EXHIBIT 10.24




         Under the Management Incentive Compensation Plan, TSFG makes annual
bonus awards to eligible executives. Bonus payments are made equal to a
percentage of an executive's base salary amount, with the percentage varying
depending on the extent to which performance goals for the year are met or
exceeded. Target performance goals are subject to adjustment to appropriately
reflect dilution associated with corporate transactions that may occur during
the year. Target performance goals for Mack I. Whittle, Jr., William S. Hummers
III, James W. Terry, Jr., Andrew B. Cheney and John C. DuBose were based on
earnings per share, return on assets, return on equity, non-performing assets as
a percentage of loans and net charge-offs as a percentage of loans for 2003 and
are based on earnings per share, return on assets and return on equity for 2004
and subsequent years. Individual target performance goals also are established
for each year based on each executive's annual strategic plan and objectives for
his areas of organizational responsibility.