EXHIBIT 10.1


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                                   [Form of]
                              EMPLOYMENT AGREEMENT


         THIS AGREEMENT,  is entered into this ___th day of ______________ 2000,
("Effective  Date") by and between BUCS Federal (the "Savings Bank") and Herbert
Moltzan (the "Executive").

                                   WITNESSETH

         WHEREAS, the Executive has heretofore been employed by the Savings Bank
as the President and Chief Executive Officer and is experienced in all phases of
the business of the Savings Bank; and

         WHEREAS,  the  Savings  Bank  desires to be ensured of the  Executive's
continued active participation in the business of the Savings Bank; and

         WHEREAS,  in order to induce the  Executive  to remain in the employ of
the Savings Bank and in consideration  of the Executive's  agreeing to remain in
the employ of the Savings  Bank,  the parties  desire to specify the  continuing
employment relationship between the Savings Bank and the Executive;

         NOW  THEREFORE,  in  consideration  of  the  premises  and  the  mutual
agreements herein contained, the parties hereby agree as follows:

         1.  Employment.  The Savings Bank hereby  employs the  Executive in the
capacity of President and Chief Executive Officer.  The Executive hereby accepts
said employment and agrees to render such administrative and management services
to the Savings Bank and to any to-be- formed parent holding  company  ("Parent")
as are currently  rendered and as are customarily  performed by persons situated
in a similar executive capacity. The Executive shall promote the business of the
Savings Bank and Parent. The Executive's other duties shall be such as the Board
of Directors for the Savings Bank (the "Board of Directors" or "Board") may from
time to time  reasonably  direct,  including  normal duties as an officer of the
Savings Bank.

         2. Term of Employment.  The term of employment of Executive  under this
Agreement  shall be for the period  commencing on the Effective  Date and ending
thirty-six (36) months thereafter  ("Term").  Additionally,  on, or before, each
annual  anniversary  date from the Effective Date, the Term of employment  under
this Agreement shall be extended for up to an additional  period beyond the then
effective  expiration date upon a  determination  and resolution of the Board of
Directors  that the  performance of the Executive has met the  requirements  and
standards of the Board,  and that the Term of such Agreement  shall be extended.
References  herein to the Term of this Agreement shall refer both to the initial
term and successive terms.

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         3.    Compensation, Benefits and Expenses.

               (a) Base Salary.  The Savings Bank shall  compensate  and pay the
Executive during the Term of this Agreement a minimum base salary at the rate of
$__________________  per  annum  ("Base  Salary"),  payable  in  cash  not  less
frequently  than  monthly;  provided,  that  the  rate of such  salary  shall be
reviewed  by the  Board of  Directors  not less  often  than  annually,  and the
Executive shall be entitled to receive  increases at such percentages or in such
amounts as  determined  by the Board of  Directors.  The base  salary may not be
decreased without the Executive's express written consent.

               (b)  Discretionary  Bonus.  The  Executive  shall be  entitled to
participate in an equitable manner with all other senior management employees of
the Savings Bank in discretionary bonuses that may be authorized and declared by
the Board of Directors to its senior management executives from time to time. No
other  compensation  provided for in this Agreement shall be deemed a substitute
for the Executive's right to participate in such discretionary  bonuses when and
as declared by the Board.

               (c)  Participation in Benefit and Retirement Plans. The Executive
shall be entitled to  participate in and receive the benefits of any plan of the
Savings Bank which may be or may become applicable to senior management relating
to pension or other retirement benefit plans,  profit-sharing,  stock options or
incentive plans, or other plans,  benefits and privileges given to employees and
executives of the Savings Bank, to the extent  commensurate with his then duties
and responsibilities, as fixed by the Board of Directors of the Savings Bank.

               (d)  Participation in Medical Plans and Insurance  Policies.  The
Executive  shall be entitled to  participate  in and receive the benefits of any
plan or policy of the  Savings  Bank  which may be or may become  applicable  to
senior  management  relating to life insurance,  short and long term disability,
medical, dental, eye-care, prescription drugs or medical reimbursement plans.

               (e) Vacations and Sick Leave.  The Executive shall be entitled to
paid annual vacation leave in accordance  with the policies as established  from
time to time by the  Board of  Directors,  which  shall in no event be less than
five (5) weeks per annum. The Executive shall also be entitled to an annual sick
leave benefit as established by the Board for senior management employees of the
Savings  Bank.  The  Executive  shall not be entitled to receive any  additional
compensation from the Savings Bank for failure to take a vacation or sick leave,
nor shall he be able to accumulate  unused  vacation or sick leave from one year
to the next, except to the extent authorized by the Board of Directors.

               (f) Expenses.  The Savings Bank shall  reimburse the Executive or
otherwise  provide  for or pay  for  all  reasonable  expenses  incurred  by the
Executive in furtherance  of, or in connection  with the business of the Savings
Bank,  including,  but  not by  way  of  limitation,  automobile  and  traveling
expenses, and all reasonable entertainment expenses,  subject to such reasonable
documentation  and  other  limitations  as may be  established  by the  Board of
Directors

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of the Savings  Bank.  If such  expenses  are paid in the first  instance by the
Executive, the Savings Bank shall reimburse the Executive therefor.

               (g)  Changes in  Benefits.  The  Savings  Bank shall not make any
changes in such plans,  benefits or privileges  previously  described in Section
3(c),  (d) and (e)  which  would  adversely  affect  the  Executive's  rights or
benefits thereunder,  unless such change occurs pursuant to a program applicable
to all  executive  officers  of the  Savings  Bank  and  does  not  result  in a
proportionately  greater  adverse  change in the rights of, or benefits  to, the
Executive  as compared  with any other  executive  officer of the Savings  Bank.
Nothing paid to Executive  under any plan or arrangement  presently in effect or
made available in the future shall be deemed to be in lieu of the salary payable
to Executive pursuant to Section 3(a) hereof.

         4.    Loyalty; Noncompetition.

               (a) The Executive shall devote his full time and attention to the
performance  of his  employment  under  this  Agreement.  During the term of the
Executive's  employment under this Agreement,  the Executive shall not engage in
any business or activity  contrary to the  business  affairs or interests of the
Savings Bank or Parent.

               (b)  Nothing  contained  in this  Section  4 shall be  deemed  to
prevent or limit the right of Executive to invest in the capital  stock or other
securities of any business  dissimilar  from that of the Savings Bank or Parent,
or, solely as a passive or minority investor, in any business.

         5. Standards.  During the term of this  Agreement,  the Executive shall
perform his duties in  accordance  with such  reasonable  standards  expected of
executives with comparable  positions in comparable  organizations and as may be
established from time to time by the Board of Directors.

         6.  Termination and Termination  Pay. The Executive's  employment under
this Agreement shall be terminated upon any of the following occurrences:

               (a) The death of the Executive during the term of this Agreement,
in  which  event  the  Executive's  estate  shall be  entitled  to  receive  the
compensation  due the  Executive  through the last day of the calendar  month in
which Executive's death shall have occurred.

               (b)  The  Board  of  Directors  may  terminate  the   Executive's
employment at any time, but any termination by the Board of Directors other than
termination  for Just  Cause,  shall  not  prejudice  the  Executive's  right to
compensation or other benefits under the Agreement.  The Executive shall have no
right to receive compensation or other benefits for any period after termination
for Just Cause. The Board may within its sole discretion,  acting in good faith,
terminate  the  Executive  for  Just  Cause  and  shall  notify  such  Executive
accordingly.  Termination for "Just Cause" shall include  termination because of
the Executive's personal dishonesty, incompetence, willful misconduct, breach of
fiduciary duty involving personal profit, intentional

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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 the Agreement.

               (c) Except as provided pursuant to Section 9 hereof, in the event
Executive's  employment  under  this  Agreement  is  terminated  by the Board of
Directors without Just Cause, the Savings Bank shall be obligated to continue to
pay the Executive the salary provided pursuant to Section 3(a) herein, up to the
date of termination of the remaining Term of this Agreement, but in no event for
a period of less than twelve  months,  and the cost of Executive  obtaining  all
health,  life,  disability,  and other  benefits  which the  Executive  would be
eligible  to  participate  in through  such date based upon the  benefit  levels
substantially equal to those being provided Executive at the date of termination
of employment.

               (d) The voluntary termination by the Executive during the term of
this  Agreement  with the delivery of no less than 60 days written notice to the
Board of  Directors,  other than  pursuant  to Section  9(b),  in which case the
Executive shall be entitled to receive only the compensation, vested rights, and
all employee benefits up to the date of such termination.

         7.    Regulatory Exclusions.

         (a) If the Executive is suspended  and/or  temporarily  prohibited from
participating  in the conduct of the Savings  Bank's  affairs by a notice served
under Section  8(e)(3) or (g)(1) of the FDIA (12 U.S.C.  1818(e)(3) and (g)(1)),
the Savings Bank's  obligations under the Agreement shall be suspended as of the
date of service, unless stayed by appropriate proceedings. If the charges in the
notice are  dismissed,  the Savings Bank may within its  discretion  (i) pay the
Executive  all  or  part  of  the  compensation   withheld  while  its  contract
obligations were suspended and (ii) reinstate any of its obligations  which were
suspended.

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

         (c) If the Savings Bank is in default (as defined in Section 3(x)(1) of
FDIA) all  obligations  under this Agreement  shall  terminate as of the date of
default,  but  this  paragraph  shall  not  affect  any  vested  rights  of  the
contracting parties.

         (d) 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 Savings  Bank:  (i) by the Director of the Office of
Thrift Supervision ("Director of OTS"), or his or her designee, at the time that
the Federal Deposit Insurance  Corporation  ("FDIC") enters into an agreement to
provide assistance to or on behalf of the Savings Bank under the authority

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contained in Section  13(c) of FDIA;  or (ii) by the Director of the OTS, or his
or her  designee,  at the time  that  the  Director  of the  OTS,  or his or her
designee approves a supervisory  merger to resolve problems related to operation
of the Savings  Bank or when the Savings Bank is  determined  by the Director of
the OTS to be in an unsafe or unsound condition.  Any rights of the parties that
have already vested, however, shall not be affected by such action.

         (e) Notwithstanding  anything herein to the contrary, any payments made
to the Executive  pursuant to the Agreement,  or otherwise,  shall be subject to
and  conditioned  upon  compliance  with 12 USC ss.1828(k)  and any  regulations
promulgated thereunder.

         8. Disability.  If the Executive shall become disabled or incapacitated
to the extent  that he is unable to perform his duties  hereunder,  by reason of
medically determinable physical or mental impairment,  as determined by a doctor
engaged by the Board of  Directors,  Executive  shall  nevertheless  continue to
receive the compensation and benefits provided under the terms of this Agreement
as follows:  100% of such  compensation  and benefits for a period of 12 months,
but not exceeding the remaining  term of the  Agreement,  and 65% thereafter for
the remainder of the term of the Agreement.  Such benefits noted herein shall be
reduced by any benefits  otherwise  provided to the Executive during such period
under the provisions of disability insurance coverage in effect for Savings Bank
employees.  Thereafter, Executive shall be eligible to receive benefits provided
by the Savings Bank under the  provisions  of disability  insurance  coverage in
effect  for  Savings  Bank  employees.   Upon  returning  to  active   full-time
employment,  the  Executive's  full  compensation as set forth in this Agreement
shall be reinstated as of the date of  commencement of such  activities.  In the
event that the Executive  returns to active employment on other than a full-time
basis,  then his  compensation  (as set forth in Section 3(a) of this Agreement)
shall be reduced in proportion to the time spent in said employment, or as shall
otherwise be agreed to by the parties.

         9.    Change in Control.

               (a) Notwithstanding any provision herein to the contrary,  in the
event of the involuntary  termination of Executive's  employment during the term
of this Agreement following any Change in Control of the Savings Bank or Parent,
or within 24 months  thereafter  of such Change in  Control,  absent Just Cause,
Executive  shall be paid an  amount  equal to the  product  of 2.999  times  the
Executive's  "base  amount" as defined in  Section  280G(b)(3)  of the  Internal
Revenue  Code of 1986,  as amended  (the  "Code")  and  regulations  promulgated
thereunder.  Said sum shall be paid, at the option of  Executive,  either in one
(1)  lump sum as of the  date of such  termination  of  service  or in  periodic
payments  over the  next 36  months  or the  remaining  term of this  Agreement,
whichever is less, as if  Executive's  employment had not been  terminated,  and
such payments shall be in lieu of any other future  payments which the Executive
would be  otherwise  entitled  to  receive  under  Section 6 of this  Agreement.
Additionally,  the Executive and his or her dependents  shall remain eligible to
participate in the medical and dental insurance  programs offered by the Bank to
its employees through the remaining term of the Agreement.  Notwithstanding  the
forgoing, all sums payable hereunder shall be reduced in such manner and to such
extent so that

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no such payments made  hereunder when  aggregated  with all other payments to be
made to the  Executive  by the  Savings  Bank or the  Parent  shall be deemed an
"excess  parachute  payment" in accordance  with Section 280G of the Code and be
subject to the  excise tax  provided  at Section  4999(a) of the Code.  The term
"Change in Control"  shall refer to (i) the  control of voting  proxies  whether
related to stockholders or mutual members by any person, other than the Board of
Directors of the Savings Bank, to direct more than 25% of the outstanding  votes
of the Savings  Bank,  the control of the  election of a majority of the Savings
Bank's directors, or the exercise of a controlling influence over the management
or policies of the  Savings  Bank by any person or by persons  acting as a group
within the meaning of Section  13(d) of the Exchange  Act, (ii) an event whereby
the OTS, FDIC or any other  department,  agency or  quasi-agency  of the federal
government  cause or bring  about,  without the consent of the Savings  Bank,  a
change in the corporate  structure or organization of the Savings Bank; (iii) an
event whereby the OTS, FDIC or any other agency or  quasi-agency  of the federal
government  cause or bring  about,  without the consent of the Savings  Bank,  a
taxation or involuntary  distribution of retained  earnings or proceeds from the
sale  of  securities  to  depositors,   borrowers,   any  government  agency  or
organization  or civic or  charitable  organization;  or (iv) a merger  or other
business  combination  between the Savings  Bank and  another  corporate  entity
whereby  the Savings  Bank is not the  surviving  entity.  In the event that the
Savings Bank shall  convert in the future from  mutual-to-stock  form,  the term
"Change in  Control"  shall  also  refer to: (i) the sale of all,  or a material
portion,  of the assets of the Savings  Bank or the  Parent;  (ii) the merger or
recapitalization  of the Savings Bank or the Parent  whereby the Savings Bank or
the Parent is not the surviving entity; (iii) a change in control of the Savings
Bank or the Parent,  as otherwise  defined or determined by the Office of Thrift
Supervision or regulations promulgated by it; or (iv) the acquisition,  directly
or indirectly,  of the beneficial  ownership (within the meaning of that term as
it is used in Section 13(d) of the Securities Exchange Act of 1934 and the rules
and regulations  promulgated thereunder) of twenty-five percent (25%) or more of
the  outstanding  voting  securities  of the  Savings  Bank or the Parent by any
person, trust, entity or group. The term "person" means an individual other than
the Executive, or a corporation, partnership, trust, association, joint venture,
pool, syndicate, sole proprietorship,  unincorporated  organization or any other
form of entity not  specifically  listed herein.  The provisions of this Section
9(a) shall survive the expiration of this Agreement  occurring after a Change in
Control.

               (b)  Notwithstanding any other provision of this Agreement to the
contrary,  Executive may voluntarily terminate his employment during the term of
this Agreement  following a Change in Control of the Savings Bank or Parent,  or
within twenty-four months following such Change in Control,  and Executive shall
thereupon  be entitled to receive the payment  described in Section 9(a) of this
Agreement,  upon the occurrence,  or within 120 days  thereafter,  of any of the
following  events,  which have not been consented to in advance by the Executive
in writing: (i) if Executive would be required to move his personal residence or
perform his principal  executive functions more than thirty-five (35) miles from
the Executive's  primary office as of the signing of this Agreement;  (ii) if in
the organizational structure of the Savings Bank, Executive would be required to
report to a person or persons  other than the Board of  Directors of the Savings
Bank;  (iii) if the  Savings  Bank  should  fail to  maintain  Executive's  base
compensation  in effect as of the date of the Change in Control and the existing
employee benefits plans, including material fringe benefit,

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stock option and retirement  plans;  (iv) if Executive  would be assigned duties
and  responsibilities  other than those normally associated with his position as
referenced  at  Section  1,  herein;  (v)  if  Executive's  responsibilities  or
authority  have in any way been  materially  diminished  or reduced;  or (vi) if
Executive  would not be reelected to the Board of Directors of the Savings Bank.
The  provisions  of this  Section  9(b) shall  survive  the  expiration  of this
Agreement occurring after a Change in Control.

        10.  Withholding.  All payments  required to be made by the Savings Bank
hereunder to the Executive  shall be subject to the withholding of such amounts,
if any,  relating to tax and other  payroll  deductions  as the Savings Bank may
reasonably  determine  should be  withheld  pursuant  to any  applicable  law or
regulation.

        11.    Successors and Assigns.

               (a) This  Agreement  shall inure to the benefit of and be binding
upon any corporate or other  successor of the Savings Bank or Parent which shall
acquire,  directly  or  indirectly,  by  merger,   consolidation,   purchase  or
otherwise,  all or substantially  all of the assets or stock of the Savings Bank
or Parent.

               (b) Since the  Savings  Bank is  contracting  for the  unique and
personal  skills  of the  Executive,  the  Executive  shall  be  precluded  from
assigning or delegating his rights or duties  hereunder  without first obtaining
the written consent of the Savings Bank.

        12. Amendment;  Waiver. No provisions of this Agreement may be modified,
waived or discharged unless such waiver,  modification or discharge is agreed to
in  writing,  signed by the  Executive  and such  officer or  officers as may be
specifically designated by the Board of Directors of the Savings Bank to sign on
its behalf. No waiver by any party hereto at any time of any breach by any other
party  hereto  of, or  compliance  with,  any  condition  or  provision  of this
Agreement  to be  performed  by such  other  party  shall be  deemed a waiver of
similar or  dissimilar  provisions  or conditions at the same or at any prior or
subsequent time.

         13.  Governing  Law. The  validity,  interpretation,  construction  and
performance of this Agreement shall be governed by the laws of the United States
where applicable and otherwise by the substantive laws of the State of Maryland.

        14.  Nature of  Obligations.  Nothing  contained  herein shall create or
require  the  Savings  Bank to  create a trust of any kind to fund any  benefits
which may be payable hereunder,  and to the extent that the Executive acquires a
right to receive  benefits from the Savings Bank hereunder,  such right shall be
no greater than the right of any unsecured general creditor of the Savings Bank.

         15. Headings.  The section headings contained in this Agreement are for
reference  purposes  only  and  shall  not  affect  in any  way the  meaning  or
interpretation of this Agreement.

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        16.  Severability.  The  provisions  of this  Agreement  shall be deemed
severable  and the  invalidity  or  unenforceability  of any  provision  of this
Agreement  shall  not  affect  the  validity  or  enforceability  of  the  other
provisions of this Agreement, which shall remain in full force and effect.

        17. Arbitration.  Any controversy or claim arising out of or relating to
this  Agreement,  or  the  breach  thereof,  shall  be  settled  exclusively  by
arbitration in accordance  with the rules then in effect of the district  office
of the American  Arbitration  Association  ("AAA") nearest to the home office of
the Savings  Bank,  and judgment  upon the award  rendered may be entered in any
court  having  jurisdiction  thereof,  except to the extent that the parties may
otherwise reach a mutual  settlement of such issue.  Further,  the settlement of
the  dispute  to be  approved  by the Board of the  Savings  Bank may  include a
provision  for the  reimbursement  by the Savings Bank to the  Executive for all
reasonable costs and expenses,  including  reasonable  attorneys' fees,  arising
from such dispute,  proceedings or actions,  or the Board of the Savings Bank or
the  Parent  may  authorize  such  reimbursement  of such  reasonable  costs and
expenses by separate action upon a written action and determination of the Board
following settlement of the dispute. Such reimbursement shall be paid within ten
(10) days of Executive furnishing to the Savings Bank or Parent evidence,  which
may be in the form, among other things,  of a canceled check or receipt,  of any
costs or expenses incurred by Executive. The provisions of this Section 17 shall
survive the expiration of this Agreement.

        18. Confidential Information. The Executive acknowledges that during his
or her  employment  he or  she  will  learn  and  have  access  to  confidential
information  regarding  the Savings  Bank and the Parent and its  customers  and
businesses ("Confidential Information").  The Executive agrees and covenants not
to  disclose  or use for his or her own  benefit,  or the  benefit  of any other
person or entity, any such Confidential Information, unless or until the Savings
Bank or the  Parent  consents  to  such  disclosure  or use or such  information
becomes common  knowledge in the industry or is otherwise  legally in the public
domain. The Executive shall not knowingly disclose or reveal to any unauthorized
person any Confidential Information relating to the Savings Bank, the Parent, or
any  subsidiaries or affiliates,  or to any of the businesses  operated by them,
and the  Executive  confirms  that such  information  constitutes  the exclusive
property of the Savings Bank and the Parent.  The Executive  shall not otherwise
knowingly  act or conduct  himself (a) to the material  detriment of the Savings
Bank or the Parent, or its subsidiaries, or affiliates, or (b) in a manner which
is  inimical or contrary  to the  interests  of the Savings  Bank or the Parent.
Executive  acknowledges  and agrees that the existence of this Agreement and its
terms and conditions constitutes  Confidential  Information of the Savings Bank,
and the Executive  agrees not to disclose the Agreement or its contents  without
the prior written  consent of the Savings Bank.  Notwithstanding  the foregoing,
the Savings Bank reserves the right in its sole discretion to make disclosure of
this  Agreement as it deems  necessary or  appropriate  in  compliance  with its
regulatory  reporting  requirements.  Notwithstanding  anything  herein  to  the
contrary, failure by the Executive to comply with the provisions of this Section
may  result  in the  immediate  termination  of the  Agreement  within  the sole
discretion of the Savings Bank,  disciplinary action against the Executive taken
by the Savings Bank,  including but not limited to the termination of employment
of the

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Executive for breach of the Agreement  and the  provisions of this Section,  and
other remedies that may be available in law or in equity.

         19. Entire Agreement. This Agreement together with any understanding or
modifications  thereof as agreed to in writing by the parties,  shall constitute
the entire agreement between the parties hereto.


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