EXHIBIT 10.3


                                  AMERICAN BANK
                    NON-QUALIFIED DEFERRED COMPENSATION PLAN
                              FOR SENIOR EMPLOYEES


1.       ESTABLISHMENT OF THE PLAN

         American Bank (the "Bank") hereby establishes this Non-Qualified
Deferred Compensation Plan for Senior Employees (the "Plan") upon the terms and
conditions hereinafter stated. The Plan shall be effective January 1, 2003.

2.       PURPOSE OF THE PLAN

         The purpose of this Plan is to provide retirement benefits for selected
senior employees of the Bank. The Plan is intended to be a "top-hat" plan. This
Plan is an unfunded plan maintained primarily for the purpose of providing
deferred compensation to a select group of management or highly compensated
employees within the meaning of the Employee Retirement Income Security Act of
1974, as amended ("ERISA").

3.       PLAN YEAR

         The Plan year shall be the twelve (12) month period commencing on
January 1st and ending on December 31st ("Plan Year").

4.       PARTICIPATION IN PLAN

         For the purpose of the Plan, a participant ("Participant") shall be any
senior employee of the Bank who is designated by the Board of Directors of the
Bank (the "Board") to participate in the Plan. Persons initially designated by
the Board to participate in the Plan are identified on Schedule A attached
hereto. Persons who become eligible following the adoption of the Plan shall be
included on Schedule A upon designation by the Board.

5.       CONTRIBUTIONS TO PARTICIPANTS' ACCOUNTS

         The Bank may, but is not required to, make discretionary contributions
("Contributions") on behalf of Participants. If the Bank elects to make
discretionary contributions in a Plan Year, it may make such contributions for
all Participants or for less than all Participants, in its sole discretion.

         Participants are not permitted to contribute to the Plan.

6.       DEFERRED COMPENSATION ACCOUNTS

         a.       Establishment of Accounts

         The Bank shall record contributions made on behalf of each Participant
    in a deferred compensation account or as a bookkeeping entry (hereinafter
    the "Account") for such Participant. The Bank shall credit earnings to each
    Participant's Account on an annual basis. The rate of return credited to a

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    Participant's Account each year shall be equal to the one year treasury
    yield, as determined on the first day of each calendar year, unless, in the
    Board of Directors' sole discretion, a higher rate of earnings shall be
    credited.

         b.       Vesting of Accounts

         The Participant shall become fully vested in his Account after ten (10)
    years of participation in the Plan. No percentage of the Participant's
    Account will be vested prior to the last day of the first year of
    participation. Ten percent (10%) of the Participant's Account will be vested
    each year beginning the first day of the second year following the initial
    contribution and annually thereafter until 100% vested. If prior to the
    first day of the second year of participation, the Participant terminates
    employment with the Bank for any reason other than death, Disability,
    retirement (at or after attainment of age 65) or due to a Change in Control,
    his Account will be forfeited. A Participant's Account shall become fully
    vested upon a Participant's death, Disability, retirement (as described
    above) or a Change in Control. For these purposes, "Change in Control" and
    "Disability" shall be defined in the same manner as under the Bank's
    tax-qualified employee stock ownership plan. In addition, if a Participant
    is terminated by the Bank at anytime for Cause or violates the provisions of
    Paragraphs 8, or 9 of this Plan, his Account will be forfeited.

         c.       Funding

         The Bank reserves the absolute right at its sole and exclusive
    discretion to insure or otherwise set aside assets to provide for the
    obligations of the Bank undertaken by this Plan or to refrain from same, and
    to determine the extent, nature and method thereof, including the
    establishment of one or more trusts, as contemplated by Section 9 hereof.
    Should the Bank elect to insure this Plan, in whole or in part, through the
    medium of insurance or annuities, or both, the Bank shall be the owner and
    beneficiary of the policy. At no time shall the Participants be deemed to
    have any right, title or interest in or to any specified asset or assets of
    the Bank, or any trust or escrow arrangement, including, but not by way of
    restriction, any insurance or annuity or contracts or the proceeds
    therefrom. Any such policy, contract, or asset shall not in any way be
    considered to be security for the performance of the obligations of this
    Plan.

         To the extent the Participant acquires a right to receive benefits
under this Plan, such right shall be no greater than the right of any unsecured
general creditor of the Bank.

7.       DISTRIBUTIONS

         a. Time of Distribution.

         Upon the later of the Participant's (i) attainment of age 65, or (ii)
    termination of services due to retirement, or at such other date as approved
    by the Board, the Bank will distribute in five installments or, in the sole
    discretion of the Board, in a lump sum distribution, the amount credited to
    such Participant's Account, taking into account earnings and losses thereon,
    to the Participant (or his beneficiary or beneficiaries, as applicable)


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    beginning or within sixty (60) days following the last day of the month of
    such termination, or within a reasonable period of time thereafter as the
    Bank and Participant shall determine. In the event of the Participant's
    death or Disability, the Bank will commence distributions of the
    Participant's Account within sixty (60) days following notice of his/her
    death or within sixty (60) days after a determination of disability.

         b. Form of Distribution.

         The Participant (or his beneficiary of beneficiaries, as applicable)
    shall receive the benefit payable in accordance with this Section 7 in the
    form of five installments or, in the sole discretion of the Board, in a lump
    sum payment. A Participant may request a lump sum distribution from the
    Board, however, the determination as to whether to grant such request rests
    solely with the Board. Any grant of a request for a lump sum distribution
    shall be conditioned on the Participant entering into a two (2) year
    Non-Compete Agreement containing provisions substantially similar to those
    set forth in Sections 8 and 9 below.

8.       NON-DISCLOSURE/TRADE SECRETS.

          For so long as the Participant shall participate in this Plan as an
Employee of the Bank or following employment, while receiving benefits
hereunder, the Participant shall not, without the written consent of the Board
of Directors of the Bank or a person authorized thereby, disclose to any person,
other than an employee of the Bank or a person to whom disclosure is reasonably
necessary or appropriate in connection with the performance by the Participant
of his duties as an executive of the Bank, any confidential information obtained
by him while in the employ of the Bank with respect to any of the Bank's
services, products, improvements, formulas, designs or styles, processes,
customers, methods of distribution or any business practices the disclosure of
which could be or will be materially damaging to the Bank provided, however,
that confidential information shall not include any information known generally
to the public (other than as a result of unauthorized disclosure by the
Participant) 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 Bank.

9.       NON-SOLICITATION.

         For so long as the Participant is receiving benefits hereunder, the
Participant shall not either voluntarily or involuntarily, or directly or
indirectly in any capacity whatsoever, (a) obtain, solicit, divert, appeal to,
attempt to obtain, attempt to solicit, attempt to divert, or attempt to appeal
to any customers, clients or referral services of the Bank to divert their
business from the Bank; (b) solicit any person who was employed by the Bank to
leave the employ of the Bank. For purposes of this covenant, "customers,
clients, and referral sources" shall include all persons who are or were
customers, clients or referral sources of the Bank at any time during the
employment of Participant by the Bank. Any breach of this Section by the
Participant shall be cause for immediate suspension of benefit payments
hereunder and any unpaid benefits shall be forfeited.



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10.      BENEFICIARY DESIGNATION

         The Participant shall designate a beneficiary or beneficiaries to
receive benefits hereunder in the event of the Participant's death before
distribution of a Participant's vested benefit in accordance with Section 7. The
Participant shall make such election on a beneficiary designation form provided
by the Plan Administrator and attached hereto as Exhibit "A". Such form must be
filed with the Plan Administrator. The Participant may revoke or change such
beneficiary election at any time prior to the commencement of benefits, provided
that such change is duly filed with the Plan Administrator. In the event the
Participant fails to designate a beneficiary or beneficiaries, all proceeds will
be made payable to his/her surviving spouse, or if none, his/her estate.

11.      ADMINISTRATION; CREATION OF RABBI TRUST

         a.       Plan Administrator.

                  This Plan shall be administered by the Board of Directors of
         the Bank who shall be deemed the "Plan Administrator" and the "named
         fiduciary" within the meaning of Section ss.402 of ERISA. The Board may
         appoint an individual or a committee of persons to act as the Plan
         Administrator. The Plan Administrator shall have authority to make,
         interpret and enforce all appropriate rules and regulations for the
         administration of the Plan and shall decide or resolve any and all
         questions, including interpretations of this Plan, as may arise in
         connection with the Plan; provided, however, that if the Plan
         Administrator is a Participant in the Plan, the Board shall interpret
         and enforce the rules relating to the Plan as such rules would apply to
         the Plan Administrator as a Participant, and the Board shall decide or
         resolve any and all questions of interpretation as such questions would
         relate to the Plan Administrator as a Participant.

         b.       Rabbi Trust.

                  This Plan is intended to be and shall be administered as an
         unfunded, unsecured plan that is not qualified under Section 401 of the
         Internal Revenue Code. The benefits provided hereunder shall be paid
         from the general assets of the Bank. Notwithstanding the foregoing, the
         Bank may establish a rabbi trust into which the Bank may contribute
         assets that shall be held therein, pursuant to the agreement which
         establishes such rabbi trust. The contributed assets shall be subject
         to the claims of the Bank's creditors in the event of the Bank's
         "Insolvency" as defined in the agreement which establishes such rabbi
         trust, until the contributed assets are paid to the Participant and/or
         his beneficiary(ies) in such manner and at such times as specified in
         this Plan. The rabbi trust and any assets held therein shall conform to
         the terms of the rabbi trust agreement that has been established in
         conjunction with this Plan. Any contribution(s) to the rabbi trust
         shall be made in accordance with the rabbi trust.



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12.      PARTICIPANT'S RIGHTS UNSECURED

         The right of any Participant (or his beneficiary or beneficiaries, as
applicable) to receive any benefits hereunder shall be an unsecured claim
against the general assets of the Bank. The Participant, the beneficiary, or any
other person claiming through the Participant, shall only have the right to
receive from the Bank those payments so specified under this Plan. The
Participant agrees that the Participant, or his beneficiary, or any other person
claiming through him shall have no rights or interests whatsoever in any asset
of the Bank, including any insurance policies or contracts which the Bank may
possess or obtain to informally fund this Plan. Any asset used or acquired by
the Bank in connection with the liabilities it has assumed under this Plan,
unless expressly provided herein, shall not be deemed to be held under any trust
for the benefit of the Participant or his beneficiaries, nor shall any asset be
considered security for the performance of the obligations of the Bank. Any such
asset shall be and remain, a general, unpledged, and unrestricted asset of the
Bank.

13.      NON-TRANSFERABILITY

         The right of a Participant or any other person to the payment of
benefits hereunder shall not be assigned, transferred, pledged or encumbered
except by will or by the laws of descent and distribution. In the event the
Participant or his beneficiary attempts assignment, commutation, hypothecation,
transfer or disposal of the benefits hereunder, the Bank's liabilities shall
forthwith cease and terminate.

14.      COMMUNICATIONS

         Any notice or communication required by the Bank with respect to this
Plan shall be made in writing and may either be delivered personally or sent by
First Class mail, as the case may be:

                  To the Bank:

                         Mark W. Jaindl
                         President and CEO
                         American Bank
                         4029 West Tilghman Street
                         Allentown, Pennsylvania 18104

         Each party shall have the right by written notice to change the place
to which any notice may be addressed.

15.      NOTIFICATION OF BENEFIT

         Within thirty (30) days of (i) the Participant's attainment of the
later of age 65 or retirement, (ii) any other date approved by the Bank for the
distribution of the Participant's Account, or (iii) the Participant's death or
total disability, the Bank shall deliver to the Participant a notice (the
"Benefits Notice") stating the amount of benefits to which the Participant is
entitled under the terms of this Plan as a result of such event, or, if the


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Participant is not entitled to benefits under this Plan as a result of such
event, the reason why he is not so entitled.

16.      CLAIMS PROCEDURE AND ARBITRATION

         a. The Participant (or his beneficiary, in the case of the
Participant's death), may make a claim for benefits in writing to the Bank
within one (1) year of

            (i)     The Bank's failure to deliver a Benefits Notice to the
                    Participant or his beneficiary in accordance with Section
                    15,

            (ii)    The delivery of a Benefits Notice to the Participant or the
                    beneficiary in accordance with Section 15 if the Participant
                    or beneficiary believes such Benefits Notice does not
                    properly state such person's entitlement to benefits under
                    this Plan, or

            (iii)   The failure of the Bank to make any payment in accordance
                    with the terms of a Benefits Notice.

         Such claim shall be reviewed by the Bank. If the claim is approved or
denied, in whole or in part, the Bank shall provide a written notice of approval
or denial within sixty (60) days of the Bank's receipt of the notice of the
claim. In the case of denial, the notice shall set forth the reason for the
denial, specific reference to the provisions of the Plan upon which the denial
is based, and any additional material or information necessary to perfect the
claim and an explanation of why such material or information is to be taken if a
review of the denial is desired. If the claim is not approved or denied with
such sixty (60) days, the claim will be deemed denied.

         b. If a claim is denied and a review is desired, the Participant (or
his beneficiary, in the case of the Participant's death), shall notify the Bank
of his request for a review in writing within sixty (60) days of the date the
claim is denied. The Participant, his beneficiary, or his duly authorized
representative may review this Plan and any documents relating to it and submit
any written issues and comments he may feel appropriate within thirty (30) days
of his notice of request for review. In its sole discretion, the Bank shall then
review the claim, and any written issues and comments submitted by or on behalf
of the Participant, and provide a written decision within sixty (60) days of the
later of the Bank's receipt of the notice or request for review or the
submission of such written issues and comments. This decision likewise shall
state the specific reasons for the decision and shall include reference to
specific provisions of this Plan on which the decision is based.

         c. If a claimant continues to dispute the benefit denial, then the
claimant may submit the dispute to mediation, administered by the American
Arbitration Association ("AAA") (or a mediator selected by the parties) in
accordance with the AAA's Commercial Mediation Rules. If mediation is not
successful in resolving the dispute, it shall be settled by arbitration
administered by the AAA under its Commercial Arbitration Rules, and judgment on
the award rendered by the arbitrator(s) may be entered in any court having
jurisdiction thereof.



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<PAGE>

17.      TAX WITHHOLDING

         The Bank may withhold from any benefit payable under this Plan all
federal, state, city or other taxes as shall be required pursuant to any law or
governmental regulation then in effect.

18.      JURISDICTION

         The terms and conditions of this Plan are subject to the laws of the
Commonwealth of Pennsylvania.

19.      GENDER

         Any reference in this Plan to the masculine shall be deemed to include
the feminine.

20.      AMENDMENTS

         This Plan may not be amended, modified or suspended except by a Board's
resolution in writing executed by the duly authorized officers of the Bank;
provided that no amendment that adversely affects the Participant's rights to
amounts credited to his Account under the Plan shall take effect unless the
Participant consents thereto in writing.

21.      TERMINATION

         The Bank has established the Plan with the bona fide intention and
expectation that it will be continued indefinitely, but the Bank shall have no
obligation whatsoever to maintain the Plan for any given length of time and may
discontinue or terminate the Plan at any time. If the Plan is discontinued, the
Participants shall receive their benefits as set forth herein, provided,
however, that nonvested benefits shall continue to vest in the Participant so
long as the Participant remains in the employ of the Bank but no further
contributions shall be made hereunder.

22.      MISCELLANEOUS

         This Plan shall be binding upon and inure to the benefit of the Bank,
its successors and assigns and the Participants, and their heirs, executors,
administrators and legal representatives.







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<PAGE>

         IN WITNESS WHEREOF, the Bank has caused this Plan to be signed and
sealed by its duly authorized officers as of the date first above written.


ATTEST:                                              AMERICAN BANK



/s/ Sandra Berg                             By: /s/ Mark W. Jaindl
-----------------------------                   --------------------------------
                                                Mark W. Jaindl, President
                                                 and Chief Executive Officer







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                                                                      SCHEDULE A

                                  AMERICAN BANK
                    NON-QUALIFIED DEFERRED COMPENSATION PLAN
                              FOR SENIOR EMPLOYEES


PARTICIPANTS IN THE PLAN:



Mark W. Jaindl, President and Chief Executive Officer
Sandra Berg, Senior Operations Officer
Chris Persichetti, Senior Loan Officer
Harry Birkhimer, Chief Financial Officer
Bob Turner, Director of Technology
Rob Dunton, Commercial Lender
Steve Kopenhaver, Commercial Lender
Mike Bocich, Commercial Lender
Brian Stine, Residential Lender










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<PAGE>


                                                                       EXHIBIT A

                                  AMERICAN BANK
                    NON-QUALIFIED DEFERRED COMPENSATION PLAN
                              FOR SENIOR EMPLOYEES


                             BENEFICIARY DESIGNATION



         As a Participant under the American Bank Non-qualified Deferred
Compensation Plan for Senior Employees (the "Plan") I hereby designate the
following beneficiaries to receive any payments under such Plan in the event of
my death. (If no beneficiary designation is made, then the undistributed balance
due to me under the Plan shall be paid to my estate in a lump sum.)


         _________________________               _____________________________
         Name                                    Name

         _________________________               _____________________________
         Address                                 Address

         _________________________               _____________________________
         City, State, Zip                        City, State, Zip

         Note: Unless indicated otherwise, payment to two or more persons shall
be made in equal shares.

         This beneficiary designation shall apply to all amounts deferred under
the Plan and revokes any and all prior designations made by me. I understand
that I am permitted at any time and from time to time to modify or revoke the
beneficiary designation herein made by executing and delivering a new
beneficiary designation form to American Bank.

         _______________________________
         Name of Participant (Print or Type)


         _______________________________                 _______________________
         Signature of Participant                        Date


         Received by American Bank

         This ___ day of ___________, _____

         By: ___________________________




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                                  AMERICAN BANK
                    NON-QUALIFIED DEFERRED COMPENSATION PLAN
                              FOR SENIOR EMPLOYEES

                             -----------------------

                              AMENDMENT NUMBER ONE
                             -----------------------

         The American Bank Non-qualified Deferred Compensation Plan for Senior
Employees (the "Plan") is hereby amended effective April 1, 2004, in accordance
with the following:

         1.       Section 6(b) of the Plan shall be amended by adding the
                  following sentence at the end thereof to provide as follows:

                           In the event a Participant's Account is forfeited,
                           the amounts credited to such Account shall be
                           reallocated to the Accounts of the remaining
                           Participants who are eligible for an allocation of
                           Contribution for the Plan Year, in proportion to the
                           Account balances.


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                                  AMERICAN BANK
                    NON-QUALIFIED DEFERRED COMPENSATION PLAN
                              FOR SENIOR EMPLOYEES

                            ------------------------

                              Amendment Number Two

                            ------------------------

         The American Bank Non-Qualified Deferred Compensation Plan for Senior
Employees (the "Plan") is hereby amended effective July 20, 2004, in accordance
with the following:

         1. Section 5 of the Plan is replaced, in its entirety, with the
following:

            "5.    CONTRIBUTIONS TO PARTICIPANTS' ACCOUNTS

                   The Bank may, but is not required, to make discretionary
            contributions ("Contributions") on behalf of Participants. If the
            Bank elects to make Contributions in a Plan Year, it may make such
            Contributions for all Participants, or for less than all
            Participants, in its sole discretion.

                   Participants are not permitted to contribute to the Plan,
            provided, however, that Participants may direct the Bank to invest
            Contributions made to the Plan on their behalf either in cash, or in
            shares of employer stock in increments of 25%, 50%, 75% or 100% of
            such Contributions. A Participant's election as to the investment of
            any Contributions shall be irrevocable, but may be changed by
            Participants as to future Contributions."

         2. Section 6(a) of the Plan is replaced, in its entirety, with the
            following:

            "a.    Establishment of Accounts

                   The Bank shall record contributions made on behalf of each
            Participant in a deferred compensation account or as a bookkeeping
            entry (hereinafter the "Account") for such Participant. A
            Participant's Account may be sub-divided into a Cash Account and a
            Stock Account, if applicable. Contributions made in the form of cash
            shall be credited to Participants' Cash Accounts, and Contributions
            THAT ARE CONVERTED TO SHARES OF EMPLOYER STOCK shall be credited to
            Participants' Stock Accounts, respectively. The Bank shall credit
            earnings to each Participant's Account on an annual basis. The rate
            of return credited to a Participant's Cash Account each year shall
            be equal to the one year treasury yield, as determined on the first
            day of each calendar year, unless, in the Board of Directors' sole
            discretion, a higher rate of earnings shall be credited. Any
            dividends paid on shares of employer stock held in Participants'
            Stock Accounts shall be immediately reinvested in additional shares
            of employer stock and credited to Participants' Stock Accounts as

<PAGE>

            soon as administratively practicable thereafter. A Participant's
            Account balance shall be equal to the sum of (i) cash Contributions,
            interest earnings, and allocated cash forfeitures credited to such
            Participant's Cash Account, if applicable, plus (ii) the value of
            shares of employer stock credited to such Participant's Stock
            Account, and allocated forfeitures of employer stock, if
            applicable."

         3. The last sentence of Section 6(b) of the Plan is replaced, in its
            entirety, with the following:

            "In the event a Participant's Account is forfeited, the amounts
            credited to such Participant's Cash Account and Stock Account shall
            be reallocated proportionately among the Cash Accounts and Stock
            Accounts, respectively, of the remaining Participants who are
            eligible for an allocation of Contributions for the Plan Year of
            such forfeiture."

         4. Section 7(b) of the Plan is replaced, in its entirety, with the
            following:

            "(b)   Form of Distribution.

                   Distributions from a Participant's Cash Account shall be paid
            to the Participant (or his beneficiary or beneficiaries, as
            applicable) in cash, and distributions from a Participant's Stock
            Account shall be paid to the Participant (or his beneficiary or
            beneficiaries, as applicable) in the form of shares of employer
            stock. Distributions shall be paid in the form of five approximately
            equal installments of cash and shares of employer stock, as
            applicable, or in the sole discretion of the Board of Directors, in
            a lump sum payment. A Participant may request a lump sum
            distribution from the Board; however, the determination as to
            whether to grant such request rests solely with the Board. It shall
            be a condition precedent to granting a lump sum distribution to a
            Participant that such Participant enter into a two year Non-Compete
            Agreement containing provisions substantially similar to those set
            forth in Sections 8 and 9 below."

         5. The following sentences are added at the end of Section 11(b), as
            follows:

            "In the event that a rabbi trust has been established by the Bank
            and has been funded with shares of employer stock, each Participant
            who has directed the investment of all or portion of his or her
            Account under the Plan in employer stock in accordance with Section
            5 herein may exercise the voting rights or other election rights
            appurtenant to such shares of employer stock, if any, by giving
            voting instructions to the trustee of the rabbi trust established to
            hold such employer stock or such other person as designated in a
            written resolution by the Board of Directors of the Bank."