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                                                                    Exhibit 10.1

                              EMPLOYMENT AGREEMENT

     This Agreement is made as of the 30th day of September, 2003, by and
between PENDLETON COUNTY BANK, a West Virginia corporation (the "Bank"), WILLIAM
A. LOVING ("Employee"), and joined in by Allegheny Bancshares, Inc.
("Allegheny"), parent of "Bank"..

                                    RECITALS

     The Bank desires to employ Employee, and Employee desires to provide
services to the Bank, upon the terms and conditions hereinafter set forth.

                                   WITNESSETH:

     NOW, THEREFORE, in consideration of the mutual covenants and promises
contained herein, the parties hereto, each intending to be legally bound hereby,
agree as follows:

1)   Employment

     a)   The Bank hereby employs Employee and Employee hereby accepts such
          employment. During the term of Employee's employment under this
          Agreement (the "Employment Term"), Employee shall serve as the Chief
          Executive Officer of the Bank, and shall perform such duties as are
          reasonably requested from time to time by the Board of Directors of
          the Bank.

     b)   Employee represents to the Bank that he is not subject, or a party, to
          any employment agreement, non-competition covenant, non-disclosure
          agreement or any other agreement, covenant, understanding or
          restriction of any nature which would prohibit Employee from executing
          this Agreement and performing fully his duties and responsibilities
          hereunder, or which would in any manner, directly or indirectly, limit
          or affect the duties and responsibilities which may now or in the
          future be assigned to Employee by the Bank.

2)   Performance. Employee shall devote his entire business efforts to the
     performance of his duties hereunder; provided, however, that Employee may
     engage in any of the following activities so long as they do not interfere
     with the performance of his duties hereunder: (i) serve on such civic,
     charitable or trade association boards or committees; and (ii) manage his
     personal investments.

3)   Term. The Employment Term shall begin on the date hereof and shall continue
     until September 30, 2006 ("Anniversary Date") and shall automatically renew
     for additional three (3) year periods, unless terminated prior thereto in
     accordance with Sections 5 or 6 of this agreement or either party gives
     notice, at least 90 days prior to the Anniversary Date, of their intent not
     to renew this agreement.


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4)   Compensation for Employment

     a)   The basic annual rate of compensation of Employee for his employment
          services during the Employment term shall be One Hundred Twenty-Five
          Thousand and no/100 Dollars ($125,000.00) (such amount, as adjusted in
          accordance with this Section 4(a), is referred to herein as the
          "Salary"), which the Bank shall pay to Employee in equal installments
          in accordance with the normal payroll policies of the Bank. The Salary
          may be adjusted upward on an annual basis as the Board of Directors
          may approve, in its sole discretion, but the Salary shall not be
          decreased.

     b)   During the Employment Term, the Bank shall reimburse Employee for
          reasonable expenses incurred in connection with the performance of his
          services hereunder and the Bank shall provide Employee with fringe
          benefits that are substantially equivalent, but not limited to the
          fringe benefits specified in "Exhibit A" hereto (the "Fringe
          Benefits").

5)   Termination Without Compensation

     a)   Total Disability. If employee becomes totally disabled (as defined
          below), the Bank may terminate the Employment Term by notice to the
          Employee, and as of the termination date, defined as the date Employee
          is eligible for Long Term Disability coverages under bank's plan, the
          Bank shall have no further liability or obligation to Employee
          hereunder except as follow: Employee shall receive: (i) any unpaid
          Salary, Fringe Benefits and bonuses that have accrued through the date
          of termination; and (ii) whatever benefits that he may be entitled to
          receive under any then existing disability benefit plans of the Bank,
          including any such plans included in the Fringe Benefits. For the
          purposes hereof, Employee shall be deemed to be "totally disabled" if
          Employee is considered totally disabled under any group disability
          plan maintained by the Bank and in effect at that time, or in the
          absence of any such plan, under applicable Social Security
          regulations. In the event of any dispute under this Section 5(a),
          Employee shall submit to a physical examination by a licensed
          physician mutually satisfactory to the Bank and Employee, the cost of
          such examination to be paid by the Bank, and the determination of such
          physician shall be conclusive.

     b)   Death. If Employee dies, this Employment Agreement shall terminate on
          the date of death, and thereafter the Bank shall not have any further
          liability or obligation to Employee, his executors, administrators,
          heirs, assigns or any other person claiming under or through him,
          except that Employee's estate shall receive any unpaid Salary, Fringe
          Benefits and bonuses that have accrued through the date of
          termination.

     c)   Cause. The Bank may terminate the Employment Term for "cause" by
          giving Employee notice of the termination date (which may be
          immediate), and as of the termination date, the Bank shall not have
          any further liability or obligation to Employee, except that Employee
          shall receive any unpaid Salary and fringe Benefits that have accrued
          through the date of termination. For purposes of this


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          Agreement, "cause" shall mean: (i) the failure of Employee to observe
          or perform (other than by reason of illness, injury or incapacity) any
          of the material terms or provisions of this Agreement; (ii) the
          failure of Employee to comply fully with the lawful directives of the
          Board of Directors of the Bank (the "Board"); (iii) willful
          misconduct; (iv) material neglect of the business of the Bank; (v)
          conviction of a felony or other crime involving moral turpitude; (vi)
          misappropriation of funds; or (vii) habitual insobriety or drug
          addiction. In the case of a termination for "cause," the notice of
          termination shall specify the basis for the Bank's determination of
          "cause". Any act or failure to act based upon authority given pursuant
          to a resolution duly adopted by the Board or based upon the advice of
          counsel for the Bank shall be conclusively presumed to be done, or
          omitted to be done, by the Executive in good faith and in the best
          interests of the Bank. It is also expressly understood that the
          Executive's attention to matters not directly related to the business
          of the Bank shall not provide a basis for termination for Cause.
          Notwithstanding the foregoing, the Executive shall not be deemed to
          have been terminated for Cause unless and until there shall have been
          delivered to him a copy of a resolution duly adopted by the
          affirmative vote of a majority of the Board at a meeting of the Board
          called and held for such purposes (after reasonable notice to the
          Executive and an opportunity for him, together with his counsel, to be
          heard before the Board), finding that in the good faith opinion of the
          board the Executive was guilty of the conduct set forth above and
          specifying the particulars thereof in detail.

     d)   Resignation. Employee shall have the right to terminate the Employment
          Term at any time by giving the Bank 90 days notice of the termination
          date. Under such circumstances, the Bank shall not have any further
          liability or obligation to Employee, except that Employee shall
          receive any unpaid Salary and Fringe Benefits that have accrued
          through the date of termination.

6)   Termination With Compensation. The Bank shall have the right to terminate
     the Employment term without cause at any time by giving Employee 60 days
     notice of the termination date. Under such circumstances, the Bank shall
     continue to pay to Employee based upon the Salary at time of notice of
     termination earned in the prior year and provide to Employee the Fringe
     Benefits which it is permitted by law to provide through the earlier of:
     (i) the end of the Employment Term; or (ii) twelve (12) months after such
     date of termination. Such period is referred to herein as the "Pay-Out
     Period" and the Salary and the Fringe Benefits to be provided under this
     Section 6 are referred to herein as the "Termination Compensation". As of
     the termination date, the Bank shall not have any further liability or
     obligation to Employee other than to continue providing the Termination
     Compensation for the period specified in this Section 6. Employee shall not
     be entitled to any Termination Compensation unless Employee executes and
     delivers to the Bank after a notice of termination a release in a form
     satisfactory to the Bank in its reasonable discretion by which Employee
     releases the Bank from any obligations and liabilities of any type
     whatsoever, except for the Bank's obligations with respect to the
     Termination Compensation. The parties hereto acknowledge that the
     Termination Compensation to be provided under this Section 6 is to be
     provided in consideration for the above-specified release.


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7)   Agreement Not to Compete.

     a)   During the period (the "Restricted Period") beginning on the
          expiration of the term of this Agreement or the termination of
          Employee's employment hereunder and in doing on the second anniversary
          of the date of such termination of employment hereunder, employee
          shall not, directly or indirectly, own, manage, operate, join,
          control, finance or participate in the ownership, management,
          operation, control or financing of, or be connected as a partner,
          principal, member, manager, agent, representative, consultant or
          otherwise with or use or permit his name to be used in connection
          with, any business or enterprise engaged directly or indirectly in
          competition with the business ("Business") conducted by the Bank at
          any time during such period within the Counties of Pendleton, Grant,
          Hardy, and Pocahontas, West Virginia, and any other County the Bank
          may have an office of operation, regardless of state ("Restricted
          Area"). It is recognized by Employee and the Bank that the Business is
          and is expected to continue to be conducted throughout the Restricted
          Area and that more narrow geographical limitations of any nature on
          this non-competition covenant (and the non-solicitation covenant set
          forth in Section 7(b) are therefore not appropriate. The foregoing
          restriction shall not be construed to prohibit the ownership by
          Employee as a passive investment of not more than one percent of any
          class of securities of any corporation which is engaged in any of the
          foregoing businesses having a class of securities registered pursuant
          to the Securities Exchange Act of 1934.

     b)   During the Restricted Period, Employee shall not, either directly or
          indirectly, (i) call on or solicit any person who or which has been a
          customer of the Bank with respect to the activities prohibited by
          Section 7 (a); or (ii) solicit the employment of any person who is
          employed by the Bank during such period on a full or part-time basis.

     c)   Employee acknowledges that the restrictions contained in this Section
          7 are reasonable and necessary to protect the legitimate interests of
          the Bank, and that any violation will result in irreparable injury to
          the Bank.

     d)   The Bank shall be entitled to preliminary and permanent injunctive
          relief, without the necessity of proving actual damages, as well as an
          equitable accounting of all earnings, profits and other benefits
          arising from any violation of this Section 7 should ever be
          adjudicated to exceed the time, geographic, product or service, or
          other limitations permitted by applicable law in any jurisdiction,
          then such provisions shall be deemed reformed in such jurisdiction to
          the maximum time, geographic, product or service, or other limitations
          permitted by applicable law.

8)   Confidential Information.

     a)   Employee has had and will have possession of or access to confidential
          information relating to the business of the Bank, including writings,
          processes, reports, manuals, financial information, business plans,
          customer lists, the identity of or other facts relating to prospective
          customers, arrangements with customers, computer programs, or other
          material embodying trade secrets,


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          customer or product information or technical or business information
          of the bank. All such information, other than any information that is
          in the public domain through no act or omission of Employee or which
          he is authorized to disclose, is referred to collectively as the "Bank
          Information". During and after the Employment Term, Employee shall
          not: (i) use or exploit in any manner the Bank information for himself
          or any person, partnership, association, corporation or other entity
          other than the Bank; (ii) remove any Bank information, or any
          reproduction thereof, from the possession or control of the bank; or
          (iii) treat Bank information otherwise than in a confidential manner.

     b)   All Bank information developed, created or maintained by Employee,
          alone or with others while employed by the Bank, and all Bank
          information maintained by Employee thereafter, shall remain at all
          times the exclusive property of the Bank. Employee shall return to the
          Bank all Bank information, and reproductions thereof, whether prepared
          by him or others, that are in his possession immediately upon request
          and in any event upon the completion of his employment by the Bank.

9)   Remedies. Employee expressly acknowledges that the remedy of law for any
     breach of Sections 7 and 8 will be inadequate and that upon any such breach
     or threatened breach, the Bank shall be entitled as a matter of right to
     injunctive relief in any court of competent jurisdiction, in equity or
     otherwise, and to enforce the specific performance of Employee's
     obligations under these provisions without the necessity of proving actual
     damage to the Bank or the inadequacy of a legal remedy. The rights
     conferred upon the Bank by the preceding sentence shall not be exclusive
     of, but shall be in addition to, any other rights or remedies which the
     Bank may have at law, in equity or otherwise.

10)  General.

     a)   Governing Law. The terms of this Agreement shall be governed by the
          laws of the State of West Virginia (exclusive of its provisions
          regarding conflicts of laws).

     b)   Bank. For purposes of Sections 7, 8, 9 and 10, the term "Bank" shall
          be deemed to include any incorporated or unincorporated entities that
          are controlled by, or under common control with, directly or
          indirectly, the Bank through ownership, agreement or otherwise.

     c)   Binding Effect. All of the terms and provisions of this Agreement
          shall be binding upon and inure to the benefit and be enforceable by
          the respective heirs, representatives, successors (including any
          successor as a result of a merger or similar reorganization) and
          assigns of the parties hereto, except that the duties and
          responsibilities of Employee hereunder are of a personal nature and
          shall not be assignable in whole or in part by Employee.

     d)   Notices. All notices that are required or permitted hereunder shall be
          in writing and shall be sufficient if personally delivered or sent by
          mail, facsimile message or federal express or other national,
          recognized overnight delivery service. Any notices shall be deemed
          given upon the earlier of the date when received, or the


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          third day after the date when sent by registered or certified mail or
          the day after the date when sent by Federal express or other national,
          recognized overnight delivery service to, the address or fax number is
          changed by notice to the other party hereto, given in accordance with
          the foregoing notice procedures:

               If to the Bank:

               Pendleton County Bank
               PO Box 487
               Franklin, WV 26807
               Attn: Chairman of the Board

               With a copy to:

               Charles Dunbar
               Jackson Kelly Associates, LLC
               P.O. Box 553
               Charleston, WV 25322
               Fax: (304) 340-1080

               If to Employee:

               William A. Loving
               P.O. Box 238
               Franklin, WV 26807

               With a copy to:
               _____________________________
               _____________________________
               _____________________________
               Fax: ________________________
               Attn: _______________________

     e)   Entire Agreement; Modification. This Agreement and the Executive
          Severance Agreement of even date herewith, constitutes the entire
          agreement of the parties hereto with respect to the subject matter
          hereof and may not be modified or amended in any way except in writing
          by the parties hereto. In the event that terms in this Agreement
          conflict with the Executive Severance Agreement, the term(s) shall be
          interrupted most favorable to Employee.

     f)   Duration. Notwithstanding the termination of the Employment Term and
          of Employee's employment by the Bank, this Agreement shall continue to
          bind the parties for so long as any obligations remain under the terms
          of this Agreement.

     g)   Waiver. No waiver of any breach of this Agreement shall be construed
          to be a waiver as to succeeding breaches.


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     h)   Severability. If any provision of this Agreement or application
          thereof to anyone under any circumstances is adjucated to be invalid
          or unenforceable in any jurisdiction, such invalidity or
          unenforceability shall not affect any other provisions or applications
          of this Agreement which can be given effect without the invalid or
          unenforceable provision or application and shall not invalidate or
          render unenforceable such provision in any other jurisdiction.

     i)   Joinder. Allegheny Bancshares, Inc. joins into this agreement as
          evidence and consent and agrees to employ employee as it's Executive
          Vice President and CEO without additional pay and on the terms and
          conditions herein.

          IN WITNESS WHEREOF, the parties hereto, intending to be legally bound,
have hereunto duly executed this Agreement as of the day and year first written
above.

                                        Pendleton County Bank,
                                        a West Virginia Corporation


                                        By
                                           -------------------------------------
                                           President


                                        By
                                           -------------------------------------
                                           Chairman of the Board


                                        Allegheny Bancshares, Inc.


                                        By:
                                            ------------------------------------
                                            President


                                        By:
                                            ------------------------------------
                                            Chairman of the Board


                                        By:
                                            ------------------------------------
                                            Executive  William A. Loving, Jr.,
                                            CLBB


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                                   "EXHIBIT A"

                                 FRINGE BENEFITS

A)   Term Life, Disability, and Health insurance, including family coverage in
     amounts in accordance with Bank's policies.

B)   Paid holidays in accordance with the Bank's policies.

C)   Paid vacation in accordance with Bank's policies..

D)   Participation, when eligible, in Bank's 401K or other retirement plans.

E)   Participation in any Bonus Plan, if any, adopted by the Bank in accordance
     with its terms and conditions.

F)   Bank will provide automobile for employee's use. Employee will be taxed,
     according to IRS rules and regulations, according to economic benefit
     provided.


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                                  MODIFICATION

                              EMPLOYMENT AGREEMENT

                          EXECUTIVE SEVERANCE AGREEMENT

          William A. Loving (Employee), and Pendleton Community Bank (Bank) and
Allegheny Bancshares, Inc. hereby agree to modify that certain Employment
Agreement between the parties dated September 30, 2003 ("Employment Agreement")
and that certain Executive Severance Agreement between the parties also dated
September 30, 2003 ("Executive Severance Agreement") as hereinafter set forth.

          1. Section 6 of the Employment Agreement is amended by adding the
following paragraph at the end:

               Notwithstanding the above, if at the time of the Employee's
          termination from employment the Employee is a "specified employee" as
          defined under Section 409A of the Internal Code and regulations
          thereunder, any cash "Termination Compensation" due Employee during
          the first six months following the date of his termination shall be
          accumulated and paid in a lump sum on the first day of the seventh
          month following the termination of his employment. Except for these
          cash payments, all other Termination Compensation shall be made in
          accordance with the provisions of this Agreement.

          2. Paragraph 5(C)(b) of the Executive Severance Agreement 5(C) is
amended by adding the following at its end:

          Notwithstanding the payment date set forth in the preamble to
          Paragraph 5(C), if Executive at the time of his termination is a
          "specified employee" as defined under Section 409A of the Internal
          Revenue Code and regulations thereunder, the cash severance benefit
          shall be deferred and paid as of the first day of the seventh month
          following Executive's termination.


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          3. Except as hereinabove amended the Employment Agreement and the
Executive Severance Agreement shall remain in full force and effect.

          In Witness Whereof, Employee, Bank and Allegheny Bancshares, Inc. has
caused this Modification to be executed as of the 28th day of December, 2006.

                                        PENDLETON COMMUNITY BANK


                                        By:
                                            ------------------------------------
                                        Its:
                                             -----------------------------------


                                        ALLEGHENY BANCSHARES, INC.


                                        By:
                                            ------------------------------------
                                        Its:
                                             -----------------------------------


                                        ----------------------------------------
                                        WILLIAM A. LOVING, JR.


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