AMENDMENT NO. 1 TO TRUST AGREEMENT
This Amendment No. 1 to Trust Agreement ("Amendment No. 1"), dated as
of May 5, 2000 amends the Trust Agreement dated December 28, 1999 between
Southern Financial Bancorp, Inc., a Virginia corporation (the "Depositor"), and
Wilmington Trust Company, a Delaware banking corporation (the "Trustee"), by
which a trust known as Southern Financial Capital Trust I (the "Trust") was
created, as follows:
1. Xxxxxxx X. Xxxxxxx and R. Xxxxxxxx Xxxxxx are each hereby
designated as an Administrative Trustee of the Trust and by their respective
signatures to this Amendment No. 1 each agrees to serve in such capacity.
2. The Administrative Trustees or any one of them are hereby
authorized, on behalf of the Trust, to cause the Trust to issue Trust Securities
(both Capital Securities and Common Securities) as described in the Preliminary
Prospectus dated April 6, 2000 relating to the public sale of the Capital
Securities substantially on the terms and conditions, and with the
authorizations, set forth in the form of the Amended and Restated Declaration of
Trust included as an exhibit to the registration statement relating to the
Capital Securities filed with the Securities and Exchange Commission on January
11, 2000.
3. Capitalized terms used herein and not otherwise defined shall
have the meanings assigned to such terms in the Amended and Restated Declaration
of Trust referred to in the preceding paragraph.
4. This Amendment No. 1 may be executed in one or more
counterparts.
[SIGNATURES ON NEXT PAGE]
In witness whereof, the parties have caused this Amendment No. 1 to be
duly executed as of the date first written above.
SOUTHERN FINANCIAL BANCORP, INC.,
as Depositor
By: /s/ R. Xxxxxxxx Xxxxxx
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Name: R. Xxxxxxxx Xxxxxx
Title: President and
Chief Operating Officer
WILMINGTON TRUST COMPANY,
as Trustee
By: /s/ Xxxxx X. Xxxxxx
-----------------------------------------
Name: Xxxxx X. Xxxxxx
Title: Vice President
/s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx, as Administrative Trustee
/s/ R. Xxxxxxxx Xxxxxx
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R. Xxxxxxxx Xxxxxx, as Administrative Trustee
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