Exhibit 10(vii)

                       UNFUNDED DEFERRED COMPENSATION PLAN
                              FOR THE DIRECTORS OF
                   HARBOR FEDERAL SAVINGS AND LOAN ASSOCIATION
                                 OF FORT PIERCE


The provisions of the plan are as follows:

1.       Each director may elect on or before December 31st of any year to defer
         all or a specified  portion of his annual fees for succeeding  calendar
         years.

2.       Any person  elected  to fill a vacancy on the board,  and who was not a
         director on the preceding  December  31st,  may elect,  before his term
         begins,  to defer all or a  specified  part of his annual  fees for the
         balance of the calendar year following such election and for succeeding
         years.

3.       Interest  on the  deferred  fees is to be computed at the 2 1/2 year CD
         rate.

4.       Amounts deferred under the plan,  together with  accumulated  interest,
         will be  distributed  in annual  installments  over a  ten-year  period
         beginning with the first day of the calendar year immediately following
         the year in which the  director  (1)  ceases to be a  director,  or (2)
         having  attained the age of 65 years and having been a  participant  in
         the plan for a minimum of five years  terminates the request by written
         request and in writing, requests distribution as before stated.

5.       An  election  to defer fees  shall  continue  from year to year  unless
         terminated by the director by written request.  In the event a director
         elects to terminate  deferring fees, the amount already deferred cannot
         be paid to him except as provided in the preceding paragraph.

6.       In the event the director  ceases to be a voting member of the Board of
         Directors  of the  Company,  or if he  becomes a  proprietor,  officer,
         partner,  employee or otherwise  becomes  affiliated  with any business
         that is in competition with the corporation,  the entire balance of his
         deferred  fees,  including  interest,  may, if directed by the Board of
         Directors, in its sole discretion, be paid immediately to him in a lump
         sum.

7.       Upon the death of a director or former director prior to the expiration
         of the period  during  which the  deferred  amounts  are  payable,  the
         balance of the  deferred  fees and  interest  in his  account  shall be
         payable to his estate or designated beneficiary 50% on the first day of
         the calendar year following the death of the director and the remaining
         50% on the first day of the next succeeding calendar year.

ADOPTED December 22, 1971.



<PAGE>


                                                                 Exhibit 10(vii)

                             FIRST AMENDMENT TO THE
                         UNFUNDED DEFERRED COMPENSATION
                            PLAN FOR THE DIRECTORS OF
                   HARBOR FEDERAL SAVINGS AND LOAN ASSOCIATION
                                 OF FORT PIERCE

The Unfunded  Deferred  Compensation  Plan for the  Directors of Harbor  Federal
Savings Bank (the "Plan") is hereby amended as follows:

1.       The  name  of the  Plan  is  amended  to read  "The  Unfunded  Deferred
         Compensation Plan for the Directors of Harbor Federal Savings Bank."

2.       A new paragraph is added to the Plan to read as follows:

                  "8. On or before  December 17, 1993, a director  participating
                  in the Plan may elect in  writing  to have all or a portion of
                  the amounts previously deferred by the director under the Plan
                  plus interest credited on such amounts used to purchase shares
                  of  common  stock of  Harbor  Federal  Savings  Bank  ("harbor
                  Federal") at the time of the  reorganization of Harbor Federal
                  Savings and Loan  Association  into a mutual holding  company.
                  The amount so chosen must equal the value of a whole number of
                  such shares at the offering price.  With respect to the funds,
                  the  director  will no  longer  receive  the  interest  credit
                  described in paragraph  3.  Dividends  paid on shares of stock
                  held by the  Plan for the  account  of a  participant  will be
                  credited  to the  Plan  account  of the  participant  as  will
                  interest  on  these  dividends  in  the  manner  described  in
                  paragraph 3."






<PAGE>


                                                                 Exhibit 10(vii)

                             SECOND AMENDMENT TO THE
                         UNFUNDED DEFERRED COMPENSATION
                            PLAN FOR THE DIRECTORS OF
                           HARBOR FEDERAL SAVINGS BANK


The Unfunded  Deferred  Compensation  Plan for the  Directors of Harbor  Federal
Savings Bank (the "Plan") is hereby amended as follows:

1.       Amended paragraph to the Plan to read as follows:

                  "8. On or before December 17, 1993 a director participating in
                  the Plan may elect in  writing to have all or a portion of the
                  amounts  previously  deferred by the  Director  under the Plan
                  plus interest credited on such amounts used to purchase shares
                  of  common  stock of  Harbor  Federal  Savings  Bank  ("harbor
                  Federal") at the time of the  reorganization of Harbor Federal
                  Savings and Loan  Association into a mutual holding company or
                  thereafter  provided that the common stock is purchased at its
                  fair market value and the director so electing notifies Harbor
                  Federal on or before July 31 of each year of the amount chosen
                  for the purchase of stock. The amount so chosen must equal the
                  value of a whole number of shares at the  offering  price/fair
                  market value.  With respect to the funds, the director will no
                  longer receive the interest  credit  described in paragraph 3.
                  Dividends  paid on  shares  of stock  held by the Plan for the
                  account of a participant  will be credited to the Plan account
                  of the  participant as will interest on these dividends in the
                  manner described in paragraph 3."

                                                     Harbor Federal Savings Bank

                                                     By:     /s/
                                                          --------------
                                                          Edward G. Enns

                                                     Date:     July 11, 1996




<PAGE>


                                                                 Exhibit 10(vii)

                             THIRD AMENDMENT TO THE
                         UNFUNDED DEFERRED COMPENSATION
                            PLAN FOR THE DIRECTORS OF
                           HARBOR FEDERAL SAVINGS BANK

The Unfunded  Deferred  Compensation  Plan for the  Directors of Harbor  Federal
Savings Bank (the "Plan") is hereby amended as follows:

1.       Amended Paragraph to the plan to read as follows:

                  "8. On or before December 17, 1993 a director participating in
                  the Plan may elect in  writing to have all or a portion of the
                  amounts  previously  deferred by the  Director  under the Plan
                  plus interest credited on such amounts used to purchase shares
                  of  common  stock of  Harbor  Federal  Savings  Bank  ("Harbor
                  Federal") at the time of the  reorganization of Harbor Federal
                  Savings and Loan  Association into a mutual holding company or
                  thereafter  provided that the common stock is purchased at its
                  fair market value and the director so electing notifies Harbor
                  Federal on or before  January 31, April 30, July 31 or October
                  31 of each  year of the  amount  chosen  for the  purchase  of
                  stock.  The  amount so chosen  must equal the value of a whole
                  number of shares at the offering price/fair market value. With
                  respect to the funds,  the director will no longer receive the
                  interest  credit  described in paragraph 3.  Dividends paid on
                  shares  of  stock  held  by the  Plan  for  the  account  of a
                  participant  will  be  credited  to the  Plan  account  of the
                  participant as will interest on these  dividends in the manner
                  described in paragraph 3."

                                                     Harbor Federal Savings Bank

                                                     By:        /s/
                                                              --------------
                                                              Edward G. Enns

                                                     Date:     April 23, 1997



<PAGE>


                                                                 Exhibit 10(vii)

                             FOURTH AMENDMENT TO THE
                         UNFUNDED DEFERRED COMPENSATION
                            PLAN FOR THE DIRECTORS OF
                           HARBOR FEDERAL SAVINGS BANK


         The unfunded  deferred  Compensation  Plan for the  Directors of Harbor
Federal Savings Bank (the "Plan") is hereby amended as follows:

         1.       Amended Paragraph to the Plan to read as follows:

                           4. Amounts  deferred  under the plan,  together  with
                           accumulated  interest,  will be distributed in annual
                           installments  over a ten-year  period  beginning with
                           the  first  day  of  the  calendar  year  immediately
                           following the year in which the director ceases to be
                           a director."

                                                     HARBOR FEDERAL SAVINGS BANK



                                                     By:      Eddie Enns /s/

                                                     Date:    June 10, 1998