Preview | Agreement and Plan of Reorganization |

ARTICLE I	Certain Definitions	1
1.01	Certain Definitions	1
ARTICLE II	The Merger	7
2.01	The Merger	7
2.02	Effective Date and Effective Time	7
ARTICLE III	The Bank Merger	8
3.01	The Bank Merger	8
3.02	Effective Date and Effective Time	8
ARTICLE IV	Consideration; Exchange Procedures	9
4.01	Merger Consideration	9
4.02	Rights as Stockholders; Stock Transfers	10
4.03	Fractional Shares	10
4.04	Exchange Procedures	10
4.05	Options	12
4.06	Warrants	12
4.07	Dissenters Rights	12
ARTICLE V	Actions Pending the Effective Time	13
5.01	Forebearances of GAFC	13
5.02	Forebearances of Summit	15
ARTICLE VI	Representations and Warranties	15
6.01	Disclosure Schedules	15
6.02	Standard	16
6.03	Representations and Warranties of GAFC	16
6.04	Representations and Warranties of Summit	25
ARTICLE VII	Covenants	33
7.01	Reasonable Best Efforts	33
7.02	Stockholder Approval	33
7.03	Registration Statement	33
7.04	Press Releases	34
7.05	Access; Information	34
7.06	Acquisition Proposals	35
7.07	Affiliate Agreements	35
7.08	Takeover Laws	36
7.09	Certain Policies	36
7.10	Regulatory Applications	36
7.11	Indemnification	37
7.12	Benefit Plans	37
7.13	Notification of Certain Matters	38
7.14	Current Public Information	38
7.15	Contractual Rights of Current Employees	38
7.16	GAFC Trust Preferred Securities	38
7.17	Transition	39
ARTICLE VIII	Conditions to Consummation of the Merger	39
8.01	Conditions to Each Partys Obligation to Effect the Merger	39
8.02	Conditions to Obligation of GAFC	40
8.03	Conditions to Obligation of Summit	40
ARTICLE IX	Termination	41
9.01	Termination	41
9.02	Effect of Termination and Abandonment	42
9.03	Fees and Expenses	42
ARTICLE X	Miscellaneous	43
10.01	Survival	43
10.02	Waiver; Amendment	43
10.03	Counterparts	43
10.04	Governing Law	43
10.05	Expenses	43
10.06	Notices	43
10.07	Entire Understanding; No Third Party Beneficiaries	44
10.08	Interpretation; Effect	44

AGREEMENT AND PLAN OF REORGANIZATION, dated as of April 12, 2007 (this Agreement), by and between GREATER ATLANTIC FINANCIAL CORP. (GAFC) and SUMMIT FINANCIAL GROUP, INC. (Summit).

RECITALS

A. GAFC. GAFC is a Delaware corporation, having its principal place of business in Reston, Virginia.

B. Summit. Summit is a West Virginia corporation, having its principal place of business in Charleston, West Virginia.

C. Intentions of the Parties. It is the intention of the parties to this Agreement that the business combination contemplated hereby be treated as a reorganization under Section 368 of the Internal Revenue Code of 1986, as amended.

D. Board Action. The respective Boards of Directors of each of Summit and GAFC have determined that it is advisable and in the best interests of their respective companies and their stockholders to consummate the strategic business combination transaction provided for herein.

NOW, THEREFORE, in consideration of the premises and of the mutual covenants, representations, warranties and agreements contained herein the parties agree as follows:

ARTICLE I

Certain Definitions

1.01 Certain Definitions. The following terms are used in this Agreement with the meanings set forth below:

Acquisition Proposal means any tender or exchange offer, proposal for a merger, consolidation or other business combination involving GAFC or any of its Subsidiaries or any proposal or offer to acquire in any manner a substantial equity interest in, or a substantial portion of the assets or deposits of, GAFC or any of its Subsidiaries, other than the transactions contemplated by this Agreement.

Adjusted Shareholders Equity has the meaning set forth in Section 4.01(c).

Adjustment Date has the meaning set forth in Section 4.01(c).

Agreement means this Agreement, as amended or modified from time to time in accordance with Section 10.02.

Average Closing Price has the meaning set forth in Section 4.01(a).

Bank Merger has the meaning set forth in Section 3.01(a).

Bank Merger Effective Date has the meaning set forth in Section 3.02.

Benchmark Equity has the meaning set forth in Section 4.01(c).

Cash Consideration has the meaning set forth in Section 4.01(a)

Code means the Internal Revenue Code of 1986, as amended.

Compensation and Benefit Plans has the meaning set forth in Section 6.03(m).

Consultants has the meaning set forth in Section 6.03(m).

Core Deposits means all deposits (as defined in 12 U.S.C. Section 1813(1)) of GAFC shown on the books and records of GAB, including but not limited to all interest posted thereon accrued but unpaid interest and both collected and uncollected funds (including overdrawn accounts), together with GABs rights and responsibilities under any customer agreement evidencing or relating thereto, but excluding (i) deposit accounts associated with a public body, including but not limited to any municipal, county, state or federal government, and (ii) brokered deposits and (iii) wholesale deposits, but including corporate sweep accounts.

Costs has the meaning set forth in Section 7.11(a).

Directors has the meaning set forth in Section 6.03(m).

Disclosure Schedule has the meaning set forth in Section 6.01.

Dissenters Shares has the meaning set forth in Section 4.07.

DGCL means the Delaware General Corporation Law, as amended.

DOL means the United States Department of Labor.

Effective Date has the meaning set forth in Section 2.02(a).

Effective Time means the effective time of the Merger, as provided for in Section 2.02(a).

Employees has the meaning set forth in Section 6.03(m).

Environmental Laws means all applicable local, state and federal environmental, health and safety laws and regulations, including, without limitation, the Resource Conservation and Recovery Act, the Comprehensive Environmental Response, Compensation, and Liability Act, the Clean Water Act, the Federal Clean Air Act, and the Occupational Safety and Health Act, each as amended, regulations promulgated thereunder, and state counterparts.

ERISA means the Employee Retirement Income Security Act of 1974, as amended.

ERISA Affiliate has the meaning set forth in Section 6.03(m)(i).

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