ITEM 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

On February 3, 2009, TIB Financial Corp. (the "Company") announced that Edward V. Lett, 63, retired from his position as President of TIB Financial Corp. effective January 30, 2009. Mr. Lett will continue to serve as Vice Chairman of the Board of Directors and has entered into a Consulting Agreement with the Company. The Consulting Agreement terminates the provisions of the Employment Agreement between Mr. Lett and the Company, as amended and restated on December 16, 2008 and the Split-Dollar Life Insurance Arrangement between the Mr. Lett and the Company, dated February 8, 2001, as amended on December 16, 2003. The Consulting Agreement also provides for the payment of monthly consulting fees of $30,000 through March 1, 2011, and requires, subject to certain exceptions and limitations detailed within the Consulting Agreement, that Mr. Lett be available for a minimum of twenty hours per month to offer such consultation and advice and undertake special projects, as requested. Mr. Lett expects to be active in community relations and business development throughout the Company's market areas. He will be reimbursed for related business expenses and professional and social club dues. Copies of the press release and the Consulting Agreement are attached as Exhibits 99.1 and 99.2 to this Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(a) Exhibits

99.1 Press release dated February 3, 2008
99.2 Consulting Agreement by and between TIB Financial Corp. and Edward V. Lett dated January 30, 2009