FIRST
      AMENDED AND RESTATED

    WORLD
      ACCEPTANCE CORPORATION 

    2005
      EXECUTIVE DEFERRAL PLAN

    (November,
      2007)

    


    PURPOSE

    


    The
      purpose of this 2005 Executive Deferral Plan is to provide deferred compensation
      to a select group of management or highly compensated Employees. This Plan
      is
      intended to comply with the requirements of Code Section 409A and the
      regulations and other guidance issued thereunder, as in effect from time to
      time. To the extent a provision of the Plan is contrary to or fails to address
      the requirements of Code Section 409A and related treasury regulations, the
      Plan
      shall be construed and administered as necessary to comply with such
      requirements to the extent allowed under applicable treasury regulations until
      the Plan is appropriately amended to comply with such requirements.

    


    The
      Company also maintains for the benefit of certain Employees the World Acceptance
      Corporation Executive Deferral Plan dated December 19, 2000 (“Prior Plan”). In
      response to the enactment of Code Section 409A, the Prior Plan was frozen as
      of
      December 31, 2004 so that the benefits payable under the Prior Plan are limited
      to those benefits, including earnings accrued after December 31, 2004, that
      are
      not subject to Code Section 409A because they were earned and vested as of
      December 31, 2004 (i.e., they are “grandfathered” within the meaning of Treasury
      Regulations Section 409A-6(a)(3)(ii) and (iv).

    


    Accordingly,
      one of the purposes of this Plan is to continue to provide benefits to
      Participants that would have been payable under the Prior Plan had the Prior
      Plan not been frozen, subject to such changes as are required because the
“non-grandfathered” benefits payable under this Plan are subject to Code Section
      409A. The benefits provided under this Plan include all amounts deferred on
      and
      after January 1, 2005.

    


    This
      Plan
      shall be unfunded for tax purposes and for purposes of Title I of ERISA. This
      Plan is a top hat plan within the meaning of Section 201(2), 201(a)(3), and
      401(a)(1) of ERISA. As such, this Plan is subject to limited ERISA reporting
      and
      disclosure requirements, and is exempt from all other ERISA requirements.
      Distributions required or contemplated by this Plan or actions required to
      be
      taken under this Plan shall not be construed as creating a trust or any kind
      of
      a fiduciary relationship between the Company and any Participant, any
      Participant’s designated Beneficiary, or any other person.

    


    ARTICLE
      I

    TITLE
      AND EFFECTIVE DATE

    


    1.1
       This
      Plan
      shall be known as the World Acceptance Corporation 2005 Executive Deferral
      Plan
      ("Plan").


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    1.2 The
      effective date of this Plan is January 1, 2005.

    


    ARTICLE
      II

    DEFINITIONS

    


    2.1
       "Account"
      means the record of deferrals and other amounts maintained with respect to
      each
      Participant pursuant to Article V.

    


    2.2
       "Beneficiary"
      means the person or persons designated by a Participant, or by another person
      entitled to receive benefits hereunder, to receive benefits following the death
      of such person.

    


    2.3
       "Board
      of
      Directors" or "Board" means the Board of Directors of World Acceptance
      Corporation.

    


    2.4
       “Code”
      means the Internal Revenue Code of 1986, as amended from time to time, and
      the
      regulations promulgated thereunder.

    


    2.5 "Company"
      means World Acceptance Corporation, a corporation with headquarters in
      Greenville, South Carolina.

    


    2.6
       "Deferral
      Election" means a Participant's election, pursuant to Article IV, to defer
      amounts payable to such Participant for a particular Plan Year. Each
      Participant's Deferral Election for a Plan Year must be made on a form provided
      by the Company.

    


    2.7
       "Distribution
      Election" means a Participant's election as to the form of cash payment (either
      single-sum or annual installments over a period of up to five years) of amounts
      credited to his Account to be made in the event of his Termination of Employment
      due to death, Disability, or Retirement. The form of payment elected need not
      be
      the same for any of these three possible reasons for Termination of Employment.
      Each Participant's Distribution Election must be made on the form provided
      by
      the Company at the time a Participant makes an election to participate in the
      Plan pursuant to Article III.

    


    2.8
       "Disability"
      means any medically determinable physical or mental impairment that can be
      expected to result in death or can be expected to last for a continuous period
      of not less than 12 months which results in (i) the Participant being unable
      to
      engage in any substantial gainful activity or (ii) the Participant receiving
      income replacement benefits for a period of not less than 3 months under an
      accident and health plan covering employees of the Company. In addition, the
      Participant will be deemed disabled if determined to be totally disabled by
      the
      Social Security Administration, or if determined to be disabled in accordance
      with a disability insurance program provided the definition of disability
      applied under such disability insurance program complies with the requirements
      of the preceding sentence.

     

    2.9
       "Election
      Date" means September 30 of the Plan Year during which executive incentive
      compensation is earned pursuant to the Executive Incentive
      Plan.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    2.10
       "Employee"
      means any individual who is in the regular, full-time employment of the Company
      as determined by the personnel rules and practices of the Company.

    


    2.11
       "Final
      Award" means an incentive compensation amount to be paid under the Executive
      Incentive Plan.

    


    2.12
       "Executive
      Incentive Plan" means the World Acceptance Corporation Executive Incentive
      Plan.

    


    2.13 "Participant"
      means any Employee for whom an Account is maintained under the
      Plan.

    


    2.14 "Plan"
      means the World Acceptance Corporation 2005 Executive Deferral
      Plan.

    


    2.15 "Plan
      Year" means the Company's fiscal year (April 1-March 31).

    


    2.16
       "Retirement"
      means any "separation from service" (as that term is defined in Treasury
      Regulation Section 1.409A-1(h)) from the Company and from all entities that
      are
      considered a single employer with the Company under Code Sections 414(b) and
      414(c) within the meaning of Treasury Regulation Sections 1.409A-1(g) and
      1.409A-1(h)(3), occurring on or after a Participant reaches age 55.

    


    2.17
       "Termination
      of Employment" means the date of a Participant's "separation from service"
      (as
      that term is defined in Treasury Regulation Section 1.409A-1(h)) from the
      Company and from all entities that are considered a single employer with the
      Company under Code Sections 414(b) and 414(c) within the meaning of Treasury
      Regulation Sections 1.409A-1(g) and 1.409A-1(h)(3), by reason of death,
      Disability, Retirement, resignation, discharge or otherwise.

    


    ARTICLE
      III

    ELIGIBIILITY

    


    3.1
       Eligible
      Employees.
      Only
      those Employees who are participants in the Executive Incentive Plan shall
      be
      eligible to become Participants in the Plan.

    


    3.2
       Election
      to Participate.
      An
      eligible Employee will become a Participant at the time he makes his initial
      Deferral Election.

    


    ARTICLE
      IV

    PARTICIPANT
      DEFERRALS

    


    4.1
       Deferrals.
      Each
      Participant may elect to defer, in accordance with the terms of this Plan,
      all
      or a portion of the amount payable to the Participant as a Final Award under
      the
      Executive Incentive Plan. This Deferral Election must be made by the Participant
      not later than the applicable Election Date. Deferred amounts will be credited
      to the Participant's Account as of the date that the Final Award under the
      Executive Incentive Plan becomes payable.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    ARTICLE
      V

    ACCOUNTS

    


    5.1
       Maintenance
      of Participant Accounts.
      An
      Account shall be established and maintained with respect to each Participant.
      Each Account shall reflect the amounts credited thereto pursuant to Article
      IV,
      plus or minus adjustments made in accordance with the provisions of this Article
      V.

    


    5.2
       Investment
      Direction.
      Each
      Participant will have the right to direct the investment of the Account holding
      the Participant's deferrals. The Company will establish an account with a
      brokerage company for this purpose. Each Participant's Account will be adjusted
      to reflect earnings, losses, commissions and fees attributable to such
      Account.

    


    ARTICLE
      VI

    BENEFITS

    


    6.1
       Death,
      Disability, or Retirement.
      Upon
      the Participant's Termination of Employment due to death, Disability, or
      Retirement, the amount in the Participant's Account will be paid to the
      Participant (or to the Beneficiary designated pursuant to Section 7.1) according
      to the Participant's Distribution Election, either in cash in a single-sum
      payment or, if the Participant has so elected, in annual cash installments
      over
      a period of up to five years. Payment pursuant to this section shall begin
      within 90 days after the Termination of Employment; provided, however, that,
      if
      the Participant is then a "specified employee" within the meaning of Treasury
      Regulation Section 1.409A-1(i), payment hereunder shall commence on the date
      that is six months after the date of the Participant's Termination of
      Employment.

    


    For
      installment payments, subsequent installments will be paid on the anniversary
      of
      the payment of the first installment. The amount of each installment payment
      will be determined by dividing the amount credited to the Participant's Account
      by the number of years remaining in the payment period. The last installment
      payment will be for the balance credited to the Participant's
      Account.

    


    6.2
       Other
      Termination of Employment.
      Upon
      the Participant's Termination of Employment for any reason other than those
      listed in Section 6.1 above, the amount in the Participant's Account will be
      paid to the Participant in cash in a single-sum payment. Such payment shall
      be
      made within 90 days after the Termination of Employment; provided, however,
      that
      if the Participant is then a "specified employee" within the meaning of Treasury
      Regulation Section 1.409A-1(i), payment hereunder shall commence on the date
      that is six months after the date of the Participant’s Termination of
      Employment.

    


    6.3
       Payments
      After Death.
      If a
      Participant (or a Beneficiary previously designated by a deceased Participant)
      dies before receiving the amount payable hereunder, then the remaining amount
      payable will be paid to the specified Beneficiary of such deceased person;
      provided, however, that if such deceased person has failed to specify a
      Beneficiary, then the person's estate will be considered to be the
      Beneficiary.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    6.4
       Payment
      For Unforeseeable Emergency.
      A
      Participant or Beneficiary may submit a written request to the Board for a
      distribution due to an "unforeseeable emergency" on such form and in such manner
      as the Board prescribes. For purposes of this Section 6.4, “unforeseeable
      emergency” means an unforeseeable emergency, consistent with Code Section 409A
      and the regulations thereunder, that would result in severe financial hardship
      to the Participant resulting from (i) a sudden and unexpected illness or
      accident of the Participant, the Participant’s spouse, or a dependent (as
      defined in Code Section 152(a)) of the Participant, (ii) a loss of the
      Participant’s property due to casualty, or (iii) such other similar,
      extraordinary and unforeseeable circumstances arising as a result of events
      beyond the control of the Participant, all as determined in the sole and
      absolute discretion of the Board based on the relevant facts and circumstances
      of the case but only to the extent the emergency may not be relieved through
      reimbursement or compensation from insurance or otherwise, by liquidation of
      the
      Participant’s assets to the extent the liquidation of the assets would not cause
      severe financial hardship, or by the cessation of deferrals under the Plan.
      Any
      distribution on account of unforeseeable emergency will be limited to the amount
      needed to meet the emergency. The
      Board
      will have sole discretion to determine whether an unforeseeable emergency exists
      and the amount of any distribution.

    


    ARTICLE
      VII

    BENEFICIARY

    


    7.1
       Designation
      of Beneficiary.
      A
      Participant shall designate a Beneficiary to receive benefits under the Plan
      by
      submitting to the Company a Designation of Beneficiary in the form attached
      hereto. A Participant shall have the right to change the Beneficiary by
      submitting a new Designation of Beneficiary to the Company.

    


    7.2
       Discharge
      of Obligations.
      Any
      payment made by the Company in good faith and in accordance with this Plan
      shall
      fully discharge the Company from all further obligations with respect to that
      payment. If the Company has any doubt as to the proper Beneficiary to receive
      payments hereunder, the Company shall have the right to withhold such payments
      until the matter is finally adjudicated.

    


    7.3
       Payment
      to Minors, Etc.
      In
      making any payment to or for the benefit of any minor or an incompetent
      Participant or Beneficiary, the Board of Directors, in its sole and absolute
      discretion, may make a distribution to a legal or natural guardian or other
      relative of a minor or court-appointed committee of such incompetent. It may
      also make a payment to any adult with whom the minor or incompetent temporarily
      or permanently resides. The receipt by a guardian, committee, relative or other
      person shall be a complete discharge of the Company. Neither the Board nor
      the
      Company shall have any responsibility to see to the proper application of any
      payments so made.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    ARTICLE
      VIII

    NATURE
      OF COMPANY'S OBLIGATION

    


    8.1
       Unsecured
      Promise.
      The
      Company's obligation to the Participants under this Plan shall be an unfunded
      and unsecured promise to pay. The rights of a Participant or Beneficiary under
      this Plan shall be solely those of an unsecured general creditor of the
      Company.

    


    8.2
       No
      Right to Specific Assets.
      Any
      assets that the Company may set aside in the Participant Accounts under this
      Plan are and remain general assets of the Company subject to the claims of
      its
      creditors. The Company does not give, and the Plan does not give, any beneficial
      ownership interest in any assets of the Company to a Participant or Beneficiary.
      All rights of ownership in any assets are and remain in the Company. Any general
      asset used or acquired by the Company in connection with the liabilities it
      has
      assumed under this Plan shall not be deemed to be held under any trust for
      the
      benefit of the Participant or any Beneficiary, and no general asset shall be
      considered security for the performance of the obligations of the Company.
      Any
      such asset shall remain a general, unpledged, and unrestricted asset of the
      Company.

    


    8.3
       Plan
      Provisions.
      The
      Company's liability for payment of benefits shall be determined only under
      the
      provisions of this Plan, as they may be amended from time to time.

    


    ARTICLE
      IX

    AMENDMENT
      AND TERMINATION

    


    9.1
       Amendment.
      This
      Plan may be amended or modified in any way, in whole or in part, at any time,
      in
      the discretion of the Board of Directors. However, no amendment or modification
      of the Plan will affect a Participant's right to receive the benefit such
      Participant has accrued prior to the effective date of such amendment or
      modification. Notwithstanding the foregoing, any amendment or modification
      to
      the Plan may be made, retroactively if necessary, which the Board deems
      necessary or proper to bring the Plan into conformity with any law or
      governmental regulation relating to this Plan.

    


    9.2 Termination.
      This
      Plan may be terminated for any reason at any time, in the discretion of the
      Board of Directors, provided that no termination of the Plan will affect a
      Participant’s right to receive the benefit such Participant has accrued prior to
      the effective date of such termination. In the case of termination of the Plan,
      the amounts in Participant’s Account will be paid within a reasonable time after
      such termination if and to the extent permitted under Code Section 409A and
      the
      regulations thereunder. 

     

    Notwithstanding
      anything to the contrary herein, the Company shall have the right to terminate
      this Plan and to accelerate the payment of benefits under the Plan in accordance
      with Code Section 409A and related treasury regulations and other guidance
      issued under Section 409A in accordance with one of the
      following:


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    (1) the
      termination of the Plan within twelve (12) months of a corporate dissolution
      taxed under Code Section 331 or with the approval of a bankruptcy court pursuant
      to 11 U.S.C. 503(b)(1)(A), as provided in Treasury Regulation Section
      1.409A-3(j)(4)(ix)(A); or

     

    (2) the
      termination of the Plan within the thirty (30) days preceding or the twelve
      (12)
      months following a “change in control” (within the Treasury Regulation Section
      1.409A-3(i)(5)) provided that all substantially similar arrangements are also
      terminated, as provided in Treasury Regulation Section 1.409A-3(j)(4)(ix)(B);
      or

     

    (3) the
      termination of the Plan, provided that the termination does not occur proximate
      to a downturn in the financial health of the Company, all arrangements that
      would be aggregated with the Plan under Treasury Regulation Section 1.409A-1(c)
      are terminated, no payments other than payments that would be payable under
      the
      terms of the Plan if the termination had not occurred are made within twelve
      (12) months of the Plan termination, all payments are made within twenty-four
      (24) months of Plan termination, and no new arrangement that would be aggregated
      with the Plan under Treasury Regulation Section 1.409A-1(c) is adopted within
      three (3) years following the Plan termination, as provided in Treasury
      Regulation Section 1.409A-3(j)(4)(ix)(C); or

     

    (4) such
      other events and conditions as the IRS may prescribe in generally applicable
      published or regulatory guidance under Code Section 409A.

    


    ARTICLE
      X

    LIMITATIONS
      ON TRANSFER

    


    10.1
       Limitations
      on Transfer.
      Neither
      a Participant nor a Beneficiary may in any manner anticipate, alienate, sell,
      assign, pledge, encumber or otherwise transfer the right to receive payments
      under this Plan. Any attempt to do so will be void. Such rights are not subject
      to legal process or levy of any kind.

    


    ARTICLE
      XI

    ADMINISTRATION

    


    11.1
       Named
      Fiduciary.
      The
      Company is the named fiduciary of the Plan. The Board of Directors, acting
      on
      behalf of the Company, shall have the authority to control and manage the
      operation and administration of the Plan except as otherwise expressly provided
      in this Plan document.

    


    11.2
       Administration.
      The
      Board, acting on behalf of the Company, has the discretion (1) to interpret
      and
      construe the terms and provisions of the Plan (including any rules or
      regulations adopted under the Plan), (2) to determine eligibility to participate
      in the Plan and (3) to make factual determinations in connection with any of
      the
      foregoing. A decision of the Board with respect to any matter pertaining to
      the
      Plan, including without limitation the Employees determined to be Participants,
      the benefits payable, and the construction or interpretation of any provision
      thereof, shall be conclusive and binding upon all interested persons. No Board
      member shall participate in any decision of the Board that would directly and
      specifically affect the timing or amount of his or her benefits under the
      Plan.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    ARTICLE
      XII

    CLAIMS
      PROCEDURE

    


    12.1 Claim.
      A
      person with an interest in the Plan shall have the right to file a claim for
      benefits under the Plan and to appeal any denial of a claim for benefits. Any
      request for a Plan benefit or to clarify the claimant's right to future benefits
      under the terms of the Plan shall be considered to be a claim.

    


    12.2
       Written
      Claim.
      A claim
      for benefits will be considered as having been made when submitted in writing
      by
      the claimant to the Company. No particular form is required for the claim,
      but
      the written claim must identify the name of the claimant and describe generally
      the benefit to which the claimant believes he or she is entitled. The claim
      may
      be delivered personally during normal business hours or mailed to the
      Company.

     

    12.3
       Claim
      Determination.
      The
      Board of Directors, acting on behalf of the Company, will determine whether,
      or
      to what extent, the claim may be allowed or denied under the terms of the Plan.
      If the claim is wholly or partially denied, the claimant shall be so informed
      by
      written notice within 90 days after the day the claim is submitted unless
      special circumstances require an extension of time for processing the claim.
      If
      such an extension of time for processing is required, written notice of the
      extension shall be furnished to the claimant prior to the termination of the
      initial 90-day period. Such extension may not exceed an additional 90 days
      from
      the end of the initial 90-day period. The extension notice shall indicate the
      special circumstances requiring an extension of time and the date by which
      the
      Plan expects to render the final decision. 

    


    12.4 Notice
      of Determination.
      The
      notice informing the claimant that his or her claim has been wholly or partially
      denied shall be written in a manner calculated to be understood by the claimant
      and shall include:

     

    (1) The
      specific reason(s) for the denial.

     

    (2) Specific
      reference to pertinent Plan provisions on which the denial is
      based.

     

    (3) A
      description of any additional material or information necessary for the claimant
      to perfect the claim and an explanation of why such material or information
      is
      necessary.

     

    (4) Appropriate
      information as to the steps to be taken if the claimant wishes to submit his
      or
      her claim for review.

    


    12.5 Appeal.
      If the
      claim is wholly or partially denied, the claimant (or his or her authorized
      representative) may file an appeal of the denied claim with the Board of
      Directors requesting that the claim be reviewed. The Board shall conduct a
      full
      and fair review of each appealed claim and its denial. Unless the Board notifies
      the claimant that due to the nature of the benefit and other attendant
      circumstances he or she is entitled to a greater period of time within which
      to
      submit his or her request for review of a denied claim, the claimant shall
      have
      60 days after he or she (or his or her authorized representative) received
      written notice of denial of his or her claim within which such request must
      be
      submitted to the Board.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    12.6 Request
      for Review.
      The
      request for review of a denied claim must be made in writing. In connection
      with
      making such request, the claimant or his authorized representative may submit
      written comments, documents, records, and other information relating to the
      claim for benefits, and shall be provided, upon request and free of charge,
      reasonable access to, and copies of, all documents, records, and other
      information relevant to the claimant’s claim. The review shall take into account
      all comments, documents, records, and other information submitted by the
      claimant relating to the claim, without regard to whether such information
      was
      submitted or considered in the initial benefit determination.

    


    12.7
       Determination
      of Appeal.
      The
      decision of the Board regarding the appeal will be given to the claimant in
      writing no later than 60 days following receipt of the request for review.
      However, if special circumstances (for example, if the Board decides to hold
      a
      hearing on the appeal) require an extension of time for processing, the decision
      shall be rendered as soon as possible, but not later than 120 days after receipt
      of the request for review. If special circumstances require that a decision
      will
      be made beyond the initial time for furnishing the decision, written notice
      of
      the extension shall be furnished to the claimant (or his authorized
      representative) prior to the commencement of the extension. 

    


    12.8
       Hearing.
      The
      Board of Directors may, in its sole discretion, decide to hold a hearing if
      it
      determines that a hearing is necessary or appropriate in order to make a full
      and fair review of the appealed claim.

    


    12.9
       Decision.
      The
      decision on review shall include specific reasons for the decision, written
      in a
      manner calculated to by understood by the claimant, as well as specific
      references to the pertinent Plan provisions on which the decision is
      based.

    


    12.10
       Exhaustion
      of Appeals.
      A
      Participant must exhaust his rights to file a claim and to request a review
      of
      the denial of his claim before bringing any civil action to recover benefits
      due
      to him under the terms of the Plan, to enforce his rights under the terms of
      the
      Plan, or to clarify his rights to future benefits under the terms of the
      Plan.

    


    ARTICLE
      XIII

    GENERAL
      PROVISIONS

    


    13.1
       No
      Rights to Employment.
      Nothing
      in this Plan shall be deemed to give any person the right to remain in the
      employ of the Company or affect the right of the Company to terminate any
      Participant's employment with or without cause.

    


    13.2
       Withholding.
      Any
      amount required to be withheld under applicable Federal, state and local income
      tax laws will be withheld and any payment under the Plan will be reduced by
      the
      amount so withheld.


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    13.3 Acceleration
      of Payment.
      The
      time
      or schedule of payment of a benefit hereunder may be accelerated upon such
      events and conditions as the IRS may permit in generally applicable published
      regulatory or other guidance under Code Section 409A, including, without
      limitation, payment to a person other than the Participant to the extent
      necessary to fulfill the terms of a domestic relations order (as defined in
      Code
      Section 414(p)(1)(B)), payment of FICA tax and income tax on wages imposed
      on
      any amounts under this Plan, or payment of the amount required to be included
      in
      income for the Participant as a result of failure of the Plan at any time to
      meet the requirements of Code Section 409A with respect to the
      Participant.

     

    13.4 Delay
      of Payment.
      The
      Company may delay payment of a benefit hereunder upon such events and conditions
      as the IRS may permit in generally applicable published regulatory or other
      guidance under Code Section 409A, including, without limitation, payments that
      the Company reasonably anticipates will be subject to the application of Code
      Section 162(m), or will violate Federal securities laws or other applicable
      law;
      provided that any such delayed payment will be made at the earliest date at
      which the Company reasonably anticipates that the making of the payment would
      not cause such a violation

    


    13.5
       Governing
      Law.
      This
      Plan shall be construed and administered in accordance with the laws of the
      State of South Carolina to the extent that such laws are not preempted by
      federal law.

     

    This
      Plan
      document has been executed on behalf of the Company this ____ day
      of _____________,
      2007.

    


    
      	
              WORLD
                ACCEPTANCE CORPORATION

            
	 
	
              By:

            	 
	 
	
              A.
                Alexander McLean, III, CEO

            


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    WORLD
      ACCEPTANCE CORPORATION 

    2005
      EXECUTIVE DEFERRAL PLAN

    


    DESIGNATION
      OF BENEFICIARY

    


    I,
      __________________________, hereby name and designate _________________________
      to be my beneficiary in the event of my death under the World Acceptance
      Corporation 2005 Executive Deferral Plan

    


    
      	 	 	 	
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                Name:

            	 
	 	 	 	 	 
	
              Date:
                

            	 	 	
              Signature:
                

            	 


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    BENEFICIARY
      DESIGNATION FORM

    


    Employee
      Information (please print)

    


    _____________________________________________________________________

    First
      Name    Middle
      Initial             Last
      Name        Social
      Security Number

    


    Primary
      Beneficiary(ies)

    


    Please
      complete this section to name, and provide the requested information for, the
      beneficiary (or beneficiaries) who would receive any benefits due under the
      plan
      in the event of your death. If you are choosing more that one primary
      beneficiary, you must specify the percentage of your deferral plan account
      that
      each beneficiary should receive. An attachment may be used if
      necessary.

    


    
      _____________________________________________________________________

      First
        Name    Middle
        Initial             Last
        Name        Social
        Security Number

    

     

    _____________________________________________________________________

    Street
      Address

     

    _____________________________________________________________________

    City      State     Zip          
;Relationship       Percent   

     

    
      
        _____________________________________________________________________

        First
          Name    Middle
          Initial             Last
          Name        Social
          Security Number

      

    

     

    
      _____________________________________________________________________

    

    Street
      Address

     

    
      _____________________________________________________________________

      City      State     Zip         
60;Relationship       Percent   

    

     

    Secondary
      Beneficiary(ies)

    


    Please
      complete this section to name, and provide the requested information for, your
      secondary beneficiary (or beneficiaries). Your secondary beneficiary (or
      beneficiaries) receives payment only if all primary beneficiaries are
      deceased.

    


    
      _____________________________________________________________________

      First
        Name    Middle
        Initial             Last
        Name        Social
        Security Number

    

     

    _____________________________________________________________________

    
      Street
        Address

       

      
        _____________________________________________________________________

        City      State     Zip         &
#160;Relationship       Percent   

      

    

    

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

     

    _____________________________________________________________________

    
      
        First
          Name    Middle
          Initial             Last
          Name        Social
          Security Number

      

       

      _____________________________________________________________________

      
        Street
          Address

         

        
          _____________________________________________________________________

          City      State     Zip          Relationship       Percent   


        

      

    

     

    Authorization

    


    You
      may
      amend or revoke your designation at any time before your retirement date by
      completing another copy of this form and submitting it to your employer. The
      most recently date form on file will supersede all previous copies.

    


    With
      this signature, I am designating the individual(s) listed above as my
      beneficiary(ies).

     

    
      _____________________________________________________________________

    

    Your
      Signature                 Date  


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    WORLD
      ACCEPTANCE CORPORATION

    2005
      EXECUTIVE DEFERRAL PLAN

    


    Deferral
      Election

    


    For
      the
      Plan Year ending March 31, ______, I hereby elect to defer $__________ amount
      payable to me as a Final Award under the Executive Incentive Plan.

    


    
      	 	 	 	
              Print
                Name:

            	 
	 	 	 	 	 
	
              Date:
                

            	 	 	
              Signature:
                

            	 


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    


    WORLD
      ACCEPTANCE CORPORATION 

    2005
      EXECUTIVE DEFERRAL PLAN

    


    Distribution
      Election

    


    1. Death

    


    In
      the
      event of my Termination of Employment due to my death, I hereby elect to have
      my
      Plan benefits paid to my Beneficiary as follows: (check
      one)

    


    _____
      single cash payment

    _____
      annual cash installments over a ______ (not
      to exceed five)
      year
      period

    


    2. Disability

    


    In
      the
      event of my Termination of Employment due to my Disability, I hereby elect
      to
      have my Plan benefits paid to me as follows: (check
      one)

    


    _____
      single cash payment

    _____
      annual cash installments over a ______ (not
      to exceed five)
      year
      period

    


    3. Retirement

    


    In
      the
      event of my Termination of Employment due to my Retirement, I hereby elect
      to
      have my Plan benefits paid to me as follows: (check
      one)

    _____
      single cash payment

    _____
      annual cash installments over a ______ (not
      to exceed five)
      year
      period

    


    
      	 	 	 	
              Print
                Name:

            	 
	 	 	 	 	 
	
              Date:
                

            	 	 	
              Signature: