0001104659-05-002806 Sample Contracts

RESOLUTION TCF Financial Corporation Compensation/Nominating/Corporate Governance Committee RE: TCF Shareholder Rights Agreement

TCF Financial Corp • January 27th, 2005 • National commercial banks

• Company
  TCF Financial Corp
• Filed
  January 27th, 2005
• Industry
  National commercial banks

RESOLVED, that an amendment to the Agreement is hereby approved. Such amendment shall amend paragraph (b) of Section 7 of such Agreement to read as follows:

TCF FINANCIAL INCENTIVE STOCK PROGRAM RESTRICTED STOCK AGREEMENT

Restricted Stock Agreement • January 27th, 2005 • TCF Financial Corp • National commercial banks

• Contract Type
  Restricted Stock Agreement
• Filed
  January 27th, 2005
• Company
  TCF Financial Corp
• Industry
  National commercial banks

Shares of Restricted Stock are hereby awarded effective as of January 25, 2005 by TCF Financial Corporation (“TCF Financial”) to William A. Cooper (the “Grantee”), in accordance with the following terms and conditions:

AGREEMENT

Restricted Stock Agreement Terms • January 27th, 2005 • TCF Financial Corp • National commercial banks • Minnesota

• Contract Type
  Restricted Stock Agreement Terms
• Filed
  January 27th, 2005
• Company
  TCF Financial Corp
• Industry
  National commercial banks
• Jurisdiction
  Minnesota

THIS AGREEMENT is made and entered into as of January 25, 2005 between TCF FINANCIAL CORPORATION, a Delaware corporation (“TCF Financial”), TCF NATIONAL BANK, a national banking association and successor to TCF Savings Bank fsb (“TCF Bank” and collectively, jointly and severally TCF Bank and TCF Financial are referred to as the “Company”) and WILLIAM A. COOPER (“Cooper”).