<PAGE>

                                                                 Exhibit 10(vii)

                     EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN

                               EXECUTIVE AGREEMENT

     THIS AGREEMENT is made and entered into this 10th day of March, 2003, by
and between the Carolina Bank, a bank organized and existing under the laws of
the State of North Carolina (hereinafter referred to as the "Bank"), and Gunnar
N.R. Fromen, an Executive of the Bank (hereinafter referred to as the
"Executive").

     WHEREAS, the Executive is now in the employ of the Bank and has for many
years faithfully served the Bank. It is the consensus of the Board of Directors
(hereinafter referred to as the "Board") that the Executive's services have been
of exceptional merit, in excess of the compensation paid and an invaluable
contribution to the profits and position of the Bank in its field of activity.
The Board further believes that the Executive's experience, knowledge of
corporate affairs, reputation and industry contacts are of such value, and the
Executive's continued services so essential to the Bank's future growth and
profits, that it would suffer severe financial loss should the Executive
terminate their services;

     ACCORDINGLY, the Board has adopted the Carolina Bank Executive Supplemental
Retirement Plan (hereinafter referred to as the "Executive Plan") and it is the
desire of the Bank and the Executive to enter into this Agreement under which
the Bank will agree to make certain payments to the Executive upon the
Executive's retirement or to the Executive's beneficiary(ies) in the event of
the Executive's death pursuant to the Executive Plan;

     FURTHERMORE, it is the intent of the parties hereto that this Executive
Plan be considered an unfunded arrangement maintained primarily to provide
supplemental retirement benefits for the Executive, and be considered a
non-qualified benefit plan for purposes of the Employee Retirement Security Act
of 1974, as amended ("ERISA"). The Executive is fully advised of the Bank's
financial status and has had substantial input in the design and operation of
this benefit plan; and

     NOW THEREFORE, in consideration of services the Executive has performed in
the past and those to be performed in the future, and based upon the mutual
promises and covenants herein contained, the Bank and the Executive agree as
follows:

I.   DEFINITIONS

     A.   Effective Date:

          The Effective Date of the Executive Plan shall be December 24, 2002.

<PAGE>

     B.   Plan Year:

          Any reference to the "Plan Year" shall mean a calendar year from
          January 1st to December 31st. In the year of implementation, the term
          "Plan Year" shall mean the period from the Effective Date to December
          31st of the year of the Effective Date.

     C.   Retirement Date:

          Retirement Date shall mean retirement from service with the Bank that
          becomes effective on the first day of the calendar month following the
          month in which the Executive reaches age sixty-five (65) or such later
          date as the Executive may actually retire.

     D.   Early Retirement Date:

          Early Retirement Date shall mean a retirement from service which is
          effective prior to the Normal Retirement Age stated herein, provided
          the Executive has attained age sixty-two (62).

     E.   Termination of Service:

          Termination of Service shall mean the Executive's voluntary
          resignation of service by the Executive or the Bank's discharge of the
          Executive without cause, prior to the Early Retirement Date
          (Subparagraph I [D]).

     F.   Index Retirement Benefit:

          The Index Retirement Benefit for each Executive in the Executive Plan
          for each Plan Year shall be equal to the excess (if any) of the Index
          (Subparagraph I [G]) for that Plan Year over the Opportunity Cost
          (Subparagraph I [H]) for that Plan Year.

     G.   Index:

          The Index for any Plan Year shall be the aggregate annual after-tax
          income from the life insurance contract(s) described hereinafter as
          defined by FASB Technical Bulletin 85-4. This Index shall be applied
          as if such insurance contract(s) were purchased on the Effective Date
          of the Executive Plan.

                                       2

<PAGE>

          Insurance Company:            Mass Mutual Life Insurance Company
          Policy Form:                  Adjustable Life
          Policy Name:                  Strategic Life Executive
          Insured's Age and Sex:        50, Male
          Riders:                       None
          Ratings:                      According to the health of the proposed
                                        insured
          Option:                       Level
          Face Amount:                  $1,051,215
          Premiums Paid:                $415,500
          Number of Premium Payments:   Single
          Assumed Purchase Date:        December 24, 2002

          Insurance Company:            Southland Life Insurance Company
          Policy Form:                  Flexible Premium Adjustable Life
          Policy Name:                  Max Universal Life
          Insured's Age and Sex:        50, Male
          Riders:                       None
          Ratings:                      According to the health of the proposed
                                        insured
          Option:                       Level
          Face Amount:                  $1,154,799
          Premiums Paid:                $415,500
          Number of Premium Payments:   Single
          Assumed Purchase Date:        December 24, 2002

          If such contracts of life insurance are actually purchased by the
          Bank, then the actual policies as of the dates they were actually
          purchased shall be used in calculations under this Executive Plan. If
          such contracts of life insurance are not purchased or are subsequently
          surrendered or lapsed, then the Bank shall receive annual policy
          illustrations that assume the above-described policies were purchased
          or had not subsequently surrendered or lapsed. Said illustration shall
          be received from the respective insurance companies and will indicate
          the increase in policy values for purposes of calculating the amount
          of the Index.

          In either case, references to the life insurance contracts are merely
          for purposes of calculating a benefit. The Bank has no obligation to
          purchase such life insurance and, if purchased, the Executive and the
          Executive's beneficiary(ies) shall have no ownership interest in such
          policy and shall always have no greater interest in the benefits under
          this Executive Plan than that of an unsecured creditor of the Bank.

     H.   Opportunity Cost:

                                       3

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          The Opportunity Cost for any Plan Year shall be calculated by taking
          the sum of the amount of premiums for the life insurance policies
          described in the definition of "Index" plus the amount of any
          after-tax benefits paid to the Executive pursuant to the Executive
          Plan (Paragraph II hereinafter) plus the amount of all previous years'
          after-tax Opportunity Cost, and multiplying that sum by the three (3)
          year average after-tax yield of a one-year Treasury bill.

     I.   Change of Control:

          Change of Control means the cumulative transfer of more than fifty
          percent (50%) of the voting stock of the Bank from the Effective Date
          of this Executive Plan. For the purposes of this Executive Plan,
          transfers on account of deaths or gifts, transfers between family
          members or transfers to a qualified retirement plan maintained by the
          Bank shall not be considered in determining whether there has been a
          Change of Control.

     J.   Normal Retirement Age:

          Normal Retirement Age shall mean the date on which the Executive
          attains age sixty-five (65).

     K.   Benefit Accounting:

          The Bank shall account for the benefit provided herein using the
          regulatory accounting principles of the Bank's primary federal
          regulator. The Bank shall establish an accrued liability retirement
          account for the Executive into which appropriate reserves shall be
          accrued.

II.  INDEX BENEFITS

     A.   Retirement Benefits:

          Subject to Subparagraph II (E) hereinafter, an Executive who remains
          in the employ of the Bank until the Normal Retirement Age
          (Subparagraph I [J]) shall be entitled to receive an annual benefit
          amount equal to the amount set forth in Exhibit A-1. Said payments
          shall be made monthly (1/12th of the annual benefit) and shall
          commence thirty (30) days following the Executive's retirement and
          shall continue until the Executive attains age seventy-seven (77).
          Upon completion of the aforestated payments and commencing subsequent
          thereto and subject to Subparagraph II (A) (i) hereinbelow, the Index
          Retirement Benefit (Subparagraph I [F]) for each Plan Year subsequent
          to the year in which the Executive attains age seventy-seven (77), and
          including the remaining portion of the Plan Year in which the
          Executive attains age seventy-seven (77) shall be paid to the
          Executive until the Executive's death.

                                       4

<PAGE>

          (i)  The Index Retirement Benefit Adjustment:

               The Index Retirement Benefit payment as set forth hereinabove for
               the first Plan Year subsequent to the Executive attaining age
               seventy-seven (77) shall be adjusted according to a number equal
               to the aggregate of the Index Retirement Benefit (Subparagraph I
               [F]) for each Plan Year from the Effective Date of this agreement
               until the Plan Year subsequent to the Executive attaining age
               seventy-seven (77) over the aggregate of the benefit payments the
               Executive actually received under the terms of this Executive
               Plan through that date. For example, if the Executive retires at
               age sixty-five (65) and the aggregate annual benefits received by
               the Executive until the Plan Year the Executive attains age
               seventy-seven (77) were $900,000.00, and the aggregate Index
               Retirement Benefits for each Plan Year from the Effective Date of
               this agreement to the Plan Year the Executive's attains age
               seventy-seven (77) were $1,000,000.00 then the Executive's Index
               Retirement Benefit in the first Plan Year said payment is payable
               to the Executive would be increased by $100,000.00. If said
               number is a deficit, then the Index Retirement Benefit for the
               Plan Year when the Executive attains age seventy-seven (77) and
               each subsequent Plan Year's benefit (if necessary) shall be
               reduced until the entire deficit has been recovered by the Bank.
               For each year thereafter, the Index Retirement Benefit payment
               shall be paid as set forth in Subparagraph I (E). For example, if
               the Executive retires at age sixty-five (65) and the aggregate
               annual benefits to be received by the Executive until the Plan
               Year the Executive attains age seventy-seven (77) were
               $1,000,000.00, and the aggregate Index Retirement Benefits for
               each Plan Year from the Effective Date of this agreement to the
               Plan Year the Executive attains age seventy-seven (77) were
               $900,000.00 and the Executive's Index Retirement Benefit was
               $90,000.00 in the first year, then the Executive would not
               receive any Index Retirement Benefit in the first year, and the
               second years' Index Retirement benefit would be reduced by
               $10,000.00.

     B.   Early Retirement:

          Subject to Subparagraph II (E), should the Executive elect Early
          Retirement or be discharged without cause by the Bank subsequent to
          the Early Retirement Date [Subparagraph I (D)], the Executive shall be
          entitled to receive the annual benefit set forth in Exhibit A-2
          reduced by the full number of years the Executive retires early prior
          to Normal Retirement Age, times thirty-three and one third percent
          (33.33%) (For

                                       5

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          example, if the Executive retires at age 63, the annual benefit set
          forth in Exhibit A-2 shall be reduced by 66.66%: 63-65=2 X 33.33).
          Said payments shall be made monthly (1/12th of the annual benefit)
          commencing thirty (30) days following said early retirement and shall
          continue until the Executive attains age seventy-seven (77). Upon
          completion of the aforestated payments and commencing subsequent
          thereto and subject to Subparagraph II (A) (i) hereinabove, the Index
          Retirement Benefit for each Plan Year subsequent to the year in which
          the Executive attains age seventy-seven (77), and including the
          remaining portion of the Plan Year in which the Executive attains age
          seventy-seven (77), shall be paid to the Executive until the
          Executive's death.

     C.   Termination of Service:

          Subject to Subparagraph II (E), should an Executive suffer a
          Termination of Service the Executive shall be entitled to receive the
          following percentage of the annual benefit set forth in Exhibit A-1
          that corresponds to the number of full years the Executive has been
          employed by the Bank since the date of first employment and the age of
          the Executive while employed by the Bank only (to a maximum of 75%).
          Said payments shall be made monthly (1/12th of the annual benefit) and
          shall commence thirty (30) days following the Executive's Normal
          Retirement Age (Subparagraph I [J] and shall continue until the
          Executive attains age seventy-seven (77). Upon completion of the
          aforestated payments and commencing subsequent thereto and subject to
          Subparagraph II (A) (i) hereinabove the Index Retirement Benefit for
          each Plan Year subsequent to the year in which the Executive attains
          age seventy-seven (77), and including the remaining portion of the
          Plan Year in which the Executive attains age seventy-seven (77), shall
          be paid to the Executive until the Executive's death.

                Total Years of
            Employment and Age of
           Executive while employed          Vested Percentage
               by the Bank only            (to a maximum of 75%)
          -------------------------   -------------------------------

          1-10 and prior to           7.5% per year
          attaining age 62 while      to a maximum of 75%
          employed by the Bank only

          Age 62 while employed       100% and the provisions of
          by the Bank only            Subparagraph II (B) would apply

     D.   Death:

          If the Executive dies while there is a balance in the Executive's
          accrued liability retirement account, then the unpaid balance shall be
          paid in a

                                       6

<PAGE>

          lump sum to the individual or individuals designated in writing by the
          Executive and filed with the Bank. In the absence of or a failure to
          designate a beneficiary, the unpaid balance shall be paid in a lump
          sum to the personal representative of the Executive's estate. If, upon
          death, the Executive shall have received the total balance of the
          Executive's accrued liability retirement account, then no further
          benefit shall be due hereunder. In any event, upon the death of the
          Executive, the Executive's beneficiary shall no be entitled to receive
          any Index Retirement Benefit. Any death benefit payable hereunder
          shall be paid on the first day of the second month following the month
          of the Executive's death.

     E.   Discharge for Cause:

          Should the Executive be Discharged for Cause at any time, all benefits
          under this Executive Plan shall be forfeited. The term "for cause"
          shall mean any of the following that result in an adverse effect on
          the Bank: (i) gross negligence or gross neglect; (ii) the commission
          of a felony or gross misdemeanor involving moral turpitude, fraud, or
          dishonesty; (iii) the willful violation of any law, rule, or
          regulation (other than a traffic violation or similar offense); (iv)
          an intentional failure to perform stated duties; or (v) a breach of
          fiduciary duty involving personal profit. If a dispute arises as to
          discharge "for cause," such dispute shall be resolved by arbitration
          as set forth in this Executive Plan.

     F.   Death Benefit:

          Except as set forth above, there is no death benefit provided under
          this Agreement.

III. RESTRICTIONS UPON FUNDING

     The Bank shall have no obligation to set aside, earmark or entrust any fund
     or money with which to pay its obligations under this Executive Plan. The
     Executive, their beneficiary(ies), or any successor in interest shall be
     and remain simply a general creditor of the Bank in the same manner as any
     other creditor having a general claim for matured and unpaid compensation.

     The Bank reserves the absolute right, at its sole discretion, to either
     fund the obligations undertaken by this Executive Plan or to refrain from
     funding the same and to determine the extent, nature and method of such
     funding. Should the Bank elect to fund this Executive Plan, in whole or in
     part, through the purchase of life insurance, mutual funds, disability
     policies or annuities, the Bank reserves the absolute right, in its sole
     discretion, to terminate such funding at any time, in whole or in part. At
     no time shall any Executive be deemed to have any lien nor right, title or
     interest in or to any specific funding investment or to any assets of the
     Bank.

                                       7

<PAGE>

     If the Bank elects to invest in a life insurance, disability or annuity
     policy upon the life of the Executive, then the Executive shall assist the
     Bank by freely submitting to a physical exam and supplying such additional
     information necessary to obtain such insurance or annuities.

IV.  CHANGE OF CONTROL

     Upon a Change of Control (Subparagraph I [I]), if the Executive
     subsequently suffers a Termination of Service (Subparagraph I [E]), then
     the Executive shall receive the benefits promised in this Executive Plan
     upon attaining Normal Retirement Age, as if the Executive had been
     continuously employed by the Bank until the Executive's Normal Retirement
     Age. The Executive will also remain eligible for all promised death
     benefits in this Executive Plan. In addition, no sale, merger, or
     consolidation of the Bank shall take place unless the new or surviving
     entity expressly acknowledges the obligations under this Executive Plan and
     agrees to abide by its terms.

V.   MISCELLANEOUS

     A.   Alienability and Assignment Prohibition:

          Neither the Executive, nor the Executive's surviving spouse, nor any
          other beneficiary(ies) under this Executive Plan shall have any power
          or right to transfer, assign, anticipate, hypothecate, mortgage,
          commute, modify or otherwise encumber in advance any of the benefits
          payable hereunder nor shall any of said benefits be subject to seizure
          for the payment of any debts, judgments, alimony or separate
          maintenance owed by the Executive or the Executive's beneficiary(ies),
          nor be transferable by operation of law in the event of bankruptcy,
          insolvency or otherwise. In the event the Executive or any beneficiary
          attempts assignment, commutation, hypothecation, transfer or disposal
          of the benefits hereunder, the Bank's liabilities shall forthwith
          cease and terminate.

     B.   Binding Obligation of the Bank and any Successor in Interest:

          The Bank shall not merge or consolidate into or with another bank or
          sell substantially all of its assets to another bank, firm or person
          until such bank, firm or person expressly agree, in writing, to assume
          and discharge the duties and obligations of the Bank under this
          Executive Plan. This Executive Plan shall be binding upon the parties
          hereto, their successors, beneficiaries, heirs and personal
          representatives.

     C.   Amendment or Revocation:

          It is agreed by and between the parties hereto that, during the
          lifetime of the Executive, this Executive Plan may be amended or
          revoked at any time

                                       8

<PAGE>

          or times, in whole or in part, by the mutual written consent of the
          Executive and the Bank.

     D.   Gender:

          Whenever in this Executive Plan words are used in the masculine or
          neuter gender, they shall be read and construed as in the masculine,
          feminine or neuter gender, whenever they should so apply.

     E.   Effect on Other Bank Benefit Plans:

          Nothing contained in this Executive Plan shall affect the right of the
          Executive to participate in or be covered by any qualified or
          non-qualified pension, profit-sharing, group, bonus or other
          supplemental compensation or fringe benefit plan constituting a part
          of the Bank's existing or future compensation structure.

     F.   Headings:

          Headings and subheadings in this Executive Plan are inserted for
          reference and convenience only and shall not be deemed a part of this
          Executive Plan.

     G.   Applicable Law:

          The validity and interpretation of this Agreement shall be governed by
          the laws of the State of North Carolina.

     H.   12 U.S.C. (S) 1828(k):

          Any payments made to the Executive pursuant to this Executive Plan, or
          otherwise, are subject to and conditioned upon their compliance with
          12 U.S.C. (S) 1828(k) or any regulations promulgated thereunder.

     I.   Partial Invalidity:

          If any term, provision, covenant, or condition of this Executive Plan
          is determined by an arbitrator or a court, as the case may be, to be
          invalid, void, or unenforceable, such determination shall not render
          any other term, provision, covenant, or condition invalid, void, or
          unenforceable, and the Executive Plan shall remain in full force and
          effect notwithstanding such partial invalidity.

     J.   Employment:

          No provision of this Executive Plan shall be deemed to restrict or
          limit any existing employment agreement by and between the Bank and
          the

                                       9

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          Executive, nor shall any conditions herein create specific employment
          rights to the Executive nor limit the right of the Employer to
          discharge the Executive with or without cause. In a similar fashion,
          no provision shall limit the Executive's rights to voluntarily sever
          the Executive's employment at any time.

VI.  ERISA PROVISION

     A.   Named Fiduciary and Plan Administrator:

          The "Named Fiduciary and Plan Administrator" of this Executive Plan
          shall be Carolina Bank, until its resignation or removal by the Board.
          As Named Fiduciary and Plan Administrator, the Bank shall be
          responsible for the management, control and administration of the
          Executive Plan. The Named Fiduciary may delegate to others certain
          aspects of the management and operation responsibilities of the
          Executive Plan including the employment of advisors and the delegation
          of ministerial duties to qualified individuals.

     B.   Claims Procedure and Arbitration:

          In the event a dispute arises over benefits under this Executive Plan
          and benefits are not paid to the Executive (or to the Executive's
          beneficiary(ies) in the case of the Executive's death) and such
          claimants feel they are entitled to receive such benefits, then a
          written claim must be made to the Named Fiduciary and Plan
          Administrator named above within sixty (60) days from the date
          payments are refused. The Named Fiduciary and Plan Administrator shall
          review the written claim and if the claim is denied, in whole or in
          part, they shall provide in writing within sixty (60) days of receipt
          of such claim the specific reasons for such denial, reference to the
          provisions of this Executive Plan upon which the denial is based and
          any additional material or information necessary to perfect the claim.
          Such written notice shall further indicate the additional steps to be
          taken by claimants if a further review of the claim denial is desired.
          A claim shall be deemed denied if the Named Fiduciary and Plan
          Administrator fail to take any action within the aforesaid sixty-day
          period.

          If claimants desire a second review they shall notify the Named
          Fiduciary and Plan Administrator in writing within sixty (60) days of
          the first claim denial. Claimants may review this Executive Plan or
          any documents relating thereto and submit any written issues and
          comments it may feel appropriate. In their sole discretion, the Named
          Fiduciary and Plan Administrator shall then review the second claim
          and provide a written decision within sixty (60) days of receipt of
          such claim. This decision shall likewise state the specific reasons
          for the decision and shall include reference to specific provisions of
          the Plan Agreement upon which the decision is based.

                                       10

<PAGE>

          If claimants continue to dispute the benefit denial based upon
          completed performance of this Executive Plan or the meaning and effect
          of the terms and conditions thereof, then claimants may submit the
          dispute to an arbitrator for final arbitration. The arbitrator shall
          be selected by mutual agreement of the Bank and the claimants. The
          arbitrator shall operate under any generally recognized set of
          arbitration rules. The parties hereto agree that they and their heirs,
          personal representatives, successors and assigns shall be bound by the
          decision of such arbitrator with respect to any controversy properly
          submitted to it for determination.

          Where a dispute arises as to the Bank's discharge of the Executive
          "for cause," such dispute shall likewise be submitted to arbitration
          as above described and the parties hereto agree to be bound by the
          decision thereunder.

VII. TERMINATION OR MODIFICATION OF AGREEMENT BY REASON OF CHANGES IN THE LAW,
     RULES OR REGULATIONS

     The Bank is entering into this Agreement upon the assumption that certain
     existing tax laws, rules and regulations will continue in effect in their
     current form. If any said assumptions should change and said change has a
     detrimental effect on this Executive Plan, then the Bank reserves the right
     to terminate or modify this Agreement accordingly. Upon a Change of Control
     (Subparagraph I [I]), this paragraph shall become null and void effective
     immediately upon said Change of Control.

     IN witness whereof, the parties hereto acknowledge that each has carefully
read this Agreement and executed the original thereof on the first day set forth
hereinabove, and that upon execution, each has received a conforming copy.

                                          CAROLINA BANK
                                          Greensboro, North Carolina



 /s/ Christine Burns-Fazzi                By: /s/ Robert T. Braswell        CEO
--------------------------------------    --------------------------------------
Witness                                                                    Title


 /s/ Christine Burns-Fazzi                /s/ Gunnar N.R. Fromen
--------------------------------------    --------------------------------------
Witness                                   Executive

                                       11

<PAGE>

                          BENEFICIARY DESIGNATION FORM
                         FOR THE EXECUTIVE SUPPLEMENTAL
                            RETIREMENT PLAN AGREEMENT

I.   PRIMARY DESIGNATION
          (You may refer to the beneficiary designation information prior to
          completion of this form.)

     A.   Person(s) as a Primary Designation:
          (Please indicate the percentage for each beneficiary.)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     B.   Estate as a Primary Designation:

     My Primary Beneficiary is The Estate of                              as set
                                             ----------------------------
     forth in the last will and testament dated          the day of            ,
                                                --------            -----------
            and any codicils thereto.
     ------

     C.   Trust as a Primary Designation:

     Name of the Trust:
                        --------------------------------------------------------

     Execution Date of the Trust:       /       /
                                  -----   -----   ---------

     Name of the Trustee:
                          ------------------------------------------------------

     Beneficiary(ies) of the Trust (please indicate the percentage for each
     beneficiary):

     ---------------------------------------------------------------------------

     ---------------------------------------------------------------------------

     Is this an Irrevocable Life Insurance Trust?     Yes     No
                                                  ---     ---
     (If yes and this designation is for a Split Dollar agreement, an Assignment
     of Rights form should be completed.)

                                       12

<PAGE>

II.  SECONDARY (CONTINGENT) DESIGNATION

     A.   Person(s) as a Secondary (Contingent) Designation:
          (Please indicate the percentage for each beneficiary.)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     Name                                  Relationship                 /      %
         ---------------------------------             ----------------   -----

     Address:
             -------------------------------------------------------------------
                     (Street)                (City)        (State)       (Zip)

     B.   Estate as a Secondary (Contingent) Designation:

     My Secondary Beneficiary is The Estate of                            as set
                                               --------------------------
     forth in my last will and testament dated the       day of            ,
                                                   -----        -----------
           and any codicils thereto.
     -----

     C.   Trust as a Secondary (Contingent)Designation:

     Name of the Trust:
                        --------------------------------------------------------

     Execution Date of the Trust:       /       /
                                  -----   -----   ---------

     Name of the Trustee:
                          ------------------------------------------------------

     Beneficiary(ies) of the Trust (please indicate the percentage for each
     beneficiary):

     ---------------------------------------------------------------------------

     ---------------------------------------------------------------------------

     All sums payable under the Executive Supplemental Retirement Plan Agreement
     by reason of my death shall be paid to the Primary Beneficiary(ies), if he
     or she survives me, and if no Primary Beneficiary(ies) shall survive me,
     then to the Secondary (Contingent) Beneficiary(ies). This beneficiary
     designation is valid until the participant notifies the bank in writing.


     ---------------------------------                   -----------------------
     Participant                                         Date

                                       13

<PAGE>

                                  EXHIBIT "A-1"

                 End of     Benefit
                Year Age:    Amount
                ---------   -------

Gunnar Fromen       65      $53,585
                    66      $54,025
                    67      $55,054
                    68      $55,943
                    69      $56,784
                    70      $57,572
                    71      $58,573
                    72      $59,538
                    73      $60,463
                    74      $61,317
                    75      $62,199
                    76      $64,198

                                       14

<PAGE>

                                  EXHIBIT "A-2"

                Plan Years Subsequent
                 to Early Retirement
                 Date as Defined in
                 Subparagraph I(K) of   Benefit
                    the Agreement        Amount
                ---------------------   -------

Gunnar Fromen             1             $53,585
                          2             $54,025
                          3             $55,054
                          4             $55,943
                          5             $56,784
                          6             $57,572
                          7             $58,573
                          8             $59,538
                          9             $60,463
                         10             $61,317*

*    This benefit amount shall remain constant for any remaining Plan Years that
     the Executive may be entitled to receive a fixed benefit amount pursuant to
     Subparagraph II (B) of the Agreement; the Executive's age: 77

                                       15