Exhibit 10.5

            MANAGEMENT SERVICES AND ALLOCATION OF EXPENSES AGREEMENT


        AGREEMENT, made as of this 2nd day of September, 1997, by and between
   InvestorsBank, a Wisconsin banking organization, located at W239 N1700
   Busse Road, Pewaukee, Wisconsin ("Bank"), and Bando McGlocklin Capital
   Corporation, a Wisconsin corporation, located at W239 N1700 Busse Road &
   Highway J, Pewaukee, Wisconsin 53072-0190 ("Bando").

        WHEREAS, the Bank and Bando wish to establish a contractual
   relationship to permit employees of the Bank to manage the loans (i) made
   by Bando as of the date hereof that are either on Bando's balance sheet or
   sold by Bando but for which Bando retains servicing obligations and (ii)
   originated by the Bank after the date hereof which are purchased by Bando
   (in whole or in part) (collectively, the "Bando Loans"), to permit Bank
   employees to provide accounting services to Bando and to share certain
   overhead and lease expenses as between the Bank and Bando, all in
   accordance with the terms and conditions of this Agreement; and

        WHEREAS, Bando and the Bank each retain similar loan assets requiring
   loan administration services and expertise; and

        WHEREAS, the Bank employs persons with the necessary qualifications
   and expertise to manage and provide loan administration services to the
   Bando Loans and to provide accounting services to Bando; and

        WHEREAS, it is in the best interest of the Bank and Bando to share
   certain overhead and lease expenses in order to maximize the savings to
   the Bank and Bando.

        NOW, THEREFORE, for and in consideration of the premises and mutual
   covenants contained in this Agreement, and other good and valuable
   consideration, the receipt and sufficiency of which is hereby
   acknowledged, the parties agree as follows:

        1,   Loan Management Services

             (a)  The Bank shall service and administer the Bando Loans and
   shall have full power and authority, acting alone, to do any and all
   things in connection with such servicing and administration which the Bank
   may deem necessary or desirable including, but not limited to, the
   following.

        The Bank may waive, modify or vary any term of any Bando Loan or
   consent to the postponement of strict compliance with any such term or in
   any manner grant indulgence to any obligor if, in the Bank's
   determination, such wavier, modification, postponement or indulgence is
   not materially adverse to the interests of Bando, provided, however, that,
   unless the obligor is in default with respect to the Bando Loan, or such
   default is, in the judgment of the Bank, imminent, the Bank may not permit
   any modification with respect to any Bando Loan that would change the loan
   interest rate, defer or forgive the payment of any principal or interest
   (unless in connection with the liquidation of the related Bando Loan), or
   extend the final maturity date on such Bando Loan.  All out-of-pocket
   costs incurred by the Bank, including but not limited to, the cost of
   appraisals, title insurance and attorneys' fees shall be added to the
   amount owing under the related Bando Loan.  Without limiting the
   generality of the foregoing, the Bank shall continue and is hereby
   authorized and empowered to execute and deliver on behalf of Bando all
   instruments of satisfaction or cancellation, or of partial or full
   release, discharge and all other comparable instruments, with respect to
   the Bando Loans and with respect to any mortgaged properties or other
   collateral.  If reasonably required by the Bank, Bando shall furnish the
   Bank with any powers of attorney and other documents necessary or
   appropriate to enable the Bank to carry out its servicing and
   administrative duties under this Agreement.

        (b)  In consideration for the Bank's loan management services to
   Bando under this Agreement, the Bank shall charge and Bando shall pay on a
   monthly basis a fee equal to one-twelfth of twenty-five (25) basis points
   multiplied by the amount of Bando Loans outstanding at the end of the
   preceding month plus all of the Bank's out-of-pocket expenses described in
   paragraph 1(a).

        2.   Accounting Services.  The Bank shall provide accounting services
   to Bando in accordance with the terms of this Agreement, which services
   shall include, but not be limited to, the following:

             a.   Preparation of internal management reports.

             b.   Preparation of external reports to shareholders and any
   applicable regulatory agencies.

        The Bank shall maintain a record of the actual time spent by its
   employees in providing such accounting services and shall charge and Bando
   shall pay on a monthly basis for the actual cost of providing such
   services.  The actual cost shall be the employee's hourly rate, plus a pro
   rata share of the cost of bonuses and other benefits and perquisites of
   employment made available to such employee(s).

        3.   Audits.  Bando shall have the authority to audit the activities
   and services provided by the Bank on reasonable notice to the Bank and at
   Bando's expense during the term of this Agreement.

        4.   Standard of Care.  The Bank shall perform its responsibilities
   under this Agreement in accordance with its usual practices and shall
   employ or cause to be employed procedures (including collection,
   foreclosure and foreclosed property management procedures) and shall
   exercise the same degree of care to protect Bando's interest in the Bando
   Loans managed by the Bank as it does its own loans assets.  So long as the
   Bank exercises such care in the servicing and management of the Bando
   Loans, it shall not be under any liability to Bando with respect to
   anything it may do or refrain from doing in the exercise of its judgment
   or which may seem to the Bank to be necessary or desirable in the
   servicing and management of the Bando Loans, except for it willful
   misconduct.

        5.   Representations.  The Bank has not made and does not make any
   representations or warranties, express or implied, with respect to, and
   the Bank does not assume and has no responsibility or liability for, the
   collectibility, enforceability or the validity of any of the Bando Loans,
   the documents evidencing such loans, or the financial condition of any
   borrower or any obligor on the loans or collateral securing the loans, or
   other information furnished by the Bank to Bando.

        6.   Overhead Expenses.  The Bank and Bando shall share on an equal
   50/50 basis, their overhead expenses.  These expenses shall include, but
   not be limited to, expenses for telephones, receptionist services,
   depreciation and other miscellaneous expenses.  Bando shall pay these
   expenses and shall charge and the Bank shall pay for the Bank's one-half
   of the expenses on a monthly basis.

        7.   Sublease.  Bando has entered into a lease agreement with Bando
   McGlocklin Real Estate Investment Corp. ("BMREIC") pursuant to which Bando
   will lease the Demised Premises (as defined in such lease) for a monthly
   rent established in the lease.  The lease is a triple net lease.  The Bank
   acknowledges that Bando may lease a portion of the Demised Premises to
   other subtenants. The Bank shall pay Bando on a monthly basis 29.67% of
   the amounts due under the lease, including 29.67% of the charges for gas
   and maintenance.  The Bank shall pay Bando on a monthly basis 50% of
   Bando's charges for electricity.  At no time shall the Bank be charged any
   amount as a result of any action or inaction by any other subtenant which
   would require Bando to pay additional amounts under the lease.

        8.   Netting.  The Bank shall subtract from the amount it charges to
   Bando for the Loan Management Services and Accounting Services, pursuant
   to paragraph 2 and 3 of this Agreement, the amount the Bank owes to Bando
   for overhead and lease payments pursuant to paragraphs 7 and 8 of this
   Agreement.  The net amount shall be the amount the Bank shall charge and
   Bando shall pay on a monthly basis.

        9.   Noncompetition.  Bando agrees that, except as specifically
   approved in writing by the Bank, Bando shall not originate any loans
   during the term of this agreement and any renewal thereof. 
   Notwithstanding the foregoing, Bando may, at its option, purchase loan
   participations (100% or less) from any other lending institution,
   including, but not limited to, the Bank.

        10.  Term.  The term of this Agreement shall be one (1) year from the
   effective date of this Agreement, at which time this Agreement shall be
   automatically renewed for successive one (1) year terms unless prior to
   the original termination date or any subsequent renewal date either party
   provides the other party with written notice at least sixty (60) days in
   advance of the termination date of its intent that this Agreement not be
   automatically renewed upon the occurrence of the next scheduled
   termination date.  This Agreement may also be terminated at any time by
   mutual written consent of the Bank and Bando or by either party if the
   other party fails to perform as required by this Agreement.  Upon
   termination, Bando or its designee shall assume all of the rights and
   obligations of the Bank.  The Bank shall, upon request of Bando but at the
   expense of the Bank, deliver to Bando all documents and records relating
   to the Bando Loans and an accounting of amounts collected and held by the
   Bank and otherwise use its best efforts to effect the orderly and
   efficient transfer of servicing rights and obligations to the assuming
   party.

        11.  Confidentiality.  The Bank agrees that it shall not disclose to
   any third party any information concerning the customers, trade secrets,
   methods, processes or procedures or any other confidential, financial or
   business information of Bando of which it learns during the course of its
   performance under this Agreement, without the prior consent of Bando.

        12.  Books and Records.  All books and records maintained by or for
   Bando shall be the property of Bando and shall be returned or provided to
   Bando by the Bank immediately upon Bando's request.

        13.  Miscellaneous.

             a.   This Agreement sets forth the entire understanding of the
   parties as to its subject matter and any not be modified except in writing
   executed by both parties.

             b.   If any provision of this Agreement is held invalid or
   otherwise unenforceable, the validity or enforceability of the remaining
   provisions shall not be impaired thereby.

             c.   This Agreement shall be governed by and construed under the
   laws of the State of Wisconsin.

                            INVESTORSBANK
                            By

                            /s/ George Schonath                              
                            George R. Schonath, Its President

                            BANDO MCGLOCKLIN CAPITAL CORPORATION
                            By

                            /s/ George Schonath                              
                            George R. Schonath, Its President