EXHIBIT 10.14 SOUTH CAROLINA BANK AND TRUST, NATIONAL ASSOCIATION SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT

1.1

“Base Benefit Amount” means, with respect to the Employee, a maximum annual benefit of Twelve Thousand Dollars ($12,000).

1.2

“Beneficiary” means each designated person, or the estate of the deceased Executive, entitled to benefits, if any, upon the death of the Executive determined pursuant to Article 4.

1.3

“Beneficiary Designation Form” means the form established from time to time by the Plan Administrator that the Executive completes, signs, and returns to the Plan Administrator to designate one or more Beneficiaries.

1.4

“Board” means the Board of Directors of the Bank as from time to time constituted.

1.5

“Change in Control” means:

(2)

There shall be any consolidation or merger of the Holding Company or the Bank in which such entity is not the continuing or surviving corporation or as a result of which the holders of the voting capital stock of the Holding Company or the Bank (as the case may be) immediately prior to the consummation of the transaction do not own more than 50% of the voting capital stock of the surviving corporation; or

(3)

There occurs the sale of all or substantially all of the stock of the Bank or of the assets of the Holding Company or the Bank.

1.6

“Code” means the Internal Revenue Code of 1986, as amended.

1.7

“Current Benefit Level” means an initial benefit amount of Eight Thousand Seven Hundred Sixty Eight Dollars ($8,768) for the first Plan Year inflated at an annual rate of four percent (4%) until Normal Retirement Age with a maximum benefit equal to the Base Benefit Amount.

1.8

“Disability” means Executive: (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months; or (ii) is, by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months, receiving income replacement benefits for a period of not less than three (3) months under an accident and health plan covering employees of the Bank. Medical determination of Disability may be made by either the Social Security Administration or by the provider of an accident or health plan covering employees of the Bank. Upon the request of the Plan Administrator, the Executive must submit proof to the Plan Administrator of the Social Security Administration’s or the provider’s determination.

1.9

“Early Termination” means Separation from Service before Normal Retirement Age except when such Separation from Service occurs: (i) following a Change in Control; or (ii) due to death, Disability, or Termination for Cause.

“Effective Date” means July 1, 2006.

“Holding Company” means SCBT Financial Corporation or such successor corporation.

1.12

“Net Income” means net income of the Holding Company, after taxes, determined using generally accepted accounting principles (GAAP) consistently applied by the certified public accountants retained by the Holding Company.

1.13

“Normal Retirement Age” means the Executive attaining age sixty-five (65).

1.14

“Normal Retirement Date” means the later of Normal Retirement Age or Separation from Service.

1.15

“Plan Administrator” means the plan administrator described in Article 6.

1.16

“Performance Ratio” is a fraction whereby the numerator is (a) the Net Income of the Holding Company and the book value of the total assets of the Holding Company determined as of the end of the Plan Year immediately preceding the occurrence of a distribution event as set forth in Article 2 or 3 and the denominator is (b) the Projected Net Income and Projected Total Assets as set forth in Exhibit A to this Agreement, determined as of the end of the Plan Year immediately preceding such distribution event. In no event shall the Performance Ratio be greater than one (1).

1.17

“Plan Year” means each twelve-month period commencing on July 1 and ending on June 30 of each year. The initial Plan Year shall commence on the Effective Date of this Agreement and end on the following June 30.

1.18

“Separation from Service” means the termination of the Executive’s employment with the Bank for reasons other than death. Whether a Separation from Service takes place is determined based on the facts and circumstances surrounding the termination of the Executive’s employment and whether the Bank and the Executive intended for the Executive to provide significant services for the Bank following such termination. A termination of employment will not be considered a Separation from Service if:

the Executive continues to provide services as an employee of the Bank at an annual rate that is twenty percent (20%) or more of the services rendered, on average, during the immediately preceding three full calendar years of employment (or, if employed less than three years, such lesser period) and the annual remuneration for such services is twenty percent (20%) or more of the average annual remuneration earned during the final three full calendar years of employment (or, if less, such lesser period), or

the Executive continues to provide services to the Bank in a capacity other than as an employee of the Bank at an annual rate that is fifty percent (50%) or more of the services rendered, on average, during the immediately preceding three full calendar years of employment (or if employed less than three years, such lesser period) and the annual remuneration for such services is fifty percent (50%) or more of the average annual remuneration earned during the final three full calendar years of employment (or if less, such lesser period).

1.19

“Specified Employee” means a key employee (as defined in Section 416(i) of the Code without regard to paragraph 5 thereof) of the Bank if any stock of the Bank is publicly traded on an established securities market or otherwise.

“Termination for Cause” means Separation from Service for (1) the repeated failure of Employee to perform the responsibilities and duties for which he has been employed; (2) the commission of an act by Employee constituting dishonesty or fraud against the Holding Company or the Bank; (3) the conviction for or the entering of a guilty or no contest plea with respect to a felony; (4) habitual absenteeism, chronic alcoholism or any other form of substance abuse; or (5) the commission of an act by Employee involving gross negligence or moral turpitude that brings the Holding Company or any of its affiliates into public disrepute or disgrace or causes material harm to the customer relations, operations or business prospects of the Holding Company or any of its affiliates.

2.1

Normal Retirement Benefit. Upon the Normal Retirement Date, the Bank shall distribute to the Executive the benefit described in this Section 2.1 in lieu of any other benefit under this Article.

2.1.2

Distribution of Benefit. The Bank shall distribute the annual benefit to the Executive in twelve (12) equal monthly installments commencing on the first day of the month following the Normal Retirement Date. The annual benefit shall be distributed to the Executive for fifteen (15) years.

2.2

Early Termination Benefit. Upon Early Termination, the Bank shall distribute to the Executive the benefit described in this Section 2.2 in lieu of any other benefit under this Article.

2.2.1

Amount of Benefit. The annual benefit under this Section 2.2 is equal to (a) the Current Benefit Level, determined as of the end of the Plan Year immediately preceding the Executive’s Early Termination, multiplied by (b) the applicable Performance Ratio multiplied by (c) the applicable Vesting Percentage. For purposes of this Section 2.2, the Vesting Percentage shall be determined as follows:

2.2.2

Distribution of Benefit. The Bank shall distribute the benefit to the Executive in twelve (12) equal monthly installments commencing the first day of the month following Normal Retirement Age. The annual benefit shall be distributed to the Executive for fifteen (15) years.

2.3

Disability Benefit. If the Executive experiences a Disability which results in a Separation from Service prior to Normal Retirement Age, the Bank shall distribute to the Executive the benefit described in this Section 2.3 in lieu of any other benefit under this Article.

2.3.1

Amount of Benefit. The annual benefit under this Section 2.3 is equal to (a) One Hundred Percent (100%) of the Current Benefit Level, determined as of the end of the Plan Year immediately preceding the Executive’s Separation from Service, multiplied by (b) the applicable Performance Ratio.

2.3.2

Distribution of Benefit. The Bank shall distribute the benefit to the Executive in twelve (12) equal monthly installments commencing the first day of the month following Normal Retirement Age. The annual benefit shall be distributed to the Executive for fifteen (15) years.

2.4

Change in Control Benefit. Upon a Change in Control followed by a Separation from Service, the Bank shall distribute to the Executive the benefit described in this Section 2.4 in lieu of any other benefit under this Article.

2.4.1

Amount of Benefit. The benefit under this Section 2.4 is the Base Benefit Amount.

2.4.2

Distribution of Benefit.  The Bank shall distribute the benefit to the Executive in twelve (12) equal monthly installments commencing the first day of the month following Normal Retirement Age. The annual benefit shall be distributed to the Executive for fifteen (15) years.

2.4.3

Establishment of a Domestic Grantor Trust upon a Change in Control. Upon a Change in Control, the Bank shall establish a domestic grantor trust which shall be used exclusively for the funding of benefits under the South Carolina Bank and Trust, Supplemental Executive Retirement Agreement and satisfying the claims of general creditors of the Bank in the event the Bank becomes insolvent. 

2.5

Restriction on Timing of Distribution.  Notwithstanding any provision of this Agreement to the contrary, if the Executive is considered a Specified Employee at Separation from Service under such procedures as established by the Bank in accordance with Section 409A of the Code, benefit distributions that are made upon Separation from Service may not commence earlier than six (6) months after the date of such Separation from Service. Therefore, in the event this Section 2.5 is applicable to the Executive, any distribution which would otherwise be paid to the Executive within the first six months following the Separation from Service shall be accumulated and paid to the Executive in a lump sum on the first day of the seventh month following the Separation from Service. All subsequent distributions shall be paid in the manner specified.

2.6

Distributions Upon Income Inclusion Under Section 409A of the Code. Upon the inclusion of any portion of the amount accrued by the Bank with respect to the Bank’s obligations hereunder into the Executive’s income as a result of the failure of this non-qualified deferred compensation plan to comply with the requirements of Section 409A of the Code, to the extent such tax liability can be covered by the vested amount the Bank has accrued with respect to the Bank’s obligations hereunder, a distribution shall be made as soon as is administratively practicable following the discovery of the plan failure.

2.7

Change in Form or Timing of Distributions.  For distribution of benefits under this Article 2, the Executive and the Bank may, subject to the terms of Section 8.1, amend the Agreement to delay the timing or change the form of distributions.  Any such amendment:

(a)

may not accelerate the time or schedule of any distribution, except as provided in Section 409A of the Code and the regulations thereunder;

(c)

must, for benefits distributable under Sections 2.1, 2.2, 2.3 and 2.4, delay the commencement of distributions for a minimum of five (5) years from the date the first distribution was originally scheduled to be made; and