0001002105-09-000027 Sample Contracts

Form of Consent Letter
Middleburg Financial Corp • February 4th, 2009 • National commercial banks

Middleburg Financial Corporation (the "Company") anticipates entering into a Securities Purchase Agreement (the "Securities Purchase Agreement"), with the United States Department of Treasury ("Treasury") that provides for the Company's participation in the Treasury's TARP Capital Purchase Program (the "CPP"). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

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