Exhibit 2.1

                       FIRST AMENDMENT TO MERGER AGREEMENT

         THIS FIRST AMENDMENT TO MERGER AGREEMENT (this "First Amendment") is
made and dated as of October 26, 2009 by and among Four Oaks Fincorp, Inc., a
North Carolina corporation and a financial holding company registered with the
Board of Governors of the Federal Reserve System under the Bank Holding Company
Act of 1956, as amended, and a North Carolina bank holding company (the
"Parent"), Four Oaks Bank & Trust Company, a North Carolina banking corporation
and a state chartered member of the Federal Reserve System (the "Buyer"), and
Nuestro Banco, a North Carolina banking corporation (the "Company"). The Parent,
the Buyer, and the Company are collectively referred to herein as the "Parties."

                                    RECITALS

                  WHEREAS, the Parties entered into a Merger Agreement dated as
of April 29, 2009 (the "Merger Agreement");

                  WHEREAS, Section 9.1(c) of the Merger Agreement permits either
the Parent and the Buyer on the one hand, or the Company, on the other hand, to
terminate the Merger Agreement prior to the Closing Date if the conditions to
the obligation to effect the transactions contemplated by the Merger Agreement
of the party or parties seeking termination have not been fulfilled or waived by
October 31, 2009; and

                  WHEREAS, the Parties now desire to amend the Merger Agreement
to extend the aforementioned deadline.

                  NOW, THEREFORE, in consideration of the premises, covenants
and agreements set forth herein and of other good and valuable consideration,
the receipt and legal sufficiency of which they hereby acknowledge, and
intending to be legally bound hereby, the Parties hereby agree as follows:

         1. Amendments to Merger Agreement. The Merger Agreement shall be, and
it hereby is, amended as follows:

                  (a) Section 9.1(c) is hereby amended to delete the words
         "October 31, 2009" appearing on the third line, and replace such words
         with the words "November 30, 2009".

         2. Reference to and Effect on the Merger Agreement.

                  (a) From and after the effective date hereof, each reference
         in the Merger Agreement to "this Agreement", "hereunder", "hereof" or
         words of like import referring to the Merger Agreement, and each
         reference in any agreement to be delivered in connection with the
         Closing under the Merger Agreement to the "Merger Agreement",
         "Agreement", "thereunder", "thereof" or words of like import referring
         to the Merger Agreement, shall mean and be a reference to the Merger
         Agreement as amended hereby.




                  (b) Except as specifically amended above, the Merger Agreement
         shall continue to be in full force and effect and is hereby in all
         respects ratified and confirmed.

         3. Counterparts. This First Amendment may be executed in one or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.

         4. Governing Law. The execution, interpretation and performance of this
First Amendment shall be governed by the internal laws and judicial decisions of
the State of North Carolina, without regard to principles of conflicts of law.

                            [signature page follows]




         IN WITNESS WHEREOF, the Parties have executed this First Amendment as
of the date first written above.

                                        PARENT:

                                        FOUR OAKS FINCORP, INC.


                                        By:  /s/ Ayden R. Lee, Jr.
                                             -----------------------------------
                                             Name:  Ayden R. Lee, Jr.
                                             Title:  Chairman, President and CEO


                                        BUYER:

                                        FOUR OAKS BANK & TRUST COMPANY


                                        By:  /s/ Ayden R. Lee, Jr.
                                             -----------------------------------
                                             Name:  Ayden R. Lee, Jr.
                                             Title:  Chairman, President and CEO


                                        COMPANY:

                                        NUESTRO BANCO


                                        By:  /s/ Thomas H. Caffrey
                                             -----------------------------------
                                             Name:  Thomas H. Caffrey
                                             Title: President and CEO