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  Exhibit 10(xiii) - Mid America Bank, fsb Supplemental Executive Retirement
                               Plan, as amended.
<PAGE>
 
                        MIDAMERICA FEDERAL SAVINGS BANK

                    SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
<PAGE>
 
                        MIDAMERICA FEDERAL SAVINGS BANK
                     SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

I.   PURPOSE

The principal objective of this MidAmerica Federal Savings Bank Supplemental
Executive Retirement Plan (the "Plan") is to ensure the payment of a competitive
level of retirement income in order to attract, retain and motivate selected
executives. The Plan is designed to provide a benefit which, when added to other
retirement income of the executive, will meet the objective described above.
Eligibility for participation in the Plan shall be limited to executives of
MidAmerica Federal Savings Bank (the "Company") who are designated to be
eligible by the Board of Directors.

The Company hereby declares that its intention is to create an unfunded plan
primarily for the purpose of providing a select group of management or highly
compensated employees of the Company with supplemental income. It is also the
intention of the Company that the Plan be an "employee pension benefit plan" as
defined in Section 3(2) of Title I of the Employee Retirement Income Security
Act of 1974 ("ERISA") and that the Plan be the type of plan described in
Sections 201(2), 301(3) and 401(a)(1) of Title I of ERISA. The Committee is the
"named fiduciary" of the Plan for purposes of Section 402(a)(2) of ERISA.

II.  DEFINITIONS

     2.1  "Actuarial Equivalent" means the equivalence in value of the single-
          life annuity based on the UP-84 mortality table and an interest rate
          equal to 120% of the Long-Term Applicable Federal Rate in effect at
          the end of the month preceding the calculation date.

     2.2  "Beneficiary" means the person, persons, or entity who under this Plan
          becomes entitled to receive a benefit payable under the Plan as a
          result of the death of a Participant.


     2.3  "Board of Directors" means the Board of Directors of MidAmerica
          Federal Savings Bank or any committee acting within the scope of its
          authority.


     2.4  "Change in Control" means an event of a nature that:


          i)   would be required to be reported in response to Item 1 of the
               current report on Form 8-K, as in effect on the date hereof,
               pursuant to Section 13 or 15(d) of the Securities Exchange Act of
               1934 (the "Exchange Act"); or

          ii)  results in a Change in Control of the Bank or the Holding Company
               within the meaning of the Home Owners Loan Act of 1933 and the
               Rules and Regulations promulgated by the Office of Thrift
               Supervision (or its predecessor agency), as in effect on the date
               hereof, including Section 574 of such regulations; or

                                       1
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          iii) without limitation such a Change in Control shall be deemed
               to have occurred at such time as:


               a)   any "person" (as the term is used in Sections 13(d) and
                    14(d) of the Exchange Act) is or becomes the "beneficial
                    owner" (as defined in Rule 13d-3 under the Exchange Act),
                    directly or indirectly, of securities or makes an offer to
                    purchase, and completes the purchase, of securities of the
                    Bank or the Holding Company representing 20% or more of the
                    Bank's or Holding Company's outstanding securities
                    ordinarily having the right to vote at the election of
                    directors except for any securities of the Bank purchased by
                    the Holding Company in connection with the conversion of the
                    Bank to the stock form and any securities purchased by the
                    Bank's employee stock ownership plan and trust; or

               b)   individuals who constitute the Board of Directors of the
                    Bank or Holding Company on the date hereof (the "Incumbent
                    Board") cease for any reason to constitute at least a
                    majority thereof, provided that any person becoming a
                    director subsequent to the date hereof whose election was
                    approved by a vote of at least three-quarters of the
                    directors comprising the Incumbent Board, or whose
                    nomination for election by the stockholders was approved by
                    the same Nominating Committee serving under an Incumbent
                    Board, shall be, for purposes of this clause (b), considered
                    as though he were a member of the Incumbent Board; or

               c)   a merger, consolidation or sale of all or substantially all
                    the assets of the Bank or the Holding Company occurs; or

               d)   a proxy statement shall be distributed soliciting proxies
                    from stockholders of the Holding Company by someone other
                    than the current management of the Holding Company, seeking
                    stockholder approval of a plan of reorganization, merger or
                    consolidation of the Holding Company or Bank with one or
                    more corporations as a result of which the outstanding
                    shares of the class of securities then subject to the Plan
                    are exchanged for or converted into cash or property or
                    securities not issued by the Bank or the Holding Company,
                    and such proxy statement proposal is approved by the
                    shareholders of the Holding Company; or

               e)   a tender offer is made and completed for 20% or more of the
                    outstanding securities of the Bank or Holding Company.

                                       2
<PAGE>
 
          However, notwithstanding anything contained in this section to the
          contrary, a Change in Control shall not be deemed to have occurred as
          a result of an event described in (i), (ii) or (iii) (a), (c) or (e)
          above which resulted from an acquisition or proposed acquisition of
          stock of the Holding Company by a person, as defined in the OTS'
          Acquisition of Control Regulations (12 C.F.R. (S) 574) (the "Control
          Regulations"), who was an executive officer of the Holding Company on
          January 19, 1990 and who has continued to serve as an executive
          officer of the Holding Company as of the date of the event described
          in (i), (ii) or (iii) (a), (c) or (e) above (an "incumbent officer").
          In the event a group of individuals acting in concert satisfies the
          definition of "person" under the Control Regulations, the requirements
          of the preceding sentence shall be satisfied, and thus a Change in
          Control shall not be deemed to have occurred, if at least one
          individual in the group is an incumbent officer.

     2.5  "Change in Control Date" means the date a Change in Control occurs.

     2.6  "Committee" means the Plan Committee appointed to administer the Plan
          pursuant to Article VI.

     2.7  "Company" means MidAmerica Federal Savings Bank and its successors or
          assigns.

     2.8  "Disability" means a condition, as determined by the Company, that
          totally and continuously prevents the Participant, for at least six
          consecutive months, from engaging in an "occupation" for compensation
          or profit. During the first twenty-four (24) months of total
          Disability, "occupation" means the Participant's occupation at the
          time the Disability began. After that period, "occupation" means any
          occupation for which the Participant is or becomes reasonably fitted
          by education, training or experience. Notwithstanding the foregoing, a
          Disability shall not exist for purposes of this Plan if the
          Participant fails to qualify for disability benefits under the Social
          Security Act, unless the Company determines, in its sole discretion,
          that a Disability exists.

     2.9  "Final Average Earnings" means a Participant's monthly average salary
          earned during the 60-month period (or shorter period if a Participant
          has been employed by the Company for less than 60 months) ending with
          the end of the preceding calendar year, multiplied by 12.

     2.10 "Long Term Disability Plan" means the MidAmerica Federal Savings Bank
          Long-Term Disability Plan.

     2.11 "Participant" means an executive of the Company who is designated to
          be eligible pursuant to Section 3.1 and Section 3.2.

     2.12 "Plan" means this MidAmerica Federal Savings Bank Supplemental
          Executive Retirement Plan as amended from time to time.

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<PAGE>
 
     2.13 "Plan Effective Date" means January 1, 1995.


     2.14 "Plan Service" means the number of full calendar years of service with
          the Company after December 31, 1994.  A year of Plan Service shall be
          credited as of each December 31. The maximum number of years of Plan
          Service shall not exceed 20 and a year of Plan Service shall not be
          credited to a Participant for any calendar year following the year in
          which the Participant attains the age of 65.

     2.15 "Retirement Date" means the date a Participant terminates service with
          the Company on or after the earlier of (i) age 65 or (ii) when the
          Participant's age plus total years of service with the Company is
          equal to or greater than 70, but not before age 55.

     2.16 "Salary" means the Participant's base salary before reductions
          pursuant to any salary reduction, deferred compensation or similar
          plan or arrangement maintained by the Company.

     2.17 "Termination of Service" means the Participant's cessation of service
          with the Company for any reason, except death or Disability, prior to
          his/her Retirement Date.

III. ELIGIBILITY FOR PARTICIPATION AND BENEFITS

     3.1  Participation.  Participation in the Plan shall be limited to
          -------------                                                
          executives of the Company designated to be eligible by the Board of
          Directors.

     3.2  New Participants.  A Participant who first attains such status
          ----------------                                              
          subsequent to January 1, 1995, shall be entitled to participate in the
          Plan after being named a Participant and shall be bound by all the
          terms and conditions of the Plan.

     3.3  Vesting of Plan Benefit.  A Participant shall be 100 percent vested in
          -----------------------                                               
          his or her formula benefit.

IV.  PLAN BENEFITS

     4.1  Benefit Formula.  A Participant's annual benefit under the Plan shall
          ---------------                                                      
          equal two percent (2%) of his or her Final Average Earnings multiplied
          by his or her years of Plan Service, not to exceed twenty (20) years.

     4.2  Retirement Benefit.  A Participant who has attained his or her
          ------------------                                            
          Retirement Date shall be entitled to his or her annual benefit payment
          beginning at the later of age 60 or actual retirement, without
          actuarial adjustment.  A Participant who attains his or her Retirement
          Date prior to age 60, may elect to receive his or her annual benefit
          prior to age 60, however the Participant's accrued annual benefit
          shall be reduced by 3% for each year of acceleration.  The form of
          benefit payment shall be as provided in Section 4.6.

                                       4
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     4.3  Termination Benefit.  Upon the Termination of Service of a Participant
          -------------------                                                   
          before his or her Retirement Date, a Participant shall be entitled to
          his or her annual benefit beginning at age 65. A Participant entitled
          to an annual benefit under this Section 4.3 may elect to receive his
          or her annual benefit prior to age 65, however the former
          Participant's accrued annual benefit shall be reduced by 3% for each
          year of acceleration.

     4.4  Death Prior to Attainment of Retirement Date.  Upon the death of a
          --------------------------------------------                      
          Participant prior to his or her Retirement Date, or following his or
          her Retirement Date but prior to the commencement of annual benefit
          payments, an annual benefit shall immediately be payable to the
          Participant's Beneficiary. The annual benefit shall be the greater of
          (i) the Participant's annual accrued benefit, assuming a Joint and 50%
          Survivor election or (ii) 25% of the Participant's Final Average
          Earnings.  This benefit shall be payable until the earlier of the
          death of the Beneficiary or 15 years.  In no event, however, shall the
          Actuarial Equivalent (as modified to reflect a Joint and 50% Survivor
          Annuity and using the mortality and interest assumptions in accordance
          with Section 2.1, provided however, that in no event shall the
          mortality period extend beyond a 15-year period) of such annual
          benefit be less than the Actuarial Equivalent amount of the annual
          benefit the Participant would have been entitled to under Sections 4.2
          or 4.3 if he had terminated employment immediately prior to his death.

     4.5  Disability Benefit.  In the event of Disability prior to his or her
          ------------------                                                 
          Retirement Date, a Participant shall remain a Participant in the Plan
          until he or she is deemed retired under the Long Term Disability Plan.
          Once a Participant is deemed retired under the Long Term Disability
          Plan, the benefit available under Section 4.2 shall apply
          (notwithstanding any other conditions contained in Section 4.2) and
          such benefits shall commence on the first day of the next month in
          accordance with Section 4.7. If a Participant begins to receive a
          benefit under this Section 4.5 prior to age 60, the Participant's
          accrued annual benefit shall be reduced by 3% for each year the
          payment of benefit is accelerated.  For purposes of this Plan, if a
          Participant is disabled, Years of Service shall continue to accrue
          until the Participant is deemed retired under the Long Term Disability
          Plan. In addition, for purposes of determining a Participant's annual
          benefit, in the event a Participant is deemed disabled, the
          Participant's Final Average Earnings will be based on the
          Participant's pre-disability earnings without adjustment.

     4.6  Form of Benefit Payment.
          ----------------------- 

          a)   The Participant's accrued benefit under this Plan shall be paid
               in one of the following forms:

          i)   Single-life annuity

          ii)  Joint and Survivor annuity

          iii) A period certain annuity

          iv)  A lump sum

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          In the event that a payment form other than a single-life annuity is
          chosen, the benefit paid to the Participant shall be the Actuarial
          Equivalent of the benefit which would have been paid had the single-
          life annuity option been chosen. A Participant must elect the form of
          his or her benefit payment at least thirty (30) days in advance of,
          and in the calendar year prior to, a distribution triggering event.

          b)   Upon a written request by a Participant or a Beneficiary filed
               with the Committee, the Committee may in its sole discretion, pay
               out a benefit in a form different than originally elected by the
               Participant.

     4.7  Commencement of Payments.  Benefits payable under this Plan shall
          ------------------------                                         
          commence on the first day of the month following the event which
          triggers the payment. Benefits will continue to be paid on the first
          day of each succeeding month. Each payment, except for a lump-sum
          payment, shall be equal to one-twelfth of the applicable annual
          benefit amount determined under this Article IV.

     4.8  Lump Sum Withdrawal.  A Participant or Beneficiary may elect to
          -------------------                                            
          receive an immediate lump sum payment equal to the Actuarial
          Equivalent of the present value of his or her unpaid accrued benefit
          which would otherwise be paid at the Participant's Retirement Date.
          The lump sum payment shall be determined in accordance with the
          provisions of Section 4.6 and then shall be reduced by a penalty,
          which shall be forfeited to the Company, equal to ten percent (10%) of
          the lump sum payment.  If an active Participant elects to receive a
          lump sum payment under this Section 4.8 of the Plan, a year of Plan
          Service shall not be credited for the Participant's current year of
          service with the Company. In addition, any distribution received by a
          Participant under this Section 4.8 of the Plan, shall be offset
          against the Participant's annual benefit calculated under Sections
          4.1, 4.2, 4.3, 4.4 and 4.5.  The amount offset against the
          Participant's annual benefit shall be the amount of the lump sum
          payment equal to the Actuarial Equivalent of the present value of his
          or her unpaid accrued benefit prior to the reduction of the ten
          percent (10%) penalty.

     4.9  Change in Control.  In the event of a Change in Control, a Participant
          -----------------                                                     
          shall be credited with an additional ten (10) years of Plan Service,
          however in no event shall the Participant's total years of Plan
          Service exceed the lesser of 20 years or the Participant's projected
          years of Plan Service at age 65.  In addition, in the event of a
          Change in Control, a Participant shall be entitled to a lump sum
          payment, equal to the Actuarial Equivalent of the present value of his
          or her unpaid benefit which would otherwise be paid at the
          Participant's Retirement Date.  The lump sum payment shall be
          determined in accordance with the provisions of Section 4.6 but shall
          not be subject to the penalty prescribed in Section 4.8.  Such lump
          sum payment shall only be available to the Participant if he or she is
          terminated involuntarily for reasons other than death, Disability, or
          cause, or if the Participant voluntarily terminates his or her
          employment with the Company, within one year of the Change in Control.

                                       6
<PAGE>
 
     4.10 Recipients of Payments: Designation of Beneficiary. All payments to be
          --------------------------------------------------                    
          made by the Company under the Plan shall be made to the Participant
          during his or her lifetime.  If a Participant dies and benefit
          payments are payable to the Participant's Beneficiary under Sections
          4.4 or 4.6 such payments shall be made by the Company to the
          Beneficiary or Beneficiaries determined in accordance with this
          Section 4.10.  Unless the Participant files a written notice of a
          different Beneficiary designation with the Committee, the
          Participant's Beneficiary shall be the Beneficiary designated for the
          MidAmerica Federal Savings Bank Profit Sharing Plan.  The Participant
          may designate a Beneficiary by filing a written notice of such
          designation with the Committee in such form as the Company requires
          and may include contingent Beneficiaries. The Participant may from
          time to time change the designated Beneficiary or Beneficiaries by
          filing a new designation in writing with the Committee. If a
          Beneficiary designation is not in effect at the time when any benefits
          payable under Sections 4.4 or 4.6 become due, the Beneficiary shall be
          the spouse of the Participant, or if no spouse is then living, the
          representatives of the Participant's estate.

V.   CLAIMS FOR BENEFITS PROCEDURE

     5.1  Claim for Benefits.  Any claim for benefits under the Plan shall be
          ------------------                                                 
          made in writing to any member of the Committee.  If such claim for
          benefits is wholly or partially denied by the Committee, the Committee
          shall, within a reasonable period of time, but not later than sixty
          (60) days after receipt of the claim, notify the claimant of the
          denial of the claim.  Such notice of denial shall be in writing and
          shall contain:

          a)   The specific reason or reasons for the denial of the claim;

          b)   A reference to the relevant Plan provisions upon which the denial
               is based;

          c)   A description of any additional material or information necessary
               for the claimant to perfect the claim, together with an
               explanation of why such material or information is necessary; and

          d)   An explanation of the Plan's claim review procedure.

          If no such notice is provided, the claim shall be deemed granted.

     5.2  Request for Review of a Denial of a Claim for Benefits.  Upon the
          ------------------------------------------------------           
          receipt by the claimant of written notice of a denial of the claim,
          the claimant may within 90 days file a written request to the
          Committee, requesting a review of the denial of the claim, which
          review shall include a hearing if deemed necessary by the Committee.
          In connection with the claimant's appeal of the denial of his claim,
          he may review relevant documents and may submit issues and comments in
          writing.

                                       7
<PAGE>
 
     5.3  Decision Upon Review of a Denial of Claim for Benefits.  The Committee
          ------------------------------------------------------                
          shall render a decision on the claim review promptly, but no more than
          sixty (60) days after the receipt of the claimant's request for
          review, unless special circumstances (such as the need to hold a
          hearing) require an extension of time, in which case the sixty (60)
          day period shall be extended to 120 days.  Such decision shall:

          a)   Include specific reasons for the decision;

          b)   Be written in a manner calculated to be understood by the
               claimant; and

          c)   Contain specific references to the relevant Plan provisions upon
               which the decision is based.

     The decision of the Committee shall be final and binding in all respects on
     both the Company and the claimant.

VI.  PLAN COMMITTEE

     6.1  Committee.  The Plan shall be administered by the
          ---------                                        
          Administrative/Compensation Committee of  the Board of Directors.
          Members of the Committee or agents of the Committee may be
          Participants under the Plan.

     6.2  General Rights, Powers, and Duties of Committee. The Committee shall
          -----------------------------------------------                     
          be the Named Fiduciary and it shall be responsible for the management,
          operation, and administration of the Plan.  In addition to any powers,
          rights and duties set forth elsewhere in the Plan, the Committee shall
          have the following powers and duties:

          a)   To adopt such rules and regulations consistent with the
               provisions of the Plan as it deems necessary for the proper and
               efficient administration of the Plan;

          b)   To enforce the Plan in accordance with its terms and any rules
               and regulations it establishes;

          c)   To maintain records concerning the Plan sufficient to prepare
               reports, returns and other information required by the Plan or by
               law;

          d)   To construe and interpret the Plan and to resolve all questions
               arising under the Plan;

          e)   To direct the Company to pay benefits under the Plan, and to give
               such other directions and instructions as may be necessary for
               the proper administration of the Plan;

          f)   To employ or retain agents, attorneys, actuaries, accountants or
               other persons, who may also be Participants in the Plan or be
               employed by or represent the Company; and

                                       8
<PAGE>
 
           g)   To be responsible for the preparation, filing and disclosure on
                behalf of the Plan of such documents and reports as are required
                by any applicable Federal or State law.

      6.3  Information to be Furnished to the Committee.  The Company shall
           --------------------------------------------                    
           furnish the Committee such data and information as it may require.
           The records of the Company shall be determinative of each
           Participant's period of employment, termination of employment and the
           reason therefor, leave of absence, re-employment, years of Plan
           Service, and personal data. Participants and their Beneficiaries
           shall furnish to the Committee such evidence, data, or information,
           and execute such documents as the Committee requests.

      6.4  Responsibility.  No member of the Committee or of the Board of
           --------------                                                
           Directors of the Company shall be liable to any person for any action
           taken or omitted in connection with the administration of the Plan
           unless attributable to his or her own fraud or willful misconduct;
           nor shall the Company be liable to any person for any such action
           unless attributable to fraud or willful misconduct on the part of a
           director, officer or employee of the Company.

VII.  AMENDMENT AND TERMINATION

      7.1  Amendment. The Plan may be amended in whole or in part by the Company
           --------- 
           at any time. Notice of any such amendment shall be given in writing
           to the Committee and to each Participant and each Beneficiary of a
           deceased Participant. No amendment shall decrease the value of a
           Participant's current accrued benefit. Further, no amendment shall be
           made following a Change in Control if such amendment would decrease
           the benefits or alter the payment form or determination of the amount
           thereof, available to a Participant under Section 4.9 if such
           Participant's employment were to be terminated immediately prior to
           such amendment.

      7.2  Company's Right to Terminate.  The Company reserves the sole right to
           ----------------------------                                         
           terminate the Plan at any time after the Plan Effective Date. In the
           event of any such termination, the Participant shall still be
           entitled to his or her accrued benefit at the time of termination of
           the Plan in the payment form elected by the Participant under Section
           4.6. Notwithstanding the foregoing, in no event may the Company
           terminate the Plan following a Change in Control if such termination
           would decrease the benefits or alter the payment form or
           determination of the amount thereof available to a Participant under
           Section 4.9 if such Participant's employment were to be terminated
           immediately prior to such Plan termination.

VIII. MISCELLANEOUS

      8.1  No Implied Rights; Rights on Termination of Service.  Neither the
           ---------------------------------------------------              
           establishment of the Plan nor any amendment thereof shall be
           construed as giving any Participant, Beneficiary, or any other person
           any legal or equitable right unless such right shall be specifically
           provided for in the Plan or conferred by specific action of the
           Company in accordance with the terms and provisions of the Plan.

                                       9
<PAGE>
 
     8.2  No Right to Company Assets.  Neither the Participant nor any other
          --------------------------                                        
          person shall acquire by reason of the Plan any right in or title to
          any assets, funds or property of the Company whatsoever including,
          without limiting the generality of the foregoing, any specific funds,
          assets, or other property which the Company, in its sole discretion,
          may set aside in anticipation of a liability hereunder.  Any benefits
          which become payable hereunder shall be paid from the general assets
          of the Company.  The Participant shall have only a contractual right
          to the amounts, if any, payable hereunder unsecured by any asset of
          the Company.  Nothing contained in the Plan constitutes a guarantee by
          the Company that the assets of the Company shall be sufficient to pay
          any benefit to any person.

     8.3  No Employment Rights.  Nothing herein shall constitute a contract of
          --------------------                                                
          employment or of continuing service or in any manner obligate the
          Company to continue the services of the Participant, or obligate the
          Participant to continue in the service of the Company, or as a
          limitation of the right of the Company to discharge any of its
          employees, with or without cause.

     8.4  Non-assignability.  Neither the Participant nor any other person shall
          -----------------                                                     
          have any voluntary or involuntary right to commute, sell, assign,
          pledge, anticipate, mortgage or otherwise encumber, transfer,
          hypothecate or convey in advance of actual receipt the amounts, if
          any, payable hereunder, or any part thereof, which are expressly
          declared to be unassignable and non-transferable.  No part of the
          amounts payable shall be, prior to actual payment, subject to seizure
          or sequestration for the payment of any debts, judgments, alimony or
          separate maintenance owed by the Participant or any other person, or
          be transferable by operation of law in the event of the Participant's
          or any other person's bankruptcy or insolvency.

     8.5  Gender and Number.  Wherever appropriate herein, the masculine may
          -----------------                                                 
          mean the feminine and the singular may mean the plural or vice versa.

     8.6  Notice.  Any notice required or permitted to be given under the Plan
          ------                                                              
          shall be sufficient if in writing and hand delivered, or sent by
          registered or certified mail, and if given to the Company, delivered
          to the principal office of the Company, directed to the attention of
          the Committee.  Such notice shall be deemed given as of the date of
          delivery or, if delivery is made by mail, as of the date shown on the
          postmark or the receipt for registration or certification.

     8.7  Governing Laws.  The Plan shall be construed and administered
          --------------                                               
          according to the laws of the State of Illinois.

                                      10
<PAGE>
 
          IN WITNESS WHEREOF, the Company has adopted this MidAmerica Federal
     Savings Bank Supplemental Executive Retirement Plan as of January 1, 1995.



                    MIDAMERICA FEDERAL SAVINGS BANK


                    By: /s/ Allen Koranda
                        -------------------------------------

                    Its: Chief Executive Officer
                         ------------------------------------

                                      11
<PAGE>
 
                           CERTIFICATE OF RESOLUTION

                                        
     I, Carolyn Pihera, do hereby certify that I am the duly elected and acting
Secretary of Mid America Bank and that the following is a true and correct copy
of a certain resolution adopted by the Board of Directors of said Bank at their
regular meeting held February 23, 1999, at which meeting a quorum of the members
of said Board were present and acting throughout.

     WHEREAS, the Administrative/Compensation Committee of MAF Bancorp (the
"Company") and Mid America Bank (the "Bank") has approved David Burba as a
participant in the Mid America Bank Supplemental Executive Retirement Plan
("SERP"), effective January 1, 1999; and

     WHEREAS, David Burba's employment agreement provides that in connection
with his participation in the SERP, he shall not be entitled to receive credit
for any additional years of service that SERP participants receive upon a Change
in Control (as such term is defined in the SERP);

     NOW THEREFORE BE IT HEREBY RESOLVED, that the first sentence of Section 4.9
of the SERP is hereby amended to read as follows:

     In the event of a Change in Control, a Participant (other than any
Participant who is formerly an officer or director of Westco Bancorp, Inc.)
shall be credited with an additional ten (10) years of Plan Service, however, in
no event shall the Participant's total years of Plan Service exceed the lesser
of 20 years or the Participant's projected years of Plan Service at age 65.

     I do further certify that the foregoing resolution has not been altered or
amended, but remains in force and effect.

     IN WITNESS WHEREOF, I have executed this certificate and affixed the Bank's
seal this 4th day of March, 1999.



  /s/ Carolyn Pihera
---------------------
Corporate Secretary

                                      12