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EXHIBIT 10.2




EMPLOYMENT AGREEMENT




     AGREEMENT made as of April 6, 2004, by and between Riggs Bank NA and its
subsidiaries, a Delaware corporation (the “Company”) and Lawrence Connell
(“Executive”).



     The parties hereto agree as follows:




	 	1.	 	Employment.





	 	(a)	 	General. Company hereby employs
Executive, and Executive hereby accepts employment with
Company, upon the terms and conditions set forth in this
Agreement.
	 
	 	(b)	 	Term. Subject to the provisions hereof,
Executive’s employment will begin upon the date first written
above and continue through the close of business on April 5,
2005 (the “Term”), unless sooner terminated pursuant to
Section 4 hereof.
	 
	 	(c)	 	Position and Duties. Executive will
report directly to the President and CEO of the Company and
will perform duties consistent with his position and title as
assigned to him by the Board of Directors of the Company.
Unless amended by the Board of Directors, Executive’s title
will be Vice Chairman, International.
	 
	 	(d)	 	Full Time. Executive will devote his
full business time, attention and energy to the performance
of his duties under this Agreement.





	 	2.	 	Supervision.





	 	(a)	 	Reporting. The Executive shall report
to the President and CEO of the Company and shall serve at
the pleasure of the Board of Directors of the Company. The
Executive shall serve as a Section 16 Officer and as a member
of the Bank Operating Committee of the Company.
	 
	 	(b)	 	Authority. The Executive will have such
authority and responsibility as determined by the President
and CEO of the Company and the Board of Directors.





	 	3.	 	Compensation.





	 	(a)	 	Base Salary. The Company will pay a
base salary to Executive of no less than $400,000 per year,
payable in equal bi-weekly installments in accordance with
the Company’s normal payroll practices.




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	 	(b)	 	Benefits. During the term of his
employment, Executive will be entitled to the fringe, welfare
and pension benefits (including participation in the
Company’s 401(k) plan and other benefit plans, as applicable)
that are generally made available to other executives and
senior level employees of subsidiaries of the Company.
	 
	 	(c)	 	Bonus Compensation. In addition to the
base salary and other benefits specified above, Executive
will also be entitled to receive a bonus of $200,000 for the
successful completion of his specific goals within the time
frame set by the President and CEO. The goals set for the
Executive will be those defined by the President and CEO and
agreed upon by the Executive.





	 	4.	 	Termination of Employment.





	 	(a)	 	Death. Executive’s employment hereunder
shall terminate upon his death.
	 
	 	(b)	 	Disability. The Company may terminate
Executive’s employment if he has been unable to perform his
duties hereunder due to a physical or mental disability for a
period of six (6) consecutive months and if he has not
resumed on a full-time basis the performance of such duties
within thirty (30) days after written notice from the Company
of its intent to terminate his employment due to disability.
	 
	 	(c)	 	Termination by Board of Directors. The
Board of Directors of the Company may terminate Executive’s
employment hereunder for Cause, effective immediately, at any
time. For this purpose, “Cause” means: (i) any willful
failure or refusal by Executive to carry out specific
directions of the Board consistent with the provisions hereof
or to perform a material part of the duties assigned to him
hereunder; (ii) any willful violation by Executive of any
material provisions of this Agreement, which failure, refusal
or violation is not remedied by Executive within thirty (30)
days after written notice from the Company; (iii) any
commission by Executive of any act materially detrimental to
the best interests of the Company and Riggs and that
constitutes on the part of Executive personal dishonesty,
willful misconduct in clear conflict with reasonable
standards of employee conduct; breach of fiduciary duty
involving personal profit; any willful violation of any law,
governmental rule or regulation (other than traffic
violations or similar offenses), final cease and desist
order, formal agreement or commitment enforceable in writing;
or any act or conduct which for any reason would constitute
grounds for suspension, bar or removal from office by any
federal or state bank or securities regulatory agency under
applicable law; (iv) any gross negligence by Executive in the
performance of Executive’s duties; or (v) any




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	 	 	 	failure to meet the performance expectations of the Company as reasonably
set forth and determined by the Company’s Board of
Directors. The Board of Directors shall be responsible for
making any determinations of “Cause” for purposes of this
paragraph (c).





	 	(d)	 	Effect of Termination.





	 	(1)	 	Death or Disability. If
Executive’s employment terminates by reason of his
death or disability, Executive, either directly or
through his personal representative or estate
(whichever the case may be), shall be entitled to
amounts equal to the sum of the unpaid portion of
Executive’s annual base salary up to the term date as
it is defined in paragraph 1(b).
	 
	 	(2)	 	Termination For Cause. If
Executive’s employment is terminated by the Company
for Cause, then the Company shall have no obligation
to make any further payments or provide any further
benefits hereunder for any period subsequent to the
date of such termination.
	 
	 	(3)	 	Termination for
Resignation. In the event Executive resigns from
his position, then the Company shall have no
obligation to make any further payments or provide any
further benefits hereunder for any period subsequent
to the date of such termination including any pro-rata
payout of any accrued bonus. Resignation shall require
thirty (30) days written notice to Company and, unless
otherwise stipulated by Company in writing, Executive
shall continue to perform his job fully and do nothing
willful to damage the interests of Company.
Executive’s failure to provide adequate notice of
resignation to Company, or to perform his job fully
prior to the effective date thereof, shall constitute
grounds for immediate termination for Cause.
	 
	 	(4)	 	Termination without Cause.
If Executive’s employment is terminated by the
Company without Cause, the Executive shall for the
term of this Agreement continue to be entitled to the
salary, benefits and any bonus amount accrued to date
as described in Section 3 of this Agreement; provided,
however, that the Executive complies with Section 5 of
this Agreement.





	 	5.	 	Restrictive Covenants.



	 
	 	(a)	 	Confidential Information. Executive
acknowledges that, during the course of his employment
hereunder, he will have access to confidential information,
documents and




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	 		 	other materials relating to the Company and its
affiliates which are
not generally known to persons outside the Company
(whether conceived or developed by Executive or
others) and confidential information, documents and
other materials entrusted to the Company and its
affiliates by third parties, including, without
limitation, financial information, trade secrets,
techniques, know-how, marketing and other business
plans, data, strategies and forecasts, and the
substance of arrangements and agreements with
customers, suppliers and others (collectively,
“Confidential Information”). Any Confidential
Information conceived or developed by Executive
during employment will be the exclusive property of
the Company and its affiliates. Except as
specifically authorized by the Company and its
affiliates, Executive will not (during or after his
employment hereunder) disclose Confidential
Information for his own purposes or for the benefit
of any third person, firm or entity other than (i) as
may be legally required in response to any final and
enforceable summons, order or subpoena issued by a
court or governmental agency, upon reasonable prior
notice to the Company of the proposed disclosure
thereof, or (ii) such Confidential Information which
is or becomes available to the general public through
no act or failure to act by Executive.
	 
	 	(b)	 	Company Documents. Upon
the termination of his employment for any reason,
Executive will deliver to the Company all documents,
data files and other tangible property containing
Confidential Information which are then in his
possession or control.
	 
	 	(c)	 	Covenant Not to Compete. Executive
acknowledges that his duties hereunder and the services he
will provide to the Company are of a special, unique, unusual
and extraordinary character, which gives this Agreement
particular value to the Company, and that it would be
difficult to employ any individual or individuals to replace
Executive in the performance of such duties and services.
Therefore, during employment and for a period of one (1) year
after the termination of his employment for any reason,
Executive will not, directly or indirectly, enter into,
organize, control, engage in, be employed by, serve as a
consultant to, be an officer or director of or have any
direct or indirect investment in any business, person,
partnership, association, firm or corporation engaged in the
same or similar business within a 100 mile radius of any city
in which the Company, or any affiliate or subsidiary thereof,




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	 	 	 	has an office and transacts financial services business.
Executive and the Company agree that the provisions of the
covenant not to
compete are reasonable. However, if any court shall
determine that any aspect of the covenant not to
compete is unreasonable either in period of time,
geographical area or otherwise, the parties agree
that the covenant not to compete should be
interpreted and enforced to the maximum extent that
such court deems reasonable. Any amounts (including,
without limitation, unpaid salary and bonus) which
would otherwise be payable will be forfeited by
Executive (in addition to any other remedies
available to the Company) immediately upon and
following a breach by Executive of this subsection
(c).
	 
	 	(d)	 	Nonsolicitation. During his employment
and for a period of one (1) years after the Executive’s
termination for any reason of his employment (including the
expiration of this Agreement), Executive will not, directly
or indirectly, solicit, induce or otherwise attempt to
influence (i) any employee of the Company or any subsidiary
or other affiliate thereof to leave employment therewith or
(ii) any client of the Company for the purposes of providing
products or services.
	 
	 	(e)	 	Remedies. Executive acknowledges and
agrees that damages in an action at law for breach of any of
the provisions of this Section 5 of this Agreement will be
difficult to determine and will not afford a full and
adequate remedy and, therefore, agrees that the Company, in
addition to seeking damages in an action at law, may seek
specific performance and such equitable or other remedies as
may be available for breach of this paragraph, including,
without limitation, the issuance of a temporary or permanent
injunction, without the necessity of a bond.
	 
	 	(f)	 	Survival. The obligations set forth in
this Section 5 shall survive the termination of Executive’s
employment for such periods as are specified.





	 	6.	 	Dispute Resolution.





	 	(a)	 	All disputes arising out of or concerning the
terms or conditions of employment of Executive by Company,
including without being limited to any claims concerning the
application of this Agreement or that the termination of the
employment relationship violates any federal, state, or local
law, regulation, or ordinance, including but not limited to
the Age Discrimination in Employment Act, Title VII of the
Civil Rights Act, the Equal Pay Act, or any other




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	 	 	 	federal,
state or local laws prohibiting employment discrimination,
laws concerning wage payment, or claims arising out of any
legal restrictions on Company’s right to terminate
its employees, but excluding disputes which require
injunctive or other equitable relief arising out of
Section 5 of this Agreement, shall be resolved timely
and exclusively by final and binding arbitration,
pursuant to the National Rules for the Resolution of
Employment Dispute Resolution (the “Rules”) of the
American Arbitration Association (the “AAA”) then in
effect, to be held in the Washington, D.C.
metropolitan area, and such arbitration shall be the
sole and exclusive forum for determination of any
such dispute. Arbitration must be demanded within
three hundred sixty five (365) calendar days of the
time when the demanding party knows or should have
known of the event or events giving rise to the
claim. Notwithstanding the foregoing, any disputes
relating to or arising from the provisions of Section
5 of this Agreement shall not be arbitrated or
otherwise subject to the requirements of this Section
6.
	 
	 	(b)	 	The parties stipulate that the decision of the
arbitration with respect to any dispute within subsection (a)
of this Section 6 shall be the sole and exclusive remedy.
The parties hereby acknowledge that since arbitration is the
exclusive remedy for any such dispute, neither party has the
right to resort to any federal, state or local court or
administrative agency for relief concerning any such dispute
and that the decision of the arbitrator shall be a complete
defense to any suit, action or proceeding instituted in any
federal, state or local court or before any administrative
agency with respect to any such dispute which is arbitrable
as set forth in subsection (a) of this Section 6.
	 
	 	(c)	 	The award of the arbitrator may be enforced by,
and entered as a judgment in any local, state of federal
court and shall be considered final, conclusive and binding.
	 
	 	(d)	 	The parties recognize that this Section 6 means
that certain claims will be litigated and reviewed before an
impartial arbitrator or panel of arbitrators instead of
before a court of law and/or a jury, but desire the many
benefits of the arbitration process over court proceedings,
including without limitation speed of resolution, lower costs
and fees, and more flexible rules of evidence. The
arbitrator or arbitrators duly selected pursuant to the Rules
of the AAA shall have the same power and authority to order
any




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	 	 	 	remedy for violation of a statute, regulation, or
ordinance as a court would have.



7.     Copyright. In the event any work performed by Executive in his
capacity as an employee of the Company, is entitled to copyright or
intellectual property protection, he agrees that such work will be deemed
to be work for hire and the Company shall be the owner of the same, or, if
such work cannot be deemed work for hire, he agrees to transfer all rights
to such work to the Company or grant the Company an exclusive license to
use such work, for $1.00.



8.     Notices. Any notice under this Agreement must be in writing and
will be deemed to have been given when personally delivered or mailed by
first-class or express mail to the recipient at his or its last known
address.



9.     Governing Law; Forum. This Agreement shall be governed by and
construed in accordance with the laws of the District of Columbia without
regard to its conflicts of law provisions. Each of the parties
irrevocably and unconditionally consents that any arbitration, suit,
action or proceeding relating to or arising out of this Agreement shall be
exclusively brought in a state or federal court sitting in the District of
Columbia metropolitan area, and each party hereby irrevocably waives, to
the fullest extent permitted by law, any objection that it may have,
whether now or in the future, to the laying of the venue in, or to the
jurisdiction of, any and each of such courts for the purpose of any such
suit, action, proceeding or judgment and further waives any claim that any
such suit, action, proceeding or judgment has been brought in an
inconvenient forum, and each party hereby submits to such jurisdiction.

COMPANY AND EXECUTIVE EXPRESSLY HEREBY WAIVE ALL RIGHTS TO A TRIAL
BY JURY IN ANY ACTION, COUNTERCLAIM OR PROCEEDING BASED UPON,
OR RELATED TO, DIRECTLY OR INDIRECTLY, THE SUBJECT MATTER OF
THIS AGREEMENT. THIS WAIVER APPLIES TO ALL CLAIMS AGAINST
ALL PARTIES TO SUCH ACTIONS AND PROCEEDINGS, INCLUDING
PARTIES WHO ARE NOT PARTIES TO THIS AGREEMENT.



10.     Severability. Whenever possible, each provision of this Agreement
will be interpreted in such manner as to be effective and valid under
applicable law. If any provision of this Agreement is held to be invalid,
illegal or unenforceable in any respect under any applicable law in any
jurisdiction, such invalidity, illegality or



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unenforceability will not
affect any other provision or the interpretation of this Agreement in any
other jurisdiction.



11.     Governing Law. This Agreement shall be governed by and construed
in accordance with the laws of the District of Columbia without regard to
its conflicts of law provisions.



12.     Successors and Assigns. The services and duties to be performed
by Executive hereunder are personal and may not be assigned. This
Agreement shall be binding upon and inure to the benefit of the Company,
its successors and assigns, and Executive, and his heirs and
representatives.



13.     Complete Agreement. The provisions of this Agreement supersede in
their entirety any prior agreement, memorandum or understanding, and this
Agreement constitutes the entire agreement between the parties, concerning
the subject matter hereof. No amendment hereto, or waivers or releases of
obligations or liabilities hereunder, shall be effective unless agreed to
in writing by the parties hereto.



14.     Counterparts. This Agreement may be executed in several
counterparts, each of which, when so executed and delivered, shall be
deemed an original, but all of which together shall constitute one and the
same agreement.



     IN WITNESS WHEREOF, the parties have executed this Agreement effective as
of the date first above written.


	 	 	 	 	 
	 	 	 
	 	By:	/s/ Lawrence Connell	 	     4/6/04
	 	 	
	 
	 	Name:	Lawrence Connell	 
	 	Title:	Vice Chairman, International	 
	 



	 	 	 	 	 
	 	 	Riggs Bank NA	     
	 
	 	 	/s/ Lawrence I. Hebert	     4/6/04
	 	 	
	 
	 	 	Lawrence I. Hebert 	 
	 	 	President and CEO 	 
	 





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