Exhibit 10.1

# SEPARATION AGREEMENT
AND RELEASE OF ALL CLAIMS

This
Separation Agreement and Release of All Claims (Agreement) is made between
First National Bank in Howell (Employer) and Janice B. Trouba
(Employee) as follows:

1.       
          Termination of Employment. Employees employment is
          terminated effective June 15,2009, (the Separation
          Date). Employee will be paid Employees salary and receive all
          benefits through Employees Separation Date. Except as set forth in this
          Agreement and for Employees vested rights, if any, under applicable
          retirement plans, all compensation and benefits from the Employer shall
          terminate on the Separation Date. Employee has no entitlement to further or
          future employment with the Employer and its related companies and agrees never
          to apply for or otherwise seek employment with the Employer or any related
          companies. If Employee applies for employment in violation of this section,
          Employer and its related companies are entitled to deny employment or, if hired,
          terminate employment based on this Agreement, without more.

2.       
          Separation Payment. In exchange for the execution and
          non-revocation of this Agreement, Employer shall:

| | a.       
               continue to pay Employees regular salary, less any applicable withholdings
               and deductions, for six (6) months. Employer shall make the first payment on
               Employers regular payroll payday occurring at least fourteen (14) days
               after Employees acceptance and non-revocation of this Agreement and shall
               continue to make payments on regular payroll paydays until the amount is paid in
               full.
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| | b.       
               Long Term Incentive. Employer agrees to fully vest 2041 shares of
               non-vested stock grants previously received by the Employee under the Long Term
               Incentive Plan.
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Except as set forth in this
Agreement, Employer shall not pay any other compensation to Employee. All other benefits
to Employee shall terminate as of the Separation Date. Employee shall not accrue any paid
time off, and Employer shall not contribute to any retirement or other plans. Employee
acknowledges that the above compensation represents a sum to which Employee is not
otherwise entitled.

3.       
          Release of All Claims. In exchange for the Separation
          Payment above, Employee, for herself and any person or representative claiming
          through Employee, releases and forever discharges the Employer, its parent
          company, subsidiaries, and affiliated organizations, successors and assigns and
          their past and present directors, officers, employees, agents, attorneys,
          benefit plans and plan administrators, sureties and insurers (collectively
          Releasees) from all claims, liabilities, demands, costs, attorney
          fees, causes of action and damages, including all consequential and incidental
          damages, whether known or unknown, arising from the beginning of time to the
          date of this Agreement, including without limitation those relating directly or
          indirectly to Employees employment and officer status with Employer and
          all claims for personal injury, defamation, breach of contract, wrongful
          discharge, violation of due process or civil rights and violation of any
          federal, state or local statute, law or ordinance and the common law, including
          without limitation violation of the Employee Retirement Income Security Act, the
          Age Discrimination in Employment Act, Title VII of the Civil Rights Act, the
          Fair Labor Standards Act, the Family and Medical Leave Act, the Americans with
          Disabilities Act, the Equal Pay Act, the Michigan Elliott-Larsen Civil Rights
          Act, the Michigan Persons with Disabilities Act, the Michigan Wage and Fringe
          Benefits Act, the Michigan Whistleblowers Protection Act, and/or any
          federal, state or local law regarding discrimination. Notwithstanding this
          Agreement, Employer acknowledges that Employee is not releasing any retirement
          and pension benefits which Employee is qualified and vested to receive, and
          benefits under COBRA if Employee so elects.

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Employee
acknowledges that Employee does not have any personal injuries related to Employees
employment with the Employer.

Employee
agrees that Employee shall not file or assert or permit to be filed or asserted any civil
action, suit or legal proceeding in connection with any claim released in this Agreement.
Employee agrees that she will not obtain or accept any relief if any such action, suit or
proceeding is filed. However, the foregoing does not affect any right that Employee may
have to file an administrative charge with the Equal Employment Opportunity Commission. If
such a charge is filed, Employee agrees that she shall not obtain or accept any monetary
award, recovery, settlement or relief therefrom. Additionally, nothing in this Agreement
shall prevent Employee from filing a legal action to challenge whether the release in this
Agreement was knowing and voluntary for purposes of the Age Discrimination in Employment
Act or to pursue claims that Employee cannot waive.

4.       
          Confidential Information. In the course of Employees
          employment, Employee had access to information or materials that are considered
          trade secret, confidential and/or proprietary by Employer and its related
          companies (Information). Information includes, but is not limited
          to, documents, records, data and information regarding customers, potential
          customers, trade secrets, business operations, business plans, strategies,
          acquisitions, mergers, marketing, finances, costs, prices and employees.
          Information also includes all written materials identified in writing as
          Confidential or Proprietary or with such similar
          proprietary legend and oral information disclosed in connection with the
          Information. Employee agrees that she will keep Information confidential.
          Employee agrees that, she will not: (1) take, retain or use Information for her
          own benefit; (2) disclose Information to any other entity or unauthorized
          person; (3) delete, encrypt, password protect, or retain electronic files
          containing Information (including emails and attachments); or (4) take any other
          action that impairs, restricts, limits, or impedes the Employers ability
          to have full access to and use of its Information. This confidentiality
          provision shall survive termination of the employment relationship and shall
          survive for so long a period of time as the Information is maintained by the
          Employer or a related company as confidential.

5.       
          Confidentiality of Agreement. Employee agrees to keep the
          terms of this Agreement confidential and to not disclose any such terms to
          anyone other than Employees attorney and financial consultant, and then
          only upon their agreement to keep such terms confidential. Employee agrees to
          indemnify Employer for any damages resulting from Employees disclosure of
          the terms of this Agreement, including damages caused by further
          disclosures by third parties. Employer agrees to keep the terms of this
          Agreement confidential, except that Employer may disclose the terms of this
          Agreement to its attorney, accountant, financial consultant, auditor, regulator,
          examiner, and all of its employees, officers, directors and agents who have a
          business need to know the terms of the Agreement. Employee and Employer may also
          disclose the terms of this Agreement to the Internal Revenue Service, to a
          governmental agency upon request and as required by law.

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6.       
          Nondisparagement. Employee shall not: (a) disparage or
          denigrate Employer, or its related companies, their directors, officers,
          employees, products or services and/or (b) take any action having the effect of
          damaging the business reputation of Employer or their related companies.
          Employer agrees that its current President and Chief Executive Officer and
          Senior Vice President of Human Resources shall not disparage Employee.

7.       
          No Support for Claims Against Releasees. Unless compelled
          by law, Employee will not provide, directly or indirectly, any information,
          encouragement or assistance to any person or entity considering or pursuing a
          claim or lawsuit against Releasees.

8.       
          Cooperation in Future Proceedings.Employee agrees to cooperate
          fully with Releasees in the defense of or other participation in any
          administrative, judicial, arbitral, investigative or other proceeding arising
          from any charge, complaint or other action that has been or may be filed, or
          with respect to which a Releasee may become involved, relating to any matter
          occurring during Employees employment or tenure as an officer. Employee
          shall not be eligible for any compensation for this cooperation other than
          regular witness fees and reimbursement for his reasonable out-of-pocket costs.

Employee
further agrees, upon request, to provide consulting services to Employer, by telephone,
through August 15,2009, without additional compensation other than
the Separation Payment described above.

9.       
          Violation of Agreement. Either party to this Agreement
          shall be entitled to recover its costs and attorney fees if it prevails in any
          action against the other party for violation of this Agreement. In addition to
          any other recovery allowed by law, Employer shall be entitled to a temporary
          restraining order, preliminary and permanent injunctive relief and such other
          equitable relief as appropriate for any breach by Employee of Sections 4, 5, 6,
          7,and 8, all of which are material to this Agreement.
          Employer shall be entitled to a temporary restraining order, preliminary and
          permanent injunctive relief and such other equitable relief without having to
          prove damages or post a bond or other security. Employee shall be entitled toa temporary restraining order, preliminary injunction and permanent
          injunction for Employers breach of Sections 5 or 6.

10.       
          Representations and Acknowledgments.

a.       
          Employee has been given a period of at least twenty-one (21) days in which to
          consider this Agreement. If executed prior to the end of such twenty-one (21)
          day period, Employee acknowledges that Employee voluntarily waives the balance
          of such period.

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b.       
          Employer has advised Employee to consult with an attorney before executing this
          Agreement.

c.       
          The payments which Employee is receiving in consideration of this Agreement
          exceed the value of anything to which Employee is entitled from Employer.

d.       
          This Agreement shall not be effective or enforceable for a period of seven (7)
          days following the date of Employees signature below, during which time
          only, Employee may revoke the Agreement. Any such revocation must be in writing,
          signed by Employee and delivered or mailed so as to arrive within such seven (7)
          days toNancy Morgan, 101 E. Grand River Avenue, Howell, Michigan 48843.

e.       
          Employee has not assigned any rights being released under this Agreement.

11.       
          Miscellaneous.

a.       
          This four (4) page Agreement constitutes the entire agreement between Employee
          and the Employer with respect to the subject matter hereof and supersedes any
          prior or contemporaneous promises, agreements or representations between them as
          to such subject matter, except as otherwise set forth in this Agreement. This
          Agreement cannot be modified orally but only in a written document signed by
          Employee and an authorized representative of the Employer. This Agreement shall
          be governed by the laws of the State of Michigan.

b.       
          If any provision of this Agreement, in whole or in part, is determined to be
          unlawful or unenforceable, the parties agree that such provision shall be deemed
          modified, if possible, to the extent necessary to render such provision valid
          and enforceable to the maximum extent permitted by law and, if not possible, it
          shall be severed from the Agreement. In either event all remaining provisions of
          this Agreement shall remain in full force and effect.

c.       
          The captions and headings of the Sections of this Agreement are for convenience
          of reference only and are not to be considered in construing this Agreement.
          This Agreement accurately sets forth the intent and understanding of each party.
          This Agreement shall not be construed for or against either party as a result of
          the drafting hereof if there is any dispute over the meaning or intent of any of
          its provisions.

Signed
below on the date set forth below.

# READ BEFORE SIGNING

|June 9, 2009

Date | /s/ Janice B. Trouba

Janice B. Trouba
|-------------------------------- | --------------------------------------------------------

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