Exhibit 10.10


 


ELGIN FINANCIAL SAVINGS BANK

SUPPLEMENTAL
EXECUTIVE RETIREMENT AGREEMENT


 


THIS AGREEMENT is adopted this 28th day of June, 2002,
by and between ELGIN FINANCIAL SAVINGS BANK, a State/Stock Savings Bank located
in Elgin, Illinois (the “Company”), and BARRETT J. O’CONNOR (the “Executive”).


 


INTRODUCTION


 


To encourage the Executive to remain an employee of
the Company, the Company is willing to provide salary continuation benefits to
the Executive.  The Company will pay the
benefits from its general assets.


 


AGREEMENT


 


The Company and the Executive agree as follows:


 


Article 1

Definitions


 


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


 


1.1                                 “Change of Control” means:


 


(a)                                  A change in the ownership of the capital
stock of the Company, whereby another corporation, person, or group acting in
concert (hereinafter this Agreement shall collectively refer to any combination
of these three [another corporation, person, or group acting in concert] as a “Person”)
as described in Section 14(d)(2) of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), acquires, directly or indirectly, beneficial
ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act)
of a number of shares of capital stock of the Company  which constitutes fifty percent (50%) or more of the combined
voting power of the Company’s then outstanding capital stock then entitled to
vote generally in the election of directors; or


 


(b)                                 The persons who were members of the Board
of Directors of the Company immediately prior to a tender offer, exchange
offer, contested election or any combination of the foregoing, cease to
constitute a majority of the Board of Directors; or


 


(c)                                  The adoption by the Board of Directors of
the Company of a merger, consolidation or reorganization plan involving the
Company in which the Company is not the surviving entity, or a sale of all or
substantially all of the assets of the Company.  For purposes of this Agreement, a sale of all or substantially
all of the assets of the Company shall be deemed to occur if any Person


 


1

















 


acquires (or during the 12-month period ending on the date of the most
recent acquisition by such Person, has acquired) gross assets of the Company
that have an aggregate fair market value equal to fifty percent (50%) or more
of the fair market value of all of the respective gross assets of the Company
immediately prior to such acquisition or acquisitions; or


 


(d)                                 A tender offer or exchange offer is made
by any Person which results in such Person beneficially owning (within the
meaning of Rule 13d-3 promulgated under the Exchange Act) either fifty percent
(50%) or more of the Company’s outstanding shares of Common Stock or shares of
capital stock having fifty percent (50%) or more the combined voting power of
the Company’s then outstanding capital stock (other than an offer made by the
Company), and sufficient shares are acquired under the offer to cause such
person to own fifty percent (50%) or more of the voting power; or


 


(e)                                  Any other transactions or series of
related transactions occurring which have substantially the same effect as the
transactions specified in any of the preceding clauses of this Section 1.1.


 


Notwithstanding the
above, certain transfers are permitted within Section 318 of the Code and such
transfers shall not be deemed a Change of Control under this Section 1.1.


 


1.2                                 “Code” means the Internal Revenue Code of
1986, as amended.


 


1.3                                 “Disability” means the Executive’s
suffering a sickness, accident or injury which has been determined by the
carrier of any individual or group disability insurance policy covering the
Executive, or by the Social Security Administration, to be a disability
rendering the Executive totally and permanently disabled.  The Executive must submit proof to the
Company of the carrier’s or Social Security Administration’s determination upon
the request of the Company.


 


1.4                                 “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.


 


1.5                                 “Early Termination Date” means the month,
day and year in which Early Termination occurs.


 


1.6                                 “Effective Date” means January 1, 2002.


 


1.7                                 “Normal Retirement Age” means the
Executive’s 65th birthday.


 


1.8                                 “Normal Retirement Date” means the later of
the Normal Retirement Age or Termination of Employment.


 


1.9                                 “Plan  Year” means each 12-month period from the
Effective Date.


 


2

















 


 


1.10                           “Termination for Cause” See Article 5.


 


1.11                           “Termination of Employment” means that the
Executive ceases to be employed by the Company for any reason, voluntary or
involuntary, other than by reason of a leave of absence approved by the
Company.


 


1.12                           “Years of Employment” means the total
number of twelve-month periods during which the Executive has been employed by
the Company.  The Executive was hired by
the Company in October, 1978.


 


Article
2

Lifetime Benefits


 


2.1                                 Normal Retirement Benefit.  Upon
Termination of 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 2.1 in lieu of any other benefit under this
Agreement.


 


2.1.1                          Amount of Benefit.  The annual benefit under this Section 2.1 is
$64,300  (Sixty-four thousand three
hundred dollars).  The Company’s Board
of Directors, in its sole discretion, may increase the annual benefit under
this Section 2.1.1; however, an increase shall require the recalculation of
Schedule A.


 


2.1.2                        Payment of Benefit.  The Company
shall pay the annual benefit to the Executive in 12 equal monthly installments
commencing with the month following the Executive’s Normal Retirement Date,
paying the annual benefit to the Executive for a period of 15 years.


 


2.1.3                        Benefit Increases.  Commencing
on the first anniversary of the first benefit payment, and continuing on each
subsequent anniversary, the Company’s Board of Directors, at its sole
discretion, may increase the benefit.


 


2.2                                 Early Termination Benefit.  Upon Early
Termination, the Company shall pay to the Executive the benefit described in
this Section 2.2 in lieu of any other benefit under this Agreement.


 


2.2.1                        Amount of Benefit.  The benefit
under this Section 2.2 is the Early Termination annual Installment set forth on
Schedule A for the Plan Year ending immediately prior to the Early Termination
Date, determined by one of the following two methods:  a) if the Executive has completed ten (10) Years of Employment
upon the Effective Date of this Agreement, the Executive shall be vested in 50
percent of the Accrual Balance set forth on Schedule A for the first Plan Year
and vest in the remaining 50 percent equally over the remaining Plan Years
until Normal Retirement Age, unless otherwise illustrated on Schedule A; or b)
if the Executive has completed less than ten (10) Years of Employment upon the
Effective Date of this Agreement, the Executive shall be zero percent vested until
completing five (5) Years of Employment and then vest equally over the
remaining Plan Years Until Normal Retirement Age.  An increase in the annual benefit under Section 2.1.1 shall
require the recalculation of 


 


3

















 


this benefit on Schedule
A.  This benefit is determined by
calculating a 15-year fixed annuity from the vested Accrual Balance, crediting
interest on the unpaid balance at an annual rate of 7.50 percent, compounded monthly.


 


2.2.2                        Payment of Benefit.  The Company
shall pay the annual benefit to the Executive in 12 equal monthly installments
commencing with the month following Termination of Employment, paying the
annual benefit to the Executive for a period of 15 years.


 


2.2.3                        Benefit Increases.  Benefit
payments may be increased as provided in Section 2.1.3.


 


2.3                                 Disability Benefit.  If the
Executive terminates employment due to Disability prior to Normal Retirement
Age, the Company shall pay to the Executive the benefit described in this
Section 2.3 in lieu of any other benefit under this Agreement.


 


2.3.1                        Amount of Benefit.  The benefit
under this Section 2.3 is the Disability annual Installment set forth on
Schedule A for the Plan Year ending immediately prior to the date in which
Termination of Employment occurs (except during the first Plan Year, the
benefit is the amount set forth for Plan Year 1), determined by one of the
following two methods:  a) if the
Executive has completed ten (10) Years of Employment upon the Effective Date of
this Agreement, the Executive shall be vested in 50 percent of the Accrual
Balance set forth on Schedule A for the first Plan Year and vest in the
remaining 50 percent equally over the remaining Plan Years until Normal
Retirement Age, unless otherwise illustrated on Schedule A; or b) if the
Executive has completed less than ten (10) Years of Employment upon the
Effective Date of this Agreement, the Executive shall be zero percent vested
until completing five (5) Years of Employment and then vest equally over the remaining
Plan Years Until Normal Retirement Age. 
An increase in the annual benefit under Section 2.1.1 would require the
recalculation of the Disability benefit on Schedule A.  This benefit is determined by calculating a
15-year fixed annuity from the vested Accrual Balance, crediting interest on
the unpaid balance at an annual rate of 7.50 percent, compounded monthly.


 


2.3.2                        Payment of Benefit.  The Company
shall pay the annual benefit to the Executive in 12 equal monthly installments
commencing with the month following Termination of Employment, paying the
annual benefit to the Executive for a period of 15 years.


 


2.3.3                        Benefit Increases.  Benefit
payments may be increased as provided in Section 2.1.3.


 


2.4                                 Change of Control Benefit.  Upon a
Change of Control, the Company shall pay to the Executive the benefit described
in this Section 2.4 in lieu of any other benefit under this Agreement.


 


2.4.1                        Amount of Benefit.  The benefit
under this Section 2.4 is the Change of Control annual Installment set forth on
Schedule A for the Plan Year ending immediately prior to the date in which
Termination of Employment occurs (except during the first Plan Year, the 


 


4

















 


benefit is the amount set
forth for Plan Year 1), determined by vesting the Executive in the Normal
Retirement Benefit described in Section 2.1.1.


 


2.4.2                        Payment of Benefit.   The Company shall pay the annual benefit to the Executive in 12
equal monthly installments commencing with the month following Normal
Retirement Age, paying the annual benefit to the Executive for a period of 15
years.


 


2.4.3                        Benefit Increases.  Benefit
payments may be increased as provided in Section 2.1.3.


 


2.4.4                        Excess Parachute Payment. 
Notwithstanding any provision of this Agreement to the contrary, the
Company shall not pay any benefit under this Agreement to the extent the
benefit would create an excise tax under the excess parachute rules of Section
280G of the Code.


 


Article 3

Death
Benefits


 


3.1                                 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 this Section
3.1.  This benefit shall be paid in lieu
of the benefits under Article 2.


 


3.1.1                        Amount of Benefit.  The annual
benefit under this Section 3.1 is the Normal Retirement Benefit amount
described in Section 2.1.1.


 


3.1.2                        Payment of Benefit.  The Company
shall pay the annual benefit to the Executive’s beneficiary in 12 equal monthly
installments commencing with the month following the Executive’s death, paying
the annual benefit to the Executive’s beneficiary for a period of 15 years.


 


3.2                                 Death During Payment of a Lifetime Benefit. 
If the Executive dies after any Lifetime 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 they would have been paid to the Executive had the
Executive survived.


 


3.3                                 Death After Termination of Employment But Before Payment of
a Lifetime Benefit Commences.  If the Executive is entitled to a Lifetime Benefit
under this Agreement, but dies prior to the commencement of said benefit
payments, the Company shall pay the same 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

















 


Article 4

Beneficiaries


 


4.1                                 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 received 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.


 


4.2                                 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.


 


Article 5

General
Limitations


 


5.1                                 Termination for Cause. 
Notwithstanding any provision of this Agreement to the contrary, the
Company shall not pay any benefit under this Agreement if the Company
terminates the Executive’s employment for:


 


(a)                      Conviction of a felony or of a gross
misdemeanor involving moral turpitude; or


(b)                     Fraud, disloyalty, dishonesty or willful
violation of any law or significant Company policy committed in connection with
the Executive’s employment and resulting in an adverse effect on the Company.


 


5.2                                 Suicide or Misstatement.  The Company
shall not pay any benefit under this Agreement if the Executive commits suicide
within three years after the date of this Agreement.  In addition, the Company shall not pay any benefit under this
Agreement if the Executive has made any material misstatement of fact on an
employment application or resume provided to the Company, or on any application
for any benefits provided by the Company to the Executive.


 


Article 6

Claims
and Review Procedure


 


6.1                                 Claims Procedure. 
Any person or entity (“claimant”) who has not received benefits under
this Agreement that he or she believes should be paid shall make a claim for
such benefits as follows:


 


6

















 


 


6.1.1                        Initiation – Written
Claim.  The claimant initiates a claim by submitting
to the Company a written claim for the benefits.


 


6.1.2                        Timing of Company
Response.  The Company shall respond to such claimant
within 90 days after receiving the claim. 
If the Company determines that special circumstances require additional
time for processing the claim, the Company can extend the response period by an
additional 90 days by notifying the claimant in writing, prior to the end of
the initial 90-day period, that an additional period is required.  The notice of extension must set forth the
special circumstances and the date by which the Company expects to render its
decision.


 


6.1.3                        Notice of Decision. 
If the Company denies part or all of the claim, the Company shall notify
the claimant in writing of such denial. 
The Company shall write the notification in a manner calculated to be
understood by the claimant.  The
notification shall set forth:


 


(a)                 The specific reasons for the denial;


(b)                A reference to the specific provisions of
the Agreement on which the denial is based;


(c)                 A description of any additional
information or material necessary for the claimant to perfect the claim and an
explanation of why it is needed;


(d)                An explanation of the Agreement’s review
procedures and the time limits applicable to such procedures; and


(e)                 A statement of the claimant’s right to
bring a civil action under ERISA Section 502(a) following an adverse benefit
determination on review.


 


6.2                                 Review Procedure. 
If the Company denies part or all of the claim, the claimant shall have
the opportunity for a full and fair review by the Company of the denial, as
follows:


 


6.2.1                        Initiation – Written
Request.  To initiate the review, the claimant, within
60 days after receiving the Company’s notice of denial, must file with the
Company a written request for review.


 


6.2.2                        Additional Submissions
– Information Access.  The claimant shall then have the opportunity
to submit written comments, documents, records and other information relating
to the claim.  The Company shall also
provide the claimant, upon request and free of charge, reasonable access to,
and copies of, all documents, records and other information relevant (as
defined in applicable ERISA regulations) to the claimant’s claim for benefits.


 


6.2.3                        Considerations on
Review.  In considering the review, the Company shall
take into account all materials and information the claimant submits relating
to the claim, without regard to whether such information was submitted or
considered in the initial benefit determination.


 


6.2.4        Timing of Company Response.  The Company shall respond in writing to such



 


7

















claimant within 60 days
after receiving the request for review. 
If the Company determines that special circumstances require additional
time for processing the claim, the Company can extend the response period by an
additional 60 days by notifying the claimant in writing, prior to the end of
the initial 60-day period, that an additional period is required.  The notice of extension must set forth the
special circumstances and the date by which the Company expects to render its
decision.


 


6.2.5                        Notice of Decision. 
The Company shall notify the claimant in writing of its decision on
review.  The Company shall write the
notification in a manner calculated to be understood by the claimant.  The notification shall set forth:


 


(a)                 The specific reasons for the denial;


(b)                A reference to the specific provisions of
the Agreement on which the denial is based;


(c)                 A statement that the claimant is entitled
to receive, upon request and free of charge, reasonable access to, and copies
of, all documents, records and other information relevant (as defined in
applicable ERISA regulations) to the claimant’s claim for benefits; and


(d)                A statement of the claimant’s right to
bring a civil action under ERISA Section 502(a).


 


Article 7

Amendments
and Termination


 


This Agreement may be
amended or terminated only by a written agreement signed by the Company and the
Executive.


 


Notwithstanding the
previous paragraph in this Article 7, the Company may amend or terminate this
Agreement at any time if, pursuant to legislative, judicial or regulatory
action, continuation of the Agreement would (i) cause benefits to be taxable to
the Executive prior to actual receipt, or (ii) result in significant financial
penalties or other significantly detrimental ramifications to the Company
(other than the financial impact of paying the benefits). However, in no event
shall this Agreement be terminated under this section without payment to the
Executive of any vested benefit.


 


Article 8

Miscellaneous


 


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


 


8.2           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.


 


8

















 


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


 


8.4                                 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.


 


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


 


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


 


8.7                                 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.


 


8.8                                 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.


 


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


 


(a)               Establishing and revising the method of
accounting for the Agreement;


(b)              Maintaining a record of benefit payments;
and


(c)               Establishing rules and prescribing any
forms necessary or desirable to administer the Agreement.


 


8.10                           Named Fiduciary. The Company shall be the named fiduciary and plan
administrator under this Agreement.  It
may delegate to others certain aspects of the management and operational
responsibilities including the employment of advisors and the delegation of
ministerial duties to qualified individuals.


 


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IN WITNESS WHEREOF, the
Executive and the Company have signed this Agreement.


 


 


	
  EXECUTIVE:

  	
  COMPANY:

  
	
   

  	
   

  
	
   

  	
  ELGIN
  FINANCIAL SAVINGS BANK

  
	
   

  	
   

  
	
  /s/
  Barrett J. O'Connor

  	
   

  	
  By 

  	
  /s/
  James J. Kovac

  	
   

  
	
  BARRETT
  J. O’CONNOR

  	
   

  
	
   

  	
  Title  

  	
  Executive
  Vice President

  	
   

  
						



 


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BENEFICIARY DESIGNATION


 


ELGIN FINANCIAL SAVINGS BANK

SUPPLEMENTAL
EXECUTIVE RETIREMENT AGREEMENT


 


BARRETT J. O’CONNOR


 


I designate the following
as beneficiary of any death benefits under this Agreement to be distributed as
follows:


 


	
  1.

  	
   

  	
  Fifty Five per cent
  (55%) to the Marital QTIP Trust established under my Declaration of Trust
  dated March 15, 2000, as amended from time to time.

  



 


	
  2.

  	
   

  	
  Nine per cent (9%) to
  Brian P. O'Connor, presently residing in San Diego.

  
	
   

  	
   

  	
   

  
	
  3.

  	
   

  	
  Nine per cent (9%) to
  Kelly M. Lebedun, presently residing in Algonquin, Illinois.

  
	
   

  	
   

  	
   

  
	
  4.

  	
   

  	
  Nine per cent (9%) to
  Sean B. O'Connor, presently residing in Algonquin, Illinois.

  
	
   

  	
   

  	
   

  
	
  5.

  	
   

  	
  Nine per cent (9%) to
  Erin M. Madden, presently residing in Elgin, Illinois.

  
	
   

  	
   

  	
   

  
	
  6.

  	
   

  	
  Nine per cent (9%) to
  Easter Seals Jayne Shover Center.

  



 


I understand that I may
change these beneficiary designations by filing a new written designation with
the Company.  I further understand that
the designations will be automatically revoked if the beneficiary predeceases
me, or, if I have named my spouse as beneficiary and our marriage is
subsequently dissolved.


 


 


	
  Signature

  	
   /s/ Barrett J.
  O'Connor

  	
   

  
	
   

  
	
  Date

  	
  June 28, 2002

  	
   

  
				



 


 


Received by the Company
this 28th day of June, 2002.


 


 


	
  By

  	
  /s/ James J. Kovac

  	
   

  
	
   

  
	
  Title

  	
  Executive Vice
  President

  	
   

  
				



 


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  Clark/Bardes
  Consulting

  	
   

  	
  Elgin
  Financial Savings Bank

  
	
  Banking Practice

  	
   

  	
  Supplemental
  Executive Retirement Agreement-Schedule A

  



 


Barrett J. O'Connor


 


	
  DOB: 12/11/1940 

  Plan Anniv Date: 5/1/2003 

  Retirement Age: 65 

  Payments: Monthly Installments

  	
   

  	
  Early Termination

  	
   

  	
  Disability

  	
   

  	
  Change of Control

  	
   

  	
  Preretirement Death Benefit

  
	
   

  	
  Installment

  	
   

  	
  Installment

  	
   

  	
  Installment

  	
   

  	
   

  
	
   

  	
  Payable Immediately

  	
   

  	
  Payable Immediately

  	
   

  	
  Payable at 65

  	
   

  	
  Installment

  
	
  Period Ending Dec of

  	
   

  	
  Age

  	
   

  	
  Benefit Level (2)

  	
   

  	
  Accrual Balance

  	
   

  	
  Vesting

  	
   

  	
  Based On Accrual

  	
   

  	
  Vesting

  	
   

  	
  Based On Accrual

  	
   

  	
  Vesting

  	
   

  	
  Based On Benefit

  	
   

  	
  Based On Benefit

  
	
   

  	
   

  	
   

  	
   

  	
  (1)

  	
   

  	
  (2)

  	
   

  	
  (3)

  	
   

  	
  (4)

  	
   

  	
  (5)

  	
   

  	
  (6)

  	
   

  	
  (7)

  	
   

  	
  (8)

  	
   

  	
  (9)

  
	
  2002(1)

  	
   

  	
  62

  	
   

  	
  64,300

  	
   

  	
  131,894

  	
   

  	
  50

  	
  %

  	
  7,290

  	
   

  	
  50

  	
  %

  	
  7,290

  	
   

  	
  100

  	
  %

  	
  64,300

  	
   

  	
  64,300

  
	
  2003

  	
   

  	
  63

  	
   

  	
  64,300

  	
   

  	
  272,027

  	
   

  	
  100

  	
  %

  	
  30,294

  	
   

  	
  100

  	
  %

  	
  30,294

  	
   

  	
  100

  	
  %

  	
  64,300

  	
   

  	
  64,300

  
	
  2004

  	
   

  	
  64

  	
   

  	
  64,300

  	
   

  	
  427,195

  	
   

  	
  100

  	
  %

  	
  47,227

  	
   

  	
  100

  	
  %

  	
  47,227

  	
   

  	
  100

  	
  %

  	
  64,300

  	
   

  	
  64,300

  
	
  2005

  	
   

  	
  65

  	
   

  	
  64,300

  	
   

  	
  581,634

  	
   

  	
  100

  	
  %

  	
  64,300

  	
   

  	
  100

  	
  %

  	
  64,300

  	
   

  	
  100

  	
  %

  	
  64,300

  	
   

  	
  64,300

  













(1)
Assumes an implementation date of January 1, 2002.  The first line reflects 12 months of data, January 2002 through
December 2002.


 


 


	
  /s/ Barrett J. O'Connor

  	
   

  	
  /s/ James J. Kovac

  	
   

  	
  June 28, 2002

  
	
  Participant

  	
   

  	
  Elgin Financial Savings

  	
   

  	
  Date

  



 


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