Exhibit 10.4.5.

                     FIRST SOUTH BANK SPLIT DOLLAR AGREEMENT


       THIS AGREEMENT is made and entered into this 19th day of November,  1999,
by and between FIRST SOUTH BANK, a state  chartered  commercial  bank located in
Spartanburg,  South Carolina (the "Company"),  and DOROTHY L. SLIDER, as Trustee
of the BARRY L. SLIDER  IRREVOCABLE  TRUST  AGREEMENT  dated June  23,1999  (the
"Trust").  This Agreement shall append the Split Dollar Endorsement entered into
on November 19, 1999, by and between the aforementioned parties.

                                  INTRODUCTION

       WHEREAS, BARRY L. SLIDER (the "Executive") has contributed  substantially
 to the success of the Company.  The Company, as a fringe benefit, is willing to
 divide the death proceeds of a life insurance  policy on the Executive's  life.
 The Company will pay life insurance premiums from its general assets.

                                    Article 1

                               General Definitions

 The following terms shall have the meanings specified:

     1.1 "Insured" means the Executive.

     1.2 "Insurer" means Jefferson Pilot Life Insurance Company.

     1.3  "Normal  Retirement  Age"  means  the  Executive's   sixty-fifth  (65)
birthday.

     1.4 "Policy" means insurance policy # JP 5081391 issued by the Insurer.

     1.5 "Termination of Employment"  means the Executive ceasing to be employed
by the  Company  for any  reason  whatsoever,  other  than by  reason  of (a) an
approved leave of absence,  (b) the Executive's  death,  (c) a change of control
(as  defined in the Salary  Continuation  Agreement  between the Company and the
Executive  effective  January  1,1999),  or (d) the  Executive's  disability (as
defined in said Salary Continuation Agreement).

     1.6 "Trustee " refers to the trustee or trustees of the Trust.

<PAGE>


                                    Article 2

                           Policy Ownership/Interests

     2.1  Company  Ownership.  The  Company  is the sole owner of the Policy and
shall have the right to exercise all incidents of  ownership.  The Company shall
be the direct  beneficiary  of an amount of death  proceeds equal to the greater
of: (a) the cash surrender  value of the Policy plus the amount from Schedule A.
or (b) the  aggregate  premiums  paid on the  Policy  by the  Company  less  any
outstanding indebtedness to the Insurer.

     2.2 Trust's  Interest.  The Trust shall be the beneficiary of any remaining
death  proceeds of the Policy after  payment of the amount due the Company under
Section 2.2. The Trust shall also have the right to elect and change  settlement
options that may be permitted.  Provided,  however, the Executive,  the Trust or
its transferee  beneficiary shall have no rights or interests in the Policy with
respect to that  portion of the death  proceeds  designated  in this Section 2.2
upon the Executive's  Termination of Employment prior to Normal  Retirement Age.

     2.3 Option to Purchase.  The Company shall not sell,  surrender or transfer
ownership of the Policy while this  Agreement is in effect  without first giving
the Trust or the  Trust's  transferee  the option to  purchase  the Policy for a
period of sixty (60) days from written  notice of such  intention.  The purchase
price shall be an amount equal to the cash surrender  value of the Policy.  This
provision shall not impair the right of the Company to terminate this Agreement.

     2.4  Comparable   Coverage.   Upon  Termination  of  Employment  after  the
Executive's Normal Retirement Age, the Company shall maintain the Policy in full
force and effect and in no event shall the Company amend, terminate or otherwise
abrogate  the Trust's  interest in the Policy,  unless the Company  replaces the
Policy with a comparable  insurance  policy to cover the benefit  provided under
this  Agreement.  The Policy or any  comparable  policy  shall be subject to the
claims of the Company's creditors.

                                    Article 3
                                    Premiums

     3.1 Premium Payment. The Company shall pay any premiums due on the Policy.

     3.2 Imputed Income.  The Company shall impute income to the Executive in an
amount equal to the current term rate for the  Executive's age multiplied by the
aggregate  death benefit payable to the  Executive's  beneficiary.  The "current
term rate" is the minimum  amount  required to be imputed under Revenue  Rulings
64-328 and 66-110, or any subsequent applicable authority.











<PAGE>


                                    Article 4
                                   Assignment

       The Trust may assign  without  consideration  all interests in the Policy
and in this  Agreement  to any  person,  entity or other  trust  other  than the
Executive.  In the event the Trust  shall  transfer  all of its  interest in the
Policy,  then all of the  Trust's  interest  in the Policy and in the  Agreement
shall be vested in its transferee, who shall be substituted as a party hereunder
and the Trust shall have no further interest in the Policy or in this Agreement.

                                    Article 5
                                    Insurer

       The Insurer shall be bound only by the terms of the Policy.  Any payments
 the Insurer makes or actions it takes in accordance with the Policy shall fully
 discharge it from all claims, suits and demands of all entities or persons. The
 Insurer shall not be bound by or be deemed to have notice of the  provisions of
 this Agreement.

                                    Article 6
                                    Executive

       The  Executive is not a party to this  Agreement or to the  corresponding
Endorsement.  Except as otherwise  provided herein,  the Executive shall have no
rights, title or interest hereunder.  Specifically,  the Executive shall have no
right to cancel, surrender or assign the Policy, change the beneficiary,  revoke
any  assignment  affecting  the Policy,  pledge the Policy for a loan, or obtain
from the Insurer a loan against the cash surrender value of the Policy.

                                    Article 7

                                Claims Procedure

        7.1 Claims  Procedure.  The Company shall notify the Trust,  the Trust's
 transferee or beneficiary, or any other party who claims a right to an interest
 under the Agreement (the "Claimant') in writing, within ninety (90) days of his
 or  her  written  application  for  benefits,  of his  or  her  eligibility  or
 ineligibility for benefits under this Agreement. If the Company determines that
 the Claimant is not eligible  for benefits or full  benefits,  the notice shall
 set forth (a) the specific reasons for such denial, (b) a specific reference to
 the  provisions  of  this  Agreement  on  which  the  denial  is  based,  (c) a
 description  of any  additional  information  or  material  necessary  for  the
 Claimant to perfect his or her claim,  and a  description  of why it is needed,
 and (d) an explanation of this  Agreement's  claims review  procedure and other
 appropriate  information as to the steps to be taken if the Claimant  wishes to
 have the claim  reviewed.  If the  Company  determines  that there are  special
 circumstances  requiring additional time to make a decision,  the Company shall
 notify  the  Claimant  of the  special  circumstances  and the  date by which a
 decision  is  expected  to be  made,  and  may  extend  the  time  for up to an
 additional ninety (90) days.







<PAGE>


        7.2 Review  Procedure,  If the Claimant is determined by the Company not
to be eligible  for  benefits,  or if the  Claimant  believes  that he or she is
entitled  to  greater  or  different  benefits,  the  Claimant  shall  have  the
opportunity  to have such claim reviewed by the Company by filing a petition for
review  with the  Company  within  sixty (60) days  after  receipt of the notice
issued by the Company.  Said petition shall state the specific reasons which the
Claimant  believes  entitle him or her to  benefits  or to greater or  different
benefits.  Within sixty (60) days after  receipt by the Company of the petition,
the Company shall afford the Claimant (and counsel,  if any) an  opportunity  to
present  his or her  position  to the  Company  orally  or in  writing,  and the
Claimant (or counsel)  shall have the right to review the  pertinent  documents.
The Company  shall  notify the  Claimant of its  decision in writing  within the
sixty (60) day period,  stating specifically the basis of its decision,  written
in a  manner  calculated  to be  understood  by the  Claimant  and the  specific
provisions of this Agreement on which the decision is based.  If, because of the
need for a hearing,  the sixty (60) day period is not  sufficient,  the decision
may be deferred  for up to another  sixty (60) day period at the election of the
Company, but notice of this deferral shall be given to the Claimant.

                                    Article 8

                           Amendments and Termination

       This Agreement may be amended or terminated  only by a written  agreement
 signed by the Company and the Trustee.  However,  unless otherwise agreed to by
 the Company and the Trust, this Agreement will automatically terminate upon the
 Executive's Termination of Employment prior to Normal Retirement Age.

                                    Article 9
                                 Miscellaneous

     9.1 Binding  Effect.  This Agreement  shall bind the Trust and the Company,
their beneficiaries,  survivors,  administrators and transferees, and any Policy
beneficiary.

     9.2 No Guarantee of Employment.  This Agreement is not an employment policy
or contract.  It does not give the  Executive the right to remain an employee of
the Company,  nor does it interfere  with the  Company's  right to discharge the
Executive.  This  Agreement  also does not  require the  Executive  to remain an
employee nor interfere with the Executive's right to terminate employment at any
time.  Nothing in this Agreement shall be construed as an employment  agreement,
either express or implied.

     9.3 Reorganization. The Company shall not merge or consolidate into or with
another  company,  or  reorganize,  or sell  substantially  all of its assets to
another  company,  firm or person unless such succeeding or continuing  company,
firm or person agrees to assume and discharge  the  obligations  of the Company.
Upon the occurrence of such event,  the term "Company" as used in this Agreement
shall be deemed to refer to the successor or survivor company.
<PAGE>

     9.4  Applicable  Law.  The  Agreement  and all  rights  hereunder  shall be
governed by and construed  according to the laws of the State of South Carolina,
except to the extent preempted by the laws of the United States of America.

     9.5 Notice. Any notice, consent or demand required or permitted to be given
under the  provisions  of this Split  Dollar  Agreement  by one party to another
shall be in writing, shall be signed by the party giving or making the same, and
may be given either by delivering the same to such other party personally, or by
mailing the same, by United States  certified  mail,  postage  prepaid,  to such
party, addressed to his or her last known address as shown on the records of the
Company.  The date of such  mailing  shall  be  deemed  the date of such  mailed
notice, consent or demand.

     9.6 Entire  Agreement.  This  Agreement  constitutes  the entire  agreement
between the Company and the Trust as to the subject matter hereof. No rights are
granted to the Trust by virtue of this Agreement  other than those  specifically
set forth herein.  9.7  Administration.  The Company shall have powers which are
necessary to administer this Agreement, including but not limited to:

     (a)  Interpreting the provisions of the Agreement;

     (b)  Establishing and revising the method of accounting for the Agreement;

     (c)  Maintaining a record of benefit payments; and

     (d)  Establishing rules and prescribing any forms necessary or desirable to
          administer the Agreement.

        9.8 Named  Fiduciary.  For  purposes of the Employee  Retirement  Income
Security Act of 1974, if  applicable,  the Company shall be the named  fiduciary
and plan administrator under the Agreement.  The named fiduciary may delegate to
others certain  aspects of the management and operation  responsibilities  under
this  Agreement  including  the  employment  of advisors and the  delegation  of
ministerial duties to qualified individuals.

<PAGE>

    IN WITNESS  WHEREOF,  the parties have executed  this  Agreement the day and
year first above written.


TRUST:                                               COMPANY:


BARRY L. SLIDER                                      FIRST SOUTH BANK
IRREVOCABLE TRUST AGREEMENT
DATED JUNE 23, 1999


By:  s/ Dorthy L. Slider                          By:  s/ V. Lewis Shuler
     ---------------------------------------           ----------------------
     DORTHY L. SLIDER, Trustee
                                                     Title:  EVP/CFO


<PAGE>


    SPLIT DOLLAR POLICY ENDORSEMENT FIRST SOUTH BANK SPLIT DOLLAR AGREEMENT


Policy No. JP 5081391                                   Insured: BARRY L. SLIDER


 Supplementing  and amending the  application  of August 12, 1999,  to Jefferson
 Pilot Life Insurance Company  ("Insurer"),  the applicant  requests and directs
 that:

                                  BENEFICIARIES

     (1)  FIRST  SOUTH  BANK,  a state  chartered  commercial  bank  located  in
Spartanburg,  South Carolina (the "Company"), shall be the direct beneficiary of
death  proceeds  equal to the  greater of: (a) the cash  surrender  value of the
Policy plus the amount from  Schedule A. or (b) the  aggregate  premiums paid on
the Policy by the Company less any outstanding indebtedness to the Insurer.

     (2) The  beneficiary  of any remaining  death  proceeds shall be DOROTHY L.
SLIDER, as TRUSTEE of the BARRY L. SLIDER IRREVOCABLE TRUST AGREEMENT dated June
23, 1999 (the "Trust") or the Trust's  transferee,  subject to the provisions of
paragraph (5) below.

                                    OWNERSHIP

         (3) The Owner of the policy shall be the Company.  The Owner shall have
 all ownership rights in the Policy except as may be specifically granted to the
 Trust or its transferee in paragraph (4) of this endorsement.

     (4) The Trust or its  transferee  shall have the right to assign all rights
and  interests in the Policy with respect to that portion of the death  proceeds
designated in paragraph (2) of this endorsement,  and to exercise all settlement
options with respect to such death proceeds.

     (5) Notwithstanding the provisions of paragraph (4) above, the Trust or its
transferee  shall have no rights or interests in the Policy with respect to that
portion of the death  proceeds  designated in paragraph (2) of this  endorsement
upon the Insured's  Termination  of Employment  prior to Normal  Retirement  Age
unless otherwise agreed to by the Company and the Executive.

            MODIFICATION OF ASSIGNMENT PROVISIONS OF THE POLICY

 Upon the death of the Insured,  the interest of any collateral  assignee of the
 Owner of the Policy  designated  in paragraph (3) above shall be limited to the
 portion of the proceeds described in paragraph (1) above.









<PAGE>


                                  MISCELLANEOUS

In the event of any  conflict  between  this  endorsement  and the Split  Dollar
Agreement  between the  parties of even date (the  "Agreement"),  the  Agreement
shall control.  All capitalized terms not defined in this endorsement shall have
the meaning assigned them in the Agreement.

                                OWNERS AUTHORITY

The  Insurer is hereby  authorized  to  recognize  the  Owner's  claim to rights
hereunder  without  investigating  the reason for any action taken by the Owner,
including its statement of the amount of premiums it has paid on the Policy. The
signature of the Owner shall be sufficient  for the exercise of any rights under
this  endorsement and the receipt of the Owner for any sums received by it shall
be a full discharge and release therefore to the Insurer.

Any transferee's rights shall be subject to this endorsement.  The Owner accepts
and agrees to this split dollar endorsement.

Signed at  Spartanburg,  South Carolina, this 19th day of November, 1999.

COMPANY:

FIRST SOUTH BANK

By: s/ V. Lewis Shuler
    ---------------------
   Its: EVP/CFO


The Trust  accepts  and agrees to the  foregoing  as direct  beneficiary  of the
portion of the proceeds described in paragraph (2) above.

Signed at Spartanburg, South Carolina, this 19th day of November, 1999.

TRUST:

BARRY L. SLIDER
IRREVOCABLE TRUST AGREEMENT
DATED JUNE 23, 1999

By: s/ Dorthy L. Slider
    -----------------------------------
    DOROTHY L. SLIDER, Trustee

<PAGE>









                                First South Bank
                                 Barry L. Slider
                     Split Dollar Agreement and Endorsement
                                   Schedule A



                   Policy Year                         Additional
                   In Which                            Death Benefit
                   Death                               to the
                   Occurs                              Company
                   ------                              -------
                   1                                   68,839
                   2                                   76,360
                   3                                   84,635
                   4                                   93,747
                   5                                   103,786
                   6                                   114,856
                   7                                   127,074
                   8                                   140,573
                   9                                   155,507
                   10                                  172,053
                   11                                  190,417
                   12                                  210,847
                   13                                  233,639
                   14                                  259,163
                   15                                  287,893
                   16                                  320,479
                   17                                  357,894
                   18                                  401,867
                   19                                  457,000
                   Thereafter                          457,000


                                                       Bank
                                                       Compensation
                                                       Strategies Group