STATE OF SOUTH CAROLINACOUNTY
OF AIKEN

EMPLOYMENT AGREEMENT

        THIS EMPLOYMENT AGREEMENT (the Agreement) is entered into as of 25^th day of October, 2004 (the Effective Date), by and between PEOPLES COMMUNITY BANK OF SOUTH CAROLINA (PCB) and MILON C. SMITH (Employee).

W I T N E S S E T H:

        WHEREAS, Employee currently is employed as Executive Vice President of PCB, and in such position has provided leadership and guidance in the growth and development of PCBs business; and,

        WHEREAS, PCB previously has entered into an Agreement and Plan of Reorganization and Merger with First Citizens Bank and Trust Company, Inc. (FCB), under which PCB will be merged into FCB (the Merger) and its operations will be combined with those of FCB; and,

        WHEREAS, Employees experience and knowledge of PCBs systems and operations is of continuing benefit to PCB before the Merger and will be of benefit to FCB following the Merger in its succession to and continuation of PCBs business and the conversion of PCBs data processing to FCBs systems; and, for that reason, and for its own benefit as well as for the benefit of FCB following the Merger, PCB desires to retain Employees services as an employee of PCB and, following the Merger, of FCB for the Term of Employment specified below; and,

        WHEREAS, Employee desires to remain as an employee of PCB and, if the Merger is completed, as an employee of FCB following the Merger, and Employee desires to accept PCBs offer of employment on the basis described herein; and,

        WHEREAS, PCB and Employee desire to set forth the terms and conditions of Employees employment with PCB and FCB in a written agreement and, for that purpose, PCB and Employee have agreed to enter into this Agreement with the intent that this Agreement be binding on and inure to the benefit of PCB as well as its successors in interest, including FCB following the Merger; and,

        WHEREAS, PCB and Employee have agreed that if the Merger does not become effective on or before the date specified herein, then this Agreement shall terminate and be of no further force and effect.

        NOW, THEREFORE, in consideration of the premises and mutual promises, covenants and conditions hereinafter set forth, and for other good and valuable considerations, the receipt and sufficiency of which hereby are acknowledged, PCB and Employee hereby agree as follows:

    1.        Employer. As used throughout the remainder of this Agreement, and except as otherwise indicated by the context, the term Employer is intended to refer to PCB and, following the Merger, to FCB which, by virtue of and at the effective time of the Merger (the Merger Date), shall assume PCBs obligations and succeed to its rights and interests hereunder.

    2.        Employment. Employer agrees to employ Employee, and Employee accepts employment with Employer, upon the terms and conditions stated herein. As an employee of Employer, Employee will (i) serve in such position or positions as shall be specified from time to time by Employer, (ii) provide such assistance and advice to Employer as it may request from time to time regarding matters involving the operations and affairs of PCB prior to the Merger and other tasks relating to the transition of

control over such operations to FCB and the conversion of PCBs operations to FCB and to FCBs data processing systems, (iii) promote Employer and its business and engage in business development activities on Employers behalf, and (iv) have such other duties and responsibilities, and render to Employer such other management services, as are customary for persons employed in Employees position and/or as shall be assigned to Employee from time to time by Employer.

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