COMMUNITY FIRST BANCORP INC
STOCK OPTION CANCELLATION AGREEMENT
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>2
<FILENAME>ex10-1.txt
<DESCRIPTION>STOCK OPTION CANCELLATION AGREEMENT
<TEXT>
                          COMMUNITY FIRST BANCORP, INC.
                       STOCK OPTION CANCELLATION AGREEMENT


         This Agreement (the "Cancellation  Agreement") is made and entered into
on December __, 2005 ("Effective Time") by and between  ___________________ (the
"Option Holder") and Community First Bancorp, Inc. (the "Corporation").

         WHEREAS,  the Corporation is required to implement Financial Accounting
Standards  Board  Statement  123R ("FAS 123R") by January 1, 2006 for  financial
accounting purposes related to stock options; and

         WHEREAS, the Corporation  previously adopted the 2004 Stock Option Plan
(the "Plan"); and

         WHEREAS,  the exercise  price of the options  granted under the Plan on
May 20, 2004 is significantly  higher than the current market value of the stock
of the Corporation; and

         WHEREAS,  the Option  Holder is the holder of  options  ("Options")  to
purchase shares of common stock of the Corporation ("Common Stock") as evidenced
by a Stock Option Agreement between the Corporation and the Option Holder; and

         WHEREAS,  the Option Holder was awarded the following Options under the
Plan:

Number of Options                      Option Price
-----------------                      ------------

         WHEREAS,  the participants in the Plan as directors and stockholders of
the  Corporation  have  determined  that  it is in  the  best  interests  of the
Corporation  and the Option Holder to cancel the options  awarded under the Plan
in exchange for no additional consideration.

                                    The Option Holder  certifies that no payment
is received in exchange for the cancellation of all
Options held by the Option Holder as of the Effective  Time, and that the Option
Holder  hereby  irrevocably  waives any claim for  compensation  in exchange for
cancellation of the Options.
         Except  as  otherwise  expressly  provided  herein,  this  Cancellation
Agreement   (including  the  documents  and  instruments   referred  to  herein)
constitutes  the entire  understanding  between the  Corporation  and the Option
Holder relating to the Options and the cancellation of such Options as set forth
above,  and  supersedes any matters to the contrary that may be contained in any
other  agreement,  plan or  document,  both  written  and oral,  relating to the
Options.  No amendments  or additions to this  Cancellation  Agreement  shall be
binding  unless  made in  writing  and  signed  by  both  parties  hereto.  This
Cancellation  Agreement  shall be  governed by the laws of the  Commonwealth  of
Kentucky.

<PAGE>

IN WITNESS WHEREOF, the Corporation has caused this Cancellation Agreement to be
executed by its duly authorized  officers and Option Holder has hereunto set his
hand and seal,  all as of the date and year first  written  above as evidence of
the  agreement  between  the parties  with  respect to the  cancellation  of the
Options detailed herein.

                          COMMUNITY FIRST BANCORP, INC.




                                      By:  _____________________________________


                                      Its: _____________________________________



------------------------------
Attest




------------------------------        ------------------------------------------
Witness                               Option Holder


</TEXT>
</DOCUMENT>
