EXHIBIT 10.30

FIRSTAR

                   AMENDMENT TO REVOLVING CREDIT AGREEMENT
                          AND REVOLVING CREDIT NOTE


       This amendment (the  "Amendment"),  dated as of the date specified below,
is by and  between  the  borrower  (the  "Borrower")  and the bank (the  "Bank")
identified below.

                                   RECITALS

     A. The Borrower and the Bank have executed a - Revolving  Credit  Agreement
(the  "Agreement")  and the Borrower  has executed a Revolving  Credit Note (the
"Note"),  both dated AUGUST 14, 1998 and as amended  from time to time,  and the
Borrower (and if applicable, certain third parties) have executed the collateral
documents  identified  in Article III of the Agreement and certain other related
documents  (collectively  the  "Loan  Documents"),  setting  forth the terms and
conditions  upon which the  Borrower may obtain loans from the Bank from time to
time in the original amount not to exceed $12,000,000.00, as may be amended from
time to time.

     B. The Borrower has requested that the Bank permit certain modifications to
the Agreement and Note as described below.

     C. The Bank has agreed to such  modifications,  but only upon the terms and
conditions outlined in this Amendment.

                              TERMS OF AGREEMENT

      In consideration of the mutual covenants  contained herein,  and for other
good and valuable consideration, the Borrower and the Bank agree as follows:

         Extension  of Maturity  Date.  If checked  here,  the  references  to "
FEBRUARY  19,  1999 in  Paragraph  1.1 of the  Agreement  and in the Note as the
maturity  date of the loan and the  Termination  Date for  advances  are  hereby
deleted and replaced with " AUGUST 31, 1999".

Financial Covenants (continued):
      (viii) The  combination of Net Income plus Loan Loss Provision for BNC- ND
and BNC-NIN  combined  must be at least  $564,000 at 3/31/99 and  $1,348,000  at
6/30/99. This covenant replaces the ROA covenants.

(ix) All Financial  Covenants  will be measured on a combined basis for BNC - ND
and BNC

       Effectiveness of Prior Documents.  Except as specifically amended hereby,
the Agreement,  the Note and the other Loan Documents shall remain in full force
and effect in  accordance  with  their  respective  terms.  All  warranties  and
representations  contained in the  Agreement  and the other Loan  Documents  are
hereby reconfirmed as of the date hereof. AJI collateral  previously provided to
secure the  Agreement  and/or Note  continues  as security,  and all  guaranties
guaranteeing  obligations  under the Loan  Documents  remain  in full  force and
effect. This is an amendment, not a novation.

       Preconditions  to   Effectiveness.   This  Amendment  shall  only  become
effective upon execution by the Borrower and the Bank, and approval by any other
third party required by the Bank.

       No Waiver of Defaults;  Warranties. This Amendment shall not be construed
as or be deemed to be a waiver by the Bank of existing defaults by the Borrower,
whether known or undiscovered.  All agreements,  representations  and warranties
made herein shall survive the execution of this Amendment.

       Counterparts.   This   Amendment   may  be  signed  in  any  number  of
counterparts,  each of which shall be considered  an original,  but when taken
together shall constitute one document.

       Authorization.  The Borrower  represents and warrants that the execution,
delivery and performance of this Amendment and the documents  referenced  herein
are within the  authority of the Borrower and have been duly  authorized  by all
necessary action.

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       Attachments. All documents attached hereto, Including any appendices,
       schedules, riders, and exhibits to this Amendment, are hereby
expressly Incorporated by reference.

Dated as of: FEBRUARY 19, 1999

BNCCORP INC

(Individual Borrower)                          Borrower Name (Organization)

                                     (SEAL)    a DELAWARE Corporation
Borrower Name           N/A                    BY: /s/ Gregory K. Cleveland

                                  Name and Title GREGORY K CLEVELAND, PRESIDENT

By:

(SEAL)

Borrower Name           N/A                    Name and Title:

Agreed to:

  FIRSTAR BANK MILWAUKEE, N.A.
(Firstar Bank)

By:

          LYNN F HEBEL
Name and Title: VICE PRESIDENT