Exhibit 10.5
 EMPLOYMENT AGREEMENT  As Amended and Restated Effective January 1, 2009
  WITNESSETH




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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




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continued
employment materially damaging or detrimental to the Company.
 Termination Without Cause
 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 failure of any successor of
the Company to furnish the assurances provided for in
Section 7(c).




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Termination By Mutual Agreement.
 Resignation.
 Payment of Compensation Due
 Severance Payments
 Termination Without Cause or for Good Reason.
 Severance Payments Without Change in Control




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Severance Payments With Change in Control.
 (i)
    
    Section 409A Change in
Control. If this Employment Agreement is terminated
pursuant to Section 4(d) (Without Cause) or Section 4(e) (for
Good Reason) within two years after a Section 409A Change in
Control of the Company has occurred, or if a Section 409A Change
in Control of the Company occurs while the Company is making
severance payments to the Executive pursuant to Section 5(b),
Executive shall receive the severance payments specified in
Section 5(b) (or the remaining balance thereof) in a lump sum.
The lump sum shall be paid within 30 days after the effective
date of the Executives Separation from Service or, if the
Section 409A Change in Control occurs after the Executives
Separation from Service, within 30 days after such Section 409A
Change in Control.




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(ii)
    
    Non-Section 409A Change in
Control. If this Employment Agreement is terminated
pursuant to Section 4(d) (Without Cause) or Section 4(e) (for
Good Reason) within two years after a Non-Section 409A Change in
Control of the Company has occurred, or if a Non-Section 409A
Change in Control of the Company occurs while the Company is
making severance payments to the Executive pursuant to Section
5(b), the Company or its successor shall, within 30 days after
the Non-Section 409A Change in Control, transfer the remaining
balance of the monthly payments due the Executive to a rabbi
trust (similar to the trust described in Revenue Procedure
92-64) under a trust agreement that requires payment of such
remaining balance to the Executive from the trust in accordance
with the original payment schedule under Section 5(b).
 Reimbursement of Legal Fees and Expenses.
 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.(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




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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




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SOVRAN SELF STORAGE, INC.By:
    
    /s/ Robert J. Attea/s/ David L. Rogers

David L. Rogers
    
    
    
    Title:
    
    CEOSOVRAN ACQUISITION LIMITED
PARTNERSHIPBy
    
    SOVRAN HOLDINGS INC.




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General PartnerBy:
    
    /s/ Robert J. AtteaTitle
    
    CEO




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EXHIBIT A
 Compensation




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Payment in the Event of Death or Permanent Disability




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