Exhibit 10.3
 EMPLOYMENT AGREEMENT  As Amended and Restated Effective January 1, 2009
  W I T N E S S E T H




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Employment
   Compensation
  Term
  Termination
 Death or Retirement




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Disability th th
 Cause
 (i)
    
    The Executives fraud, commission of a felony, commission of an act or series
of acts of dishonesty which are materially inimical to the best interests of the
Company, or the Executives willful and substantial failure to perform his duties under
this Employment Agreement, which failure has not been cured within a reasonable time
(which shall not be less than thirty (30) days) after the Company gives notice thereof
to the Executive; or(ii)
    
    The Executives material breach of any material provision of this Employment
Agreement, which breach, if capable of being cured, has not been cured in all
substantial respects within thirty (30) days) after the Company gives notice thereof to
the Executive.(iii)
    
    The Executives commission of an act of moral turpitude, dishonesty or fraud
which, in the good faith determination of the Board, would render his continued
employment materially damaging or detrimental to the Company.
 Termination Without Cause




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Termination for Good Reason
  (i)
    
    the Company materially changes the Executives duties and responsibilities as
set forth in this Employment Agreement or changes his title or position without his
consent;(ii)
    
    there arises a requirement that, in the Executives reasonable judgment, the
services required to be performed by the Executive would necessitate the Executive
moving his residence at least 50 miles from the Buffalo, New York area;(iii)
    
    the Company materially diminishes the salary, fringe benefits or other
compensation being paid to the Executive;(iv)
    
    there occurs a material breach by the Company of any of its obligations under
this Employment Agreement;(v)
    
    the Executive is not elected to the Board at any annual meeting of the
Corporations shareholders;(vi)
    
    the failure of any successor of the Company to furnish the assurances provided
for in Section 7(c).
  Termination By Mutual Agreement




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Resignation
 Payment of Compensation Due
 Severance Payments
 Termination Without Cause or for Good Reason
 Severance Payments Without Change in Control
 Severance Payments With Change in Control




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Section 409A Change in Control
  Non-Section 409A Change in Control
 Reimbursement of Legal Fees and Expenses




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Gross-up Payments




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No Obligation To Mitigate Damages
 Covenants and Confidential Information
  (i)
    
    During the term of this Employment Agreement and, during the one-year period
following the termination of this Employment Agreement, the Executive shall not:
(A) own, manage, control or participate in the ownership, management, or control of, or
be employed or engaged by or otherwise affiliated or associated as a consultant,
independent contractor or otherwise with, any other corporation, partnership,
proprietorship, firm, association or other business entity engaged in the business of,
or otherwise engage in the business of, acquiring, owning, developing or managing
self-storage facilities; provided, however, that the ownership of not more than one
percent (1%) of any class of publicly traded securities of any entity is permitted ; or
(B) directly or indirectly or by acting in concert with others, employ or attempt to
employ or solicit for any employment competitive with the Company, any Company
employees.




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(ii)
    
    During and after the term of this Employment Agreement, the Executive shall
not, directly or indirectly, disclose, divulge, discuss, copy or otherwise use or
suffer to be used in any manner, in competition with, or contrary to the interests of,
the Company, any confidential information relating to the Companys operations,
properties or otherwise to its particular business or other trade secrets of the
Company, it being acknowledged by the Executive that all such information regarding the
business of the Company compiled or obtained by, or furnished to, the Executive while
the Executive shall have been employed by or associated with the Company is
confidential information and the Companys exclusive property; provided, however, that
the foregoing restrictions shall not apply
to the extent that such information (A) is clearly obtainable in the public domain,
(B) becomes obtainable in the public domain, except by reason of the breach by the
Executive of the terms hereof, (C) was not acquired by the Executive in connection
with his employment or affiliation with the Company, (D) was not acquired by the
Executive from the Company or its representatives, or (E) is required to be
disclosed by rule or law or by order of a court or governmental body or agency.
   Miscellaneous




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Code Section 409A Matters
 Definitions
 (i)
    
    Separation from Service shall have the meaning provided at Treas. Reg. §1.409A-1(h).(ii)
    
    Section 409A Change in Control shall mean a change in ownership or effective
control of the Company or a change in ownership of a substantial portion of the assets
of the Company within the meaning of Treas. Reg. §1.409A-3(i)(5).(iii)
    
    Non-Section 409A Change in Control . For the purposes of this Employment
Agreement, a Non-Section 409A Change in Control shall be deemed to have occurred if
any of the following have occurred:
 (1)
    
    either (A) the Corporation shall receive a report on
Schedule 13D, or an amendment to such a report, filed with the Securities and
Exchange Commission pursuant to Section 13(d) of the Securities Exchange Act of
1934 (the 1934 Act) disclosing that any person (as such term is used in
Section 13(d) of the 1934 Act) (Person), is the beneficial owner, directly or
indirectly, of twenty (20) percent or more of the outstanding stock of the
Corporation or (B) the Company has actual knowledge of facts which would
require any Person to file such a report on Schedule 13D, or to make an
amendment to such a report, with the SEC (or would be required to file such a
report or amendment upon the lapse of the applicable period of time specified
in Section 13(d) of the 1934 Act) disclosing that such Person is the beneficial
owner, directly or indirectly, of twenty (20) percent or more of the
outstanding stock of the Corporation;(2)
    
    purchase by any Person, other than the Company or a
wholly-owned subsidiary of the Company or an employee benefit plan sponsored or
maintained by the Company or a wholly-owned subsidiary of the Company, of
shares pursuant to a tender or




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exchange offer to acquire any stock of the
Corporation (or securities, including units of limited partnership interests,
convertible into stock) for cash, securities or any other consideration
provided that, after consummation of the offer, such Person is the beneficial
owner (as defined in Rule 13d-3 under the 1934 Act), directly or indirectly, of
twenty (20) percent or more of the outstanding stock of the Corporation
(calculated as provided in paragraph (d) of Rule 13d-3 under the 1934 Act in
the case of rights to acquire stock);(3)
    
    approval by the shareholders of the Corporation of (A) any
consolidation or merger of, or other business combination involving, the
Corporation in which the Corporation is not to be the continuing or surviving
entity or pursuant to which shares of stock of the Corporation would be
converted into cash, securities or other
property, other than a consolidation or merger or business combination of the
Corporation in which holders of its stock immediately prior to the
consolidation or merger or business combination have substantially the same
proportionate ownership of common stock of the surviving corporation
immediately after the consolidation or merger or business combination as
immediately before, or (B) any consolidation or merger or business
combination in which the Corporation is the continuing or surviving
corporation but in which the common shareholders of the Corporation
immediately prior to the consolidation or merger or business combination do
not hold at least a majority of the outstanding common stock of the
continuing or surviving corporation (except where such holders of common
stock hold at least a majority of the common stock of the corporation which
owns all of the common stock of the Corporation), or (C) any sale, lease,
exchange or other transfer by operation of law or otherwise (in one
transaction or a series of related transactions) of all or substantially all
the assets of the Corporation or the Partnership; or(4)
    
    a change in the majority of the members of the Board within a
24-month period unless the election or nomination for election by the
Corporation shareholders of each new director was approved by the vote of at
least two-thirds of the directors then still in office who were in office at
the beginning of the 24-month period.(5)
    
    more than fifty percent (50%) of the assets of the Corporation
or the Partnership are sold, transferred or otherwise disposed of, whether by
operation of law or otherwise, other than in the usual and ordinary course of
its business.




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Rule Governing Payment Dates
 Compliance with Section 409A
 st
 SOVRAN SELF STORAGE, INC.By:
    
    /s/ David L. Rogers/s/ Robert J. Attea

Robert J. Attea
    
    
    
    Title:
    
    CFOSOVRAN ACQUISITION LIMITEDPARTNERSHIPBy
    
    SOVRAN HOLDINGS INC.General PartnerBy:
    
    /s/ David L. RogersTitle:
    
    CFO




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EXHIBIT A
 Compensation




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Payment in the Event of Death or Permanent Disability




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