OMNIBUS AMENDMENT TO LOAN, SECURITY AND SERVICING AGREEMENT AND FEE AGREEMENT

THIS AMENDMENT (the “ Amendment ”) is entered into effective as of June 5, 2009, by and among, Ministry Partners Funding, LLC (the “ Borrower ”), Fairway Finance Company, LLC (the “ Lender ”), Evangelical Christian Credit Union (the “ Servicer ”), BMO Capital Markets Corp. (the “ Agent ”), U.S. Bank National Association, and Lyon Financial Services, Inc. (d/b/a U.S. Bank Portfolio Services).

WHEREAS, the parties hereto previously entered into that certain Loan, Security and Servicing Agreement, dated as of October 30, 2007, as heretofore amended (the “ Original Loan Agreement ”, the Original Loan Agreement, as amended by this Amendment are herein collectively called the “ Loan Agreement ”);

WHEREAS, in connection with the Original Loan Agreement, the Borrower, the Servicer and the Agent entered into that certain Fee Agreement, dated as of October 30, 2007, as heretofore amended (the “ Original Fee Agreement ”, the Original Fee Agreement, as amended by this Amendment are herein collectively called the “ Fee Agreement ”);

WHEREAS, the Facility Termination Date occurred on October 31, 2008 and as a result thereof, the Lenders’ obligations to make Loans under the Loan Agreement have terminated and the outstanding Loans are amortizing in accordance with the terms of the Loan Agreement;

WHEREAS, the parties hereto have agreed to amend the Original Loan Agreement and the Original Fee Agreement on the terms and subject to the conditions set forth herein;

NOW, THEREFORE, in consideration of the premises and mutual agreement contained herein, the adequacy and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

Section 1.  Defined Terms .

For purposes of this Amendment, unless the context clearly requires otherwise, all capitalized terms which are used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Loan Agreement.

Section 2.  Amendment to Loan Agreement .

(a)  Section 1.3(a) of the Original Loan Agreement is hereby amended by replacing the reference in such section to clause “ seventh of Section 1.4(e)” with clause “ ninth of Section 1.4(e)” .

“On each Settlement Date occurring on or after the Facility Termination Date and until the Obligations have been paid in full, the Servicer shall direct the Account Bank in writing to distribute (i) from amounts in the Collection Account, (ii) from amounts in the Reserve Account in excess of the Required Reserve Amount, and (iii) from payments received under the Hedge Agreements, the following amounts in the following order of priority:

first , to each Hedge Counterparty, on a pro rata   basis , the aggregate net amount then due and payable to such Hedge Counterparty under each applicable Hedge Agreement and any Hedge Breakage Costs incurred by such Hedge Counterparty under the applicable Hedge Agreement (as confirmed by Agent);

second , to the Servicer (which term shall include the replacement Servicer in the event that the Servicer has been replaced in accordance with the terms hereof), in payment of the sum of (i) any accrued and unpaid Servicing Fee, plus (ii) in the event that the Servicer has been replaced in accordance with the terms hereof, the reasonable expenses incurred by the successor Servicer, including but not limited to expenses incurred in connection with transitioning the servicing of the Mortgage Loans, provided that such transition expenses shall not exceed $50,000 in the aggregate;

third , to the Servicer for reimbursement of Servicer Advances made on the related Mortgage Loan;

fourth , to the Back-Up Servicer in payment of any accrued and unpaid Back-Up Servicing Fee and any expenses incurred by the Back-Up Servicer in connection with its duties hereunder;

fifth , to the Custodian in payment of any accrued and unpaid Custodian Fee and to the banks holding any of the Accounts, the fees and expenses then due and payable by the Borrower to such banks with respect to the Accounts (as confirmed by the Account Bank);

sixth , to the Agent, in payment of the sum of (i) the accrued and unpaid Interest on the outstanding Loans, plus (ii) the accrued and unpaid Non-Usage Fee, plus (iii) any losses or expenses incurred by the Agent or the Lender as a result of any payment or prepayment of all or any portion of the Loan (including, without limitations, as a result of clause (e) ninth below (each, as confirmed by the Agent);

seventh , with respect to the Settlement Date occurring on June 15, 2009, to the extent not previously paid in full, to the Agent to pay the Amendment Fee;

eighth , to the Reserve Account to the extent necessary to maintain the amount of funds in the Reserve Account at the Required Reserve Amount;

ninth , all remaining amounts will be applied to reduce the Loan Balance until the Loan Balance is zero; and

tenth , to any Indemnified Party and/or Affected Person, any amounts payable by the Borrower to such Person hereunder.

After the amounts described in clauses first through tenth , above, have been paid in full, all remaining amounts in the Collection Account shall be paid to the Borrower for its own account or, at the Borrower’s option, shall be held in the Collection Account.”

(c)  Section 1.13 of the Original Loan Agreement is hereby deleted in its entirety and replaced with the following:

“[Reserved].”

(d)  Sections 1.14(a) and (c) of the Original Loan Agreement are hereby amended in their entirety to read as follows:

“ Section 1.14  Interest Rate Hedging Agreements .

“(a)  The Borrower may enter into a Hedge Transaction meeting the following requirements:

(i)  such Hedge Transaction shall be entered into with a Hedge Counterparty and be governed by a Hedge Agreement;

(ii)  such Hedge Transaction shall have a schedule of monthly payment periods coinciding with each Settlement Period, the first of which commences on the first day of the current Settlement Period and the last of which ends on the Settlement Period in which the related Loan Balance is repaid in full;

(iii)  such Hedge Transaction shall have an amortizing notional amount such that the Hedge Notional Amount in effect during any such monthly payment period shall be equal to the aggregate outstanding Loan Balance related to the Mortgage Loans being renewed as of such date scheduled to be outstanding as of the commencement of each such monthly payment period (assuming that the Hedge Schedule was calculated in accordance with the modeling assumptions used in the Hedge Spreadsheet);

(iv)  such Hedge Transaction shall provide for monthly payments to be made by the Hedge Counterparty to the Collection Account, for the benefit of the Lender, by reference to LIBOR as in effect on the first day of each monthly payment period; and

(v)  such Hedge Transaction shall be approved by the Agent, which approval shall not be unreasonably withheld or delayed.”

“(c)  On or before each Settlement Date, the Borrower shall deposit into the Reserve Account an amount, if any, equal to the premium (the “ LIBOR Cap Premium ”) to purchase a LIBOR Cap that satisfies the following requirements:

(i)  The Hedge Rate for such LIBOR Cap shall be a rate such that the Hedged Excess Spread Rate for such LIBOR Cap shall not be less than 0.50%;

(ii)  Such LIBOR Cap shall have a schedule of monthly payment periods coinciding with each Settlement Period, the first of which commences on the first day of the current Settlement Period and the last of which ends on the Settlement Period in which the related Loan Balance is repaid in full according to the related Hedge Schedule;

The Hedge Counterparty shall provide the Borrower with the Hedge Rate for the related Hedge Transaction and the amount of the LIBOR Cap Premium for the related LIBOR Cap within one Business Day of receipt of the Hedge Request.

No later than seven (7) Business Days prior to each Settlement Date, the Borrower s