Exhibit 4.1 [Four Oaks Fincorp, Inc. Letterhead] August 7, 2009 Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Four Oaks Fincorp, Inc. - Form 10-Q for the quarter ended June 30, 2009 Ladies and Gentlemen: Today, Four Oaks Fincorp, Inc., a North Carolina corporation (the "Company"), is filing its Quarterly Report on Form 10-Q for the quarter ended June 30, 2009 (the "Form 10-Q") with the Securities and Exchange Commission ("SEC"). Pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K, the Company hereby agrees to furnish the SEC, upon request, copies of instruments and agreements defining the rights of holders of its long-term debt, which are not being filed as exhibits to the Form 10-Q. The total amount of securities issued under any instrument of such long-term debt does not exceed 10% of the total assets of the Company and its subsidiaries on a consolidated basis. Very truly yours, FOUR OAKS FINCORP, INC. /s/ Ayden R. Lee, Jr. - --------------------- Ayden R. Lee, Jr. Chairman, President and Chief Executive Officer