Guarantee


     This Guarantee is made as of June 12, 2007, by Security National  Financial
Corporation,  a Utah  corporation  ("Guarantor"),  to Zions First  National Bank
("Lender"),  as an inducement to Lender to enter into a Loan  Agreement with and
to loan monies to Security National Life Insurance  Company,  a Utah corporation
("Borrower").

     Lender,  Borrower, and Guarantor are entering into a Loan Agreement of even
date herewith (the "Loan Agreement") pursuant to which Lender has agreed to make
a loan to Borrower  evidenced  by a Promissory  Note in the  original  principal
amount of Forty Million Dollars ($40,000,000.00).

     For  good  and   valuable   consideration,   receipt  of  which  is  hereby
acknowledged, Guarantor agrees as follows:

     1. Definitions.  Except as otherwise provided herein,  terms defined in the
Loan Agreement  shall have the same meanings when used herein.  Terms defined in
the singular shall have the same meaning when used in the plural and vice versa.
As used herein, the term:

     "Collateral"  includes,  in  addition  to the meaning set forth in the Loan
Agreement,  any other collateral for the Indebtedness  which may be taken in the
future.

     "Guarantee"  includes,  in  addition  to the  meaning set forth in the Loan
Agreement, any other guarantee of the Indebtedness, now existing or given in the
future.

     "Guarantor"  includes,  in  addition  to the  meaning set forth in the Loan
Agreement, any other person or entity who guarantees the Indebtedness, now or in
the future.

         "Indebtedness" means all liabilities, obligations, and indebtedness of
Borrower arising under the Loan Documents, including the Promissory Note and
including all costs and expenses, including reasonable attorneys fees and legal
expenses, for which Borrower is liable under the Loan Documents.

2. Guarantee. Guarantor absolutely and unconditionally guarantees to Lender that
Borrower shall promptly and fully perform, pay and discharge the Indebtedness.
If Borrower fails to pay any Indebtedness promptly as the same becomes due,
Guarantor agrees to pay the Indebtedness on demand.

3. Guarantee Unconditional. This Guarantee is an absolute and unconditional
guarantee of payment and not of collectability. The liability of Guarantor
hereunder is not conditional or contingent upon the genuineness, validity, or
enforceability of the Indebtedness or any of the Loan Documents or the value or
sufficiency of any Collateral.

     4. Agreement to Pay Attorneys Fees.  Guarantor agrees to pay all collection
costs,  including  reasonable  attorneys  fees and legal  expenses,  incurred by
Lender in enforcing this Guarantee.

     Guarantor  agrees to pay all expenses,  including  attorneys fees and legal
expenses, incurred by Lender in any bankruptcy proceedings of any type involving
Guarantor,  including,  without  limitation,  expenses  incurred in modifying or
lifting  the  automatic  stay,  determining  adequate  protection,  use of  cash
collateral, or relating to any plan of reorganization.

     5.  Waiver  by  Guarantor.  Guarantor  expressly  and  absolutely,  without
affecting the liability of Guarantor hereunder:

          a.  Waives  notice  of  acceptance  of this  Guarantee,  the  offer of
     guarantee contemplated by this Guarantee,  or any other notice which may be
     required relative to the acceptance of this Guarantee;

          b.  Waives  demand,  protest,  notice of  dishonor  or  nonpayment  or
     presentment for payment of the Promissory Note or any other evidence of the
     Indebtedness;

          c. Waives notice of transactions which have occurred under or relating
     to or affecting this Guarantee;

          d. Waives notice of any adverse change in the condition,  financial or
     otherwise,  of  Borrower  or  any  Guarantor,  any  change  concerning  any
     Collateral,   or  of  any  other  fact  which  might  materially   increase
     Guarantor's risk, whether or not Lender has knowledge of the same;

          e. Waives any right to require Lender to (i) proceed against  Borrower
     by suit or otherwise, (ii) foreclose, proceed against, liquidate or exhaust
     any Collateral,  or (iii)  exercise,  pursue or enforce any right or remedy
     Lender may have against Borrower, any Collateral,  any Guarantor, any other
     person or entity, or otherwise, prior to proceeding against Guarantor; and

     6. Consent to Lender's Acts.  Guarantor  hereby  authorizes and consents to
Lender at any time and from time to time,  without notice or further  consent of
Guarantor,  doing the  following  and  Guarantor  agrees that the  liability  of
Guarantor shall not be released or affected by:

          a. The  taking  or  accepting,  or the  failure  by  Lender to take or
     accept, any other Collateral or Guarantee for the Indebtedness;

          b. Any modifications,  amendments, extensions, renewals, replacements,
     or termination of any of the Loan  Documents,  to the granting of any other
     credit, and to the acceleration of maturity of the Indebtedness;

          c. Any  complete  or  partial  release,  substitution,  subordination,
     impairment,  loss,  compromise,  or other modification of any Collateral or
     any Guarantee;

          d. The complete or partial  release or substitution of Borrower or any
     Guarantor;

          e. Any renewal, extension,  modification,  replacement,  acceleration,
     consolidation, adjustment, indulgence, forbearance, waiver or compromise of
     the payment of any part or all of the Indebtedness, or any liability of any
     Guarantor,  or  the  performance  of any  covenant  contained  in the  Loan
     Documents;

          f. Any neglect, delay, omission, failure, or refusal of Lender to take
     or prosecute any action for the collection of the  Indebtedness or any part
     thereof,  or for  the  enforcement  of  any  provision  of any of the  Loan
     Documents,  or  any  action  in  connection  with  any  Collateral  or  any
     Guarantee,  including, without limitation, the failure of Lender to perfect
     any security interest in any Collateral;

          g.  Any   increase  or  decrease  in  the  rate  of  interest  on  the
     Indebtedness;

          h. Acceptance of any partial and/or late payments on the Indebtedness;

          i.  Application  of payments by, or recoveries  from,  Borrower or any
     Guarantor, or any sums realized from any Collateral,  in such manner and in
     such  order  of  priority  as  Lender  deems  proper,  whether  or not  the
     obligation  to which the  payment or recovery is applied is due at the time
     of such application; and

          j. Lender  exercising  any and all rights and  remedies  available  to
     Lender by law, at equity or by agreement,  even if the exercise thereof may
     affect,  modify, or eliminate any Guarantor's right of subrogation  against
     Borrower or any other party.

     7. Term of Guarantee.  This Guarantee shall remain in full force and effect
until all  Indebtedness has been fully paid. No termination of this Guarantee by
Guarantor shall be effective.

     8.  Cumulative  Rights.  The  rights  and  remedies  herein  conferred  are
cumulative  and not  exclusive of any other rights or remedies,  and shall be in
addition to every other right,  power, and remedy that Lender may have,  whether
specifically  granted  herein,  or hereafter  existing at law, in equity,  or by
statute;  and any and all such rights and remedies may be exercised from time to
time and as often and in such order as Lender may deem expedient.

     No delay or omission in the  exercise or  pursuance by Lender of any right,
power,  or remedy  shall  impair any such  right,  power,  or remedy or shall be
construed to be a waiver thereof.

     9.  Governing  Law.  This  Guarantee  shall be governed by and construed in
accordance with the laws of the State of Utah.

     10. Binding Effect.  This Guarantee may be executed and delivered to Lender
prior to the execution and delivery of the Loan Documents.  This Guarantee shall
nonetheless  be binding  and  enforceable  upon its  execution  and  delivery to
Lender.

     11. Revival Clause. If the incurring of any debt by Borrower or the payment
of any money or  transfer  of  property  to Lender by or on behalf of  Borrower,
Guarantor,  or any other party should for any reason  subsequently be determined
to be  "voidable" or  "avoidable"  in whole or in part within the meaning of any
state or federal law (collectively  "voidable  transfers"),  including,  without
limitation,  fraudulent  conveyances or preferential  transfers under the United
States Bankruptcy Code or any other federal or state law, and Lender is required
to repay or restore any voidable transfers or the amount or any portion thereof,
or upon the advice of Lender's counsel is advised to do so, then, as to any such
amount or property repaid or restored, including all reasonable costs, expenses,
and attorneys fees of Lender related  thereto,  the liability of Guarantor shall
automatically be revived,  reinstated and restored and shall exist as though the
voidable transfers had never been made.

     12.  Financial  Reports of  Guarantor.  Audited  financial  statements  and
reports  shall be prepared in  accordance  with  generally  accepted  accounting
principles and shall fully and fairly represent  Guarantor's financial condition
as of the date thereof and the results of Borrower's  operations  for the period
or periods covered  thereby.  Unaudited  financial  statements and reports shall
fully and fairly represent Guarantor's  Borrower's financial condition as of the
date thereof and the results of Borrower's  operations for the period or periods
covered  thereby  and  shall  be  consistent  with  other  financial  statements
previously delivered to Lender.

     Guarantor shall provide the following  financial  statements and reports to
Lender:

          (a)  Annual  audited   consolidating   financial  statements  with  an
     unqualified  opinion for each fiscal year of Borrower  from an  independent
     accounting  firm and in a form  acceptable  to Lender,  to be  delivered to
     Lender within one hundred sixty (160) days of the end of the fiscal year.

          (b) Quarterly  financial  statements for each fiscal quarter in a form
     acceptable  to Lender,  to be delivered to Lender within sixty (60) days of
     the end of the quarter.  The quarterly financial statements shall include a
     certification by the chief financial  officer or chief executive officer of
     Borrower that the quarterly financial statements fully and fairly represent
     Borrower's  financial  condition  as of the date thereof and the results of
     operations  for the period covered  thereby and are  consistent  with other
     financial statements previously delivered to Lender.

     13. Financial  Covenants of Guarantor.  Guarantor  covenants to comply with
the following financial covenants.

          (a) Guarantor  shall maintain a ratio of less than or equal to 1.25 of
     funded senior debt to net worth (thereby allowing senior debt of up to 125%
     of net worth) measured quarterly, compliance to be measured at a minimum on
     Guarantor's quarterly and annual financial statements.

          (b)  Guarantor  shall  maintain a minimum  net worth of Fifty  Million
     Dollars  ($50,000,000.00)  as measured  by  generally  accepted  accounting
     principles, compliance to be measured at a minimum on Guarantor's quarterly
     and  annual  financial  statements.  Minimum  net worth is defined as total
     assets minus total liabilities.

          (c) Guarantor shall maintain a Trailing Twelve Month EBITDA of greater
     than Thirteen Million Dollars  ($13,000,000.00),  compliance to be measured
     at a minimum on  Guarantor's  quarterly  and annual  financial  statements.
     "EBITDA" means earnings (excluding  extraordinary gains and losses realized
     other than in the  ordinary  course of business and  excluding  the sale or
     writedown  of  intangible  or  capital  assets)  before  interest,   taxes,
     depreciation,  and  amortization,  determined in accordance  with generally
     accepted accounting principles.

     14. Severability and Interpretation.  Any provision of this Guarantee which
is  prohibited  or  unenforceable   in  any  jurisdiction   shall,  as  to  such
jurisdiction  only, be  ineffective  only to the extent of such  prohibition  or
unenforceability  without  invalidating the remaining provisions hereof, and any
such prohibition or unenforceability in any jurisdiction shall not invalidate or
render  unenforceable such provision in any other jurisdiction.  The headings in
this  Guarantee  are inserted for  convenience  only and shall not be considered
part of the Guarantee nor be used in its interpretation.  All references in this
Guarantee to the singular shall be deemed to include the plural when the context
so requires,  and vice versa.  References in the collective or conjunctive shall
also include the disjunctive  unless the context  otherwise  clearly  requires a
different interpretation.

     15. Continuing Agreement. All agreements, representations,  warranties, and
covenants  made herein by Guarantor  shall survive the execution and delivery of
this Guarantee and shall continue in effect so long as the  Indebtedness  or any
portion  thereof is outstanding  and unpaid.  All  agreements,  representations,
warranties,  and covenants made herein by Guarantor shall survive any bankruptcy
proceedings.  This  Guarantee  shall  bind the party  making  the same,  and its
successors, assigns, heirs, executors, and personal representatives.  The death,
insolvency,  bankruptcy,  disability,  or lack of  corporate  power of Borrower,
Guarantor,  or any other  person or  entity  at any time  will not  affect  this
Guarantee.

     16. Joint and Several  Liability.  Guarantor shall be jointly and severally
liable  with  Borrower  for  the   Indebtedness  and  for  all  obligations  and
liabilities arising under this Guarantee.

     17.  Disclosure  of  Information.   Guarantor  hereby  consents  to  Lender
disclosing  to any financial  institution  or investor  providing  financing for
Lender,  any and all  information,  knowledge,  reports and records,  including,
without limitation, financial statements, concerning Guarantor.

     18. Consent to Utah Jurisdiction and Exclusive Jurisdiction of Utah Courts.
Guarantor  acknowledges  that by  execution  and  delivery  of  this  Guarantee,
Guarantor has transacted business in the State of Utah and Guarantor voluntarily
submits to,  consents to, and waives any defense to the  jurisdiction  of courts
located in the State of Utah as to all matters  relating to or arising from this
Guarantee.  EXCEPT AS  EXPRESSLY  AGREED IN  WRITING  BY  LENDER  AND  EXCEPT AS
PROVIDED IN THE  ARBITRATION  PROVISIONS  IN THE LOAN  AGREEMENT,  THE STATE AND
FEDERAL  COURTS  LOCATED  IN THE STATE OF UTAH  SHALL  HAVE  SOLE AND  EXCLUSIVE
JURISDICTION OF ANY AND ALL CLAIMS,  DISPUTES, AND CONTROVERSIES,  ARISING UNDER
OR  RELATING TO THIS  GUARANTEE.  NO LAWSUIT,  PROCEEDING,  OR ANY OTHER  ACTION
RELATING TO OR ARISING  UNDER THIS  GUARANTEE  MAY BE COMMENCED OR PROSECUTED IN
ANY OTHER FORUM EXCEPT AS EXPRESSLY AGREED IN WRITING BY LENDER.

     19. Entire Agreement.  This Guarantee together with the Loan Agreement (and
any other loan documents referenced in the Loan Agreement) constitute the entire
agreement between Lender and Guarantor  concerning the subject matter hereof and
may not be altered or amended except by written  agreement  signed by Lender and
Guarantor.  All other prior and contemporaneous  agreements,  arrangements,  and
understandings  between the parties  hereto as to the subject  matter hereof are
rescinded.



     IN WITNESS  WHEREOF,  the parties  hereto have caused this  Guarantee to be
duly executed and delivered as of the date first above written.

                                   Guarantor:

                                   Security National Financial Corporation





                                   By:  s/s Scott M. Quist
                                        ------------------
                                        Scott M. Quist
                                        President