Exhibit 10.5

                          NEWBERRY FEDERAL SAVINGS BANK
                      EMPLOYEE SEVERANCE COMPENSATION PLAN

                                  PLAN PURPOSE

     The  purpose of this  Newberry  Federal  Savings  Bank  Employee  Severance
Compensation  Plan is to assure the  services  of  employees  of the Bank in the
event of a Change in Control.  The benefits  contemplated  by the Plan recognize
the value to the Bank of the services and  contributions of the employees of the
Bank and the effect upon the Bank resulting from the  uncertainties of continued
employment,  reduced employee benefits,  management changes and relocations that
may arise in the event of a Change in Control.  The Board believes that the Plan
will  also  aid the  Bank in  attracting  and  retaining  the  highly  qualified
individuals  who are  essential to its success and that the Plan's  assurance of
fair treatment of the Bank's  employees will reduce the  distractions  and other
adverse effects on employees' performance in the event of a Change in Control.

                                    ARTICLE I
                              ESTABLISHMENT OF PLAN

     1.1  Establishment of Plan
          ---------------------

     As of the  Effective  Date of the Plan as defined  herein,  the Bank hereby
establishes an employee severance compensation plan to be known as the "Newberry
Federal Savings Bank Employee Severance  Compensation Plan." The purposes of the
Plan are as set forth above.

     1.2  Application of Plan
          -------------------

     The benefits  provided by this Plan shall be available to all  employees of
the Bank, who, at or after the Effective Date, meet the eligibility requirements
of Article III,  except for those officers of the Bank who have entered into, or
who enter into in the future,  and continue to be subject to, an  employment  or
change in control agreement with the Employer.

     1.3  Contractual Right to Benefits
          -----------------------------

     This plan establishes and vests in each Participant a contractual  right to
the benefits to which each  Participant is entitled  hereunder in the event of a
Change in Control,  enforceable  by the  Participant  against the Employer,  the
Bank,  or both.  The Plan does not  provide,  and  should  not be  construed  as
providing,  benefits of any kind to any employee except in the event of a Change
in Control and, in the event of a Change in Control,  only upon the  involuntary
or voluntary termination of an employee in the manner contemplated herein.


<PAGE>

                                   ARTICLE II
                          DEFINITIONS AND CONSTRUCTION

     2.1  Definitions
          -----------

     Whenever used in the Plan, the following  terms shall have the meanings set
forth below.

     "Annual  Compensation"  of a  Participant  means and includes all wages and
salary paid (including  accrued amounts) by an Employer as consideration for the
Participant's  service during the 12-month  period ending on the last day of the
month preceding the date of a Participant's  termination pursuant to Section 4.2
of this Plan.

     "Bank" means Newberry Federal Savings Bank or any successor as provided for
in Article VII hereof.

     "Board" means the Board of Directors of the Bank.

     "Change in Control" of the Holding  Company or the Bank shall mean an event
of a nature that:  (i) results in a Change in Control of the Bank or the Holding
Company  within the meaning of the Home Owners' Loan Act of 1933, as amended and
the Rules  and  Regulations  promulgated  by the  Office  of Thrift  Supervision
("OTS") (or its predecessor  agency),  as in effect on the date hereof;  or (ii)
without  limitation such a Change in Control shall be deemed to have occurred at
such time as (A) any "person"  (as the term is used in Sections  13(d) and 14(d)
of the Exchange  Act) is or becomes the  "beneficial  owner" (as defined in Rule
13d-3 under the Exchange Act),  directly or indirectly,  of voting securities of
the Bank or the Holding  Company  representing  25% or more of the Bank's or the
Holding  Company's  outstanding  voting  securities  or  right to  acquire  such
securities except for any voting securities of the Bank purchased by the Holding
Company and any voting securities  purchased by any employee benefit plan of the
Holding Company or its Subsidiaries, or (B) individuals who constitute the Board
on the date hereof (the "Incumbent Board") cease for any reason to constitute at
least  a  majority  thereof,  provided  that  any  person  becoming  a  director
subsequent to the date hereof whose  election was approved by a vote of at least
three-quarters  of the  directors  comprising  the  Incumbent  Board,  or  whose
nomination for election by the Holding Company's  stockholders was approved by a
Nominating  Committee  solely  composed  of members  which are  Incumbent  Board
members, shall be, for purposes of this clause (B), considered as though he were
a  member  of the  Incumbent  Board,  or (C) a plan of  reorganization,  merger,
consolidation,  sale of all or  substantially  all the assets of the Bank or the
Holding  Company  or similar  transaction  is  consummated  in which the Bank or
Holding Company is not the resulting entity.

     "Disability" means the permanent and total inability by reason of mental or
physical  infirmity,  or both,  of an employee  to perform the work  customarily
assigned  to him.  Additionally,  a medical  doctor  selected or approved by the
Board must advise the Board that it is either not  possible to  determine  if or
when such  Disability  will  terminate  or that it  appears  probable  that such
Disability will be permanent during the remainder of said employee's lifetime.

<PAGE>

     "Effective  Date"  means the date the Plan is  approved by the Board of the
Bank,  or such  other  date  as the  Board  shall  designate  in its  resolution
approving the Plan.

     "Employer"  means (i) the Bank or (ii) a subsidiary of the Bank or a parent
company of the Bank which has adopted the plan pursuant to Article VI hereof.

     "Expiration  Date"  means a date ten (10)  years  from the  Effective  Date
unless  earlier  terminated  pursuant  to Section  8.2 of this Plan or  extended
pursuant to Section 8.1 of this Plan.

     "Holding Company" means DutchFork Bancshares, Inc., a Delaware corporation,
the holding company of the Bank.

     "Payment"  means the  payment of  severance  compensation  as  provided  in
Article IV hereof.

     "Participant"  means an employee of an Employer  who meets the  eligibility
requirements of Article III.

     "Plan"  means  this  Newberry  Federal  Savings  Bank  Employee   Severance
Compensation Plan.

     "Termination for Cause" means termination because of Participant's personal
dishonesty,  incompetence,  willful  misconduct,  any breach of  fiduciary  duty
involving personal profit, intentional failure to perform stated duties, willful
violation of any law, rule or regulation (other than traffic violations or other
similar offenses) or any final cease-and-desist order.

     2.2  Applicable Law
          --------------

     The laws of the State of South  Carolina  shall be  controlling  law in all
matters relating to the Plan to the extent not preempted by federal law.

     2.3  Severability
          ------------

     If a  provision  of  this  Plan  shall  be held  illegal  or  invalid,  the
illegality  or invalidity  shall not affect the remaining  parts of the Plan and
the Plan shall be construed and enforced as if the illegal or invalid  provision
had not been included.

<PAGE>

                                   ARTICLE III
                                   ELIGIBILITY

     3.1  Participation
          -------------

     The term "Participant"  shall include all employees of an Employer who have
completed  at least one (1) year of service with the Employer at the time of any
termination  pursuant to Section 4.2 herein.  For purposes of this Plan, a "year
of service"  shall mean a twelve (12)  consecutive  month period during which an
employee  was  credited  with at least 500 actual hours of service and "years of
service"   shall  be  determined   without  regard  to  any  break  in  service.
Notwithstanding the foregoing, an employee who has entered into and continues to
be covered by an individual  employment  contract with an Employer  shall not be
entitled to participate in this Plan.

     3.2  Duration of Participation
          -------------------------

     A  Participant  shall  cease  to be a  Participant  in the  Plan  when  the
Participant ceases to be an employee of an Employer,  unless such Participant is
entitled to a Payment as provided in the Plan. A Participant entitled to receipt
of a Payment  shall remain a  Participant  in this Plan until the full amount of
such Payment has been paid to the Participant.

                                   ARTICLE IV
                                    PAYMENTS

     4.1  Right to Payment
          ----------------

     A  Participant  shall be  entitled  to receive  from his or her  Employer a
Payment in the amount  provided in Section 4.3 if a Change in Control occurs and
if, within one (1) year thereafter,  the Participant's employment by an Employer
shall terminate for any reason specified in Section 4.2. A Participant shall not
be entitled  to a Payment if  termination  occurs by reason of death,  voluntary
retirement,  voluntary  termination  other  than for the  reasons  specified  in
Section 4.2, Disability or Termination for Cause.

     4.2  Reasons for Termination
          -----------------------

     Following a Change in Control, a Participant shall be entitled to a Payment
in  accordance  with  Section 4.3 if  employment  by an Employer is  terminated,
voluntarily or involuntarily, for any one or more of the following reasons:

     (a)  The  Employer  reduces  the  Participant's  base  salary  or  rate  of
compensation as in effect immediately prior to the Change in Control,  or as the
same may have been increased thereafter.

<PAGE>

     (b) The  Employer  materially  changes  Participant's  function,  duties or
responsibilities  which  would  cause the  Participant's  position  to be one of
lesser  responsibility,  importance or scope with the Employer than  immediately
prior to the Change in Control.

     (c) The  Employer  requires the  Participant  to change the location of the
Participant's  job or  office,  so that  such  Participant  will be  based  at a
location more than thirty-five (35) miles from the location of the Participant's
job or office  immediately prior to the Change in Control provided that such new
location is not closer to Participant's home.

     (d) The Employer materially reduces the benefits and perquisites  available
to the  Participant  immediately  prior  to the  Change  in  Control;  provided,
however,  that a  material  reduction  in  benefits  and  perquisites  generally
provided to all  employees of the Bank on a  non-discriminatory  basis shall not
trigger a Payment pursuant to this Plan.

     (e) A successor to the Employer  fails or refuses to assume the  Employer's
obligations under this Plan, as required by Article VII.

     (f) The  Employer,  or any  successor to the  Employer,  breaches any other
provisions of this Plan.

     (g) The Employer  terminates  the employment of a Participant at or after a
Change in Control other than Termination for Cause.

     4.3  Amount of Payment
          -----------------

     (a) Each  Participant  entitled to a Payment  under this Plan shall receive
from the Bank, a lump sum cash payment equal to one-twelfth (1/12) of his Annual
Compensation  for each year of  service  up to a maximum  of 100% of his  Annual
Compensation.

     (b)  Notwithstanding the provisions of paragraph (a) above, if a Payment to
a Participant  who is a  "Disqualified  Individual"  shall be in an amount which
includes  an  "Excess   Parachute   Payment,"  the  Payment  hereunder  to  that
Participant  shall be reduced to the  maximum  amount  which does not include an
Excess  Parachute  Payment.  The terms  "Disqualified  Individual"  and  "Excess
Parachute  Payment"  shall have the same  meanings as defined in Section 280G of
the  Internal  Revenue  Code of 1986,  as amended,  or any  successor  provision
thereto. The Participant shall not be required to mitigate damages on the amount
of the Payment by seeking other employment or otherwise, nor shall the amount of
such  Payment be  reduced by any  compensation  earned by the  Participant  as a
result of employment after termination of employment hereunder.

     4.4  Time of Payment
          ---------------

     The  Payment  to  which a  Participant  is  entitled  shall  be paid to the
Participant  by the Employer or the  successor to the  Employer,  in cash and in
full,  not later than thirty (30)  business  days after the  termination  of the
Participant's  employment.  If any Participant  should die after  termination of
employment but before all amounts have been paid, such unpaid amounts shall be

<PAGE>

paid  to the  Participant's  named  beneficiary,  if  living,  otherwise  to the
personal  representative  on behalf of or for the  benefit of the  Participant's
estate.

     4.5  Suspension of Payment
          ---------------------

     Notwithstanding  the  foregoing,  no payments or portions  thereof shall be
made under  this Plan,  if such  payment  or  portion  would  result in the Bank
failing to meet its minimum  regulatory  capital  requirements as required by 12
C.F.R.  ss.567.2.  Any payments or portions  thereof not paid shall be suspended
until  such  time as their  payment  would not  result in a failure  to meet the
Bank's minimum regulatory capital requirements.  Any portion of benefit payments
which have not been suspended will be paid on an equitable basis, pro rata based
upon amounts due each Participant, among all eligible Participants.

                                    ARTICLE V
                     OTHER RIGHTS AND BENEFITS NOT AFFECTED

     5.1  Other Benefits
          --------------

     Neither the provisions of this Plan nor the Payment  provided for hereunder
shall  reduce  any  amounts  otherwise  payable,  or in  any  way  diminish  the
Participant's  rights as an employee of an  Employer,  whether  existing  now or
hereafter, under any benefit, incentive,  retirement, stock option, stock bonus,
stock ownership or any employment agreement or other plan or arrangement.

     5.2  Employment Status
          -----------------

     This Plan does not  constitute  a contract of  employment  or impose on the
Participant's Employer any obligation to retain the Participant, to maintain the
status of the  Participant's  employment,  or to change the Employer's  policies
regarding termination of employment.

                                   ARTICLE VI
                             PARTICIPATING EMPLOYERS

     6.1 Upon approval by the Board of the Bank, this Plan may be adopted by any
subsidiary  of the Bank or by the  Holding  Company.  Upon  such  adoption,  the
subsidiary  or the Holding  Company  shall become an Employer  hereunder and the
provisions  of the Plan  shall  be fully  applicable  to the  employees  of that
subsidiary or the Holding Company.  The term "subsidiary"  means any corporation
in which the Bank, directly or indirectly,  holds a majority of the voting power
of its outstanding shares of capital stock.

<PAGE>

                                   ARTICLE VII
                              SUCCESSOR TO THE BANK

     7.1 The Bank shall  require any  successor or assignee,  whether  direct or
indirect,  by  purchase,   merger,   consolidation  or  otherwise,   to  all  or
substantially   all  the  business  or  assets  of  the  Bank,   expressly   and
unconditionally to assume and agree to perform the Bank's obligations under this
plan,  in the same manner and to the same extent that the Bank would be required
to perform if no such succession or assignment had taken place.

                                  ARTICLE VIII
                       DURATION, AMENDMENT AND TERMINATION

     8.1  Duration
          --------

     If a Change in Control has not  occurred,  this Plan shall expire as of the
Expiration Date,  unless sooner terminated as provided in Section 8.2, or unless
extended for an additional period or periods by resolution  adopted by the Board
of the Bank.

     Notwithstanding  the  foregoing,  if a Change in Control  occurs  this Plan
shall continue in full force and effect, and shall not terminate or expire until
such date as all  Participants  who become entitled to Payments  hereunder shall
have received such Payments in full.

     8.2  Amendment and Termination
          -------------------------

     The Plan may be terminated or amended in any respect by resolution  adopted
by a  majority  of the  Board  of the  Bank,  unless  a Change  in  Control  has
previously occurred.  If a Change in Control occurs, the Plan no longer shall be
subject to amendment, change, substitution,  deletion, revocation or termination
in any respect whatsoever.

     8.3  Form of Amendment
          -----------------

     The form of any  proper  amendment  or  termination  of the Plan shall be a
written  instrument signed by a duly authorized officer or officers of the Bank,
certifying  that the amendment or termination  has been approved by the Board. A
proper termination of the Plan  automatically  shall effect a termination of all
Participants' rights and benefits hereunder.

     8.4  No Attachment
          -------------

     (a) Except as required by law, no right to receive payments under this Plan
shall be subject to anticipation,  commutation,  alienation,  sale,  assignment,
encumbrance,  charge,  pledge,  or hypothecation,  or to execution,  attachment,
levy,  or similar  process or  assignment  by operation of law, and any attempt,
voluntary or involuntary,  to affect such action shall be null,  void, and of no
effect.

<PAGE>

     (b) This Plan shall be binding  upon,  and inure to the  benefit  of,  each
employee, the Employer and their respective successors and assigns.

                                   ARTICLE IX
                             LEGAL FEES AND EXPENSES

     9.1 All  reasonable  legal fees and other  expenses  paid or  incurred by a
party hereto pursuant to any dispute or question of  interpretation  relating to
this  Plan  shall be paid or  reimbursed  by the  prevailing  party in any legal
judgment, arbitration or settlement.

                                    ARTICLE X
                               REQUIRED PROVISIONS

     10.1 The Employer may terminate an Employee's  employment at any time,  but
any termination by the Employer,  other than  Termination  for Cause,  shall not
prejudice the  Employee's  right to  compensation  or other  benefits under this
Plan.  Employee  shall  not have  the  right to  receive  compensation  or other
benefits  for any  period  after  Termination  for Cause as  otherwise  provided
hereunder.

     10.2 If the  Employee  is  suspended  and/or  temporarily  prohibited  from
participating  in the  conduct of the Bank's  affairs by a notice  served  under
Section  8(e)(3) or 8(g)(1) of the  Federal  Deposit  Insurance  Act,  12 U.S.C.
ss.1818(e)(3)  or (g)(1),  the Bank's  obligations  under this contract shall be
suspended as of the date of service,  unless stayed by appropriate  proceedings.
If the charges in the notice are  dismissed,  the Bank may in its discretion (i)
pay the Employee all or part of the  compensation  withheld while their contract
obligations  were  suspended and (ii) reinstate (in whole or in part) any of the
obligations which were suspended.

     10.3  If  the  Employee  is  removed  and/or  permanently  prohibited  from
participating  in the  conduct of the Bank's  affairs by an order  issued  under
Section  8(e)(4) or 8(g)(1) of the  Federal  Deposit  Insurance  Act,  12 U.S.C.
ss.1818(e)(4)  or (g)(1),  all obligations of the Bank under this contract shall
terminate  as of the  effective  date of the  order,  but  vested  rights of the
contracting parties shall not be affected.

     10.4 If the Bank is in default as defined in Section 3(x)(1) of the Federal
Deposit  Insurance  Act, 12 U.S.C.  ss.1813(x)(1),  all  obligations of the Bank
under  this  contract  shall  terminate  as of the  date of  default,  but  this
paragraph shall not affect any vested rights of the contracting parties.

     10.5 All  obligations  under the Plan  shall be  terminated,  except to the
extent  determined that  continuation of the Plan is necessary for the continued
operation of the Bank:

     (a) by the  Director  or her  designee,  at the  time the  Federal  Deposit
Insurance  Corporation  or the  Resolution  Trust  Corporation  enters  into  an
agreement to provide  assistance to or on behalf of the Bank under the authority
contained in Section 13(c) of the Federal Deposit Insurance Act; or

<PAGE>

     (b) by the  Director  or her  designee,  at the  time the  Director  or her
designee approves a supervisory  merger to resolve problems related to operation
of the Bank or when the Bank is determined by the Director to be in an unsafe or
unsound condition.

Any  rights of the  parties  that have  already  vested,  however,  shall not be
affected by such action.

     10.6  Any  payments  made  to a  Participant  pursuant  to  this  Plan,  or
otherwise,  are  subject  to and  conditioned  upon  their  compliance  with  12
U.S.C.ss.1828(k) and any regulations promulgated thereunder.

                                   ARTICLE XI
                           ADMINISTRATION OF THE PLAN

     11.1 The Plan shall be  administered  by the Board (or, by a  committee  of
non-employee directors designated by the Board). Subject to the other provisions
of the Plan,  the Board shall have authority to adopt,  amend,  alter and repeal
such administrative  rules,  guidelines and practices governing the operation of
the Plan as it shall from time to time  consider  advisable,  to  interpret  the
provisions of the Plan and to decide all disputes arising in connection with the
Plan.  The Board may correct any defect or supply any omission or reconcile  any
inconsistency  in the  Plan,  in the  manner  and to the  extent  it shall  deem
appropriate to carry the Plan into effect, in its sole and absolute  discretion.
The Board's decisions and interpretations shall be final and binding. Any action
of the Board  with  respect  to the  administration  of the Plan  shall be taken
pursuant to a majority vote or by the unanimous written consent of its members.

     Having been adopted by its Board on June 27, 2000, this Plan is executed by
duly authorized officer of the Bank this 5th day of July.


Attest

/s/ Steve P. Sligh                             /s/ J. Thomas Johnson
---------------------------                   ----------------------------------
                                              J. Thomas Johnson
                                              For the Entire Board of Directors