Exhibit 10(o)


 


TCF FINANCIAL CORPORATION


2006 MANAGEMENT INCENTIVE PLAN - EXECUTIVE


 


1.                                       Eligibility
- Each Participant shall be given a copy of this 2006 Management Incentive Plan
for Executives (the “Plan”) and required to sign an acknowledgment of its terms.  The participants in the Plan are those
approved by the Compensation/Nominating/Corporate Governance Committee (the “Committee”).


 


2.                                       All
participants will be initially evaluated by the Chief Executive Officer of TCF
Financial (the “CEO”) who will forward all recommendations to the Committee for
approval.  The Committee evaluates the
performance of the CEO.  The Committee
will consider the diluted Earnings per Share (“EPS”) and shall also evaluate
all other matters it deems appropriate in its sole discretion, subject to
limits imposed on such discretion under the Performance-Based Plan.  Evaluations will be performed pursuant to the
terms of the TCF Performance-Based Compensation Policy for Covered Executive
Officers (the “Performance-Based Plan”) in the case of Covered Executive
Officers (as defined in that Plan).


 


3.                                       The
criteria for awards (subject to paragraph 4) is based upon achievement of
certain financial goals relating to growth in earnings per share (“EPS”) as
approved by the Committee.  The Committee
reserves the right to determine that a lower (or no) bonus should be paid if in
its sole discretion it considers such action warranted.  EPS will be calculated as provided in the
Performance-Based Plan, using diluted EPS, rounded to the nearest cent.   The maximum bonus payable is 200% of salary.


 


4.                                       The
Committee may in its discretion, reduce, defer or eliminate the amount of the
incentive determined under paragraph 3 of this Agreement for a Covered
Executive Officer in the Performance-Based Plan.  In addition, for participants who are not
subject to the Performance-Based Plan, the Committee may in its discretion
increase the amount of the incentive calculated under paragraph 3 of this
Agreement.  The Committee has authority
to make interpretations under this Plan and to approve the calculations under
Paragraph 3.  Incentive compensation will
be paid in cash as soon as possible following approval of awards by the
Compensation/Nominating/Corporate Governance Committee.  Except for Covered Executive Officers, the
participant must be employed by TCF Financial (or the same subsidiary as
employed by on the date of this Acknowledgment) on the date the incentive is
paid in the same job position as the position for which the incentive was
earned in order to receive the incentive payment.  However, where the participant has
transferred to another position within TCF, the Committee may in its discretion
determine to pay part, none, or all of the incentive based on any factors the
Committee considers relevant.


 


5.                                       The
Committee may amend this Plan from time to time as it deems appropriate, except
that any such amendment shall be in writing and signed by both TCF Financial
and the executive and no amendment may contravene requirements of the
Performance-Based Plan.  This Plan shall
not be construed as a contract of employment, nor shall it be considered a term
of employment, nor as a binding contract to pay awards.


 


6.                                       This
Plan is effective for service on or after January 1, 2006, and supersedes
and replaces the prior Management Incentive Compensation Plan and any other
prior incentive arrangements with respect to executives.


 


Acknowledgment


 


I have received, read,
and acknowledge the terms of the foregoing plan.


 


 


	
   

  	
   

  	
   

  
	
  Date

  	
  Signature