EXHIBIT 10.73

                              EMPLOYMENT AGREEMENT

     THIS EMPLOYMENT AGREEMENT (this "Agreement") is made on March 17, 2003
between Blackhawk State Bank (the "Bank"), having its principal offices located
at, 400 Broad Street, Beloit, Wisconsin, 53512, and Dale Blachford (the
"Executive"), and shall be effective as of the date of acquisition of DunC
Corporation ("DunC"), by Blackhawk Bancorp, Inc. ("Blackhawk") or by any
subsidiary or affiliate thereof (the "Commencement Date").

                                    RECITALS
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     WHEREAS, the Executive and DunC are parties to a Change of Control
Agreement dated March 23, 2001 and amended on December 12, 2002 (the "COC
Agreement"); and

     WHEREAS, effective as of the Commencement Date, Blackhawk is acquiring all
of the issued and outstanding shares of capital stock of DunC and, concurrently
therewith, is consolidating with and into the Bank the assets, business and
operations of DunC, including without limitation the assets, business and
operations of DunC's wholly-owned subsidiary, First Bank, an Illinois chartered
bank (together the "Acquisition Transaction"); and

     WHEREAS, Executive is a key employee of First Bank and DunC, whose
extensive background, knowledge and experience in the financial institution
industry has substantially benefited First Bank and DunC and whose continued
employment as a member of the Bank's management team following the Acquisition
Transaction will benefit the Bank, as the successor to First Bank's business and
operations, in the future; and

     WHEREAS, the parties are mutually desirous of entering into this Agreement
setting forth the terms and conditions for the employment relationship between
the Bank and Executive.

                                   AGREEMENT
                                   ---------

     NOW, THEREFORE, in consideration of the Bank covenants and agreements set
forth below:

     1.   Employment.  The Bank shall employ Executive, and Executive shall
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serve the Bank, on the terms and conditions set forth in this Agreement, for the
period set forth in Section 2 hereof.

     2.   Term of Employment.  The period of Executive's employment under this
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Agreement shall begin as of the Commencement Date and expire on the second
anniversary of the Commencement Date, unless sooner terminated as provided in
Section 5.  The term of employment as in effect hereunder is referred to as the
"Employment Term".

     3.   Position and Duties.  Executive's position with the Bank shall be
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Senior Vice President and Boone County Market Manager or such other position as
is mutually agreed by the Bank and the Executive.  Executive shall serve the
Bank in such capacity, performing such duties as are normally performed by
persons serving in similar capacities at similar institutions together with such
other duties and responsibilities as may be appropriate to Executive's position
and as may be from time to time determined by the Bank's Board of Directors to
be necessary to its operations and in accordance with its bylaws or such other
duties as are agreed to by the Bank and the Executive.

     4.   Compensation.  As compensation for services to be provided pursuant to
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this Agreement, Executive shall receive from the Bank the compensation and
benefits set forth below:

          (i)    Base Salary.  During the Employment Term, Executive shall
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     receive a base salary ("Base Salary") in such amount as may from time to
     time be approved by the Board.  The Base Salary shall at no time be less
     than $85,000 per annum.  Executive's Base Salary shall be paid in
     accordance with the Bank's regular payroll practices, as from time to time
     in effect.

          (ii)   Bonus Payments.  In addition to Base Salary, Executive shall
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     be entitled, during the Employment Term, to receive bonus payments as
     follows: (A) for the year containing the Commencement Date, the Executive
     shall be entitled to receive bonus payments in accordance with the DunC
     incentive plan in place prior to the Commencement Date and (B) for the
     remainder of the Employment Term, the Executive shall be entitled to
     receive bonus payments in such amount and on such terms as the Bank's Board
     of Directors may determine from time to time; in each case provided the
     established reasonable conditions have been satisfied.

          (iii)  Signing and Stay Bonus.  The Executive is being paid $25,000
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     on the date hereof by DunC and if the Executive is employed by the Bank on
     the applicable payment date, the Bank shall pay the Executive a stay bonus
     as follows: (A) $45,000 on the Commencement Date; (B) $20,000 on the first
     anniversary of the Commencement Date and (C) $15,000 on the second
     anniversary of the Commencement Date.

          (iv)   Automobile.  During the Employment Term, the Bank shall
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     provide the Executive with a Bank-owned or Bank-leased vehicle or with a
     monthly automobile allowance, in each case on reasonable terms and
     conditions established by the Bank.

          (v)    Professional Conference.  During the Employment Term, the
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     Executive shall be entitled to attend up to two (2) professional
     conferences per year which are mutually agreed to by the Bank and the
     Executive; provided that such conference is related to the Executive's area
     of primary responsibility.

          (vi)   Physical Exam.  During the Employment Term, the Executive
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     shall be entitled to an annual physical examination to be performed by a
     physician of the Executive's choice.  The Bank shall pay the reasonable
     fees of such physician.  The Executive's employment hereunder is not
     contingent upon the results of any such physical examination.

          (vii)  Stock Options.  As soon as practicable following the
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     Commencement Date, Blackhawk shall grant the Executive 3,000 options under
     the Blackhawk Bankcorp, Inc. 1994 Executive Stock Option Plan.  Such
     options shall be granted at an exercise price equal to the fair market
     value at that time of grant.

          (viii) Other Benefits.  During the Employment Term, Executive shall
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     be entitled to vacation (not less than 20 days per annum), sick time,
     personal days and other perquisites in the same manner and to the same
     extent as provided under Bank policies as generally available from time to
     time to its other employees.  During the Employment Term, the Bank shall
     provide to Executive all other benefits of employment (or, with Executive's
     consent, equivalent benefits) generally made available to other comparable
     level employees, with the exception of any supplemental retirement plans of
     the Bank.

          (ix)   Expense Reimbursement.  During the Employment Term, the Bank
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     shall reimburse the Executive for all reasonable and necessary business
     expenses of the Executive incurred in connection with rendering service to
     the Bank as an employee pursuant to this Agreement in accordance with the
     Bank's usual and customary practices, including, without limitation, the
     submission of vouchers and other supporting documentation.

          (x)    Life Insurance.  On or about the Commencement Date, the Bank
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     shall cause American National Insurance Company policy number UO325171 in
     the face amount of $200,000 to be transferred to the Executive and
     Executive shall thereafter be responsible for all premiums on such policy.

          Nothing contained herein shall be construed as granting Executive the
     right to continue in any benefit plan or program, or to receive any other
     perquisite of employment provided under this paragraph 4(viii) (except to
     the extent Executive had previously earned or accumulated vested rights
     therein) following termination or discontinuance of such plan, program or
     perquisite by the Board of Directors.

     5.   Termination.  This Agreement may be terminated, subject to
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payment of the compensation and other benefits described below, upon occurrence
of any of the events described herein.  In case of such termination, the date on
which Executive ceases to be employed under this Agreement, after giving effect
to any prior notice requirement set forth below, is referred to as the
"Termination Date".

          (i)    Death; Disability; Retirement.  This Agreement shall
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     terminate upon the death, disability or retirement of Executive.  As used
     in this Agreement, "disability" shall mean Executive's inability, as the
     result of physical or mental incapacity, to substantially perform his
     duties, with or without accommodations, with the Bank for a period of 180
     consecutive days.  Any question as to the existence of Executive's
     disability upon which Executive and the Bank cannot agree shall be
     determined by a qualified independent physician mutually agreeable to
     Executive and the Bank or, if the parties are unable to agree upon a
     physician within ten (10) days after notice from either 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.  The costs of any such medical examination shall be
     borne by the Bank.  If Executive is terminated due to disability, the
     Executive shall be paid (a) his theretofore unpaid base salary and
     incentive compensation for the period of employment through the Termination
     Date; and (b) compensation for accrued but unused vacation time through the
     Termination Date.

          As used in this Agreement, the term "retirement" shall mean
     Executive's retirement in accordance with and pursuant to any Bank
     retirement plan generally applicable to its employees or in accordance with
     any retirement arrangement established for Executive with the Executive's
     consent.

          If termination occurs as a result of death, disability or retirement,
     no additional compensation shall be payable to Executive under this
     Agreement except as specifically provided herein. Notwithstanding anything
     to the contrary contained herein, Executive shall receive all compensation
     and other benefits to which he was entitled under Section 4 through the
     Termination Date and, in addition, shall receive all other benefits
     available to him under the Bank's benefit plans as in effect on the date of
     death, disability or retirement.

          (ii)   Cause.  The Bank may terminate Executive's employment under
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     this Agreement for cause at any time, and thereafter the Bank's obligations
     under this Agreement shall cease and terminate.  Notwithstanding anything
     to the contrary contained in this Agreement, Executive shall receive all
     compensation and other benefits in which he was vested or to which he was
     otherwise entitled under Section 4, and the plans and programs provided
     therein, by reason of employment through the Termination Date.

          For purposes of this Agreement, "Cause" shall mean:

          (A)  The intentional failure by Executive to substantially perform
          assigned duties (appropriate to the Executive's position and level of
          compensation) with the Bank (other than any such failure resulting
          from the Executive's incapacity due to physical or mental illness)
          after a written demand for substantial performance is delivered to
          Executive by the Bank's Chief Executive Officer, which demand
          specifically identifies the manner in which the Bank's Chief Executive
          Officer believes Executive has not substantially performed his duties,
          advises Executive of what steps must be taken to achieve substantial
          performance, and allows Executive sixty (60) days in which to
          demonstrate such performance.

          (B)  Any willful act of misconduct by Executive which is or could
          reasonably be expected to be materially injurious to Blackhawk or the
          Bank, monetarily or otherwise;

          (C)  A criminal conviction of Executive for any act involving
          dishonesty, breach of trust or a violation of the banking laws of the
          United States;

          (D)  A criminal conviction of Executive for the commission of any
          felony;

          (E)  A breach of fiduciary duty involving personal profit and relating
          to the Executive's duties to the Bank;

          (F)  A willful violation of any law, rule or regulation (other than a
          traffic violation or similar offenses) or final cease and desist order
          which is or could reasonably be expected to be materially injurious to
          Blackhawk or the Bank, monetarily or otherwise; or

          (G)  Personal dishonesty in connection with the Executive's duties to
          the Bank or material breach of any provision of this Agreement
          provided that with respect to a material breach of this Agreement
          other than Section 7(ii), 7(iii) or 7(iv), the Executive shall first
          be given notice by the Bank of the material breach and the Executive
          shall have thirty (30) days from the date of such notice to remedy
          such material breach.

          For purposes of this Subsection (5)(ii), no act, or failure to act, on
     Executive's part shall be deemed "willful" unless done, or omitted 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 Bank.

          (iii)  Voluntary Termination by Executive.  Executive may
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     voluntarily terminate the Executive's employment under this Agreement at
     any time by giving at least sixty (60) days advance written notice to the
     Bank; provided that the Bank may then elect to terminate Executive's
     employment prior to the date specified in Executive's notice (which shall
     also be treated as a voluntary termination under this Section).  The date
     specified in Executive's notice or such earlier date elected by the Bank
     shall be Executive's "Termination Date".  The Bank shall continue to pay
     the Executive until the latter of: (A) the Termination Date or (B) the date
     which is 60 days following the date of the Executive's notice.  In
     addition, the Executive shall receive all other benefits in which he was
     vested or to which he was otherwise entitled under Section 4 through the
     Termination Date and, in addition, shall receive other benefits available
     to him under Bank benefit plans in effect on the Termination Date.  The
     Executive shall not be required to perform any duties for the Bank
     following the Termination Date even though he may be entitled to
     compensation under this subsection (iii).

          (iv)   Termination by Bank Other Than Due to Death, Disability,
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     Retirement, or For Cause.  The Bank may terminate Executive's
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     employment for any reason upon sixty (60) days' advance written notice to
     Executive.  If this Agreement is terminated by the Bank for any reason
     other than death, disability, retirement or for cause and such termination
     is not a Change in Control Termination (as defined below) as set forth in
     Section 5(i), (ii) or (vi), then following the Termination Date:

          (A)  In lieu of any further salary payments to Executive for a period
               subsequent to the Termination Date, Executive shall receive
               severance pay in an amount equal to one hundred fifty percent
               (150%) of the Executive's then current Base Salary payable in
               approximately equal installments over a period of eighteen (18)
               months and in accordance with the Bank's normal payroll practice
               beginning with the first normal pay date following the
               Executive's Termination Date provided, that the such amount shall
               be reduced by the amount of any bonus in excess of Forty-Five
               Thousand Dollars ($45,000) paid to the Executive pursuant to
               Section 4(iii)(A), 4(iii)(B) and 4(iii)(C) hereof.

          (B)  In addition to such Base Salary payments, Executive shall receive
               all other compensation and benefits in which the Executive was
               vested or to which he was otherwise entitled under Section 4 and
               the plans and programs provided therein by reason of employment
               through the Termination Date.

          (v)    Change in Control.  In the event of a Change in Control
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     Termination, then following the Termination Date, the Executive shall
     receive severance pay for a period subsequent to the Termination Date in an
     amount equal to one hundred fifty percent (150%) of the Executive's then
     current Base Salary; provided, that the such amount shall be reduced by the
     amount of any bonus in excess of $45,000 paid to the Executive pursuant to
     Section 4(iii)(A), 4(iii)(B) and 4(iii)(C) hereof.  At the Executive's
     election, the foregoing amount shall be payable in one lump sum or in
     approximately equal installments over a period of eighteen (18) months and
     in accordance with the Bank's normal payroll practices beginning with the
     first normal pay date following the Termination Date option.  If the
     Executive has not notified the Bank of his election to receive a lump sum
     within ten (10) days from the Termination Date, then such amount shall be
     paid in installments as described in the prior sentence.  In addition, if
     the Executive is not being paid such amount in a lump sum, while the
     Executive is receiving such severance pay installments in lieu of any
     further salary payments, Executive shall be entitled to participate in the
     Bank's health, dental and life insurance plans on the same terms and
     conditions as are applicable to other Bank employees; provided, that, in
     the event the Bank's insurance provider does not permit the Executive to
     continue to participate in such plan following the Termination Date, the
     Bank shall each month pay the Executive the amount of premiums which the
     Bank would have otherwise been paying on behalf of the Executive had the
     Executive been participating in such plan.

          For purposes of this Agreement:

               (A)  A "Change in Control" shall be deemed to have occurred if
     Blackhawk or the Bank sell all or substantially all of its assets or
     engages in a transaction which results in fifty percent (50%) or more of
     its voting stock being owned by a person or entity (other than Blackhawk or
     its affiliates) that does not own fifty percent (50%) of such stock on the
     Commencement Date.

               (B)  "Change in Duties" shall mean, with respect to an Executive,
     a significant diminution, without the Executive's prior written approval,
     in the nature or scope of the Executive's authority or duties from those
     applicable to the Executive immediately prior to a Change in Control,
     including, but not limited to, the following: (1) any diminution in the
     Executive's responsibilities or status from the titles, duties,
     responsibilities or status immediately prior to the Change in Control, (2)
     a reduction in the Executive's base annual salary or substantial reduction
     in the aggregate amount of fringe benefits provided to the Executive
     immediately prior to the Change in Control or (3) a change in the
     Executive's principal place of employment to a location more than 25 miles
     from Executive's principal place of employment immediately prior to a
     Change in Control.  The Bank may not reduce the Executive's duties
     immediately prior to a Change in Control from his duties at the time of the
     Commencement Date, except as may approved by the Executive in writing.

               (C)  "Change in Control Termination" shall mean the termination
     of the Executive's Employment with the Bank (or its successor) as a result
     of:  (1) the Executive's voluntary resignation following any Change in
     Duties during the sixty (60) day period prior to a Change in Control,
     provided such resignation occurs within thirty (30) days of the Change in
     Control, (2) the Executive's voluntary resignation due to a Change in
     Duties within twelve (12) months following a Change in Control; and (3) the
     termination of the Executive's employment by the Bank (or its successor)
     other than death, disability, retirement or for cause within twelve (12)
     months following a Change in Control.

          (vi)   Release.  The Bank shall not have an obligation to pay any
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     amount to or to provide benefits to the Executive under subsection (vi) or
     (v) above unless and until the Executive has signed and delivered to the
     Bank a valid, binding and effective release of any and all claims against
     the Bank and its affiliates and agents arising from or relating to the
     Executive's employment with the Bank or the termination of such employment.
     In the event such release is not delivered to the Bank within thirty (30)
     days from the Termination Date, the Bank's obligations to provide payments
     and benefits pursuant to subsections (iv) and (v) shall cease.

     6.   Limitations on Termination Compensation.  In the event that
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the severance benefits payable to Executive under Section 5 ("Severance
Benefits" or any other payments or benefits received or to be received by
Executive from the Bank (whether payable pursuant to the terms of this
Agreement, any other plan, agreement or arrangement with the Bank or any
corporation ("Affiliate") affiliated with the Bank within the meaning of Section
1504 of the Internal Revenue Code of 1986, as amended (the "Code")), in the
opinion of tax counsel selected by Blackhawk's independent auditors and
acceptable to Executive, constitute "parachute payments" within the meaning of
Section 280G(b)(2) of the Code, and the present value of such "parachute
payments" equals or exceeds three times the average of the annual compensation
payable to Executive by the Bank (or an affiliate) and includable in Executive's
gross income for federal income tax purposes for the five (5) calendar years
preceding the year in which a change in ownership or control of the Bank
occurred ("Base Amount"), such Severance Benefits shall be reduced to an amount
the present value of which (when combined with the present value of any other
payments or benefits otherwise received or to be received by Executive from the
Bank (or an Affiliate) that are deemed "parachute payments") is equal to 2.99
times the Base Amount, notwithstanding any other provision to the contrary in
this Agreement.  The Severance Benefits shall not be reduced if (i) Executive
shall have effectively waived his receipt or enjoyment of any such payment or
benefit which triggered the applicability of this Section 6, or (ii) in the
opinion of such tax counsel, the Severance Benefits (in its full amount or as
partially reduced, as the case may be) plus all other payments or benefits which
constitute "parachute payments" within the meaning of Section 280G(b)(2) of the
Code are reasonable compensation for services actually rendered, within the
meaning of Section 280G (b)(4) of the code, and such payments are deductible by
the Bank.  The Base Amount shall include every type and form of compensation
includable in Executive's gross income in respect of the Executive's employment
by the Bank (or an Affiliate), except to the extent otherwise provided in
temporary or final regulations promulgated under Section 280G (b) of the Code.
For purposes of this Section 6, a "change in ownership or control" shall have
the meaning set forth in Section 280G(b) of the Code and any temporary or final
regulations promulgated thereunder.  The present value of any non-cash benefit
or any deferred cash payment shall be determined by the Bank's independent
auditors in accordance with the principles of Sections 280G (b)(3) and (4) of
the Code.

     Executive shall have the right to request that the Bank obtain a ruling
from the Internal Revenue Service ("Service") as to whether any or all payments
or benefits determined by such tax counsel are, in the view of the Service,
"parachute payments" under Section 280G.  If a ruling is sought pursuant to
executive's request, no Severance Benefits payable under this Agreement shall be
made to Executive until after fifteen (15) days from the date of such ruling.
For purposes of this Section 6, Executive and the Bank agree to be bound by the
Service's ruling as to whether payments constitute "parachute payments" under
Section 280G.  If the Service declines, for any reason, to provide the ruling
requested, the tax counsel's opinion provided with respect to what payments or
benefits constitute "parachute payments" shall control, and the period during
which the Severance Benefits may be deferred shall be extended to a date fifteen
(15) days from the date of the Service's notice indicating that no ruling would
be forthcoming.

     In the event that Section 280G, or any successor statute, is repealed, this
Section 6 shall cease to be effective on the effective date of such repeal.  The
parties to this Agreement recognize that final regulations under Section 280G of
the Code may affect the amounts that may be paid under this Agreement and agreed
that, upon issuance of such final regulations this Agreement may be modified as
in good faith deemed necessary in light of the provisions of such regulations to
achieve the purposes of this Agreement, and that consent to such modifications
shall not be unreasonably withheld.

     7.   General Provisions.
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     (i)  Successors; Binding Agreement.  This Agreement shall inure
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     to the benefit of, and shall be binding upon, any successor (whether direct
     or indirect, by purchase, merger, consolidation or otherwise) to all or
     substantially all of the business and/or assets of the Bank.

     (ii) Noncompetition Provision.  Executive acknowledges that the
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     development of personal contacts and relationships is an essential element
     of the banking business, that the Bank (and its predecessors) has invested
     considerable time and money in the Executive's development of such contacts
     and relationships, that the Bank could suffer irreparable harm if the
     Executive were to leave employment and solicit the business of Bank
     customers, and that it is reasonable to protect the Bank against
     competitive activities by Executive.  Executive covenants and agrees, in
     recognition of the foregoing and in consideration of the Bank's promises
     contained herein, that in the event the Executive's employment with the
     Bank terminates, Executive shall not, during the Noncompete Period,
     directly or indirectly, in the Restricted Area: (A) engage in, carry on, or
     continue any business which competes with the Bank  or (B) be employed by,
     consult with, advise or assist in any way, whether or not for
     consideration, any Significant Competitor of the Bank.

     For purposes of this Agreement,

     (A)  "Significant Competitor" means any financial institution including,
but not limited to, any commercial bank, savings bank, savings and loan
association, credit union, or mortgage banking corporation has a home, branch or
other office in the Restricted Area.

     (B)  "Noncompete Period" shall mean the period during which the Executive
is employed by the Bank and, if the Executive's employment with the Bank is
terminated during the Employment Term, a period of one year thereafter and, if
the Executive's employment with the Bank is terminated after the Employment
Term, a period of six (6) months thereafter.

     (C)  "Restricted Area" means the twenty-five (25) mile radius from the
Bank's or First Bank's office in Belvidere, Illinois or such other office of the
Bank or First Bank at which the Executive maintains his principal place of
business.

     (iii)     Nonsolicitation Provision. During the Noncompete
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Period, Executive shall not, directly or indirectly, whether for his own account
or for the account of any other individual, partnership, firm corporation or
other business organization, solicit or endeavor to entice away from the Bank
and Blackhawk, or otherwise interfere with the relationship of the Bank or
Blackhawk with, any person or entity (A) who is a customer of the Bank or First
Bank or who otherwise had a business relationship with the Bank or First Bank or
was a customer or business relation of either of them within the twenty-four
month period prior to the Termination Date, or (B) who is employed by or
otherwise engaged to perform services for the Bank or Blackhawk.

     (iv)      Confidentiality.  Except as required for the Executive's
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employment  with  the  Bank  or  Blackhawk,  Executive  shall  not  directly  or
indirectly use, disseminate or disclose any Confidential Information (as defined
herein).   Confidential Information  means information  in any  form, format  or
media disclosed  to Executive  or known  by  Executive as  a consequence  of  or
through the  Executive's  employment  by  the  Bank  or  its  predecessors,  not
generally known in  the industry in  which the Bank  is or  may become  engaged,
about the  Bank's or  Blackhawk's customers,  processes or  services,  including
information relating to business plans, products and business strategies.   Upon
termination of Executive's employment  with the Bank,  all documents or  records
containing  Confidential  Information,   including  copies   thereof,  then   in
Executive's possession or  under Executive's  control, whether  prepared by  the
Executive or others,  shall be  left with or  returned to  the Bank.   All  such
material shall remain the property of the Bank and Blackhawk.

     (v)       Enforcement; Survival.  Executive agrees that the provisions
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set forth in subsections (ii), (iii) and (iv) above herein are necessary for the
protection of  Blackhawk's investment  in the  Acquisition Transaction  and  the
legitimate business interests of  the Bank and that  the restrictions set  forth
therein are reasonably limited as to (i) the scope of activities affected,  (ii)
their duration and geographic scope, and (iii) their effect on Executive and the
public.  In the event a court  of competent jurisdiction determines that any  of
the covenants set forth in subsections (ii), (iii) or (iv) above are excessively
broad as to duration, geographic scope,  activity or otherwise, it is  expressly
agreed that such covenant  shall be construed so  that the remaining  provisions
shall not be affected, but shall remain in  full force and effect, and any  such
overbroad provisions shall be deemed, without further action on the part of  any
party, to be modified, amended or limited,  but only to the extent necessary  to
render the same valid and enforceable in such jurisdiction.

     Without intending to limit  the remedies available  to the Bank,  Executive
acknowledges that a  breach of  any of  the covenants  contained in  subsections
(ii), (iii) or (iv) above will result in material irreparable injury to the Bank
or its affiliates for which there is no adequate remedy at law, that it will not
be possible to  measure damages  for such injuries  precisely and  that, in  the
event of such a breach or threat thereof, the Bank shall be entitled to obtain a
temporary  restraining  order  and/or  a  preliminary  or  permanent  injunction
restraining Executive from  engaging in  activities prohibited  therein or  such
other relief as may be required to enforce specifically any of the covenants set
forth therein.  Executive hereby agrees and consents that such injunctive relief
may be  sought in  any  state or  federal  court of  record  in which  venue  is
appropriate or in  any other court  having jurisdiction over  Executive, at  the
election of the Bank.  In  addition to such other relief  as may be awarded,  if
the Bank is the prevailing party it  shall be entitled to reimbursement for  all
reasonable costs, including  attorneys' fees, incurred  in enforcing its  rights
hereunder.

     In the event Executive violates the provisions of subsection (ii) above and
the Bank brings legal action for injunctive or other relief, the Bank shall not,
as a result of the time  involved in obtaining such  relief, be deprived of  the
benefit of  the full  period of  the restrictive  covenant.   Accordingly,  such
covenant shall be deemed  to have the duration  specified herein, computed  from
the date such relief is granted, but reduced by any period between  commencement
of the period and the date of the first violation.

     Subsections (ii), (iii) and (iv) and this subsection (v) shall survive  any
termination of this Agreement.

     (vi)      Notice.  For purposes of this Agreement, notices and all
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other communications provided for in the Agreement shall be in writing and shall
be deemed to have been duly given when delivered or mailed by Bank States
registered mail, return receipt requested, postage prepaid, addressed as
follows:

     If to the Bank:

     Blackhawk State Bank
     400 Broad Street
     Beloit, WI  53512
     ATTN:  R. Richard Bastian III
            CEO/President

or if to Executive, at the address set forth below:

     Dale Blachford
     523 Parkway Avenue
     Loves Park, IL 61111

or to such other address as either party may have furnished to the other in
writing in accordance herewith, except that notice of change of address shall be
effective only upon receipt.

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

     (viii)    Entire Agreement.  This Agreement and the documents referred
               ----------------
herein constitute the entire agreement between the parties pertaining to the
subject matter hereof, and supersede all prior and contemporaneous agreements,
understandings, negotiations and discussions of the parties, whether oral or
written, and there are no warranties, representations or other agreements
between the parties in connection with the subject matter of this Agreement.  In
particular, upon this Agreement becoming effective, this Agreement supercedes
the COC Agreement and the Employee waives any rights to receive "severance pay"
under the COC Agreement.  Notwithstanding any provision in this Agreement to the
contrary, upon the termination of the Merger Agreement among Blackhawk, DunC and
DunC Merger Corporation relating to the Acquisition Transaction, this Agreement
shall terminate and be null and void and the COC Agreement shall be unaffected.

     (ix)      Miscellaneous.  No provision of this Agreement may be amended,
               -------------
waived or discharged unless such amendment, waiver of discharge is agreed to in
writing and signed by Executive and such Bank officer as may be specifically
designated by the Board.  No waiver by either party hereto at any time of any
breach by the other party hereto of, or compliance with, any condition or
provision of this Agreement to be performed by such other party shall be deemed
a waiver of similar or dissimilar provisions or conditions at the same or at any
prior or subsequent time. No agreements or representations, oral or otherwise,
express or implied, with respect to the subject matter hereof have been made by
either party which are not expressly set forth in this Agreement.  The validity,
interpretation, construction and performance of this Agreement shall be governed
by the laws of the State of Illinois.

     IN WITNESS WHEREOF, the undersigned have duly executed this Employment
Agreement as of this 17 day of March, 2003.

                                   BLACKHAWK STATE BANK

                                   By:/s/ R Richard Bastian, III
                                      ---------------------------
                                      R. Richard Bastian III

                                   Its: President and Chief Executive Officer

                                   Attest:

                                   By:/s/ Todd James
                                      --------------------------
                                      Todd James

                                   Its: Chief Financial Officer

                                   BLACKHAWK BANKCORP, INC.
                                   (solely for purposes of Section 4(vii))

                                   By:/s/ R Richard Bastian, III
                                      ---------------------------
                                      R. Richard Bastian III

                                   Its: President and Chief Executive Officer

                                   EXECUTIVE

                                   /s/ Dale L. Blachford
                                   ------------------------------
                                   Dale Blachford