MMA FINANCIAL, INC.
EMPLOYMENT AGREEMENT

CHARLES M. PINCKNEY

THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is made as of the 13^th day of June, 2006, but effective as of January 1, 2006, (the ?Effective Date?) by and between MMA Financial, Inc., a Maryland corporation (?Employer?) and Charles M. Pinckney (?Employee?).

WHEREAS, Employer and Employee are parties to an existing employment agreement dated as of July 1, 2003 (the ?Existing Agreement?); and

WHEREAS, Employer and Employee desire to amend and restate the Existing Agreement in its entirety as of the Effective Date;

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

1. Employment and Duties. Employer agrees to continue to employ Employee, and Employee agrees to continue to be employed by Employer, on the terms and conditions provided in this Agreement. Employee shall have the duties and responsibilities set forth on the attached Exhibit A and such other duties and responsibilities as are reasonably ancillary thereto as determined from time to time by Employer. Employee agrees to devote Employee?s best efforts and full time, attention and skill in performing the duties of his/her position. Provided that such activity shall not violate any provision of this Agreement (including the noncompetition provisions of Section 8 below) or materially interfere with his/her performance of Employee?s duties hereunder, nothing herein shall prohibit Employee (a) from participating in any other business activities approved in advance by Employer in accordance with any terms and conditions of such approval, such approval not to be unreasonably withheld or delayed, (b) from engaging in charitable, civic, fraternal or trade group activities, or (c) from investing in other entities or business ventures.

2. Compensation. As compensation for performing the services required by this Agreement, and during the term of this Agreement, Employee shall be compensated as follows:

(a) Base Compensation. From the Effective Date through December 31, 2006, Employer shall pay to Employee a salary (?Base Compensation?) of $325,000 per annum, payable in accordance with the general policies and procedures of Employer, but in any event no less frequently than every two weeks, in substantially equal installments, subject to withholding for applicable federal, state and local taxes. Assuming that notice of termination has not been given under Section 7, Employee?s Base Compensation shall increase by $15,000 effective on each of January 1, 2007 and January 1, 2008.

(b) Incentive Compensation.

(i) In addition to Employee?s Base Compensation, Employee shall be eligible to receive additional compensation (?Incentive Compensation?) in the form of an annual bonus of up to (A), for 2006, $275,000 for achievement by Municipal Mortgage & Equity, LLC (the ?Company?) of its threshold goal for cash available for distribution (?CAD?), $425,000 for achievement by the Company of its target goal for CAD, or $575,000 for achievement by the Company of its superior goal for CAD, (B) for 2007, $285,000, $460,000 or $610,000 for threshold, target and superior performance, respectively, and (C) for 2008, $295,000, $495,000 or $645,000 for threshold, target and superior performance, respectively. Employer shall set the annual CAD goals as part of the Company?s annual budget process. If Employer determines to measure Company performance by different metrics than threshold, target and superior CAD performance, Employer and Employee shall in good faith negotiate such changes to the foregoing Incentive Compensation formula as may be reasonably appropriate to enable Employee to be eligible for similar levels of Incentive Compensation based on the Company?s performance.

(ii) Incentive Compensation shall take the form of cash and equity or equity-based awards in the Company. Employer expects, and Employee understands, that the equity component of Incentive Compensation will be sized such that approximately one-half of Employee?s total compensation for each fiscal year shall be in the form of equity and equity-based awards, subject, however, to the approval each year of the Company?s Compensation Committee and the availability of equity awards under the Company?s Employee Share Incentive Plans in effect from time to time. Employee understands and agrees that Incentive Compensation awards may vest over time, typically in four annual installments. Incentive Compensation for any given fiscal year shall be determined no later than 60 days after the last day of Employer?s fiscal year and each installment thereof paid no later than the fifth (5^th) day of the third month following the last day of Employer?s fiscal year. Incentive Compensation shall be pro-rated for any partial fiscal years. Other than as specifically set forth herein, if this Agreement is terminated for any reason during any fiscal year for which Employee is eligible for Incentive Compensation, no Incentive Compensation shall be payable to Employee for that fiscal year.
 

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