WORLD ACCEPTANCE CORPORATION RETIREMENT SAVINGS PLAN

Effective date of Amendment. This Amendment is effective for limitation years and plan years beginning on or after July 1, 2007, except as otherwise provided herein.

Superseding of inconsistent provisions. This Amendment supersedes the provisions of the Plan to the extent those provisions are inconsistent with the provisions of this Amendment.

Construction. Except as otherwise provided in this Amendment, any reference to "Section" in this Amendment refers only to sections within this Amendment, and is not a reference to the Plan. The Article and Section numbering in this Amendment is solely for purposes of this Amendment, and does not relate to any Plan article, section or other numbering designations.

Effect of restatement of Plan. If the Employer restates the Plan, then this Amendment shall remain in effect after such restatement unless the provisions in this Amendment are restated or otherwise become obsolete (e.g., if the Plan is restated onto a plan document which incorporates the final Code §415 Regulation provisions).

The provisions of the Plan setting forth the definition of compensation for purposes of Code § 415 (hereinafter referred to as "415 Compensation"), as well as compensation for purposes of determining Highly Compensated Employees pursuant to Code § 414(q) and for top-heavy purposes under Code § 416 (including the determination of Key Employees), shall be modified by:

including payments for unused sick, vacation or other leave paid after severance of employment, unless the current plan Compensation definition specifically excludes one or more of these categories. To the extent some but not all of these forms of leave payments are currently excluded from plan Compensation, only those particular excluded categories shall remain excluded for purposes of this Amendment and 415 Compensation shall be the same as what the Plan currently provides in this regard (Section 3.2(b)),

including scheduled payments from nonqualified unfunded deferred compensation plans paid either before or after severance of employment unless the current plan Compensation definition excludes such compensation, then 415 Compensation shall be the same as what the Plan currently provides in this regard (Section 3.2(b)),

excluding salary continuation payments for participants in military service unless the current plan Compensation definition includes such compensation, then 415 Compensation shall be the same as what the Plan currently provides in this regard (Section 3.2(c)), and

excluding salary continuation payments for disabled participants unless the current plan Compensation definition includes such compensation, then 415 Compensation shall be the same as what the Plan currently provides in this regard (Section 3.2(d)).

Effective date. The provisions of this Article III shall apply to limitation and plan years beginning on and after July 1, 2007.

415 Compensation paid after severance from employment. 415 Compensation shall be adjusted, as set forth herein for the following types of compensation paid after a Participant's severance from employment with the Employer maintaining the Plan (or any other entity that is treated as the Employer pursuant to Code § 414(b), (c), (m) or (o)). However, amounts described in subsections (a) and (b) below may only be included in 415 Compensation to the extent such amounts are paid by the later of 2 1/2 months after severance from employment or by the end of the limitation year that includes the date of such severance from employment. Any other payment of compensation paid after severance of employment that is not described in the following types of compensation is not considered 415 Compensation within the meaning of Code § 415(c)(3), even if payment is made within the time period specified above.