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Exhibit 10(n)

             TCF FINANCIAL SENIOR OFFICER DEFERRED COMPENSATION PLAN
             (Amended and Restated effective as of January 1, 2000)

         1. DEFERRAL OF INCENTIVE COMPENSATION, SALARIES AND STOCK AWARDS.

            a. From time to time eligible employees ("Employees") of TCF
Financial Corporation ("TCF Financial") or any of its direct or indirect
subsidiaries (each such corporation being referred to hereinafter as the
"Company") may, by written notice, elect to have payment of a portion of their
salary for the next succeeding calendar year, all or a portion of their
incentive compensation payable for the next succeeding calendar year, and/or all
or a portion of a stock award of TCF Financial Common Stock ("TCF Stock")
deferred as hereinafter provided. Each such deferral of compensation or a TCF
Stock award shall be (and is hereinafter referred to as) a "Deferred Amount."
Notwithstanding the foregoing, however, an Employee may not elect to defer any
portion of salary or incentive compensation with respect to any calendar year,
unless such Employee's deferrals with respect to such year are at least $1,000
in the aggregate, and no deferral may be made of any salary or incentive
compensation payable within 12 months after such Employee has received a
distribution of pre-tax contributions from the TCF Employees Stock Ownership
Plan - 401(k) pursuant to the financial hardship withdrawal provisions of such
plan.

            b. Any elections with respect to Deferred Amounts of salary shall be
exercised in writing by the Employee prior to the latest to occur of the
following: (i) the beginning of the calendar year for which the salary is to be
earned; (ii) such Employee's first day of employment service in that year; or
(iii) the first day of the calendar month next following the date the Employee
first becomes eligible to participate in the Plan. Any election with respect to
Deferred Amounts of incentive compensation shall be made no later than December
31 of the calendar year preceding the calendar year in which the periods of
service are rendered for which the incentive compensation is to be paid. Any
election with respect to Deferred Amounts of TCF Stock awards shall be exercised
in writing by the Employee on or before the effective date of the award, and may
be exercised separately with respect to the shares of the stock award and any
cash or stock dividends (other than stock dividends in the nature of stock
splits) declared and paid with respect to such shares. An election of Deferred
Amounts, once made, is irrevocable, except as provided in paragraph 6 hereof.

            c.Deferred Amounts shall be subject to the rules set forth in this
document, and each Employee shall have the right to receive cash payments on
account of previously Deferred Amounts only in the amounts and under the
circumstances hereinafter set forth. Effective for compensation earned on or
after January 1, 2000, and for awards of TCF Stock made on or after that date,
an Employee's election of Deferred Amounts for a calendar year shall also
include an election of the timing and


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form of distribution of the Deferred Amounts elected for that year, from among
the alternatives set forth in section 5.a.of this Plan.

            d. Employees eligible to participate in this Plan are Employees of a
Company who hold the office of Senior Vice President of TCF Financial
Corporation or TCF National Bank Minnesota or President or Executive Vice
President of an insured institution subsidiary of TCF Financial or President of
a direct or indirect subsidiary of TCF Financial. Effective on and after
February 9, 1995, employees of Great Lakes National Bank Michigan ("Great
Lakes") are eligible for this plan if they hold the officer position of Senior
Vice President or above and are selected for eligibility in the plan by the
Chairman and President of Great Lakes. Effective upon the merger of bank
charters in the year 2000, any Senior Vice President of TCF National Bank is an
eligible employee. Effective on and after November 1, 1998, Employees of a
Company who hold the office of General Counsel of an insured institution
subsidiary of TCF Financial or of a finance company subsidiary, direct or
indirect, of TCF Financial are also eligible to participate in this Plan.
Notwithstanding the foregoing, an employee who is eligible to participate in the
TCF Financial Executive Deferred Compensation Plan or the Winthrop Resources
Corporation Deferred Compensation Plan shall not be eligible to participate in
this Plan. Eligibility shall be determined annually as of the latest practicable
date prior to the commencement of each new calendar year. In the event an
Employee ceases to be eligible for this Plan during the course of a calendar
year, the Employee's eligibility shall nevertheless continue through the end of
that calendar year. Notwithstanding the foregoing, individuals who become
employees of a Company as a result of a merger or acquisition shall not be
eligible Employees under this Plan unless and until TCF Financial has adopted a
resolution identifying them as eligible Employees.

         2. PERSONNEL COMMITTEE. The Committee (the "Committee") shall consist
of such members of the Personnel Committee of the Board of Directors of TCF
Financial Corporation who qualify as non-employee directors from time to time
under Rule 16b-3 of the Securities and Exchange Commission. Full power and
authority to construe, interpret, and administer this Plan document shall be
vested in the Committee. The Committee shall have full power and authority to
make each determination provided for in this Plan document, and in this
connection, to promulgate such rules and regulations as the Committee considers
necessary or appropriate for the implementation and management of this Plan. The
Committee shall have sole and absolute discretion in the performance of its
powers and duties under this Plan. All determinations made by the Committee
shall be final, conclusive and binding upon the Companies, each Employee and
former Employee and their designees, unless found by a court of competent
jurisdiction to have been arbitrary and capricious. The Committee shall have
authority to designate officers of TCF Financial and to delegate authority to
such officers to receive documents which are required to be filed with the
Committee, to execute and provide directions to the Trustee and other
administrators, and to do such other actions as the Committee may specify on its
behalf, and any such actions undertaken by such


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officers shall be deemed to have the same authority and effect as if done by the
Committee itself.

         3. DEFERRED COMPENSATION ACCOUNTS. Each Company shall establish on its
books a separate account ("Account"), including sub-accounts pursuant to Exhibit
A hereto and Section 10 hereof, for each of its Employees who becomes a
participant in this Plan, and each such Account shall be maintained as follows:

            a. Each Account shall be credited with the Deferred Amounts elected
by the Employee for whom such Account is established as of the date on which
such Deferred Amount would otherwise have been paid to the Employee. Separate
Accounts will be maintained for any Deferred Amounts that are payable at
different times or in different forms than other Deferred Amounts.

            b. To the extent that a Company has made contributions to the Trust
described in paragraph 4 with respect to an Employee's Deferred Amounts, the
Employee's Account shall thereafter be adjusted as described in paragraph 4. To
the extent such contributions have not been made with respect to an Employee's
Deferred Amounts, and within 30 days after the date on which such Deferred
Amounts are credited to an Employee's Account, they shall have been deemed to
have been invested in such investments as shall be permitted by the Committee
and as the Employee shall direct, except that Deferred Amounts pertaining to TCF
Stock awards shall always be deemed to be invested in TCF Stock unless they are
sold pursuant to a Change in Control Diversification Election. Any investment
direction by an Employee shall be consistent with Section 10 and Exhibit A and
shall be irrevocable with respect to the calendar year to which it applies,
unless the Committee allows additional elections. While an Employee's Account is
deemed to be so invested, it shall be credited with all interest, dividends
(whether in stock, cash, or other property), stock splits, or other property
that would have been received if the Deferred Amounts had actually been so
invested, except if an Employee has elected not to defer dividends. All cash
deemed to have been received with respect to investments deemed to have been
made for an Employee's Account shall be deemed to be reinvested in such
investments as the Employee shall direct as of a date selected by the Committee,
which date shall be not less than 30 days after receipt of such direction, and
the balance credited to an Employee's Account as of any date shall be equal to
the fair market value of the investments deemed to have been made for such
Account as of such date. Starting with Deferred Amounts elected for the year
2000 and after Accounts for each Employee shall be separately maintained on a
calendar year basis, with each year's account (the "Class Year Account")
reflecting only the Deferred Amounts of compensation earned in that year and the
investments in which the Deferred Amounts are deemed to be invested. All
Deferred Amounts elected before the year 2000, including deferrals of TCF Stock
awards made before that date, and the investments in which they are deemed to be
invested from time to time, shall be aggregated and maintained as a "Pre-2000
Account".


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            c. Although the value of an Employee's Account is to be measured by
the value of and income from certain investments, the value of and income from
such investments are merely a measuring device to determine the payments to be
made to each Employee hereunder. Each Employee, and each other recipient of an
Employee's Deferred Amounts pursuant to paragraph 7, shall be and remain an
unsecured general creditor of the Company by which he is employed with respect
to any payments due and owing to such Employee hereunder. If a Company should
from time to time, in its discretion, actually purchase the investments deemed
to have been made for an Employee's Account, either directly or through the
trust described in paragraph 4, such investments shall be solely for the
Company's or such trust's own account, and the Employees shall have no right,
title or interest therein.

            d. Sub-accounts shall be maintained as provided in Exhibit A hereto
and in Section 10 hereof.

            e. Notwithstanding the provisions of Exhibit A and Section 10, in
the event of a Change in Control in which TCF Stock is exchanged for shares of a
successor company, or for cash, securities or other property, such that TCF
Stock is no longer outstanding, each Employee may make a one-time
diversification election prior to the closing of the Change in Control to sell
the assets in the Employee's TCF Stock Account in an orderly liquidation after
the closing and to reinvest the assets in such investments as the Employee shall
elect. Any assets thus acquired for the Employee's Account other than securities
of a successor company shall be credited to the Employee's Diversified Account.
If the Employee does not make such a diversification election, the shares of TCF
Stock allocated to the Employee's account upon the closing shall be exchanged
for the same consideration in the Change in Control as shares of TCF Stock
generally receive in the Change in Control. Any portion of such consideration
consisting of securities of a successor company will be allocated to the TCF
Stock Account and thereafter will be subject to the same sale restrictions as
applied to TCF Stock prior to the Change in Control. Any portion of such
consideration consisting of assets other than securities of a successor company
will be allocated to the Employee's Diversified Account.

         4. TRUST. TCF Financial may establish a trust (of the type commonly
known as a "rabbi trust") to aid in the accumulation of assets for payment of
Deferred Amounts. In the event that such a Trust is established, the amounts
credited to the Employee's Accounts shall be adjusted as follows:

            a. Each Company may, in its discretion, contribute to the trust an
amount equal to the balance credited to the Account of each Employee employed by
such Company on the date of such contribution. Thereafter, each Company may, in
its discretion, contribute to the trust an amount equal to the Deferred Amounts
of the Employees employed by such Company within five business days after the
Deferred Amount is earned by the Employee or, in the case of Deferred Amounts of
TCF Stock awards, the Company may contribute the deferred shares of TCF Stock
within five days


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after the award is made. The assets of the trust shall be invested in such
investments as may be permitted by the Committee and directed by an Employee for
his own Account. Any investment direction of an Employee shall be made
consistent with Section 10 and shall be irrevocable with respect to the calendar
year to which it applies, unless the Committee allows additional elections.
Insofar as the trustee of the Trust ("Trustee") has acquired an investment for
an Employee's Account pursuant to such directions, the Employee shall have the
right to determine confidentially whether such investment will be tendered in a
tender or exchange offer, and to direct the Trustee accordingly. The terms of
the trust shall be consistent with the terms of this Plan. The Trustee shall be
a corporate trustee independent of the Company or, if individual(s), shall not
include at any time any person who is or has been eligible for participation in
this Plan. Nothing herein shall be construed as requiring the Company to make
any contributions to the trust. To the extent such contributions are actually
made, the trust assets shall remain subject to the claims of the Company's
general creditors in the event of its insolvency.

            b. Unless separate accounts are maintained by another record-keeper,
the trust shall provide for separate accounts in the name of each Employee who
has elected a Deferred Amount and for each Class Year Account and Pre-2000
Account. Except as provided in paragraph 4.d., from and after the date as of
which such accounts are established, the balances in the Accounts established
for Employees pursuant to this Plan shall be equal to the balances credited to
such separate accounts. Starting with Deferred Amounts elected for the year 2000
and after Accounts for each Employee shall be separately maintained on a
calendar year basis, with each year's account (the "Class Year Account")
reflecting only the Deferred Amounts of compensation earned in that year and the
investments in which the Deferred Amounts are deemed to be invested. All
Deferred Amounts elected before the year 2000, including deferrals of TCF Stock
awards made before that date, and the investments in which they are deemed to be
invested from time to time, shall be aggregated and maintained as a "Pre-2000
Account". Each of the foregoing types of Accounts shall be adjusted as follows:

              (i) Contributions (if any) made by the Companies to the trust on
         behalf of such Employee for such Account, and all dividends or other
         distributions made with respect to property allocated to such separate
         Account (except for dividends on TCF Stock awards which the Employee
         elected not to defer), shall be credited to such separate Account and
         invested as the Employee shall direct.

              (ii) Each Employee's separate Account shall be increased by the
         amount of any increase in the fair market value, as determined by the
         Trustee, of any assets allocated to such separate Account, and shall be
         decreased by any decrease in the fair market value of such assets, as
         determined by the Trustee.

              (iii) Each Employee's separate Account shall be reduced by any
         distributions made to the Employee from the trust which are chargeable
         to such separate Account.


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            c. An Employee's right to direct the investment of the Employee's
separate account shall continue during any period of distribution subsequent to
the Employee's termination of employment in the same manner as if the Employee
had continued as an active Employee, although the Committee may, in its
discretion, add additional registered mutual funds or collective or common
trustee funds which are available only for the accounts of terminated Employees
if the Committee deems such funds to be particularly appropriate or suitable for
such Accounts.

            d. The adjustments described in this paragraph 4 shall only be made
to an Employee's Account to the extent that a Company has made contributions to
the trust pursuant to this paragraph 4. If for any reason such contributions
have not been made then, and only to that extent, the Employee's Account shall
be adjusted as provided in paragraph 3.b.

            e. Sub-Accounts shall be maintained as provided in Exhibit A hereto
and in Section 10 hereof.

            f. Notwithstanding the provisions of Exhibit A and Section 10, in
the event of a Change in Control in which TCF Stock is exchanged for shares of a
successor company, or for cash, securities or other property, such that TCF
Stock is no longer outstanding, each Employee may make a one-time
diversification election prior to the closing of the Change in Control to sell
the assets in the Employee's TCF Stock Account in an orderly liquidation after
the closing and to reinvest the assets in such investments as the Employee shall
elect. Any assets thus acquired for the Employee's Account other than securities
of a successor company shall be credited to the Employee's Diversified Account.
If the Employee does not make such a diversification election, the shares of TCF
Stock allocated to the Employee's account upon the closing shall be exchanged
for the same consideration in the Change in Control as shares of TCF Stock
generally receive in the Change in Control. Any portion of such consideration
consisting of securities of a successor company will be allocated to the TCF
Stock Account and thereafter will be subject to the same sale restrictions as
applied to TCF Stock prior to the Change in Control. Any portion of such
consideration consisting of assets other than securities of a successor company
will be allocated to the Employee's Diversified Account.

         5. PAYMENT OF DEFERRED AMOUNTS.

     a. DEFERRALS ON OR AFTER JANUARY 1, 2000 ("CLASS YEAR ACCOUNTS"). For
Deferred Amounts of compensation earned on or after January 1, 2000 and of TCF
Stock awards made on or after that date, at the same time as the Employee elects
the Deferred Amounts for a calendar year, or for a TCF Stock Award, the Employee
shall also elect the timing and form of distribution of such Deferred Amounts
for that year, or for the TCF Stock award, from among the following options:


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              (I) UPON A DATE CERTAIN. As to Deferred Amounts other than TCF
         Stock awards, the Employee may designate the distribution to be
         either a lump sum or annual installments (but no fewer than two and
         no more than 15) to be paid or to commence on a date in a year
         designated by the Employee ("Date Certain") either before or after
         employment termination but in no event sooner than two calendar
         years after the calendar year when the Deferred Amount was earned,
         subject to the Personnel Committee's designation of a uniform month
         and day for each year. For all Deferred Amounts, the Employee may
         designate the distribution to be either a lump sum or annual
         installments (but no fewer than two and no more than 15) to be paid
         on or to commence on such Date Certain. Any distribution in annual
         installments shall commence 30 days after the Date Certain with
         succeeding installments paid thereafter on the date designated by
         the Committee in each subsequent year. Each installment shall
         consist of the balance of the Employee's account at the end of the
         previous calendar year, multiplied by a fraction, the numerator of
         which is 1 and the denominator of which is the number of
         installments remaining to be paid. Distributions from the TCF Stock
         account shall be made in whole shares of TCF Stock (disregarding any
         shares in suspense or unvested as of the end of the calendar year).
         Distributions from the Diversified Account shall be made in cash.
         Distributions shall be made first from any available cash in the
         Employee's Account and, to the extent such cash is not sufficient to
         cover the distribution, pro rata from the TCF Stock Account and the
         Diversified Account (by liquidating pro rata portions of each
         investment in the Diversified Account).

              (II) UPON DISABILITY. The Employee may designate an alternative
         distribution in the event of Disability, as defined in this Plan, in
         the form of either a lump sum or annual installments (but no fewer
         than two and no more than 15) to be paid or to commence 30 days
         after such Disability occurs. The determination of payments and
         installments, including the distribution of only whole shares of TCF
         Stock from the TCF Stock account, shall be the same as under the
         preceding paragraph (I).

              (III) UPON OTHER TERMINATION OF EMPLOYMENT, INCLUDING
         RETIREMENT AND DEATH. The Employee may designate an alternative
         distribution in the event of a termination of employment, including
         retirement, in the form of either a lump sum or annual installments
         (but no fewer than two and no more than 15) to be paid or to
         commence 30 days after such termination of employment occurs. The
         determination of payments and installments, including the
         distribution of only whole shares of TCF Stock from the TCF Stock
         account, shall be the same as under the preceding paragraph (I).

              (IV) UPON A CHANGE IN CONTROL. The Employee may designate an
         alternative distribution in the event of a Change in Control (as
         defined in section 5.j.) in the form of either a lump sum or annual
         installments (but no fewer than two and no more than 15) to be paid
         or, in the case of annual installments, to

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         commence 30 days after the one year anniversary of the closing of
         such Change in Control. The determination of payments and
         installments, including the distribution of only whole shares of TCF
         Stock from the TCF Stock account, shall be the same as under the
         preceding paragraph (I).

            b. PRE-2000 ACCOUNT. Not later than 30 days after an Employee's
"Distribution Event" (as defined herein), the Trustee shall commence
distribution of the amounts credited to such Employee's Pre-2000 Account.
Notwithstanding the foregoing sentence, if an Employee's distribution requires
Committee action then the commencement of distributions shall occur not later
than 30 days after such Committee action or, if later, after the Employee's
Distribution Event. Provided, that the Committee shall take any action required
of it no later than its next regularly scheduled meeting after the Employee's
Distribution Event. An Employee's "Distribution Event" is the first to occur of
the following: (i) termination of employment; (ii) disability or (iii) the date
one year after a "Change in Control: (as defined herein). Commencing within such
30 day period, the balance credited to the Employee's Account shall be paid as
follows.

            15-YEAR PAYMENT SCHEDULE SUBJECT TO ACCELERATION BY COMMITTEE. For
distributions not subject to paragraph 5.c., d., or k., payment of the
Employee's Pre-2000 Account shall be in fifteen annual installments unless the
Committee approves a different schedule or the Employee's account is subject to
the last paragraph of this section 5.b. The Committee may determine on a case by
case basis to approve a different payment schedule for an Employee after taking
into account whether the Employee has executed or will execute a non-competition
agreement in form and scope reasonably acceptable to the Committee. The
Committee may also consider such other factors as the Committee considers
appropriate in each case. Any alternative payment schedule the Committee
approves under this paragraph 5.b. may be in the form of installments over such
period as the Committee selects, in the form of a lump sum, or any combination
of installments and lump sum payments. For distributions from the Accounts of
Employees who did not consent to the terms of this paragraph 5.b., the balance
in the Account shall be paid as provided at the end of this section.

              (I) The first payment under paragraph 5.b. shall be paid on a date
         the Committee selects which is no later than 30 days after the
         Committee's direction as to the form and timing of distributions is
         made or, if later, 30 days after the Employee's Distribution Event. If
         no date is selected, the first payment shall be on the date that is the
         later of 30 days after the Committee's action or 30 days after the
         Employee's Distribution Event. Succeeding installments (if any) shall
         be paid on January 31 of each calendar year following the calendar year
         in which the first payment was made.

              (II) Each payment shall be made in cash or in kind as the
         Committee, in its discretion, shall determine except that all assets of
         an Employee's Account invested in TCF Stock shall be distributed in the
         form of TCF Stock. If the Committee


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         makes no instruction, any assets of the Employee's Account invested in
         assets other than TCF Stock shall be distributed in the form of cash.
         Annual installments are intended to be substantially equal in value. To
         that end, each annual distribution shall be determined as follows. The
         amount credited to Employee's Account, as reported on the latest
         available account statement, shall be multiplied by a fraction, the
         numerator of which is one and the denominator of which is the number if
         installments remaining to be paid, including the current installment.
         The value of any portion of the account distributed in cash shall be
         equal to the cash received upon its liquidation by the Trustee,
         provided that such liquidation occurs on the latest practicable date
         prior to the distribution date.

              (III) Notwithstanding the foregoing subparagraph (I), an Employee
         who has terminated employment and commenced receiving payments may
         elect each year to have the payment otherwise due on January 31 of the
         next succeeding year paid as monthly installments instead, with each
         payment made on the last day of each month. Any such election shall be
         made in writing and delivered to the Committee on or before December 1
         prior to any year for which it is to be effective. Such election may
         also indicate the assets to be liquidated in connection with each
         monthly payment (subject to the requirement that any assets invested in
         TCF Stock must be distributed in kind). The amount of each monthly
         payment shall be equal to the amount that would otherwise be paid in
         one payment in January, divided by 12. Any assets to be liquidated in
         order to pay monthly benefits shall be liquidated on the last
         practicable date prior to the installment's payment date. In no event
         shall this subparagraph be construed as allowing the executive to
         lengthen or shorten the number of years over which his or her benefits
         will be paid; the election herein pertains only to timing of payments
         within a year.

PRE-2000 ACCOUNT: LUMP SUM PAYMENT. For an Employee's Pre-2000 Account,
distributions to Employees who did not consent to the foregoing terms of
paragraph 5.b. at the time such provisions were added to the Plan in 1996, shall
occur on or about the 30th day after the Employee's Distribution Event.
Distribution shall consist of a single lump sum equal to the total value of the
Employee's Pre-2000 Account, unless the termination of employment was due to
retirement or disability (as defined herein), in which case the distribution
shall be in five annual installments. However, the Committee shall reduce the
number of the installments if necessary to provide for annual payments of at
least $15,000. In addition, if the value of the Employee's Account is less than
$15,000 as of any annual installment payment date, the Account shall be paid in
full as of such installment payment date. Distributions shall be in the form of
cash, except that any portion of the Account invested in TCF Stock shall be
distributed in kind. The value of any portion of the account distributed in cash
shall be equal to the cash received upon its liquidation by the Trustee,
provided that such liquidation occurs on the latest practicable date prior to
the distribution date.


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<PAGE>

            c. OVERRIDING LUMP SUM DISTRIBUTION IN EXCHANGE FOR NON-COMPETITION
COVENANT OR REDUCTION IN ACCOUNT BALANCE. Effective on and after September 30,
1998, each Employee who so elects in accordance with this paragraph c and who
has had a Distribution Event shall be entitled to elect to receive a lump sum
form of distribution of either the Pre-2000 Account or any Class Year Account. A
lump sum distribution shall consist of a single distribution of the entire value
of the Employee's Pre-2000 or Class Year Account (unless the Employee elects to
apply the election to only the portion of the Account invested in TCF Stock or
to only the portion of the Account invested in assets other than TCF Stock) on
or about 30 days after the later of the Employee's Distribution Event or the
date on which the Employee's election is filed with TCF Financial. The
distribution shall be in the form of cash, except that any portion of the
Employee's Account invested in TCF Stock shall be distributed in kind. The value
of any portion of the Account distributed in cash shall be equal to the cash
received upon its liquidation by the Trustee, provided that such liquidation
occurs on the latest practicable date prior to the distribution date. An
Employee's election under this paragraph c may occur at any time prior to or
after the commencement of distributions to such Employee. If distributions have
already commenced, such election shall apply only to the balance of the
Employee's Account at the time of the election. The election shall be made on
such form as TCF Financial reasonably requires and shall be accompanied by
either: (a) a noncompetition agreement reasonably acceptable to the Committee
(see paragraph (i ) below); or (b) the Employee's written acceptance of a
reduction by 5% in the Employee's Account, whichever the Employee elects to
provide. If the Employee elects the reduction in his or her Account, such
reduction shall be accomplished by TCF Financial and the Trustee on or about 30
days after such election is made.
            d. CHANGE IN CONTROL DISTRIBUTION. In the event of a Change in
Control (as defined in this Plan) all Pre-2000 Accounts in the Plan will be
distributed to all Employees. If the Employee's Pre-2000 Account is subject to
paragraph 5.b., distribution will be in the form required by paragraph 5.b. If
the Employee elects to have paragraph 5.c. apply to the Pre-2000 Account,
however, then distribution will be in the form of a lump sum. Any election to
apply paragraph 5.c. to an Account in connection with a Change in Control shall
meet the requirements of paragraph 5.c. The first payment, or the lump sum
payment, whichever applies, of a Pre-2000 Account shall occur on or about 30
days after the earlier of (i) the date one year after the Change in Control, or
(ii) the date of the Employee's termination of employment or disability. Any
shares of TCF Stock (or securities of a successor company exchanged for TCF
Stock) in the TCF Stock Account shall be distributed in kind. The value of any
distribution from the Diversified Account distributed in cash shall be equal to
the cash received upon its liquidation by the Trustee, provided that such
liquidation occurs on the latest practicable date prior to the distribution
date. In the event of a Change in Control, all Class Year Accounts of an
Employee shall be distributed to the Employee if he or she so elected, at the
time and in the manner elected under paragraph 5.a. at the time the Class Year
Account was deferred. If the Employee subsequently elects to have paragraph 5.c.
apply to the Class Year Account, however, then distribution shall be in the form
of a lump sum.


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<PAGE>

            e. For purposes of this section, an Employee's employment is
considered to terminate as of the date which is the later of (i) Employee's last
date of service for the Company, or (ii) the last date on which there is an
employment relationship between the Employee and a Company.
            f. For purposes of this section, an Employee is disabled as of the
date the Employee is eligible for payments under the long term disability plan
of a Company.
            g. In the event installment payments commence and any installments
are unpaid at the time of Employee's death, the payments shall be made at the
times and in such amounts as if Employee were living to the persons specified in
paragraph 7.a.
            h. For purposes of this section, an Employee's termination of
employment is a retirement if so determined by the Committee under all the facts
and circumstances.
            i. A non-competition agreement shall be reasonably acceptable to the
Committee for purposes of this Section 5 if it has a value as of the Committee's
action date, equal to at least five percent of the then-current value of the
Employee's Account. Valuation shall be determined in all cases on the basis of
an independent appraisal, unless such an appraisal is deemed unnecessary by both
the Committee and the Employee.
            j. For purposes of this Plan, a Change in Control shall be deemed to
have occurred if (i) any "person" as defined in sections 13(d) and 14(d) of the
Securities Exchange Act of 1934 (the "Exchange Act") is or becomes the
"beneficial owner" as defined in Rule 13d-3 under the Exchange Act, directly or
indirectly, of securities of TCF Financial representing fifty percent (50%) or
more of the combined voting power of TCF Financial's then outstanding
securities. (For purposes of this clause (i), the term "beneficial owner" does
not include any employee benefit plan maintained by TCF Financial that invests
in TCF Financial's voting securities.); or (ii) during any period of two (2)
consecutive years there shall cease to be a majority of the Board comprised as
follows: individuals who at the beginning of such period constitute the Board or
new directors whose nomination for election by the company's shareholders was
approved by a vote of at least two-thirds (2/3) of the directors then still in
office who either were directors at the beginning of the period or whose
election or nomination for election was previously so approved; or (iii) the
shareholders of TCF Financial approve a merger or consolidation of TCF Financial
with any other corporation, other than a merger or consolidation which would
result in the voting securities of TCF Financial outstanding immediately prior
thereto continuing to represent (either by remaining outstanding or by being
converted into voting securities of the surviving entity) at least fifty percent
(50%) of the combined voting power of the voting securities of TCF Financial or
such surviving entity outstanding immediately after such merger or
consolidation, or the shareholders of TCF Financial approve a plan of complete
liquidation of TCF Financial or an agreement for the sale or disposition by TCF
Financial of all or substantially all TCF Financial's assets; provided, however,
that no Change in Control will be deemed to have occurred if such merger,
consolidation, sale or disposition of assets, or liquidation is not subsequently
consummated. The date of a Change in Control, for purposes of this Plan, is the
date on which the Change in Control is consummated.

            k. Notwithstanding any other provision of this Section 5 or any
payment schedule approved by the Committee pursuant to this Section 5 and
regardless of


                                       11
<PAGE>

whether payments have commenced under this Section 5, in the event that the
Internal Revenue Service should finally determine with respect to an Employee
who has terminated employment with the Company that part or all of the value of
the Employee's Deferred Amounts or Plan Account which have not actually been
distributed to the Employee, or that part or all of a related Trust Account
which has not actually been distributed to the Employee, is nevertheless
required to be included in the Employee's gross income for federal and/or State
income tax purposes, then the Deferred Amounts or the Account or the part
thereof that was determined to be includible in gross income shall be
distributed to the Employee in a lump sum as soon as practicable after such
determination without any action or approval by the Committee. A "final
determination" of the Internal Revenue Service for purposes of this paragraph
5.i. is a determination in writing by said Service ordering the payment of
additional tax, reporting of additional gross income or otherwise requiring Plan
amounts to be included in gross income, which is not appealable or which the
Employee does not appeal within the time prescribed for appeals.

         6. EMERGENCY PAYMENTS. In the event of an "unforeseeable emergency" as
determined hereafter, the Committee may determine the amounts payable under
paragraph 5 hereof and pay all or a part of such amounts without regard to the
payment dates provided in paragraph 5 to the extent the Committee determines
that such action is necessary in light of immediate and heavy needs of the
Employee (or his beneficiary) occasioned by severe financial hardship. For the
purposes of this paragraph 6, an "unforeseeable emergency" is a severe financial
hardship to the Employee resulting from a sudden and unexpected illness or
accident of the Employee or beneficiary, or of a dependent (as defined in
Section 152(a) of the Internal Revenue Code of 1986, as amended) of the Employee
or beneficiary, loss of the Employee's or beneficiary's property due to
casualty, or other similar extraordinary and unforeseeable circumstances arising
as a result of events beyond the control of the Employee or beneficiary.
Payments shall not be made pursuant to this paragraph 6 to the extent that such
hardship is or may be relieved: (a) through reimbursement or compensation by
insurance or otherwise, (b) by liquidation of the Employee's or beneficiary's
assets, to the extent the liquidation of such assets would not itself cause
severe financial hardship, or (c) by cessation of the Employee's deferrals under
the Plan. Such action shall be taken only if Employee (or Employee's legal
representatives or successors) signs an application describing fully the
circumstances which are deemed to justify the payment, together with an estimate
of the amounts necessary to prevent such hardship, which application shall be
approved by the Committee after making such inquiries as the Committee deems
necessary or appropriate.

         7. METHOD OF PAYMENTS.

            a. In the event of Employee's death, payments shall be made to the
persons (including a trustee or trustees) named in the last written instrument
signed by Employee and received by the Committee prior to Employee's death, or
if Employee fails to so name any person, the amounts shall be paid to Employee's
estate or the


                                       12
<PAGE>

appropriate distributee thereof. The Committee, the Company, and the Trustee
shall be fully protected in making any payments due hereunder in accordance with
what the Committee believes to be such last written instrument received by it.

            b. Payments due to a legally incompetent person may be made in such
of the following ways as the Committee shall determine:

            (i) directly to such incompetent person,

            (ii) to the legal representative of such incompetent person, or

            (iii) to some near relative of the incompetent person to be used for
     the latter's benefit.

            c. Except as otherwise provided in paragraphs 7.a. and b., all
payments to persons entitled to benefits hereunder shall be made to such persons
in person or upon their personal receipt or endorsement, and shall not be
grantable, transferable, or otherwise assignable in anticipation of payment
thereof, in whole or in part, by the voluntary or involuntary acts of any such
persons, or by operation of law, and shall not be pledged, encumbered, or
otherwise liable or taken for any obligation of such person.

            d. All payments to persons entitled to benefits hereunder shall be
made out of the general assets, and shall be the sole obligations, of the
Employer(s) by which the Eligible Employee was employed, except to the extent
that such payments are made out of the trust described in paragraph 4.

         8. CLAIMS PROCEDURES.

            a. If a claim for benefits made by any person (the "Applicant") is
denied, the Committee shall furnish to the Applicant within 90 days after its
receipt of such claim (or within 180 days after such receipt if special
circumstances require an extension of time) a written notice which: (i)
specifies the reasons for the denial, (ii) refers to the pertinent provisions of
the Plan on which the denial is based, (iii) describes any additional material
or information necessary for the perfection of the claim and explains why such
material or information is necessary, and (iv) explains the claim review
procedures.

            b. Upon the written request of the Applicant submitted within 60
days after his receipt of such written notice, the Committee shall afford the
Applicant a full and fair review of the decision denying the claim and, if so
requested: (i) permit the Applicant to review any documents which are pertinent
to the claim, (ii) permit the Applicant to submit to the Committee issues and
comments in writing, and (iii) afford the Applicant an opportunity to meet with
a quorum of the Committee as a part of the review procedure.


                                       13
<PAGE>

            c. Within 60 days after its receipt of a request for review (or
within 120 days after such receipt if special circumstances, such as the need to
hold a hearing, require an extension of time) the Committee shall notify the
Applicant in writing of its decision and the reasons for its decision and shall
refer the Applicant to the provisions of the Plan which form the basis for its
decision.

         9. MISCELLANEOUS.

            a. Except as limited by paragraph 7.c. and except that an Employee
shall have a continuing power to designate a new recipient in the event of
Employee's death at any time prior to such death without the consent or approval
of any person theretofore named as Employee's recipient by an instrument meeting
the requirements of paragraph 7.a., this document shall be binding upon and
inure to the benefit of each Company, the Employees, their legal
representatives, successors and assigns, and all persons entitled to benefits
hereunder.

            b. Any notice given in connection with this document shall be in
writing and shall be delivered in person or by registered mail or overnight
delivery service, return receipt requested. Any notice given by registered mail
or overnight delivery service shall be deemed to have been given upon the date
of delivery indicated on the return receipt, if correctly addressed.

            c. Nothing in this document shall interfere with the rights of any
Employee to participate or share in any profit sharing or pension plan which is
now in force or which may at some future time become a recognized plan of any
Company.

            d. Nothing in this document shall be construed as an employment
agreement nor as in any way impairing the right of any Company to terminate an
Employee's employment at will.

            e.This Plan constitutes a mere promise by the Company to make
benefit payments in the future, and it is intended to be unfunded for tax
purposes and for the purposes of Title I of ERISA. The rights of an Employee or
beneficiary to receive benefit payments hereunder are solely those of an
unsecured general creditor of the Company.

         10.  INVESTMENT ELECTIONS BY EMPLOYEES; DEFERRED TCF STOCK AWARDS.
              a. Employees may elect to liquidate funds in their Deferred
Compensation Accounts under Section 3 or 4 and reinvest them as directed,
PROVIDED that any investment election shall be exercised in writing by the
Employee and approved by the Committee or its approved representative under such
terms and conditions as the Committee deems appropriate (Exhibit A to this
Plan), and FURTHER PROVIDED, that on and after September 30, 1998 any
investments in TCF Stock shall be subject to paragraph b of this section 10.


                                       14
<PAGE>

              b. If an Employee directs or retains any investment in shares of
TCF Stock on or after September 30, 1998, or defers an award of TCF Stock, the
Employee's Account shall include a TCF Stock Account which shall operate as
follows:
                  (i) All shares of TCF Stock allocated to the Employee's
         Account on September 30, 1998 (excluding any shares held unvested
         pursuant to paragraph c of this section) shall be allocated on that
         date to the Employee's TCF Stock Account and the fixed number of shares
         so allocated shall be the beginning balance of the TCF Stock Account.
                  (ii) Thereafter, the TCF Stock Account shall be increased by
         the number of shares, if any, of TCF Stock purchased (or deemed to be
         purchased) from Deferred Amounts or from dividends (other than
         nondeferred dividends) and/or interest pursuant to the Employee's
         directions under Section 3 of this Plan and by any shares of TCF Stock
         becoming vested, as provided in paragraph c of this section.
                  (iii) The balance of shares of the TCF Stock Account shall in
         no event be decreased.
                  (iv) Shares allocated to the Employee's TCF Stock Account
         shall be subject to all of the restrictions and other provisions of
         this Committee's action dated 8-24-98 establishing separate accounts
         for TCF Stock as compared to non-TCF Stock assets.
                c. Deferred Amounts consisting of TCF Stock awards shall be held
unallocated until such time as the shares vest in accordance with the terms of
the award agreement. As of the date any such shares become vested, the number of
shares vesting shall be allocated to the Employee's Account and shall thereafter
become subject to distribution the same as any other shares of TCF Stock in the
TCF Stock account. Any cash dividends paid on unvested shares of TCF Stock, if
such dividends have been deferred by the Employee, shall be allocated to the
Employee's account and invested as directed by the Employee. Any stock dividends
paid on unvested shares of TCF Stock, if such dividends have been deferred by
the Employee, shall be allocated to the Employees' TCF Stock account and
increase the TCF Stock account balance unless such dividends are in the nature
of a stock split, in which case they shall be held unallocated until such time
as the award vests.

         11 . TERMINATION OR AMENDMENT. This Plan may be amended at any time and
from time to time, upon the approval of the Board of Directors of TCF Financial;
PROVIDED, that, if the amendment is adopted prior to a change in control (as
defined in section 5(j) hereof), no such amendment shall (without the consent of
all participants, including any terminated participants and beneficiaries then
receiving distributions) alter any participant's or beneficiary's right to
payments of amounts previously credited to such participant's or beneficiary's
Account or delay the time or times at which a participant or beneficiary is
entitled to receive payments with respect to the participant's Deferred Amounts
under the Plan. If the amendment is adopted after a change in control, as
defined in section 5(j) hereof, the approval of the Board of Directors and the
consent of all participants, terminated participants and beneficiaries shall be
required for the


                                       15
<PAGE>

amendment. In the event that all of the Plan's participants and beneficiaries do
not consent to a proposed amendment, such amendment shall not take effect but
the Plan Accounts of the consenting participants shall be transferred to a
separate plan that is identical to this Plan in all respects, except that it may
include the proposed amendment. The Board of Directors may terminate this Plan
in its discretion, except that any such termination shall require the consent of
all participants (including any terminated participants and beneficiaries then
receiving distributions), unless it is an automatic termination of the Plan
under section 5(k) hereof.


                                       16
<PAGE>

EXHIBIT A

(Action of 16b-3 Sub-Committee of the Personnel Committee Establishing TCF Stock
Accounts and Diversified Accounts effective as of September 30, 1998 and as
amended effective as of January 1, 2000)

1.   Effective as of September 30, 1998 (the "Effective Date"), each
     participant's Account in the Plan and Trust (if the Trustee is maintaining
     separate accounts) shall be divided into two sub-accounts: a "TCF Stock
     Account" and a "Diversified Account". All shares of common stock of TCF
     Financial ("TCF Stock") in a participant's Account on the Effective Date
     shall be allocated as of that Date to the Participant's TCF Stock Account.
     All other investments in a participant's Account on the Effective Date
     shall be allocated as of that Date to the participant's Diversified
     Account. Thereafter, the Sub-Accounts shall operate as follows:

     a.  The TCF Stock Account shall consist solely of shares of TCF Stock (and
         cash or cash equivalent money market funds for fractional shares or for
         funds held temporarily prior to investment). The Diversified Account
         shall not at any time include any shares of TCF Stock. Except as
         permitted by paragraph e, below, no transfer of assets will be
         permitted from the TCF Stock Account to the Diversified Account or from
         the Diversified Account to the TCF Stock Account.
     b.  A participant's TCF Stock Account shall hold all shares of TCF Stock
         allocated to it on or after the Effective Date and such shares shall
         not be subject to sale, transfer, assignment, pledge or other
         hypothecation in any manner. Upon the occurrence of a Distribution
         Event (as defined in the Plans) the shares will be distributed from the
         Plan and Trust to the participant in an in-kind distribution pursuant
         to the terms of the Plan.
     c.  The Diversified Account shall not at any time purchase or invest in any
         shares of TCF Stock, but shall invest in such investments as the
         participant directs and as the Committee permits from time to time.
     d.  Any new Deferred Amounts for a participant after the Effective Date
         shall be allocated to either the participant's TCF Stock Account or to
         such participant's Diversified Account, as the participant shall direct
         in an irrevocable election filed before the beginning of each calendar
         year and applicable throughout the calendar year. The Deferred Amounts
         shall be credited to the applicable sub-Account as of the same date
         that they are otherwise credited to the participant's Account under
         Section 3.a. of the Plans and Section 4.2 of the Trusts.
     e.  Dividends generated by a participant's TCF Stock Account and which are
         deferred shall be reinvested in the TCF Stock Account, or in the
         Diversified Account, as the participant directs in an irrevocable
         election filed before the beginning of each calendar year and
         applicable throughout the calendar year. Any interest or dividends
         generated by a participant's Diversified Account shall be reinvested in
         the Diversified Account, or in the participant's TCF Stock


                                       17
<PAGE>

         Account, as the participant directs in an irrevocable election filed
         before the beginning of each calendar year and applicable throughout
         the calendar year, unless management determines that the reinvestment
         of interest and dividends within or from the Diversified Account is not
         administratively feasible. If the participant does not file an election
         with respect to the investment of interest and/or dividends, all
         interest and dividends shall be reinvested in the asset that generated
         them.


                                       18