EXHIBIT 10.3


                          AMENDMENT TO LEASE AGREEMENTS
                          -----------------------------

         It is understood and agreed on this 3rd day of January, 2005 that the
Lease Agreements dated July 16, 1999, and further amended on February 12, 2004,
and October 5, 2004 together with any prior amendments thereto, between JOPPA
GREEN II LIMITED PARTNERSHIP, LLLP, as Landlord, and BAY NATIONAL CORPORATION,
as Tenant, for the Leased Premises situated at 2328 W. Joppa Road, in the County
of Baltimore, State of Maryland is hereby amended and modified as follows:

         1.       Leased Premises. It is understood and agreed that the Leased
                  Premises containing approximately 7,918 square feet is hereby
                  increased to contain approximately 9,347 square feet as
                  outlined in red on the attached Exhibit "A". The additional
                  1,429 square feet is hatched in red on this same attached
                  Exhibit "A".

         2.       Term: It is understood and agreed that the Term of this Lease
                  shall commence on March 1, 2005 and shall be for a period of
                  five (5) years to terminate February 28, 2010.

         3.       Rent. It is understood and agreed that effective March 1,
                  2005, Tenant agrees to pay minimum annual rent in the amount
                  of Two Hundred Sixty Nine Thousand One Hundred Nine Ninety
                  Dollars and Twelve Cents ($269,199.12) payable in equal
                  monthly installments of Twenty Two Thousand Four Hundred
                  Thirty Three Dollars and Twenty Six Cents ($22,433.26). It is
                  also understood and agreed that the rent payable under this
                  Section shall be increased annually commencing with the second
                  year and each successive year thereafter during the term of
                  this Lease by an amount equal to three percent (3%) of the
                  amount of rent paid by Tenant during the year preceding each
                  annual increase.

         4.       Tenant Improvements. It is understood and agreed that Landlord
                  will have no obligation to make any alterations,
                  modifications, additions and/or improvements to the Leased
                  Premises, and the Tenant accepts the Leased Premises on an "AS
                  IS" basis. However, Landlord does agree to provide to Tenant a
                  $7.00 per square foot tenant improvement allowance or
                  $10,003.00 based on 1,429 usable square feet. Said allowance
                  shall be paid to Tenant upon presentation from Tenant to
                  Landlord of the appropriate construction invoices for Tenant's
                  improvements to the Leased Premises. Said tenant improvement
                  allowance can be used to improve any portion of Tenant's total
                  Leased Premises.

        It is further understood and agreed that the terms, covenants and
conditions of the above-mentioned Lease Agreement and any prior amendments
thereto except as the same are amended or modified herein are hereby ratified
and confirmed to the end that the same shall remain in full force and effect as
therein provided.

WITNESS:                     LANDLORD:
                             JOPPA GREEN II LIMITED PARTNERSHIP, LLLP
                             By:      MacKenzie Properties, Inc.
                                      General Partner

/s/ Lea Ann Stringer         By:      /s/ Gary T. Gill
--------------------                  ----------------
                                      Gary T. Gill, Executive Vice President

WITNESS:                     TENANT:  BAY NATIONAL CORPORATION

/s/ Mark A. Semanie          By:      /s/ Hugh W. Mohler
-------------------                   ------------------
                                      Hugh W. Mohler, Director