**Exhibit
      10.1**




**AJS
      BANCORP, INC.**




**AMENDED
      AND RESTATED**




**SUPPLEMENTAL
      EXECUTIVE AGREEMENT**




**WHEREAS**,
      Thomas R. Butkus (“Executive”) and AJS Bancorp, Inc. (the “Company”) entered
      into this Supplemental Executive Agreement (“Supplemental Agreement”) to
      supplement the Employment Agreement entered into between the Executive and
      the
      A. J. Smith Federal Savings Bank (the “Bank”), the wholly-owned subsidiary of
      the Company, on June 21,  2005, and




**WHEREAS,**
      tax law provisions relating to “golden parachute payments” could have the effect
      of reducing the benefits otherwise provided to Executive under the Employment
      Agreement and/or other benefit plans or arrangements to which Executive is
      a
      party (the “Benefit Plans”) as a result of a change in control of the Company or
      the Bank; and




**WHEREAS,**
      the Board believes that this Supplemental Agreement is in the best interests
      of
      the Company and its shareholders and will provide the benefits intended to
      be
      provided to Executive in the event of a change in control of the Company or
      the
      Bank, without any reduction because of tax code “penalties” or excise taxes
      relating to a change in control; and




**WHEREAS**,
      Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) and
      the final regulations promulgated thereunder provide that certain tax gross-up
      payments may be considered nonqualified deferred compensation that must comply
      with Code Section 409A; and




**WHEREAS**,
      the Company and the Executive now desire to amend and restate this Supplemental
      Agreement effective as of July 1, 2007, for the purpose of providing further
      incentive to the Executive to achieve successful results in the management
      and
      operations of the Company and to conform the Supplemental Agreement to the
      provisions of Code Section 409A.




**NOW,
      THEREFORE**, in consideration of the mutual covenants herein contained,
      and upon the other terms and conditions hereinafter provided, the parties hereto
      hereby agree as follows:




1.           In
      the event of a Change in Control (as defined in the Employment Agreement) of
      the
      Bank or the Company, the Executive shall be entitled to receive, pursuant to
      this Supplemental Agreement, an amount, payable by the Company, in addition
      to
      any compensation or benefits payable by the Company pursuant to the Employment
      Agreement and/or the Benefit Plans, which amount shall equal the difference,
      if
      any, between (i) the amount that would be paid under the Employment Agreement
      and/or the Benefit Plans, and (ii) the amount that is actually paid under the
      terms of the Employment Agreement and/or the Benefit Plans (assuming that such
      Benefit Plans requires a cut-back to avoid an excess parachute payment (as
      defined in Section 4999 of the Internal Revenue Code of 1986, as
      amended).  Any payments payable under this Section 1 shall be paid
      at  the time and in the same manner as such payments would be paid
      under the Employment Agreement or applicable Benefit Plan, as if paid under
      such
      agreement or plan.







2.           In
      addition, in each calendar year that Executive is entitled to receive payments
      or benefits under the provisions of the Employment Agreement and/or the Benefit
      Plan and this Supplemental Agreement, the independent accountants of the Company
      shall determine if an excess parachute payment (as defined in Section 4999
      of
      the Internal Revenue Code of 1986, as amended (the “Code”))
      exists.  Such determination shall be made after taking any reductions
      permitted pursuant to Section 280G of the Code and the regulations
      thereunder.  Any amount determined to be an excess parachute payment
      after taking into account such reductions shall be hereafter referred to as
      the
“Initial Excess Parachute Payment.”  As soon as practicable after a
      Change in Control, the Initial Excess Parachute Payment shall be
      determined.  Such Initial Excess Parachute Payment shall be paid to
      Executive or on his behalf to the applicable taxing authority, subject to
      applicable withholding requirements under applicable state or federal law,
      in an
      amount equal to:




(i)
            twenty
                (20) percent of the Initial Excess Parachute Payment (or such other
                amount
                equal to the tax imposed under Section 4999 of the Code),
                and




(ii)
            such
                additional amount (tax allowance) as may be necessary to compensate
                Executive for the payment by Executive of state and federal income,
                employment and excise taxes on the payment provided under Clause
                (i) and
                on any payments under this Clause (ii).  In computing such tax
                allowance, the payment to be made under Clause (i) shall be multiplied
                by
                the “gross up percentage” (“GUP”).  The GUP shall be determined
                as follows:




GUP
                =
            Tax
                Rate
              1-
                Tax Rate





The
      Tax
      Rate for purposes of computing the GUP shall be the highest marginal federal
      and
      state income and employment-related tax rate, including any applicable excise
      tax rate, applicable to the Executive in the year in which the payment under
      Clause (i) is made.





(iii)
            Such
                Initial Excess Parachute Payment and such tax allowance shall be
                paid to
                the applicable taxing authority for the benefit of the Executive
                when due,
                or if such Initial Excess Parachute Payment and/or tax allowance
                are paid
                by Executive, then to the Executive no later than the end of the
                Executive’s taxable year next following the Executive’s taxable year in
                which the related taxes are remitted to the required taxing
                authority.





3.           Notwithstanding
      the foregoing, if it shall subsequently be determined in a final judicial
      determination or a final administrative settlement to which Executive is a
      party
      that the excess parachute payment as defined in Section 4999 of the Code,
      reduced as described above, is different from the Initial Excess Parachute
      Payment (such different amount being hereafter referred to as the “Determinative
      Excess Parachute Payment”) then the Company’s independent accountants shall
      determine the amount (the “Adjustment Amount”) the Executive must pay to the
      Company or the Company must pay to the Executive in order to put the Executive
      (or the Company, as the case may be) in the same position as the Executive
      (or
      the Company, as the case may be) would have been if the Initial Excess Parachute
      Payment had been equal to the Determinative Excess Parachute




2


Payment.  In
      determining the Adjustment Amount, the independent accountants shall take into
      account any and all taxes (including any penalties and interest) paid by or
      for
      Executive or refunded to Executive or for Executive's benefit.  As
      soon as practicable after the Adjustment Amount has been so determined, but
      no
      later than two and one-half months after the end of the year in which the
      Adjustment Amount has been so determined, the Company shall pay the Adjustment
      Amount to Executive or the Executive shall repay the Adjustment Amount to the
      Company, as the case may be.  The purpose of this paragraph is to
      assure that (i) the Executive is not paid more as reimbursement for the golden
      parachute excise tax than it may ultimately be determined is necessary to make
      him whole, and (ii) if it is subsequently determined that additional golden
      parachute excise tax is owed by him, additional reimbursement payments will
      be
      made to him to make him whole for the additional excise tax.




4.           In
      each calendar year that Executive receives payments or benefits under the
      Employment Agreement, Executive shall report on his state and federal income
      tax
      returns such information as is consistent with the determination made by the
      independent accountants of the Company as described above.  The
      Company shall indemnify and hold Executive harmless from any and all losses,
      costs and expenses (including without limitation, reasonable attorney's fees,
      interest, fines and penalties) that Executive incurs as a result of so reporting
      such information.  Executive shall promptly notify the Company in
      writing whenever the Executive receives notice of the institution of a judicial
      or administrative proceeding, formal or informal, in which the federal tax
      treatment under Section 4999 of the Code of any amount paid or payable under
      this Supplemental Agreement is being reviewed or is in dispute.  The
      Company shall assume control at its expense over all legal and accounting
      matters pertaining to such federal tax treatment (except to the extent necessary
      or appropriate for Executive to resolve any such proceeding with respect to
      any
      matter unrelated to amounts paid or payable pursuant to this
      contract).  The Executive shall cooperate fully with the Company in
      any such proceeding.  The Executive shall not enter into any
      compromise or settlement or otherwise prejudice any rights the Company may
      have
      in connection therewith without prior consent to the Company.




**IN
      WITNESS WHEREOF**, AJS Bancorp, Inc. has caused this Amended and Restated
      Supplemental Agreement to be executed by the duly authorized members of the
      board of directors, and Executive has signed this Amended and Restated
      Supplemental Agreement as of the 21st day of
      August
      2007.





**ATTEST:**
            **AJS
                BANCORP, INC.**/s/
                Jo Anne Cano
            /s/
                Lyn G. Rupich**WITNESS:**
            **EXECUTIVE**/s/Donna
                J. Manuel
            /s/
                Thomas R. Butkus








3