Exhibit 10(m)

                    MANAGEMENT INCENTIVE COMPENSATION PLAN OF
                          CITIZENS SAVINGS BANK F.S.B.
                      FOR THE YEAR ENDING DECEMBER 31, 1997


A.   Description

     This INCENTIVE  COMPENSATION  PLAN FOR  MANAGEMENT  INDIVIDUALS OF CITIZENS
     SAVINGS BANK F.S.B., is a means by which additional  compensation  shall be
     made available to designated Senior  Management  Officers who contribute to
     the  successful  operation  of the  Bank.  The  purpose  of this plan is to
     provide an  opportunity  for these  individuals  to share in the rewards of
     successful Bank performance, in recognition of their leadership, excellence
     in performance, and achievement of Bank profit and growth objectives.

     This plan shall be effective for the year  beginning  January 1, 1997,  and
     ending  December  31,  1997.  This  plan  may  be  continued,  amended,  or
     discontinued  in  subsequent  years  at  the  discretion  of the  Board  of
     Directors.

B.   Definitions

     1.   Base Salary - the amount of regular  wages  and/or  salary paid to the
          management  participant as regular earnings during the year, exclusive
          of any other form of additional compensation.

     2.   Management  Participant  - in  order  to  participate  in  this  plan,
          management  individuals  named herein must be in the active employment
          of  the  Bank  at the  end of the  plan  year  and  occupy  one of the
          management  positions named in this plan; any individual who ceases to
          be employed,  regardless of cause,  by the Bank prior to the time that
          distribution  is made,  shall  forfeit  all  rights to  receiving  any
          incentive payment which may otherwise be due under this plan.

     3.   Incentive  Payment  - shall be those  amounts  payable  to  management
          participants  as  determined  in  accord  with  this  plan;  incentive
          payments  are  expressed  and  calculated  as  a  percentage  of  each
          participant's  base salary;  incentive  payments  shall be made in the
          form of a one-time cash distribution to the management participant and
          shall be subject to  deductions  for income tax  withholding.  Payment
          shall be made after the close of the plan year within twenty (20) days
          after the yearly earnings have been made public.

     4.   Net  Income - is the  difference  between  total  receipts  and  total
          expenses  after  taxes for the year,  1997,  as reported in the Bank's
          annual statement and verified by the Bank's independent auditors.

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C.   Determination of Incentive Payment

     1.   The determination of incentives payable to Executive  Management (Enos
          K. Fry and Charles R. Duda) will be based  solely upon the  attainment
          of the Company's net income goal.

     2.   The   determination  of  incentives   payable  to  Senior   Management
          participants shall be based upon two criteria listed below:

          a.   The  performance of the Bank as measured by  achievements  of net
               income goals (50%).

          b.   Achieving the department's operating goals for the year (50%).

          The base  incentive for the  attainment of these goals for the Bank is
          as follows:

          Enos K. Fry                    25%
          Charles R. Duda                20%
          All other Senior Officers      15%

          The bonus pool shall be tiered as follows:

          Budget         Net Income         Bonus         Potential Pool
                                                   
          100%           $5,600,000         100%          $179,863
          105%           $5,880,000         105%          $226,686
          110%           $6,160,000         110%          $273,509
                                                 
          The  incentive  percentage  of the  bonus  moves  up 5%  with  each 5%
          increase in net income over the budget. The accrual for the bonus pool
          will be included in the attainment of the net income  calculation.  In
          the event the incentive  accrual is the  determining  factor in making
          the budget, the incentive pool will be lowered by the amount needed to
          attain the budgeted net income.

     Management Participants

     Enos K. Fry
     Charles R. Duda
     Dave Bowman
     Tim Hall
     LuAnn Loeber
     Mark Schissler
     Bill Scott
     Terry Thomas