Exhibit 10. Material Contracts

                   ADDENDUM NO. 2 TO GREAT FINANCIAL BANK, FSB

              RECOGNITION AND RETENTION PLAN FOR OUTSIDE DIRECTORS


Section 7.03(a) of the Plan was amended by the Board on April 24, 1996 by adding
at the end the following:

         Recipients may make an irrevocable written election (to be delivered to
         the Plan Administrator) not less than six months prior to the date Plan
         Shares are earned to have a fixed  number of such Plan  Shares  sold by
         the  Trustee  for  cash  instead  of being  distributed  in kind at the
         distribution date.

and Section 7.03(b) of the Plan was amended by adding at the end the following:

         Notwithstanding   the   foregoing,   at  the   direction  of  the  Plan
         Administrator  the Trustee shall sell earned Plan Shares and distribute
         to the Recipient the net cash proceeds of such sale.