EXHIBIT 10.9

STATE OF GEORGIA                                                       SUBLEASE

COUNTY OF COBB

         THIS SUBLEASE is made and entered into this 15th day of March,  1999 by
and between The Banker Bank, hereinafter referred to as "Sublessor" and Commerce
Bank, hereinafter referred to as "Sublessee";

         THAT  WHEREAS,  Sublessor is presently  leasing  certain  premises from
Builders Insurance,  a Mutual Captive Company ("Overlessor") under a lease dated
October 31, 1996, as amended (the  "Overlease"),  such  premises  being known as
Suite 150 (the "Premises"), containing approximately 4,450 usable square feet of
floor area in the building  located at 2410 Paces Ferry Road,  Atlanta,  Georgia
(the "Building"); and

         WHEREAS,  Sublessor  has agreed to sublease to Sublessee  and Sublessee
has agreed to sublease  from  Sublessor  1,300 usable  square feet of floor area
(the "Sublet Premises") in accordance with the terms and conditions  hereinafter
set forth;

         NOW THEREFORE,  in  consideration  of the foregoing  premises and other
good and valuable consideration,  the receipt and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:

     1.  Sublease.  Sublessor  leases to Sublessee and Sublessee  subleases from
Sublesor  the  Sublet  Premises  for a term that  begins on March 15,  1999 (the
"Commencement Date") and extends through March 14, 2000 (the "Termination Date")

     2. Rental.  Sublessee shall pay rental to Sublessor for the Sublet Premises
beginning  March 15, 1999 in the amount of Two Thousand Three Hundred  Sixty-one
and 67/100 Dollars ($2,361.67) per month. The rental shall be due and payable on
the fifteenth (15th) day of each month beginning March 15, 1999.

     3. Sublessee  Improvements.  Sublease  agrees to pay $3,803.00 to sublessor
for improvements made to the Sublet premises.

     4. Indemnity.  Sublessee does hereby indemnify and hold harmless  Sublessor
and Overlessor from and against any and all claims for bodily injury,  including
death,  and property  damage or any other cost or expense  occurring in or about
the Sublet  Premises or resulting  from the occupancy of the Sublet  Premises by
Sublessee.

     5. Terms of Lease. This Sublease,  except as specifically  provided herein,
shall  be  subject  to the  terms  and  condition  of the  Overlease  as if said
Sublessor  were the Landlord  therein and Sublessee were the Tenant  therein.  A
copy of the Overlease is attached hereto as Exhibit B and incorporated herein by
reference.  Sublessee shall have no renewal option,


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expansion  option,  buyout and  termination  option or rights of first or second
refusal.  Sublessee  shall be  responsible  for and shall pay to  Sublessor  the
rental provided herein.  Sublessee shall also pay it proportionate  share of all
charges provided for in the Overlease  including without  limitation  additional
rent based on  increases in the  Operating  Cost of the  Building,  based on the
proportion  that the usable square  footage of the Sublet  Premises bears to the
usable square footage of the Premises.

     6.  Sublessor  Warranty.  Sublessor  warrants that the Overlease is in full
force and effect and that to the best  knowledge  of  Sublessor  there exists no
defaults on the part of the  Overlessor  or Sublessor.  Sublessor  warrants that
during the term of this Sublease that  Sublessor  will comply with the Overlease
and make all  payments  to  Overlessor  required  thereunder  and will commit no
defaults thereunder,  and Sublessor shall indemnify Sublessee and hold Sublessee
harmless  from any  liability,  loss,  cost or expenses  incurred  by  Sublessee
resulting from Sublessor's breach of the foregoing warranty.

     7. Sublessee  Warranty.  Sublessee  warrants to Sublessor that it will make
all  payments  required  under  the  Sublease  and  abide  by  and  perform  all
obligations  thereunder  and  commit  not  default  under  the  Sublease  or the
Overlease and that Sublease shall indemnify  Sublessor and hold it harmless from
any liability,  loss, cost or expense resulting from Sublessee's  breach of this
warranty.

SUBLESSEE                                       ATTEST
COMMERCE BANK

BY:/s/ Rich Parlontieri                         /s/ Dotty Croker
   -------------------------                    -------------------------
TITLE: Chairman
       ---------------------


SUBLESSOR                                       ATTEST
THE BANKERS BANK

BY:  ----------------------------               -------------------------
TITLE:  -------------------------


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STATE OF GEORGIA                                     CONSENT OF LANDLORD

COUNTY OF COBB

         Builders Insurance, a Mutual Captive Company,  Overlessor  ("Landlord")
under the Overlease of the premises described in the Sublease Agreement attached
hereto, does hereby consent to the said Sublease upon the express condition that
Sublessor shall remain fully liable and responsible for all terms and conditions
of the Overlease and nothing in the Sublease  shall operate to allow any default
under the Overlease.

         This is the ______ day of April, 1999.


WITNESS:                           Builders Insurance, a Mutual Captive Company

                                   BY:
-----------------------------           ----------------------------------------
                                                     General Partner