September 19, 1995



Regent Banchares Corp.
1430 Walnut Street
Philadelphia, PA 19102
Attn:  Harvey Porter, President
       and Chief Executive Officer

Carnegie Bancorp
619 Alexander Road
Princeton, NJ 08540
Attn:  Thomas L. Gray, Jr., President
       and Chief Executive Officer

Gentlemen:

         Reference is made to the Agreement and Plan of Merger dated as of
August 30, 1995 (the "Agreement") among Carnegie Bancorp ("Carnegie"), Carnegie
Bank, N.A. ("CBN"), Regent Banchares Corp. ("Regent") and Regent National Bank
(the "Bank") pursuant to which Regent will merge (the "Merger") with and into
Carnegie with Carnegie as the surviving corporation and the Bank will merge with
and into CBN with CBN as the surviving bank under the name "Carnegie Regent
Bank, N.A."

         The undersigned hereby consents to serve as a director of Carnegie upon
consummation of the Merger and further consents to the use of his name as a
director of Carnegie upon consummation of the Merger in the Joint Proxy
Statement/Prospectus that Carnegie and Regent are preparing for filing with the
Securities and Exchange Commission and for distribution to the respective
shareholders of Carnegie and Regent.

                                                      Sincerely,





                                                      O. FRANCIS BIONDI