EXHIBIT 10.10

                     FORM OF FLEXIBLE PREMIUM LIFE INSURANCE
                 ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENT
                (Pursuant to Director Indexed Retirement Program
                               for Citizens Bank)
                         for the following individuals:


Carol D. Arflin
Clinton B. Brannen, Jr.
Don G. Davis
Patti S. Davis
Larry W. Dunaway
Wendell S. Dunaway
James W. Johnson
Lisa G. Lane
Ronney S. Ledford
Cecil A. McGraw
Wayne P. Peavy
Michael Phillips
Michael C. Speight
Charles G. Speight, Jr.
Charles G. Speight, Sr.
J. Daniel Speight, Jr.
Benjamin Tew


<PAGE>
1

                         FLEXIBLE PREMIUM LIFE INSURANCE
                 ENDORSEMENT METHOD SPLIT DOLLAR PLAN AGREEMENT

Insurer:                               Security Life of Denver Insurance Company

Policy Number:                         1065845

Corporation:                           Citizens Bank

Insured:

Relationship of Corporation to Insured:Employer


        The respective  rights and duties of the Corporation and the Insured in
        the subject policy shall be as defined in the following:

I.      DEFINITIONS


        Refer to the policy  contract for the  definition  of all terms in this
        Agreement.


II.     POLICY TITLE AND OWNERSHIP

        Title and ownership shall reside in the Corporation for its use and for
        the use of the  Insured  all in  accordance  with this  Agreement.  The
        Corporation  alone may,  to the extent of its  interest,  exercise  the
        right to  borrow or  withdraw  on the  policy  cash  values.  Where the
        Corporation  and the  Insured  (or  assignee,  with the  consent of the
        Insured)  mutually agree to exercise the right to increase the coverage
        under the subject split dollar policy, then, in such event, the rights,
        duties and  benefits of the parties to such  increased  coverage  shall
        continue to be subject to the terms of this Agreement.


III.    BENEFICIARY DESIGNATION RIGHTS

        The Insured (or assignee) shall have the right and power to designate a
        beneficiary  or  beneficiaries  to  receive  his share of the  proceeds
        payable upon the death of the Insured and to elect and change a payment
        option  for such  beneficiary,  subject  to any right or  interest  the
        Corporation may have in such proceeds, as provided in this Agreement.


IV.     PREMIUM PAYMENT METHOD

        The Corporation  shall pay an amount equal to the planned  premiums and
        any other premium  payments  that might  become  necessary  to keep the
        policy in force.

                                       1
<PAGE>


V.      TAXABLE BENEFIT

        Annually the Insured will receive a taxable benefit equal to the assumed
        cost of  insurance  as required by the  Internal  Revenue  Service.  The
        Corporation  (or its  administrator)  will  report to the  Employee  the
        amount  of  imputed  income  received  each  year  on  Form  W-2  or its
        equivalent.


VI.     DIVISION OF DEATH PROCEEDS

        Subject to paragraph VII herein,  the division of the death  proceeds of
        the policy is as follows:

        A.      The Insured's  beneficiary(ies),  designated in accordance  with
                Paragraph  III,  shall be entitled to an amount  equal to eighty
                percent  (80%)  of the  net at  risk  insurance  portion  of the
                proceeds.  The  net at  risk  insurance  portion  is  the  total
                proceeds less the cash value of the policy.

        B.      The Corporation shall be entitled to the remainder of such
                proceeds.

        C.      The  Corporation  and the Insured (or assignees)  shall share in
                any  interest  due on the death  proceeds on a pro rata basis as
                the proceeds due each respectively  bears to the total proceeds,
                excluding any such interest.


VII.    DIVISION OF THE CASH SURRENDER VALUE OF THE POLICY

        The Corporation shall at all times be entitled to an amount equal to the
        policy's  cash  value,  as that term is defined in the policy  contract,
        less any policy loans and unpaid interest or cash withdrawals previously
        incurred by the Corporation and any applicable  surrender charges.  Such
        cash value shall be  determined  as of the date of surrender or death as
        the case may be.


VIII.   PREMIUM WAIVER

        If the policy contains a premium waiver provision,  such waived amounts
        shall be considered  for all purposes of this  Agreement as having been
        paid by the Corporation.


IX.     RIGHTS OF PARTIES WHERE POLICY ENDOWMENT OR ANNUITY ELECTION EXISTS

        In the event the policy  involves an endowment or annuity  element,  the
        Corporation's  right and interest in any  endowment  proceeds or annuity
        benefits,  on expiration of the  deferment  period,  shall be determined
        under the  provisions  of this  Agreement  by regarding  such  endowment
        proceeds or the commuted value of such annuity  benefits as the policy's
        cash  value.  Such  endowment  proceeds  or  annuity  benefits  shall be
        considered to be like death  proceeds for the purposes of division under
        this Agreement.

                                       2
<PAGE>


X.      TERMINATION OF AGREEMENT

        This  agreement  shall  terminate  at the  option  of the  Corporation
        following  thirty (30) days written notice to the Insured upon Insured
        being  discharged from employment with the Corporation for cause.  The
        term "for cause" shall mean gross  negligence  or gross neglect or the
        commission of a felony or gross-misdemeanor involving moral turpitude,
        fraud,  dishonesty or willful violation of any law that results in any
        adverse effect on the bank.

        Upon such  termination,  the Insured (or assignee)  shall have a ninety
        (90) day option to receive from the Corporation an absolute  assignment
        of the policy in  consideration  of a cash payment to the  Corporation,
        whereupon this Agreement  shall  terminate.  Such cash payment shall be
        the greater of:

        1.       The Corporation's share of the cash value of the policy on the
                 date of such assignment, as defined in this Agreement.

        2.       The  amount  of the  premiums  which  have  been  paid  by the
                 Corporation prior to the date of such assignment.

        Should the Insured (or  assignee)  fail to exercise  this option within
        the prescribed ninety (90) day period, the Insured (or assignee) agrees
        that  all of his  rights,  interest  and  claims  in the  policy  shall
        terminate as of the date of the termination of this Agreement.


XI.     INSURED'S OR ASSIGNEE'S ASSIGNMENT RIGHTS

        The Insured may not,  without the written  consent of the  Corporation,
        assign to any individual, trust or other organization, any right, title
        or interest in the subject policy nor any rights,  options,  privileges
        or duties created under this Agreement.


XI.     AGREEMENT BINDING UPON THE PARTIES

        This Agreement shall bind the Insured and the Corporation, their heirs,
        successors, personal representatives and assigns.


XIII.   NAMED FIDUCIARY AND PLAN ADMINISTRATOR

        Citizens  Bank of  Vienna,  Georgia,  is hereby  designated  the "Named
        Fiduciary." As Named Fiduciary,  Citizens Bank shall be responsible for
        the management, control and administration of this Split Dollar Plan as
        established  herein. The Named Fiduciary may allocate to others certain
        aspects of the management and operation  responsibilities  of the plan,
        including  the  employment  of  advisors  and  the  delegation  of  any
        ministerial duties to qualified individuals.


XIV.    FUNDING POLICY

        The funding  policy for this Split Dollar Plan shall be to maintain the
        subject policy in force by paying, when due, all premiums required.

                                       3
<PAGE>

XV.     CLAIMS PROCEDURE FOR LIFE INSURANCE POLICY AND SPLIT DOLLAR PLAN

        Claim  forms or  claim  information  as to the  subject  policy  can be
        obtained   by   contacting   The   Benefit    Marketing   Group,   Inc.
        (404-952-1529).  When the  Named  Fiduciary  has a claim  which  may be
        covered  under the  provisions  described in the insurance  policy,  he
        should  contact the office named above and they will either  complete a
        claim  form  and  forward  it to an  authorized  representative  of the
        Insurer or advise the named  Fiduciary  what further  requirements  are
        necessary. The Insurer will evaluate and make a decision as to payment.
        If the claim is  payable,  a benefit  check will be issued to the Named
        Fiduciary.

        In the event that a claim is not eligible under the policy, the Insurer
        will  notify  the  Named  Fiduciary  of  the  denial  pursuant  to  the
        requirements  under the terms of the policy.  If the Named Fiduciary is
        dissatisfied  with the denial of the claim and  wishes to contest  such
        claim  denial,  he should  contact the office named above and they will
        assist  in  making  inquiry  to  the  Insurer.  All  objections  to the
        Insurer's  actions  should be in writing  and  submitted  to the office
        named above for transmittal to the Insurer.


XVI.    GENDER

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


XVII.   INSURANCE COMPANY NOT A PARTY TO THIS AGREEMENT

        The  Insurer  shall not be deemed a party to this  Agreement,  but will
        respect the rights of the parties as herein developed upon receiving an
        executed  copy of this  Agreement.  Payment  or  other  performance  in
        accordance with the policy provisions shall fully discharge the Insurer
        for any and all liability.


Executed at Vienna, Georgia, this 13th day of January, 1995.

                                      CITIZENS BANK



                                      By
----------------------------          --------------------------------
Witness                               Title


         
                                      By:
----------------------------          --------------------------------
Witness



                                       4
<PAGE>