0001275287-06-004923 Sample Contracts

WARRANT AGREEMENT
Warrant Agreement • September 25th, 2006 • Waccamaw Bankshares Inc • State commercial banks • North Carolina

THIS AGREEMENT, dated as of this _____ day of September 2006, by and between Waccamaw Bankshares, Inc., a North Carolina corporation (the “Company”) and First-Citizens Bank & Trust Company, Raleigh, North Carolina (the “Transfer Agent”).

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CUSIP # __________________ ___________________ WARRANTS
Warrant Agreement • September 25th, 2006 • Waccamaw Bankshares Inc • State commercial banks

This Certificate certifies that, for value received, ___________________________________________________________________________________________________________ or registered assigns, is the registered holder of the number of warrants (the “Warrants”) set forth above. Each Warrant entitles the registered holder thereof to receive from Waccamaw Bankshares, Inc., a North Carolina corporation with its principal office at 110 North J. K. Powell Boulevard, Whiteville, North Carolina 28472 (the “Corporation”), on and after the issuance date one (1) fully paid and nonassessable share of the common stock, no par value, of the Corporation (the “Common Stock”), at the purchase price of $24.00 (the “Purchase Price”) upon surrender of this Warrant Certificate, with the form of election to purchase set forth on the reverse hereof properly completed and duly executed and payment of the Purchase Price at the principal office of the Corporation as provided in the Warrant Agreement (the “Warrant Agreem

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