FIRST MODIFICATION AGREEMENT

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                                                                  EXHIBIT 10.16

Prepared By:

Allan E. Kamensky, Esq.

Page, Scrantom, Sprouse,

Tucker & Ford, P.C.

P. O. Box 1199

Columbus, Georgia 31902

                                                                       .

                          FIRST MODIFICATION AGREEMENT

FORT LAUDERDALE, BROWARD COUNTY

         THIS FIRST MODIFICATION AGREEMENT made and entered into as of the 23rd

day of January, 2004, by and between BANKATLANTIC BANCORP, INC., a Florida

corporation (hereinafter referred to as "Borrower") and COLUMBUS BANK AND TRUST

COMPANY, a Georgia banking corporation, whose address is 1148 Broadway,

Columbus, Georgia 31901 (hereinafter referred to as "Bank").

                         W I T N E S S E T H  T H A T:

WHEREAS, Borrower and Bank entered into a loan agreement dated September 17,

2001 (the "Loan Agreement") and related loan documents identified therein under

(the "Loan Documents") under the terms of which Bank established a line of

credit on a revolving basis for Borrower under which Borrower was permitted to

borrow up to $55,000,000.00 through a date certain in 2002 and up to

$30,000,000.00 thereafter (the "Loan"), said Loan being evidenced by a note from

Borrower to Bank dated September 17, 2001, in the maximum principal amount of

$55,000,000.00 (the "Note"); and

         WHEREAS, the Note has a maturity date of September 1, 2004 and Borrower

has requested that the maturity date of the Note be extended from September 1,

2004 to March 1, 2005; and

         WHEREAS, Bank has agreed to modify the Note to extend the maturity date

of the Note from September 1, 2004 to March 1, 2005 subject to the terms and

conditions contained in this First Mo