Prepared by Kilpatrick Stockton EDGAR Services


Exhibit 10.13


 Prepared 5/9/00





 ©2000 Bank Compensation
Strategies


This document is provided to assist your legal counsel in documenting your
specific arrangement. It is not a form to be signed, nor is it to be construed as legal advice. Failure to
accurately document your arrangement could result in significant losses, whether from claims of those participating in the
arrangement, from the heirs and beneficiaries of participants, or from regulatory agencies such as the Internal Revenue Service and
the Department of Labor. License is hereby granted to your legal counsel to use these materials in documenting solely your
arrangement.





FIRST AMENDMENT

TO THE

UNITED COMMUNITY BANKS, INC.

EXECUTIVE REVENUE NEUTRAL RETIREMENT
AGREEMENT

DATED MARCH 13, 2000

FOR

JIMMY C. TALLENT


            THIS
AMENDMENT executed on this 6th day of June, 2000, by and between UNITED COMMUNITY BANKS, INC., located in Blairsville,
Georgia (the “Corporation”) and JIMMY C. TALLENT (the “Executive”).


            On March
13, 2000, the Corporation and the Executive executed the UNITED COMMUNITY BANKS, INC. EXECUTIVE REVENUE NEUTRAL RETIREMENT
AGREEMENT (the “Agreement”).


            The
undersigned hereby amends, in part, said Agreement for the purpose of 1) updating the Corporation's Aggregate Premium Investment,
and 2) revising the Executive's Initial Points and Initial Allocation Percent. Therefore,


           
Appendix A and Appendix B to the Agreement shall be amended in their entirety and replaced with the following new Appendix A and
Appendix B attached to this Amendment.


            IN
WITNESS OF THE ABOVE, the Executive and the Corporation have agreed to this First Amendment.











   






Executive:                                                     
Corporation:


                                                                       
UNITED COMMUNITY BANKS, INC,





            /s/
Jimmy C. Tallent                 
            By:      
/s/   Christopher J. Bledsoe                   

Jimmy C. Tallent


                                                                       
Title:    
SVP/CFO                                           






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Appendix A


Aggregate Premium Investment






  

	
Premium

	
$1,410,000





  






Simulated Policy Data






  

	
Insured

	
Insurer

	
Policy No.

	
Product Type

	
Issue

Date


	
Classification


	
Tallent, Jimmy C.

	
AH

	
AH5052195

	
ESPIVNO

	
12/31/98

	
Standard S


	
Tallent, Jimmy C.

	
AH

	
AH5052196

	
ESPIVNO

	
12/31/98

	
Standard S





  



AH = Alexander Hamilton Life Insurance Company






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Appendix B



  

	
Executives

	
Initial Points

	
Initial Allocation Percent*


			
	
Jimmy C. Tallent

	
16.214

	
16.214%


	
Other Participants

	
83.786

	
83.786%


			
	
Total

	
100.00

	
100.00%





  



*If an Executive included above dies during a Plan Year, the Points
allocated to that person above shall be eliminated and the allocated percentages shall be recalculated for that Plan Year and all
subsequent Plan Years.


For example, assume the following Executives are in the plan with the
following Points and Initial Allocation Percent:



  

	
Executives

	
Points

	
Initial Allocation Percent


	
Executive A

	
50

	
50%


	
Executive B

	
30

	
30%


	
Executive C

	
20

	
20%


			
	
Total

	
100

	
100%





  



Executive A dies, the Points remain the same, but the Allocation Percent
changes, as follows:



  

	
Executives

	
Points

	
Revised Allocation Percent


	
Executive B

	
30

	
60% (30 ÷ 50)


	
Executive C

	
20

	
40% (20 ÷ 50)


			
	
Total

	
50

	
100%





  


 


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