CULLMAN SAVINGS BANK. DEFERRED INCENTIVE PLAN PLAN

1.1.

Name. The name of the Plan shall be the Cullman Savings Bank Deferred Incentive Plan.

1.2.

Purpose. The purpose of the Plan is to promote the growth and profitability of the Company and Bank by providing eligible key officers with an incentive award opportunity to achieve corporate objectives and by attracting and retaining individuals of outstanding competence by aligning their interests with the interests of the Company in obtaining superior financial results. The Plan will provide a deferred incentive award to a select group of management and/or highly compensated employees of the Company (hereinafter referred to as “Participant(s)”) based upon attainment of specified goals and objectives

1.3.

Plan for a Select Group. The Plan shall only cover Executives of the Company or the Bank (as defined below), who are members of a “select group of management or highly compensated employees” within the meaning of Sections 201(2), 301(a)(3), 401(a)(1) and 4021(b)(6) of ERISA (as defined below). The Company shall have the authority to take any and all actions necessary or desirable in order for the Plan to satisfy the requirements set forth in ERISA and the regulations thereunder applicable to plans maintained for Participants who are members of a select group of management or highly compensated employees. Moreover, the Plan at all times shall be administered in such a manner, and benefits hereunder shall be so limited, notwithstanding any contrary provision of the Plan, in order that the Plan shall constitute such a plan.

1.4.

Not a Funded Plan. It is the intention and purpose of the Company that the Plan shall be deemed to be “unfunded” for tax purposes and deemed a plan as would properly be described as “unfunded” for purposes of Title I of ERISA. The Plan shall be administered in such a manner, notwithstanding any contrary provision of the Plan, in order that it will be so deemed and would be so described.

2.1.

Administrator. The term “Administrator” shall mean such person or entity as determined by Bank Management, and in absence of such determination, Bank Management.

2.2.

Bank. The term “Bank” shall mean the mutual bank “Cullman Savings Bank” and any successor corporation or business organization which assumes the duties and obligations of Cullman Savings Bank, under the Plan.

2.3.

Beneficiary. The term “Beneficiary” shall mean any person who receives, or is designated to receive, payment of any benefit under the terms of the Plan because of the participation of a Participant in the Plan.

2.4.

Board. The term “Board” shall mean the Board of Directors of the Company.

2.5.

Cause. The term “Cause” shall mean any of the following acts by an Employee

(a)

Willful misconduct, i.e.

(i)

intentional nonperformance of duties;

(ii)

unauthorized competition with the Bank or;

(iii)

a material breach of this Agreement.

(b)

At the express or implied request of a regulatory agency having supervision over the Bank, including, without limitation

(c)

Willful violation of any law, rule or regulation involving the business of banking or a final cease and desist order or;

(d)

Personal dishonesty

2.6.

Change in Control. A “Change in Control” means any one of the following events which occurs following the Effective Date:

(a)

Cullman Savings Bank merges into or consolidates with another corporation, or merges another

corporation into Cullman Savings Bank, and as a result less than a majority of the combined voting power of the resulting corporation immediately after the merger or consolidation is held by persons who were members of the Board of Directors;

(b)

The individuals who, as of the date hereof, are members of the Board cease for any reason to constitute a majority of the Board, unless the election, or nomination for election, of any new Director was approved by a vote of a majority of the Continuing Directors, and such new Director shall, for purposes of this Agreement, be considered as Continuing Directors; or

(c)

The bank sells to a third party a majority of the assets of the bank.

2.7.

Code. The term “Code” shall mean the Internal Revenue Code of 1986, as amended, and any regulations or other pronouncements promulgated thereunder. Whenever a reference is made herein to a specific Code section, such reference shall be deemed to include any successor Code section having the same or a similar purpose.

2.8.

Code Section 409A. The term “Code Section 409A” shall mean Section 409A of the Code and all regulations and guidance promulgated thereunder.

2.9.

Bank Management. The term “Bank Management” shall mean the CEO of the Bank or any successor thereto as may be determined by the Board from time to time; provided that, in the absence of a designated Bank Management, the Board shall constitute Bank Management.

2.10.

Company. The term “Company” shall mean Cullman Savings Bank.

2.11.

Date of Termination. The term “Date of Termination” shall mean the date on which:

(a)

The Executive is discharged by the Bank for any reason;

(b)

The Executive voluntarily terminates employment with the Bank for any reason; or

(c)

When used with respect to a Director, the day following the last day on which the Director serves on the Board.

2.12.

Deferred Incentive Account . The term “Deferred Incentive Account” shall mean the account established with respect to a Participant to which Company awards shall be credited. Solely for recordkeeping purposes the Company will establish a Participant deferral incentive account for each Participant. A Participant’s account will be credited with the contributions made to the account, credited (or charged, as the case may be) with the hypothetical or deemed investment earnings, and charged with benefit distributions from the account.

2.13.

Disability. The term “Disability” shall mean the Participant (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 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 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 Participant’s employer.

2.14.

Early Termination. The term “Early Termination” shall mean the Termination of Employment before Normal Retirement Age for any reason other than death or Disability.

2.15.

Effective Date. The term “Effective Date” shall mean the date the Plan becomes effective, the date of which is January, 15, 2008.

2.16.

ERISA. The term “ERISA” shall mean the Executive Retirement Income Security Act of 1974, as amended, and any regulations or other pronouncements promulgated thereunder. Whenever a reference is made herein to a specific ERISA Section, such reference shall be deemed to include any successor ERISA Section having the same or a similar purpose.

2.17.

Executive. The term “Executive” shall mean any common-law employee of the Company or the Bank, whether or not also serving as a director.

2.18.

Normal Retirement Date. The term “Normal Retirement Date” shall mean the later of the date on which a Participant attains age sixty (60) or has completed ten (10) years of service with the Company.

2.19.

Participant. The term “Participant” shall mean any eligible Executive who has performed all the acts as may be required by the Plan to become a Participant, who has become a Participant in accordance with the terms and conditions of the Plan.

2.20.

Plan. The term “Plan” shall mean the Cullman Savings Bank Deferred Incentive Plan as set forth herein, effective as of the Effective Date, and as it may be amended from time to time.

2.21.

Plan Year. The term “Plan Year” shall mean the twelve (12) month period ending on December 31st in each calendar year. The first Plan Year shall begin on the Effective Date and end on December 31, 2008.

2.22.

Retire or Retirement. The term “Retire” or “Retirement” shall mean a Termination of Employment of a Participant, whether voluntary or involuntary, on or after the Normal Retirement Date.

2.23.

Termination Date. The term “Termination Date” shall mean the date as of which the Company ceases to sponsor and maintain the Plan.

3.1.

Eligibility. Bank Management may, from time to time, in its sole discretion, designate one or more Executives as eligible to participate in the Plan.

3.2.

Participation. Each Executive who has been designated as eligible to participate in the Plan shall become a Participant upon the contribution by the Company of an award to the Participant’s Deferred Incentive Account and shall remain a Participant until such time that the Participant no longer has a Deferred Incentive Account balance under the Plan. Notwithstanding the foregoing, and to the extent permissible under Code Section 409A, if Bank Management determines, in its sole discretion, that a Participant is not, or may not be, a member of a “select group of management or highly compensated employees” within the meaning of Sections 201(2), 301(a)(3), 401(a)(1) and 4021(b)(6) of ERISA, then Bank Management may, in its sole discretion, terminate such Participant’s participation in the Plan.

4.1.

Deferred Incentive Awards. For each position there will be an amount as per the attached Schedule A that can be earned each year assuming the Award Objectives are accomplished as determined by the Board of Directors each year, upon meeting all of the terms and conditions of such award, entitle the Participant to a payment in cash equal to the value of the Participant’s Deferred Incentive Account.

4.2.

Award Objectives. The Deferred Incentive Award for each position is based upon the objectives determined by the Board of Directors. The specific goals are determined annually, are separate from this document, and are subject to change by action of the Board of Directors or CEO, or any appropriate management personnel.

4.3.

Establishment of Participant Account. The Administrator or designated representative shall establish one or more Participant Deferred Incentive Accounts in the name of each Participant on its books and records. All amounts credited to the Account of any Participant, or Beneficiary shall constitute a general, unsecured liability of the Bank, as applicable, to such person.

4.4.

Crediting of Accounts. Amounts shall be credited to the Participant’s Account as of the date of grant of the Deferred Incentive award to the Participant.

4.5.

Adjustment of Accounts for Earnings and Losses. Each Account shall be adjusted no less frequently than quarterly, as determined by the Plan Administrator, by a rate of interest equal to six percent (6%) or ten (10) times the Company’s ROA for the most recently completed year, whichever is greater though not to exceed a maximum rate of interest of 10%. The determination of the appropriate rate of interest is in the sole discretion of the Plan Administrator . If a Participant is paid all or a portion of his Account between interest crediting dates, no interest credit will apply for the period from and after the immediately preceding interest crediting date through the date of payment, unless otherwise determined by the Plan Administrator.

4.6.

Payment of Amounts Credited to Participant Deferred Incentive Account. Unless payment has already been made from a Participant’s deferral account under another paragraph of this section, the vested amounts credited to the Account will be paid on the dates, and in the form, as was originally specified by the Participant in his or her election form(s). Notwithstanding the foregoing, if a Participant terminates service and is a key employee, distribution may not be made before the date which is six months after the date of separation from service, or, if earlier, the date of death of the employee. Key employee is defined in the section 416 (i) (without regard to paragraph (5) thereof) of the Internal Revenue Code of 1986 as amended.

4.7.

Payment of Amounts Credited to All Accounts upon Unforeseen Emergency. If a Participant has an “unforeseen emergency” as defined in this paragraph, the Plan Administrator, in its sole discretion, may pay to the Participant only that portion of the vested portion of the Deferred Account that the Plan Administrator determines is necessary to satisfy the

emergency need, including any amounts to pay any federal, state or local income taxes reasonably anticipated to result from the distribution. A Participant requesting an emergency payment shall apply for the payment in writing in a form approved by the Plan Administrator and shall provide such additional information as the Company may require. “Unforeseen emergency” is defined as a severe financial hardship to the participant resulting from an illness or accident of the participant, the participant’s spouse, or a dependent (as defined in Internal Revenue Code Section 152(a)) of the participant, loss of the participant’s property due to casualty, or other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the participant. The amounts distributed with respect to an emergency will not exceed the amounts necessary to satisfy such emergency plus amounts necessary to pay taxes reasonably anticipated as a result of the distribution, after taking into account the extent to which such hardship is or may be relieved through reimbursement or compensation by insurance or otherwise or by liquidation of the participant’s assets (to the extent the liquidation of such assets would not itself cause severe financial hardship).

4.8.

Payment of Amounts Credited to All Accounts upon Disability. In the event of the Participant’s disability prior to or after separation from service, all amounts credited to the Participant’s accounts shall be paid in a lump sum as soon as administratively feasible. Disability is defined to mean that the Participant (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 the Participant (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 Participant’s employer.

4.9.

Payment of Amounts Credited to All Accounts upon Death. In the event of the Participant’s death, all amounts credited to the Participant’s accounts shall be paid in a lump sum as soon as administratively feasible to the person or persons designated by the Participant on a beneficiary designation form supplied by the Company. The beneficiary designation may be changed from time to time by the Participant. In the absence of a valid benefi