Exhibit 10(m)(1)
----------------

                        AMENDMENT TO EMPLOYMENT AGREEMENT
                                     BETWEEN
                           FPIC INSURANCE GROUP, INC.
                                       AND
                                  JOHN R. BYERS


         THIS AMENDMENT is made, entered into and effective as of the 14th day
of December 2001, by and between FPIC Insurance Group, Inc., a Florida Employer
(hereinafter referred to as "Employer"), and John R. Byers (hereinafter referred
to as "Employee").

         1.     Paragraph 1 of the Employment Agreement between Employer and
Employee dated as of January 1, 1999 (the "Employment Agreement") is amended to
read in its entirety as follows:

                  "This Employment Agreement is made and entered into as of the
         1st day of January, 1999 by and between FPIC Insurance Group, Inc., a
         Florida Employer, with its principal place of business at 225 Water
         Street, Suite 1400, Jacksonville, Florida 32202 (hereinafter referred
         to as "Employer"), and John R. Byers, an individual presently residing
         at 8113 Sabal Oak Lane, Jacksonville, Florida 32256 (hereinafter
         referred to as "Employee")."

         2.     The first WHEREAS paragraph of the Employment Agreement is
amended to read in its entirety as follows:

                  "WHEREAS, Employer desires to retain the services of Employee
         as the President and Chief Executive Officer of Employer, and Employee
         desires to perform such services for Employer on the terms and
         conditions set forth herein;"

         3.     The second WHEREAS paragraph of the Employment Agreement is
amended to read in its entirety as follows:

                  "WHEREAS, Employee represents and Employer acknowledges that
         Employee is fully qualified, without the benefit of any further
         training or experience, to perform the responsibilities and duties,
         with commensurate authorities, of the position of President and Chief
         Executive Officer."

         4.     Section 1(b) of the Employment Agreement is amended to read in
its entirety as follows:

                "1.   Terms of Employment.

                      (b)     In the event Employer does not give notice to
                              Employee prior to the end of any calendar year
                              that it wishes to extend this Employment
                              Agreement as specified in subparagraph (a)
                              above, Employee may voluntarily terminate
                              Employee's employment under this Employment
                              Agreement by giving at least ninety (90) days
                              written notice to Employer.  Following the
                              effective date of such voluntary termination,
                              Employee shall continue to receive Employee's
                              annual salary, payable as

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                              immediately prior to termination, plus all
                              benefits to which Employee is then entitled
                              under subparagraph 2(e) below, for the balance
                              of the term of this Employment Agreement;
                              provided, that if Employer is unable to continue
                              to provide such benefits to Employee at
                              substantially the same cost it would incur were
                              Employee still employed by Employer (the
                              "Benefit Cost"), Employer shall have the right
                              to pay Employee the Benefit Cost of such
                              benefits in lieu of continuing to provide such
                              benefits to Employee.  It is provided, however,
                              if Employee directly or indirectly engages in or
                              acts as an Employee of or consultant for any
                              trade or occupation that is in competition with
                              Employer, such salary and benefits shall
                              thereupon terminate."

         5.     Section 4(b) of the Employment Agreement is amended to read in
its entirety as follows:

                "4.   Termination.
                      -----------

                      (b)     Voluntary Termination by Employer.
                              ---------------------------------

                              Employer may terminate this Employment
                              Agreement at any time for any reason
                              sufficient to it, by act of its Board. Such
                              termination shall be immediately effective.
                              Following such voluntary termination,
                              Employee shall continue to receive
                              Employee's annual salary, payable
                              immediately prior to termination, together
                              with any benefits accrued to the date of
                              termination, plus all benefits to which
                              Employee is then entitled under subparagraph
                              2(e) above, for the balance of the then
                              current Employment Agreement; provided, that
                              if Employer is unable to continue to provide
                              such benefits to Employee at substantially
                              the same cost it would incur were Employee
                              still employed by Employer, Employer shall
                              have the right to pay Employee the Benefit
                              Cost of such benefits in lieu of continuing
                              to provide such benefits to Employee. It is
                              provided, however, if Employee directly or
                              indirectly engages in or acts as an Employee
                              of or consultant for any trade or occupation
                              that is in competition with Employer, such
                              salary and benefits shall thereupon
                              terminate."

         6.     Section 4(c) of the Employment Agreement is amended to read in
its entirety as follows:

                "4.   Termination.
                      -----------

                      (c)     Permanent Disability of Employee.
                              --------------------------------

                              If Employee has been, for substantially all
                              the normal working days during three (3)
                              consecutive months, unable to perform
                              Employee's responsibilities and duties and
                              to exercise Employee's authorities in a
                              satisfactory manner due to mental or
                              physical disability, then Employee may be
                              deemed "permanently disabled," and
                              Employee's employment may be terminated at
                              the election of the Board of Employer. Any
                              determination of permanent disability made
                              by Employer shall be final and conclusive.
                              In the event that Employer deems Employee

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<PAGE>

                              "permanently disabled," Employee shall be
                              entitled to receive the unpaid balance of
                              Employee's annual salary, together with
                              other accrued benefits pursuant to
                              subparagraph 2(e) above, to the date of the
                              determination of being permanently disabled,
                              payable as immediately prior to termination
                              for the remaining term of this Employment
                              Agreement, less any amount received by
                              Employee under any Employer-provided long
                              term disability coverage and/or program;
                              provided, that if Employer is unable to
                              continue to provide such benefits to
                              Employee at substantially the same cost it
                              would incur were Employee still employed by
                              Employer, Employer shall have the right to
                              pay Employee the Benefit Cost of such
                              benefits in lieu of continuing to provide
                              such benefits to Employee. It is provided,
                              however, if Employee directly or indirectly
                              engages in or acts as an Employee of or
                              consultant for any trade or occupation that
                              is in competition with Employer, such salary
                              and benefits shall thereupon terminate."

         7.     Section 4(d) of the Employment Agreement is amended to read in
its entirety as follows:

                "4.   Termination.
                      -----------

                      (d)     Death of Employee.
                              -----------------

                              This Employment Agreement shall terminate on
                              the date of Employee's death, and Employer
                              shall pay, in a lump sum, to the estate or
                              personal representative of Employee the
                              unpaid balance of Employee's annual salary,
                              together with other accrued benefits under
                              subparagraph 2(e) above, to the date of
                              death."

         8.     Section 4(f) of the Employment Agreement is amended to read in
its entirety as follows:

                "4    Termination.
                      ------------

                      (f)     Constructive Discharge.  Employee may terminate
                              this Employment Agreement in the event of
                              Constructive Discharge by providing written notice
                              to Employer within three months after the
                              occurrence of such event, specifying  the event
                              relied upon for a Constructive Discharge.
                              "Constructive Discharge" shall mean any (i)
                              material change by Employer of Employee's
                              position, functions, or duties to an inferior
                              position, functions, or duties from that in effect
                              on the date of this Agreement, (ii) assignment,
                              reassignment, or relocation by Employer of
                              Employee without Employee's consent to another
                              place of employment more than 50 miles from
                              Employee's current place of employment, (iii)
                              liquidation, dissolution, consolidation or merger
                              of Employer, or transfer of all or substantially
                              all of its assets, other than a transaction or
                              series of transactions in which the resulting or
                              surviving transferee entity has, in the aggregate,
                              a net worth at least equal to that of Employer
                              immediately before such transaction and expressly
                              assumes this Employment Agreement and all
                              obligations and undertakings of Employer here-
                              under, or (iv) reduction in Employee's base salary
                              or target bonus opportunity (if greater than the
                              target bonus opportunity, the average of the
                              annual

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<PAGE>


                              bonuses paid to Employee in the three calendar
                              years prior to the calendar year of the
                              Constructive Discharge).  Following termination of
                              Employee's employment in the event of a
                              Constructive Discharge, Employee shall continue to
                              receive Employee's annual salary, payable as
                              immediately prior to termination, plus all
                              benefits to which Employee is then entitled, under
                              subparagraph 2(e) above, for the balance of this
                              Employment Agreement; provided, that if Employer
                              is unable to continue to provide such benefits to
                              Employee at substantially the same cost it would
                              incur were Employee still employed by Employer,
                              Employer shall have the right to pay Employee the
                              Benefit Cost of such benefits in lieu of
                              continuing to provide such benefits to Employee.
                              It is provided, however, if Employee directly or
                              indirectly engages in or acts as an Employee of or
                              consultant for any trade or occupation that is in
                              competition with Employer, such salary and
                              benefits shall thereupon terminate.  Employer and
                              Employee, upon mutual agreement, may waive any of
                              the foregoing provisions that would otherwise
                              constitute a Constructive Discharge.  Within ten
                              days of receiving such written notice from
                              Employee, Employer may cure the event that
                              constitutes a Constructive Discharge."

         9.     A new Paragraph 8. Gross Up Provisions shall be added to the
Employment Agreement, which shall read as follows:

                  "8.   Gross Up Provisions. In the event that the payments to
Employee under this Employment Agreement are subject to the excise tax imposed
by Section 4999 of the Internal Revenue Code of 1986, as amended, and/or any
successor provision or any comparable provision of state or local income tax
law, the Employer will make Gross Up Payments (as defined at Exhibit A hereto)
to Employee on the terms described in Exhibit A."

         10.    Exhibit A to this Amendment shall be added to the Employment
Agreement as Exhibit A thereto.

         Except as amended by this Amendment, the Employment Agreement and the
Extension of Employment Agreement dated December 19, 2001 shall remain in full
force and effect in accordance with their terms.

         IN WITNESS WHEREOF, the parties hereto have executed this Amendment as
of the date first above written.

                                       FPIC INSURANCE GROUP, INC.


_____________________________          By:______________________________________
Attest                                          Kim D. Thorpe
                                                Executive Vice President and
                                                Chief Financial Officer


_____________________________          _________________________________________
Attest                                          JOHN R. BYERS


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<PAGE>

                                    EXHIBIT A
                                    ---------

                                GROSS UP PAYMENTS

         (a)    In the event it is determined (pursuant to clause (b) below) or
finally determined (as defined in clause (c)(iii) below) that any payment,
distribution, transfer, benefit or other event with respect to Employer or its
predecessors, successors, direct or indirect subsidiaries or affiliates (or any
predecessor, successor or affiliate of any of them, and including any benefit
plan of any of them), to or for the benefit of Employee or Employee's
dependents, heirs or beneficiaries pursuant to the terms of the Employment
Agreement (but determined without regard to any additional payments required
under this Exhibit A) (each a "Payment" and collectively the "Payments") is or
was subject to the excise tax imposed by Section 4999 of the Internal Revenue
Code of 1986, as amended (the "Code"), and/or any successor provision or any
comparable provision of state or local income tax law (collectively, "Section
4999"), or any interest, penalty or addition to tax is or was incurred by
Employee with respect to such excise tax (such excise tax, together with any
such interest, penalty or addition to tax, hereinafter collectively referred to
as the "Excise Tax"), then, within ten (10) days after such determination or
final determination, as the case may be, Employer shall pay to Employee an
additional cash payment (hereinafter referred to as the "Gross Up Payment") in
an amount such that after payment by Employee of all taxes, interest, penalties
and additions to tax imposed with respect to the Gross Up Payment (including,
without limitation, any income and excise taxes imposed upon the Gross Up
Payment), Employee retains an amount of the Gross Up Payment equal to the Excise
Tax imposed upon such Payment or Payments and the Gross Up Payment. This
provision is intended to put Employee in the same position as Employee would
have been had no Excise Tax been imposed upon or incurred as a result of any
Payment.

         (b)    Except as provided in clause (c) below, the determination that a
Payment is subject to an Excise Tax shall be made in writing by a certified
public accounting firm selected by Employee ("Employee's Accountant"). Such
determination shall include the amount of the Gross Up Payment and detailed
computations thereof, including any assumptions used in such computations (the
written determination of Employee's Accountant, hereinafter, "Employee's
Determination"). Employee's Determination shall be reviewed on behalf of
Employer by a certified public accounting firm selected by Employer ("Employer's
Accountant"). Employer shall notify Employee within ten (10) business days after
receipt of Employee's Determination of any disagreement or dispute therewith,
and failure to so notify within that period shall be considered an agreement by
Employer with Employee's Determination, and any agreement by Employer with
Employee's Determination shall obligate Employer to make payment as provided in
clause (a) above within ten (10) days from the expiration of such ten (10)
business-day period. In the event of an objection by Employer to Employee's
Determination, any amount not in dispute shall be paid within ten (10) days
following the ten (10) business-day period referred to herein, and with respect
to the amount in dispute Employee's Accountant and Employer's Accountant shall
jointly select a third nationally recognized certified public accounting firm to
resolve the dispute and the decision of such third firm shall be final, binding
and conclusive upon Employee and Employer. In such a case, the third accounting
firm's findings shall be deemed the binding determination with respect to the
amount in dispute, obligating Employer to make

<PAGE>


any payment as a result thereof within ten (10) days following the receipt of
such third accounting firm's determination. All fees and expenses of each of the
accounting firms referred to in this Exhibit A shall be borne solely by
Employer.

         (c)    The rights of Employee under this Exhibit A shall be contingent
on the agreement by Employee to the provisions set forth in this clause (c):

         (i)    Employee shall notify Employer in writing of any claim by the
Internal Revenue Service (or any successor thereof) or any state or local taxing
authority (individually or collectively, the "Taxing Authority") that, if
successful, would require the payment by the Employer of a Gross Up Payment.
Such notification shall be given as soon as reasonably practicable and shall
apprise Employer of the nature of such claim and the date on which such claim is
requested to be paid. Employee shall not pay such claim prior to the expiration
of the fifteen (15)-day period following the date on which Employee gives such
notice to Employer (or such shorter period ending on the date that any payment
of taxes, interest, penalties or additions to tax with respect to such claim is
due). If Employer notifies Employee in writing prior to the expiration of such
fifteen (15)-day period that it desires to contest such claim (and demonstrates
to the reasonable satisfaction of Employee its ability to make the payments to
Employee that may ultimately be required under this section before assuming
responsibility for the claim), Employee shall:

                  (A)   give Employer any information reasonably requested by
         Employer relating to such claim;

                  (B)   take such action in connection with contesting such
         claim as Employer shall reasonably request in writing from time to
         time, including, without limitation, accepting legal representation
         with respect to such claim by an attorney selected by Employer who is
         reasonably acceptable to Employee;

                  (C)   cooperate with Employer in good faith in order
         effectively to contest such claim; and

                  (D)   permit Employer to participate in any proceedings
         relating to such claim; provided, however, that Employer shall bear and
         pay directly all attorneys fees, costs and expenses (including
         additional interest, penalties and additions to tax) incurred in
         connection with such contest and shall indemnify and hold harmless
         Employee, on an after-tax basis, for all taxes (including, without
         limitation, income and excise taxes), interest, penalties and additions
         to tax imposed in relation to such claim and in relation to the payment
         of such costs and expenses or indemnification. Without limitation on
         the foregoing provisions of this Exhibit A, and to the extent its
         actions do not unreasonably interfere with or prejudice Employee's
         disputes with the Taxing Authority as to other issues, Employer shall
         control all proceedings taken in connection with such contest and, at
         its sole option, may pursue or forego any and all administrative
         appeals, proceedings, hearings and conferences with the Taxing
         Authority in respect of such claim and may, at its sole option, either
         direct Employee to pay the tax, interest or penalties claimed and sue
         for a refund or contest the claim in any permissible manner, and
         Employee agrees to prosecute such contest to a determination before any
         administrative tribunal, in a court of


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<PAGE>


         initial jurisdiction and in one or more appellate courts, as Employer
         shall determine; provided, however, that if Employer directs Employee
         to pay such claim and sue for a refund, Employer shall advance an
         amount equal to such payment to Employee, on an interest-free basis,
         and shall indemnify and hold harmless Employee, on an after-tax basis,
         from all taxes (including, without limitation, income and excise
         taxes), interest, penalties and additions to tax imposed with respect
         to such advance or with respect to any imputed income with respect to
         such advance; and, provided, further, that any extension of the statute
         of limitations relating to payment of taxes, interest, penalties or
         additions to tax for the taxable year of Employee with respect to which
         such contested amount is claimed to be due is limited solely to such
         contested amount; and, provided, further, that any settlement of any
         claim shall be reasonably acceptable to Employee and the Employer's
         control of the contest shall be limited to issues with respect to which
         a Gross Up Payment would be payable hereunder, and Employee shall be
         entitled to settle or contest, as the case may be, any other issue.

         (ii)   If, after receipt by Employee of an amount advanced by Employer
   pursuant to clause (c)(i), Employee receives any refund with respect to such
   claim, Employee shall (subject to Employer's complying with the requirements
   of this Exhibit A) promptly pay to Employer an amount equal to such refund
   (together with any interest paid or credited thereon after taxes applicable
   thereto), net of any taxes (including without limitation any income or excise
   taxes), interest, penalties or additions to tax and any other costs incurred
   by Employee in connection with such advance, after giving effect to such
   repayment. If, after the receipt by Employee of an amount advanced by
   Employer pursuant to clause (c)(i), it is finally determined that Employee is
   not entitled to any refund with respect to such claim, then such advance
   shall be forgiven and shall not be required to be repaid and the amount of
   such advance shall be treated as a Gross Up Payment and shall offset, to the
   extent thereof, the amount of any Gross Up Payment otherwise required to be
   paid.

         (iii)  For purposes of this Exhibit A, whether the Excise Tax is
applicable to a Payment shall be deemed to be "finally determined" upon the
earliest of: (A) the expiration of the 15-day period referred to in clause
(c)(i) above if Employer has not notified Employee that it intends to contest
the underlying claim, (B) the expiration of any period following which no right
of appeal exists, (C) the date upon which a closing agreement or similar
agreement with respect to the claim is executed by the Employee and the Taxing
Authority (which agreement may be executed only in compliance with this Exhibit
A), (D) the receipt by Employee of notice from Employer that it no longer seeks
to pursue a contest (which notice shall be deemed received if Employer does not,
within 15 days following receipt of a written inquiry from Employee,
affirmatively indicate in writing to Employee that Employer intends to continue
to pursue such contest).

         (d)    As a result of uncertainty in the application of Section 4999
that may exist at the time of any determination that a Gross Up Payment is due,
it may be possible that in making the calculations required to be made here-
under, the parties or their accountants shall determine that a Gross Up Payment
need not be made (or shall make no determination with respect to a Gross Up
Payment) that properly should be made ("Underpayment"), or that a Gross Up
Payment not properly needed to be made should be made ("Overpayment"). The
determination of any Underpayment shall be made using the procedures set forth
in clause (b) above and shall be paid to Employee as an additional Gross Up
Payment. Employer shall be entitled to use procedures


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<PAGE>


similar to those available to Employee in clause (b) to determine the amount of
any Overpayment (provided that Employer shall bear all costs of the accountants
as provided in clause (b)). In the event of a determination that an Overpayment
was made, any such Overpayment shall be treated for all purposes as a loan to
Employee with interest at the applicable Federal rate provided for in Section
1274(d) of the Code; provided, however, that the amount to be repaid by Employee
to Employer shall be subject to reduction to the extent necessary to put
Employee in the same after-tax position as if such Overpayment were never made.








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