**Exhibit 10.1**

** **

**Community First**

** **

**2002 Annual Incentive Plan (AIP)**

 

**EXECUTIVE SUMMARY**

 

I.                   *Participants*

 
|   |      | **Incentive - % of Salary** |       |
|--------|-----------|-----------------------------|------------|
| **A.** | **Group** |                        | **Target** |   | **Maximum** |   |
|   | CEO       |                        | 50         | % | 100 | % |
|   | COO       |                        | 40         | % | 80 | % |
|   | EVP       |                        | 30         | % | 60 | % |
|   | SVP       |                        | 25         | % | 50 | % |
|   | VP        |                        | 15         | % | 30 | % |
|   |      |                        |       |   |   |   |
| B.     | Other     |                        |       |   |   |   |

 

II.               *Measures / Weighting*

 
| A.     | Internal (Earnings Per  Share (EPS))                                 |   | 37.5   | %(1)   |
|--------|----------------------------------------------------------------------|--------|--------|--------|
|   |                                                                 |   |   |   |
| B.     | External (Return  on Equity (ROE))  (Total Shareholder Return (TSR)) |   | 37.5   | %(1)   |
|   |                                                                 |   |   |   |
|   |                                                                 |   |   |   |
| C.     | Balanced Scorecard                                                   |   | 25     | %(2)   |
|   |                                                                 |   |   |   |
|   | Total                                                                |   | 100    | %      |

 

----

(1)  Division / CFC Presidents = 25%

(2)  Division / CFC Presidents = 50%

 

III.           *Internal Measure* – Earnings Per Share (EPS)

 

Based on performanceversus 2002 profit plan

No award is lessthan 91% of plan

Rounded up a .5(plan) and down at <.5

 

----

 

IV.         *External Measure* – Return on Equity (ROE) / Total Shareholder Return (TSR)

 

Compares CFBperformance in 2002 on Return on Equity (ROE) and Total Shareholder Return(TSR) to SNL peer group (30 banks).

 

Percentile ROE

 
| 85th or  higher |   | 100            | %      | 150    | %      | 200             | %      |
|-----------------|--------|----------------|--------|--------|--------|-----------------|--------|
| 50th            |   | 50             | %      | 100    | %      | 150             | %      |
| 49th or  lower  |   | 0              | %      | 50     | %      | 100             | %      |
|            |   | 49th or  lower |   | 50th   | *      | 85th or  higher |   |
|            |   |           |   |   |   |            |   |
|            |   |           |   |   |   | Percentile TSR  |

 

----

*  Award will be prorated from 50th%to 85th%.

 

V.               *Balanced Scorecard Measure*

 

A.                      The Balanced Scorecard measuresthree (3) factors in the AIP:

1)              Sales

2)              Financial

3)              Credit

 

B.                        Sales Measures include three keyindicators:

1)              Number of sales per FTE per week– see attached list of qualifying products

2)              New customer cross-sell ratio

3)              Campaign Performance

 

C.                        Financial Measures include fourkey indicators:

1)              Net Controllable Revenue per FTE

2)              Controllable Non-Interest Incomeper FTE

3)              Loan fees as percent of profitplan

4)              Investment product sales aspercent of profit plan

 

D.                       Credit Quality Measures include:

1)              Credit Goal Scoring

 

E.                         Balanced Scorecard TargetIncentive:

 
| **1)** | **Group** |   | **%** |   |
|--------|-----------|--------|-------|--------|
|   | CEO       |   | 100   | %      |
|   | COO       |   | 100   | %      |
|   | EVP       |   | 75    | %      |
|   | SVP       |   | 60    | %      |
|   | VP        |   | 40    | %      |

 

2

----

 

VI.         *Plan Administration*

 

1.               **Eligibility Requirements****-** AllCommunity First designated Vice Presidents, Senior Vice Presidents, ExecutiveVice Presidents, COO & CEO are eligible for the Corporate AIP.

 

2.               **Award Potential****-** There is nocap on the amount of AIP you are eligible to earn.  AIP is determined as a % of your year-end annual salary.  This award is based on achievement of alldesignated measures.

 

3.           **IncentivePayment Schedule -**TheAIP will be calculated and paid annually at the end of the plan year, and istypically paid with the first full pay period in March of the year followingthe incentive period.  The AIP plan yearis defined as CFB’s fiscal year, which is also the calendar year.  To consider any incentive earned andpayable, the employee must be an active employee of CFB at the time incentivepayment is paid.

 

4.               **Communication****-**The AIPactual vs. measure results are anticipated to be communicated quarterly.  You are encouraged to track the measures onan on-going basis.

 

5.             **New Hires**- Employees hired into eligible positions between January 1 and June 30 of theplan year are eligible for the plan and may receive a pro-rata award.  For example:  someone hired in May will be paid for seven months of earnedincentive.  Employees hired after June30 may be eligible to participate in the plan and receive a pro-rata award atthe discretion of President/CEO and Director of Human Resources.

 

6.               **Promotions -**Employees promoted into AIP eligible positions would becovered under the same provisions as a new hire.

 

7.               **Voluntary Resignation, Involuntary Resignation or Termination** prior to the end of the planyear – Potential incentive payment is forfeited.  **Voluntary Demotion****–**Payment may be made at the discretion and approval of the President/CEO andDirector of Human Resources.

 

8.               **Transfers**–If the employee transfers out of an eligible position, an award may bepro-rated.  If an employee transfers toa different size location, the AIP calculation will be pro-rated to reflect theappropriate time worked in each location during the plan year.

 

9.               **Medical or Unpaid Medical Leave of Absence** – Will be reviewed on a case bycase basis.

 

10.         **Overall Performance Requirements****–** To emphasize that achievement of the incentive plan goalsmust not come at the expense of other responsibilities, no incentive awardswill be made to participants whose overall performance for the year receives arating of less than “Meets Expectations”.

 

11.         **Periodic Review****–** Periodicallythe effectiveness of the plan will be reviewed to assure the plan supportsCFB’s strategic direction.  Each yearthe plan will be reviewed to determine participant eligibility and whether itwill be continued for the next fiscal year.

 

12.         **Reserved Right** - Community First reserves the right to change any and allterms of the Balanced Scorecard Annual Incentive Plan, up to and includingtermination of the plan, at any time.

 

3

----

 

 

###### **2002**

###### **CommunityFirst**

###### **BalancedScorecard**

 

Regional Financial Centers

##### CommunityFinancial Centers

 

###### **AnnualIncentive Plan**

 

 

***Presidents/Managers***

 

4

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**Regional FinancialCentersCommunity Financial Centers**

***Presidents/Managers***

 

**Table of Contents**

 
| **Cover**                                    |
|----------------------------------------------|
|                                         |
| **Table  of Contents**                       |
|                                         |
| **Message from Mark Anderson**               |
|                                         |
| **Annual Incentive Plan Overview**           |
|                                         |
| **Plan Administration**                      |
|                                         |
| **Performance Measure Definitions**          |
|                                         |
| **2002 Qualifying Products**                 |
|                                         |
| **Performance Measurement Schedule**         |
|                                         |
| **Performance Measure Score – RFC**     |
|                                         |
| **Incentive  Calculation Format – RFC** |
|                                         |
| **Performance Measure Score – CFC**     |
|                                         |
| **Incentive  Calculation Format – CFC** |
|                                         |
| **Designated Participants**                  |

 

5

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### ****

### ** **

### **A Message from Mark Anderson**

 

 

Great News!!!!

 

The Balanced Scorecard has been very effective in impacting ourperformance and actions in 2001. Excellent progress in virtually all components of the scorecard has beenmade.  And, additional insights havebeen learned during the year.  Thisadded knowledge we have gained, along with some additional analysis, is leadingto some important improvements for 2002.

 

As you work through the material we have attached, you will see theseenhancements.  Several of the importantchanges are:

 

1.                                       The Sales/FTE/Week measure hasbeen changed from an annual measurement to a quarterly measurement andscorecard impact.  This will not onlyrecognize the sales level reached, but also the progress during the year.

2.                                       The New Customer Cross-Sellmeasure has also been moved to a quarterly evaluation time frame and we believethis will help all of us benefit from our efforts during the year.

3.                                       The Credit Score ranges havebeen modified to better match our performance expectations. Earliercommunication of our retroactive treatment impact should have been seen withyour October results.

4.                                       “Bonus points” for outperformingthe performance levels that correspond with the 100% payout level has also beenadded.  This opens up the “upside”tremendously.

5.                                       Finally, another significantpositive.  In addition to a 90% actualto profit plan “Knockout”, we have added an ROE “Knock In” that will reward thehighest ROE performers who may have missed 90% of an aggressive profit plan.

 

We are excited about the scorecard performance we have seen so far in2001 and the tremendous progress.  Withthese changes, there is greater opportunity for superior performance.

 

6

----

 

In fact, special 2001 retroactive treatment not only for the creditscorecard, but also Sales/FTE/Week and New Customer Cross-Sell of yourscorecard will be given.  And going onestep better, for 2001 only, your scorecard will benefit from the better of theyearly level or the quarterly results for Sales/FTE/Week and New CustomerCross/Sell.

 

Thank you for all of the attention and support you have put into thescorecard.  Every one of theseenhancements will better evaluate your growth and performance and provides areward for your success.

 

Best wishes.

 

7

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# **2002Balanced Scorecard**

**Regional FinancialCenters/Community Financial Centers**

## ***Annual Incentive Plan*** for President/Manager - Overview

 

# **Introduction**

As we approach 2002 with new challenges and opportunities by offeringour customers quality financial service, it is important that our compensationpackage rewards outstanding performance in meeting our sales, financial andcredit quality goals.

 

#### **Plan Objectives**

The President/Manager Balanced Scorecard Annual Incentive Plan (AIP),whether Regional Financial Center (RFC) or Community Financial Center (CFC),has been designed to motivate superior performance and create additionalshareholder value.  The goals stated foreach president/branch manager are intended to emphasize behaviors over whichthey have control and will lead to increased profitability in the future.

 

**EligibilityRequirements**

All RFC Bank Presidents and CFC Branch Managers areeligible for the AIP.

 

**Award Potential**

There is no cap on the amount of AIP you are eligibleto earn.  AIP is determined as a % ofyour year-end annual salary.  This awardis based on achievement of all balanced scorecard performance measures andprofit plan goals.

 

**Incentive PaymentSchedule**

The AIP will be calculated and paid annually at theend of the plan year, and is typically paid during with the first full payperiod in March of the year following the incentive period. The AIP plan yearis defined as the CFB’s fiscal year, which is also the calendar year. Toconsider any incentive earned and payable, the employee must be an activeemployee of CFB at the time incentive payment is paid.

 

#### **Performance Measures**

There are three measurement factors included in the AIP.

 

1.                                       Sales

2.                                       Financial

3.                                       Credit

 

*Sales Measures* include three key indicators:

•                  Number of sales per FTE per week- see attached list of qualifying products

•                  New client cross-sell ratio

•                  Campaign Performance

 

*Financial Measures* include four key indicators:

•                  Net Controllable Revenue per FTE

•                  Controllable Non-interest Incomeper FTE

•                  Loan fees as percent of profitplan

•                  Investment product sales aspercent of profit plan

 

8

----

 

*Credit QualityMeasure*includes:

 

•                  Credit Goal Scoring

 

9

----

 

In addition to these measures, the bank's performance against profitplan is an important indicator of success and is included in the AIP.  The Profit plan is based on historicalperformance but is designed to drive higher level performance.

 

If the RFC/CFC’s actual performance is less than 90% of profit plan,unless a ROE of 30% is achieved, no AIP will be awarded.  Where actual performance exceeds the profitplan, a higher AIP will be paid to reward bank presidents/managers (see page11, item B).

 

Those employees who establish aggressive profit plans, with higherlevels of performance over the previous year, and exceed those plans, willreceive a bonus incentive (see page 11, item F).

 

 

#### **Calculatingthe AIP Award**

•                  The Sales, Financial and Creditscores are assigned based on actual performance and multiplied by the weightassigned to each set of measurements. These weighted scores are added to obtain the **Balanced Scorecard Points**.  Bonus points have been added to the Salesand Financial measures.  This will allowrewards for performance above and beyond expectations.  Also, a special bonus is included onsales/FTE/Week measure.  Locations thathave a 20% increase over their 2001 average will move into the next higherlevel.  This will reward substantialgrowth performance.

 

•                  The Bank’s actual **Performancevs. Profit Plan** is then computed. If it is less than 90%, unless the specified ROE is achieved, no AIPwill be awarded.

 

•                  The **Balanced Scorecard Performance Points**number is computed by multiplying the Total Performance Points in Part A by theBank’s Performance vs. Profit Plan from Part B.  This provides for a higher incentive when the bank’s performanceexceeds plan.

 

•                  The **Target Incentive** for eachbank is based on a grid showing the Bank’s Net Controllable Revenue per FTE vs.Annualized Pretax Adjusted Earnings. This target incentive takes into account bank earnings and efficiency,rewarding banks that achieve higher earnings and greater efficiency.

 

•                  The **Base Balanced Incentive** iscomputed by multiplying the Target Incentive (D) by the Balance PerformanceIndex (C).  This is the percent of basesalary to be paid as the AIP.

 

•                  A **Bonus Incentive** is added tothe AIP if the bank’s Balanced Scorecard Points (A) are greater than 50 and thebank’s performance vs. Profit Plan exceeds 100%.  The bonus incentive is based on a schedule reflecting thepercentage increase in the 2002 Profit Plan over the 2001 actualperformance.  This is intended toprovide higher rewards for Presidents/Managers who set aggressive plans andexceed them.

 

•                  The **Total Balance Incentive Percentage**equals the Base Balanced Incentive plus the Bonus Incentive, ifapplicable.  This is the totalpercentage of the Bank President/Managers salary to be paid out as the AIP.

 

**Plan Administration**

** **

**1.**                      New Hires – Employeeshired into eligible positions after January 1 but before June 30 of the planyear may receive a pro-rata award.  Forexample: someone hired in May, may be paid for seven 

** **

**10**

----

** **

**monthsof earned incentive.  Employees hiredafter June 30 may be eligible to participate in that plan year and receive apro-rata award.  Eligibility for thoseindividuals would be made at the discretion and approval of the DivisionPresident and Human Resources.**

** **

**2.**                      Promotions – Employeespromoted into AIP eligible positions would be covered under the same provisionsas a new hire.

** **

**3.**                      Voluntary Resignation,Involuntary Resignation or Termination prior to the end of the plan year –Potential incentive payment is forfeited. VoluntaryDemotion – Payment may be made at the discretion and approval of the DivisionPresident and Human Resources.

** **

**4.**                      Transfers – If theemployee transfers out of an eligible position, an award may be pro-rated.  If an employee transfers to a different sizelocation, the AIP calculation will be pro-rated to reflect the appropriate timeworked in each location during the plan year.

** **

**5.**                      Medical or Unpaid Medical Leave of Absence – Will bereviewed on a case by case basis.

** **

**6.**                      Overall Performance Requirements – Toemphasize that achievement of the incentive plan goals must not come at theexpense of other responsibilities, no incentive awards will be made toparticipants whose overall performance for the year receives a rating of lessthan “Meets Expectations”.

** **

**7.**                      Periodic Review –Periodically the effectiveness of the plan will be reviewed to assure the plansupports CFB’s strategic direction. Each year the plan will be reviewed to determine participationeligibility and whether it will be continued for the next fiscal year.

** **

**8.**                      Reserved Right - CommunityFirst Bankshares, Inc. reserves the right to change any and all terms of theBalanced Scorecard Annual Incentive Plan, up to and including termination ofthe plan, at any time.

** **

*The achievement of theSales, Financial and Credit goals as stated in the Balanced Scorecard willcontribute not only to higher profitability for the bank but also to greaterfinancial rewards for Presidents/Managers.*

 

The following pages illustrate how the AIPscoring and calculations are determined:

 

1.                                                         Performance Measure Definitions

2.                                                         2002 Qualifying Products

3.                                                         Performance Measure Schedulethat shows the assigned goal and scoring tiers

4.                                                         Examples

•                  RFC Performance MeasurementScore & Incentive Calculation Format

•                  CFC Performance MeasurementScore & Incentive Calculation Format

** **

****

** **

**11**

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** **

**2002 CFB Balanced Scorecard -**

**Regional Financial Centers/Community Financial Centers**

***Performance Measurement Definitions******- President/Manager***

*(Changes made from the 2001 scorecard to the 2002 scorecardare highlighted in blue)*

 

**Sales Measurements**

**1. Number ofSales/FTE/Week***

**Sales  **= # of qualifying productssold.  A list of qualifying products isattached and is available in the Public Folders.

**FTE   **= Full-time equivalents, on anactual hours worked basis, as reported on the Ceridian Payroll System.

The calculation for incentive purposeswill use the monthly FTE.  Bank, Trust,..30 Insurance and Investment Sales FTE will be included in the calculation.

**Week **= # of weeks in the period beingreported.

Thecalculation for incentive purposes will be based on Quarterly performancedivided by four quarters for the year.

 

----

****Special Credit:  a 20% increase over2001 average will allow a move to the next higher payout level***

 

**2. New CustomerCross-Sell Ratio**

**Sales  ** = # of qualifying products sold to new customers.  A listing of qualifying products isavailable on the Intranet.

**New Customers**    = # of new customers for the period beingreported.

The calculation for incentive purposeswill be based on Quarterly performance divided by four quarters for the year.

 

**3. CampaignPerformance**

Thebank will receive a score  (per thePerformance Measurement Schedule) for each campaign based on % of goalattainment.  The calculation forincentive purposes will add the scores for each of the campaigns and divided bythe # of campaigns.

 

**Financial Measurements**

**1. Net ControllableRevenue/FTE**

**NetControllable Revenue**    = (Net Interest Income +Total Non-Interest Income(incl. loan fees+JV Soft Dollar fees) - Security Gains- BOLI Benefit - Undistributed Income from subsidiaries).

**FTE**    = Full-time equivalents, on an actualhours worked basis, as reported on the Ceridian Payroll System.

The calculation for incentive purposeswill use the monthly FTE.  Bank, Trust,..30 Insurance and Investment Sales FTE will be included in the calculation

 

The calculation will be based onyear-to-date annualized performance.

 

**2. ControllableNII/FTE**

**NII**      = (Total Non-Interest Income (incl. loanfees+JV Soft Dollar fees) - Security Gain - BOLI Benefit - UndistributedIncome)

**FTE**    =Full-time equivalents, on an actual hours worked basis, as reported on theCeridian Payroll System.

The calculation for incentive purposeswill use the monthly FTE.  Bank, Trust,..30 Insurance and Investment Sales FTE will be included in the calculation

 

The calculation will be based onyear-to-date annualized performance.

 

**3. Loan Fees as %Plan**

**Loan Fees**   = Total loan fees line from VarianceReports + JV Soft Dollar fees

The calculation is based on actualyear-to-date loan fees as a % of year-to-date planned loan fees.

 

**4. Investment Salesas % Plan**

**InvestmentSales**   = Security SalesIncome line as reported on Variance Reports

Thecalculation is based on actual year-to-date sales of investment products as a %of year-to-date planned sales of investment products.

 

**Credit Measurements**

**1. Credit GoalScoring**

This is the Credit Goal Score asreported in the Credit Goal Report prepared by Loan Accounting.

 

**Other Definitions**

**Pretax AdjustedEarnings** = income b/4 tax + corp directed training + corp directedadvertising + CFSC data processing + goodwill + intangibles + mgmt fee -undistributed income from subsidiaries - securities gains

** **

**12**

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** **

**2002 CFB Balanced Scorecard**

**RegionalFinancial Centers/Community Financial Centers**

***2002 Qualifying Products****for Sales Measurements*

** **

*(Changes made fromthe 2001 scorecard to the 2002 scorecard are highlighted in blue.)*

 

**Sales Measurements**
| **Number of Sales/FTE/Week**                                                                                                                                             |   | **New Customer X-Sell  Ratio**                                                                                                                                           |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                     |   |                                                                                                                                                                     |
| **Qualifying  Products**                                                                                                                                                 |   | **Qualifying  Products**                                                                                                                                                 |
| •             Checking (Retail and Business)                                                            |   | •             Checking (Retail and Business)                                                            |
| •             Savings (Retail and Business)                                                             |   | •             Savings (Retail and Business)                                                             |
| •             Certificate of Deposit (Retail  and Business)                                             |   | •             Certificate of Deposit (Retail  and Business)                                             |
| •             Retirement Accounts (Savings  and Certificates)                                           |   | •             Retirement Accounts (Savings  and Certificates)                                           |
| •             Loans/Lines                                                                               |   | •             Loans/Lines                                                                               |
| •                       Consumer                      |   | •                       Consumer (direct loans only)  |
| •                       Ready Credit                  |   | •                       Ready Credit                  |
| •                       Mortgage (non-JV)             |   | •                       Mortgage (non-JV)             |
| •                       Home Equity Loans & Lines |   | •                       Home Equity Loans & Lines |
| •                       Agricultural                  |   | •                       Agricultural                  |
| •                       Commercial                    |   | •                       Commercial                    |
| •                       Tax Exempt Loans              |   | •                       Tax Exempt Loans              |
| •                       Commercial Revolving Credit   |   | •                       Commercial Revolving Credit   |
| •                       Letters of Credit             |   | •                       Letters of Credit             |
| •                       Direct Leases                 |   | •                       Direct Leases                 |
| •             ATM/Debit Cards                                                                           |   | •             ATM/Debit Cards                                                                           |
| •             Elan Credit Cards                                                                         |   | •             Elan Credit Cards                                                                         |
| •             Investments                                                                               |   | •             Investments                                                                               |
| •             Credit Life and Disability  (CGLI)                                                        |   | •             Credit Life and Disability  (CGLI)                                                        |
| •                       Single Life                   |   | •                       Single Life                   |
| •                       Joint Life                    |   | •                       Joint Life                    |
| •                       Disability                    |   | •                       Disability                    |
| •                       Single Life/Disability        |   | •                       Single Life/Disability        |
| •                       Joint Life/Disability         |   | •                       Joint Life/Disability         |
| •             Online Banking                                                                            |   | •             Online Banking                                                                            |
| •             Online Bill Pay                                                                           |   | •             Online Bill Pay                                                                           |
| •             Online Business Banking*                                                                  |   | •             Online Business Banking*                                                                  |
| •             Safe Deposit Box                                                                          |   | •             Safe deposit Box*                                                                         |
| •             Insurance Policies*                                                                       |   |                                                                                                                                                                     |
| •             Trust Accounts*                                                                           |   |                                                                                                                                                                     |
| •             Mortgage JV Sales*                                                                        |   |                                                                                                                                                                     |
|                                                                                                                                                                     |   |                                                                                                                                                                     |
| **Products  NOT Qualifying:**                                                                                                                                            |   | **Products  NOT Qualifying:**                                                                                                                                            |
| •                                                                                                                                                                   |   | •             Indirect loans                                                                            |
|                                                                                                                                                                     |   |                                                                                                                                                                     |
| **Additional  NON-Qualifying Components:**                                                                                                                               |   | **Additional  NON-Qualifying Components:**                                                                                                                               |
| •             Accounts opened and closed in  the same month                                             |   | •             Accounts opened and closed in  the same month                                             |
| •             Checking and savings account  upgrades                                                    |   | •             Checking and savings account  upgrades                                                    |
| •             Back-dated accounts not put on  the books prior to month end                              |   | •             Back-dated accounts not put on  the books prior to month end                              |
| •             Loan and certificates  automatically renewed                                              |   | •             Loan and certificates  automatically renewed                                              |

 

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** In development*

 

13

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**2002CFB Balanced Scorecard**

**RegionalFinancial Centers/Community Financial Centers**

***Performance Measurement Schedule****– President/Manager*

** **

*(Changes made fromthe 2001 scorecard to the 2002 scorecard are highlighted in blue.)*

 
| **2002 Measurements** |   | **Regional Financial Center (Weight)** |   | **Community Financial Center  (Weight)** |   |
|-----------------------|--------|----------------------------------------|--------|------------------------------------------|--------|
| *A.  Sales*      |   | *40*                                   | *%*    | *45*                                     | *%*    |
| *B.  Financial*  |   | *40*                                   | *%*    | *45*                                     | *%*    |
| *C.  Credit*     |   | *20*                                   | *%*    | *10*                                     | *%*    |

 

* *
| **A.  SALES**                               |   | **Payout Scale** |       | **Score** |       | **Bonus**                                                          |   |
|--------------------------------------------------|--------|------------------|------------|-----------|------------|--------------------------------------------------------------------|--------|
| **1.  Number of Sales/FTE/Week (40%)**      |   | **<3.00**     | ** ** | **0.0**   | ** ** | **Add one point for each .05 increase in  performance above 5.50** |   |
|                                             |   | **3.00-3.64**    | ** ** | **25.0**  | ** ** |                                                               |
|                                             |   | **3.65-4.34**    | ** ** | **50.0**  | ** ** |                                                               |
|                                             |   | **4.35-4.99**    | ** ** | **75.0**  | ** ** |                                                               |
|                                             |   | **5.00-5.50**    | ** ** | **100.0** | ** ** |                                                               |
|                                             |   |             | ** ** |      | ** ** |                                                               |   |
| **2.  New Customer Cross-sell Ratio (30%)** |   | **<1.50**     | ** ** | **0.0**   | ** ** | **Add one point for each .02 increase in  performance above 2.80** |   |
|                                             |   | **1.50-1.84**    | ** ** | **25.0**  | ** ** |                                                               |
|                                             |   | **1.85-2.19**    | ** ** | **50.0**  | ** ** |                                                               |
|                                             |   | **2.20-2.49**    | ** ** | **75.0**  | ** ** |                                                               |
|                                             |   | **2.50-2.80**    | ** ** | **100.0** | ** ** |                                                               |
|                                             |   |             | ** ** |      | ** ** |                                                               |   |
| **3.  Campaign Performance (30%)**          |   | **<90.0**     | **%**      | **0.0**   | ** ** | **Add one point for each 5% increase in  performance above 150%**  |   |
|                                             |   | **90.0-99.9**    | **%**      | **25.0**  |       |                                                               |
|                                             |   | **100.0-109.9**  | **%**      | **50.0**  | ** ** |                                                               |
|                                             |   | **110.0-119.9**  | **%**      | **75.0**  | ** ** |                                                               |
|                                             |   | **120-150**      | **%**      | **100.0** | ** ** |                                                               |

 
| **B.  FINANCIAL**                           |   |                 |       | **Score** |       | **Bonus**                                                                                                                                      |   |
|--------------------------------------------------|--------|----------------------|------------|-----------|------------|------------------------------------------------------------------------------------------------------------------------------------------------|--------|
| **1.  Net Controllable Revenue/FTE (30%)**  |   | **<$200,000**     | ** ** | **0.0**   | ** ** | **Add one point for each $1,000 increment  over $280,000**                                                                                     |   |
|                                             |   | **$200,000-221,999** | ** ** | **25.0**  | ** ** |                                                                                                                                           |
|                                             |   | **$222,000-243,999** | ** ** | **50.0**  | ** ** |                                                                                                                                           |
|                                             |   | **$244,000-264,999** | ** ** | **75.0**  | ** ** |                                                                                                                                           |
|                                             |   | **$265,000-280,000** | ** ** | **100.0** | ** ** |                                                                                                                                           |
|                                             |   |                 | ** ** |      | ** ** |                                                                                                                                           |   |
| **2.  Controllable NII/FTE (20%)**          |   | **<$45,000**      | ** ** | **0.0**   | ** ** | **Add one point for each $1,000 increment  over $70,000**                                                                                      |   |
|                                             |   | **$45,000-49,999**   | ** ** | **25.0**  | ** ** |                                                                                                                                           |
|                                             |   | **$50,000-54,999**   | ** ** | **50.0**  | ** ** |                                                                                                                                           |
|                                             |   | **$55,000-59,999**   | ** ** | **75.0**  | ** ** |                                                                                                                                           |
|                                             |   | **$60,000-70,000**   | ** ** | **100.0** | ** ** |                                                                                                                                           |
|                                             |   |                 | ** ** |      | ** ** |                                                                                                                                           |   |
| **3.  Loan Fees as % Plan (20%)**           |   | **<90.0**         | **%**      | **0.0**   | ** ** | **Add one point for each 1% increment over  130%**                                                                                             |   |
|                                             |   | **90.0-99.9**        | **%**      | **25.0**  |       |                                                                                                                                           |
|                                             |   | **100.0-109.9**      | **%**      | **50.0**  | ** ** |                                                                                                                                           |
|                                             |   | **110.0-119.9**      | **%**      | **75.0**  | ** ** |                                                                                                                                           |
|                                             |   | **120-130.00**       | **%**      | **100.0** | ** ** |                                                                                                                                           |
|                                             |   |                 | ** ** |      | ** ** |                                                                                                                                           |   |
| **4.  Investment Sales as % of Plan (30%)** |   | **<90.0**         | **%**      | **0.0**   |       | Add one point for  each 1%   increment over 150% **Extra Bonus:  Add one point for each .1% increment above +5% of deposits&  repos** |   |
|                                             |   | **90.0-99.9**        | **%**      | **25.0**  | ** ** |                                                                                                                                           |
|                                             |   | **100.0-109.9**      | **%**      | **50.0**  | ** ** |                                                                                                                                           |
|                                             |   | **110.0-119.9**      | **%**      | **75.0**  | ** ** |                                                                                                                                           |
|                                             |   | **120-150**          | **%**      | **100.0** | ** ** |                                                                                                                                           |

 
| **C.  CREDIT**              |   |             |   | **Score** |       | **Bonus- N/A** |   |
|----------------------------------|--------|------------------|--------|-----------|------------|----------------|--------|
| **1.  Credit Goal Scoring** |   | **>3.50**     | **%**  | **0.0**   | ** ** |           |   |
| **RFC (20%)**                    |   | **3.01 - 3.50**  | **%**  | **25.0**  | ** ** |           |   |
| **CFC (10%)**                    |   | **2.51 - 3.00**  | **%**  | **50.0**  | ** ** |           |   |
|                             |   | **2.01  - 2.50** | **%**  | **75.0**  | ** ** |           |   |
|                             |   | **<=2.00**    | **%**  | **100.0** | ** ** |           |   |

 

14

----

 

**2002 CFB Balanced ScorecardRegional Financial Centers/Community Financial Centers**

***Performance Measurement Score******- President/Manager***

 

*(Changes made from the 2001 scorecard to the2002 scorecard are highlighted in blue.)*

* *

***RFC President/ManagerExample***

** **
| **Sales Measurements (Weight 40%):**                          |   | **Score** |   | **Weight** |   | **Weighted  Score** |   |
|---------------------------------------------------------------|--------|-----------|--------|------------|--------|---------------------|--------|
|                                                          |   |      |   |       |   |                |   |
| **1.  Number of Sales/FTE/Week**                         |   | 57.3      |   | 40         | %      | 22.9                |   |
|                                                          |   |      |   |       |   |                |   |
| Quarter 1 avg score was 2.95 =  0 points                      |   |      |   |       |   |                |   |
| Quarter 2 avg score was 3.65 =  50 points                     |   |      |   |       |   |                |   |
| Quarter 3 avg score was 4.50 =  75 points                     |   |      |   |       |   |                |   |
| Quarter 4 avg score was 5.70 =  100 points + *4 Bonus Points* |   |      |   |       |   |                |   |
| Annual Performance =  [(0+50+75+104)/4 = 57.25]               |   |      |   |       |   |                |   |
|                                                          |   |      |   |       |   |                |   |
| **2.  New Customer Cross-Sell Ratio**                    |   | 57.0      |   | 30         | %      | 17.1                |   |
|                                                          |   |      |   |       |   |                |   |
| Quarter 1 avg score was 1.50 = 25  points                     |   |      |   |       |   |                |   |
| Quarter 2 avg score was 1.65 = 25  points                     |   |      |   |       |   |                |   |
| Quarter 3 avg score was 2.86 = 100  points + *3 Bonus Points* |   |      |   |       |   |                |   |
| Quarter 4 avg score was 2.20 = 75  points                     |   |      |   |       |   |                |   |
| Annual Performance =  [(25+25+103+75)/4 = 57]                 |   |      |   |       |   |                |   |
|                                                          |   |      |   |       |   |                |   |
| **3.  Campaign Performance**                             |   | 77.0      |   | 30         | %      | 23.1                |   |
|                                                          |   |      |   |       |   |                |   |
| Campaign # 1 was 95% of goal = 25  points                     |   |      |   |       |   |                |   |
| Campaign # 2 was 130% of goal = 100  points                   |   |      |   |       |   |                |   |
| Campaign # 3 was 180% of goal = 100  points +*6 Bonus Points* |   |      |   |       |   |                |   |
| Campaign Performance =  [(25+100+106)/3=77]                   |   |      |   |       |   |                |   |
|                                                          |   |      |   |       |   |                |   |
| ***TOTAL  SALES MEASUREMENT SCORE***                          |   |      |   | **100**    | **%**  | **63.1**            |   |

 
| **Financial  Measurements (Weight 40%):**       |   | **Actual** |       | **Score** |       | **Weight** |       | **Weighted  Score** |       |
|-------------------------------------------------|--------|------------|------------|-----------|------------|------------|------------|---------------------|------------|
|                                            |   |       |       |      |       |       |       |                |       |
| **1.  Net Controllable Revenue/FTE**       |   | $          | 290,000    |      | 110.0      |       | 30         | %                   | 33.0       |   |
| = 100 points + *10 Bonus Points*                |   |       |       |      |       |       |       |                |       |
| **2.  Controllable NII/FTE**               |   | $          | 51,000     |      | 50.0       |       | 20         | %                   | 10.0       |   |
| **3.  Loan Fee as % Plan**                 |   | 135.0      | %          | 105.0     |       | 20         | %          | 21.0                |       |
| = 100 points + *5 Bonus Points*                 |   |       |       |      |       |       |       |                |       |
| **4.  Investment Product Sales as % Plan** |   | 85.0       | %          | 0.0       |       | 30         | %          | 0.0                 |       |
|                                            |   |       |       |      |       |       |       |                |       |
| ***TOTAL FINANCIAL MEAUREMENT SCORE***          |   |       | ** ** |      | ** ** | **100**    | **%**      | **64.0**            | ** ** |
|                                            |   |       | ** ** |      | ** ** |       | ** ** |                | ** ** |
| **Credit  Measurements (Weight 20%):**          |   | **Actual** |       | **Score** |       | **Weight** |       | **Weighted  Score** |       |
|                                            |   |       |       |      |       |       |       |                |       |
| **1.  CFB Credit Goal**                    |   | 1.35       |       | 100.0     |       | 100        | %          | 100.0               |       |
|                                            |   |       |       |      |       |       |       |                |       |
| ***TOTAL CREDIT MEASUREMENT SCORE***            |   |       |       |      |       | **100**    | **%**      | **100.0**           |       |

 

15

----

 

**2002 CFB BalancedScorecardRegional Financial Centers/Community Financial Centers*AIP Calculation**- President/Manager***

*(Changes made from the 2001 scorecard to the 2002 scorecardare highlighted in blue.)*

 

***RFC President/Manager Example***

 
|                                                                                                                                                                                                                                                                                                                                                                                                           |       | **Score** |       | **Weight** |   | **Points** |       |       |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------|-----------|------------|------------|--------|------------|------------|------------|
| **A. Balanced  Scorecard Points**                                                                                                                                                                                                                                                                                                                                                                              |       |      |       |       |   |       |       |       |
| Sales  Measurement Score                                                                                                                                                                                                                                                                                                                                                                                       |       | 63.1      |       | 40         | %      | 25.2       |       |       |
| Financial Measurement Score                                                                                                                                                                                                                                                                                                                                                                                    |       | 64.0      |       | 40         | %      | 25.6       | ** ** |       |
| Credit Measurement Score                                                                                                                                                                                                                                                                                                                                                                                       |       | 100.0     |       | 20         | %      | 20.0       | ** ** |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **TOTAL  PERFORMANCE POINTS**                                                                                                                                                                                                                                                                                                                                                                                  | ** ** |      |       |       | **=**  | **70.8**   | ** ** |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **B.  Performance vs. Profit Plan [Pretax Adjusted Earnings]**                                                                                                                                                                                                                                                                                                                                                 |       |      |       |       |   |       | ** ** |       |
| % Actual  to Plan                                                                                                                                                                                                                                                                                                                                                                                         | ** ** |      |       |       | **=**  | **105.0**  | **%**      |       |
| Knockout < 90% Unless ROE  of "X"                                                                                                                                                                                                                                                                                                                                                                 |       |      |       |       |   |       | ** ** |       |
| (To be determined after  budgets are final)                                                                                                                                                                                                                                                                                                                                                                    |       |      |       |       |   |       | ** ** |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **C. Balanced  Performance Points**                                                                                                                                                                                                                                                                                                                                                                            |       |      |       |       |   |       | ** ** |       |
| Index (A x B)                                                                                                                                                                                                                                                                                                                                                                                                  | ** ** |      |       |       | **=**  | **74.4**   | ** ** |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **D. Target  Incentive [40%-70%]**                                                                                                                                                                                                                                                                                                                                                                             |       |      |       |       |   |       | ** ** |       |
| Target Incentive                                                                                                                                                                                                                                                                                                                                                                                               | ** ** |      |       |       | **=**  | **60.0**   | **%**      |       |
| Target Incentive is bank  specific and is determined based on a combination of Pretax Adjusted Earnings  and Net Controllable Revenue/FTE.                                                                                                                                                                                                                                                                     |       |      |       |       |   |       | ** ** |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **E. Base  Balanced Incentive**                                                                                                                                                                                                                                                                                                                                                                                |       |      |       |       |   |       | ** ** |       |
| (D x C) / 100                                                                                                                                                                                                                                                                                                                                                                                                  | ** ** |      |       |       | **=**  | **44.6**   | **%**      |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **F. Bonus  Incentive (if A >= 50 and B>= 100%)**                                                                                                                                                                                                                                                                                                                                                        |       |      |       |       |   |       | ** ** |       |
| % increase in 2001 plan vs  2000 actual Pretax Adjusted Earnings                                                                                                                                                                                                                                                                                                                                               | ** ** |      |       |       | **=**  | **10.0**   | **%**      |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| 0.0-2.9% growth =                                                0%                                                                                                      |       |      |       |       |   |       | ** ** |       |
| 3.0-5.9% growth =                                                5%                                                                                                      |       |      |       |       |   |       | ** ** |       |
| 6.0-8.9% growth =                                              10%                                                                                                            |       |      |       |       |   |       | ** ** |       |
| > 9% growth =                                                                15% |       |      |       |       |   |       | ** ** |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **G. Total  Balanced Incentive Percentage**                                                                                                                                                                                                                                                                                                                                                                    | ** ** |      | ** ** |       | **=**  | **54.6**   | **%**      |       |
|                                                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   |       | ** ** |       |
| **TOTAL  INCENTIVE PAYOUT**                                                                                                                                                                                                                                                                                                                                                                                    |       |      |       |       |   |       | ** ** |       |
| Base Salary                                                                                                                                                                                                                                                                                                                                                                                                    |       |      |       |       |   | $          | 100,000    |       |
| Total Balances Incentive  Percentage                                                                                                                                                                                                                                                                                                                                                                           |       |      |       |       |   | 54.6       | %          |       |
| Total Payout                                                                                                                                                                                                                                                                                                                                                                                                   |       |      |       |       |   | **$**      | **54,629** | ** ** |
|                                                                                                                                                                                                                                                                                                                                                                                                                |            |           |            |            |        |            |            |            |  |  |

 

16

----

 

**2002 CFB BalancedScorecard**

**Regional FinancialCenters/Community Financial Centers**

***Performance Measure******ment Score - President/Manager***

 

*(Changes made from the 2001 scorecard to the 2002 scorecardare highlighted in blue.)*

 

***CFCPresident/Manager Example***

 
| **Sales  Measurements (Weight 45%):**                         |   | **Score** |   | **Weight** |   | **Weighted  Score** |   |
|---------------------------------------------------------------|--------|-----------|--------|------------|--------|---------------------|--------|
|                                                          |   |      |   |       |   |                |   |
| **1. Number of  Sales/FTE/Week**                              |   | 57.3      |   | 40         | %      | 22.9                |   |
|                                                          |   |      |   |       |   |                |   |
| Quarter 1 avg score was 2.95 =  0 points                      |   |      |   |       |   |                |   |
| Quarter 2 avg score was 3.65 =  50 points                     |   |      |   |       |   |                |   |
| Quarter 3 avg score was 4.50 =  75 points                     |   |      |   |       |   |                |   |
| Quarter 4 avg score was 5.70 =  100 points + *4 Bonus Points* |   |      |   |       |   |                |   |
| Annual Performance =  [(0+50+75+104)/4 = 57.25]               |   |      |   |       |   |                |   |
|                                                          |   |      |   |       |   |                |   |
| **2. New Customer  Cross-Sell Ratio**                         |   | 57.0      |   | 30         | %      | 17.1                |   |
|                                                          |   |      |   |       |   |                |   |
| Quarter 1 avg score was 1.50 =  25 points                     |   |      |   |       |   |                |   |
| Quarter 2 avg score was 1.65 =  25 points                     |   |      |   |       |   |                |   |
| Quarter 3 avg score was 2.86 =  100 points + *3 Bonus Points* |   |      |   |       |   |                |   |
| Quarter 4 avg score was 2.20 =  75 points                     |   |      |   |       |   |                |   |
| Annual Performance =  [(25+25+103+75)/4 = 57]                 |   |      |   |       |   |                |   |
|                                                          |   |      |   |       |   |                |   |
| **3. Campaign  Performance**                                  |   | 77.0      |   | 30         | %      | 23.1                |   |
|                                                          |   |      |   |       |   |                |   |
| Campaign # 1 was 95% of goal =  25 points                     |   |      |   |       |   |                |   |
| Campaign # 2 was 130% of goal  = 100 points                   |   |      |   |       |   |                |   |
| Campaign # 3 was 180% of goal  = 100 points +*6 Bonus Points* |   |      |   |       |   |                |   |
| Campaign Performance =  [(25+100+106)/3=77]                   |   |      |   |       |   |                |   |
|                                                          |   |      |   |       |   |                |   |
| ***TOTAL SALES MEASUREMENT SCORE***                           |   |      |   | **100**    | **%**  | **63.1**            |   |

 
| **Financial  Measurements (Weight 45%):**                             |   | **Actual** |    | **Score** |   | **Weight** |   | **Weighted  Score** |       |
|-----------------------------------------------------------------------|--------|------------|---------|-----------|--------|------------|--------|---------------------|------------|
|                                                                  |   |       |    |      |   |       |   |                |       |
| **1. Net  Controllable Revenue/FTE**= 100 points + *10 Bonus  Points* |   | $          | 290,000 |      | 110.0  |       | 30     | %                   | 33.0       |   |
|                                                                  |   |       |    |      |   |       |   |                |       |
| **2.  Controllable NII/FTE**                                          |   | $          | 51,000  |      | 50.0   |       | 20     | %                   | 10.0       |   |
| **3. Loan Fee  as % Plan**= 100 points + *5 Bonus  Points*            |   | 135.0      | %       | 105.0     |   | 20         | %      | 21.0                |       |
|                                                                  |   |       |    |      |   |       |   |                |       |
| **4. Investment  Product Sales as % Plan**                            |   | 85.0       | %       | 0.0       |   | 30         | %      | 0.0                 |       |
|                                                                  |   |       |    |      |   |       |   |                |       |
| ***TOTAL FINANCIAL MEAUREMENT SCORE***                                |   |       |    |      |   | **100**    | **%**  | **64.0**            | ** ** |

 
| **Credit  Measurements (Weight 10%):** |   | **Actual** |   | **Score** |   | **Weight** |   | **Weighted  Score** |   |
|----------------------------------------|--------|------------|--------|-----------|--------|------------|--------|---------------------|--------|
|                                   |   |       |   |      |   |       |   |                |   |
| **8. CFB Credit  Goal**                |   | 1.35       |   | 100.0     |   | 100        | %      | 100.0               |   |
|                                   |   |       |   |      |   |       |   |                |   |
| ***TOTAL CREDIT MEASUREMENT SCORE***   |   |       |   |      |   | **100**    | **%**  | **100.0**           |   |

 

17

----

 

**2002 CFB BalancedScorecard**

**Regional FinancialCenters/Community Financial Centers**

***AIP Cal******culation - President/Manager***

 

*(Changes made from the 2001 scorecard to the 2002 scorecardare highlighted in blue.)*

***CFCPresident/Manager Example***

* *
|                                                                                                                                                                                                                                   |   | **Score** |   | **Weight** |       | **Points** |       |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|-----------|--------|------------|------------|------------|------------|
| **A.  Balanced Scorecard Points**                                                                                                                                                                                                 |   |      |   |       |       |       |       |
| Sales Measurement Score                                                                                                                                                                                                                |   | 63.1      |   | 45         | %          | 28.4       |       |
| Financial Measurement Score                                                                                                                                                                                                            |   | 64.0      |   | 45         | %          | 28.8       |       |
| Credit Measurement Score                                                                                                                                                                                                               |   | 100.0     |   | 10         | %          | 10.0       |       |
|                                                                                                                                                                                                                                   |   |      |   |       |       |       |       |
| **TOTAL  PERFORMANCE POINTS**                                                                                                                                                                                                          |   |      |   |       | **=**      | **67.2**   |       |
|                                                                                                                                                                                                                                   |   |      |   |       |       |       |       |
| **B.  Performance vs. Profit Plan [Pretax  Adjusted Earnings**                                                                                                                                                                    |   |      |   |       |       |       |       |
| % Actual  to Plan                                                                                                                                                                                                                 |   |      |   |       | **=**      | **105.0**  | **%**      |
| Knockout < 90% Unless ROE  of "X"                                                                                                                                                                                         |   |      |   |       |       |       |       |
| (To be determined after  budgets are final)                                                                                                                                                                                            |   |      |   |       |       |       |       |
|                                                                                                                                                                                                                                   |   |      |   |       |       |       |       |
| **C.  Balanced Performance Points**                                                                                                                                                                                               |   |      |   |       |       |       |       |
| Index (A x B)                                                                                                                                                                                                                          |   |      |   |       | **=**      | **70.6**   |       |
|                                                                                                                                                                                                                                   |   |      |   |       | ** ** |       |       |
| **D.  Target Incentive [40%-70%]**                                                                                                                                                                                                |   |      |   |       | ** ** |       |       |
| Target Incentive                                                                                                                                                                                                                       |   |      |   |       | **=**      | **60.0**   | **%**      |
| Target Incentive is bank specific and  is determined based on a combination of Pretax Adjusted Earnings and Net  Controllable Revenue/FTE.                                                                                             |   |      |   |       | ** ** |       | ** ** |
|                                                                                                                                                                                                                                   |   |      |   |       | ** ** |       | ** ** |
| **E.  Base Balanced Incentive**                                                                                                                                                                                                   |   |      |   |       | ** ** |       | ** ** |
| (D x C) / 100                                                                                                                                                                                                                          |   |      |   |       | **=**      | **42.3**   | **%**      |
|                                                                                                                                                                                                                                   |   |      |   |       | ** ** |       | ** ** |
| **F.  Bonus Incentive (if A >= 50 and B>=  100%)**                                                                                                                                                                          |   |      |   |       |       |       | ** ** |
| % increase in 2001 plan vs  2000 actual Pretax Adjusted Earnings                                                                                                                                                                       |   |      |   |       | **=**      | **10.0**   | **%**      |
|                                                                                                                                                                                                                                   |   |      |   |       | ** ** |       |       |
| 0.0-2.9% growth =                        0%                                                                         |   |      |   |       |       |       |       |
| 3.0-5.9% growth =                        5%                                                                         |   |      |   |       |       |       |       |
| 6.0-8.9% growth =                  10%                                                                                                            |   |      |   |       |       |       |       |
| > 9% growth =                                    15% |   |      |   |       |       |       |       |
|                                                                                                                                                                                                                                   |   |      |   |       | ** ** |       |       |
| **G.  Total Balanced Incentive Percentage**                                                                                                                                                                                       |   |      |   |       | **=**      | **52.3**   | **%**      |
|                                                                                                                                                                                                                                   |   |      |   |       |       |       |       |
| **TOTAL  INCENTIVE PAYOUT**                                                                                                                                                                                                            |   |      |   |       |       |       |       |
| Base Salary                                                                                                                                                                                                                            |   |      |   |       |       | $          | 100,000    |   |
| Total Balances Incentive  Percentage                                                                                                                                                                                                   |   |      |   |       |       | 52.3       | %          |
| Total Payout                                                                                                                                                                                                                           |   |      |   |       |       | **$**      | **52,333** |   |

 

18

----

 

**2002 BalancedScorecard**

**Regional FinancialCenters/Community Financial Centers**

***Designated Participants***

 
| **Location** |   | **Name** |   | **Title** |   |
|--------------|--------|----------|--------|-----------|--------|
|         |   |     |   |      |   |

 

19

----