STATE  OF  SOUTH  CAROLINA     )
                         )          EMPLOYMENT  AGREEMENT
COUNTY  OF  GREENVILLE     )


                THIS  EMPLOYMENT  AGREEMENT, made and entered into this 20th day
of April, 2000, by and between  JAMES G. BAGNAL III, a resident of the State and
County  aforesaid,  hereinafter  referred  to as "Employee" and Summit Financial
Corporation,  a  corporation duly chartered pursuant to the laws of the State of
South  Carolina,  hereinafter  referred  to  as  "Employer".

W  I  T  N  E  S  S  E  T  H:

          WHEREAS, the Employer is a corporation chartered under the laws of the
State  of  South  Carolina  and
          WHEREAS, Employee is the Spartanburg Regional President of the banking
operation  which  is  a  wholly-owned  subsidiary  of  the  Employer;  and
          WHEREAS,  the  terms  of this Agreement are subject to the approval by
the  Board  of  Directors  of  the  Employer;
          NOW, THEREFORE, in consideration of the mutual promises of the parties
and  the  mutual benefits they will gain by the performance thereof, the parties
hereto  agree  as  follows:
          1.  Employment.  That  the  Employer,  subject  to  the  terms  and
conditions  hereof,  does  hereby  agree to employ the Employee and the Employee
accepts  such  employment,  from the date hereof and to continue therefrom until
terminated  as  hereinafter  provided.
          2.  Duties.  That  the  Employee  is  employed  to  act as Spartanburg
Regional  President of the banking entity, which is a wholly-owned subsidiary of
the Employer and to perform such other duties on behalf of the Employer, as well
as  any  subsidiary  thereof,  which  will  benefit  the  Employer.
          3.  Termination  by  Employee.  That  the  Employee  may terminate his
employment  hereunder  at  any  time  after  he has given ninety (90) days prior
written  notice  to  the Employer, such notice to be accomplished by delivery of
such  written  termination  to  either the Chairman of the Board of Directors or
President  (provided that the Employee is not serving in either capacity) of the
Employer.
          4.  Termination  by  Employer.  That  the  Employer  may  terminate
immediately  the  Employee's  employment  hereunder at any time, with or without
cause,  by  giving  written  notice  of  such  termination  of employment to the
Employee.
          5.  Automatic  Termination  of  Employee.  That  the employment of the
Employee  shall  be  automatically  terminated  upon  the  earlier of any of the
following:
               (a)     The  death  of  the  Employee.
               (b)     The  disability  of  the  Employee  so  as to prevent the
Employee  from  adequately  performing  his  duties  contemplated hereunder (the
determination  of any such disability shall be within the sole discretion of the
Board  of  Directors  of the Employer).  The Employee will be compensated at his
normal rate until the earlier of: (i) such time as he begins to receive benefits
from  his disability insurance; or (ii) a period ending one hundred eighty (180)
days  from  such  determination  of  disability.
          6.  Compensation.  That  for all of his duties hereunder, the Employee
shall  receive compensation at the rate currently in place, which will initially
be  as  stated in Exhibit A to this document.  However, anything to the contrary
notwithstanding,  this  compensation shall terminate immediately in the event of
termination  of  employment  hereunder  for any reason whatsoever except for any
payments  which  might  be due the Employee under paragraph 5(b) or by reason of
the  Employer  enforcing  its  covenant  not  to compete set forth herein below.
          7.  Covenant  Not  to  Compete.
               (a)  That  in  the  event the Employee voluntarily terminates his
employment  with  the  Employer  or  any  subsidiary  of  the Employer, that the
Employee  agrees that he will not, directly or indirectly, own, manage, operate,
control,  be  employed by, participate in or be connected in any manner with the
ownership,  management  or  operation  of  any  business similar to that type of
business  then  conducted  by  the  Employer  or by any subsidiary for which the
Employee  is  then  actively engaged for a period of twelve (12) months from the
date  of  such  termination  of  employment and within the radius of twenty (20)
miles  from  where  the  Employee has his main office or five (5) miles from any
branch office, while he is performing his services hereunder.  Further, that the
Employee  acknowledges  that  this covenant not to compete with the Employer, or
such  subsidiary,  is  NOT made under duress and that it is an essential part of
the  Agreement,  without  which the Employer would not have engaged or continued
the  services  of  the  Employee .  Further, the Employee acknowledges that this
covenant not to compete is for such good and valid consideration, the receipt of
which  is  hereby  acknowledged  and  Employee  agrees  that  in  the event of a
threatened  breach  of his covenant under this Agreement, that any remedy at law
would be inadequate and Employer may seek injunctive relief, as well as damages.
          (b) That in the event that the Employer shall terminate the employment
of  the  Employee, without cause ("cause" is defined herein below), the Employer
agrees  to  pay  the  Employee one hundred (100%) percent of his regular monthly
salary  (regular monthly salary shall be computed by dividing by twelve (12) the
Employee's  W-2  cash  salary  and  cash  bonus income from the Employer for the
calendar  year  immediately  preceding  such  termination  of employment).  Such
payment to begin on the last day of the first month following the termination of
employment  and  to  continue  for  one (1) year from the date of termination of
employment.  At  Employer's  sole  option,  and  for  the  same  monthly payment
amounts,  this non-competition agreement may be continued up to a maximum of two
(2)  years  from  the date of termination of employment; PROVIDED, HOWEVER, that
after  one  (1)  year  from  the  date  of  termination, Employer shall have the
absolute  right,  in  its  sole discretion, to terminate, at any time, this said
non-competition agreement by giving thirty (30) days prior written notice to the
Employee,  mailed to the Employee's address designated in Item 8 hereof and this
covenant  not  to  compete shall terminate thirty (30) days after the mailing of
such  notice  and  the  payments  referred  to  herein  above  shall  likewise
automatically  terminate  on said date, after which termination by the Employer,
no  payments  shall  be  payable  as  it  is  expressly acknowledged by both the
Employee  and  the Employer that Employer shall have no obligation whatsoever to
continue this covenant not to compete for any period of time beyond one (1) year
from  the  date  of  termination.  Naturally, such notice of termination of such
payments  by  the  Employer  shall,  at that time, release the Employee from his
obligation  not  to  compete.  Such non-compete shall prevent the Employee from,
directly  or  indirectly,  owning,  managing,  operating,  or being employed by,
participating in or being connected in any manner with the ownership, management
and operation of any business similar to that type of business then conducted by
the  Employer  or  by  any  subsidiary  for  which the Employee is then actively
engaged for a period of twelve (12) months (24 months at Employers sole options)
from  the date of such termination of employment and within the radius of twenty
(20)  miles  from  the office of the Employer, or five (5) miles from any branch
office,  as  the case may be, within which Employee has his main office while he
is  performing  his services hereunder.  Further, that the Employee acknowledges
that  this  covenant  not to compete with the Employer or such subsidiary is NOT
made  under  duress  and that it is an essential part of this Agreement, without
which  the  Employer  would  not  have  engaged or continued the services of the
Employee.  Further,  the Employee acknowledges that this covenant not to compete
is  for  such  good  and  valid  consideration,  the  receipt of which is hereby
acknowledged and Employee agrees that in the event of a threatened breach of his
covenant  under  this  Agreement, that any remedy at law would be inadequate and
Employer  may  seek  injunctive  relief,  as  well  as  damages.
                  (c)  That  in  the event that the Employer shall terminate the
employment  of  the  Employee  for  cause (with "cause" being defined under this
Agreement  to  mean either: (i) willful failure of the Employee to substantially
perform  prescribed duties other than a result of disability (the Employee shall
be  given  written notice of an alleged willful failure to substantially perform
such  prescribed  duties  and shall have a period of thirty (30) days to correct
such  willful  failure to substantially perform such prescribed duties); or (ii)
the  willful  engaging in misconduct significantly detrimental to the Employer),
the  Employer  agrees  to  pay  the  Employee  one hundred (100%) percent of his
regular  monthly salary (regular monthly salary shall be computed by dividing by
twelve  (12)  the  Employee's  W-2  cash  salary  and cash bonus income from the
Employer  for  the  calendar  year  immediately  preceding  such  termination of
employment)  for  a period of one (1) month.  Further, that in the event of such
termination  for  cause,  the  Employee  agrees  that  he  will not, directly or
indirectly, own, manage, operate, control, be employed by, participate in, or be
connected  in  any  manner  with  the  ownership, management or operation of any
business  similar  to that type of business then conducted by the Employer or by
any  subsidiary  for which the Employee is then actively engaged for a period of
six (6) months from the date of termination of employment and within a radius of
twenty (20) miles from where the employee has his main office, or five (5) miles
from any branch office, while he is performing the services hereunder.  Further,
that  the  Employee  acknowledges  that  this  covenant  not to compete with the
Employer,  or  such  subsidiary,  is  NOT  made  under  duress and that it is an
essential  part  of  this  Agreement,  without which the Employer would not have
engaged  or  continued  the  services  of  the  Employee.  Further, the Employee
acknowledges  that  this  covenant  not  to  compete  is for such good and valid
consideration  and  Employee  agrees that in the event of a threatened breach of
his  covenant  under  this Agreement, that any remedy at law would be inadequate
and  Employer  may  seek  injunctive  relief,  as  well  as  damages.
          (d).  That  in  the  event  the Employee is terminated by the Employer
after a change in control (as hereinafter defined) or by the Employer during the
pendency  of a potential change in control (other than for cause in either case)
or  by the Employee for good reason after a change in control, then the Employee
is  entitled  to  an amount equal to three (3) times his annual base pay amount,
calculated  as  the  average  of  the Employee's W-2 annual cash salary and cash
bonus  income  from  the  Employer  over the five (5) most recent taxable years.
Said  non-competition  amounts  are  to  be  paid  in  three  (3)  equal  annual
installments  without  any interest due thereon, the first installment being due
within  thirty  (30)  days  from  the  date  of  such  termination  and annually
thereafter  until  paid  in  full.  In  addition,  the  Employee  is entitled to
continued life, disability and medical insurance coverage for a period of twelve
(12)  months, paid for by the Employer.  Said non-compete payments shall prevent
the Employee from, directly or indirectly, owning, managing, operating, or being
employed  by,  participating  in  or  being  connected  in  any  manner with the
ownership,  management  and  operation  of  any business similar to that type of
business  then  conducted  by  the  Employer  or by any subsidiary for which the
Employer  is  then  actively  engaged for a period of 36 months from the date of
such  termination  of employment and within the radius of twenty (20) miles from
the  office  of  the  Employer, or five (5) miles from any branch office, as the
case  may  be,  within which Employer has his main office while he is performing
his  services  hereunder.  Further,  that  the  Employee  acknowledges that this
covenant  not  to compete with the Employer or such subsidiary is NOT made under
duress  and  that  it  is  an  essential  part  of this Agreement.  Further, the
Employee  acknowledges  that  this  covenant not to compete is for such good and
valid  consideration, the receipt of which is hereby acknowledged.  The Employer
and Employee acknowledge that any breach of this contract would cause damages to
the  Employer,  the  value  of  which would be difficult to determine.  For that
reason,  the  Employer  and  Employee  hereby  agree  upon  liquidated  damages
specifying  that  the  damages  that  the  Employer would incur as a result of a
breach  by  the  Employee  would be determined based on the present value of the
stream  of unpaid non-competition payments specified above.  In addition, in the
event  of a breach of the Employee's covenant under this Agreement, the Employer
may  seek  injunctive relief, as well as the liquidated damages set forth above.
          A  change  in  control  occurs  if:  (i)  any  person or entity acting
directly  or  indirectly  or  through  or in concert (other than persons who are
presently  on the Board of Directors for the Employer) with one or more persons,
acquires the power, directly or indirectly, to vote twenty-five (25%) percent or
more  of  any  class  of voting securities of the Employer; or (ii) the Employer
becomes  a  subsidiary  of another corporation or is merged or consolidated into
another  corporation.  A potential change in control occurs if: (i) the Employer
has  entered  into  an  agreement,  the  consummation of which would result in a
change  in  control; (ii) any person publicly announces his intention to take or
to  consider  taking actions which, if consummated, would constitute a change in
control;  or  (iii)  any  person  becomes the beneficial owner, as defined under
Securities  and  Exchange  Commission  rules,  directly  or  indirectly  of  the
Employer's  securities  which represent nine and one-half (9.5%) percent or more
of  the  combined  voting  power  of  the Employer's then outstanding securities
entitled  to elect directors; or (iv) the Board of Directors adopts a resolution
to  the  effect that a potential change in control for purposes of the agreement
has  occurred.  A  potential  change  in control remains pending for purposes of
receiving  payments under the agreement until the earlier of the occurrence of a
change  in  control  or a determination by the Board of Directors or a committee
thereof  (at  any  time)  that  a  change  of  control  is  not or was no longer
reasonably  expected  to  occur.
          Termination  of employment because of disability, retirement or death,
or  by  the  Employer for cause or by the Employee for any reason other than for
good  reason,  will  not  result  in  the  full  payment  of  benefits under the
provisions  of  paragraph 7(d) above.  "Cause" is defined under the agreement to
mean:  (i) willful failure substantially to perform prescribed duties other than
as  a  result  of  disability;  or  (ii)  the  willful  engaging  in  misconduct
significantly  detrimental  to  the  Employer.  "Good  reason"  for  Employee to
terminate  employment  with the Employer occurs if: (i) duties are assigned that
are  materially  inconsistent  with  previous  duties;  (ii)  duties  and
responsibilities  are  substantially reduced; (iii) base compensation is reduced
not  as  part  of  an  across-the-board  reduction  for  such  executives;  (iv)
participation  under compensation plans or arrangements generally made available
to  persons  at the Employee's level of responsibility at the Employer is denied
except  as otherwise provided; (v) a successor fails to assume the agreement; or
(vi)  termination  is  made  without  compliance  with  prescribed  procedures.
          8.  Addresses.  That,  unless mutually amended in writing, any notices
required or permitted to be given under this Agreement shall be sufficient if in
writing  and  sent  by  registered  mail  to  the  following  addresses:

          FOR  THE  EMPLOYER:
          Summit  Financial  Corporation
          C/O  J.  Randolph  Potter
          P  O  Box  1087
          Greenville,  SC  29602

          FOR  THE  EMPLOYEE:
          James  G.  Bagnal,  III
          5  Woodburn  Ridge  Road
          Spartanburg,  SC  29302

            9.  Vacation.  That  during the term of active employment hereunder,
the  Employee shall be entitled to an annual paid vacation of three (3) weeks to
be  taken  at such reasonable time or times as allowed by the Board of Directors
of  the  Employer.
          10.  Employee  Benefits.  That  the Employee shall be entitled, during
the term of active employment hereunder, to those employee benefits currently in
place  for  the Employee, which will initially be as stated in Exhibit A to this
document
               11.  State Law.  That this Agreement is made pursuant to the laws
of  the  State  of  South  Carolina  and  shall  be  construed  thereby.
          12.  Entire  Agreement.  That  this Agreement constitutes the sole and
complete  agreement  between the Employer and the Employee and it is agreed that
no  verbal  or other statement, inducements or representations have been made to
or  relied upon by the Employee and that no modification to this Agreement shall
be  binding upon either party hereto unless in writing and signed by each party.
          13.  Binding  Effect.  That this Agreement is binding upon the parties
hereto, their successors, personal representatives, legal representatives, heirs
and assigns (however this Agreement shall not be assigned by the Employee unless
the  Employer  shall  agree  thereto  in  writing).
          IN  WITNESS  WHEREOF,  the  parties hereto have signed and sealed this
Agreement  on  the  date  above  first  written.

IN  THE  PRESENCE  OF:                       EMPLOYER:
                                             SUMMIT  FINANCIAL  CORPORATION

/s/  Karen  Dye                              By:   /s/  J.  Randolph  Potter
                                             Its:  President
/s/  Sandra  Meister                         And:  /s/  Blaise  B.  Bettendorf
                                             Its:  Chief  Financial  Officer

                                             EMPLOYEE:
/s/  Karen  Dye                              /s/  James  G.  Bagnal,  III
/s/  Sandra  Meister