EXHIBIT 10.4

                        SPLIT-DOLLAR INSURANCE AGREEMENT



         THIS is an Agreement  between  Community  First Bank, a South  Carolina
corporation  (the  "Employer") and Frederick D. Shepherd,  Jr., (the "Employee")
dated as of October 1, 2001.

                             BACKGROUND INFORMATION

     A.   The Employee is a valuable employee of the Employer.

     B.   The Employer wants to retain the services of the Employee.

     C.   The Employer wants to obtain  insurance  protection on the life of the
          Employee.

     D.   The  Employer  and the  Employee  have  agreed to  purchase  insurance
          subject to this Agreement.

     E.   This  split-dollar  plan is  intended  to qualify as a life  insurance
          arrangement  under the general tax rules  established  under Rev. Rul.
          64-328, 1964-2 C.B. 11 and Rev. Rul. 66-110, 1966-1 C.B. 12.

         THEREFORE, Employer and Employee agree as follows:

1. Life Insurance.  The life insurance policy with which this Agreement deals is
Policy Number  15-875-580 (the "Policy") issued by the Northwestern  Mutual Life
Insurance  Company,  of  Milwaukee,  Wisconsin,  (the  "Insurer") on the life of
Employee.  Employee  shall be the sole  Owner of the  Policy  and shall have the
right to name the  beneficiary  of an amount of the death  proceeds equal to the
greater  of (a) the cash  value of the  Policy as of the date to which  premiums
have been paid, or (b) the aggregate  premiums paid by Employee pursuant to this
Agreement.  Any indebtedness on the Policy and any  indebtedness  secured by the
cash value of the Policy will first be deducted from the proceeds payable to the
Employee's beneficiary.

2.  Right  to Name  Beneficiary.  Employer  shall  have  the  right  to name the
beneficiary of any remaining proceeds (the "at risk" amount).  Any assignment of
the proceeds by the Employer  shall be limited to the death  proceeds  only. The
Employer  hereby  designates  itself  as the  beneficiary  of the said "at risk"
portion of the death proceeds of the Policy.

3. Premium Payment.  Each premium of the Policy shall be paid as it becomes due.
At the time each premium  payment is made, the Employer shall  contribute to the
payment of each premium. The Employer shall contribute each year an amount equal
to the  value  of the  economic  benefit  attributable  to  the  life  insurance
protection  provided to the  Employer  under this  split-dollar  agreement.  The
"value of the economic  benefit" will be computed in  accordance  with Rev. Rul.
64-328,  and Rev.  Rul.  66-110,  by  multiplying,  however,  the P.S.  58 rates
published by the United  States  government  rather than the  insurer's one year
term rates, times the "at risk" portion of the death proceeds of the Policy.

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Any premium for any waiver of premium benefit shall be paid by the Employee.

4. Policy  Dividends.  Policy dividends shall be applied to purchase  additional
paid-up life insurance.

5.  Purchase of Insurance  Upon  Termination.  Employee  shall not surrender the
Policy while this Agreement is in effect without first giving notice to Employer
of his intention to surrender. Employer shall have 60 days from the date of such
notice to purchase the Policy from Employee.

The purchase price of the Policy shall be the cash surrender value of the Policy
as of the date of transfer to  Employer,  less any policy and premium  loans and
any other indebtedness  secured by the Policy. This restriction shall not impair
the right of the Employee to terminate this Agreement pursuant to section 6. The
exercise by the Employee of the right to surrender the Policy will terminate the
rights of the Employer.

6.  Termination  of Agreement.  This Agreement may be terminated by either party
hereto,  with  or  without  the  consent  of the  other,  by  giving  notice  of
termination  in writing  to the other  party.  This  Agreement  shall  terminate
automatically  upon  termination of Employee's  employment with Employer for any
reason  whatsoever other than the Employee's  death. In the event of termination
of the Agreement,  Employer shall transfer its right to name the  beneficiary of
the "at risk" amount to the Employee.

7.  Insurance  Company  Not  Liable.  The  Insurer  shall be  bound  only by the
provisions of and  endorsements  of the Policy,  and any payments made or action
taken by it in accordance  therewith  shall fully  discharge it from all claims,
suits and demands of all persons  whatsoever.  It shall in no way be bound by or
be deemed to have notice of the provisions of this Agreement.

8. Binding  Effect.  This  Agreement  shall bind Employer and its successors and
assigns, Employee and his heirs, executors,  administrators and assigns, and any
Policy beneficiary.

9. ERISA Requirements.  The following  provisions are part of this Agreement and
are intended to meet the requirements of the Employee Retirement Security Act of
1974:

(a)  The named fiduciary: The Employer.

(b)  The funding  policy  under this Plan is that all  premiums on the Policy be
     remitted to the Insurer when due.

(c)  Direct  payment by the  Insurer is the basis of payment of  benefits  under
     this  Plan,  with those  benefits  in turn  being  based on the  payment of
     premiums as provided in the Plan.

(d)  For claims procedure purposes,  the "Claims Manager" shall be: The Chairman
     of the Board of Directors of the Employer.

     (1)  If for any  reason a claim for  benefits  under this Plan is denied by
          the  Employer,  the Claims  Manager  shall  deliver to the  claimant a
          written explanation setting forth the specific reasons for the denial,
          pertinent references to the Plan section on which the denial is based,
          such other data as may be pertinent and  information on the procedures


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          to be followed by the claimant in obtaining a review of his claim, all
          written in a manner  calculated to be understood by the claimant.  For
          this purpose:

          (A)  The claimant's  claim shall be deemed filed when presented orally
               or in writing to the Claims Manager.

          (B)  The Claims Manager's explanation shall be in writing delivered to
               the claimant within 90 days of the date the claim is filed.

     (2)  The claimant shall have 60 days following his receipt of the denial of
          the claim to file with the Claims Manager a written request for review
          of the denial. For such review, the claimant or his representative may
          submit pertinent documents and written issues and comments.

     (3)  The Claims  Manager  shall  decide the issue on review and furnish the
          claimant  with a copy  within  60 days of  receipt  of the  claimant's
          request for review of his claim.  The  decision on review  shall be in
          writing and shall include specific  reasons for the decision,  written
          in a manner  calculated to be  understood by the claimant,  as well as
          specific  references  to the  pertinent  Plan  provisions on which the
          decision is based.  If a copy of the  decision is not so  furnished to
          the claimant  within such 60 days, the claim shall be deemed denied on
          review.

         IN WITNESS  WHEREOF,  the  Parties  have  hereunto  set their hands and
seals, the Employer by its duly authorized officer, as of the day and year first
above written


                              [SIGNATURES OMITTED]






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