EXHIBIT 10.4

                          BREMER FINANCIAL CORPORATION
                2000 EXECUTIVE ANNUAL INCENTIVE COMPENSATION PLAN

                             Chief Financial Officer
                              Chief Credit Officer
                            Chief Information Officer
                                 Retail Director


Contained herein is a detailed outline of the Executive Annual Incentive
Compensation Plan which has been designed for the Chief Financial Officer, Chief
Credit Officer, Chief Information Officer and Retail Director.

A.   Purpose

     1)   To provide an annual incentive award to the Chief Financial Officer,
          Chief Credit Officer, Chief Information Officer and Retail Director
          for significant contributions toward the achievement of Bremer
          Financial Corporation's goals and objectives.

     2)   To focus attention on those activities which will positively affect
          the Corporation's financial well-being.

B.   Eligibility

     1)   The Chief Financial Officer, Chief Credit Officer, Chief Information
          Officer and Retail Director are the participants in this plan.

C.   Plan Year

     1)   The Executive Annual Incentive Compensation program will begin on
          January 1 and will end on December 31.

D.   Payment of Award

     1)   At year end, formal reviews will be conducted by the appropriate
          designated management to determine and measure performance. Upon
          completion of the measurement of the participants' goals and
          objectives, awards will be approved.

     2)   Award payments will be made in the first quarter following the end of
          defined incentive plan year.

E.   Potential Awards

     1)   The maximum potential award, stated as a percentage of base salary,
          will be 35%.

F.   Performance Measures and Determination of Award

     1)   50% of the incentive award will be based upon Corporate RORE. The
          following table will be utilized to determine the actual percentage of
          salary to be granted. When performance falls between the RORE
          percentages shown, interpolation will be utilized to determine the
          actual percentage of salary to be awarded.

            Corporate RORE                                     Percentage Award
            --------------                                     ----------------
              Below 12.62                                            -0-
                 12.62            33.3 of Max (Threshold)             5.83%
                 13.40              66.6% of Max (Plan)              11.66%
                 14.13                    Maximum                    17.50%

     2)   Work Plan Objectives

          50% of the incentive award will be based on work plan objectives. The
          work plan objectives should be submitted to the President and CEO of
          Bremer Financial Corporation for approval ("CEO"). The maximum
          percentage award for achieving work plan objectives is 17.5% of base
          salary.

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     3)   Modifier: Compliance Rating

          To ensure that there is appropriate system wide focus on risk
          management issues, incentive awards calculated under this plan may be
          reduced up to 25% if the banks risk assessment in the following areas
          are not rated satisfactory or above:

                  Credit examination composite rating
                  Internal Audit bank rating
                  Compliance third party ratings from Deloitte and Touche
                    and compliance Administration
                  Compliance self-monitoring effectiveness
                  OCC Safety and Soundness composite exam rating
                  OCC Compliance Rating
                  Accurate assessment of risk management leadership role
                    of Sr Lender and Retail Mgr

G.   Administration

     1)   The plan shall be subject to the approval of the Board of Directors of
          Bremer Financial Corporation ("Board") which shall have sole authority
          to establish the terms and conditions under which the plan will be
          administered.

     2)   The Executive Incentive Compensation Plan and awards are not
          transferable or assignable.

     3)   Awards may be deferred.

H.   Administrative Procedures

     1)   Additions to Plan -- Eligible individuals will be added to the plan at
          any time upon the approval of the Board. However, the size of their
          awards will be prorated by the number of months they were eligible to
          receive an award. An example would be:

          - Employee "A" is added to plan in mid-year so s/he has six (6) months
            of eligible service.
          - Calculated incentive award is $15,000
          - $15,000 X 6/12 = $7,500

     2)   Terminations -- If the eligible participant terminates during the plan
          year, the incentive award will be handled as follows:

          - Voluntary resignations -- no incentive award.
          - Involuntary terminations for cause -- no incentive award.
          - Involuntary termination without cause -- incentive award prorated by
            number of months service during current incentive plan year, based
            on approval by the CEO.
          - Retirement/disability -- incentive award prorated by number of
            months of service during current incentive plan year.

     3)   Change in Position -- If the eligible participant has a change in
          position during a plan year, their incentive award will be calculated
          under both plan award levels and prorated by the months of service at
          each level. Both calculations will be based on the salary effective
          December 31 of the incentive plan year.

     4)   Interpolation -- When actual performance falls above threshold and
          between cells on the appropriate element, the individual completing
          the formula should interpolate to the actual percentage to be awarded.

     5)   Performance -- If a participant's performance rating for the plan year
          is less than fully competent and/or certain performance goals are not
          met, the CEO has the authority to reduce partially or totally the
          incentive payout that would normally be due the participant.

     6)   Exceptions -- Upon occasion, there may be specific reasons for
          exceptions to the incentive compensation program for events beyond the
          control of the participant in the plan. The CEO has the authority to
          determine and approve all such exceptions.

I.   Amendment and termination

     1)   The Board may at any time amend the plan for the purposes of
          satisfying the requirements of any changes in applicable laws or for
          any purpose which may be permitted by law. The Board may also
          terminate the plan at any time. No such amendment or termination
          shall, however, adversely affect the rights of any participant
          (without his/her prior consent) to any award previously approved.

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                    CALCULATION OF EXECUTIVE INCENTIVE AWARD
                                 Plan Year 2000




----------------------------------     -----------------------------------------
NAME                                   TITLE


                                                            Percentage of Salary
                                                               To Be Awarded
F-1 - Corporate RORE                                           -------------
--------------------

     Corporate RORE                              _________%      _________%
     (50% of total award)

     Work Plan Objectives Achievement Level      _________%      _________%
     (50% of total award) ATTACH A DESCRIPTION
     OF WORK PLAN OBJECTIVES AND HOW THEY WILL
     BE MEASURED.


Total Award Earned as % of Salary                                _________%
---------------------------------

X December 31, 2000 Salary                                      $_________

= 2000 INCENTIVE AWARD                                          $_________

Compliance Rating Modifier (up to 25% reduction)               ($_________)

= 2000 NET INCENTIVE AWARD                                      $_________



Approved:


-------------------------      -------------------------------------------------
Date                           President and CEO of Bremer Financial Corporation


-------------------------      -------------------------------------------------
Date                           Chairman of Board of Bremer Financial Corporation