following  acquisitions:  (A) by the
                  Company or any  subsidiary,  (B) by any  employee  benefit
                  plan (or related trust) sponsored or maintained by the Company
                  or any subsidiary,  (C) by any underwriter  temporarily
                  holding securities  pursuant to an offering of such
                  securities,  (D) pursuant to a Non-Qualifying  Transaction
                  (as defined in paragraph  (iii)),  (E) pursuant to any
                  acquisition by the Executive or any group of persons
                  including the Executive (or any entity  controlled by the
                  Executive or any group of persons  including the  Executive);
                  or (F) a transaction (other than one  described in (iii)
                  below) in which Company  Voting  Securities  are acquired from
                  the Company,  if a majority  of the  Incumbent  Directors
                  (including  the  Executive  if he is then an  Incumbent
                  Director)  approve a resolution  providing  expressly  that
                  the  acquisition  pursuant to this clause (F) does not
                  constitute a Change in Control of the Company under this
                  paragraph (ii).


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(III)             the consummation of a merger,  consolidation,  statutory share
                  exchange or similar form of corporate transaction involving
                  the Company or any of its  subsidiaries  that  requires  the
                  approval of the  Company's  stockholders,  whether for such
                  transaction or the issuance of securities in the transaction
                  (a  "Reorganization"),  or sale or other  disposition of
                  all or  substantially  all of the  Company's  assets to an
                  entity that is not an affiliate of the Company (a "Sale"),
                  unless  immediately  following  such  Reorganization  or Sale:
                  (A) more than 60% of the total voting power of (x) the
                  corporation  resulting from such Reorganization or the
                  corporation which has acquired all or substantially all of the
                  assets of the Company (in either case,  the  "Surviving
                  Corporation"),  or (y) if  applicable,  the ultimate  parent
                  corporation  that directly or indirectly  has  beneficial
                  ownership of at least a majority of the voting  securities
                  eligible to elect  directors of the Surviving  Corporation
                  (the "Parent  Corporation"),  is  represented  by Company
                  Voting  Securities that were outstanding  immediately  prior
                  to such  Reorganization  or Sale (or, if applicable,  is
                  represented by shares into which such Company Voting
                  Securities were converted  pursuant to such  Reorganization
                  or Sale),  and such voting power among the holders thereof is
                  in  substantially  the same proportion as the voting power
                  of such Company Voting Securities among the holders thereof
                  immediately prior to the  Reorganization or Sale, (B) no
                  person  (other than the Executive and  affiliates  of the
                  Executive or any employee  benefit plan (or related  trust)
                  sponsored or maintained by the Surviving Corporation or the
                  Parent Corporation),  is or becomes the beneficial owner,
                  directly or indirectly,  of 25% or more of the total voting
                  power of the outstanding  voting  securities  eligible to
                  elect directors of the Parent Corporation (or, if there is no
                  Parent Corporation,  the Surviving Corporation) and (C)
                  at least a majority of the members of the board of  directors
                  of the Parent  Corporation  (or, if there is no Parent
                  Corporation,  the Surviving  Corporation)  following the
                  consummation of the  Reorganization of the Reorganization or
                  Sale were  Incumbent  Directors  at the time of the  Board's
                  approval  of the  execution  of the  initial  agreement
                  providing for such  Reorganization or Sale (any
                  Reorganization or Sale which satisfies all of the criteria
                  specified in (A), (B) and (C) above shall be deemed to be a
                  "Non-Qualifying Transaction"); or

<PAGE>


(IV)              the stockholders of the Company approve a plan of complete
                  liquidation or dissolution of the Company.
                  Notwithstanding  the  foregoing,  a Change in  Control  of the
                  Company shall not be deemed to occur solely because any person
                  acquires beneficial  ownership of more than 25% of the Company
                  Voting  Securities as a result of the  acquisition  of Company
                  Voting  Securities  by the Company which reduces the number of
                  Company Voting Securities outstanding; provided, that if after
                  such  acquisition  by the  Company  such  person  becomes  the
                  beneficial owner of additional  Company Voting Securities that
                  increases  the  percentage  of   outstanding   Company  Voting
                  Securities  beneficially  owned by such  person,  a Change  in
                  Control of the Company shall then occur.
                           For purposes hereof, "Good Reason" shall mean


<PAGE>


(a)                        Removal  without  the  consent  of the  Executive  in
                           writing,  from  any of the  offices  now  held by the
                           Executive  in the  Company or any  subsidiary  of the
                           Company,  or any material  reduction  in  Executive's
                           authority or  responsibility,  other than or a result
                           of  a   termination   for  Cause  or  on  account  of
                           disability.
(b)      The Company otherwise commits a material breach of his Agreement.

3.3. Certain Additional  Payments by the Company.  Anything in this Agreement to
the  contrary  notwithstanding,  in the  event it shall be  determined  that any
payment or  distribution  by the Company to or for the benefit of the Executive,
whether paid or payable or distributed or distributable pursuant to the terms of
this  Agreement or otherwise (a  "Payment"),  would be subject to the excise tax
imposed by Section  4999 of the Internal  Revenue Code of 1986,  as amended (the
"Code") or any  interest  or  penalties  with  respect to such  excise tax (such
excise tax,  together  with any such  interest and  penalties,  are  hereinafter
collectively  referred  to as the "Excise  Tax"),  then the  Executive  shall be
entitled to receive an  additional  payment (a "Gross-Up  Payment") in an amount
such that after payment by the Executive of all taxes (including any interest or
penalties imposed with respect to such taxes),  including any Excise Tax imposed
upon the  Gross-Up  Payment,  the  Executive  retains an amount of the  Gross-Up
Payment  equal to the  Excise  Tax  imposed  upon the  Payments.  Subject to the
provisions  of  this  Section  3.3,  all  determinations  required  to  be  made
hereunder,  including  whether a Gross-Up  Payment is required and the amount of
such Gross-Up  Payment,  shall be made by Ernst & Young or such other accounting
firm selected by the Executive  (the  "Accounting  Firm") at the sole expense of
the Company,  which shall provide detailed  supporting  calculations both to the
Company and the  Executive  within  fifteen  (15)  business  days of the date of
termination of the Executive's  employment under this Agreement,  if applicable,
or such earlier time as is requested  by the  Company.  If the  Accounting  Firm
determines  that no Excise Tax is payable by the Executive,  the Accounting Firm
shall furnish the Executive  with an opinion that he has  substantial  authority
not to report any Excise Tax on his federal income tax return. Any determination
by the Accounting Firm shall be binding upon the Company and the Executive. As a
result of the  uncertainty in the application of Section 4999 of the Code at the
time of the  initial  determination  by the  Accounting  Firm  hereunder,  it is
possible  that Gross-Up  Payments,  which will not have been made by the Company
should  have been made (an  "Underpayment"),  consistent  with the  calculations
required to be made  hereunder.  If the Company  exhausts its remedies  pursuant
hereto and the Executive  thereafter is required to make a payment of any Excise
Tax, the Accounting Firm shall determine the amount of the Underpayment that has
occurred and any such  Underpayment  shall be promptly paid by the Company to or
for the benefit of the Executive.

<PAGE>


         The  Executive  shall notify the Company in writing of any claim by the
Internal  Revenue Service that, if successful,  would require the payment by the
Company of the Gross-Up  Payment.  Such  notification  shall be given as soon as
practicable  but no later than ten business  days after the  Executive  knows of
such  claim and shall  apprise  the  Company of the nature of such claim and the
date on which such claim is requested to be paid.  The  Executive  shall not pay
such claim prior to the  expiration of the 30-day  period  following the date on
which it gives such notice to the Company (or such shorter  period ending on the
date that any  payment  of taxes  with  respect  to such  claim is due).  If the
Company notifies the Executive in writing prior to the expiration of such period
that it desires to contest such claim, the Executive shall:
(a) give the Company any information reasonably requested by the Company
relating to such claim,

<PAGE>


(b) take such  action  in  connection  with  contesting  such  claim as the
Company  shall  reasonably  request  in  writing  from  time  to  time,
including  (without  limitation)  accepting legal  representation  with
respect  to  such  claim  by an  attorney  reasonably  selected  by the
Company,
(c) cooperate with the Company in good faith to contest  effectively such claim,
and
(d)      permit the Company to participate in any  proceedings  relating to such
         claim; provided that the Company shall bear and pay directly all ,costs
         and expenses (including  additional interest and penalties) incurred in
         connection with such contest and shall indemnify and hold the Executive
         harmless,  on an  after-tax  basis,  for any Excise Tax or income  tax,
         including  interest and penalties  with respect  thereto,  imposed as a
         result  of such  representation  and  payment  of costs  and  expenses.
         Without limitation on the foregoing provisions hereof the Company shall
         control all  proceedings  taken in connection with such contest and, at
         its  sole  option,  may  pursue  or  forgo  any and all  administrative
         appeals,   proceedings,   hearings  and  conferences  with  the  taxing
         authority in respect of such claim and may, at its sole option,  either
         direct the  Executive  to pay the tax  claimed  and sue for a refund or
         contest the claim in any permissible  manner,  and the Executive agrees
         to prosecute such contest to a determination  before any administrative
         tribunal,  in a  court  of  initial  jurisdiction  and in  one or  more
         appellate courts, as the Company shall determine,  provided that if the
         Company  directs the  Executive to pay such claim and sue for a refund,
         the Company shall advance the amount of such payment to the  Executive,
         on an  interest-free  basis and shall  indemnify and hold the Executive
         harmless,  on an  after-tax  basis,  from any Excise Tax or income tax,
         including  interest or  penalties  with respect  thereto,  imposed with
         respect to such  advance or with  respect to any  imputed  income  with
         respect to such advance, and further provided that any extension of the
         statute of  limitations  relating  to payment of taxes for the  taxable
         year of the Executive  with respect to which such  contested  amount is
         claimed  to  be  due  is  limited  solely  to  such  contested  amount.
         Furthermore,  the Company's  control of the contest shall be limited to
         issues  with  respect  to which a  Gross-Up  Payment  would be  payable
         hereunder and the Executive shall be entitled to settle or contest,  as
         the case may be, any other issue raised by the Internal Revenue Service
         or any other taxing authority.

<PAGE>


                  If, after the receipt by the  Executive of an amount  advanced
         by the Company  pursuant  hereto,  the  Executive  becomes  entitled to
         receive any refund  with  respect to such claim,  the  Executive  shall
         (subject  to the  Company's  complying  with the  requirements  hereof)
         promptly  pay to the Company the amount of such refund  (together  with
         any interest paid or credited thereon after taxes applicable  thereto).
         If,  after the receipt by the  Executive  of an amount  advanced by the
         Company  pursuant  hereto,  a determination  is made that the Executive
         shall not be entitled to any refund with  respect to such claim and the
         Company  does not  notify  the  Executive  in  writing of its intent to
         contest  such denial of refund prior to the  expiration  of thirty (30)
         days after such determination,  then such advance shall be forgiven and
         shall not be required to be repaid and the amount of such advance shall
         offset, to the extent thereof,  the amount of Gross-Up Payment required
         to be paid.
4.       Other Provisions.

<PAGE>


4.1.  Nondisclosure.  During  the term of this  Agreement  and  thereafter,  the
Executive  shall  not,  without  the  prior  written  consent  of the  Board  of
Directors,  disclose  or use  for  any  purpose  (except  in the  course  of his
employment  under this  Agreement  and in  furtherance  of the  business  of the
Company  confidential  information or proprietary data of the Company (or any of
its  subsidiaries),  except as  required  by  applicable  law or legal  process;
provided,   however,  that  confidential   information  shall  not  include  any
information  known  generally  to the  public or  ascertainable  from  public or
published information (other than as a result of unauthorized  disclosure by the
Executive) or any information of a type not otherwise considered confidential by
persons engaged in the same business or a business  similar to that conducted by
the Company (or any of its subsidiaries.
4.2.  Noncompetition.  The Company and the Executive agree that the services
rendered by Employee  hereunder are unique and  irreplaceable.  The Executive
hereby agrees that,  during the term of this Agreement  and  for a  period  of
six  months  thereafter,  if  the  Executive's employment is  terminated  by the
Company for Cause or by the Executive  without Good  Reason,  he shall not
(except in the course of his  employment  under this Agreement  and in
furtherance  of the  business  of the  Company (or any of its subsidiaries) (i)
engage in as principal,  consultant or employee in any segment of a business of
a company,  partnership  or firm  ("Business  Segment") that is directly
competitive with any significant business of the Company in one of its major
commercial  or geographic  markets or (ii) hold an interest  (except as a
holder of a less than 5% interest in a publicly  traded firm or mutual fund,  or
as a minority  stockholder  or  unitholder  in a firm not publicly  traded) in a
company,  partnership,  or  firm  with  a  Business  Segment  that  is  directly
competitive with the Company, without prior written consent of the Company.

<PAGE>


4.3. Remedies.  The Executive  acknowledges that irreparable damage would result
to the  Company  if the  provisions  of  paragraph  4.1 or  4.2  above  are  not
specifically  enforced  and agrees  that the  Company  shall be  entitled to any
appropriate legal,  equitable or other remedy,  including  injunctive relief, in
respect of any failure to comply with such provisions.
4.4. Notices. Any notice or other  communication  required or permitted
hereunder shall be in writing and shall  be  delivered  personally,
telegraphed,   telexed,  sent  by  facsimile transmission or sent by certified,
registered or express mail, postage prepaid. Any such notice shall be deemed
given when so delivered personally, telegraphed, telexed or sent by facsimile
transmission or, if mailed,  on the date of actual receipt thereof, as follows:

                           (i)      If to the Company, to:

                                    Riggs National Corporation
                                    800 17th Street, N.W.
                                    Washington, D.C.  20006

                                    Attention:Patti Yoder, Senior Vice President
                                              Human Resources


                           (ii)     If to the Executive, to:

                                    Joe L. Allbritton
                                    800 17th Street, N.W.
                                    Washington, D.C.  20006

         Any party may change its address for notice  hereunder by notice to the
other party hereto.
4.5. Entire Agreement. This Agreement, including the attached Exhibit A which is
a part hereof for all purposes,  contains the entire agreement and understanding
between the parties with respect to the subject matter hereof and supersedes all
prior agreements, written or oral, with respect thereto.

<PAGE>


4.6. Governing Law; Validity.  This Agreement shall be governed and construed in
accordance  with  the  laws  of  the  State  of  Delaware.   The  invalidity  or
unenforceability  of any  provision  of this  Agreement  shall  not  affect  the
validity or enforceability of any other provision of this Agreement, which other
provisions  shall  remain  in  full  force  and  effect.
4.7.  Assignment.  The obligations  of the Executive  hereunder are personal and
may not be assigned or delegated  by  him or  transferred  in  any  manner
whatsoever,  nor  are  such obligations  subject to  involuntary  alienation,
assignment  or transfer.  The Company  shall  have the right to assign  this
Agreement  and to  delegate  all rights,  duties and  obligations  hereunder,
either in whole or in part, to any parent,  affiliate,  successor  or
subsidiary  organization  or  company of the Company,  so long as the
obligations of the Company under this Agreement  remain the obligations of the
Company and of the Company, that the Company will require any successor (whether
direct or indirect, by purchase, merger, consolidation or otherwise),  to all or
substantially  all of the business  and/or assets of the Company,  by  agreement
in form  and  substance  reasonably  acceptable  to the Executive,  to assume
expressly and agree to perform this Agreement in the same manner and to the same
extent  that the Company  would be required to perform it if no such  succession
had taken place.
4.8.  Termination.  Except as otherwise provided  expressly herein,  this
Agreement shall terminate on July 15, 2004.

5.    Resolution of Disputes.

<PAGE>


5.1. Negotiation. The parties shall attempt in good faith to resolve any dispute
arising out of or relating to this Agreement  promptly by  negotiations  between
the Executive and a representative of the Compensation  Committee of the Company
who has authority to settle the controversy.  Any party may give the other party
written  notice of any dispute not  resolved in the normal  course of  business.
Within ten (10) days after the effective date of such notice,  the Executive and
a  representative  of the  Compensation  Committee of the Company  shall meet as
often as they reasonably deem necessary, to exchange relevant information and to
attempt to resolve  the  dispute.  If the  matter has not been  resolved  within
thirty (30) days of the disputing party's notice, or if the parties fail to meet
within ten (10) days,  either party may initiate  arbitration of the controversy
or claim as provided hereinafter. If a negotiator intends to be accompanied at a
meeting  by an  attorney,  the other  negotiator  shall be given at least  three
business  days'  notice  of such  intention  and may also be  accompanied  by an
attorney.  All  negotiations  pursuant  to this  Section 5.1 shall be treated as
compromise and settlement negotiations for the purposes of the federal and state
rules of evidence and procedure.
5.2. Arbitration. Any dispute arising out of or relating to this Agreement or
the breach, termination or validity thereof, which has not been  resolved  by
non-binding  means as provided in Section 5.1 within sixty (60) days of the
initiation of such procedure, shall be finally settled by arbitration  conducted
expeditiously  in accordance  with the Center for Public Resources,  Inc.
("CPR")  Rules for  Non-Administered  Arbitration  of Business Disputes by three
independent  and  impartial  arbitrators,  of whom each party shall  appoint
one,  provided  that if one  party  has  requested  the other to participate in
a non-binding  procedure and the other has failed to participate, the
requesting  party may initiate  arbitration  before the  expiration of such
period.  Any such party shall be appointed from the CPR Panels of Neutrals.  The
arbitration  shall be  governed  by the United  States  Arbitration  Act and any
judgment upon the award decided upon the arbitrators may be entered by any court
having jurisdiction  thereof. The arbitrators are not empowered to award damages
in excess of compensatory  damages and each party hereby  irrevocably waives any
damages in excess of compensatory  damages.  Each party hereby acknowledges that
compensatory  damages  include  (without  limitation)  any  benefit  or right of
indemnification given by another party to the other under this Agreement.

<PAGE>


5.3. Expenses. The Company shall promptly pay or reimburse the Executive for all
costs and expenses,  including,  without limitation,  court costs and attorneys'
fees,  reasonably  incurred by the Executive as a result of any claim, action or
proceeding  (including,  without limitation a claim, action or proceeding by the
Executive  against the Company)  arising out of, or challenging  the validity or
enforceability  of, this Agreement or any provision hereof.
6. Successors.  This Agreement  shall be binding upon and inure to the benefit
of the  Executive  and his heirs, executors,  administrators and legal
representatives.  This Agreement shall be binding upon and inure to the benefit
of the Company and its successors and assigns.
7. No Mitigation or Set-Off.  The provisions of this Agreement are not  intended
to, nor shall they be construed  to,  require that the  Executive mitigate the
amount of any payment  provided for in this Agreement by seeking or accepting
other employment,  nor shall the amount of any payment provided for in this
Agreement  be reduced by any  compensation  earned by the  Executive  as a
result of his  employment  by  another  employer  or  otherwise.  The  Company's
obligations to make the payments to the Executive  required under this Agreement
and otherwise to perform its obligations  hereunder shall not be affected by any
set off, counterclaim,  recoupment, defense or other claim, right or action that
`the Company may have against the Executive.

<PAGE>


8.  Amendment.  No provision of this  Agreement may be modified or waived unless
such  modification or waiver is agreed to in writing and signed by the Executive
and by a duly authorized  officer of the Company who has been authorized to sign
by the Compensation  Committee of the Company.  No waiver by either party hereto
at any time of any breach by the other party hereto of, or compliance  with, any
condition  or  provision  of this  Agreement to be performed by such other party
shall be deemed a waiver of similar or  dissimilar  provisions  or conditions at
the same or at any prior or  subsequent  time.  Failure by the  Executive or the
Company to insist upon strict compliance with any provision of this Agreement or
to assert any right the Executive or the Company may have  hereunder,  including
without limitation,  the right of the Executive to terminate employment for Good
Reason,  shall not be deemed  to be a waiver of such  provision  or right or any
other  provision or right of this  Agreement.  Except as otherwise  specifically
provided  herein,  the rights of, and benefits  payable to, the  Executive,  his
estate or his  beneficiaries  pursuant to this  Agreement are in addition to any
rights  of,  or  benefits   payable  to,  the  Executive,   his  estate  or  his
beneficiaries  under any other employee benefit plan or compensation  program of
the Company.
9. Full Settlement.  The Company's  obligation to make any payments provided for
in this  Agreement  in respect of the  Executive's  termination  of employment
and otherwise to perform its  obligations  hereunder shall be in lieu and in
full  settlement of all other  severance  payments to the Executive under
any severance plan of the Company.
         IN WITNESS WHEREOF,  the parties have executed this Agreement effective
for all purposes as of the date first above written.
                           RIGGS NATIONAL CORPORATION

                           By:/s/ TIMOTHY C. COUGHLIN
                           --------------------------
                           Name:  Timothy C. Coughlin
                           --------------------------
                           Title: President
                           --------------------------



                           /s/     JOE L. ALLBRITTON
                           --------------------------
                                   Joe L. Allbritton

<PAGE>



                                     EXHIBIT A


         Any capitalized  term used herein which is not otherwise  defined shall
have the meaning attributed to it in the Executive's  Employment  Agreement (the
"Employment Agreement").

         The Employment  Agreement  provides that the Executive shall be paid an
Annual Bonus as determined  by the  Compensation  Committee  (or a  subcommittee
thereof comprised solely of "outside  directors,"  within the meaning of Section
162(m)  of the  Internal  Revenue  Code  of  1986,  if the  Committee  is not so
comprised,  and references herein to the Compensation  Committee shall be deemed
references  to such  subcommittee).  The purpose of this Exhibit is to set forth
the procedure for (i) setting the annual  objectives (the  "Objective") for each
year,  (ii)  determining  whether the  Objective  has been  obtained,  and (iii)
setting the magnitude of the Annual Bonus based upon the  Company's  performance
vis-a-vis the Objective.

         On or prior to February 28 of each calendar year,  the Executive  shall
submit a proposed business plan to the Compensation Committee. The business plan
shall set forth a forecast  of the net income  after tax for the Company for the
then current  year.  The proposed  business  plan shall be subject to review and
approval by the  Compensation  Committee.  The  Executive  and the  Compensation
Committee  shall  discuss  in good  faith any  revisions  to the  proposed  plan
required by the Compensation  Committee,  but notwithstanding  such discussions,
the business plan shall be subject to the approval of the Compensation Committee
in the exercise of its discretion.  On or prior to the 90th day of each calendar
year, the Compensation  Committee shall  determine,  based on the business plan,
specific objective  performance  criteria which must be met for the Executive to
receive the Annual Bonus;  provided however,  the Executive shall be entitled to
receive an Annual Bonus with respect to calendar  year 1999 if the Company's net
income  available  for Common Stock for the five months ended  December 31, 1999
equals or exceeds an amount determined by the Compensation Committee on or prior
to August 27, 1999.

         Within  ten (10)  days  after  the year end  financial  results  of the
Company are made available to the  Compensation  Committee,  it shall  determine
whether,  in its good faith  judgment,  the  Objective has been met or exceeded.
Based  upon  the  Compensation  Committee's  conclusions  with  respect  to  the
Company's performance  vis-a-vis the Objective,  the Executive shall be entitled
to the Annual Bonus.