[FORM OF]

                             PRUDENTIAL SAVINGS BANK

                            ENDORSEMENT SPLIT DOLLAR

                               INSURANCE AGREEMENT



THIS ENDORSEMENT SPLIT DOLLAR INSURANCE AGREEMENT (the "Agreement") is made as

of the 1st day of January, 2006, by and between PRUDENTIAL SAVINGS BANK, a state

bank (the "Bank"), located at 1834 West Oregon Avenue, Philadelphia, PA 19145,

and __________, an employee of the Bank (the "Employee").



                                    RECITALS:



         In consideration of the faithful performance of services by the

Employee as an employee of the Bank, the Bank wishes to benefit the Employee by

entering into a split-dollar life insurance arrangement in accordance with the

terms and conditions set forth herein.



         NOW, THEREFORE, the parties mutually agree as follows:



         1. GENERAL. This Agreement describes the terms and conditions of a

split dollar arrangement between the Bank and the Employee relating to that

certain life insurance policy issued by

_________________________________________, with a policy number of ________ on

the life of the Employee in the initial face amount of $________ (hereinafter

collectively referred to as "Policy" or "Policies").



         2. ACQUISITION OF POLICY; PAYMENT OF PREMIUMS. The parties shall

cooperate in applying for and obtaining the Policy. The Policy shall be issued

to the Bank as the sole and exclusive owner of the Policy, subject to an

endorsement in favor of the Employee as hereinafter provided. The Bank shall pay

all of the net premiums due on the Policy and shall be solely responsible for

the calculation of the economic benefit to the Employee resulting from its

payment of such premiums.



         3. ENDORSEMENT.



            (a) Upon issuance of the Policy, the Bank and the Employee shall

                execute, in form acceptable to the parties and to the Insurer,

                an endorsement to the Policy in favor of the Employee (the

                "Endorsement Plan"). The Endorsement Plan shall give the

                Employee the right, upon the Employee's death while this

                Agreement is in force, to designate the beneficiary (the

                "Beneficiary") of a specified amount of proceeds from the Policy

                in excess of the Policy's cash surrender value (the "Endorsement

                Amount"). In no event shall the Endorsement Amount exceed the

                endorsement portion as provided for in Section II of the

                Employee's applicable Beneficiary Designation and Limited

                Assignment of Rights. As between the parties hereto, in the

                event of any conflict between the terms of the Endorsement Plan

                and this Agreement, the terms of this Agreement shall prevail.





            (b) In no event shall the Endorsement Plan grant to the Employee

                the right to surrender the Policy or borrow against the cash

                surrender value of the Policy or any other right or power

                constituting an incident of ownership in the Policy. Except for

                the rights granted to the Employee in the Endorsement Plan, the

                Employer shall have all of the rights of the owner under the

                Policy and shall be entitled to exercise all of such rights,

                options and privileges without the consent



{PAGE}



                of the Employee. Without limiting the generality of the

                foregoing, the Employee understands and agrees that the cash

                surrender value of the Policy shall at all times be the property

                of the Employer.



         4. DEATH OF THE EMPLOYEE. In the event of the Employee's death while

this Agreement is in force, the Bank and the Beneficiary shall take steps to

collect the proceeds of the Policy by submitting the proper claim forms to the

Insurer. That portion of the proceeds of the Policy equal to the Endorsement

Amount shall be paid directly to the Beneficiary. That portion of the proceeds

of the Policy in excess of the Endorsement Amount shall be paid to the

beneficiary designated by the Bank.



         5. TERMINATION OF AGREEMENT.

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