<PAGE>

                                                                    Exhibit 10.5
                              EMPLOYMENT AGREEMENT

         THIS AGREEMENT, made effective as of the 15th day of April, 1987 by and
between First Savings and Loan Association of Penns Grove, a savings and loan
association incorporated under the laws of the United States (the
"Association"), and Robert A. DiValerio (the "Executive").

                                   WITNESSETH:

         WHEREAS, the Executive is employed with the Association on a full time
basis;
         WHEREAS, the Association is converting to a state chartered stock
savings and loan association and desires to assure that the Executive remains in
its employ after such conversion; and 

         WHEREAS, the Association is willing to employ the Executive and the
Executive is willing to accept employment on the terms and conditions set forth
in this Agreement;

         NOW, THEREFORE, intending to be legally bound, the parties agree as
follows:

         1. Employment
            
            The Association hereby employs the Executive, and the Executive 
hereby accepts such employment and agrees to remain in the employ of the 
Association, for the period stated in paragraph 3 below and upon the other terms
and conditions herein provided.

<PAGE>
         2. Position and Duties
            
            During the Employment Period (as defined in Section 3(a)), the 
Executive agrees to serve as Executive Vice President, Treasurer of the 
Association and shall perform such managerial duties and responsibilities for 
the Association as the Board of Directors of the Association or any superior
officer may direct in accordance with the by-laws of the Association, which
duties and responsibilities shall be of substantially the same character as or
equivalent character to those required by Executive's position on the Effective
Date (as defined in Section 3(a)). Throughout the Employment Period, and except
for illness, vacation periods and leaves of absence granted by the Association
(if any), the Executive shall devote all his business time, attention, skill and
efforts to the faithful performance of his duties hereunder, and, subject to
Section 7(g)(1), accept such office or offices to which he may be elected by the
Board of Directors of the Association.

         3. Term 
            
            (a) Period of Employment
                   
                The period of the Executive's employment under this Agreement 
shall commence as of the date of the conversion of the Association from a mutual
to stock form (the "Effective Date") and shall, unless sooner terminated by the
death of the Executive, mutual agreement or pursuant to Section 7, continue

                                       -2-
<PAGE>
for a period of one (1) year therefrom, (such period being herein referred to as
the "Employment Period"), provided, however, subject to Section 3(b), and if the
Employment Period has not been terminated by the death of the Executive, by
mutual agreement or pursuant to Section 7, that on each December 31 during the
Employment Period, the Employment Period shall be extended for one year, so
that at all times the Employment Period on each January 1 during the term of
this Agreement shall be an unexpired period of one (1) year. The last day of the
Employment Period, as from time to time extended, and without regard to any
early termination pursuant to Section 7, is hereinafter referred to as the
"Expiration Date."

            (b) Termination of Automatic Extension
                
                The Executive or Association may elect to terminate the 
automatic extension of the Employment Period set forth in subsection 3(a) by 
giving written notice of such election. Any notice given hereunder shall be 
effective in the year in which the notice is given, if given between January 1 
and June 30 of any calendar year, and in the year following the year in which 
the notice is given, if given between July 1 and December 31 of any calendar 
year. Upon effectiveness of any notice given hereunder, Executive's employment 
under this Agreement shall terminate on the Expir-

                                       -3-
<PAGE>
ation Date (as last extended) or such earlier date as may be determined pursuant
to Section 7.

         4. Compensation
             
            (a) Salary and Incentive Compensation
                
                For all services rendered by the Executive in any capacity 
during the Employment Period under this Agreement, the Executive shall be paid 
as compensation (i) an annual salary of $57,000, or such higher salary as may be
negotiated from time to time by the Association and the Executive plus (ii) such
incentive compensation or bonus as may be awarded to the Executive from time to 
time by the Board of Directors. Such salary shall be payable in 52 equal weekly
installments and any such incentive compensation or bonus shall be payable in 
the manner and at the time specified by the Board of Directors.

            (b) Reimbursement of Expenses
                
                The Association shall pay or reimburse the Executive, in
accordance with the Association's policies and requirements, for all reasonable
travel and other expenses incurred by the Executive in performing his
obligations under this Agreement. The Executive shall be provided, at his
option, with an automobile expense allowance, or the use of a recent model
automobile which will be owned by the Association, as may be mutually agreed
upon by the Executive and the

                                       -4-
<PAGE>
Association. All reasonable business related expenses associated therewith shall
be borne by the Association.

         5. Participation in Incentive Compensation and Benefit Plans
            
            In addition to the payments provided under this Agreement, the 
Executive (or his beneficiary) may be, or may become, entitled to benefits under
any executive or contingent compensation plan, stock option, restricted stock or
stock purchase plan, retirement income or pension plan, supplemental or excess 
benefit plan, group hospitalization, health care, or sick leave plan, life or 
other insurance or death benefit plan, travel and accident insurance, vacation 
plan, or other present or future group employee benefit plan or program of the 
Association for which Executive employees of the Association generally are 
eligible, and the Executive shall be eligible to receive, with respect to the 
Employment Period, all benefits and emoluments for which he is eligible under 
any such benefit plan or program of the Association in accordance with the 
provisions and requirements of any such plan or program.

         6. Vacation and Sick Leave
            
            Executive shall be entitled to be compensated for annual vacation, 
personal and sick leave in accordance with established Association policy.

                                       -5-
<PAGE>
         7. Termination or Suspension of Employment 
            
            (a) Termination without Cause
                
                Notwithstanding anything to the contrary contained in this 
Agreement, subject to Executive receiving the compensation set forth in 
subsection (i) of this Section 7, the Association's Board of Directors may 
terminate the Executive's employment under this Agreement at any time. 
Termination of Executive's employment under this subsection shall be deemed a 
breach of this Agreement by the Association.

           (b) Termination with Cause
               
               The Association's Board of Directors may terminate the 
Executive's employment under this Agreement at any time for cause. The Executive
shall have no right to receive compensation or other benefits for any period 
after termination for cause. The term "for cause" shall include the Executive's 
personal dishonesty, incompetency, willful misconduct, breach of fiduciary duty 
involving personal profit, intentional failure to perform stated duties, willful
violation of any law, rule, or regulation (other than traffic violations or 
similar offenses) or final cease-and-desist order, or material breach of any 
provision of this Agreement. If the Association's Board of Directors determines 
that Executive's employment under this Agreement shall be terminated for cause, 
then the Board shall forthwith provide Exe-

                                       -6-
<PAGE>
cutive with a written notice of said determination. The notice shall contain a
detailed statement of the facts which constitute the particulars of the cause
for termination. As used herein, the term incompetency shall mean the
determination by a court that the Executive is unable to manage his own affairs
by reason of insanity, imbecility or feeble mindedness.


           (c) Suspension Pursuant to Notice
               
               If Executive is suspended and/or temporarily prohibited from 
participating in the conduct of the Association's affairs by a notice served by 
the Federal Home Loan Bank Board ("FHLBB") or the Federal Savings and Loan 
Insurance Corporation ("FSLIC") under Section 5(d)(4)(C) or Section 5(d)(5)(A) 
of the Home Owners' Loan Act (12 U.S.C. 1464(d)(4)(C) and (5)(d)(A)) or under 
Section 407(g)(3) or Section 407(h) of the National Housing Act (12 U.S.C. 1730 
(g)(3) and (h)), the Association's obligations under this Agreement shall be 
suspended as of the date of service, unless stayed by appropriate proceedings. 
If the charges in the notice are dismissed, the Association may in its 
discretion (i) pay the Executive all or part of the compensation withheld while 
the Association's obligations under this Agreement were suspended and (ii) 
reinstate (in whole or in part) any of the Association's obligations under this 
Agreement which were suspended.

                                       -7-

<PAGE>
           (d) Termination Pursuant to Order
               
               If the Executive is removed and/or permanently prohibited from 
participating in the conduct of the Association's affairs by an order of the 
FHLBB or FSLIC issued under Section 5 (d) (4) (D) or Section 5 (d) (5) (A) of 
the Home Owners' Loan Act (12 U.S.C. 1464(d)(4)(D) and (d)(5)(A)) or under 
Section 407 (g) (3) or Section 407 (h) of the National Housing Act (12 U.S.C. 
1730 (g) (3) and (h)) , all obligations of the Association under this Agreement 
shall terminate as of the effective date of the order, but vested rights of the 
Association and Executive shall not be affected.

           (e) Termination Upon Default Under National Housing Act
               
               If the Association is in default (as defined in Section 401(d) of
the National Housing Act), all obligations under this Agreement shall terminate 
as of the date of default, but this subsection shall not affect any vested 
rights of the Association and Executive.

           (f) Termination by FSLIC and FHLBB
               
               All obligations under this Agreement shall be terminated, except 
to the extent determined that continuation of this Agreement is necessary for 
the continued operation of the institution, (i) by FSLIC at the time FSLIC 
enters into an agreement to provide assistance to or on behalf of the

                                       -8-

<PAGE>
Association under the authority contained in Section 406(f) of the National
Housing Act; or (ii) by the FHLBB at the time the FHLBB or its Principal
Supervisory Agent (as defined in 12 C.F.R. Section 561.35) approves a
supervisory merger to resolve problems related to operation of the Association
or when the Association is determined by the FHLBB to be in an unsafe and
unsound condition. Any rights of the Association or Executive that have already
vested, however, shall not be affected by such action.

           (g) Termination by Executive for Good Reason 
               
               The Executive shall be entitled to terminate his employment 
hereunder for good reason. Any termination of employment hereunder under any of 
the following circumstances shall be for good reason, the occurrence of any of 
which shall be deemed a breach of this Agreement by the Association:

               (1) without the express written consent of the Executive, the 
Executive is assigned any duties inconsistent with his positions, duties, 
responsibilities and status with the Association as in effect on the Effective 
Date, or his titles as in effect on the Effective Date are changed or the 
Executive is removed or not re-elected to any of such positions, except in 
connection with the termination of the Executive's employment pursuant to
subsections (b), (c), (d), (e) or (f) of Section 7 of this Agreement, or as a
result of his substantial disability or death;

                                       -9-

<PAGE>
               (2) the salary of the Executive set forth in Section 4, as the 
same hereafter may be increased from time to time, is reduced;
                   
               (3) the Association fails to continue for the Executive any 
benefit or compensation plan providing the Executive with substantially similar 
benefits to those plans in which the Executive is participating at the 
Effective Date or in which the Executive hereafter may participate; or
                          
               (4) the Association shall fail to observe or perform any
convenant or agreement in this Agreement to be observed or performed by the 
Association;

               (5) a change in control (as defined below) of the Association 
occurs.

                For the purposes of this Agreement, a "change in control of the
Association" shall mean a change in control whether by stock transfer, sale of 
assets, merger, consolidation or otherwise; provided that, without limitation, 
such a change of control shall be deemed to have occurred if (1) any person 
(as such term is used in 12 C.F.R. Section 563.18-2(b)(1)), other than those 
persons in control of Association on the date hereof, acquires the power, 
directly or indirectly, to direct the management or policies of the Association 
or to vote 25% or more of any class of voting securities of the Association; or 
(2) within any period of three consecutive years during the

                                      -10-


<PAGE>
term of this Agreement, individuals who at the beginning of such period
constitute the Board of Directors of the Association cease for any reason to
constitute at least a majority thereof.

           (h) Termination by Executive Other Than for Good Cause
               
               Notwithstanding anything contained herein to the contrary, the 
Executive may terminate this Agreement by notice (which shall in no event be 
less than 6 months) to the Association on or after the date that the Executive 
first becomes eligible to receive benefits under the Association's defined 
benefit pension plan in which case benefits shall be payable to the Executive 
in accordance with the provisions of such pension plan and all rights of the 
Executive under this Agreement shall cease. Notwithstanding anything contained 
herein to the contrary, the Executive may terminate this Agreement by notice 
(which shall in no event be less than 2 months) to the Association.

           (i) Remedies for Termination
               
               Upon termination of the Executive's employment under this 
Agreement pursuant to subsections (a) or (g) of this Section 7, the Executive 
shall receive until the Expiration Date:

               (1) 200% of the salary set forth in Section 4, as the same may 
have been increased from time to time, payment

                                      -11-
<PAGE>
of which shall be at the time provided for in this Agreement as if the
Executive's employment under this Agreement has not terminated.

               (2) annually, an amount equal to the average of the three highest
annual incentive compensation payments made to Executive by the Association
prior to the termination pursuant to subsection (a) or the event given Executive
the right to terminate his employment under subsection (g); and 

               (3) medical care, pension and similar benefits, at no cost to
Executive, substantially comparable to those furnished to Executive by the
Association immediately prior to termination of employment hereunder.

               (4) upon termination without Cause or termination for "good
reason" following a "change in control", the Association shall determine the
aggregate present value (pursuant to Section 1274(b)(2) of the Internal Revenue 
Code) of all amounts payable hereunder, and of all other amounts payable to the
Executive upon or by reason of his termination which are determined in good
faith by the Association to be "parachute payments", (as defined in
Section 280G(b)(2) of the Code and the regulations promulgated thereunder) made
pursuant to agreements or plans which are subject to Section 280G. The
Association's determination of present value and of other amounts constituting
"parachute payments" is binding; provided that if Executive obtains an opinion
of counsel satisfactory to the

                                      -12-
<PAGE>
Association or an Internal Revenue Service ruling to the effect that the method
of determining present value was improper or that specified payments did not
constitute "parachute payments", calculations will be made in accordance with
such opinion or ruling. In the event that aggregate present value of all
benefits under this Agreement and other "parachute payments" is equal to or in
excess of 300% of the Executive's "base amount" as defined in Section
280G(b)(3)(A) and regulations thereunder, the Executive waives the right to
"parachute payments" sufficient to reduce the present value of all such payments
below 300% of the "base amount." The Executive shall have the right to designate
those benefits which shall be waived or reduced in order to comply with this
provision, but failing designation by the Executive, the Association may
designate those benefits which must be waived or reduced.

               (5) If it is established pursuant to a final determination of a
court of competent jurisdiction or an Internal Revenue Service proceeding that,
notwithstanding the good faith of the Executive and the Association in applying
the terms of this Section 7, the aggregate "parachute payments" paid to or for
the Executive's benefit are in an amount that would result in any portion of
such "parachute payments" not being deductible by the Association or an
Affiliate by reason of Section 280G of the Code, then the Executive shall have
an obligation to pay the Association upon demand an

                                      -13-


<PAGE>
amount equal to the sum of (i) the excess of the aggregate "parachute payments"
paid to or for the Executive's benefit without any portion of such "parachute
payments" not being deductible by reason of Section 280G of the Code and (ii)
interest on the amount set forth in clause (i) above at the applicable federal
rate (as defined in Section 1274(d) of the Code) from the date of the
Executive's receipt of such excess until the date of such payment.

           Any payment made by Association under this Section shall be deemed to
constitute liquidated damages and not a penalty for the Association's breach of
this Agreement. Executive shall not be required to mitigate his damages
hereunder by seeking employment or otherwise. 

           (j) Disability Termination
               
               In the event that the Executive is totally disabled prior to the
Expiration Date of this Agreement, the Association shall have the right to
terminate Executive's employment on ten (10) days written notice to Executive,
provided the Association shall pay the Executive a disability benefit which is
equal to the salary provided in Section 4, as the same may have been increased
from time to time, received by Executive at the commencement of the Executive's
total disability, reduced by the sum of (i) the amount of any benefits to which
the Executive may be entitled with respect to the same period under any
disability plan or pension plan,

                                      -14-

<PAGE>
including related supplemental and excess benefit plans or agreements, of the
Association and (ii) the disability benefits payable under any government
regulated plan including workers' compensation benefits. Payment of such
disability benefit shall commence with the week coincident with the termination
of Executive's employment under this Agreement and shall continue until the
earlier of the Expiration Date or the Executive's death. During any period the
Executive shall be entitled to receive disability payments from the Association,
to the extent that he is physically and mentally able to do so, he shall furnish
information and assistance to the Association, and, in addition, upon
reasonable request in writing from time to he shall make himself available to
the Association to undertake reasonable assignments with the dignity,
importance, and scope of his prior position and his physical and mental health.
As used in this Agreement, the term "total disability" shall mean the complete
inability of the Executive to perform all of his duties under this Agreement as
determined by an independent physician selected with the approval of the Board
of Directors and the Executive.

           8. Withholding of Taxes
              
              The Association may withhold from any payments under this 
Agreement all applicable taxes, as shall be required pursuant to any law or
governmental regulation or ruling.

                                      -15-
<PAGE>
           9. Prior Agreements
              
              This Agreement constitutes the entire agreement and understanding 
between the parties with respect to the subject matter hereof, supersedes all 
prior and contemporaneous agreements and understandings and any prior employment
agreement between the Association and the Executive.

          10. Consolidation or Merger
              
              Nothing in this Agreement shall preclude the Association from 
consolidating or merging into or with, or transferring all or substantially all 
of its assets to, any Person which assumes this Agreement and all obligations of
the Association hereunder. Upon such a consolidation, merger or transfer of 
assets and assumption, the term, "Association" shall refer to such other Person 
and this Agreement shall continue in full force and effect.

          11. General Provisions
              
              (a) Non-Assignability
                   
                  Neither this Agreement nor any right or interest hereunder
shall be assignable by the Executive without the Association's prior written 
consent; provided, howevever, that nothing in this subparagraph 11(a) shall 
preclude the executors, administrators, or other legal representatives of the 
estate of the Executive from assigning any rights hereunder to the Person or 
Persons entitled thereto under the Executive's

                                      -16-

<PAGE>
will or, in case of intestacy, to the Person or Persons entitled thereto under
the laws of intestacy applicable to the Executive's estate.

              (b) No Attachment
                  
                  Except as otherwise required by law, no right to receive
payments under this Agreement shall be subject to anticipation, commutation, 
alienation, sale, assignment, encumbrance, charge, pledge or hypothecation or to
execution, attachment, levy or similar process or assignment by operation of 
law, and any attempt, voluntary or involuntary, to effect any such action shall 
be null, void and of no effect.

              (c) Binding Agreement
                  
                  This Agreement shall be binding upon and inure to the benefit
of the Executive and the Association, the Executive's heirs, executors and
assigns and the Association's successors and assigns.

              (d) "Person" Defined
                  
                  "Person" as used herein means a natural person, joint venture,
corporation, sole proprietorship, trust, estate, partnership, cooperative, 
association, organization, government or governmental entity, or other entity.

          12. Legal Expenses
              
              The Association shall pay to the Executive all reasonable legal 
fees and expenses incurred by the Executive

                                      -17-
<PAGE>
in seeking to obtain or enforce any right or benefit provided by this Agreement.
        
          13. Amendment
              
              No amendment or modification of this Agreement shall be deemed 
effective unless and until executed in writing.

          14. Severability
              
              If for any reason any provision of this Agreement shall be held 
invalid, such invalidity shall not affect any other provision of this Agreement 
not held so invalid, and all other such provisions shall to the full extent 
consistent with law continue in full force and effect. If any such provision 
shall be held invalid in part, such invalidity shall in no way affect the rest 
of such provision not held so invalid, and the rest of such provision, together 
with all other provisions of this Agreement, shall likewise to the full extent
consistent with law continue in full force and effect.

          15. Headings
              
              The headings are included solely for convenience of reference and 
shall not control the meaning or interpretation of any of the provisions of this
Agreement.

          16. Interpretation
              
              If any provision of this Agreement shall be the subject of a 
dispute between the Association and the Executive and a court or arbitrator to
which such dispute has been

                                      -18-

<PAGE>
brought shall be unable to resolve which of two reasonable interpretations of
such provision is the proper interpretation thereof, then the interpretation
most favorable to the Executive shall control.

          17. Governing Law
              
              This Agreement has been executed and delivered in the State of 
New Jersey and its validity, interpretation, performance and enforcement shall
be governed by and construed in accordance with the laws thereof applicable to 
contracts executed and to be wholly performed in New Jersey.

          18. Consent to Jurisdiction
              
              Executive and the Association irrevocable consent to the exclusive
jurisdiction of the Courts of Salem County, New Jersey and/or the United States 
District Court for the District of New Jersey in any action or proceeding 
pursuant to this Agreement and agree to service of process in accordance with 
Section 17 herein.

          19. Notices
              
              All notices, requests, demands and other communications hereunder 
shall be in writing and shall be deemed to have been duly given if delivered by
hand or mailed, certified or registered mail, return receipt requested, with
postage prepaid, to the following addresses or to such other address as either 
party may designate by like notice:

                                      -19-

<PAGE>
A.       If to Executive, to:

              Robert A. DiValerio
              105 South Carol Boulevard
              Upper Darby, PA 19082

B.       If to Association, to:

              First Savings and Loan Association
                   of Penns Grove
              125 South Broadway
              Pennsville, NJ 08070

C.       In all cases, copies to:

              Blank, Rome, Comisky & McCauley
              1200 Four Penn Center Plaza
              Philadelphia, PA 19103
              Attn:  Barry H. Genkin, Esquire

D.


and to such other or additional Person or Persons as either party shall have
designated to the other party in writing by like notice.

          20. Reimbursement of Expenses
              
              In the event the Association or any party other than the Executive
asserts that this Agreement, in whole or in part, is unenforceable or invalid, 
than the Association shall reimburse Executive for any costs and expenses 
including, without limitation, legal fees, incurred by Executive in enforcing
this Agreement or defending its validity.

              IN WITNESS WHEREOF, the Association has caused this Agreement to
be executed and its seal to be affixed hereto by

                                      -20-

<PAGE>
its officers thereunto duly authorized, and the Executive has signed and sealed
this Agreement, all as of the day and year first above written.




ATTEST:                                       FIRST SAVINGS AND LOAN ASSOCIATION
                                                       OF PENNS GROVE

/s/ Joyce A. Hunt                                 /s/ Stephen D. Miller
__________________________________            By: ______________________________
                         Secretary                    Stephen D. Miller, 
                                                      President


WITNESS:

/s/ Elizabeth F. Homen                            /s/ Robert A. DiValerio      
__________________________________                ______________________________
                                                      Robert A. DiValerio






                                      -21-
<PAGE>
                        AMENDMENT TO EMPLOYMENT AGREEMENT


         This Amendment, dated 27th day of March, 1992, by and between First
Home Savings Bank, S.L.A., a savings and loan association incorporated under
laws of New Jersey (the "Bank"), and Robert A. DiValerio (the "Executive").

                              W I T N E S S E T H:
                              
         WHEREAS, the Bank and Executive have entered into an Employment
Agreement made effective as of the 15th day of April, 1987 (the "Employment
Agreement"); and

         WHEREAS, the Bank and Executive desire to amend certain of the terms of
the Employment Agreement.

         NOW, THEREFORE, the parties hereto, intended to be legally bound
hereby, agree as follows:

         1. The first sentence of Section 3(a) of the Employment Agreement shall
be amended to read in its entirety as follows:

            "The period of the Executive's employment under this Agreement shall
         commence as of the date of the conversion of the Association from a
         mutual to stock form (the "Effective Date") and shall, unless sooner
         terminated by the death of the Executive, mutual agreement or pursuant
         to Section 7, continue for a period of three (3) years therefrom, (such
         period being herein referred to as the "Employment Period"), provided,
         however, subject to Section 3(b), and if the Employment Period has not
         been terminated by the death of the Executive, by mutual agreement or
         pursuant to Section 7, that on each December 31 during the Employment
         Period, the Employment Period shall be extended for one year, so that
         at all times the Employment Period on each January 1 during the year of
         this Agreement shall be an unexpired period of three years, provided,
         however, that such extension shall not go into effect unless and until
         it has been reviewed and approved by the Board of Directors."

         2. Section 7(c) is amended to read in its entirety as follows:

                       "(c) Suspension Pursuant to Notice
                            
                            If Executive is suspended and/or temporarily 
         prohibited from participating in the conduct of the Association's 
         affairs by a notice served under Section 8(e)(3) or (g)(1) of the 
         Federal Deposit Insurance Act (12 U.S.C. Section 1818(e)(3) and 
         (g)(1)), the Association's obligations under this Agreement shall be 
         suspended as of the date of service unless stayed by appropriate 
         proceedings. If the charges in the notice are dismissed, the 
         Association may in its discre-
<PAGE>
         tion (i) pay the Executive all or part of the compensation withheld
         while the Bank's obligations under this Agreement were suspended and
         (ii) reinstate (in whole or in part) any of the Association's
         obligations under this Agreement which were suspended.

         3. Section 7(d) is amended to read in its entirety as follows:

                       (d) Termination Pursuant to Order
                           
                           If the Executive is removed and/or permanently
         prohibited from participating in the conduct of the Association's
         affairs by an order issued under Section 8(e)(4) or (g)(1) of the
         Federal Deposit Insurance Act (12 U.S.C. Section 1818(e)(4) or (g)(1)),
         all obligations of the Association under this Agreement shall terminate
         as of the effective date of the order, but vested rights of the
         Association and Executive shall not be affected.

         4. Section 7(e) is amended to read in its entirety as follows:

                       (e) Termination Upon Default
                           
                           If the Association is in default (as defined in 
         Section 3(X)(1) of the Federal Deposit Insurance Act), all obligations 
         under this Agreement shall terminate as of the date of default, but 
         this subsection shall not affect any vested rights of the Association 
         and Executive.

         5. Section 7(f) is amended to read in its entirety as follows:

                       (f) Termination by Office of Thrift Supervision
                           
                           All obligations under this Agreement shall be
         terminated, except to the extent determined that continuation of this
         Agreement is necessary for the continued operation of the Association,
         (i) by the Director of the Office of Thrift Supervision or his or her
         designee at the time the Federal Deposit Insurance Corporation or the
         Resolution Trust Corporation enters into an agreement to provide
         assistance to or on behalf of the Association under the authority
         contained in Section 13(c) of the Federal Deposit Insurance Act; or
         (ii) by the Director of the Office of Thrift Supervision or his or her
         designee, at the time such Director or designee approves a supervisory
         merger to resolve problems related to operation of the Association or
         when the Association is determined by such Director to be in an unsafe

                                       -2-
<PAGE>
         and unsound condition. Any rights of the Association or Executive that
         have already vested, however, shall not be affected by such action.

         6. Section 7(h) is amended to read in its entirety as follows:

            Notwithstanding anything contained herein to the contrary, the
         Executive may terminate this Agreement by notice (which shall in no
         event be less than 6 months) to the Association on or after the date
         that the Executive first becomes eligible to receive retirement
         benefits under the Association's Employee Stock Ownership Plan in which
         case benefits shall be payable to the Executive in accordance with the
         provisions of such plan, and all rights of the Executive under this
         Agreement shall cease.

         7. Section 7 of the Employment Agreement is amended by adding at the 
end thereof a new Section (k) which shall read in its entirety as follows:

            (k) Limitation. Notwithstanding anything to the contrary contained 
         in this Section, Executive shall not receive and does hereby waive the 
         right to receive any amount upon his termination of employment (whether
         pursuant to the terms of this Agreement or pursuant to any other policy
         or arrangement) which would cause Executive to receive an amount which 
         exceeds three times the Executive's annual salary for the year in which
         Executive's employment is terminated.

         8. Section 12 of the Employment Agreement is amended to read in its 
entirety as follows:

            "If the Executive obtains a judgment which enforces a right or 
         benefit under this Agreement, the Association shall pay to the 
         Executive all reasonable legal fees and expenses incurred by the 
         Executive in seeking to obtain or enforce such right or benefit."

         9. The Employment Agreement is amended by deleting Section 20 in its
entirety.

         10. The Employment Agreement, as amended by this Amendment, shall 
remain in full force and effect.

         IN WITNESS WHEREOF, the Association has caused this Amendment to be
executed and its seal to be affixed hereto by its officers thereunto duly
authorized, and the Executive has signed

                                       -3-
<PAGE>
and sealed this Agreement, all as of the day and year first above written.

                                                 FIRST HOME SAVINGS BANK, S.L.A.

                                                      Stephen W. Miller, Pres.
                                                  By:___________________________

                                                      /s/ Robert A. DiValerio
                                                     ___________________________
                                                     Robert A. DiValerio

















                                       -4-
<PAGE>
                    SECOND AMENDMENT TO EMPLOYMENT AGREEMENT


         This Amendment, dated this 25th day of January, 1993, by and between
First Home Savings Bank, S.L.A., a savings and loan association incorporated
under laws of New Jersey (the "Bank"), and Robert A. DiValerio (the 
"Executive").

                              W I T N E S S E T H:
                              
         WHEREAS, the Bank and Executive have entered into an Employment
Agreement made effective as of the 15th day of April 1987 (the "Employment
Agreement"); and

         WHEREAS, the Employment Agreement was amended on March 27, 1992; and

         WHEREAS, the Bank and Executive desire to make further amendments to
certain of the terms of the Employment Agreement.

         NOW, THEREFORE, the parties hereto, intended to be legally bound
hereby, agree as follows:

         1. The first sentence of Section 3(a) of the Employment Agreement shall
be amended to read in its entirety as follows:

            "The period of the Executive's employment under this Agreement shall
         commence as of the date of the conversion of the Association from a 
         mutual to stock form (the "Effective Date") and shall, unless sooner 
         terminated by the death of the Executive, mutual agreement or pursuant
         to Section 7, continue for a period of three (3) years therefrom, 
         (such period being herein referred to as the "Employment Period"), 
         provided, however, subject to Section 3(b), and if the Employment 
         Period has not been terminated by the death of the Executive, by 
         mutual agreement or pursuant to Section 7, that on each December 31 
         during the Employment Period, the Employment Period shall be extended 
         for one year, so that at all times the Employment Period on each 
         January 1 during the year of this Agreement shall be an unexpired 
         period of three years, provided, however, that such extension shall 
         not go into affect unless and until it has been reviewed and approved 
         by the Board of Directors."

         2. Section 7(c) is amended to read in its entirety as follows:

            "(c) Suspension Pursuant to Notice
                 
                 If Executive in suspended and/or temporarily prohibited from 
         participating in the conduct of the Association's affairs by a notice 
         served under Section 8(e)(3) or (g)(1) of the Federal Deposit Insurance
         Act (12 U.S.C. Section 1818(e)(3) and (g)(1)), the Association's 
         obligations under
<PAGE>
         this Agreement shall be suspended as of the date of service unless
         stayed by appropriate proceedings. If the charges in the notice are
         dismissed, the Association may in its discretion (i) pay the Executive
         all or part of the compensation withheld while the Bank's obligations
         under this Agreement were suspended and (ii) reinstate (in whole or in
         part) any of the Association's obligations under this Agreement which
         were suspended.

         3. Section 7(d) is amended to read in its entirety as follows:

            (d) Termination Pursuant to Order
                
                If the Executive is removed and/or permanently prohibited from 
         participating in the conduct of the Association's affairs by an order 
         issued under Section 8(e)(4) or (g)(1) of the Federal Deposit 
         Insurance Act (12 U.S.C. Section 1818(e)(4) or (g)(1)), all obligations
         of the Association under this Agreement shall terminate as of the 
         effective date of the order, but vested rights of the Association and 
         Executive shall not be affected.

         4. Section 7(e) is amended to read in its entirety an follows:

            (e) Termination Upon Default
                
                If the Association is in default (as defined in Section 3(X)(1) 
         of the Federal Deposit Insurance Act), all obligations under this 
         Agreement shall terminate as of the date of default, but this 
         subsection shall not affect any vested rights of the Association and
         Executive.

         5. Section 7(f) is amended to read in its entirety as follows:

            (f) Termination by Office of Thrift Supervision
                
                All obligations under this Agreement shall be terminated, except
         to the extent determined that continuation of this Agreement is 
         necessary for the continued operation of the Association, (i) by the 
         Director of the Office of Thrift Supervision or his or her designee at 
         the time the Federal Deposit Insurance Corporation or the Resolution 
         Trust Corporation enters into an agreement to provide assistance to or 
         on behalf of the Association under the authority contained in Section 
         13(c) of the Federal Deposit Insurance Act; or (ii) by the Director of 
         the Office of Thrift Supervision or his or her designee, at the time 
         such Director or

                                       -2-
<PAGE>
         designee approves a supervisory merger to resolve problems related to
         operation of the Association or when the Association is determined by
         such Director to be in an unsafe and unsound condition. Any rights of
         the Association or Executive that have already vested, however, shall
         not be affected by such action.

         6. Section 7(h) is amended to read in its entirety as follows:

            Notwithstanding anything contained herein to the contrary, the 
         Executive may terminate this Agreement by notice (which shall in no 
         event be less than 6 months) to the Association on or after the date
         that the Executive first becomes eligible to receive retirement 
         benefits under the Association's Employee Stock Ownership Plan in which
         case benefits shall be payable to the Executive in accordance with the 
         provisions of such plan, and all rights of the Executive under this 
         Agreement shall cease.

         7. Section 7(i)(1) is amended to read in its entirety as follows:

            100% of the salary set forth in Section 4, as the same may have been
         increased from time to time, payment of which shall be at the time 
         provided for in this agreement as if the Executive's employment under 
         this agreement has not terminated.

         8. Section 7 of the Employment Agreement is amended by adding at the
end thereof a new Section (k) which shall read in its entirety as follows:

            (k) Limitation. Notwithstanding anything to the contrary contained 
         in this Section, Executive shall not receive and does hereby waive the 
         right to receive any amount upon his termination of employment 
         (whether pursuant to the terms of this Agreement or pursuant to any 
         other policy or arrangement) which would cause Executive to receive an 
         amount which exceeds three times the Executive's annual salary for the 
         year in which Executive's employment is terminated.

         9. Section 12 of the Employment Agreement is amended to read in its 
entirety as follows:

            "If the Executive obtains a judgment which enforces a right or 
         benefit under this Agreement, the Association shall pay to the 
         Executive all reasonable

                                       -3-
<PAGE>
         legal fees and expenses incurred by the Executive in seeking to obtain 
         or enforce such right or benefit."

         10. The Employment Agreement is amended by deleting Section 20 in its 
 entirety.

         11. The Employment Agreement, as amended by this Amendment, shall 
remain in full force and effect.

         IN WITNESS WHEREOF, the Association has caused this Amendment to be
executed and its seal to be affixed hereto by its officers thereunto duly
authorized, and the Executive has signed and sealed this Agreement, all as of
the day and year first above written.

                                                 FIRST HOME SAVINGS BANK, S.L.A.

                                                     /s/ Sol L. Davidow
                                                 BY:____________________________
                                                    Sol L. Davidow, Chairman of
                                                       the Board

                                                     /s/ Robert A. DiValerio
                                                    ____________________________
                                                    Robert A. DiValerio









                                       -4-
<PAGE>
                     THIRD AMENDMENT TO EMPLOYMENT AGREEMENT


         This Amendment, dated this 5th day of January, 1994, by and between
First Home Savings Bank, F.S.B., a savings and loan association incorporated
under laws of the United States (the "Bank"), and Robert A. DiValerio (the
"Executive").

                              W I T N E S S E T H:
                              
         WHEREAS, the Bank, as the successor in interest by merger with First
Home Savings Bank, S.L.A. (formerly known as First Savings and Loan Association
of Penns Grove), and Executive have entered into an Employment Agreement made
effective as of the 15th day of April, 1987 (the "Employment Agreement"); and

         WHEREAS, the Employment Agreement was amended on March 27, 1992 and
January 25, 1993; and

         WHEREAS, the Bank and Executive desire to make further amendments to
certain of the terms of the Employment Agreement.

         NOW, THEREFORE, the parties hereto, intended to be legally bound
hereby, agree as follows:

         1. All references in the Employment Agreement, as amended, to "Bank" or
"Association" shall be deemed to refer to First Home Savings Bank, F.S.B.

         2. Section 7(k) of the Employment Agreement is amended to read in its
entirety as follows:

            (k) Limitation.  Notwithstanding anything to the contrary contained 
         in this Section, Executive shall not receive and does hereby waive the 
         right to receive any amount upon his termination of employment 
         (whether pursuant to the terms of this Agreement or pursuant to any 
         other policy or arrangement) which would cause Executive to receive an
         amount which exceeds three times the Executive's Average Annual 
         Compensation (as hereinafter defined). "Average Annual Compensation" 
         means the average of all Compensation (as hereinafter defined) paid to 
         Executive by Bank during each of the five full taxable years (i.e. 
         January 1 to December 31) preceding the year in which Executive's 
         employment is terminated. "Compensation" shall mean "Compensation" as
         defined in RB 27a, "Executive Compensation and Employment Contracts", 
         dated March 5, 1993, promulgated by the Office of Thrift Supervision.

         3. The Employment Agreement, as amended, and as amended by this
Amendment, shall remain in full force and effect.
<PAGE>
         IN WITNESS WHEREOF, the Bank has caused this Amendment to be executed
and its seal to be affixed hereto by its officers thereunto duly authorized, and
the Executive has signed and sealed this Agreement, all as of the day and year
first above written.

                                                 FIRST HOME SAVINGS BANK, F.S.B.

                                                     /s/ Sol L. Davidow
                                                 By:____________________________
                                                    Sol L. Davidow, Chairman of 
                                                        the Board

                                                     /s/ Robert A. DiValerio
                                                     ___________________________
                                                     Robert A. DiValerio










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