UNITED COMMUNITY BANKS MODIFIED RETIREMENT PLAN (As Amended And Restated Effective As Of January 1, 2005, Except Where Otherwise Noted)

“ Accrued Benefit ” means the amount payable at Normal Retirement Age equal to the Participant’s Retirement Benefit described in Section 3.2 multiplied by a fraction, not to exceed one, the numerator of which is the Participant’s actual number of Years of Service and the denominator of which is the Participant’s potential number of Years of Service to Normal Retirement Age (determined beginning on the Participant’s hire date and continuing as if the Participant continued employment with the Employer until his Normal Retirement Age), provided that the Plan Administrator may provide on an Appendix or a Participation Agreement applicable to a Participant for a different method to determine the Accrued Benefit fraction through adjustment of the Participant’s hire date or otherwise. The Participation Agreement may provide for payment of a specified benefit amount at an age earlier than the Participant’s Normal Retirement Age, which amount may exceed the Participant’s Accrued Benefit at such age.

“ Actuarial Equivalent ” means an actuarial equivalent value of an amount payable in a different form or at a different date computed on the basis of the following actuarial assumptions:

A change in the composition of the Board such that the individuals who, as of January 1, 2004, constitute the Board (such Board shall be hereinafter referred to as the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board; provided, however, for purposes of this Section 1.6 that any individual who becomes a member of the Board subsequent to January 1, 2004 whose election, or nomination for election by the Company’s shareholders, was approved by a vote of at least a majority of those individuals who are members of the Board and who were also members of the Incumbent Board (or deemed to be such pursuant to this proviso) shall be considered as though such individual were a member of the Incumbent Board; but, provided, further, that any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest (as such terms are used in Rule 14a-11 of Regulation 14A promulgated under the Exchange Act, including any successor to such Rule), or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board, shall not be so considered as a member of the Incumbent Board.

Notwithstanding anything else to the contrary set forth in this Plan, if (i) an agreement is executed by the Company providing for any of the transactions or events constituting a Change in Control as defined herein, and the agreement subsequently expires or is terminated without the transaction or event being consummated, and (ii) Participant’s employment did not terminate during the period after the agreement and prior to such expiration or termination, for purposes of this Plan it shall be as though such agreement was never executed and no Change in Control event shall be deemed to have occurred as a result of the execution of such agreement.

“ Change in Control Benefit” means the benefit as set forth in Section 3.7.

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

“ Company ” means United Community Banks, Inc., a bank holding company organized under the laws of Georgia.

“ Disability ” means the Participant has been determined to be “Disabled” (i) under the Company’s long-term disability plan covering the Participant, or (ii) in accordance with standards established by the Plan Administrator consistent with the requirements of Section 409A based on the Participant’s inability to perform his duties as a result of an injury or sickness.

“ Disability Retirement Benefit” means the benefit as set forth in Section 3.4.

“ Early Retirement Age ” means, if provided for in the Participation Agreement with respect to a Participant, the Participant reaching the designated age and completing the number of Years of Service as set forth in the Participation Agreement applicable to such Participant. If no Early Retirement Age is provided for in the Participation Agreement, then the Participant’s Early Retirement Age shall be his Normal Retirement Age.

“ Election Form ” means the form established from time to time by the Plan Administrator that a Participant completes, signs and returns to the Plan Administrator to make elections under the Plan.

“ Eligible Spouse ” means the individual to whom the Participant is legally married on the earlier of the Participant’s date of benefit commencement or date of death.

“ Employee ” means a person who is an active employee of an Employer.

“ Employer ” means the Company and any of its Subsidiaries (now in existence or hereafter formed or acquired) that have been designated by the Board to participate in the Plan.

“ Normal Retirement Age ” means with respect to a Participant (i) the Participant reaching age sixty-five (65) and completing at least five (5) Years of Service, or (ii) the Participant’s designated age and Years of Service as set forth in the Participation Agreement applicable to such Participant.

“ Participant ” means any Employee (i) who is selected to participate in the Plan by the Plan Administrator (subject, where applicable, to ratification by the Compensation Committee), (ii) who elects to participate in the Plan, (iii) who signs a Participation Agreement and a Beneficiary Designation Form, (iv) whose signed Participation Agreement and Beneficiary Designation Form are accepted by the Plan Administrator, (v) who commences participation in the Plan, and (vi) whose Participation Agreement has not terminated.

“ Participation Agreement ” means a written agreement, as may be amended from time to time, which is entered into between a Participant and the Company. Each Participation Agreement executed by a Participant shall provide for the benefit to which such Participant is entitled under the Plan, the terms and conditions applicable to such benefit, and the Participation Agreement bearing the latest date of acceptance by the Plan Administrator shall govern such entitlement.

“ Plan Administrator ” means the committee or individual appointed by the Company as described in Article 6. In the absence of such appointment, the Company shall serve as the Plan Administrator.

“ Plan Year ” means the twelve (12) month period from January 1 to December 31.

“ Pre-Retirement Death Benefit ” means the benefit as set forth in Section 3.8.

“ Prior Plan ” means the Executive Revenue Neutral Retirement Agreement or similar agreement covering a Participant which was replaced by and superceded in its entirety by the Plan and the Participation Agreement, effective as of January 1, 2004.

“ Retirement Benefit” means the benefit payable as set forth in Section 3.2.

Section 409A ” means Section 409A of the Code, as it may be amended from time to time, and the regulations and rulings thereunder.

“ Subsidiary ” means any corporation, partnership, limited liability company, joint venture or other entity in which the Company has, directly or indirectly, a fifty percent (50%) or greater voting interest.

“ Termination for Cause ” means, notwithstanding any provision of this Plan to the contrary, the Company shall not pay any benefit under this Plan, if the Company terminates the Participant’s employment for Cause. Termination of the Participant’s employment for “Cause” shall mean termination because of (i) willful misconduct on the part of a Participant that is materially detrimental to the Company; or (ii) the conviction of a Participant for the commission of a felony. The existence of “Cause” under either (i) or (ii) shall be determined by the Plan Administrator. Notwithstanding the foregoing, if the Participant has entered into an employment agreement that is binding as of the date of employment termination, and if such employment agreement defines “Cause,” and/or provides a means of determining whether “Cause” exists, such definition of “Cause” and means of determining its existence shall supersede this provision. For purposes of this paragraph, no act or failure to act on the Participant’s part shall be considered “willful” unless done, or omitted to be done, by the Participant not in good faith and without reasonable belief that the Participant’s action or omission was in the best interest of the Company.

“ Termination of Employment ” means the date on which the Participant ceases to perform services for an Employer.

“ Years of Service ” means the twelve consecutive month period beginning on a Participant’s date of hire with the Employer and any twelve (12) month anniversary thereof, during the entirety of which time the Participant is an Employee of an Employer. Service for partial years shall be calculated pro-rated based on the number of months completed. Service with a Subsidiary or other entity controlled by the Company before the time such entity became a Subsidiary or under such control shall not be considered a “Year of Service” unless the Plan Administrator specifically agrees to credit such service. In addition, the Plan Administrator in its discretion may provide on an Appendix or in a Participation Agreement for the grant of additional Years of Service in such circumstances where it deems such additional service appropriate and in the best interests of the Company.

Selection by Plan Administrator . Participation in the Plan shall be limited to a select group of management and highly compensated employees of an Employer, as determined by the Plan Administrator in its sole discretion. From that group, the Plan Administrator shall select the Employees to participate in the Plan (subject, where applicable, to ratification by the Compensation Committee).

Enrollment Requirements . As a condition to participation, each selected Employee shall complete, execute and return to the Plan Administrator a Participation Agreement and a Beneficiary Designation Form. In addition, the Plan Administrator shall establish from time to time such other enrollment requirements as it determines in its sole discretion are necessary or desirable.

Eligibility; Commencement of Participation . Provided an Employee selected to participate in the Plan has met all enrollment requirements set forth in this Plan and required by the Plan Administrator, that Employee will become a Participant in the Plan and will be eligible to receive benefits at the time and in the manner provided hereunder, subject to the provisions of the Plan.

Termination of Participation and/or Eligibility . If the Plan Administrator determines in good faith that a Participant no longer qualifies as a member of a select group of management or highly compensated employees, the Plan Administrator shall have the right, in its sole discretion, (i) to provide that the Participant shall cease accruing additional benefits hereunder, and/or (ii) to terminate the Participant’s participation in the Plan. A Participant who ceases active participation in the Plan but remains employed shall receive his benefits upon Termination of Employment in accordance with Article 3.

Plan Benefits . Each Participant’s benefits under the Plan shall be limited to those described in this Article 3 and the Participation Agreement, and shall be subject to any conditions and limitations set forth in Article 5 and contained elsewhere in this Plan and the Participation Agreement.

Retirement Benefit . If the Participant retires from employment on or after attaining Early Retirement Age, the Company shall pay to the Participant the Annual Target Benefit as set forth in the Participation Agreement reduced, to the extent provided in the Participation Agreement, if the benefit commences prior to the Participant’s Normal Retirement Age. Unless a Participant chooses an Alternative Payment Method, the Company shall pay the Retirement Benefit to the Participant in the form of a life annuity, commencing within ninety (90) days following the Participant’s Termination of Employment and payable on or about the first day of each successive month thereafter until the Participant’s death, provided if the Participant has an Eligible Spouse on the date his benefits commence, the Retirement Benefit shall be payable in the form of a life with 100% survivor annuity as described in Section 3.10(ii) below (unless the Participant elects an Alternative Payment Method). Upon making all of such installments, the Company’s obligation to provide such payments will cease. No further benefit under this Plan is to be provided.

Disability Retirement Benefit . A Participant shall be eligible for a Disability Retirement Benefit if he retires by reason of Disability and his Disability Retirement Date shall be the day next following the day on which the Participant is deemed to have a Disability as defined in Section 1.10. The amount of the Participant’s Disability Retirement Benefit shall be equal to his Accrued Benefit as of his Disability Retirement Date. A Disability Retirement Benefit shall commence as of the first day of the calendar month next following the Participant’s Normal Retirement Age and shall be payable in the form of a life annuity, provided that if the Participant has an Eligible Spouse on the date his benefits commence, the Disability Retirement Benefit shall be payable in the form of a life with 100% survivor annuity as described in Section 3.10(ii) below (unless the Participant elects an Alternative Payment Method). The Committee may in its sole discretion provide that a Participant who has a Disability will be credited with additional Years of Service after the Participant’s Disability Retirement Date.

Vested Participant Benefit . A Participant shall become vested in his Accrued Benefit upon attainment of age 55 and completion of five (5) Years of Service. A Vested Participant shall be entitled to his Accrued Benefit determined as of his date of Termination of Employment. Payment of such benefit shall commence on the first day of the calendar month next following the Vested Participant’s attainment of his Early Retirement Age. The Participant’s Vested Accrued Benefit shall be payable as a life annuity, provided that if the Participant has an Eligible Spouse on the date his benefit commences, the Vested Benefit shall be payable in the form of a life with 100% survivor annuity as described in Section 3.10(ii).

Termination Prior to Completion of Vesting Requirements . Except in the event of a Participant’s death, Disability, or attainment of his Early Retirement Age, a Participant whose termination date occurs prior to meeting the vesting requirements of Section 3.4 shall be entitled to no benefits under this Plan.

Change in Control Benefit . Upon a Change in Control prior to the commencement of payment of benefits to a Participant under this Article, a Participant shall become immediately vested in the greater of the Participant’s Early Retirement Benefit or Accrued Benefit, which benefit shall be payable commencing at the later of the Participant’s Termination of Employment or the Participant’s attainment of the Early Retirement Age specified in the Participation Agreement. Notwithstanding any other provisions of this Plan, the Change in Control Benefit shall not be reduced for each month that the commencement of the Change in Control Benefit precedes the Participant’s Normal Retirement Age. Unless a Participant chooses an Alternative Payment Method, the Company shall pay the Change in Control Benefit to the Participant in the form of a life annuity, commencing on the date set forth in this section and payable on or about the first day of each successive month thereafter until the Participant’s death, provided if the Participant has an Eligible Spouse on the date his benefits commence, the Change in Control Benefit shall be payable in the form of life with 100% survivor annuity as described in Section 3.10(ii) below (unless the Participant elects an Alternative Payment Method). Upon making all of such installments, the Company’s obligation to provide such payments will cease. No further benefit under this Plan is to be provided.

Pre-Retirement Age Death Benefit for Married Participant . If a Participant entitled to a Vested Participant Benefit pursuant to Section 3.4 dies prior to Early Retirement Age, if provided for in the Participant’s Participation Agreement and has a surviving Eligible Spouse, the Company shall pay to the Participant’s Eligible Spouse commencing at the date that would have been the Participant’s Early Retirement Age a survivor benefit amount equal to the benefit due as though

the Participant had terminated from Service just prior to his or her death,

the Participant had survived to his Early Retirement Age,

at the Participant’s Early Retirement Age, the Participant had elected a life and 100% survivor benefit, and

the Participant dies immediately after his or her election.

The survivor benefit shall be payable to the Participant’s surviving Eligible Spouse commencing on the date indicated above over the Eligible Spouse’s lifetime. Upon making all of such payments, the Company’s obligation to provide such payments will cease. No further benefit under this Plan is to be provided.

Death Benefit for Married Participant After Attaining Early Retirement Age . If a married Participant dies prior to commencing retirement payments but after attaining Early Retirement Age as set forth in the Participation Agreement, and has a surviving Eligible Spouse, the Company shall pay the Participant’s Eligible Spouse the 100% survivor benefit under the Participant’s life and 100% Survivor benefit, as defined in Article 3.10(ii), as if the Participant had terminated from service and commenced benefits just prior to his death. The benefit shall be payable to the surviving Eligible Spouse over the Eligible Spouse’s lifetime. Upon making all of such payments, the Company’s obligatio