<PAGE>

                                                                   EXHIBIT 10.10

                     EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN

                               EXECUTIVE AGREEMENT

     THIS AGREEMENT is made and entered into this 13/th/ day of February, 2002,
by and between The East Carolina Bank, a bank organized and existing under the
laws of the State of North Carolina (hereinafter referred to as the "Bank"), and
William F. Plyler, II, an Executive of the Bank (hereinafter referred to as the
"Executive").

     WHEREAS, the Executive is now in the employ of the Bank and has for many
years faithfully served the Bank. It is the consensus of the Board of Directors
(hereinafter referred to as the "Board") that the Executive's services have been
of exceptional merit, in excess of the compensation paid and an invaluable
contribution to the profits and position of the Bank in its field of activity.
The Board further believes that the Executive's experience, knowledge of
corporate affairs, reputation and industry contacts are of such value, and the
Executive's continued services so essential to the Bank's future growth and
profits, that it would suffer severe financial loss should the Executive
terminate their services;

     ACCORDINGLY, the Board has adopted The East Carolina Bank Executive
Supplemental Retirement Plan Executive Agreement (hereinafter referred to as the
"Executive Plan") and it is the desire of the Bank and the Executive to enter
into this Agreement under which the Bank will agree to make certain payments to
the Executive upon the Executive's retirement or to the Executive's
beneficiary(ies) in the event of the Executive's death pursuant to the Executive
Plan;

     FURTHERMORE, it is the intent of the parties hereto that this Executive
Plan be considered an unfunded arrangement maintained primarily to provide
supplemental retirement benefits for the Executive, and be considered a
non-qualified benefit plan for purposes of the Employee Retirement Security Act
of 1974, as amended ("ERISA"). The Executive is fully advised of the Bank's
financial status and has had substantial input in the design and operation of
this benefit plan; and

     NOW THEREFORE, in consideration of services the Executive has performed in
the past and those to be performed in the future, and based upon the mutual
promises and covenants herein contained, the Bank and the Executive agree as
follows:

I.   DEFINITIONS

     A.   Effective Date:

          The Effective Date of the Executive Plan shall be November 5, 2001.

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     B.   Plan Year:

          Any reference to the "Plan Year" shall mean a calendar year from
          January 1st to December 31st. In the year of implementation, the term
          "Plan Year" shall mean the period from the Effective Date to December
          31st of the year of the Effective Date.

     C.   Retirement Date:

          Retirement Date shall mean the first day of the calendar month
          following the latter of (i) the date in which the Executive reaches
          age sixty-five (65) or (ii) the date upon which the Executive actually
          retires from service with the Bank after reaching age sixty-five (65).

     D.   Termination of Service:

          Termination of Service shall mean the Executive's voluntary
          resignation of service by the Executive or the Bank's discharge of the
          Executive without cause, prior to the Early Retirement Date
          (Subparagraph I [K]).

     E.   Index Retirement Benefit:

          The Index Retirement Benefit for each Executive in the Executive Plan
          for each Plan Year shall be equal to the excess (if any) of the Index
          (Subparagraph I [F]) for that Plan Year over the Opportunity Cost
          (Subparagraph I [G]) for that Plan Year, divided by a factor equal to
          1.13 minus the marginal tax rate.

     F.   Index:

          The Index for any Plan Year shall be the aggregate annual after-tax
          income from the life insurance contract(s) described hereinafter as
          defined by FASB Technical Bulletin 85-4. This Index shall be applied
          as if such insurance contract(s) were purchased on the Effective Date
          of the Executive Plan.

          Insurance Company:            Jefferson Pilot Life Insurance Company
          Policy Form:                  Flexible Premium Adjustable Life
          Policy Name:                  ESP VI
          Insured's Age and Sex:        57, Male
          Riders:                       None
          Ratings:                      None
          Option:                       Level
          Face Amount:                  $269,000
          Premiums Paid:                $131,500
          Number of Premium Payments:   Single
          Assumed Purchase Date:        November 5, 2001

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          Insurance Company:            Mass Mutual Life Insurance Company
          Policy Form:                  Flexible Premium Adjustable Life
          Policy Name:                  Strategic Life Exec
          Insured's Age and Sex:        58, Male
          Riders:                       None
          Ratings:                      None
          Option:                       Level
          Face Amount:                  $276,150
          Premiums Paid:                $131,500
          Number of Premium Payments:   Single
          Assumed Purchase Date:        November 5, 2001

          If such contracts of life insurance are actually purchased by the
          Bank, then the actual policies as of the dates they were actually
          purchased shall be used in calculations under this Executive Plan. If
          such contracts of life insurance are not purchased or are subsequently
          surrendered or lapsed, then the Bank shall receive annual policy
          illustrations that assume the above-described policies were purchased
          or had not subsequently surrendered or lapsed. Said illustration shall
          be received from the respective insurance companies and will indicate
          the increase in policy values for purposes of calculating the amount
          of the Index.

          In either case, references to the life insurance contracts are merely
          for purposes of calculating a benefit. The Bank has no obligation to
          purchase such life insurance and, if purchased, the Executive and the
          Executive's beneficiary(ies) shall have no ownership interest in such
          policy and shall always have no greater interest in the benefits under
          this Executive Plan than that of an unsecured creditor of the Bank.

     G.   Opportunity Cost:

          The Opportunity Cost for any Plan Year shall be calculated by taking
          the sum of the amount of premiums for the life insurance policies
          described in the definition of "Index" plus the amount of any
          after-tax benefits paid to the Executive pursuant to the Executive
          Plan (Paragraph II hereinafter) plus the amount of all previous years'
          after-tax Opportunity Cost, and multiplying that sum by the greater of
          either one of the following: (i) the average after tax yield of a
          one-year Treasury bill, or (ii) the Bank's average annualized
          after-tax Cost of Funds Expense as determined by the Bank's third
          quarter call report as filed with the appropriate regulatory agency.

     H.   Change of Control:

          Change of Control shall mean the direct or indirect acquisition by
          another person, firm or corporation, by merger, share exchange,
          consolidation,

                                       3

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          purchase or otherwise, of all or substantially all of the assets or
          stock of the Bank or its parent company.

     I.   Normal Retirement Age:

          Normal Retirement Age shall mean the date on which the Executive
          attains age sixty-five (65).

     J.   Benefit Accounting:

          The Bank shall account for the benefit provided herein using the
          regulatory accounting principles of the Bank's primary federal
          regulator. The Bank shall establish an accrued liability retirement
          account for the Executive into which appropriate reserves shall be
          accrued.

     K.   Early Retirement Date:

          Early Retirement Date shall mean a retirement from service which is
          effective prior to the Normal Retirement Age stated herein, provided
          the Executive has attained age fifty-nine and one-half (59 1/2).

II.  INDEX BENEFITS

     A.   Retirement Benefits:

          Subject to Subparagraph II (E) hereinafter, an Executive who remains
          in the employ of the Bank until the Normal Retirement Age
          (Subparagraph I [I]) shall be entitled to receive an annual benefit
          amount equal to the amount set forth in Exhibit A-1. Said payments
          shall be made quarterly and shall commence at the beginning of the
          Bank's first quarter following the Executive's Retirement Date and
          shall continue until the Executive attains age seventy-seven (77).
          Upon completion of the aforestated payments and commencing subsequent
          thereto and subject to Subparagraph II (A) (i) hereinbelow, the Index
          Retirement Benefit (Subparagraph I [E]) for each Plan Year subsequent
          to the year in which the Executive attains age seventy-seven (77), and
          including the remaining portion of the Plan Year in which the
          Executive attains age seventy-seven (77), shall be paid to the
          Executive until the Executive's death.

          (i)  The Index Retirement Benefit Adjustment:

               The Index Retirement Benefit payment as set forth hereinabove for
               the three (3) Plan Years subsequent to the Executive attaining
               age seventy-seven (77) shall be adjusted according to a number
               equal to the aggregate of the Index Retirement Benefit
               (Subparagraph I [F]) for each Plan Year from the Effective Date
               of this agreement until the Plan Year subsequent to the Executive
               attaining age

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               seventy-seven (77) over the aggregate of the benefit payments the
               Executive actually received under the terms of this Executive
               Plan through that date. For example, if the Executive retires at
               age sixty-five (65) and the aggregate annual benefits received by
               the Executive until the Plan Year the Executive attains age
               seventy-seven (77) were $900,000.00, and the aggregate Index
               Retirement Benefits for each Plan Year from the Effective Date of
               this agreement to the Plan Year the Executive's attains age
               seventy-seven (77) were $1,000,000.00 then the Executive's Index
               Retirement Benefit in the first three (3) Plan Years said payment
               is payable to the Executive would be increased by Thirty Three
               Thousand Three Hundred Thirty Three and 33/100ths Dollars
               ($33,333.33) each year (i.e. $100,000.00 / 3). If said number is
               a deficit, then the Index Retirement Benefit for the first Plan
               Year said payment is payable to the Executive and each subsequent
               Plan Year's benefit (if necessary) shall be reduced until the
               entire deficit has been recovered by the Bank. For each year
               thereafter, the Index Retirement Benefit payment shall be paid as
               set forth in Subparagraph I (E). For example, if the Executive
               retires at age sixty-five (65) and the aggregate annual benefits
               to be received by the Executive until the Plan Year the Executive
               attains age seventy-seven (77) were $1,000,000.00, and the
               aggregate Index Retirement Benefits for each Plan Year from the
               Effective Date of this agreement to the Plan Year the Executive
               attains age seventy-seven (77) were $900,000.00 and the
               Executive's Index Retirement Benefit was $90,000.00 in the first
               year, then the Executive would not receive any Index Retirement
               Benefit in the first year, and the second years' Index Retirement
               benefit would be reduced by $10,000.00.

     B.   Termination of Service:

          Subject to Subparagraph II (D), should an Executive suffer a
          Termination of Service the Executive shall be entitled to receive the
          following percentage of the annual benefit set forth in Exhibit A-1.
          Said payments shall be made quarterly and shall commence at the
          beginning of the Bank's first quarter following the Executive's Normal
          Retirement Age (Subparagraph I [I]) and shall continue until the
          Executive attains age seventy-seven (77). Upon completion of the
          aforestated payments and commencing subsequent thereto and subject to
          Subparagraph II (A) (i) hereinabove the following percentage of the
          Index Retirement Benefit for each Plan Year subsequent to the year in
          which the Executive attains seventy-seven (77), and including the
          remaining portion of the Plan Year in which the Executive attains age
          seventy-seven (77), shall be paid to the Executive until the
          Executive's death.

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          Date of Hire                 10% for each full year of service
                                       from the date of first service
                                       to a maximum of 80%
          PLUS

          If Insured is at least 62
          years of age on his or her   20%
          date of termination          For a maximum total of 100%

     C.   Death:

          If the Executive dies while there is a balance in the Executive's
          accrued liability retirement account, then the unpaid balance shall be
          paid in a lump sum to the individual or individuals designated in
          writing by the Executive and filed with the Bank. In the absence of or
          a failure to designate a beneficiary, the unpaid balance shall be paid
          in a lump sum to the personal representative of the Executive's
          estate. If, upon death, the Executive shall have received the total
          balance of the Executive's accrued liability retirement account, then
          no further benefit shall be due hereunder. In any event, upon the
          death of the Executive, the Executive's beneficiary shall not be
          entitled to receive any Index Retirement Benefit.

     D.   Discharge for Cause:

          All rights of Executive hereunder shall cease and terminate
          immediately in the event of a termination of Executive's employment
          with Bank "with cause." For purposes of this Agreement, "with cause"
          shall have the same meaning that such term has in the employment
          agreement between Bank and Executive. If no such employment agreement
          exists at the time of termination, the term "with cause" shall be
          deemed to mean, but is not limited to, personal dishonesty,
          incompetence, willful material misconduct, breach of fiduciary duty,
          failure to perform the obligations of the Executive as stated herein,
          willful violation of any law, rule, or regulation (other than minor
          traffic infractions), or, any material breach of any provision of this
          agreement.

     E.   Disability Benefit:

          In the event the Executive becomes disabled, as defined herein, prior
          to any Termination of Service, and the Executive's employment with the
          Bank is terminated because of such disability, the Executive, upon
          submission of written documentation and verification of disability
          satisfactory to the Bank, shall receive one hundred percent (100%) of
          the benefit amount provided in Subparagraph II (A) above. Payment of
          such benefit shall begin when the Executive reaches his or her Normal
          Retirement Age. Subject to the Bank's obligations and Executive's
          rights under Title I of the Americans with Disabilities Act and the
          Family and

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          Medical Leave Act, if applicable, and any other applicable federal or
          state laws, disability shall be defined as the Executive not being
          able to perform the duties of the Executive's own job and shall be as
          further defined in the Bank's long term disability policy in effect at
          the time of said disability. If no such policy exists at the time of
          the disability, then disability shall be defined as a physical or
          mental impairment of Executive which renders Executive incapable of
          performing Executive's normal and regular essential employment duties
          and which shall be medically determined to be of permanent duration as
          the same is construed for purposes of disability benefits under the
          federal Social Security laws and regulations. If there is a dispute
          regarding whether the Executive is disabled, such dispute shall be
          resolved by a physician selected by the Bank and such resolution shall
          be binding upon all parties to this Agreement.

     F.   Death Benefit:

          Except as set forth above, there is no death benefit provided under
          this Agreement.

     G.   Early Retirement:

          Subject to Subparagraph II (D), should the Executive elect Early
          Retirement or be discharged without cause by the Bank subsequent to
          the Early Retirement Date [Subparagraph I (K)], the Executive shall be
          entitled to receive the annual benefit set forth in Exhibit A-2
          reduced by the full number of years the Executive retires early prior
          to Normal Retirement Age, times eighteen and eighteen one hundredths
          percent (18.18%) (For example, if Executive retires at age 61, the
          annual benefit set forth in Exhibit A-2 shall be reduced by 72.72%:
          61-65 = 4 X 18.18% = 72.72%). Said payments shall be made quarterly
          and shall commence at the beginning of the Bank's first quarter
          following the Executive's early retirement and shall continue until
          the Executive attains age seventy-seven (77). Upon completion of the
          aforestated payments and commencing subsequent thereto and subject to
          Subparagraph II (A) (i) hereinabove, the vested percentage set forth
          hereinabove of the Index Retirement Benefit for each Plan Year
          subsequent to the year in which the Executive attains age
          seventy-seven (77), and including the remaining portion of the Plan
          Year in which the Executive attains age seventy-seven (77), shall be
          paid to the Executive until the Executive's death.

III. RESTRICTIONS UPON FUNDING

     The Bank shall have no obligation to set aside, earmark or entrust any fund
     or money with which to pay its obligations under this Executive Plan. The
     Executive, their beneficiary(ies), or any successor in interest shall be
     and remain simply a general creditor of the Bank in the same manner as any
     other creditor having a general claim for matured and unpaid compensation.

                                       7

<PAGE>

     The Bank reserves the absolute right, at its sole discretion, to either
     fund the obligations undertaken by this Executive Plan or to refrain from
     funding the same and to determine the extent, nature and method of such
     funding. Should the Bank elect to fund this Executive Plan, in whole or in
     part, through the purchase of life insurance, mutual funds, disability
     policies or annuities, the Bank reserves the absolute right, in its sole
     discretion, to terminate such funding at any time, in whole or in part. At
     no time shall any Executive be deemed to have any lien nor right, title or
     interest in or to any specific funding investment or to any assets of the
     Bank.

     If the Bank elects to invest in a life insurance, disability or annuity
     policy upon the life of the Executive, then the Executive shall assist the
     Bank by freely submitting to a physical exam and supplying such additional
     information necessary to obtain such insurance or annuities.

IV.  CHANGE OF CONTROL

     Notwithstanding other terms of this Agreement, upon a Change of Control
     (Subparagraph I [H]), if the Executive subsequently suffers a Termination
     of Service (Subparagraph I [D]), then the Executive shall receive the
     benefits promised in this Executive Plan upon attaining Normal Retirement
     Age, as if the Executive had been continuously employed by the Bank until
     the Executive's Normal Retirement Age. The Executive will also remain
     eligible for all promised death benefits in this Executive Plan. In
     addition, no sale, merger, or consolidation of the Bank shall take place
     unless the new or surviving entity expressly acknowledges the obligations
     under this Executive Plan and agrees to abide by its terms.

V.   MISCELLANEOUS

     A.   Alienability and Assignment Prohibition:

          Neither the Executive, nor the Executive's surviving spouse, nor any
          other beneficiary(ies) under this Executive Plan shall have any power
          or right to transfer, assign, anticipate, hypothecate, mortgage,
          commute, modify or otherwise encumber in advance any of the benefits
          payable hereunder nor shall any of said benefits be subject to seizure
          for the payment of any debts, judgments, alimony or separate
          maintenance owed by the Executive or the Executive's beneficiary(ies),
          nor be transferable by operation of law in the event of bankruptcy,
          insolvency or otherwise. In the event the Executive or any beneficiary
          attempts assignment, commutation, hypothecation, transfer or disposal
          of the benefits hereunder, the Bank's liabilities shall forthwith
          cease and terminate.

                                       8

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     B.   Binding Obligation of the Bank and any Successor in Interest:

          The Bank shall not merge or consolidate into or with another bank or
          sell substantially all of its assets to another bank, firm or person
          until such bank, firm or person expressly agrees, in writing, to
          assume and discharge the duties and obligations of the Bank under this
          Executive Plan. This Executive Plan shall be binding upon the parties
          hereto, their successors, beneficiaries, heirs and personal
          representatives.

     C.   Amendment or Revocation:

          It is agreed by and between the parties hereto that, during the
          lifetime of the Executive, this Executive Plan may be amended or
          revoked at any time or times, in whole or in part, by the mutual
          written consent of the Executive and the Bank.

     D.   Gender:

          Whenever in this Executive Plan words are used in the masculine or
          neuter gender, they shall be read and construed as in the masculine,
          feminine or neuter gender, whenever they should so apply.

     E.   Effect on Other Bank Benefit Plans:

          Nothing contained in this Executive Plan shall affect the right of the
          Executive to participate in or be covered by any qualified or
          non-qualified pension, profit-sharing, group, bonus or other
          supplemental compensation or fringe benefit plan constituting a part
          of the Bank's existing or future compensation structure.

     F.   Headings:

          Headings and subheadings in this Executive Plan are inserted for
          reference and convenience only and shall not be deemed a part of this
          Executive Plan.

     G.   Applicable Law:

          The validity and interpretation of this Agreement shall be governed by
          the laws of the State of North Carolina.

     H.   12 U.S.C.(S) 1828(k):

          Any payments made to the Executive pursuant to this Executive Plan, or
          otherwise, are subject to and conditioned upon their compliance with
          12 U.S.C. (S) 1828(k) or any regulations promulgated thereunder.

                                       9

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     I.   Partial Invalidity:

          If any term, provision, covenant, or condition of this Executive Plan
          is determined by an arbitrator or a court, as the case may be, to be
          invalid, void, or unenforceable, such determination shall not render
          any other term, provision, covenant, or condition invalid, void, or
          unenforceable, and the Executive Plan shall remain in full force and
          effect notwithstanding such partial invalidity.

     J.   Employment:

          No provision of this Executive Plan shall be deemed to restrict or
          limit any existing employment agreement by and between the Bank and
          the Executive, nor shall any conditions herein create specific
          employment rights to the Executive nor limit the right of the Employer
          to discharge the Executive with or without cause. In a similar
          fashion, no provision shall limit the Executive's rights to
          voluntarily sever the Executive's employment at any time.

     K.   Notices:

          All notices required or permitted to be given pursuant to this
          Agreement shall be in writing, unless otherwise specified, and shall
          be delivered personally, deposited in the United States mail,
          registered or certified and postage prepaid with return receipt
          requested, or deposited with a reputable overnight courier which
          provides a day and time stamped receipt, addressed to Executive, Bank
          or Trustee, as applicable, at the address set forth herein or to such
          other address as hereafter may be furnished to the other parties in
          writing pursuant to this paragraph. All notices so given shall be
          deemed effective and received upon the earlier of (i) actual receipt,
          (ii) receipt and refusal; or (iii) five (5) days from (1) the postmark
          date, if deposited with the United States Postal Service, or (2) the
          date of deposit, if deposited with an overnight courier, unless
          otherwise provided herein.

               Bank:        The East Carolina Bank
                            Hwy. 264
                            Engelhard, North Carolina 27824

               Trustee:     Thomas A. Nussbaum
                            Eastern Bank & Trust Co.
                            2 Adams Place, AP06
                            Quincy, MA  02169-7456

               Executive:   William F. Plyler, II

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

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

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

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VI.  ERISA PROVISION

     A.   Named Fiduciary and Plan Administrator:

          The "Named Fiduciary and Plan Administrator" of this Executive Plan
          shall be The East Carolina Bank, until its resignation or removal by
          the Board. As Named Fiduciary and Plan Administrator, the Bank shall
          be responsible for the management, control and administration of the
          Executive Plan. The Named Fiduciary may delegate to others certain
          aspects of the management and operation responsibilities of the
          Executive Plan including the employment of advisors and the delegation
          of ministerial duties to qualified individuals.

     B.   Claims Procedure and Arbitration:

          In the event a dispute arises over benefits under this Executive Plan
          and benefits are not paid to the Executive (or to the Executive's
          beneficiary(ies) in the case of the Executive's death) and such
          claimants feel they are entitled to receive such benefits, then a
          written claim must be made to the Named Fiduciary and Plan
          Administrator named above within sixty (60) days from the date
          payments are refused. The Named Fiduciary and Plan Administrator shall
          review the written claim and if the claim is denied, in whole or in
          part, they shall provide in writing within sixty (60) days of receipt
          of such claim the specific reasons for such denial, reference to the
          provisions of this Executive Plan upon which the denial is based and
          any additional material or information necessary to perfect the claim.
          Such written notice shall further indicate the additional steps to be
          taken by claimants if a further review of the claim denial is desired.
          A claim shall be deemed denied if the Named Fiduciary and Plan
          Administrator fail to take any action within the aforesaid sixty-day
          period.

          If claimants desire a second review they shall notify the Named
          Fiduciary and Plan Administrator in writing within sixty (60) days of
          the first claim denial. Claimants may review this Executive Plan or
          any documents relating thereto and submit any written issues and
          comments it may feel appropriate. In their sole discretion, the Named
          Fiduciary and Plan Administrator shall then review the second claim
          and provide a written decision within sixty (60) days of receipt of
          such claim. This decision shall likewise state the specific reasons
          for the decision and shall include reference to specific provisions of
          the Plan Agreement upon which the decision is based.

          If claimants continue to dispute the benefit denial based upon
          completed performance of this Executive Plan or the meaning and effect
          of the terms and conditions thereof, then claimants may submit the
          dispute to an arbitrator for final arbitration. The arbitrator shall
          be selected by mutual

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          agreement of the Bank and the claimants. The arbitrator shall operate
          under any generally recognized set of arbitration rules. The parties
          hereto agree that they and their heirs, personal representatives,
          successors and assigns shall be bound by the decision of such
          arbitrator with respect to any controversy properly submitted to it
          for determination.

          Where a dispute arises as to the Bank's discharge of the Executive
          "for cause," such dispute shall likewise be submitted to arbitration
          as above described and the parties hereto agree to be bound by the
          decision thereunder.

VII. TERMINATION OR MODIFICATION OF AGREEMENT BY REASON OF CHANGES IN THE LAW,
     RULES OR REGULATIONS

     The Bank is entering into this Agreement upon the assumption that certain
     existing tax laws, rules and regulations will continue in effect in their
     current form. If any said assumptions should change and said change has a
     detrimental effect on this Executive Plan as determined by the Bank in its
     sole discretion, then the Bank reserves the right to terminate or modify
     this Agreement accordingly. Upon a Change of Control (Subparagraph I [H]),
     this paragraph shall become null and void effective immediately upon said
     Change of Control.

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

                                          THE EAST CAROLINA BANK
                                          Engelhard, North Carolina


                                          By: /s/ J. Dorson White
-------------------------------------        -----------------------------------
Witness                                      Title: Executive Vice President

                                            /s/ William F. Plyler, II
-------------------------------------     --------------------------------------
Witness                                   William F. Plyler, II

                                       12

<PAGE>

                          BENEFICIARY DESIGNATION FORM
                         FOR THE EXECUTIVE SUPPLEMENTAL
                            RETIREMENT PLAN AGREEMENT

PRIMARY DESIGNATION:

     Name                          Address                       Relationship
     ----                          -------                       ------------

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

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

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

SECONDARY (CONTINGENT) DESIGNATION:

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

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

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

All sums payable under the Executive Supplemental Retirement Plan Executive
Agreement by reason of my death shall be paid to the Primary Beneficiary, if he
or she survives me, and if no Primary Beneficiary shall survive me, then to the
Secondary (Contingent) Beneficiary.


------------------------------            --------------------------------------
William F. Plyler, II                     Date

                                       13

<PAGE>

                                  EXHIBIT "A-1"

          End of     Benefit
         Year Age:   Amount
         ---------   -------

Plyler      65       $21,201
            66       $21,704
            67       $22,227
            68       $22,772
            69       $23,349
            70       $23,920
            71       $24,528
            72       $25,211
            73       $25,874
            74       $26,496
            75       $27,097
            76       $27,688

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                                  EXHIBIT "A-2"

           Plan Years Subsequent to
           Early Retirement Date as
         Defined in Subparagraph I(K)   Benefit
               of the Agreement         Amount
         ----------------------------   -------

Plyler                 1                $21,201
                       2                $21,704
                       3                $22,227
                       4                $22,772
                       5                $23,349
                       6                $23,920
                       7                $24,528
                       8                $25,211
                       9                $25,874
                      10                $26,496
                      11                $27,097
                      12                $27,688*

*    This benefit amount shall remain constant for any remaining Plan Years that
     the Executive may be entitled to receive a fixed benefit amount pursuant to
     Subparagraph II (G) of the Agreement; the Executive's age: 77

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