Amendment to Split Dollar Insurance Agreement

EXHIBIT 10.1

Amendment to Split Dollar Insurance Agreement

This Amendment (“Amendment”) to Split Dollar Insurance Agreement is dated as of the 31st day of January, 2008, by and between Valley Bank, a Virginia banking corporation (“Valley Bank”) and Ellis L. Gutshall (“Employee”);

Whereas, on August 20, 2003, Valley Bank and Employee entered into a Split Dollar Insurance Agreement (“Agreement”);

Whereas, the parties desire to amend the Agreement in accordance with the terms of this Amendment;

NOW, THEREFORE, in consideration of the foregoing premises, the mutual promises of the parties set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Section 7 of the Agreement shall be amended to read in its entirety as follows:

At the death of the Employee, the proceeds of the Policy (“death proceeds&rd