Exhibit 10.6


                        EMPLOYMENT AND CHANGE OF CONTROL AGREEMENT
                                         WITH
                                  DAVID A. SVACINA



     THIS AGREEMENT, made January 1, 2003, by and between Peoples State Bank,
Wausau, Wisconsin, a Wisconsin banking corporation, ("the Bank") and David A.
Svacina, of Wausau, Wisconsin ("Mr. Svacina").

     WITNESSETH:

     WHEREAS, the Bank has employed Mr. Svacina for many years and Mr. Svacina
has performed his duties in a highly satisfactory manner; and

     WHEREAS, the Bank wished to continue to employ Mr. Svacina and Mr. Svacina
wishes to continue his employment by the Bank on the terms and conditions
hereinafter provided;

     NOW, THEREFORE, in consideration of the premises, covenants and mutual
agreements contained herein, the Bank and Mr. Svacina agree as follows:

     1.    Employment.  Subject to the earlier termination of this agreement
pursuant to the terms hereof, Mr. Svacina is hereby employed as the Executive
Vice President of the Bank; provided, however, that Mr. Svacina may be employed
in such other capacity as the Board of Directors of the Bank shall deem
appropriate and in the best interests of the Bank.  Mr. Svacina agrees to serve
in such capacity or capacities on the terms and conditions hereinafter set
forth.

     2.    Term.  The term of this agreement shall commence on  January 1, 2003
(the "Commencement Date") and shall end at midnight on the Expiration Date.
For purposes of this agreement, the term "Expiration Date" shall mean the first
to occur of (a) the date of Mr. Svacina's death, or (b) the third anniversary
of the Commencement Date and (c) the date to which the term of this agreement
has most recently been automatically extended pursuant to the following
sentence.  On the last day of each calendar month which commences on or after
the Commencement Date, the term of this agreement shall automatically be
extended for one calendar month; provided, however, that automatic extensions
of the term of this agreement (and, consequently, the Expiration Date) pursuant
to this sentence shall cease on the first to occur of (x) either the Bank or
Mr. Svacina giving to the other, at any time on or after the Commencement Date,
a written notice that no, or no further, as the case may be, automatic
extensions of the term of this agreement shall thereafter occur, but the giving
of such a notice
                                  -1-
shall not affect any previous extensions, or (y) Mr. Svacina's 62nd birthday.
The term "Term of Employment" shall mean the period beginning on the
Commencement Date and ending on the earlier of the Expiration Date or the date
on which Mr. Svacina's employment is terminated pursuant to paragraphs 5 or 8.

     3.    Extent of Services.  Mr. Svacina agrees to devote his full-time
attention and efforts (except during vacation periods, periods of illness and
other approved absences as provided for in paragraph 4(c)) to the duties of any
office held by him during the Term of Employment, provided, however, that
Mr. Svacina's devotion of a reasonable and de minimis portion of his attention
<PAGE>
or efforts to the management of his personal affairs during normal business
hours shall not constitute a breach of the foregoing requirement.

     4.    Compensation and Reimbursement.

           (a)  Salary.  The Bank shall pay to Mr. Svacina a salary based on an
     annual amount of $110,000.  The Bank may increase Mr. Svacina's salary
     from the amount specified herein during the Term of Employment, but may
     not decrease Mr. Svacina's salary from any previously established amount.
     Mr. Svacina's salary shall be payable at such times and in such
     installments as are consistent with the manner in which the salaries of
     other executive officers of the Bank are paid.

           (b)  Incentive Compensation.  During the Term of Employment,
     Mr. Svacina shall be entitled to receive such additional compensation from
     the Bank as may be provided for officers of commensurate position or rank
     under the terms of any incentive program from time to time maintained and
     in effect at the Bank for executive officers.

           (c)  Other Benefits.  During the Term of Employment, Mr. Svacina
     shall be entitled to receive all benefits and perquisites ordinarily
     provided to executive officers of the Bank including coverage under an
     officer's and director's liability insurance policy and Mr. Svacina shall
     participate in all employee benefit plans or fringe benefit programs now
     or hereafter established or maintained by the Bank including, but not
     limited to, group insurance plans, pension benefit plans, welfare benefit
     plans, pay practices, and vacation and sick leave benefits.  Mr. Svacina
     shall be entitled to participate in all plans or programs maintained by
     the Bank on terms no less favorable than those generally available to
     officers of the Bank and at a level of participation commensurate with his
     office.

           (d)  Expenses.  The Bank shall pay or reimburse Mr. Svacina, upon
     submission of vouchers by him, for all entertainment, travel, meal, hotel
     accommodation, and miscellaneous expenses reasonably incurred by him in
     the interest of the Bank's business during the Term of Employment.
                                       -2-
     5.    Termination of Employment.

           (a)  Termination by the Bank for Good Cause.  The Bank may terminate
     Mr. Svacina's employment prior to the Expiration Date for good cause only
     upon compliance with the requirements of this paragraph 5(a).  "Good
     cause" for termination of Mr. Svacina's employment by the Bank shall
     consist only of one or more of (i) the commission of an act or acts by
     Mr. Svacina which results in a payment to the Bank or to PSB Holdings,
     Inc. ("PSB") of a claim filed by the Bank or PSB under a blanket banker
     fidelity bond policy as from time to time and at any time maintained; (ii)
     the willful and continuing failure to perform his duties in accordance
     with standards or policies established, from time to time, or at any time,
     by the Bank, after a written demand for substantial performance is
     delivered to Mr. Svacina by the Board which specifically identifies the
     manner in which the Board believes that Mr. Svacina has not substantially
     performed his duties; (iii) the commission by Mr. Svacina of any crime of
     moral turpitude, of dishonesty, of breach of trust, of theft, of
     embezzlement, of misapplication of funds, of unauthorized issuance of
     obligations or of false entries; (iv) any intentional, reckless, or
     negligent act or omission to act by Mr. Svacina which results in the
     violation by Mr. Svacina of any policy established by the Bank which is
     designed to insure compliance with applicable banking, securities,
<PAGE>
     employment discrimination or other laws or which causes or results in the
     Bank's violation of such laws, except any act done by Mr. Svacina in good
     faith, as determined in the reasonable discretion of the Board of
     Directors of the Bank, or which results in a violation of such policies or
     law which is, in the reasonable sole discretion of such Board, immaterial;
     or (v) Mr. Svacina's physical or mental disability, if such disability
     either results in Mr. Svacina receiving permanent disability payments
     pursuant to any group disability insurance policy or prevents Mr. Svacina
     from the normal performance of his duties for a continuous period of at
     least six months.  Upon the occurrence of any event constituting good
     cause for which the Bank elects to terminate Mr. Svacina's employment
     prior to the Expiration Date, the Bank shall provide written notice to
     Mr. Svacina, which shall state the good cause for termination, and
     Mr. Svacina's termination of employment shall be effective as of the date
     specified in such notice.  In the event of termination of Mr. Svacina's
     employment in accordance with the conditions of this paragraph (a), on the
     effective date of Mr. Svacina's termination of employment, the Term of
     Employment shall end, all of Mr. Svacina's obligations pursuant to this
     agreement (except for those provided in paragraphs 6 and 7) shall end and
     the Bank's obligations to pay compensation or provide benefits to
     Mr. Svacina pursuant to paragraph 4 shall end.

           (b)  Termination by the Bank Other Than for Good Cause.  The Bank
     may terminate Mr. Svacina's employment prior to the Expiration Date for
     any reason other than good cause (as defined in paragraph 5(a)) upon
     providing written notice to Mr. Svacina specifying the effective date of
     Mr. Svacina's termination of employment.  If the Bank terminates
     Mr. Svacina's employment other than for good cause under paragraph 5(a),
     the Term of Employment and all of Mr. Svacina's obligations pursuant to
     this agreement (except for those provided in paragraphs 6 and 7) shall end
     on the
                                  -3-
     effective date of Mr. Svacina's termination of employment and the
     Bank shall provide, for a period beginning on the effective date of
     Mr. Svacina's termination of employment,  as a severance benefit to
     Mr. Svacina and as liquidated damages for breach by the Bank of its
     otherwise applicable obligations hereunder, (i) a monthly cash payment
     equal to the amount which would, except for Mr. Svacina's termination of
     employment, have been paid to Mr. Svacina, if then living, as salary under
     paragraph 4(a) and (ii) until Mr. Svacina becomes eligible for coverage
     under the health insurance plan of another employer of Mr. Svacina,
     coverage for Mr. Svacina, under the same terms then available to executive
     officers of the Bank, under any group health insurance program in which
     Mr. Svacina was a participant on the effective date of Mr. Svacina's
     termination of employment or under such successor plan or program as
     maintained after such date for the benefit of the Bank's employees but in
     no event longer than the period for which payments are made pursuant to
     clause (i).  Mr. Svacina shall not, by virtue of his severance benefit and
     liquidated damages rights, acquire any right, title or interest in
     particular assets of the Bank, and such rights shall be no greater than
     the right of any unsecured general creditor of the Bank.  Despite any
     other provision of this agreement, Mr. Svacina shall not be entitled to
     any severance benefit or liquidated damages, and the Bank shall not be
     obligated to pay any such benefit or damages, if Mr. Svacina violates the
     provisions of paragraphs 6 or 7.

           (c)  Termination by Mr. Svacina.  Mr. Svacina may terminate his
     employment at any time upon providing 30 days prior written notice to the
     Bank stating the effective date of his termination.  In any such event,
<PAGE>
     all obligations of the Bank to Mr. Svacina under this agreement and all
     obligations of Mr. Svacina to the Bank (except those provided for in
     paragraphs 6 and 7) shall cease and the Term of Employment shall end on
     the effective date of Mr. Svacina's termination of employment.

     6.    Restrictive Covenant.  Mr. Svacina agrees, subject to the provisions
of paragraph 8, that during the Term of Employment and during the one-year
period which ends on the first anniversary of the effective date of
Mr. Svacina's termination of employment:

           (a)  he will not, within a radius of 25 miles of the principal
     office of the Bank in Wausau, Wisconsin or any branch or subsidiary office
     or operation of the Bank, directly or indirectly, solicit loans, deposits
     or other business on behalf of any depository institution, doing business
     as a bank, savings and loan association, or otherwise or as a mortgage
     broker, or on behalf of any other entity which competes for the Bank's
     retail or commercial loan business (each a "Financial Institution"); and

           (b)   he will not, directly or indirectly, solicit loans, deposits
     or other business on behalf of any Financial Institution from any person,
     corporation, limited liability company, partnership or other entity or
     organization:

                (i)  who was a customer on the date of his termination of
           employment or within the one year period ending on the date of his
           termination of employment;
                                       -4-
                (ii)  was identified to management of the Bank by him, or by
           management of the Bank to him, as a potential customer of the Bank
           within the six-month period ending on the date of his termination of
           employment, or

                (iii)  was solicited by him for loans, deposits or other
           business on behalf of any Financial Institution at any time during
           the one-year period ending on the date of his termination of
           employment; and

           (c)   he will not, directly or indirectly, for himself or for any
     other person induce or attempt to induce any customer of the Bank to cease
     doing business with the Bank, or in any way interfere with the
     relationship between any customer of the Bank and the Bank.

For purposes of this paragraph 6, the term "directly or indirectly" includes
(a) any sale through any medium and (b) the direct or indirect ownership,
management, operation, control, service as a director for, or association or
employment with, any Financial Institution if such Financial Institution is
engaged in the activities prohibited to Mr. Svacina by the provisions of this
paragraph 6 and Mr. Svacina's activities or services for such Financial
Institution involve the activities and services which are the same or
substantially similar to those services performed by him for the Bank;
provided, however, that an aggregate beneficial ownership interest of
Mr. Svacina of less than 5% of the equity interests in any Financial
Institution (or affiliate thereof) whose stock is registered pursuant to the
provision of the Securities Exchange Act of 1934 shall be deemed not to
constitute a violation of this provision.  Mr. Svacina further agrees that the
restrictions set forth in this agreement are reasonably necessary to protect
the reasonable interests of the Bank.
<PAGE>
     7.    Confidential Information.  Mr. Svacina agrees that during the Term
of Employment and for a two year period following the termination of his
employment he will not reveal to any individual who is not then either employed
by, retained by, or on the Board of Directors of PSB, or any of its
subsidiaries, without the consent of PSB or the Bank, any confidential or
proprietary information of PSB or the Bank, the revealing of which would
adversely affect the business of PSB or the Bank, unless Mr. Svacina discloses
such matters in response to a subpoena or to discovery proceedings concerning a
matter in litigation or based on advice of counsel acceptable to the Bank that
such disclosure is appropriate or necessary under applicable law or regulation.

     8.    Change of Control.  In the event of a Change of Control, the
following provisions of this agreement shall apply notwithstanding any other
terms or conditions of this agreement:

           (a)  Upon a Change of Control, the "Term of Employment" for purposes
     of paragraph 2 shall mean the period equal in length to the Term of
     Employment then remaining on the date immediately prior to the Change of
     Control and the "Expiration Date" shall mean the first to occur of (i) Mr.
     Svacina's death, or (ii) his termination pursuant to paragraph 5, or (iii)
     his termination pursuant to paragraph 8(b).
                                  -5-
     Notwithstanding any other provision of this agreement or any incentive
     compensation plan then in effect,  Mr. Svacina shall be awarded, for each
     fiscal year ending during the Employment Period following the Change in
     Control, an annual bonus (the "Annual Bonus") in cash at least equal to
     his average annual bonus under any bonus plan with respect to performance
     during each of the three full calendar years prior to the effective date
     of the Change in Control, regardless of when such bonus was actually paid
     (the "Recent Annual Bonus") and each such Annual Bonus shall be paid no
     later than the end of the third month of the fiscal year next following
     the fiscal year for which the Annual Bonus is awarded but such amount
     shall be offset by any amount accrued under any other incentive
     compensation plan maintained after the Change of Control.

           (b)  Termination of Employment by Mr. Svacina for Good Reason.
     Mr. Svacina's employment may be terminated by Mr. Svacina during the Term
     of Employment for Good Reason if, (i) within 60 days of the date of
     occurrence of a triggering event, Mr. Svacina notifies the Bank in writing
     of his intention to treat such event as Good Reason, (ii) within 30 days
     following receipt of such notice provided for in (i), the Bank fails to
     cure the triggering event and (iii) within 30 days following the
     expiration of the 30 day period described in (ii), Mr. Svacina voluntarily
     terminates his employment by giving written notice to the Bank.

           (c)  Good Reason.  For purposes of this agreement, "Good Reason"
     shall mean the occurrence of one or more of the following events
     subsequent to the public announcement of, or actual knowledge of the Bank
     or PSB of, any actual or proposed transaction which results, directly or
     indirectly, within 270 days of the date of such announcement or knowledge,
     in a Change of Control (each of which shall be a "triggering event"):

                (i)  the assignment to Mr. Svacina of any duties inconsistent
           in any respect with the duties or responsibilities then held by
           Mr. Svacina (except if his status, title, or authority has been
           increased), or any other action by the Bank which results in a
           diminution in such duties or responsibilities, excluding for this
           purpose an isolated, insubstantial and inadvertent action not taken
<PAGE>
           in bad faith and which is remedied by the Bank promptly after
           receipt of notice thereto given by Mr. Svacina;

                (ii)  any failure by the Bank to comply with any of the
           provisions of paragraph 4 of this agreement, other than an isolated,
           insubstantial and inadvertent failure not occurring in bad faith and
           which is remedied by the Bank promptly after receipt of notice
           thereof given by Mr. Svacina, unless the Bank agrees to fully
           compensate Mr. Svacina for any such reduction;

                (iii)  Mr. Svacina is required to locate his office more than
           25 miles from the current location of the Bank's principal office,
           excluding business travel
                                  -6-
           reasonably consistent with the amount of travel required of him
           prior to such relocation;

                (iv)  any purported termination by the Bank of Mr. Svacina's
           employment otherwise than as expressly permitted by this agreement;

                (v)  any failure of any successor (whether direct or indirect,
           by purchase, merger, consolidation or otherwise) to all or
           substantially all of the business and/or assets of the Bank to
           assume expressly and agree to perform this agreement in the same
           manner and to the same extent that the Bank would be required to
           perform it if no such succession had taken place; or

                (vi)  the Bank's or PSB's request that Mr. Svacina perform an
           illegal, or wrongful act in violation of the Bank's code of conduct
           policies.

           (d)  Severance Benefit on Termination by Mr. Svacina for Good
     Reason.  Upon termination of Mr. Svacina's employment by Mr. Svacina
     pursuant to paragraph 8(a) or by the Bank for a reason other than good
     cause subsequent to the public announcement of, or the Bank's or PSB's
     actual knowledge of, any actual or proposed transaction which results,
     directly or indirectly, within 270 days of the date of such announcement
     or knowledge, in a Change of Control, all obligations of the Bank to
     Mr. Svacina under this agreement and all obligations of Mr. Svacina to the
     Bank (except those provided for in paragraph 7) shall cease and the Term
     of Employment shall end (the "Date of Termination") and:

                (i)  subject to paragraph 8(f), the Bank shall pay to
           Mr. Svacina in a lump sum in cash within 30 days after the Date of
           Termination the aggregate of the following amounts:

                     (A) the sum of (1) Mr. Svacina's base salary under
                paragraph 4(a) through the Date of Termination and any accrued
                incentive compensation to the extent not theretofore paid, (2)
                the product of (a) an amount equal to any incentive
                compensation earned by Mr. Svacina for the most recently
                completed fiscal year during the Term of Employment, if any and
                (b) a fraction, the numerator of which is the number of days in
                the current fiscal year through the Date of Termination, and
                the denominator of which is 365 and (3) any compensation
                previously deferred by Mr. Svacina (together with any accrued
                interest or earnings thereon) and any accrued vacation pay, in
                each case to the extent not theretofore paid; and

<PAGE>
                     (B)  the amount equal to 300% of the sum of (1) Mr.
                Svacina's annual salary as most recently in effect pursuant to
                paragraph 4(a) and (2) the average incentive compensation
                earned by Mr. Svacina in the three most recently completed
                fiscal years during the Term of Employment;
                                  -7-
                (ii) until Mr. Svacina becomes eligible for coverage under the
           health insurance plan of another employer of Mr. Svacina, coverage
           for Mr. Svacina, under the same terms then available to executive
           officers of the Bank, under any group health insurance program in
           which Mr. Svacina was a participant on the effective date of
           Mr. Svacina's termination of employment or under such successor plan
           or program as maintained after such date for the benefit of the
           Bank's employees; and

                (iii)  to the extent not theretofore paid or provided, the Bank
           shall timely pay or provide to Mr. Svacina any other amounts or
           benefits required to be paid or provided or which he is eligible to
           receive under any plan, program, policy or practice or contract or
           agreement of the Bank and its affiliated companies.

           (e)  Definition of Change of Control.  For the purpose of this
     agreement, a "Change of Control" shall be deemed to have occurred:

                (i)  when any "person" as defined in Section 3(a)(9) of the
           Securities Exchange Act of 1934, as amended (the "Exchange Act") and
           as used in Sections 13(d) and 14(d) thereof, including a "group" as
           defined in Section 13(d) of the Exchange Act, excluding any employee
           benefit plan sponsored or maintained by PSB or any subsidiary of PSB
           (including any trustee of such plan acting as trustee), directly or
           indirectly, becomes the "beneficial owner" (as defined in Rule 13d-3
           under the Exchange Act, as amended from time to time), of securities
           of PSB or the Bank representing 30% or more of the combined voting
           power of the Bank's or PSB's then outstanding securities with
           respect to the election of the directors of the Bank or PSB; or

                (ii) when, during any period of 24 consecutive months, the
           individuals who, at the beginning of such period, constitute the
           Board of Directors of the PSB (the "Incumbent Directors") cease for
           any reason other than death to constitute at least a majority
           thereof, provided, however, that a director who was not a director
           at the beginning of such 24-month period shall be deemed to have
           satisfied such 24-month requirement (and be an Incumbent Director)
           if such director was elected by, or on the recommendation of or with
           the approval of, at least a majority of the directors who then
           qualified as Incumbent Directors either actually (because they were
           directors at the beginning of such 24-month period) or by prior
           operation of this provision; or

                (iii)the occurrence of a transaction requiring stockholder
           approval of the acquisition of the Bank by an entity other than PSB
           or a 50% or more owned subsidiary of PSB or shareholder approval of
           the acquisition of PSB through purchase of assets, or by merger,
           consolidation or otherwise, except in the case of a transaction
           pursuant to which, immediately after the transaction, PSB's
           shareholders immediately prior to the transaction own at least 60%
           of the
                                  -8-
           combined voting power of the surviving entity's then outstanding
<PAGE>
           securities with respect to the election of the directors of such
           entity solely be reason of such transaction; or

                (iv) the liquidation or dissolution of the Bank or PSB.

     (f)   Limitation on Benefits.

                (i)  Notwithstanding any other provision of this agreement, the
           present value of all amounts payable pursuant to this paragraph 8
           which would constitute "parachute payments" (as such term is defined
           in Section 280G of the Internal Revenue Code of 1986 as amended (the
           "Code"), and any regulations promulgated thereunder), together with
           the present value of all other benefits payable by the Bank to Mr.
           Svacina under any other plans and the Bank which would also
           constitute "parachute payments," shall in no event equal or exceed
           an amount (the "Testing Amount") equal to 3 times Mr. Svacina's
           "base amount" (as such term is defined in Section 280G of the Code
           and any regulations promulgated thereunder), it being the intention
           of the parties that no payment made pursuant to this agreement shall
           constitute an "excess parachute payment" (as such term is defined in
           Section 280G of the Code and any regulations promulgated
           thereunder).  In the event that the present value of the payments
           provided for in this paragraph 8 together with the present value of
           such other amounts, without taking into account this paragraph (f),
           equals or exceeds the Testing Amount, then the amount of the
           payments provided for in this paragraph 8 and under such plans shall
           be reduced, beginning with the payments which are last in time,
           until the present value of all such payments is less than the
           Testing Amount.  For purposes of this paragraph 8, present value
           shall be determined in the manner provided in Section 280G of the
           Code and the regulations promulgated thereunder.

                (ii) It is the intention of the parties that the provisions of
           this paragraph 8 be construed to reduce the amounts otherwise
           payable hereunder only to the extent necessary to avoid the
           disallowance of the deduction by the Bank for any such amounts or
           the imposition of an excise tax on Mr. Svacina for any such amounts,
           under federal income tax law as it currently exists or may hereafter
           be amended.

                (iii)In the event the provisions of this paragraph 8 require
           any reduction in the amount to be paid to Mr. Svacina under this
           paragraph 8 of this Agreement, the Bank shall deliver to Mr. Svacina
           concurrently with such payment a statement signed by a partner or
           principal of its independent accounting firm setting forth the basis
           for and computation of such reduction and certifying that such
           computation is made in good faith.
                                  -9-
     9.    Miscellaneous.

           (a)  Notices.  Any notice required or permitted to be given under
     this agreement shall not be deemed to have been given unless delivered in
     person or mailed, postage prepaid by certified mail addressed, in the case
     of Mr. Svacina, to his last known residence as specified by him in a
     notice to the Bank, or, in the case of the Bank to its principal office.

           (b)  Benefits and Obligations.  This agreement shall be binding
     upon, shall inure to the benefit of the Bank and its successors or
     assigns, and, as provided for herein, PSB, and shall be enforceable by the
<PAGE>
     Bank and its respective successors and assigns, and Mr. Svacina, his
     heirs, assigns or legal representatives; provided, however, that the
     obligations of Mr. Svacina contained herein may not be delegated or
     assigned.

           (c)  Entire Agreement; Amendment.  This agreement constitutes the
     entire agreement between the parties with respect to the subject matter
     hereof and may only be amended by an agreement in writing signed by all of
     the parties hereto.

           (h)  Waiver.  The failure of any party hereto to insist, in any one
     or more instances, upon performance of any of the terms and conditions of
     this agreement, shall not be construed as a waiver or relinquishment of
     any right granted hereunder or of the future performance of any such term,
     covenant or condition.

           (i)  Severability.  In the event that any portion of this agreement
     may be held to be invalid or unenforceable for any reason, the parties
     hereto agree that said invalidity or unenforceability, shall not effect
     the other portions of this agreement and that the remaining covenants,
     terms and conditions or portions thereof shall remain in full force and
     effect and any court of competent jurisdiction may so modify the
     objectionable provision as to make it valid and enforceable.

           (j)  Governing Laws.  This agreement shall be governed by and
     construed in accordance with the internal laws of the State of Wisconsin
     without reference to conflicts or law principles.

           (k)  Captions.  The captions contained in this agreement are for the
     convenience of the Bank and Mr. Svacina and shall not be deemed or
     construed as in any way limiting or extending the language of the
     provisions to which such captions refer.
                                       -10-
     IN WITNESS WHEREOF, the Bank and Mr. Svacina have caused this instrument
to be executed as of the date first written above.

                                          PEOPLES STATE BANK


                                          By: DAVID K. KOPPERUD
                                              David K. Kopperud
                                              As its President


                                              DAVID A. SVACINA
                                              David A. Svacina
                                  -11-