Exhibit 10 (c) FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT This FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT is by and among Home Federal Savings Bank, an Indiana commercial bank ("Employer"), Lawrence E. Welker, a resident of Jackson County, Indiana...

                                                                  Exhibit 10 (c)


                    FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT


         This FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT is by and among Home
Federal Savings Bank, an Indiana commercial bank ("Employer"), Xxxxxxxx X.
Xxxxxx, a resident of Xxxxxxx County, Indiana ("Employee"), and Home Federal
Bancorp, an Indiana corporation (the "Holding Company").

                              W I T N E S S E T H:

         WHEREAS, Employer and Employee entered into an Employment Agreement
dated as of October 15, 1987 (the "Employment Agreement");

         WHEREAS, Employer and Employee entered into a First, Second, Third and
Fourth Amendment to such Employment Agreement prior to the date hereof;

         WHEREAS, the parties desire to make certain additional changes to the
Employment Agreement;

         NOW, THEREFORE, in consideration of the premises and the mutual
promises herein contained, the parties agree that the Employment Agreement shall
be, and it hereby is, amended as follows:

       1. The last sentence of Section 8(B) shall be amended to read as follows:

                  "For purposes of this Agreement, a "Change of Control" shall
                  mean an "acquisition of control" of the Holding Company or of
                  Employer within the meaning of 12 C.F.R. ss.225.41(c) (other
                  than a change of control resulting from a trustee or other
                  fiduciary holding shares of Common Stock under an employee
                  benefit plan of the Holding Company or any of its
                  subsidiaries)."

       2. Section 13 shall be amended to read in its entirety as follows:

                  "13. All obligations under this Agreement may be terminated
                  except to the extent determined that the continuation of the
                  Agreement is necessary for the continued operation of
                  Employer: (i) by the Director of the Indiana Department of
                  Financial Institutions, or his or her designee (the
                  "Director"), at the time the Federal Deposit Insurance
                  Corporation enters into an agreement to provide assistance to
                  or on behalf of Employer under the authority contained in
                  Section 13(c) of the Federal Deposit Insurance Act; or (ii) by
                  the Director at the time the Director approves a supervisory
                  merger to resolve problems related to operation of Employer or
                  when Employer is determined by the Director to be in an unsafe
                  and unsound condition. Any rights of the parties that have
                  already vested, however, shall not be affected by such
                  action."



       IN WITNESS WHEREOF, the parties have caused the Agreement to be
executed and delivered as of the 30th day of April 2002.

                            HOME FEDERAL SAVINGS BANK


                              By:   /s/  Xxxx X. Xxxxx, Xx.
                              Xxxx X. Xxxxx, Xx., President and
                              Chief Executive Officer

                              "EMPLOYER"

                              HOME FEDERAL BANCORP


                              By:  /s/ Xxxx X. Xxxxx, Xx.
                              Xxxx X. Xxxxx, Xx., President and
                              Chief Executive Officer

                              "HOLDING COMPANY"


                               /s/ Xxxxxxxx X. Xxxxxx
                              Xxxxxxxx X. Xxxxxx

                              "EMPLOYEE"