EMPLOYMENT AGREEMENT

             This Employment Agreement ("Agreement") is made as of the  31st
   day of December, 1996, by and between Ridgestone Bank, Brookfield,
   Wisconsin, a state chartered bank ("Bank") and William R. Hayes
   ("Executive").

             WHEREAS, Bank is a wholly-owned subsidiary of Ridgestone
   Financial Services, Inc., a Wisconsin corporation ("Corporation"); and

             WHEREAS, Executive possesses intimate knowledge of the business
   and affairs of Bank and its policies, markets and financial and human
   resources; and

             WHEREAS, Executive is currently the Vice President and a
   Director of Bank and is the Vice President and Director of Corporation
   ("Positions"); and

             WHEREAS, the Board of Directors of Bank desires to assure the
   continued services and employment of Executive, to recognize Executive's
   contribution to the growth and success of Bank, and to compensate
   Executive for such contribution and service; and

             WHEREAS, Bank desires and believes it would be in its best
   interests to ensure that the current and continued competent management
   services it is receiving from Executive continues; and

             WHEREAS, Executive is willing to continue in the employment of
   Bank on a full-time basis, upon the terms and conditions hereinafter set
   forth.

             NOW, THEREFORE, in consideration of the premises and the mutual
   covenants and agreements contained in this Agreement, Bank and Executive
   agree as follows:

             1.   Employment.  Bank shall continue to employ Executive and
   Executive shall continue to serve Bank for the period of time stated in
   paragraph 2 of this Agreement.  Bank and Executive agree that Executive
   shall not be required to perform Executive's duties under this Agreement
   other than in Brookfield, Wisconsin.

             2.   Employment Term.  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, 1996, and shall continue until December 31, 1998; 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 two (2) 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."

             3.   Position and Duties.  Executive agrees to devote
   Executive's full-time knowledge, skill and efforts to the performance of
   Executive's duties as an executive of Bank.

             4.   Compensation/Benefits.  During the Employment Term,
   Executive shall receive a base salary and such bonuses as may from time to
   time be decided by the Board of Directors of Bank, in accordance with the
   regular payroll practices of Bank from time to time in effect. 
   Executive's base salary (exclusive of bonuses) shall not be less than his
   salary (exclusive of bonuses) in effect on the date of this Agreement, and
   shall not be reduced at any time after any increase is approved by the
   Board of Directors of Bank.  During the Employment Term, Executive shall
   be entitled to participate in such other benefits and perquisites of
   employment generally made available to Bank's executive or key management
   personnel, in accordance with Bank's practices from time to time in
   effect, such as group health, dental, disability and life insurance plans,
   retirement and pension plans, deferred compensation plans, stock purchase
   plans, stock option plans, paid vacations, club memberships, and
   automobile usage, and any other similar plans or arrangements presently or
   hereafter made available by Bank to its executive officers.

             5.   Termination.

                  a.   Death or Disability; Cause; Voluntary Termination. 
   The Employment Term will cease prior to its expiration under paragraph 2: 
   (i) automatically and immediately, upon Executive's death or Disability;
   (ii) upon the effective date of a notice of termination for Cause given by
   Bank to Executive; or (iii) upon the effective date of a notice of
   voluntary termination given by Executive to bank.  If the Employment Term
   ceases for any of these reasons, Executive or Executive's estate, heirs
   and beneficiaries, as applicable, shall be entitled to all compensation
   and other benefits and expense reimbursement to which Executive is
   entitled through the termination date.  In addition, Executive shall be
   entitled to all benefits otherwise payable to Executive relating to
   retirement benefits or any other deferred compensation benefits for
   Executive, if any, according to the terms of such plans.

                  b.   Change in Control; Other.  The Employment Term will
   cease prior to its expiration under paragraph 2:  (i) upon the effective
   date of a notice of termination under subparagraph 5.c.(3) resulting from
   a Change in Control, given by Executive to Bank; or (ii) upon the
   effective date of a notice of termination for any reason other than for
   Cause (and other than confirmation of death or Disability), given by Bank
   to Executive.  In the event of termination under this subparagraph 5.b.,
   compensation shall be paid to Executive as provided in subparagraph 5.d.

                  c.   Definitions.

                       (1)  Disability.  The term "Disability" shall have the
   same definition contained in Executive's disability insurance plan in
   effect as of the date of this Agreement.  In the event there is no such
   disability insurance plan, Disability shall mean Executive's inability, as
   a result of physical or mental incapacity, to substantially perform
   Executive's duties with bank for a period of six (6) consecutive months. 
   Any question as to the existence of Executive's Disability upon which
   Executive and Bank cannot agree shall be determined by a qualified
   independent physician mutually agreeable to Executive and Bank or, if the
   parties are unable to agree upon a physician within 10 days after notice
   from bank or Executive to the other suggesting a physician, by a physician
   designated by the then president of the medical society for the county in
   which Executive maintains his principal residence, upon the request of
   either party.  Costs of any such medical examination shall be paid by
   Bank.

                       (2)  Cause.  Cause shall mean (i) the willful and
   continued failure by Executive to substantially perform Executive's duties
   with Bank (other than a failure resulting from Executive's incapacity due
   to Disability or physical or mental illness) after a written demand for
   substantial performance is delivered to Executive by Bank, which demand
   specifically identifies the manner in which Bank believes that Executive
   has not substantially performed Executive's duties; (ii) any willful act
   of misconduct by Executive which is injurious to bank, monetarily or
   otherwise; (iii) criminal conviction of Executive for any act involving
   dishonesty, breach of trust or a violation of the banking laws of the
   State of Wisconsin or the United States; (iv) criminal conviction of
   Executive for the commission of any felony; or (v) final action by a bank
   regulatory agency prohibiting Executive from participating in the affairs
   of Bank.  For purposes of this definition, no act, or failure to act on
   Executive's part shall be deemed "willful" unless done or admitted to be
   done by Executive not in good faith and without reasonable belief that the
   action or omission was in the best interest of Bank.

                       (3)  Change in Control.  A "Change in Control" of Bank
   shall occur if and when, as a result of one transaction or a series of
   transactions:  (i) any person (other than a member of Executive's
   immediate family) or group of persons (not including a member of
   Executive's immediate family) acting in concert becomes the beneficial
   owner, directly or indirectly, of securities of Bank or Corporation
   representing 25% or more of the combined voting power of the then
   outstanding securities of Bank or Corporation; (ii) Bank or Corporation is
   combined (by merger, share exchange, consolidation, or otherwise) with
   another entity and as a result of such combination less than 75% of the
   outstanding securities of the surviving or resulting corporation are owned
   in the aggregate by the former shareholders of Bank or Corporation; or
   (iii) Bank or Corporation sells, leases, or otherwise transfers all or
   substantially all of the properties or assets of Bank or Corporation not
   in the ordinary course of business to another person or entity. 
   Executive's immediate family is Executive's children and spouse.  These
   "Change in Control" provisions shall apply to successive changes in
   control or an individual transaction basis.

                       Except for terminations under paragraph 5.1., a
   termination by Bank "in contemplation of" a "Change in Control" or a
   termination by Bank (or other surviving entity) during the twelve month
   period after a "Change in Control" shall be deemed to be a Change in
   Control termination pursuant to paragraph 5.b.  A termination by Bank
   other than under paragraph 5.a. during the three month period prior to the
   announcement of a Change in Control and up to the closing of such Change
   in Control shall be deemed to be a termination in contemplation of a
   Change in Control and compensation shall be paid as for a Change in
   Control termination pursuant to paragraph 5.b.

                       Executive may terminate his employment under this
   Agreement by giving at least ninety (90) days prior written notice to Bank
   at any time after the occurrence, subsequent to any "Change in Control" or
   in contemplation of a Change in Control of any of the following events,
   without Executive's express written consent:

                            (A)  Executive is assigned to positions, duties
   or responsibilities that are less significant than his positions, duties
   and responsibilities at the commencement of the Employment Term;

                            (B)  Executive is removed from or Bank fails to
   re-elect Executive to any of his Positions, except (1) in connection with
   termination of Executive's employment for Cause, Disability or Retirement,
   or (2) in connection with any Change in Control of Corporation, the result
   of which Corporation is not the continuing or surviving Corporation,
   provided, however, the successor organization executes an agreement in
   substantially the form of this Agreement and the removal or failure to re-
   elect is limited to Positions with the Corporation;

                            (C)  Executive's base salary is reduced or
   Executive experiences in any year a reduction of the ratio of his bonus
   payments to his base salary which is greater than the average reduction in
   the ratio of bonus payments to base salaries in such year experienced by
   all other executive officers of Bank, or any other failure by Bank to
   comply with paragraph 4;

                            (D)  Executive is transferred to a location not
   within a thirty-five (35) mile radius of Brookfield, Wisconsin; or

                            (E)  Bank fails to obtain an agreement from a
   successor organization as required under subsection (B) above.

                       (4)  Termination Date.  The "Termination Date" is the
   effective date of termination of Executive's employment under this
   Agreement.

                  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 two 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 two 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 two 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
   two years commencing on the termination date, on the same dates as Bank's
   regular payroll payments are made.

                  Executive shall continue to receive for two (2) 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.

                  In addition, Executive shall be entitled to all benefits
   otherwise payable to Executive relating to retirement benefits or any
   other deferred compensation benefits for Executive, if any, according to
   the terms of such plans, computed as though Executive had continued in
   Bank's employ for the then unexpired portion of the Employment Term
   remaining as of the termination date (as though the Employment Term had
   not been terminated under paragraph 5.b.) at Executive's compensation
   level as of 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.

                  Executive's death after a termination under paragraph 5.b.
   shall not affect Bank's payment obligations under this subparagraph.

                  e.   Mitigation.  Notwithstanding anything to the contrary
   in this Agreement, if Executive's employment is terminated for any reason
   other than under paragraph 5.a., and if Executive is under sixty (60)
   years old on the termination date, Executive shall take reasonable steps
   to obtain employment which is substantially similar in job duties to those
   performed by Executive with Bank at this time, and thereby mitigate the
   amount of compensation and benefits due under paragraph 5.d.; provided,
   however, that Executive shall not be required to accept a position other
   than one within a 35 mile radius of Brookfield, Wisconsin.  If Executive
   is sixty (60) years old or older on the termination date or Executive
   determines upon the advice of a qualified independent physician that
   Executive is physically or mentally unable to substantially perform duties
   with another employer comparable to those performed by Executive with
   Bank, Executive shall have no obligation to seek other employment. 
   However, regardless of age or capacity, during any period for which
   Executive is receiving benefits under this Agreement, if Executive becomes
   employed on a full-time basis by another employer, then to the extent
   Executive shall receive compensation, benefits or service credit from such
   other employer, the aggregate amount of all compensation to be paid and
   benefits to be provided under this Agreement shall be correspondingly
   reduced.

                  f.   Prohibited Compensation.  Regardless of any provision
   in this Agreement, Bank is not required to compensate Executive according
   to the terms of this Agreement to the extent such compensation is
   prohibited or limited by applicable federal or state law, including but
   not limited to 12 U.S.C Section  182(k) and 12 C.F.R. Part 359, or by a
   federal or state bank regulatory agency acting under applicable federal or
   state law or regulation, but shall compensate Executive according to the
   terms of this Agreement to the extent compensation is not so prohibited or
   limited.

                  g.   Limitations on Termination Compensation.

                       (1)  In the event that the severance benefits payable
   to Executive under paragraph 5.d., or any other payments or benefits
   received or to be received by Executive from bank (whether payable
   pursuant to the terms of this  Agreement, any other plan, agreement or
   arrangement with Bank or any corporation ("Affiliate") affiliated with
   Bank within the meaning of Section 1504 of the Internal Revenue Code of
   1954, as amended (the "Code"), in the opinion of tax counsel selected by
   Bank and acceptable to Executive, constitute "parachute payments" within
   the meaning of Section 280G(b)(2) of the Code, and the present value of
   such "parachute payments" equals or exceeds three (3) times the average of
   the annual compensation payable to Executive by Bank (or an Affiliate) and
   includable in the Executive's gross income for federal income tax purposes
   for the five (5) calendar years preceding the year in which a change in
   ownership or control of Bank occurred ("Base Amount"), such benefits shall
   be reduced to an amount the present value of which (when combined with the
   present value of any other payments or benefits otherwise received or to
   be received by Executive from Bank (or an Affiliate) that are deemed
   "parachute payments") is equal to 2.99 times the Base Amount,
   notwithstanding any other provision to the contrary in this Agreement. 
   The severance benefits shall not be reduced if (A) Executive shall have
   effectively waived his receipt or enjoyment of any such payment or benefit
   which triggered the applicability of this paragraph g., or (B) in the
   opinion of such tax counsel, the severance benefits (in its full amount or
   as partially reduced, as the case may be) plus all other payments or
   benefits which constitute "parachute payments" within the meaning of
   Section 280G(b)(2) of the Code are reasonable compensation for services
   actually rendered, within the meaning of Section 280G(b)(4) of the Code,
   and such payments are deductible by Bank.  The Base Amount shall include
   every type and form of compensation includable in Executive's gross income
   in respect to his employment by Bank (or an Affiliate), except to the
   extent otherwise provided in regulations promulgated under Section 280G(b)
   of the Code.  For purposes of this paragraph g.(1), a "change in ownership
   or control" shall have the meaning set forth in Section 280G(b) of the
   Code and any regulations promulgated thereunder.  The present value of any
   non-cash benefit or any deferred cash payment shall be determined by
   Bank's independent auditors in accordance with the principles of Sections
   280G(b)(3) and (4) of the Code.

                       (2)  In the event that Section 280G, or any successor
   statute, is repealed, this section g. shall cease to be effective on the
   effective date of such repeal.

             6.   Confidential Information.  Executive acknowledges that
   during the course of Executive's employment, Executive has produced and
   has access to material records, files, documents, data, trade secrets and
   information not generally available to the public ("Confidential
   Information") regarding Bank and its affiliates.  Therefore, during and
   subsequent to Executive's employment by Bank, Executive shall hold in
   confidence and not directly or indirectly disclose or use or copy or make
   lists of any such Confidential Information, except to the extent required
   by any court or administrative agency, other than to an employee of Bank
   or a person to whom disclosure is reasonably necessary or appropriate in
   connection with the performance by Executive of Executive's duties as an
   officer of Bank.  All records, files, documents, and other materials or
   copies of these items, relating to Bank's business and the business of any
   affiliate thereof, which Executive shall prepare, or use or come into
   contact with, shall be and remain the sole property of Bank, and should
   not be removed from Bank's premises without its written consent, and shall
   be promptly returned to Bank upon the termination date.

             7.   Competition.  Subject to Executive's obligations under
   section 5.e., Executive agrees that at any time while Executive is
   employed by Bank pursuant to this Agreement, or during any period after
   termination of Executive's employment under paragraph 5.b., during which
   time Executive is receiving or has received severance pay under this
   Agreement, Executive shall not either directly or indirectly as agent,
   stockholder, employee, officer, director, trustee, partner, proprietor, or
   otherwise (except as the holder of not more than 1% equity in another
   entity) engage in, render advice or assistance to (other than on behalf of
   Bank), or be employed on a compensation basis, without the prior written
   consent of Bank, by any person, firm or entity which competes in Wisconsin
   with the commercial banking, such other entity competes in any banking
   market in Wisconsin where, in the immediately preceding fiscal year, Bank
   derived not less than two percent (2%) of its total consolidated banking
   deposits; in the case of any other business, Executive's principal duties
   with Bank where in the same type of business and such other entity
   competes anywhere in wisconsin with any material segment of said business
   of bank.  For purposes hereof, a segment of business of bank shall be
   deemed "material" where, in the immediately preceding fiscal year, not
   less than two percent (2%) of Bank's consolidated total assets were
   devoted to such business in wisconsin, or not less than two percent (2%)
   of Bank's consolidated gross revenues were derived from such business in
   Wisconsin.  Notwithstanding anything to the contrary in this paragraph,
   Executive may engage in employment which competes with Bank at any time
   during which or for which Executive is no longer receiving severance
   benefits under the terms of this Agreement.

             8.   General Provisions.

                  a.   Successors; Assignment.  Executive's rights and
   obligations under this Agreement shall not be transferable by assignment
   or otherwise.  This Agreement and all rights of Executive hereunder shall
   inure to the benefit of and be enforceable by Executive's personal or
   legal representatives, estate, executors, administrators, heirs, and
   beneficiaries.  Nothing in this Agreement shall prevent the consolidation
   of Bank with, its merger into, or a share exchange with, any other
   corporation, or the sale by Bank of all or substantially all of its
   properties or assets; and this Agreement shall inure to the benefit of, be
   binding upon and be enforceable by, any successor, surviving or resulting
   corporation, or other entity to which such assets are transferred.  This
   Agreement shall not be terminated by the voluntary or involuntary
   dissolution of Bank.  As used herein, the term "Bank" shall, where the
   context requires, mean and include, in addition to Ridgestone Bank, any
   successor of Bank following a "Change in Control" and any successor(s) of
   any such successor.

                  b.   Arbitration.   Any controversy or claim arising out of
   or relating to this Agreement shall be submitted and settled by binding
   arbitration in Brookfield, Wisconsin, or at such other place as the
   parties may agree, under the rules of the American Arbitration
   Association.  Any award, order or judgment pursuant to such arbitration
   shall be deemed final and may be entered and enforced in any state or
   federal court of competent jurisdiction.  Each party agrees to submit to
   the jurisdiction of any such court for purposes of the enforcement of any
   such award, order or judgment.  The arbitrator(s) shall interpret this
   Agreement in accordance with the laws of the State of Wisconsin.  In any
   arbitration proceeding hereunder, the arbitrator(s) are authorized to
   award reasonable attorneys' fees and other arbitration-related costs to
   the prevailing party.

                  c.   Expenses.  If any legal proceeding is necessary to
   enforce or interpret the terms of this Agreement or to recover damage for
   breach of this Agreement, the prevailing party shall be entitled to
   recover from the other party reasonable attorneys' fees and necessary
   costs and disbursements incurred in such legal proceeding, in addition to
   any other relief to which such prevailing party may be entitled.

                  d.   Enforcement/  The provisions of this Agreement shall
   be regarded as divisible and if any provisions or any part of them are
   declared invalid or unenforceable by a court of competent jurisdiction,
   the validity and enforceability of the remainder of the provision or parts
   of the provisions and the applicability of the provisions shall not be
   affected by such declaration.

                  e.   Withholding.  Bank shall be entitled to withhold from
   amounts to be paid to Executive under this Agreement any federal, state or
   local withholding or other taxes or charges which it is from time to time
   required to withhold.  Bank shall be entitled to rely on an opinion of
   legal counsel if any question as to the amount or requirement of any such
   withholding arises.

                  f.   Governing Law.  This Agreement and the rights and
   obligations under this Agreement shall be governed by and construed in
   accordance with the laws of the State of Wisconsin.

                  g.   Notice.  Notices given pursuant to this Agreement
   shall be in writing and shall be deemed given when received if delivered
   by hand, or forty-eight (48) hours after mailing, if properly mailed as
   described below.  Notices by mail shall be mailed by United States
   registered or certified mail, return receipt requested, addressee only,
   postage prepaid, if to Bank to 13925 W. North Avenue, Brookfield,
   Wisconsin, 53005, or if to Executive at the address set forth below
   Executive's signature line on this Agreement, or to such other address as
   the party to be notified shall have given to the other party by proper
   notice.

                  h.   No Waiver.  No waiver by either party at any time of
   any breach by the other party of, or compliance with, any condition or
   provisions of this Agreement to be performed by the other party shall be
   deemed a waiver of similar or dissimilar provisions or conditions at the
   same time or any prior or subsequent time.

                  i.   Headings.  The headings in this Agreement are for
   reference only and shall not affect the meaning or interpretation of any
   provision of this Agreement.

                  j.   Miscellaneous.  This Agreement constitutes the entire
   agreement between the parties pertaining to its subject matter, and
   supersedes all prior and contemporaneous agreements, employment
   agreements, understandings, and discussions, whether oral or written, in
   connection with the subject matter.  This Agreement may be executed in two
   or more counterparts, each of which shall be deemed an original, but all
   of which together shall constitute one and the same instrument.  This
   Agreement may not be amended or modified except by written instrument
   executed by Bank and Executive.

                                      RIDGESTONE BANK                  (SEAL)
                                      By:



                                      /s/  Paul E. Menzel
                                      Title: President



                                      /s/ William R. Hayes      (SEAL)
                                      William R. Hayes

                                      Address: 4601 S. 50th St.
                                               Greenfield, WI 53220