EXHIBIT 10.8
                                  ------------








                               FirstBank Northwest
                     Executive Non-Qualified Retirement Plan

<PAGE>

                               FirstBank Northwest
                     Executive Non-Qualified Retirement Plan

Introduction and Purpose
------------------------

The purpose of this Executive Non-Qualified Retirement Plan is to provide
supplemental retirement benefits to the executives designated to participate
herein, to encourage them to remain an employee of the Employer, and to
contribute materially to the continued growth, development and future business
success of the Employer. The Effective Date of this Plan is December 1, 2001.
The provisions of this Plan shall not supercede or otherwise affect any deferred
compensation or salary continuation plan, contract or agreement in effect as of
the Effective Date. This Plan shall be unfunded for tax purposes and for
purposes of Title I of ERISA.


                                    ARTICLE I
                                   Definitions
                                   -----------

For purposes of this Plan, unless otherwise clearly apparent from the context,
the following phrases or terms shall have the following indicated meanings:

         "Accrued Benefit" shall mean, unless otherwise provided in the
         Participant's Plan Agreement, an amount equal to the Participant's
         Monthly Benefit multiplied by a fraction, the numerator of which is (a)
         the Participant's Years of Participation from the date of his
         commencement of participation herein and ending on the last day of the
         month in which the Participant experiences a Termination of Employment,
         and the denominator of which is (b) the total number of Years of
         Participation determined as of the Participant remained continually
         employed until his Normal Retirement Date.

                  EXAMPLE: A Participant who is age 55 with a Monthly Benefit of
                  $4,000 ($48,000 annually) payable at a Normal Retirement Date
                  of age 65 will each year until his Normal Retirement Age
                  accrue a Monthly Benefit of $400 ($4,800 annually) ($4,000
                  times 1/10). If that Participant experiences a Termination of
                  Employment after being credited with 3 Years of Participation,
                  then his Monthly Benefit payable commencing when he attains
                  age 65 will be $1,200 per month ($4,000 times 3/10).

         "Affiliate" shall mean an entity related to the Employer pursuant to
         Code Section 414(b) or 414(c).

         "Beneficiary" shall mean one or more persons, estates or other
         entities, designated in accordance with Article 9, that are entitled to
         receive benefits under this Plan upon the death of the Participant.

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         "Beneficiary Designation Form" shall mean the form established from
         time to time by the Committee that the Participant completes, signs and
         returns to the Committee to designate one or more Beneficiaries.

         "Board" shall mean the board of directors of the Employer.

         "Claimant" shall have the meaning set forth in Section 14.1.

         "Code" shall mean the Internal Revenue Code 1986, as it may be amended
         from time to time.

         "Committee" shall mean the committee described in Article 12. If no
         Committee is appointed, references thereto shall apply to the Employer
         or its delegate appointed for purposes of administering this Plan.

         "Employer" shall mean FirstBank Northwest, and any successor to all or
         substantially all of the Employer's assets or business. Unless
         otherwise provided, references to Employer shall be deemed also to
         refer to Affiliates.

         "ERISA" shall mean the Employee Retirement Income Security Act of 1974,
         as it may be amended from time to time.

         "Involuntary Termination" shall have the same meaning as "involuntary
         termination" as defined in the Participant's employment agreement in
         effect on the date the Participant experiences a Termination of
         Employment.

         "Monthly Benefit" shall mean the benefit set forth in the Participant's
         Plan Agreement.

         "Normal Retirement Date" shall mean the date set forth in the
         Participant's Plan Agreement. If no such date is specified in the Plan
         Agreement, then the Normal Retirement Date shall be the date the
         Participant attains age sixty-five (65).

         "Plan Agreement" shall mean a written agreement, as may be amended from
         time to time, entered into by and between the Employer and the
         Participant with respect to this Plan. Should there be more than one
         Plan Agreement, the Plan Agreement bearing the latest date of
         acceptance by the Employer shall supersede all previous Plan Agreements
         in their entirety and shall govern such entitlement. The terms of any
         Plan Agreement may be different for any Participant, and any Plan
         Agreement may provide additional benefits not set forth in the Plan or
         limit the benefits otherwise provided under the Plan; provided,
         however, that any such additional benefits or benefit limitations must
         be agreed to by both the Employer and the Participant.

                                       2
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         "Participant" shall mean an officer of the Employer (i) who is selected
         to participate in the Plan, (ii) who signs a Plan Agreement, (iii)
         whose signed Plan Agreement and Beneficiary Designation Form are
         accepted by the Committee, and (iv) whose Plan Agreement has not
         terminated. A spouse or former spouse of a Participant shall not be
         treated as a Participant even if he or she has an interest in the
         Participant's benefits under the Plan as a result of applicable law or
         property settlements resulting from legal separation or divorce.

         "Plan Year" shall mean the calendar year.

         "Termination for Cause" shall mean the severing of the employment with
         the Employer on account of "cause", as that term (or a similar term) is
         defined in the Participant's employment contract with the Employer. If
         no such employment contract is in effect, "cause" shall mean (1) gross
         negligence or gross neglect of duties; (2) commission of a felony or
         gross misdemeanor involving moral turpitude; (3) fraud, disloyalty or
         willful violation of any law or significant Employer policy committed
         in connection with the Participant's employment and resulting in an
         adverse effect on the Employer; or (4) with in the employment with the
         Employer, accepting additional employment with a competing institution.

         "Termination of Employment" shall mean the severing of employment with
         the Employer voluntarily or involuntarily, for any reason, including
         than retirement, or death, other than on account of Termination for
         Cause.

         "Trust" shall mean any trust established between the Employer and the
         trustee named therein to provide benefits hereunder, as amended from
         time to time.

         "Year of Participation" shall include each 12-month period (or fraction
         thereof) during which the Participant is employed by the Employer,
         including on an approved leave of absence, and a Participant hereunder.


                                    ARTICLE 2
                       Selection, Enrollment, Eligibility
                       ----------------------------------

2.1      Selection by Committee. Participation in the Plan shall be limited to
         persons who are within a select group of management and highly
         compensated employees, and who are selected by the Committee in its
         sole discretion from time to time to participate herein.

2.2      Enrollment Requirements. As a condition to participation, each selected
         Participant shall complete, execute and return to the Committee a Plan
         Agreement and a Beneficiary Designation Form. In addition, the
         Committee shall establish from time to time such other enrollment
         requirements as it determines in its sole discretion are necessary or
         appropriate.

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2.3      Eligibility; Commencement of Participation. Provided a person selected
         to participate in the Plan has met all enrollment requirements set
         forth in this Plan and required by the Committee, that person shall
         commence participation in the Plan on the first day of the month
         following the month in which he completes all enrollment requirements.

2.4      Termination of Participation. If the Committee determines in good faith
         that a Participant no longer qualifies as a member of a select group of
         management or highly compensated employees, as membership in such group
         is determined in accordance with Sections 201(2), 301(a)(3) and
         401(a)(1) of ERISA, the Committee shall have the right, in its sole
         discretion, to (i) not permit further benefit accruals hereunder,
         and/or (ii) immediately distribute in a single lump sum the present
         value (as determined by the Committee in its sole discretion) of the
         Participant's vested Accrued Benefit determined as if the Participant
         experienced a Termination of Employment, and terminate the
         Participant's participation herein.

                                    ARTICLE 3
                                    Benefits
                                    --------

3.1      Normal Retirement Benefit. If the Participant experiences a Termination
         of Employment on his Normal Retirement Date, the Employer shall pay the
         Monthly Benefit to him commencing on the first day of the month
         following his Normal Retirement Date and on the first day of each
         calendar month thereafter during his lifetime.

3.2      Late Retirement Benefit. If the Participant experiences a Termination
         of Employment after his Normal Retirement Date, the Employer shall pay
         his Monthly Benefit to him commencing on the first day of the month
         following his Termination of Employment and on the first day of each
         calendar month thereafter during his lifetime.

3.3      Termination of Employment Benefits. If the Participant experiences a
         Termination of Employment prior to his Normal Retirement Date other
         than on account of death or Termination for Cause, the Employer shall
         pay the Participant's Accrued Benefit to him commencing on the first
         day of the month following his Normal Retirement Date (if he is then
         living) and on the first day of each calendar month thereafter during
         his lifetime.

3.4      Death Benefits.

         (a)      If the Participant is not living on his Normal Retirement
         Date, and the Participant's Beneficiary is living on that date, then
         the Employer shall pay to the Beneficiary the Participant's Accrued
         Benefit over two hundred and forty (240) monthly installments
         commencing on the first day of the month after the Participant dies.

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         (b)      If the Participant dies after his Normal Retirement Date after
         his Monthly Benefit has commenced, and is survived by his or her
         Beneficiary, then the Employer shall pay to the Beneficiary the Monthly
         Benefit that was payable to the Participant as of the month preceding
         the month of his death, for a number of months equal to the difference
         between (1) 240, and (2) the number of months during which the
         Participant received a Monthly Benefit, commencing as of the first day
         of the month after the Participant dies.

         (c)      After the death of both the Participant and the Beneficiary
         prior to the payment of all Monthly Benefits, any remaining Monthly
         Benefit payments due to be paid pursuant to Section 3.4(b) shall be
         paid to the person(s) designated by the Participant. If no person(s)
         are designated by the Participant to receive such payments, then such
         payments shall be paid to the estate of the Beneficiary.

3.5      Acceleration of Benefits; Lump Sum Payments. The Committee may
         accelerate the payment of a Participant or Beneficiary's benefits at
         such time and in such manner as the Committee may determine.

3.6      Distributions. The Employer, or the trustee of the Trust, shall
         withhold from any payments made to a Participant all federal, state and
         local income, employment and other taxes required to be withheld by the
         Employer, or the trustee of the Trust, in connection with such
         payments, in amounts and in a manner to be determined in the sole
         discretion of the Employer and the trustee of the Trust.


                                    ARTICLE 4
                    In-Service Withdrawals and Distributions
                    ----------------------------------------

         Except as otherwise permitted herein, in-service withdrawals and
         distributions are not permitted under this Plan.


                                    ARTICLE 5
                                     Vesting
                                     -------

         Unless otherwise provided in the Participant's Plan Agreement, the
         Participant will be fully vested in his Monthly Benefit at all times.


                                    ARTICLE 6
                            Participant Contributions
                            -------------------------

         Participant contributions are neither permitted nor required hereunder.

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                                    ARTICLE 7
                             Forfeiture of Benefits
                             ----------------------

7.1      Termination for Cause. Upon a Participant's Termination for Cause no
         Monthly Benefits (or further Monthly Benefits) shall be paid hereunder.

7.2      Regulatory Provisions. No further benefits shall be paid to a
         Participant under this Plan for so long as required under the following
         circumstances:

         (a)      Temporary Suspension or Prohibition. If the Participant is
         suspended and/or temporarily prohibited from participating in the
         conduct of the Employer's affairs by a notice served under Section
         8(e)(3) or (g)(1) of the Federal Deposit Insurance Act ("FDIA"), 12
         U.S.C. ss. 1818(e)(3) and (g)(1), the Employer's obligations under this
         Plan shall be suspended as of the date of service, unless stayed by
         appropriate proceedings. If the charges in the notice are dismissed,
         the Employer may in its discretion (i) pay the Participant all or part
         of the compensation withheld while its obligations under this Plan were
         suspended and (ii) reinstate in whole or in part any of its obligations
         which were suspended.

         (b)      Permanent Suspension or Prohibition. If the Participant is
         removed and/or permanently prohibited from participating in the conduct
         of the Employer's affairs by an order issued under Section 8(e)(4) or
         (g)(1) of the FDIA, 12 U.S.C. ss. 1818(e)(4) and (g)(1), all
         obligations of the Employer under this Plan shall terminate as of the
         effective date of the order, but vested rights of the contracting
         parties shall not be affected.

         (c)      Default. If the Employer is in default (as defined in Section
         3(x)(1) of the FDIA), all obligations under this Plan shall terminate
         as of the date of default, but this provision shall not affect any
         vested rights of the contracting parties.

         (d)      Termination by Regulators. All obligations under this Plan
         shall be terminated, except to the extent determined that continuation
         of this Plan is necessary for the continued operation of the Employer:
         (i) at the time the Federal Deposit Insurance Corporation ("FDIC")
         enters into an agreement to provide assistance to or on behalf of the
         Employer under the authority contained in Section 13(c) of the FDIA; or
         (ii) by the FDIC, at the time it approves a supervisory merger to
         resolve problems related to the operation of the Employer. Any rights
         of the parties that have already vested, however, shall not be affected
         by any such action.

         (e)      Notwithstanding anything herein to the contrary, (1) any
         payments made hereunder shall be subject to and conditioned upon
         compliance with 12 USC Section 1828(k) and any regulations promulgated
         thereunder, and (2) payments contemplated hereunder shall not be
         immediately payable to the extent such payments are barred or
         prohibited by an action or order issued by the Director of Banks of the
         Washington Department of Financial Institutions, or the FDIC.

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                                    ARTICLE 8
                                     Funding
                                     -------

8.1      Funding Generally. The Employer's obligations under this Plan shall be
         an unfunded and unsecured promise to pay. The Employer shall not be
         obligated under any circumstances to fund in advance its obligations
         under this Plan, and when the benefit amount is paid it shall be
         expensed out of the Employer's general assets.

8.2      Option to Fund Informally. Notwithstanding Section 8.1, the Employer
         may, at its sole option, or by agreement, informally fund its
         obligations under this Plan in whole or in part, provided, however,
         that in no event shall such informal funding be construed to create any
         trust fund, escrow account or other security for the Participant with
         respect to the payment of benefit under this Plan, other than as
         permitted by Internal Revenue Service and Department of Labor rules and
         regulations for unfunded supplemental retirement plans. Furthermore, if
         the Employer decides to informally fund its obligations under this
         Plan, in whole or in part, by procuring, as owner, life insurance for
         its own benefit on the life of the Participant, the form of such
         insurance and the amounts thereof shall be in the sole decision of the
         Employer, and in no event shall the Participant have any incidents of
         ownership in any such policies of insurance.


                                    ARTICLE 9
                             Beneficiary Designation
                             -----------------------

9.1      Beneficiary. The Participant shall have the right, at any time, to
         designate his or her Beneficiary(ies) (both primary as well as
         contingent) to receive any benefits payable under the Plan to a
         beneficiary upon the death of the Participant. The Beneficiary
         designated under this Plan may be the same as or different from the
         Beneficiary designated under any other plan of an Employer in which the
         Participant participates.

9.2      Beneficiary Designation: Change; Spousal Consent. The Participant shall
         designate his or her Beneficiary by completing and signing the
         Beneficiary Designation Form and returning it to the Committee or its
         designated agent. The Participant shall have the right to change a
         Beneficiary by completing, signing and otherwise complying with the
         terms of the Beneficiary Designation Form and the Committee's rules and
         procedures, as in effect from time to time. If the Participant names
         someone other than his or her spouse as a Beneficiary, a spousal
         consent, in the form designated by the Committee, must be signed by
         that Participant's spouse and returned to the Committee. Upon the
         acceptance by the Committee of a new Beneficiary Designation Form, all
         Beneficiary designations previously filed shall be canceled. The
         Committee shall be entitled to rely on the last Beneficiary Designation
         Form filed by the Participant and accepted by the Committee prior to
         his or her death.

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9.3      Acknowledgment. No designation or change in designation of a
         Beneficiary shall be effective until received and acknowledged in
         writing by the Committee or its designated agent.

9.4      No Beneficiary Designation. If a Participant fails to designate a
         Beneficiary as provided in Sections 9.1, 9.2 and 9.3 above or, if all
         designated Beneficiaries predecease the Participant or die prior to
         complete distribution of the Participant's benefits, then the
         Participant's designated Beneficiary shall be deemed to be his or her
         surviving spouse. If the Participant has no surviving spouse, no
         further benefits shall be paid under this Plan, except as provided in
         Section 3.4.

9.5      Doubt as to Beneficiary. If the Committee has any doubt as to the
         proper Beneficiary to receive payments pursuant to this Plan, the
         Committee shall have the right, exercisable in its discretion, to cause
         the Employer to withhold such payments until this matter is resolved to
         the Committee's satisfaction.

9.6      Discharge of Obligations. The payment of benefits under the Plan to a
         Beneficiary shall fully and completely discharge the Employer,
         Affiliates and the Committee from all further obligations under this
         Plan with respect to the Participant, and the Participant's Plan
         Agreement shall terminate upon such full payment of benefits.

                                   ARTICLE 10
                                Leave of Absence
                                ----------------

         If the Participant is authorized by the Employer for any reason to take
         a paid or unpaid leave of absence from the employment of the Employer
         or an Affiliate, the Participant shall continue to be considered
         employed by the Employer or Affiliate (and therefore not to have
         experienced a Termination of Employment), and Monthly Benefits shall
         continue to accrue in accordance with this Plan.


                                   ARTICLE 11
                     Termination, Amendment or Modification
                     --------------------------------------

11.1     Termination. Although the Employer anticipates that it will continue
         this Plan for an indefinite period of time, there is no guarantee that
         the Employer will continue the Plan or will not terminate the Plan at
         any time in the future. Accordingly, the Employer reserves the right to
         terminate the Plan at any time by action of its board of directors.
         Upon the termination of the Plan, the Participant's Plan Agreement
         shall terminate and the accrued vested Monthly Benefit, determined as
         if he had experienced a Termination of Employment on the date of the
         Plan Termination (Paragraph 3.3.), shall be paid on the first day of
         the month following his Normal Retirement Date. Participant may request
         immediate monthly benefits to begin within 60 days of termination or a
         lump sum present value. Such request is subject to committee approval.
         If the Participant or Beneficiary has become entitled to the payment of

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         any benefits under the Plan as of the date of termination, the Employer
         shall have the right to accelerate payments without a premium or
         prepayment penalty by paying the present value of the remaining Monthly
         Benefits in a lump sum or pursuant to monthly installments. For
         purposes of this Section 11.1, the present value of any Monthly
         Benefits shall be determined by the Committee in its sole discretion,
         and the determination of such present value shall be conclusive.

11.2     Amendment. The Employer may, at any time, amend or modify the Plan in
         whole or in part by the action of its board of directors; provided,
         however, that no amendment or modification shall be effective to
         decrease or restrict the value of a Participant's vested Monthly
         Benefit in existence at the time the amendment or modification is made,
         calculated as if the Participant had experienced a Termination of
         Employment as of the effective date of the amendment or modification.

11.3     Plan Agreement. Despite the provisions of Sections 11.1 and 11.2 above,
         if a Participant's Plan Agreement contains benefits or limitations that
         are not in this document, the Employer may only amend or terminate such
         provisions with the consent of the Participant.

11.4     Effect of Payment. The full payment of the applicable benefit under
         this Plan shall completely discharge all obligations to a Participant
         and his or her designated Beneficiaries under this Plan and the
         Participant's Plan Agreement shall terminate.

                                   ARTICLE 12
                                 Administration
                                 --------------

12.1     Committee Duties. This Plan shall be administered by a Committee which
         shall consist of the Board, or such committee as the Board shall
         appoint. Members of the Committee may be Participants under this Plan.
         The Committee shall also have the discretion and authority to (i) make,
         amend, interpret, and enforce all appropriate rules and regulations for
         the administration of this Plan and (ii) decide or resolve any and all
         questions including interpretations of this Plan, as may arise in
         connection with the Plan. Any individual on the Committee who is a
         Participant shall not vote or act on any matter relating solely to
         himself or herself. When making a determination or calculation, the
         Committee shall be entitled to rely on information furnished by a
         Participant or the Employer.

12.2     Agents. In the administration of this Plan, the Committee may, from
         time to time, employ agents and delegate to them such administrative
         duties as it sees fit (including acting through a duly appointed
         representative) and may from time to time consult with counsel who may
         be counsel to any Employer.

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12.3     Binding Effect of Decisions. The decision or action of the Committee
         with respect to any question arising out of or in connection with the
         administration, interpretation and application of the Plan and the
         rules and regulations promulgated hereunder shall be final and
         conclusive and binding upon all persons having any interest in the
         Plan.

12.4     Indemnity of Committee. The Employer shall indemnify and hold harmless
         the members of the Committee, and any Participant to whom the duties of
         the Committee may be delegated, against any and all claims, losses,
         damages, expenses or liabilities arising from any action or failure to
         act with respect to this Plan, except in the case of misconduct by the
         Committee or any of its members or any such Participant.

12.5     Employer Information. To enable the Committee to perform its functions,
         the Employer shall supply full and timely information to the Committee
         on all matters relating to the Participants, including the date and
         circumstances of their retirement, Disability, death or Termination of
         Employment, and such other pertinent information as the Committee may
         reasonably require.


                                   ARTICLE 13
                            Other Benefits and Plans
                            ------------------------

         The benefits provided for the Participant or the Participant's
         Beneficiary under the Plan are in addition to any other benefits
         available to the Participant under any other plan or program for
         employees of the Participant's Employer. The Plan shall supplement and
         shall not supersede, modify or amend any other such plan or program
         except as may otherwise be expressly provided.


                                   ARTICLE 14
                                Claims Procedures
                                -----------------

14.1     Presentation of Claim. The Participant or Beneficiary of a deceased
         Participant (such Participant or Beneficiary being referred to below as
         a "Claimant") may deliver to the Committee a written claim for a
         determination with respect to the amounts distributable to such
         Claimant from the Plan. If such a claim relates to the contents of a
         notice received by the Claimant, the claim must be made within 60 days
         after such notice was received by the Claimant. All other claims must
         be made within 180 days of the date on which the event that caused the
         claim to anise occurred. The claim must state with particularity the
         determination desired by the Claimant.

14.2     Notification of Decision. The Committee shall consider a Claimants
         claim within a reasonable time, and shall notify the Claimant in
         writing:

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<PAGE>

         (a)      that the Claimant's requested determination has been made, and
                  that the claim has been allowed in full; or

         (b)      that the Committee has reached a conclusion contrary, in whole
                  or in part, to the Claimant's requested determination, and
                  such notice must set forth in a manner calculated to be
                  understood by the Claimant:

         (i)      the specific reason(s) for the denial of the claim, or any
                  part of it;

         (ii)     specific reference(s) to pertinent provisions of the Plan upon
                  which such denial was based;

         (iii)    a description of any additional material or information
                  necessary for the Claimant to perfect the claim, and an
                  explanation of why such material or information is necessary;
                  and

         (iv)     an explanation of the claim review procedure set forth in
                  Section 14.3 below.

14.3     Review of a Denied Claim. With 60 days after receiving a notice from
         the Committee that a claim has been denied, in whole or in part, a
         Claimant (or the Claimant's duly authorized representative) may file
         with the Committee a written request for a review of the denial of the
         claim. Thereafter, but not later than 30 days after the review
         procedure began, the Claimant (or the Claimant's duly authorized
         representative):

         (a)      may review pertinent documents;

         (b)      may submit written comments or other documents; and/or

         (c)      may request a hearing, which the Committee, in its sole
                  discretion, may grant.

14.4     Decision on Review. The Committee shall render its decision on review
         promptly, and not later than 60 days after the filing of a written
         request for review of the denial, unless a hearing is held or other
         special circumstances require additional time, in which case the
         Committee's decision must be rendered within 120 days after such date.
         Such decision must be written in a manner calculated to be understood
         by the Claimant, and it must contain:

         (a)      specific reasons for the decision;

         (b)      specific reference(s) to the pertinent Plan provisions upon
                  which the decision was based; and

         (c)      such other matters as the Committee deems relevant.

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14.5     Legal Action. A Claimant's compliance with the foregoing provisions of
         this Article 14 is a mandatory prerequisite to a Claimant's right to
         commence any legal action with respect to any claim for benefits under
         this Plan.

                                   ARTICLE 15
                                      Trust
                                      -----

15.1     Establishment of the Trust. The Employer may establish the Trust and
         the Employer shall, at each pay period, transfer over to the Trust such
         amount of cash as the Employer is required to contribute.

15.2     Interrelationship of the Plan and the Trust. The provisions of the Plan
         and the Plan Agreement shall govern the rights of a Participant to
         receive distributions pursuant to the Plan. The provisions of the Trust
         shall govern the rights of the Employer and its Affiliates, the
         Participant and the creditors of the Employers to the assets
         transferred to the Trust. The Employer shall at all times remain liable
         to carry out its obligations under the Plan.

15.3     Distributions From the Trust. Each Employer's obligations under the
         Plan may be satisfied with Trust assets distributed pursuant to the
         terms of the Trust and any such distribution shall reduce the
         Employer's obligations under this Plan.

                                   ARTICLE 16
                                  Miscellaneous
                                  -------------

16.1     Status of Plan. The Plan is intended to be a plan that is not qualified
         within the meaning of Code Section 401(a) and that "is unfunded and is
         maintained by an employer primarily for the purpose of providing
         deferred compensation for a select group of management or highly
         compensated employees" within the meaning of ERISA Sections 201(2),
         301(a)(3) and 401(a)(1). The Plan shall be administered and interpreted
         to the extent possible in a manner consistent with that intent.

16.2     Unsecured General Creditor. Participants and their Beneficiaries,
         heirs, successors and assigns shall have no legal or equitable rights,
         interests or claims in any property or assets of an Employer. For
         purposes of the payment of benefits under this Plan, any and all of an
         Employer's assets shall be, and remain the general, unpledged and
         unrestricted assets of the Employer. An Employer's obligation under the
         Plan shall be merely of an unfunded and unsecured promise to pay money
         in the future.

16.3     Employer's Liability. An Employer's liability for the payment of
         benefits shall be defined only by this Plan and the Plan Agreement
         entered into between the Employer and the Participant. An Employer
         shall have no obligation to the Participant under the Plan except as
         expressly provided in the Plan and his or her Plan Agreement.

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<PAGE>

16.4     Nonassignability. Neither the Participant nor any other person shall
         have any right to commute, sell, assign, transfer, pledge, anticipate,
         mortgage or otherwise encumber, transfer, hypothecate, alienate or
         convey in advance of actual receipt, the amounts, if any, payable
         hereunder, or any part thereof, which are, and all rights to which are
         expressly declared to be, unassignable and non-transferable. No part of
         the amounts payable shall, prior to actual payment be subject to
         seizure, attachment, garnishment or sequestration for the payment of
         any debts, judgments, alimony or separate maintenance allowed by the
         Participant or any other person, be transferable by operation of law in
         the event of the Participant's or any other person's bankruptcy or
         insolvency or be transferable to a spouse as a result of a property
         settlement or otherwise.

16.5     Not a Contract of Employment. The terms and conditions of this Plan
         shall not be deemed to constitute a contract of employment between any
         Employer and the Participant. Such employment is hereby acknowledged to
         be an "at will" employment relationship that can be terminated at any
         time for any reason, or no reason, with or without cause, and with or
         without notice, unless expressly provided in a written employment
         agreement. Nothing in this Plan shall be deemed to give a Participant
         the right to be retained in the service of any Employer or to interfere
         with the right of any Employer to discipline or discharge the
         Participant at any time.

16.6     Furnishing Information. The Participant or his or her Beneficiary will
         cooperate with the Committee by furnishing any and all information
         requested by the Committee and take such other actions as may be
         requested in order to facilitate the administration of the Plan and the
         payments of benefits hereunder, including but not limited to, taking
         such physical examinations as the Committee may deem necessary.

16.7     Terms. Whenever any words are used herein in the masculine, they shall
         be construed as though they were in the feminine in all cases where
         they would so apply; and whenever any words are used herein in the
         singular or in the plural, they shall be construed as though they were
         used in the plural or the singular, as the case may be, in all cases
         where they would so apply.

16.8     Captions. The captions of the articles, sections and paragraphs of this
         Plan are for convenience only and shall not control or affect the
         meaning or construction of any of its provisions.

16.9     Governing Law. Subject to ERISA, the provisions of this Plan shall be
         construed and interpreted according to the internal laws of the State
         of Idaho without regard to its conflicts of laws and principles.

16.10    Notice. Any notice or filing required or permitted to be given to the
         Committee shall be sufficient if in writing and hand-delivered, or sent
         by registered or certified mail, to the address below.

         Director of Human Resources
         FirstBank Northwest
         920 Main Street
         Lewiston, Idaho 83501

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<PAGE>

         Such notice shall be deemed given as of the date of delivery or, if
         delivery is made by mail, as of the date shown on the postmark on the
         receipt for registration or certification. Any notice or filing
         required or permitted to be given to the Participant under this Plan
         shall be sufficient if in writing and hand-delivered, or sent by mail,
         to the last known address of the Participant.

16.11    Successors. The provisions of this Plan shall bind and inure to the
         benefit of the Participant's Employer and its successors and assigns
         and the Participant and the Participant's designated Beneficiaries.

16.12    Spouse's Interest. The interest in the benefits hereunder of a spouse
         of a Participant who has predeceased the Participant shall
         automatically pass to the Participant and shall not be transferable by
         such spouse in any manner, including, but not limited to, such spouse's
         will, nor shall such interest pass under the laws of intestate
         succession.

16.13    Validity. In case any provision of the Plan shall be illegal or invalid
         for any reason, said illegality or invalidity shall not affect the
         remaining parts hereof, but this Plan shall be constructed and enforced
         as if such illegal or invalid provision had never been inserted herein.

16.14    Incompetent. If the Committee determines in its discretion a benefit
         under this Plan is to be paid to a minor, a person declared incompetent
         or to a person incapable of handling the disposition of that person's
         property, the Committee may direct payment of such benefit to the
         guardian, legal representative or person having the care and custody of
         such minor, incompetent or incapable person. The Committee may require
         proof of minority, incompetence, incapacity or guardianship, as it may
         deem appropriate prior to distribution of the benefit. Any payment of a
         benefit shall be a payment for the account of the Participant and the
         Participant's Beneficiary, as the case may be, and shall be a complete
         discharge of any liability under the Plan for such payment amount

16.15    Court Order. The Committee is authorized to make any payments directed
         by court order in any action in which the Plan or the Committee has
         been named as a party. In addition, if a court determines that a spouse
         or former spouse of a Participant has an interest in the Participant's
         benefits under the Plan in connection with a property settlement or
         otherwise, the Committee, in its sole discretion shall have the right,
         notwithstanding any election made by a Participant, to immediately
         distribute the spouse's or former spouse's interest in the
         Participant's benefits under the Plan to that spouse or former spouse.

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<PAGE>

16.16    Distribution in the Event of Taxation.

         (a)      In General. If, for any reason, all or any portion of the
                  Participant's benefits under this Plan becomes taxable the
                  Participant prior to receipt, a Participant may petition the
                  Committee for a distribution of that portion of his or her
                  benefit that has become taxable. Upon the grant of such a
                  petition, the Employer shall distribute to the Participant
                  immediately available funds in an amount equal to the taxable
                  portion of his or her benefit. If the petition is granted, the
                  tax liability distribution shall be made within 90 days of the
                  date when the Participant's petition is granted. Such a
                  distribution shall affect and reduce the benefits to be paid
                  under this Plan.

         (b)      Trust. If the Trust terminates and benefits are distributed
                  from the Trust to a Participant in accordance therewith, the
                  Participant's benefits under this Plan shall be reduced to the
                  extent of such distributions.


IN WITNESS WHEREOF, the Employer has signed this Plan document as of December
20, 2001.

                                               FirstBank Northwest


                                               /s/ CLYDE E. CONKLIN
                                               ---------------------------
                                               Clyde E. Conklin
                                               Chief Executive Officer

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