The Plan is hereby established to permit non-employee directors of First Community Corporation and its subsidiaries, in recognition of their contributions to the Corporation and such subsidiaries, to receive Shares in the manner described below. The Plan is intended to enable the Corporation to attract, retain and motivate qualified directors and to enhance the long-term mutuality of interest between directors and shareholders of the Corporation. The purpose of the Plan is to provide non-employee directors of the Corporation with an opportunity to defer their cash Compensation for Corporation stock.

“Annual Deferral Amount” shall mean that portion of a Participant’s director fees that a Participant defers in accordance with Section 5 for any one Plan year, without regard to whether such amounts are withheld and credited during such Plan year. In the event of a Participant’s Retirement, Disability, Death or other separation from service with the Corporation and all subsidiaries prior to the end of a Plan year, such year’s Annual Deferral Amount shall be the actual amount withheld prior to such event.

“Change in Control” shall mean any “change in control event” as defined in accordance with Code Section 409A and related Treasury guidance and Regulations.

“Compensation” shall mean the annual retainer fees earned by a non-employee director for service as a director of the Corporation or any subsidiary, the annual retainer fee, if any, earned by a non-employee director for service as a member of a committee of the Board or of the board of directors of any subsidiary; and any fees earned by a non-employee director for attendance at meetings of the Board or the board of directors of any subsidiary and of any of their committees.

“Deferral Account” shall mean (i) the sum of all of a Participant’s Annual Deferral Amounts, plus (ii) amounts credited or debited to the Participant’s Deferral Account in accordance with this Plan, less (iii) all distributions made to the Participant or his or her beneficiary pursuant to this Plan that relate to his or her Deferral Account.

“Deferred stock unit” means a credit to a Participant’s account under Section 6(c) that represents the right to receive a number of Corporation shares based on the deferred amount divided by the Fair Market Value of one share as of the date the account is credited.

“Disability” or “Disabled” shall mean that a Participant is (i) 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 12 months, or (ii) 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 12 months, receiving income replacement benefits for a period of not less than 3 months under an accident or health plan covering employees of the Participant’s employer. For purposes of this Plan, a Participant shall be deemed Disabled if determined to be totally disabled by the Social Security Administration, or if determined to be disabled in accordance with the applicable disability insurance program of such Participant’s employer, provided that the definition of “disability” applied under such disability insurance program complies with the requirements in the preceding sentence.

“Fair Market Value” shall mean on any date, with respect to a Share, the closing price of a Share as reported by the NASDAQ Stock Market (or the exchange on which the Shares then trade) on the next preceding date on which there was such a trade.

“Non-employee director” means a member of the Board who is not also an employee of the Corporation or any subsidiary or other affiliate of the Corporation.

“Plan” means this First Community Corporation 2006 Non-Employee Director Deferred Compensation Plan, as it may be amended from time to time.

“Retire” or “Retired” or “Retirement” shall mean separation from service as a director with the Corporation and all subsidiaries, as provided in the Bylaws of First Community Corporation, Article 3, Section 6.

“Termination of the Plan” shall mean a determination by the Board that (i) all of its Participants shall no longer be eligible to participate in the Plan, (ii) no new deferral elections for such Participants shall be permitted, and (iii) such Participants shall no longer be eligible to receive Corporation contributions under this Plan.

“Unforeseeable Emergency” shall mean a severe financial hardship of the Participant or his or her beneficiary resulting from (i) an illness or accident of the Participant or beneficiary, the Participant’s or beneficiary’s spouse, or the Participant’s or beneficiary’s dependent (as defined in Code Section 152(a)), (ii) a loss of the Participant’s or beneficiary’s property due to casualty, or (iii) such other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the Participant or the Participant’s beneficiary, all as determined in the sole discretion of the Board