EXHIBIT 10(p)
AMENDMENT TO TRUST AGREEMENT FOR
TCF FINANCIAL SENIOR OFFICER DEFERRED COMPENSATION PLAN
The Trust Agreement for the TCF Financial Senior Officer Deferred
Compensation Plan is hereby amended effective November 1, 1997 to replace the
existing Article 9 as follows:
ARTICLE 9
AMENDMENT AND TERMINATION OF THE TRUST
SECTION 9.1. The Board of Directors of TCF Financial may, in its
discretion, terminate or amend this Agreement from time to time; PROVIDED,
however, that no such termination or amendment shall (without the Employee's
consent) alter any Employee's right to payments of amounts previously credited
to such Employee's Account or delay the time or times at which an Employee is
entitled to receive payments with respect to his Deferred Amounts, unless such
termination or amendment is necessary as a condition of receiving a ruling from
the Internal Revenue Service that Employees' Deferred Amounts will not be
included in their gross income for Federal income tax purposes until such time
as they are actually paid or otherwise made available to the Employee.
SECTION 9.2. This Trust shall not be terminated until such time as all of
the Companies' obligation to make distributions pursuant to the Plan have been
fully discharged unless all of the Plan's participants (excluding any terminated
participants and beneficiaries then receiving distribution pursuant to the Plan,
other than terminated participants entitled to a lump sum distribution) shall
consent in writing to an earlier termination. If all of the Plan's participants
do not consent to an early termination, the Trust shall terminate with respect
to such consenting participants (and with respect to participants or
beneficiaries whose consent is not required), but shall continue in effect with
respect to the nonconsenting participants. Upon a termination or partial
termination of the Trust, the Trust assets, if any, that remain in the accounts
established for participants in the Plan (or for the consenting participants
(and the participants or beneficiaries whose consent is not required), if fewer
than all of the Plan's participants have consented to a termination for which
the participants' consent is required) shall be paid or distributed to TCF
Financial or its successor in interest.
The Trust Agreement is amended effective October 20, 1997 to replace Article 11
with the following:
ARTICLE 11
ELECTIONS BY EMPLOYEES TO TRANSFER BETWEEN FUNDS
SECTION 11.1. Effective October 20, 1997, the Company shall permit
investment elections transferring between funds in the Trust and the Trustee
shall provide for investment elections provided under Paragraph 10 of the Plan,
as amended.
