<PAGE> 1
Exhibit 10.1
S1 CORPORATION
AMENDMENT
TO
SECURITY FIRST NETWORK BANK
AMENDED AND RESTATED DIRECTORS' STOCK OPTION PLAN
The Security First Network Bank Amended and Restated Directors Stock
Option Plan, as amended (the "Plan") is hereby amended as set forth below:
1. The Name of the Plan is changed to the S1 Corporation
Amended and Restated Directors Stock Option Plan, references in the Plan to
Security First Network Bank shall be deemed to refer to S1 Corporation (the
"Corporation") and references in the Plan to the Bank shall be deemed to refer
to the Corporation.
2. The third sentence of Section 10 of the Plan is amended by
adding the following after the word "Stock" in such sentence:
that have been held by the Optionee for at least six months, which
shares shall
3. The fourth sentence of Section 10 of the Plan is deleted.
4. The Plan shall otherwise be unchanged by this Amendment.
* * *
The foregoing Amendment to the Plan was duly adopted and approved by the
Board of Directors of the Corporation by resolution at a meeting held on
December 16, 1999.
/s/ Nancy Kenley
-----------------------------------
Secretary
30
