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                         BankAtlantic Bancorp-Ryan, Beck
                           Deferred Compensation Plan
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                         BankAtlantic Bancorp-Ryan, Beck
                           Deferred Compensation Plan
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1.       Purpose..................................................           1

2.       Definitions..............................................           1

3.       Administration...........................................           2

4.       Participation............................................           3

5.       Deferrals................................................           3

6.       Settlement of Deferral Accounts..........................           4

7.       General Provisions.......................................           4

8.       Effective Date...........................................           6




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                         BankAtlantic Bancorp-Ryan, Beck
         Deferred Compensation Plan
                   ___________________________________


1.  Purpose.  The  purpose  of this  BankAtlantic  Bancorp-Ryan,  Beck  Deferred
Compensation  Plan (the "Plan") is to provide certain  employees of Ryan, Beck &
Co., Inc. (the "Company") with a short-term deferred  compensation plan award in
exchange for  relinquishment of certain restricted stock rights. The Plan is not
intended to be covered by the terms of the Employee  Retirement  Income Security
Act of 1974, as amended.  The Plan is sponsored by  BankAtlantic  Bancorp,  Inc.
("BankAtlantic").

2.  Definitions.  In  addition  to the terms  defined  in  Section 1 above,  the
following  terms  used in the Plan  shall  have the  meanings  set forth  below:
"Administrator"  shall  mean the  Company  or any person or entity to whom or to
which  it has  delegated  some  or all  of its  administrative  responsibilities
hereunder.

"Beneficiary" shall mean the beneficiary designated by the Participant under the
Company's group term life insurance plan,  unless the Participant has designated
any other person or persons (who may be designated  contingently or successively
and which may be an entity  other than a natural  person) on a form  supplied by
the  Administrator  to receive benefits payable in the event of the death of the
Participant.  In the  event of the  Participant's  death  without  an  effective
Beneficiary designation,  any Plan benefits payable shall be paid in equal parts
to the  Participant's  surviving  spouse or, if the Participant has no surviving
spouse,  to the Participant's  surviving  children or, if the Participant has no
surviving  children,   to  the  Participant's   surviving  parents,  or  if  the
Participant has no surviving  parents,  to the Participant's  surviving siblings
or, if the Participant has no surviving siblings, to the Participant's estate.

"Board" shall mean the Board of Directors of BankAtlantic.

"Cause"  shall  mean  (i)  continued   failure  to  perform   substantially  the
Participant's  duties with the Employer  (other than such failure as a result of
death or disability),  or (ii) engaging in illegal  conduct or gross  misconduct
which is materially injurious to the Employer, as determined by the Committee in
its sole discretion.

"Code" shall mean the Internal  Revenue Code of 1986, as amended.  References to
any  provision  of the Code or  regulation  (including  a  proposed  regulation)
thereunder shall include any successor provisions or regulations.

     "Committee"  shall  mean  the  Compensation  Committee  of the  Board.  Any
function of the Committee may be delegated to the Administrator.

"Deferral  Account"  shall  mean  the  account  established  and  maintained  by
BankAtlantic attributable to a Participant,  as described in Section 5. Deferral
Accounts will be maintained  solely as bookkeeping  entries by  BankAtlantic  to
evidence unfunded obligations of BankAtlantic.

"Employer"  shall mean the  Company  and all  entities  that are  members of the
controlled  group of which the Company is a member,  as determined under Section
414(b) or (c) of the Code.

"Participant" shall mean any employee of the Company who is a participant in the
Restricted  Stock Award Plan and who elects to  participate in the Plan pursuant
to Section 4.

"Plan Year" shall mean the calendar year.

     "Restricted  Stock Award Plan" shall mean the  BankAtlantic  Bancorp,  Inc.
Restricted Stock Award Plan for Key Employees of Ryan, Beck & Co., Inc.

3.       Administration.

Authority.  Both the Committee and the Administrator  (subject to the ability of
the  Committee  to restrict  the  Administrator)  shall  administer  the Plan in
accordance  with its terms,  and shall have all powers  necessary to  accomplish
such  purpose,  including  the power and authority to construe and interpret the
Plan, to define the terms used herein, to prescribe, amend and rescind rules and
regulations,  agreements,  forms, and notices relating to the  administration of
the Plan,  and to make all other  determinations  necessary or advisable for the
administration  of the Plan.  Any actions of the Committee or the  Administrator
with  respect to the Plan  shall be  conclusive  and  binding  upon all  persons
interested in the Plan, except that any action of the Administrator  will not be
binding on the  Committee.  The  Committee  and  Administrator  may each appoint
agents  and  delegate  thereto  powers  and  duties  under the  Plan,  except as
otherwise  limited by the Plan.  The Board may, with  prospective or retroactive
effect,  amend, alter, suspend,  discontinue,  or terminate the Plan at any time
without  the  consent  of  Participants,  stockholders,  or  any  other  person;
provided,  however,  that, without the consent of a Participant,  no such action
shall adversely affect the rights of such Participant with respect to any rights
to  payment  of  amounts  credited  to  such  Participant's   Deferral  Account.
Notwithstanding the foregoing, the Board may, in its sole discretion,  terminate
the Plan (in whole or in part) and  distribute to  Participants  (in whole or in
part) the amounts credited to their Deferral Accounts.

Limitation  of Liability.  Each member of the  Committee  and the  Administrator
shall be  entitled  to,  in good  faith,  rely or act upon any  report  or other
information  furnished  to him or her by any  officer or other  employee  of the
Company or BankAtlantic or any subsidiary or affiliated entity, the Company's or
BankAtlantic's  independent  certified  public  accountants,  or  any  executive
compensation  consultant,  legal counsel, or other professional  retained by the
Company or  BankAtlantic  to assist in the  administration  of the Plan.  To the
maximum   extent   permitted  by  law,  no  member  of  the   Committee  or  the
Administrator,  nor any  person to whom  duties  have been  delegated,  shall be
liable to any  person for any action  taken or  omitted in  connection  with the
interpretation and administration of the Plan.

4. Participation.  The Committee shall offer to each employee of the Company who
is a  participant  in  the  Restricted  Stock  Award  Plan  the  opportunity  to
relinquish  all rights and privileges  under the Restricted  Stock Award Plan in
exchange for the establishment of a Deferral Account hereunder,  upon such terms
as are set forth in the applicable Deferred Compensation Plan Election Form (the
"Election  Form").  Employees  who elect to take  advantage  of such  offer will
become  Participants  in this  Plan,  and will cease to be  participants  in the
Restricted Stock Award Plan.

5. Deferrals.  Each employee of the Company who elects, at such time and in such
manner as the Committee designates, to become a Participant hereunder, will have
a Deferral Account  established  hereunder.  A Participant's  Deferral  Account,
which will be in the form of a bookkeeping  entry only, will be credited with an
amount set forth in the Election  Form,  which amount shall be equal to the fair
market value of the restricted  stock awarded to him or her under the Restricted
Stock Award Plan,  such value to be  determined  as of the date of the  original
award under the  Restricted  Stock Award Plan.  No  interest,  gains,  losses or
dividends  will be  credited  to a  Participant's  Deferral  Account,  except as
otherwise set forth in Section 6(c) hereof.  Vesting.  A Participant will become
vested  in  his or her  Deferral  Account  as of the  date  that  is the  fourth
anniversary of the date as of which he or she was granted restricted stock under
the Restricted Stock Award Plan (the "Vesting Date"), if the Participant is then
employed by the Employer  and has been during such four year period  continually
employed by the Employer on a full-time basis.

Death or Disability.  If a Participant's employment with the Employer terminates
as a result of his death or disability  (as determined by the  Committee),  then
the date of such  termination  shall be considered a Vesting Date, and he or she
(or his or her Beneficiary) shall be entitled to the Deferral Account.

Retirement.  If a  Participant's  employment  with the Employer  terminates as a
result of retirement (as determined by the Committee), and if the Participant is
in good standing with the Employer and meets such other terms and  conditions as
are imposed by the Committee in its  discretion,  then the  Participant  will be
considered  to have attained the Vesting Date with respect to a pro rata portion
of the Deferral  Account (with the remainder to be irrevocably  forfeited);  the
pro rata  portion  shall be  determined  by a  fraction,  equal to the number of
complete months from the original date of grant under the Restricted Stock Award
Plan to the date of retirement, divided by forty-eight (48), such calculation to
be made by the Committee in its sole discretion.

Termination  Without Cause. If a  Participant's  employment with the Employer is
terminated  without Cause, then the date of such termination of employment shall
be considered to be a Vesting Date.

Forfeiture.   Notwithstanding   anything  else  herein,  in  the  event  that  a
Participant terminates employment with the Employer for any reason not otherwise
set forth above prior to his or her  Vesting  Date,  or ceases to be a full-time
employee  of the  Employer  prior to his or her Vesting  Date,  or if his or her
employment is terminated for Cause,  then such  Participant's  Deferral  Account
shall be irrevocably forfeited.


6.       Settlement of Deferral Accounts.

Form of  Payment.  Upon the  occurrence  of a  Vesting  Date with  respect  to a
Participant,  BankAtlantic shall settle such Participant's Deferral Account, and
discharge all of its  obligations  to pay deferred  compensation  under the Plan
with respect to such Deferral Account, by payment of cash, except as provided in
Section 6(c) hereof.

Timing of Payments.  Payments in settlement of a Deferral  Account shall be made
as soon as  practicable  after such Vesting Date,  except as provided in Section
6(c) hereof.

Deferral of Payment. At the Committee's sole discretion,  BankAtlantic can elect
to  defer  payment  of 50% of a  Participant's  Deferral  Account  for one  year
following the Vesting Date as of which he or she otherwise  would have been paid
100% of his or her vested Deferral Account.  If BankAtlantic  elects to exercise
its rights  under this  Section  6(c),  it shall  issue a note to each  affected
Participant and/or Beneficiary, under which it will promise to pay the remaining
50% of the  vested  Deferral  Account  no  later  than one  year  following  the
applicable  Vesting Date, with simple interest  credited for the one year period
at prime  rate  plus 1% (with  such  interest  rate to be  determined  as of the
Vesting Date).

7.       General Provisions.

Limits on  Transfer  of Awards.  Other  than by will or the laws of descent  and
distribution,  no  right,  title or  interest  of any kind in the Plan  shall be
transferable  or  assignable by a Participant  or his or her  Beneficiary  or be
subject to alienation, anticipation, encumbrance, garnishment, attachment, levy,
execution  or other  legal or  equitable  process,  nor  subject  to the  debts,
contracts, liabilities or engagements, or torts of any Participant or his or her
Beneficiary.  Any attempt to alienate, sell, transfer,  assign, pledge, garnish,
attach  or take any  other  action  subject  to legal or  equitable  process  or
encumber or dispose of any interest in the Plan shall be void.

Receipt and Release.  Payment to any  Participant  or  Beneficiary in accordance
with the  provisions  of the  Plan  shall,  to the  extent  thereof,  be in full
satisfaction of all claims for the  compensation or awards deferred and relating
to the  Deferral  Account to which the payment  relates  against the Company and
BankAtlantic or any subsidiary or affiliated entity thereof,  the Committee,  or
the  Administrator,  and the  Administrator  may  require  such  Participant  or
Beneficiary, as a condition to such payment, to execute a receipt and release to
such effect.

Unfunded Status of Awards. The Plan is intended to constitute an "unfunded" plan
for deferred  compensation and  Participants  shall rely solely on the unsecured
promise of BankAtlantic for payment  hereunder.  With respect to any payment not
yet made to a Participant  under the Plan,  nothing  contained in the Plan shall
give a Participant any rights that are greater than those of a general unsecured
creditor of BankAtlantic or the applicable affiliated entity.

Compliance.  A  Participant  in the Plan shall have no right to receive  payment
with  respect  to  his or her  Deferral  Account  until  legal  and  contractual
obligations of BankAtlantic relating to establishment of the Plan and the making
of  such  payments   shall  have  been  complied  with  in  full.  In  addition,
BankAtlantic  shall  impose such  restrictions  on any interest  constituting  a
security as it may deem  advisable in order to comply with the Securities Act of
1933, as amended, the requirements of any applicable stock exchange or automated
quotation  system,  any state  securities laws applicable to such interest,  any
provision of  BankAtlantic's  Articles of Incorporation or Bylaws,  or any other
law, regulation, or binding contract to which BankAtlantic is a party.

Other  Participant  Rights.  No provision of the Plan or  transaction  hereunder
shall confer upon any  Participant  any right to be employed by the Company or a
subsidiary  thereof, or to interfere in any way with the right of the Company or
a subsidiary to increase or decrease the amount of any  compensation  payable to
such  Participant.  Subject to the limitations set forth herein,  the Plan shall
inure to the  benefit  of, and be binding  upon,  the  parties  hereto and their
successors and assigns.

Tax Withholding. BankAtlantic and any subsidiary or affiliated entity shall have
the right to deduct from amounts  otherwise  payable in settlement of a Deferral
Account any sums that  federal,  state,  local or foreign tax law requires to be
withheld with respect to such payment.

Governing Law. The validity,  construction, and effect of the Plan and any rules
and regulations  relating to the Plan shall be determined in accordance with the
laws of the  State  of New  Jersey,  without  giving  effect  to  principles  of
conflicts of laws, and applicable provisions of federal law.

Construction.  The captions and numbers  preceding  the sections of the Plan are
included  solely as a matter of convenience of reference and are not to be taken
as limiting or extending  the meaning of any of the terms and  provisions of the
Plan. Whenever appropriate,  words used in the singular shall include the plural
or the plural may be read as the  singular,  and male  references  shall include
female and neuter, and vice versa.

Severability.  In the event that any  provision  of the Plan  shall be  declared
illegal or invalid for any  reason,  said  illegality  or  invalidity  shall not
affect the remaining  provisions of the Plan but shall be fully  severable,  and
the Plan shall be construed and enforced as if said illegal or invalid provision
had never been inserted herein.

Status. The establishment and maintenance of, or allocations and credits to, the
Deferral Account of any Participant shall not vest in any Participant any right,
title or interest in and to any specific assets or benefits.


8. Effective Date. The Plan shall be effective March 1, 2000.