AGREEMENT TO REPAY INDEBETNESS AND TO CONVEY OPTION WHEREAS, Security National Financial Corporation and its wholly owned subsidiaries entered into those certain agreements referred to as "Option to Acquire" and "Memorandum of Understanding"...

               AGREEMENT TO REPAY INDEBETNESS AND TO CONVEY OPTION

     WHEREAS,  Security  National  Financial  Corporation  and its wholly  owned
subsidiaries  entered into those  certain  agreements  referred to as "Option to
Acquire" and "Memorandum of Understanding"  (hereinafter the "Agreements")  with
Xxxxxx Xxxxxxx on or about December 19, 2001;

     WHEREAS,  pursuant to the  Agreements  certain  monies were advanced in the
form of a loan to  Monument  Title  totaling  an  amount  to  $77,952.50,  which
including interest to November 1, 2004, totals $94,177.27.

     WHEREAS, also according to the Agreements, Security National had the option
to acquire 100% of the common stock of Monument Title (the Option to Acquire);

     WHEREAS,  pursuant to the lending  transaction  whereby  Security  National
advanced to Monument Title the $77,952.50,  it caused a Uniform  Commercial Code
Filing (the "Filing") to be placed upon all assets of Monument Title;

     NOW THEREFORE, as of the 1st day of November 2004, the parties hereby agree
as follows:

1.   That the loan in the current amount of $94,177.27 be repaid within 7 (seven
     days) from the date hereof with interest in cash.

2.   Upon receipt of the loan  repayment  Security  National  shall  release its
     Filing upon the assets of Monument Title.

3.   That Security  National  shall convey its interest in the Option to Acquire
     in return for the payment of an additional  $94,177.27 to be paid under the
     following terms and conditions:

     a.   A minimum payment of $500 per month for the first 12 months  following
          the date of execution hereof;

     b.   A minimum payment of $1,000 per month for the 13th through 24th months
          following the date of execution hereof;

     c.   After the 24th month the then outstanding  balance shall bear interest
          at the 3-year Treasury Rate plus one percent (1%). The minimum payment
          for the 25th month  through 36th month shall be $1,500 per month,  the
          minimum  payment for the 37th month through 48th month shall be $2,000
          per month.  The minimum  payment for the 48th month through 60th month
          shall be $2,500 and any remaining unpaid balance,  including interest,
          shall be due and payable at the  conclusion of the 60th month from the
          date hereof.



Monument Title by Xxxxxx Xxxxxxx        Date       Xxxxxx Xxxxxxx, Individually



Security National Financial Corporation     Date
By:  Xxxxx X. Xxxxx