0001171843-11-001149 Sample Contracts

AMENDMENT TO TAX BENEFITS PRESERVATION PLAN
Tax Benefits Preservation Plan • April 27th, 2011 • FNB United Corp. • National commercial banks • New York

This Amendment to Tax Benefits Preservation Plan (this “Amendment”) between FNB United Corp., a Delaware corporation (the “Company”), and Registrar and Transfer Company, as Rights Agent (the “Rights Agent”), is effective this 27th day of April, 2011.

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