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                                                                  EXHIBIT (4)(f)

                               SECOND AMENDMENT TO
                           REVOLVING CREDIT AGREEMENT


         This Second Amendment to Revolving Credit Agreement (the "Second
Amendment") made as of this 28th day of December, 2000, by and between REPUBLIC
BANCORP, INC. ("Borrower") and U.S. BANK NATIONAL ASSOCIATION, formerly known as
Firstar Bank, National Association ("Bank").


                              W I T N E S S E T H:

         WHEREAS, the Borrower and the Bank entered into a Revolving Credit
Agreement dated as of December 29, 2000 (the "Credit Agreement"), as amended by
a First Amendment to Revolving Credit Agreement dated December 29, 2001 (the
"First Amendment"), pursuant to which the Bank extended credit to the Borrower
as provided therein.

         WHEREAS, the Borrower and the Bank desire to further amend the Credit
Agreement as provided herein.

         NOW, THEREFORE, it is hereby agreed as follows:

         1. Section 1.1(a) of the Revolving Credit Agreement is hereby amended
in its entirety as follows:

                  (a)      "REVOLVING NOTE MATURITY DATE" means December 27,
                           2003 or such earlier date on which the Note becomes
                           immediately due and payable pursuant to Article VI
                           hereof.

         2. The "Revolving Credit Agreement" referred to in the Note shall
hereinafter refer to the Revolving Credit Agreement as amended by this Second
Amendment.

         3. Except as expressly amended herein, all terms and conditions of the
Revolving Credit Agreement shall remain in full force and effect. This Second
Amendment supercedes the First Amendment on the date hereof, and the Revolving
Credit Agreement shall hereinafter consist of the Revolving Credit Agreement
dated December 29, 2000, as amended by this Second Amendment. Any waiver of any
term and condition of the Revolving Credit Agreement contained herein, of any
previous waiver by the Bank of any term and condition contained in the Revolving
Credit Agreement, shall be strictly limited to such waiver, and shall not
operate as a waiver of any other condition, term, or remedy of the Bank provided
for in the Revolving Credit Agreement or in this Second Amendment.


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Executed as of the date first above written.

                                     REPUBLIC BANCORP, INC.


                                     By: /s/ Thomas F. Menacher

                                     Name: Thomas F. Menacher
                                           -------------------------------------

                                     Title:   Executive V.P., Treasurer & C.F.O.
                                            ------------------------------------

                                     U.S. BANK NATIONAL ASSOCIATION,
                                     D/B/A FIRSTAR BANK



                                     By: /s/ Jon B. Beggs

                                     Name: Jon B. Beggs
                                           -------------------------------------

                                     Title: Vice President
                                            ------------------------------------