Exhibit 10.18


    
      

    

    

      EXHIBIT
        10.18

      


      WRITTEN
        DESCRIPTION OF ANNUAL INCENTIVE COMPENSATION PLAN

      


      First
        Northern Bank

      Annual
        Incentive Compensation Plan

      


      
        	
                1.

              	
                Objective

              


      

      


      The
        objective of the Bank’s Annual Incentive Compensation Plan (the “Plan”) is to
        motivate executives to work effectively to achieve the Bank’s short-term
        financial objectives and to reward executives when objectives are met. In
        addition, the annual incentive plan is intended to achieve the board chartered
        compensation philosophy wherein salaries are positioned at, or below, market
        and
        incentive compensation opportunities are provided that allow employees to
        earn
        above market compensation (50th - 75th percentiles of selected peer group
        levels) when the Bank performs.

      


      
        	
                2.

              	
                Administration
                  of the Plan

              


      

      


      The
        Plan
        is administered by the Compensation Committee (the “Committee”) of the Board of
        Directors of First Northern Bank. No member of the Committee is eligible
        for
        participation in the Plan. The Committee has the power to recommend to the
        Board
        any management incentive plan of the Bank or the Company under which incentive
        compensation is granted. The Committee will review periodic reports from
        management concerning the administration and status of the Plan and will
        seek to
        ensure that the plan continues to meet the intended objectives. 

      


      
        	
                3.

              	
                Participation
                  and performance targets

              


      

      


      Under
        the
        Bank’s Annual Incentive Compensation Plan, all employees, including the Chief
        Executive Officer and all other Executive Officers, are eligible to receive
        annual cash incentive compensation at the end of each year if performance
        targets are achieved. The performance targets for determining the Incentive
        Compensation Bonus Pool (the “Pool”) are Return on Equity and Return on Assets
        which are generally evenly weighted. Annually, performance target metrics
        aligned with the Bank’s strategic plan goals are established by the Management
        Committee of the Board of Directors. 

      


      
        	4.	
                Incentive
                  Compensation Bonus Pool

              


      

      


      The
        Pool
        is reviewed annually by the Committee and recommended for approval by the
        Board
        of Directors. For
        every
        2% variance from targeted performance, the incentive Pool changes by 5%,
        e.g. a
        6% variance from target would result in a 15% change in payout. Payouts are
        capped at achievement of 120% of target performance which results in a payout
        cap of 150%; and there is no payout when performance is less than 80% of
        target
        performance. 

      


      
        	5.	
                Target
                  Incentive Award

              


      

      


      Payments
        awarded under the Plan will be approved the Board of Directors. Executives
        are
        eligible for a target incentive award that is expressed as a percentage of
        their
        salary. For
        example, the CEO’s target incentive award is 75% of his annual salary at 100% of
        target performance. If performance was at 115% of target performance, then
        the
        CEO would be eligible for 137.5% of 75% or 103.125% of salary, or if performance
        was at 85% of target performance, then the CEO would be eligible for 62.5%
        of
        75% or 46.875% of salary. The other executive officers at the Executive Vice
        President level are eligible to receive 40% of salary at 100% of target
        performance. The
        target incentive award, which is paid out of the established incentive
        compensation bonus pool, will be adjusted based upon how the Bank performs
        versus corporate goals and how individual participants perform versus their
        individual or team goals. At least 50% of the Chief Executive Officer and
        other
        Executive’s incentive compensation are tied directly to overall Bank results.
        Executive target incentive awards are based on the achievement of Bank-wide
        goals or key performance indicators such as growth in loans and deposits,
        pricing and profitability, loan quality and productivity. 

      


      
        	6.	
                Payouts

              


      

      


      The
        annual incentive compensation amount earned by each executive is typically
        paid
        out by March 15 of the following year, if performance targets, set annually
        by
        the Management Committee at the beginning of each year, are achieved.