AMENDED CHANGE IN CONTROL SEVERANCE AGREEMENT
THIS Change in Control ("Agreement") supercedes all prior similar agreements and is made and entered into as
of this 10th day of January, 2005 by and between First Federal Savings Bank (hereinafter referred to as the
"Bank" whether in mutual or stock form) and Michael S. Zahn (the "Employee").
WHEREAS, the Employee is currently serving as the President of the Bank; and
WHEREAS, the board of directors of the Bank ("Board of Directors") recognizes that, as is the case with
publicly held corporations generally, the possibility of a change in control of Northeast Indiana Bancorp, Inc., the
holding company of the Bank (the "Holding Company") and/or the Bank may exist and that such possibility, and
the uncertainty and questions which it may raise among management, may result in the departure or distraction of
key management personnel to the detriment of the Bank, the Holding Company and their respective
WHEREAS, the Board of Directors believes it is in the best interests of the Bank to enter into this Agreement
with the Employee in order to assure continuity of management of the Bank and to reinforce and encourage the
continued attention and dedication of the Employee to his assigned duties without distraction in the face of
potentially disruptive circumstances arising from the possibility of a change in control of the Holding Company or
the Bank, although no such change is now contemplated; and
WHEREAS, the Board of Directors has approved and authorized the execution of this Agreement with the
Employee to take effect as stated in Section 2 hereof;
NOW, THEREFORE, in consideration of the foregoing and of the respective covenants and agreements of the
parties herein, it is AGREED as follows:
(a) The term "Change in Control" means (1) an event of a nature that
(i) results in a change in control of the Bank or the Holding Company within the meaning of the Home Owners'
Loan Act of 1933 and 12 C.F.