Exhibit 10.4
                                 RIDGESTONE BANK
                    EXECUTIVE INCENTIVE RETIREMENT AGREEMENT

     THIS  AGREEMENT  is made this 20th day of  October,  1998,  by and  between
Ridgestone Bank, a state commercial bank, located in Brookfield,  Wisconsin (the
"Company"), and _______________________ (the "Executive").

                                  INTRODUCTION

     To  encourage  the  Executive  to remain an  employee of the  Company,  the
Company is willing to provide to the Executive a deferred incentive opportunity.
The Company will pay the benefits from its general assets.

                                    AGREEMENT

     The Executive and the Company agree as follows:

                                    Article 1
                                   Definitions

     1.1 Definitions.  Whenever used in this Agreement,  the following words and
phrases shall have the meanings specified:

          1.1.1 "Cause" means (i) the willful and continued failure by Executive
     to substantially  perform Executive's duties with the Company (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 the Company, which demand specifically identifies
     the  manner  in  which  the  Company   believes  that   Executive  has  not
     substantially  performed  Executive's  duties;  (ii)  any  willful  act  of
     misconduct  by Executive  which is injurious to the Company,  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 State; (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
     Ridgestone 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 the Company.

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          1.1.2  "Change  of  Control"  means  the date  that,  as a result of a
     transaction or series of  transactions  (i) any person (other than a member
     of Executive's immediate family) acting in concert,  becomes the beneficial
     owner,  directly or indirectly,  of securities of the Company  representing
     25% or more of the combined voting power of the then outstanding securities
     of the Company;  (ii) the Company 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 the Company; or (iii) the Company sells,  leases, or otherwise transfers
     all or substantially  all of the properties or assets of the Company not in
     the ordinary  course of business to another  person or entity.  Executive's
     immediate family is Executives children and spouse.

          1.1.3 "Code" means the Internal Revenue Code of 1986, as amended.

          1.1.4  "Disability"  means,  if the  Executive is covered by a Company
     sponsored  disability  policy,  total  disability as defined in such policy
     without  regard  to any  waiting  period.  In the  event  there  is no such
     disability policy, Disability shall mean Executive's inability, as a result
     of physical or mental  incapacity,  to  substantially  perform  Executive's
     duties  with the Company for a period of six (6)  consecutive  months.  Any
     question as to the existence of Executive's Disability upon which Executive
     and the company cannot agree shall be determined by a qualified independent
     physician  mutually  agreeable  to  Executive  and the  Company  or, if the
     parties  are unable to agree upon a physician  within 10 days after  notice
     from the Company 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 the Company.

          1.1.5 "Early  Termination"  means the Termination of Employment before
     Normal Retirement Age for reasons other than death, Disability, Termination
     for Cause or following a Change of Control.

          1.1.6 "Early  Termination Date" means the month, day and year in which
     Early Termination occurs.

          1.1.7 "Normal Retirement Age" means the Executive's 65th birthday.

          1.1.8  "Normal   Retirement  Date"  means  the  later  of  the  Normal
     Retirement Age or Termination of Employment.

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          1.1.9 "Plan Year" means a  twelve-month  period  commencing on January
     and ending on December of each year.  The initial Plan Year shall  commence
     on the effective date of this Agreement.

          1.1.10  "Termination of Employment" means that the Executive ceases to
     be employed by the Company for any reason  whatsoever  other than by reason
     of a leave of absence  which is approved by the  Company.  For  purposes of
     this  Agreement,  if there is a dispute over the  employment  status of the
     Executive or the date of the  Executive's  Termination of  Employment,  the
     Company shall have the sole and absolute right to decide the dispute.

          1.1.11  "Unforeseeable  Financial  Emergency" means a severe financial
     hardship  to the  Executive  resulting  from  (i) a sudden  and  unexpected
     illness or accident of the  Executive or a dependent (as defined in section
     152 of the Code) of the Executive;  (ii) loss of the  Executive's  property
     due to casualty;  or (iii) other similar  extraordinary  and  unforeseeable
     circumstances  arising  as a result of events  beyond  the  control  of the
     Executive.

                                    Article 2
                                    Incentive

     2.1 Incentive  Award.  On December 31 of each Plan Year,  the Company shall
credit to the Deferral  Account the  Executive's  Incentive Award for such year.
The Incentive  Award shall be an amount equal to ____ percent of the Executive's
beginning annual base salary,  which shall be $_________ for the first Plan Year
and shall  increase each Plan Year  thereafter by four percent.  Notwithstanding
the foregoing,  the Incentive  Award is subject to change at the sole discretion
of the Board.

                                    Article 3
                                Deferral Account

     3.1  Establishing  and  Crediting.  The Company shall  establish a Deferral
Account on its books for the Executive, and shall credit to the Deferral Account
the following amounts:

          3.1.1 Deferrals. The Incentive Deferral as determined under Article 2.

          3.1.2 Interest. The Interest as set forth in Schedule A.

     3.2 Statement of Accounts.  The Company shall provide to the Executive,  by
April 1 of each plan year this Agreement is in effect, a statement setting forth
the Deferral Account balance.

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     3.3  Accounting  Device Only.  The Deferral  Account is solely a device for
measuring amounts to be paid under this Agreement. The Deferral Account is not a
trust fund of any kind.  The  Executive is a general  unsecured  creditor of the
Company for the payment of  benefits.  The benefits  represent  the mere Company
promise to pay such  benefits.  The  Executive's  rights are not  subject in any
manner  to  anticipation,   alienation,  sale,  transfer,   assignment,  pledge,
encumbrance, attachment, or garnishment by the Executive's creditors.

                                    Article 4
                              Termination Benefits

     4.1 Normal Retirement Benefit. If the Executive terminates employment on or
after the Normal  Retirement Age for reasons other than death, the Company shall
pay to the  Executive  the benefit  described in this Section 4.1 in lieu of any
other benefit under this Agreement.

          4.1.1  Amount of Benefit.  The benefit  under this  Section 4.1 is the
     Deferral Account balance at the Executive's Normal Retirement Date.

          4.1.2  Payment of Benefit.  The  Company  shall pay the benefit to the
     Executive in 12 equal monthly  installments  commencing on the first day of
     the month following the Executive's  Normal  Retirement Date and continuing
     for the  life of the  Executive,  but in any  event,  until a total  of 179
     additional  monthly  payments  have  been made to the  Executive  or to the
     Executive's  beneficiary.  The Company shall credit  interest at the annual
     rate of 8.5%,  compounded  monthly, on the remaining account balance during
     any applicable installment period.

     4.2 Early  Termination  Benefit.  If the  Executive  terminates  employment
before  the  Normal  Retirement  Age,  and  for  reasons  other  than  death  or
Disability, the Company shall pay to the Executive the benefit described in this
Section 4.2 in lieu of any other benefit under this Agreement .

          4.2.1  Amount of Benefit.  The benefit  under this  Section 4.2 is the
     Deferral Account balance at the Executive's Termination of Employment.

          4.2.2  Payment of Benefit.  The  Company  shall pay the benefit to the
     Executive in 180 equal monthly installments  commencing on the first day of
     the month following the Executive's Termination of Employment.  The Company
     shall credit interest at the annual rate of 8.5%,  compounded  monthly,  on
     the remaining account balance during any applicable installment period.

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     4.3  Disability  Benefit.  If  the  Executive  terminates   employment  for
Disability  prior to the Normal  Retirement  Age,  the Company  shall pay to the
Executive the benefit described in this Section 4.3 in lieu of any other benefit
under this Agreement.

          4.3.1  Amount of Benefit.  The benefit  under this  Section 4.3 is the
     Deferral Account balance at Termination of Employment.

          4.3.2  Payment of Benefit.  The  Company  shall pay the benefit to the
     Executive in 180 equal monthly installments  commencing on the first day of
     the month following the Termination of Employment. The Company shall credit
     interest at the annual rate of 8.5%,  compounded  monthly, on the remaining
     account balance during any applicable installment period.

     4.4 Change of Control  Benefit.  In the event  that the  Company  terminate
Executive's  employment  (other than for Cause) within twelve months following a
Change of Control,  the Company shall pay to the Executive the benefit described
in this Section 4.4 in lieu of any other benefit under this Agreement.

          4.4.1  Amount of Benefit.  The benefit  under this  Section 4.4 is the
     Deferral Account balance at Termination of Employment.

          4.4.2  Payment of Benefit.  The  Company  shall pay the benefit to the
     Executive in a lump sum within 60 days after Termination of Employment.

     4.5 Hardship  Distribution.  Upon the  Company's  determination  (following
petition by the  Executive)  that the  Executive  has suffered an  Unforeseeable
Financial  Emergency,  the Company  shall  distribute  to the Executive all or a
portion of the Deferral Account balance as determined by the Company,  but in no
event  shall the  distribution  be greater  than is  necessary  to  relieve  the
financial hardship,  and shall not be paid to the extent such hardship is or may
be relieved (i) through reimbursement or compensation by insurance or otherwise,
or (ii) by liquidation of the Executive's  assets, to the extent the liquidation
of such assets would itself not cause severe financial hardship.

                                    Article 5
                                 Death Benefits

     5.1 Death During Active Service.  If the Executive dies while in the active
service of the Company, the Company shall pay to the Executive's beneficiary the
benefit  described in the Split Dollar  Agreement of even date herewith  between
the Company and the Executive;  provided, however, the Company shall not pay any
benefit  under  this  Section  5.1  if the  Executive  has  received  any of the
Retirement Benefits under Article 4.

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     5.2 Death  During  Benefit  Period.  If the  Executive  dies after  benefit
payments  have  commenced  under this  Agreement  but before  receiving all such
payments,  the  Company  shall pay the  remaining  benefits  to the  Executive's
beneficiary  at the same time and in the same  amounts that would have been paid
to the Executive had the Executive survived.

     5.3 Death After  Termination  of  Employment  But Before  Benefit  Payments
Commence. If the Executive is entitled to benefit payments under this Agreement,
but dies prior to the commencement of said benefit  payments,  the Company shall
pay the benefit  payments to the Executive's  beneficiary that the Executive was
entitled to prior to death except that the benefit  payments  shall  commence on
the first day of the month following the date of the Executive's death.

     5.4 Death of  Beneficiary.  In the  event of the  death of the  beneficiary
prior to receipt of all amounts due under the terms of Section 5.1, 5.2 and 5.3,
the remaining balance of the Deferral Account shall be paid as a lump sum to the
beneficiary's  estate  as  soon  as  practicable  following  the  death  of  the
beneficiary.


                                    Article 6
                                  Beneficiaries

     6.1 Beneficiary  Designations.  The Executive shall designate a beneficiary
by filing a written  designation  with the Company.  The Executive may revoke or
modify  the  designation  at any  time by  filing  a new  designation.  However,
designations  will only be effective if signed by the  Executive and accepted by
the  Company  during  the  Executive's  lifetime.  The  Executive's  beneficiary
designation shall be deemed automatically revoked if the beneficiary predeceases
the  Executive,  or if the  Executive  names a  spouse  as  beneficiary  and the
marriage  is  subsequently  dissolved.  If the  Executive  dies  without a valid
beneficiary designation, all payments shall be made to the Executive's estate.

     6.1  Facility of Payment.  If a benefit is payable to a minor,  to a person
declared  incompetent,  or to a person  incapable of handling the disposition of
his or her  property,  the Company may pay such benefit to the  guardian,  legal
representative  or person having the care or custody of such minor,  incompetent
person or  incapable  person.  The Company may  require  proof of  incompetence,
minority or guardianship as it may deem appropriate prior to distribution of the
benefit.  Such  distribution  shall  completely  discharge  the Company from all
liability with respect to such benefit.

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                                    Article 7
                               General Limitations

     Notwithstanding  any  provision  of this  Agreement  to the  contrary,  the
Company shall not pay any benefit under this Agreement:

     7.1 Excess  Parachute  Payment.  To the extent the benefit  would create an
excise tax under the excess parachute rules of Section 280G of the Code.

     7.2  Termination  for Cause.  If the  Company  terminates  the  Executive's
employment for Cause.

     7.3 Suicide.  If the Executive  commits  suicide within two years after the
date of this Agreement,  or if the Executive has made any material  misstatement
of fact on any application for life insurance purchased by the Company.

                                    Article 8
                          Claims and Review Procedures

     8.1 Claims  Procedure.  The Company  shall notify any person or entity that
makes a claim against the Agreement (the  "Claimant") in writing,  within ninety
(90)  days  of  Claimant's  written  application  for  benefits,  of  his or her
eligibility or noneligibility  for benefits under the Agreement.  If the Company
determines that the Claimant is not eligible for benefits or full benefits,  the
notice shall set forth (1) the specific reasons for such denial,  (2) a specific
reference to the provisions of the Agreement on which the denial is based, (3) a
description of any additional information or material necessary for the Claimant
to perfect his or her claim,  and a description of why it is needed,  and (4) an
explanation of the  Agreement's  claims review  procedure and other  appropriate
information as to the steps to be taken if the Claimant wishes to have the claim
reviewed.  If the  Company  determines  that  there  are  special  circumstances
requiring  additional  time to make a  decision,  the Company  shall  notify the
Claimant  of the  special  circumstances  and the  date by which a  decision  is
expected to be made, and may extend the time for up to an additional  ninety-day
period.

     8.2 Review  Procedure.  If the Claimant is determined by the Company not to
be eligible for benefits, or if the Claimant believes that he or she is entitled
to greater or different  benefits,  the Claimant  shall have the  opportunity to
have such claim reviewed by the Company by filing a petition for review with the
Company  within  sixty  (60) days  after  receipt  of the  notice  issued by the
Company.  Said  petition  shall state the  specific  reasons  which the Claimant
believes  entitle him or her to benefits  or to greater or  different  benefits.
Within sixty (60) days after receipt by the Company of the petition, the Company
shall afford the Claimant (and counsel, if any) an opportunity to present his or
her position to the Company orally or in writing,  and the Claimant (or counsel)
shall have the right to review the pertinent documents.


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The Company  shall  notify the  Claimant of its  decision in writing  within the
sixty-day period,  stating specifically the basis of its decision,  written in a
manner  calculated to be understood by the Claimant and the specific  provisions
of the Agreement on which the decision is based.  If,  because of the need for a
hearing,  the sixty-day  period is not sufficient,  the decision may be deferred
for up to another sixty-day period at the election of the Company, but notice of
this deferral shall be given to the Claimant.

                                    Article 9
                           Amendments and Termination

     This  Agreement  may be amended or terminated  only by a written  agreement
signed by the Company and the Executive (or the  Executive's  beneficiary  after
the Executive's death).

                                   Article 10
                                  Miscellaneous

     10.1  Binding  Effect.  This  Agreement  shall bind the  Executive  and the
Company, and their beneficiaries,  survivors,  executors, successors or assigns,
administrators and transferees.

     10.2 No Guarantee of Employment. This Agreement is not an employment policy
or contract.  It does not give the  Executive the right to remain an employee of
the Company,  nor does it interfere  with the  Company's  right to discharge the
Executive.  It also does not require  the  Executive  to remain an employee  nor
interfere with the Executive's right to terminate employment at any time.

     10.3  Non-Transferability.  Benefits under this  Agreement  cannot be sold,
transferred, assigned, pledged, attached or encumbered in any manner.

     10.4  Reorganization.  The Company shall not merge or  consolidate  into or
with another company, or reorganize,  or sell substantially all of its assets to
another company,  firm, or person unless such succeeding or continuing  company,
firm, or person agrees to assume and  discharge the  obligations  of the Company
under this Agreement.  Upon the occurrence of such event,  the term "Company" as
used in this  Agreement  shall be deemed to refer to the  successor  or survivor
company.

     10.5 Tax  Withholding.  The  Company  shall  withhold  any  taxes  that are
required to be withheld from the benefits provided under this Agreement.

     10.6  Applicable  Law.  The  Agreement  and all rights  hereunder  shall be
governed by the laws of the State of Wisconsin,  except to the extent  preempted
by the laws of the United States of America.

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     10.7  Unfunded  Arrangement.  The  Executive  and  beneficiary  are general
unsecured  creditors  of the  Company  for the  payment of  benefits  under this
Agreement.  The benefits  represent  the mere promise by the Company to pay such
benefits.  The rights to benefits are not subject in any manner to anticipation,
alienation,  sale, transfer,  assignment,  pledge,  encumbrance,  attachment, or
garnishment  by creditors.  Any insurance on the  Executive's  life is a general
asset of the Company to which the Executive and beneficiary have no preferred or
secured claim.

     10.8 Recovery of Estate Taxes. If the Executive's  gross estate for federal
estate tax  purposes  includes  any amount  determined  by  reference  to and on
account of this Agreement,  and if the beneficiary is other than the Executive's
estate,  then the  Executive's  estate  shall be  entitled  to recover  from the
beneficiary  receiving such benefit under the terms of the Agreement,  an amount
by which the total estate tax due by the Executive's  estate,  exceeds the total
estate tax which  would have been  payable if the value of such  benefit had not
been included in the Executive's  gross estate. If there is more than one person
receiving such benefit, the right of recovery shall be against each such person.
In the event the  beneficiary  has a liability  hereunder,  the  beneficiary may
petition  the  Company  for a lump sum  payment  in an amount  not to exceed the
beneficiary's liability hereunder.

     10.9 Entire  Agreement.  This Agreement  constitutes  the entire  agreement
between the Company and the Executive as to the subject matter hereof. No rights
are  granted  to the  Executive  by virtue of this  Agreement  other  than those
specifically set forth herein.

     10.10 Administration.  The Company shall have powers which are necessary to
administer this Agreement, including but not limited to:

          10.10.1 Interpreting the provisions of the Agreement;

          10.10.2  Establishing  and revising the method of  accounting  for the
     Agreement;

          10.10.3 Maintaining a record of benefit payments; and

          10.10.4  Establishing  rules and  prescribing  any forms  necessary or
     desirable to administer the Agreement.

     10.11 Designated Fiduciary.  For purposes of the Employee Retirement Income
Security Act of 1974, if  applicable,  the Company shall be the named  fiduciary
and plan administrator under the Agreement.  The named fiduciary may delegate to
others certain aspects of the management and operation  responsibilities  of the
plan  including  the  employment of advisors and the  delegation of  ministerial
duties to qualified individuals.

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     IN WITNESS  WHEREOF,  the Executive and a duly  authorized  Company officer
have signed this Agreement.

EXECUTIVE:                               COMPANY:
                                         RIDGESTONE BANK

_______________________________          By  ___________________________________
                                         Title  ________________________________