EXHIBIT 10.5
                             FIRST AMENDMENT TO THE
                    EMPLOYMENT AGREEMENT WITH SHANNON REINARD
                               DATED JULY 15, 2004
                               -------------------

This First Amendment (Amendment) to the Employment Agreement (Employment
Agreement) between Service 1st Bank located in Stockton, California (Bank) and
Shannon Reinard (Executive) is adopted, effective as of August 21, 2008, as set
forth below.

The Bank and the Executive executed the Employment Agreement on July 15, 2004
(Agreement).

The undersigned parties hereby amend, in part, said Employment Agreement for the
purpose of complying with section 409A of the Code. Therefore, the following
change shall be made

1.       Paragraphs 17 through and including 28 are hereby amended and
         renumbered as paragraphs 18 through 29 with corresponding adjustments
         made to any references to paragraphs 17 through and including 28 in the
         Agreement and a new paragraph 17 is added to read as follows:

         17.      Delay Of Payment For Specified Employees. Notwithstanding any
                  provision of this Agreement to the contrary, if Executive is a
                  "specified employee," no distribution of severance pay under
                  this Agreement may be made, or may commence, before the date
                  which is 6 months after the date of Executive's "separation
                  from service" within the meaning of Code section
                  409A(a)(2)(A)(i). For purposes of this section, "specified
                  employee" shall mean an employee who at the time of Separation
                  from Service is a key employee of the Bank, if any stock of
                  the Bank is publicly traded on an established securities
                  market or otherwise. For purposes of this Agreement, an
                  employee is a key employee if the employee meets the
                  requirements of Code Section 416(i)(1)(A)(i), (ii), or (iii)
                  (applied in accordance with the regulations thereunder and
                  disregarding section 416(i)(5)) at any time during the twelve
                  (12) month period ending on December 31.

2.       The language of this Amendment shall supersede the provisions of the
         Plan to the extent the Plan is inconsistent with the provisions of this
         amendment. Except as amended above, the remaining provisions of the
         Plan shall remain in full force and effect.

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IN WITNESS WHEREOF, the Bank and the Executive have caused this Amendment to be
executed on this 22nd day of August 2008.

                                       BANK
                                       ----

                                       SERVICE 1ST BANK

                                       By: /s/ Bryan Hyzdu
                                           -------------------------------------

                                       Title:  Director
                                               ---------------------------------


                                       EXECUTIVE
                                       ---------

                                       /s/ Shannon Reinard
                                       -----------------------------------------
                                       Shannon Reinard


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