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Exhibit 10(b). Change In Control Program For The Chairman Of The Board

             CHANGE IN CONTROL PROGRAM FOR THE CHAIRMAN OF THE BOARD

         Admiralty Bank has implemented a Change in Control Program for the
Chairman of the Board (the "Chairman") of Admiralty Bank that will take effect
in the event of a Change in Control (as hereinafter defined) of Admiralty Bank
(the "Program"). This program amends and replaces the Severance Program for the
Chairman of the Board.

    I.   DEFINITIONS

         A. Base Pay - "Base Pay" is the Chairman's (a) base weekly salary, or
(b) base hourly wage multiplied by forty (40) hours, exclusive of overtime and
incentive compensation of any kind.

         B. Change in Control - A "Change in Control" means any consolidation,
merger or reorganization or any series of related transactions by Admiralty
Bancorp, Inc. ("Bancorp"), a Delaware corporation, (the holding company of
Admiralty Bank) or its shareholders in which in excess of 49% of Admiralty
Bancorp, Inc.'s equity interests or 49% of Admiralty Bancorp, Inc.'s voting
power is transferred, or any transaction which causes the present members of
Admiralty Bancorp, Inc.'s Board of Directors to lose majority control of the
Board of Directors of Admiralty Bancorp, Inc., or a sale of all or substantially
all of the assets of Admiralty Bancorp, Inc.

         C. Program Period - The "Program Period" is a period ending ninety (90)
days after a Change in Control.

         D. Qualifying Event - A "Qualifying Event" is the event described in
Section II of this Program.

         E. Change in Control Payment - A "Change in Control Payment" is the
payment made to the Chairman under Section III below.

    II.  QUALIFYING EVENTS

         The following event or action will be a "Qualifying Event": A Change in
Control regardless of whether or not the Chairman continues to serve on the
Board after the Change in Control.

    III. CHANGE IN CONTROL PAYMENT

         If a Qualifying Event occurs during the Program Period, Admiralty Bank
will make a Change in Control Payment to the Chairman as follows: 104 weeks of
Base Pay.

    IV.  TIMING OF PAYMENT

         Any Change in Control Payment will be paid in a lump sum, simultaneous
with the Change in Control, and will be subject to all legally mandated
withholding (e.g., Federal, State or Local taxes).

    V.   BENEFITS

         If a Qualifying Event occurs during the Program Period, Admiralty Bank
will provide benefits to the Chairman as follows: 104 weeks of benefits then in
effect. Thereafter, Admiralty Bank will provide the Chairman with the right to
continue receipt of benefits as required by law. Notwithstanding the foregoing,
Admiralty Bank will terminate the provision of benefits to the Chairman at such
time as the Chairman becomes eligible for benefits under the benefit plan of
another employer.


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    VI.  RELEASE OF CLAIMS

         The Chairman's right to a Change in Control Payment or Benefits under
the Program will accrue only after the Chairman has provided Admiralty Bank and
Bancorp, their successors or assigns, with a signed Change in Control agreement
which includes a General Release of all claims by the Chairman against Admiralty
Bank and Bancorp, their successors or assigns, and Admiralty Bank's and
Bancorp's past and present officers, directors and employees.

    VII. EMPLOYMENT STATUS

         Unless the Chairman has a written employment contract, all employment
by Admiralty Bank is employment at will, and either Admiralty Bank or the
Chairman may terminate the employment relationship at any time and for any
reason. Nothing in the Program changes the Chairman's employment status. The
Program merely establishes the Chairman's right to a Change in Control Payment
should a Qualifying Event occur.

    VIII.TERMINATION

         This Program shall automatically terminate at the end of the Program
Period. No event occurring after the Program terminates will entitle the
Chairman to any payment or benefit under this Program.

    IX.  INELIGIBILITY FOR "EMPLOYEE SEVERENCE PROGRAM"

         The Chairman is ineligible to receive any benefits under the "Employee
Severance Program."

    X.   MISCELLANEOUS PROVISIONS

         a.       Determinations. Admiralty Bank shall make such determinations
                  as may be required from time to time in the administration of
                  the Program. Admiralty Bank shall have the sole authority,
                  discretion and responsibility to interpret and construe the
                  Program and to determine all factual and legal questions under
                  the Program, including but not limited to the entitlement of
                  the Chairman to participate in the Program and the amount of
                  the benefits under the Program.

         b.       Nonexclusive of Rights. Nothing in the Program shall prevent
                  or limit the Chairman's continuing or future participation in
                  any benefit, bonus, incentive, retirement or other plan or
                  program provided by Admiralty Bank and for which the Chairman
                  may qualify, nor shall anything in the Program limit or reduce
                  such rights as the Chairman may have under any other agreement
                  with, or plan, program, policy or practice of Admiralty Bank.
                  Amounts which are vested benefits or which the Chairman is
                  otherwise entitled to receive under any agreement with, or
                  plan, program, policy or practice of, Admiralty Bank shall be
                  payable in accordance with such agreement, plan, program,
                  policy or practice, except as explicitly modified by the
                  Program.

         c.       Spendthrift Provisions. The Chairman shall not have any
                  transmissible interest in the Program nor shall the Chairman
                  have any power to anticipate, alienate, dispose of, pledge or
                  encumber the Program, nor shall Admiralty Bank recognize any
                  assignment thereof, either in whole or in part, nor shall the
                  Program be subject to attachment, garnishment, execution
                  following judgment or other legal process.

         d.       Program Administrator. Admiralty Bank shall be the
                  administrator of the Program.

         e.       Type of Program. The Program is a Change in Control pay
                  welfare benefit plan. The Program is not an employee pension
                  benefit plan.

         f.       Dispute Resolution. All claims, disputes or other matters in
                  question between the parties to this Agreement arising out of
                  or relating to this Agreement or breach thereof shall be
                  subject to and decided by arbitration in accordance with the
                  arbitration rules of the American Arbitration Association
                  currently in effect.


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                  Demand for arbitration shall be filed in writing with the
                  other party to this Program and with the American Arbitration
                  Association. A demand for arbitration shall be made within a
                  reasonable time after the claim, dispute or other matter in
                  question has arisen. In no event shall the demand for
                  arbitration be made after the date when institution of legal
                  or equitable proceedings based on such claim, dispute or other
                  matter in question would be barred by the applicable statutes
                  of repose or limitations. The award (inclusive of fees)
                  rendered by the arbitrator or arbitrators shall be final, and
                  judgment may be entered upon it in accordance with applicable
                  law in any court having jurisdiction thereof.

    XI.  CLAIMS PROCEDURE

         a.       General. If the Chairman believes that he is entitled to a
                  Change in Control Payment under the Program, or if the
                  Chairman is in disagreement with any determination that has
                  been made, the Chairman may present a claim to Admiralty Bank.

         b.       Making a Claim. The Chairman's claim must be written and must
                  be delivered to Admiralty Bank. Within ninety (90) days after
                  delivery of such claim, the Chairman shall receive either: (a)
                  a decision; or (b) a notice describing special circumstances
                  requiring a specified amount of additional time (but no more
                  than one hundred and eighty (180) days from the date of
                  delivery of such claim) to reach a decision.

         If such claim is denied, the Chairman shall receive a written notice
specifying: (a) the reasons for denial; (b) the Program provisions on which the
denial is based; and (c) any additional information needed from the Chairman in
connection with the claim and the reason such information is needed. The
Chairman also shall receive a copy of Section C below concerning the Employee's
right to request a review.

         c.       Requesting Review of a Denied Claim. The Chairman may request
                  that a denied claim be reviewed. Such request for review must
                  be written and must be delivered to Admiralty Bank within
                  sixty (60) days after the Chairman receives the written notice
                  that the Chairman's claim was denied.

         Such request for review may (but is not required to) include issues and
comments the Chairman wants considered in the review. The Chairman may examine
pertinent Program documents by asking Admiralty Bank. Within sixty (60) days
after the delivery by the Chairman of a request for review, the Chairman shall
receive either: (a) a decision; or (b) a notice describing special circumstances
requiring a specified amount of additional time (but no more than one hundred
and twenty (120) days from the date of delivery of such request for review) to
reach a decision. The decision shall be in writing and shall specify the Program
provisions on which it is based.

         d.       Decisions. All decisions on claims and on reviews of denied
                  claims will be made by Admiralty Bank. Admiralty Bank, may, in
                  its discretion, hold one or more hearings. If the Chairman
                  does not receive a decision within the specified time, the
                  Chairman should assume that the claim was denied or re-denied
                  on the date the specified time expired. Admiralty Bank
                  reserves the right to delegate its authority to make
                  decisions.


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