Exhibit 10.12

                     FIRST AMENDMENT TO EMPLOYMENT AGREEMENT



             This First Amendment to Employment Agreement ("First Amendment")
   is made as of the 31st day of December 1997, by and between RIDGESTONE
   BANK, Brookfield, Wisconsin, a state chartered bank ("Bank") and CHRISTINE
   V. LAKE ("Executive").

             WHEREAS, Executive and Bank are currently parties to an
   Employment Agreement ("Agreement"), dated as of December 31, 1996,
   pursuant to which Executive serves as Vice President of the Bank; and

             WHEREAS, Executive and Bank desire to amend the Agreement as
   described herein.

             NOW, THEREFORE, for good and valuable consideration, the receipt
   and sufficiency of which are hereby acknowledged, it is hereby agreed
   that:

             1.   Paragraph 2 of the Agreement is hereby amended to read in
   its entirety as follows:

                  Unless employment has sooner terminated in accordance with
        paragraph 5 of this Agreement, the term of Executive's employment
        under this Agreement shall be deemed to commence as of December 31,
        1997, and shall continue until December 31, 2000; provided, however,
        that on each December 31st during the term of this Agreement (except
        the first day of the Employment Term) the Employment Term shall
        automatically be extended for one additional year so that the
        Employment Term shall be annually restored to a full three (3) year
        term, unless on or before 60 days immediately preceding any such
        renewal date, Bank, in connection with an annual performance review
        of Executive conducted by the Board of Directors, or for any other
        reason, or Executive gives notice to the other that the term shall
        not be extended beyond the then current expiration date of the term. 
        The period of employment is the "Employment Term."

             2.   The first paragraph of Paragraph 5.d. of the Agreement is
   hereby amended to read in its entirety as follows:

                  d.  Compensation for Termination Under Paragraph 5.b.  If
        the  Employment Term is terminated for any of the reasons in paragraph
        5.b., Executive shall at Executive's option receive either a lump sum
        severance payment, or a series of installment severance payments for
        a period of three years commencing on the termination date.  The lump
        sum payment of cash shall be in a total cash amount (without making a
        present value adjustment) equal to three times the sum of (a)
        Executive's then current annual base salary, plus (b) the average of
        Executive's annual cash bonuses, if any, for the three year ends
        immediately preceding the termination date.  If Executive elects to
        receive installment payments, Executive shall receive the same amount
        as would be provided by a lump sum payment, but payment shall be made
        in equal installments for a period of three years commencing on the
        termination date, on the same dates as Bank's regular payroll
        payments are made.

             3.   The second paragraph of Paragraph 5.d. of the Agreement is
   hereby amended to read in its entirety as follows:

                  Executive shall continue to receive for three (3) years
        following the termination date, and not via a lump sum, all other
        benefits that Executive was receiving or was entitled to receive
        immediately prior to the termination date; provided, however, if it
        is impractical to continue a particular benefit (for example, a
        benefit plan limits benefits to active employees) Bank shall provide
        a reasonably equivalent substitute benefit to Executive or shall pay
        in cash to Executive the reasonable equivalent value of the benefit.

             4.   Except as specifically provided by this First Amendment,
   the Agreement shall be otherwise unchanged and shall remain in full force
   and effect.

             5.   This First Amendment shall be governed by the internal laws
   of the State of Wisconsin.

             IN WITNESS WHEREOF, the parties hereto have executed this First
   Amendment as of the day and year first above written.

   EXECUTIVE                          BANK


   /s/ Christine V. Lake                   /s/ Paul E. Menzel
   Christine V. Lake                  By:  Paul E. Menzel
                                           President