<DOCUMENT>
<TYPE>EX-4
<SEQUENCE>4
<FILENAME>ex4_8.txt
<DESCRIPTION>EXHIBIT 4.8, THIRD AMENDMENT
<TEXT>
                                                                     Exhibit 4.8

                             THIRD AMENDMENT TO THE
                              WESBANCO, INC. KSOP

     Effective  January  1, 2006,  WesBanco,  Inc.,  amended  and  restated  the
WesBanco, Inc. KSOP ("Plan") for its Employees;

     WHEREAS,  the Plan was amended  effective  January 1, 2008 and May 1, 2008;
and

     WHEREAS,  the Employer desires to further amend the Plan in order to update
the Plan document for regulatory and legislative  changes  necessary to maintain
the qualified status of the Plan.

     NOW, THEREFORE, said Plan is amended as follows:

     1.   Effective  January 1, 2007,  pages 13, 27a, and 58 are hereby  deleted
          and the attached new pages are substituted therefor.

     3.   Effective  January 1, 2008, pages 18 and 20 are hereby deleted and the
          attached new pages are substituted in lieu therefor.

     IN WITNESS  WHEREOF,  this amendment to the WesBanco,  Inc. KSOP is, by the
authority of the Board of Directors of the  Employer,  executed on behalf of the
Employer the 18 day of December, 2008.

                                        WesBanco, Inc.

                                        By /s/  Paul M. Limbert
                                           -------------------------------
                                                Its President & CEO

ATTEST:


/s/ Larry R. Johnson
-------------------------------
Secretary
WesBanco, Inc.


(POOI5799.1}

<PAGE>

     For purposes of this Section 4.1,  Compensation  used for  determining  the
amount of any deferral  shall be  Compensation  for the Plan Year for which such
election is made, including any increases in Compensation during the Plan Year.

     Deferrals  made  pursuant to this Section  shall be paid to the Trustee and
credited to the Participant's Employee Deferral Account. Any amounts not elected
to be deferred shall be paid to the Participant as current Compensation.

     Notwithstanding  the  above,  a  Participant  who has  received  a hardship
distribution  described  in Section 8.2 shall not be eligible to make  deferrals
during the 6 consecutive month period beginning on the date of the distribution.

     A Participant  may assign to the Plan any  deferrals  made during a taxable
year that exceed the $15,000 (as adjusted)  limitation  ("excess  deferrals") by
notifying  the Plan  Administrator  in writing on or before  April 1 of the year
following the year in which the deferrals were made of the amount of such excess
deferrals  to be assigned  to the Plan.  A  Participant  shall be deemed to have
notified  the  Plan   Administrator  of  excess  deferrals  to  the  extent  the
Participant  has excess  deferrals for a taxable year  determined by taking into
account  only  elective  deferrals  under  the Plan and  other  qualified  plans
maintained by the Employer.

     Notwithstanding  any other  provision  of the Plan,  the  excess  deferrals
assigned  to the Plan,  plus any  income and minus any loss  allocable  thereto,
shall be distributed no later than April 15 to any Participant who assigned such
excess deferrals to the Plan for the preceding year.

     The income or loss allocable to excess  deferrals shall be calculated under
the same method used in Section 9.3 to allocate income or loss to  Participants'
accounts.  Alternatively, the income or loss allocable to excess deferrals shall
be calculated by multiplying  the income or loss allocable to the  Participant's
Employee  Deferral  Account  for  the   Participant's   taxable  year  and,  for
distributions  for tax  years on or after  January  1,  2007,  up to the date of
distribution by a fraction,  the numerator of which is the Participant's  excess
deferrals  for the year and the  denominator  of  which  is the  balance  of the
Participant's  Employee  Deferral  Account at the  beginning of the taxable year
plus the Participant's deferrals for the taxable year and, for distributions for
tax  years  on or  after  January  1,  2007,  up to the  date  of  distribution.
Notwithstanding the preceding sentence, if the date of distribution is after the
end of the Participant's  taxable year, the Committee may elect to calculate the
income or loss  attributable  to the period  between the end of the taxable year
and the date of  distribution  by using the method  described  in the  preceding
sentence to calculate the income or loss to the end of the Participant's taxable
year and then  multiplying ten percent of the result of that  calculation by the
number of

12/12/2008                         13         Third Amendment Effective 1/1/2007
<PAGE>

Compensated  Employees in an equitable manner. Any reduction of the amount to be
deferred by such  Participants  will apply only to the  particular  Plan Year or
remainder  of such  Plan Year for  which  the  deferrals  under the Plan fai1 to
satisfy the Actual Deferral Percentage test.

     If voluntary and involuntary  adjustments during the Plan Year do not bring
the Plan into compliance with the Actual Deferra1 Percentage test, the Committee
shall distribute the Excess  Contributions  and income allocable  thereto to the
Participants to whose accounts such Excess  Contributions  were allocated.  Such
distribution  must  take  place  after  the  close of the Plan Year in which the
Excess  Contribution  arose and  within  12 months  after the close of such Plan
Year.  The  amount  of  a  Participant's   Excess  Contributions  that  must  be
distributed  shall be reduced  by any  excess  deferrals,  as  determined  under
Section 4.1, previously distributed with respect to the Participant.

     The income or loss  allocable to Excess  Contributions  shall be calculated
under  the  same  method  used in  Section  9.3 to  allocate  income  or loss to
Participants'  accounts  for the Plan  Year in which  the  Excess  Contributions
occur. Alternatively, the income or loss allocable to Excess Contributions shall
be calculated by multiplying  the income or loss allocable to the  Participant's
Employee  Deferral Account,  and qualified  matching  contributions  pursuant to
Section 4.2, if any,  for the Plan Year and,  for Plan Years  beginning in 2006,
for the  period  between  the end of the Plan Year and the date of  distribution
(the "gap" period),  by a fraction,  the numerator of which is the Participant's
Excess  Contributions  for the  Plan  Year and the  denominator  of which is the
Participant's  account  balance  attributable  to Employee  deferrals  as of the
beginning of the Plan Year, plus the  Participant's  deferrals for the Plan Year
and for the gap period, if applicable.  Notwithstanding  the preceding sentence,
the  Committee  may elect to  calculate  income or loss for the gap  period,  if
appl1cable, by using the method described in the preceding sentence to calculate
income or loss for the Plan Year and then  multiplying ten percent of the result
of that calculation by the number of calendar months that have elapsed since the
end of the Plan Year. For purposes of calculating  the number of calendar months
that have elapsed since the end of the Plan Year, a corrective distribution made
on or before the 15th day of the month is treated as made on the last day of the
preceding month. A distribution  made after the 15th day of the month is treated
as made on the  first day of the next  month.  The same  method  of  calculating
income  or loss on  Excess  Contributions  must  be  used  consistently  for all
Participants and all corrective distributions under the Plan for the Plan Year.

     Section 4.7.  Adjustment of Employer Matching  Contributions.  For the Plan
Year  beginning  January  1,  2006,  in order to  ensure  that the Plan  remains
qualified  under Code Section  401(m),  the Committee shall monitor the Employer
matching   contributions   and   determine   whether  they  satisfy  the  Actual
Contribution Percentage test referred to in the next paragraph.


12/12/2008                         18         Third Amendment Effective 1/1/2008

<PAGE>


     If the Actual  Contribution  Percentage  test is not met  currently or on a
projected  basis,  the  Committee  may  ask  the  Participants  who  are  Highly
Compensated  Employees  if they wish to decrease  their  contribution  elections
and/or  may  ask  all  other   Participants  if  they  wish  to  increase  their
contribution  elections.  If the  Actual  Contribution  Percentage  test  is not
satisfied after these  voluntary  adjustments are made, the Committee shall have
the right to reduce the amount of the contribution elections of Participants who
are Highly  Compensated  Employees in an equitable manner.  Any reduction of the
amount to be contributed by such  Participants will apply only to the particular
Plan Year or remainder of such Plan Year for which the Plan fails to satisfy the
Actual Contribution Percentage test.

     If voluntary and involuntary  adjustments during the Plan Year do not bring
the Plan into  compliance  with the Actual  Contribution  Percentage  test,  the
Committee  shall  forfeit  (to the extent not vested  under the Plan) the Excess
Aggregate  Contributions,  or distribute such Excess Aggregate Contributions and
the income  allocable  thereto to the Participants to whose accounts such Excess
Aggregate  Contributions  were allocated.  Such  distribution or forfeiture must
take  place  after  the close of the Plan  Year in which  the  Excess  Aggregate
Contributions  arose and within 12 months after the close of such Plan Year. Any
distribution or forfeiture of Excess Aggregate  Contributions  for any Plan Year
shall  be  made  on the  basis  of  the  respective  portions  of  such  amounts
attributable to each Highly Compensated Employee.

     The income or loss applicable to Excess  Aggregate  Contributions  shall be
calculated  under the same method used in Section 9.3 to allocate income or loss
to  Participants'  accounts  for the Plan  Year in which  the  Excess  Aggregate
Contributions occur.  Alternatively,  the income or loss allocable to the Excess
Aggregate  Contributions  shall be calculated by multiplying  the income or loss
allocable to the Participant's  Employer Matching  Contribution  Account for the
Plan Year and, for Plan Years  beginning in 2006, for the period between the end
of the Plan Year and the date of distribution  (the "gap period") by a fraction,
the numerator of which is the Participant's  Excess Aggregate  Contributions for
the Plan Year and the denominator of which is the Participant's  account balance
attributable to Employer matching  contributions as of the beginning of the Plan
Year, plus the Participant's  allocable share of Employer matching contributions
for the Plan Year and for the gap period,  if  applicable.  Notwithstanding  the
preceding sentence,  the Committee may elect to calculate income or loss for the
gap  period,  if  applicable,  by using the method  described  in the  preceding
sentence to calculate  income or loss for the Plan Year and then multiplying ten
percent of the result of that  calculation by the number of calendar months that
have elapsed  since the end of the Plan Year.  For purposes of  calculating  the
number of calendar  months that have  elapsed  since the end of the Plan Year, a
corrective  distribution  made on or before the 15th day of the month is treated
as made on the last day of the preceding  month. A  distribution  made after the
15th day of the month is treated as made on the first day of the next month. The
same

12/12/2008                         20         Third Amendment Effective 1/1/2008

<PAGE>


     Section 7.2. Amendment of Vesting Schedule.  No amendment to the Plan shall
have the effect of decreasing a Participant's vested percentage,  or eliminating
an optional form of  distribution,  as of the later of the date the amendment is
adopted or the date it becomes  effective.  If the vesting  schedule is amended,
each  Participant  with at least  three  Years of Service  may elect to have his
vested percentage determined under the Plan prior to amendment during the 60-day
period beginning on the latest of (a) the date the amendment is adopted, (b) the
date the amendment becomes effective,  or (c) the date the Participant  receives
notice  of the  amendment  from the Plan  Administrator.  With  respect  to each
Participant's  account balance as of the later of the adoption or effective date
of the amendment,  the vested  percentage of the Participant will be the greater
of the vested percentage under the old vesting schedule or the vested percentage
under the new vesting schedule.

     Section  7.3.  Forfeitures.   If  a  Participant's  Employer  Discretionary
Contribution  Account is not vested it will be  forfeited  as of the December 31
Adjustment  Date of the Plan  Year in which  the  Participant's  first  Break in
Service occurs.  The amount of any such forfeiture  shall be deducted first from
the  Participant's  Cash  Subaccount,   and  then  from  his  Number  of  Shares
Subaccount.  All forfeitures shall be reallocated to the Employer  Discretionary
Contribution  Accounts of the remaining  Participants as of such Adjustment Date
as provided in Section 4.3. If the  Participant  returns to employment  with the
Employer  before  incurring five  consecutive  Breaks in Service,  his forfeited
account shall be restored.

     Section 7.4. Vesting Upon Reemployment.  If a Participant,  who at the time
of a Break in Service had any vested  interest  under the Plan,  is  reemployed,
such  Participant's  Years of Service shall include all Years of Service  before
and after the Break in Service. If a Participant,  who at the time of a Break in
Service had no vested interest under the Plan, is reemployed, such Participant's
Years  of  Service  before  the  Break  in  Service  shall  be  excluded  if the
Participant's number of consecutive Breaks in Service equals or exceeds five.

12/12/2008                         27a        First Amendment Effective 1/1/2007
                                              Third Amendment Effective 1/1/2007

<PAGE>


     (b)  The   provisions  of  the  foregoing   subsection  (a)  shall  not  be
          applicable,  and no put option  hall  exist,  with regard to shares of
          Employer Stock  distributed  under the Plan if such Employer Stock was
          publicly  traded and not subject to a trading  limitation  when it was
          distributed.  For purposes of this subsection  (b),  Employer Stock is
          deemed to be "publicly  traded" as of a particular date if, as of such
          date, it is listed on a national  securities exchange registered under
          Section  6 of the  Securities  Exchange  Act of 1934 or is quoted on a
          system sponsored by a national securities association registered under
          Section  15A(b) of the  Securities  Exchange Act. For purposes of this
          subsection (b), a "trading  limitation" on a security is a restriction
          under any federal or state securities law, any regulation  thereunder,
          or an agreement not  prohibited by applicable  regulations  that would
          make the  security  not as freely  tradable as one not subject to such
          restriction.

     Section 16.14.  Diversification of Investments.  Each Qualified Participant
may direct the Trustee as to the  investment  of the value of the  Participant's
account balance attributable to Employer Stock within 90 days after the last day
of each Plan Year during the Participant's Qualified Election Period.

     For  purposes  of  this  Section,  "Qualified  Participant"  shall  mean  a
Participant  who has  attained  age 55 and  completed  at  least  ten  years  of
participation in the Plan.  "Qualified  Election Period" shall mean the six Plan
Year  period  beginning  with the later of (i) the first  Plan Year in which the
Participant  first became a Qualified  Participant,  or (ii) the first Plan Year
beginning after December 31, 1986.

     The Participant's  direction shall be provided to the Plan Administrator in
writing and shall specify the amount the  Participant  wishes to diversify.  The
Plan  shall  allow  the   Participant  to  invest  the  amount  subject  to  the
diversification  election in one or more of the investment Funds provided for in
Section 9.2. Implementation of the Participant's  investment election shall take
place within 90 days after the last day of the period  during which the election
may be made. This Section shall apply notwithstanding any other provision of the
Plan other than Section 5.6.

     Notwithstanding  any  provision of this  Article to the contrary  effective
January 1, 2007,  each  Participant  who has  completed  at least three Years of
Service,  each alternative payee with an amount under the Plan with respect to a
Participant  who has  completed  at  least  three  Years  of  Service,  and each
Beneficiary of a deceased  Participant may elect to divest the portion of his or
her Employer  Discretionary  Contribution Account attributable to Employer Stock
and reinvest such amount in one or more of the investment  funds provided for in
Section  9.2.  Such  divesture  and  reinvestment  election  shall  be  made  in
accordance  with the general  timing  rules of Section 9.2. For purposes of this
paragraph, a Participant completes three Years of Service on the last day of the
Plan Year that constitutes the completion of the third Year of Service.

     Notwithstanding the foregoing,  with respect to Employer Stock allocated to
a Participant's Employer Discretionary  Contribution Account prior to January 1,
2007,  a  Participant,  other than a  Participant  who has  attained  age 55 and
completed  three Years of Service,  shall be permitted to diversify  only 33% of
such Employer Stock for 2007, 66% for 2008, and 100% for 2009 and all subsequent
Plan years.

12/12/2008                         58         Third Amendment Effective 1/1/2007


</TEXT>
</DOCUMENT>
