AGREEMENT by and between National City Corporation, a Delaware corporation (the "Company") and
Richard F. Chormann (the "Executive") dated as of the 30th day of November, 1997.
The Company has determined that it is in the best interests of the Company and its respective shareholders to
assure that First of America Bank Corporation, a Michigan corporation ("FOA") will have the continued
dedication of the Executive pending the merger of the Company and FOA (the "Merger") pursuant to the
Agreement and Plan of Merger dated as of November 30, 1997 and to provide the surviving corporation after
the Merger with continuity of management. Therefore, in order to accomplish these objectives, the Company has
caused the Company to enter into this Agreement.
NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:
1. EFFECTIVE DATE. The "Effective Date" shall mean the effective date of the Merger.
2. EMPLOYMENT PERIOD. The Company hereby agrees to employ the Executive, and the Executive hereby
agrees to enter into the employ of the Company subject to the terms and conditions of this Agreement, for the
period commencing on the Effective Date and ending on the third anniversary thereof (the "Employment Period").
3. TERMS OF EMPLOYMENT. (a) POSITION AND DUTIES. (i) (A) During the
Employment Period, the Executive shall serve as Vice Chairman of the Company and Chairman of its Michigan
bank with such authority, duties and responsibilities as are commensurate with such position and as may be
consistent with such position and (B) the Executive's services shall be performed in Kalamazoo, Michigan. The
Executive shall serve on the Company's Board of Directors and on the Executive Committee thereof during the
(ii) During the Employment Period, and excluding any periods of vacation and sick leave to which the Executive is
entitled, the Executive agrees to devote substantially all of his attention and time during normal business hours to
the business and affairs of the Company a