# Exhibit 10.5

Employment Agreement of Walter E.
Standish, III with the Company dated February 24, 2004.

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# Exhibit 10.5

# ARBITRATION NOTICE:This Agreement is subject to arbitration pursuant to the South Carolina UniformAct (SC
Code §15-48-10 et seq.) and any amendments thereto, as modified herein.

# EMPLOYMENT CONTRACT

THIS
EMPLOYMENT AGREEMENT, entered into the 24th day of February, 2004, by
and between Beach First National Bancshares, Inc. and Beach First National Bank,
hereinafter referred to as Bank, and Walt Standish, hereinafter referred to as
the Executive.

W I T N E S S E T H     T H A T:

WHEREAS,
the Bank desires to employ Executive as the President and CEO of Beach First National Bank
and President of Beach First National Bancshares, Inc., and Executive desires such
employment upon the terms and conditions set forth herein below.

NOW,
THEREFORE, for and in consideration of the mutual covenants and agreements set forth
herein, the parties agree as follows:

1.    
          Employment:  The Bank agrees to continue to employ Executive as President
          and Chief Executive Officer of Beach First National Bank and President of Beach
          First National Bancshares, Inc., for a period of two (2) years commencing on
          March 1, 2004, unless terminated by either party in accordance with the
          terms herein. In the event Change in Control of the Bank occurs within the
          employment period, the Executives employment will automatically extend for
          an additional three (3) years. For the purposes of this Contract, a Change in
          Control of the Bank shall mean that as of the date of this Contract, there is a
          change in the members of the Board of Directors in that a majority of the
          members are new members and have never served as members of the Bank Board or
          that the Shareholders of the Bank approved a merger, consolidation or
          reorganization unless such merger, consolidation or reorganization is as a
          result of a complete liquidation or dissolution of the Bank or an agreement for
          the sale or other disposition of all or substantially all of the assets of the
          Bank to any entity other than a transfer to a subsidiary of the Bank. In the
          event there occurs a change in control, any restrictions on any outstanding
          incentive awards (included restricted stock), granted to the Executive under any
          incentive plan or arrangement shall lapse and such incentive award or awards
          shall immediately become one hundred (100%) percent vested; all stock options
          and stock appreciation rights granted to the Executive shall become immediately
          exercisable and shall become one hundred (100%) percent vested; and any
          performance units granted to the Executive shall become one hundred (100%)
          percent vested.

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2.    
          Performance:  During the term of this Contract and any renewals or
          extensions hereof, if any, Executive agrees to devote substantially all of his
          full business time, attention and efforts to the performance of his duties for
          the Bank, it being understood that the Executives duties are executive and
          administrative and subject to definition and direction by the Banks Board
          of Directors. Provided, nothing herein contained shall restrict or prevent
          Executive from personally, on his own account and solely for his own benefit,
          investing in stocks, bonds, commodities, real estate or other forms of
          investment and provided further, that Executive may engage in other activities,
          such as professional, charitable, educational, religious and similar types of
          organizations, speaking engagements, which are not, or are not likely to become,
          in competition, directly or indirectly, with the Bank, and similar type
          activities to the extent that such other activities do not inhibit or prohibit
          the performance of Executives duties or conflict with the business of the
          Bank.

3.    
          Term:  Original term is two (2) years, whereas the contract will
          automatically renew for one (1) two (2) year period unless either party requests
          re-negotiation before October 15, 2005. Salary and stock options will be
          reviewed annually by the executive committee of the board of directors.

The
Executive shall use his best efforts to assure (1) that Beach First National Bank is
operated in a manner that will achieve satisfactory ratings in reports of examination by
the Office of the Comptroller of the Currency and (2) that the Bank and its holding
company comply with the reporting requirements of the applicable government agencies.

4.    
          Compensation:  As remuneration for the full-time services, the Executive
          shall receive a salary of One Hundred fifty and no/100 ($150,000.00) dollars per
          annum from which the appropriate employment taxes shall be paid and said salary
          shall be paid bi-weekly.

5.    
          Bonuses:  The Executive will receive a minimum of five (5%) percent cash
          bonus, with the discretion of the executive committee by March 1 annually, of
          the net pre-tax income of the Bank for the prior year. As used in this Section
          net pre-tax income shall mean income computed according to generally
          accepted accounting principles for Beach First National Bancshares, Inc.

6.    
          Other Benefits:  The Bank shall make available to the Executive the life
          insurance, dental and health insurance, disability insurance, retirement
          benefits and such other benefits or plans as are provided to the Bank employees
          and the Executive may participate in said programs if eligible and the cost for
          participation will be the same as applicable to all other similarly situated
          employees. If the Executive is continuously employed by the Bank for ten (10)
          years and then leaves such employment, the Executive will be permitted, to the
          extent allowed by the applicable insurers/providers, to continue to participate
          in health and dental insurance and other employee benefits, at his own expense
          (this obligation shall survive the termination of this Agreement).

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In
addition, the Bank shall designate the Executive as the authorized user of the Dunes Club
membership for so long as the Executive remains the President and CEO of Beach First
National Bank.

7.    
          Vacation:  The Executive may take vacation as permitted by the Employee
          Handbook in effect during this contract period.

8.    
          Expenses:   The Executive shall be promptly reimbursed, against
          presentation of vouchers or receipts, for all authorized expenses properly and
          reasonably incurred by him on behalf of the Bank. In addition, the Bank will
          provide the Executive with an automobile with approval of the Bank Executive
          Committee.

9.    
          Confidential Information and Related Matters: Executive acknowledges that
          the Bank has information which is proprietary, confidential and information
          which constitutes trade secrets which the Bank uses in its business and which is
          essential to the Banks continued ability to compete and be successful.
          Executive also acknowledges that the release of such information would cause
          serious and irreparable harm to the Banks business and the Bank has
          expended considerable time, resources and capital in the development of this
          information.

The
term Trade Secrets, shall be defined as set forth in the South Carolina
Uniform Trade Secrets Act which defines Trade Secrets as information, including a formula,
pattern, compilation, program, device, method, technique, or process that (i) derives
independent economic value, actual or potential, from not being generally known to, and
not being readily ascertainable by proper means by other persons who can obtain economic
value from its disclosure or use, and (ii) is subject to efforts that are reasonable under
the circumstances to maintain its secrecy. The term Confidential Information,
shall mean Bank materials and information to which the public does not have ready access
to and the Executive receives access or which Executive develops, individually or in
collaboration with others, as a result of or in the course of his employment or through
the use of any of Banks facilities or resources. The following constitutes
Trade Secrets and Confidential Information:

| | 1. | The internal computer software and Bank designed programs utilized for marketing
                    development, sales, customer and event profiles;
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------

| | 2. | Marketing and advertising plans and techniques, purchasing information, price
                    lists, price policies, vendors lists, profit margin information, quoting
                    procedures, daily, weekly, monthly and yearly financial reports, customer
                    profiles, customer contacts, security procedures and existing and potential
                    customer data;
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 3. | Personnel information such as employees names and addresses, salary and
                    wage information, performance criteria and job descriptions, performance
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| |  | evaluations, personnel forms and procedures, training programs and procedures;
| |  | ------------------------------------------------------------------------------

| | 4. | All contracts, proposals, and accounts with vendors, suppliers, and customers;
| | -- | ------------------------------------------------------------------------------

| | 5. | Private telephone numbers, facsimile numbers and e-mails;
| | -- | ----------------------------------------------------------

| | 6. | Customer/account lists/databases for business contacts.
| | -- | -------------------------------------------------------

Confidential
information shall not include any materials or information to the extent that such
materials or information are publicly known (through no wrongful act of Executive) or
generally utilized by others engaged in the same business or activities as the Bank or
were known by Executive but not as a result of due to his employment hereunder. Failure to
designate any Confidential Information as confidential shall not affect its
status as Confidential Information under the terms of this Contract.

Executive
agrees that during the term of his employment, Executive shall not use or disclose any
Trade Secrets or Confidential Information of the Bank, except as an employee of the Bank
and with the consent of the Bank.

10.  
          Covenant Not to Solicit Banks Customers: During Executives
          employment and in the event of termination, for whatever reason, for a period of
          two (2) years thereafter Executive will not directly or indirectly, alone or in
          association with or on behalf of any other person or entity, solicit, divert or
          take away or attempt to solicit, divert or take away from Beach First National
          Bank any of its customers or potential customers for any business purpose
          similar to the Bank except in the course of performing duties assigned to him or
          her by the Bank. Customers shall mean any person, firm, corporation
          or other entity for which Bank has performed services during the three (3) year
          period immediately preceding Executives termination. Potential
          customers shall mean any person, firm, corporation or other entity which
          Bank has solicited or identified for solicitation during Executives
          employment with Bank.

11.  
          Covenant Not to Compete: For a period of two (2) years after the
          termination of employment, if such termination is by the Bank for cause as set
          out in Section 13 or by the Executive for any reason other than a material
          breach of this Agreement by the Bank, Executive will not, directly or
          indirectly, for himself or on behalf of, or in conjunction with, any other
          person, persons, employer, partnership or corporation be engaged or be employed
          in a similar business or venture as the Bank business in which Executive
          was employed by Bank within the County of Horry.

Executive
acknowledges that the two (2) year restriction and the geographical restriction are fair
and reasonable for the protection of the Bank. The restrictions do not impose any undue
hardship and would not deprive Executive of the ability to earn a livelihood.

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12.  
          Termination: The Bank shall have the right to terminate this Agreement
          for cause if any of the following events occur and the Executive is given not
          less than seven (7) days notice that the Bank proposes to terminate for cause
          and the Executive is given the opportunity to appear before the Board of
          Directors of the Bank and, if the event is curable, the Executive is given a
          reasonable opportunity to cure:

| | a. | The permanent disability of the Executive;
| | -- | ------------------------------------------

| | b. | Executives failure or refusal to comply with the policies, standards and
               regulations of the Bank from time to time established by the Board of Directors;
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | c. | Executives fraud, dishonesty or other misconduct in the performance of his
               duties on behalf of the Bank;
| | -- | ------------------------------------------------------------------------------------------------------------------------

| | d. | The Executive is convicted of a felony or any other crime involving fraud or
               dishonest, or any act of misconduct which relates directly or indirectly to the
               duties of the Executive;
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | e. | A judgment is entered against Executive for: embezzlement, fraud, breach of
               trust, theft, violation of laws respecting controlled substances or other
               misconduct which adversely affects the Bank or the Executives ability to
               perform his duties under this Agreement and such judgment becomes final and
               unappealable.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | f. | Any acts or conduct which amount to fraud, dishonesty, willful misconduct, or
               unethical behavior which adversely affects the Bank or the Executives
               ability to perform his duties under this Agreement;
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | g. | Executive becomes bankrupt or insolvent;
| | -- | ----------------------------------------

| | h. | Absenteeism not related to injury, illness, sickness or permitted vacation.
| | -- | ---------------------------------------------------------------------------

|14. | Automatic Termination: The Bank has no obligation to provide Executive
          notice more than once for any acts or matters for which Executive has received
          any written warning or for which Executive has been provided an opportunity to
          cure. In such event, termination can be automatic. Except for the Banks
          obligation to pay accrued benefits or salary earned, this Agreement shall
          terminate upon the death of the Executive.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|15. | Arbitration: In the event of any controversy or claim arising out of or
          relating to this Agreement, or the breach, termination or validity thereof, the
          parties will attempt in good faith to resolve such controversy or claim. If the
          matter has not been resolved within sixty (60) days of the commencement of such
          discussions (which period may be extended by mutual agreement), then the parties
          hereby agree to immediately submit the controversy to binding arbitration. The
          arbitration shall be conducted by a single arbitrator in accordance with the
          American Arbitration Association. Judgment upon the
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| | award
rendered by the arbitrator may be entered by a court having jurisdiction thereof.
Arbitration shall take place in Horry County, South Carolina. Each of the parties shall
use all reasonable efforts to insure that any arbitration proceeding is completed with in
sixty (60) days following notice of a request for arbitration hereunder.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|16. | Payment by the Bank: In the event that any payment required under this
          Agreement would be considered a golden parachute payment under 12
          C.F.R. §359.1, the Bank shall not be obligated to make such payment at such
          time but shall defer making such payment until such time as the making of the
          payment would not be considered to be a golden parachute payment.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|17. | Governing Law: This Agreement shall be governed by and construed with the
          laws of the State of South Carolina without regard to conflicts of laws
          provisions thereof.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|18. | Prior Agreements: This Agreement supersedes any prior agreements or
          understandings by and/or between the parties and constitutes the entire
          agreement between the parties and may be modified only by a writing signed by
          all of the parties hereto.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|19. | Notice: For the purposes of this Agreement, notices and all other
          communications provided for in the Agreement shall be in writing and shall be
          deemed duly given when delivered or mailed by the United States Certified or
          Registered Mail, Return Receipt Requested, Postage Prepaid, addressed as
          follows:
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Richard N. Burch, CFO Beach First National Bank1550 North Oak Street Myrtle Beach,
          South Carolina 29577
| | -----------------------------------------------------------------------------------------------------------------

| | Walter E. Standish III c/o Beach First National Bank1550 North Oak Street 
          Myrtle Beach, South Carolina  29577
| | ------------------------------------------------------------------------------------------------------------------------

or to such other address as either
party may have furnished the other in writing in accordance herewith except that notices
or chance of address shall be effective only upon receipt.

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IN
WITNESS WHEREOF, Bank and the Executive have caused this instrument to be executed on the
date first above written.

|                      |  |                                            
|--------------------- |  | -------------------------------------------
|                      |  | Bank:
Beach First National Bancshares, Inc.
|                      |  |                                            
|Witnesses:            |  | Raymond E. Cleary, III                     
|                      |  |                                            
|___x_________________ |  | By:/s/ Raymond E.
Cleary, III              
|                      |  |                                            
|___x_________________ |  | Its:   Chairman                            
|                      |  |                                            
|                      |  | Beach First National Bancshares, Inc.      
|                      |  |                                            
|___x_________________ |  | By:/s/ Raymond E.
Cleary, III              
|                      |  |                                            
|___x_________________ |  | Its:   Chairman                            
|                      |  |                                            
|                      |  | Executive:                                 
|                      |  |                                            
|                      |  | Walter E. Standish, III                    
|                      |  |                                            
|_____________________ |  | /s/ Walter E. Standish, III                
|                      |  |                                            
|_____________________ |  |                                            

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|                        |   |        
|----------------------- | - | -------
|STATE OF SOUTH CAROLINA | ) |        
|                        | ) | PROBATE
|COUNTY OF HORRY         | ) |        

PERSONALLY
appeared before me the undersigned witness and made oath that (s)he saw the within named
Bank by its Chairman, Raymond E. Cleary, III sign, seal and as its act and deed
deliver the within written Agreement; and that (s)he with the other witness subscribed
above witnessed the execution thereof.

/s/ Raymond E.
Cleary, III

SWORN to before me this 24th

day of February

(LS)
Notary Public for South Carolina

My Commission Expires:

|                        |   |        
|----------------------- | - | -------
|STATE OF SOUTH CAROLINA | ) |        
|                        | ) | PROBATE
|COUNTY OF HORRY         | ) |        

PERSONALLY
appeared before me the undersigned witness and made oath that (s)he saw the within named
Walter E. Standish, III sign, seal and as his/her act and deed deliver the within
written Agreement; and that (s)he with the other witness subscribed above witnessed the
execution thereof.

/s/ Walter E. Standish, III

SWORN to before me this 24th

day of February

(LS)
Notary Public for South Carolina

My Commission Expires:

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