Supplemental Executive Retirement Plan

AMENDMENT NO. 2 TO THE

1 st CONSTITUTION BANCORP

SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN



WHEREAS, 1 ST Constitution Bancorp (the "Bancorp") adopted the 1 st Constitution Bancorp Supplemental Executive Retirement Plan (the "SERP"), effective October 1, 2002, for the benefit of certain key executives of the Bancorp and 1 st Constitution Bank (the "Bank," and together with the Bancorp, the ?Company"); and



WHEREAS, Section 9.2 of the SERP authorizes the Board of Directors of the Bancorp (the "Board") to, in its sole discretion, amend the SERP at any time in whole or in part; and



WHEREAS, in light of certain changes to the Internal Revenue Code of 1986, as amended, the Board has determined that it i ...