ADVANCES, SECURITY AND DEPOSIT AGREEMENT

                                FEBRUARY 5, 1999
                                ----------------


         This Advances, Security and Deposit Agreement ("Agreement") is made as
of the above date and is between the Federal Home Loan Bank of Seattle,
including its successors ("Seattle Bank"), and CENTENNIAL BANK, EUGENE, OREGON,
including its successors ("Customer"). Except as to Customers which have not
signed prior Agreements, it renews, amends and restates prior contracts between
the parties or their predecessors entitled "Advances Agreement, Pledge Agreement
and Security Agreement" and "Deposit Account Resolution."

                                    RECITALS
                                    --------

A.       The Seattle Bank is authorized by the Federal home Loan Bank Act, as
         amended, and related regulations and directives ("Act"), and by the
         Seattle Bank's own policies, to make loans to the Customer
         ("Advances"). The Seattle Bank is also authorized to provide demand and
         time deposit accounts to the Customer ("Accounts") and to perform
         additional services, all of which may create obligations from the
         Customer to the Seattle Bank ("Other Obligations"). Other Obligations
         may include, without limitation, debts by reason of interest rate swap
         agreements, letters of credit, overdrafts, settlements, and wire
         transfers.

B.       This Agreement, and related policies which are, from time to time, sent
         by the Seattle Bank to its customers, specifies the terms and
         conditions under which the Seattle Bank may make Advances available to
         the Customer; open and use Accounts; and collateralize such Advances
         and Other Obligations.

                                   AGREEMENTS
                                   ----------

1.       Prior to or at the time of the execution and delivery of this
         Agreement, the Customer has provided the Seattle Bank with a certified
         copy of a resolution adopted by the Customer's Board of Directors or
         other governing body ("Resolution") approving this Agreement and
         authorizing designated officers or employees of the Customer to obtain
         Advances, open and use Accounts, and incur Other Obligations. The
         Seattle Bank may rely upon, and the Customer is estopped from denying,
         the authority of the persons designated in the Resolution.

2.       The Customer may request advances from the Seattle Bank by applying to
         the Seattle Bank in such form as it shall require.

3.       Each Advance shall be evidenced by a promissory note ("Note") or by
         another confirming document as required by the Seattle Bank. The
         applicable terms and conditions of this Agreement are incorporated
         therein as well as in other agreements, if any, that relate to Other
         Obligations.

4.       On the first day of each month or at such other times that payments of
         principal and/or interest are due, the Customer agrees to pay, or to
         authorize a charge to the Customer's Account for the principal and/or
         interest that is due on each outstanding Advance, Note or Other
         Obligation. Interest shall be charged at the rate set forth in the Note
         or other instrument evidencing the Indebtedness. Delinquent principal
         and/or interest may bear interest, at the option of the Seattle Bank,
         equal to the Seattle Bank's then-current Flexible Balance advance rate.

5.       As collateral ("Security") for the payment of all Advances, Notes or
         Other Obligations (collectively, "Indebtedness") of the Customer to the
         Seattle Bank, the Customer hereby assigns, pledges and grants security
         interests to the Seattle Bank ("Security Interest") in the following:
         (a) its stock in the Seattle Bank (which

<PAGE>

         cannot be pledged to another entity); (b) its funds on deposit with the
         Seattle Bank; (c) its notes or other instruments representing
         obligations of third parties, including the proceeds thereof, and any
         related mortgages or deeds of trust ("Mortgages") securing any of them
         and/or any securities representing an interest in such Mortgages; (d)
         securities issued, insured or guaranteed by the United States
         government or by any agency thereof; (e) other real estate-related
         collateral; and (f) its instruments, accounts, general intangibles,
         inventory, equipment and other property in which a security interest
         can be granted by the Customer to the Seattle Bank. Upon the withdrawal
         from membership in the Seattle Bank, and as the final part of the plan
         of liquidation of the Customer's Indebtedness to the Seattle Bank, the
         stock of such Customer may be redeemed and credited upon the
         Indebtedness of the Customer, in whole or in part, for an amount equal
         to the par value of the stock which would otherwise be paid to the
         Customer by the Seattle Bank.

6.       The Customer agrees that it holds the Security for the benefit of,
         and subject to the direction and control of, the Seattle Bank;
         including, without limitation, the following: (a) Security and Security
         Interests shall include and extend to after-acquired Security; (b) the
         Customer may use, commingle or dispose of all or part of the Security
         or proceeds thereof if, at all times, it owns and maintains Security of
         the types and kinds specified by the Act and as required to meet the
         requirements thereof, free and clear of pledges, liens or other
         encumbrances of third parties, in such amount of the outstanding
         Indebtedness as may be specified by the Seattle Bank from time to time;
         (c) at its expense and as soon as possible upon demand by the Seattle
         Bank, the Customer will assemble, segregate and/or deliver such
         portions of the Security as are directed by the Seattle Bank at or to a
         location designated by it; will allow the Seattle Bank to participate
         in such assembly, segregation or delivery and to verify or audit such
         Security, including, without limitation, access to the Customer's
         premises and records for such purposes; and will protect and promptly
         disclose to the Seattle Bank any material change in value of the
         Security so assembled, segregated or delivered; (d) the Customer
         promptly will make, execute and deliver to the Seattle Bank such
         assignments, listings, powers or other documents as the Seattle Bank
         may reasonably request concerning the Security; (e) at its expense, the
         Customer promptly will provide to the Seattle Bank such reports, audits
         and confirmations regarding the Security as the Seattle Bank may
         reasonably request; and (f) the Customer shall pay to the Seattle Bank
         any reasonable fees associated with the processing, control, and
         maintenance of such Security.

7.       Upon the occurrence of any one or more of the following events
         ("Default"), the Seattle Bank may, without notice, declare and thereby
         cause all Indebtedness of the Customer to be due and payable
         immediately: (a) failure of the Customer to make any payment due on any
         Indebtedness, or breach of or failure to perform any other duty as
         provided herein or in any other agreement to which the Customer and the
         Seattle Bank are parties; (b) any taking over of the customer or any of
         its assets by a supervising agency, or an application for or the
         appointment of a conservator, receiver, trustee or liquidator for it or
         any of its assets; (c) an adjudication of the Customer's bankruptcy or
         insolvency; (d) an assignment by the Customer for the benefit of
         creditors, a general transfer of its assets for any purpose or any
         other form of liquidation, merger, sale of assets or dissolution of or
         by the Customer; (e) existence of facts indicating a representation,
         statement or warranty made or furnished to the Seattle Bank by or on
         behalf of the Customer in connection with all or part of any
         Indebtedness or other transaction was or is false in any material
         respect; (f) damage, loss, sale or encumbrance of any of the Security
         except as permitted by this Agreement; (g) any levy, seizure,
         garnishment (as the debtor), execution, attachment or other process
         issued against the Customer; (h) any event which results in
         acceleration of the maturity of any debt of the Customer to others; (i)
         good faith determination by the Seattle Bank that the Customer's
         ability to repay any Indebtedness has become impaired or that a
         material adverse change has occurred in the financial condition of the
         Customer from that disclosed to the Seattle Bank at the time of
         creation of any Indebtedness or subsequently; (j) termination of the
         Customer's membership in the Seattle Bank; or (k) good faith
         determination by the Seattle Bank that there is a reasonable
         possibility that the Indebtedness would not be paid in full from the
         proceeds of a liquidation of the Security if the Seattle Bank did not
         declare a Default.

8.       At any time after Default, the Customer may not substitute Security
         without permission of the Seattle Bank, and the Seattle Bank shall have
         all of the rights and remedies of a secured party under the Act, the
         Uniform Commercial Code of the State of Washington and/or as otherwise
         provided by law, by this Agreement or by any other agreement between
         the parties ("Default Rights") including, without limitation, the
         Seattle Bank's

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<PAGE>

         right to take immediate possession of any or all Security wherever
         located and to dispose of the Security in accordance with applicable
         law. If any notice of disposition of Security is required by law, such
         notification shall be deemed reasonable and properly given if mailed,
         postage prepaid, at least five calendar days before such disposition to
         the last address of the Customer then appearing on the records of the
         Seattle Bank. The proceeds of any disposition of Security shall be
         applied in the following order to payment of: (a) all reasonable
         expenses incurred by or on behalf of the Seattle Bank for the
         collection, care, safekeeping, sale, foreclosure, delivery or other
         disposition of Security including, without limitation, insurance,
         commissions, guarantees, security valuation fees, expenses, costs and
         reasonable attorneys' fees incurred in connection therewith; (b)
         interest on all Indebtedness, whether due or accrued; (c) the principal
         amount of all Indebtedness; (d) any secondarily secured debt of the
         Customer to any third party who proves its subordinate security
         interest in the Security to the reasonable satisfaction of the Seattle
         Bank; and (e) any remainder to the Customer. If there is a deficiency,
         the Customer shall be liable to the Seattle Bank therefor. No delay by
         the Seattle Bank in the exercise of its Default Rights shall operate as
         a waiver, and a waiver of any specific Default Right shall not
         constitute a waiver of any other Default Right not specifically waived.
         The Customer hereby irrevocably appoints the Seattle Bank and/or its
         designee as its true and lawful attorney in fact to deal in any manner
         with the Security in the event of a Default.

9.       The Customer may open Accounts with the Seattle Bank subject to the
         Regulations of the Seattle Bank. Any Customer's funds deposited in
         Accounts shall be subject to withdrawal or charge at any time and from
         time to time upon wire transfers or any other orders for the payment of
         money when made and drawn on behalf of the customer by a person or
         persons authorized by the Customer. The Seattle Bank is authorized to
         pay any such wire transfers or other orders, provided they are in the
         form prescribed by it, and to charge the Customer's Accounts therefor,
         without inquiry as to the circumstances of issue or the disposition of
         the proceeds, even if drawn to the individual order of any authorized
         person or payable to others for his account.

10.      The Seattle Bank, if it acts in good faith and with ordinary care (and
         without liability if it does so act), can charge the Accounts with
         orders received by the Seattle Bank from any person acting for or
         purporting to act for the Customer by telephone, or otherwise orally,
         for the transfer of funds to others, including the person giving such
         instructions or payable to others for his account, or between Accounts
         of the Customer. All authorized Seattle Bank charges and fees will be
         charged monthly to such Accounts.

11.      The Customer shall maintain a net positive collected balance in all of
         its Accounts. The Seattle Bank shall have the option of closing or
         restricting the use of Accounts in which positive balances are not
         maintained. For each day the aggregate collected balance of an Account
         is negative, the Customer shall pay such charges as are consistent with
         the Seattle Bank's published schedules.

12.      The Customer agrees to provide to the Seattle Bank, within five days
         after a request, its business plans and other financial data. In
         connection with, and as an extension of, any other informational rights
         of the Seattle Bank relating to examination of the Customer by a
         supervising agency and reports relating thereto, the Customer agrees
         that all Security shall always be subject to audit and verification, at
         the Customer's expense, by or on behalf of the Seattle Bank and that
         the Seattle Bank shall have access to the Customer's premises and
         records for that purpose.

13.      If the services of an attorney, either with or without suit, are
         engaged by the Seattle Bank in connection with any Default or any
         dispute relating to this Agreement, the Customer agrees to pay the
         Seattle Bank's reasonable attorneys' fees, expenses and costs incurred
         in connection therewith.

14.      This Agreement shall be construed and enforced according to the laws of
         the State of Washington and the Act. If any provision hereof is
         inconsistent with the Act, this Agreement shall be deemed amended to
         the end that such provision is not in conflict with the Act. In the
         event any such provision cannot be so amended and is found to be
         contrary to law, the balance of this Agreement shall remain in full
         force and effect if so elected by the Seattle Bank.


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<PAGE>

15.      This Agreement shall continue until terminated by written notice from
         one party to the other; provided that this Agreement shall remain
         applicable to all then outstanding Indebtedness and duties of the
         Customer and to the documents relating thereto.


         Centennial Bank, Eugene, Oregon
-------------------------------------------------
         (Name of Customer)


By       Ted Winnowski              President/CEO
  -----------------------------------------------
         (Name)                     (Title)

         /s/ Ted Winnowski
  -----------------------------------------------
         (Signature)

Its      President/CEO                Date:    February 01, 1999
   ---------------------------------       ---------------------------
         (Title)

and

By       Michael Nysingh            Sr. V. P./Cashier
  ---------------------------------------------------
         (Name)                     (Title)

         /s/ Michael Nysingh
  ---------------------------------------------------
         (Signature)

Its      SVP/Cashier                  Date:    February 01, 1999
   ---------------------------------       ---------------------------
         (Title)


FEDERAL HOME LOAN BANK OF SEATTLE

By       Kelli L. Bono                      Senior Vice President
  ----------------------------------------------------------------
         (Name)                     (Title)

         /s/ Kelli L. Bono
  ----------------------------------------------------------------
         (Signature)

Its      Chief Financial Officer      Date:          June 14, 1999
   ---------------------------------       -----------------------
         (Title)

Form 1991-3
(Rev. 10/98)


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