DIRECTORS? DEFERRED COMPENSATION PLAN Directors? Deferred Compensation Agreement

Employee Benefits Plan Agreement

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SOUTHWEST BANCORP INC | Stillwater National Bank and Trust Company

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Title: DIRECTORS? DEFERRED COMPENSATION PLAN Directors? Deferred Compensation Agreement
Date: 1/3/2007
Industry: BANKRG Sector: FINANC

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Exhibit 10

THE STILLWATER NATIONAL BANK AND TRUST COMPANY

DIRECTORS’ DEFERRED COMPENSATION PLAN

(2007 PLAN AGREEMENT)

____________________

Directors’ Deferred Compensation Agreement

____________________

AGREEMENT , made this 28th day of December 2006, by and between James M. Johnson (the "Participant"), and Stillwater National Bank and Trust Company (the "Bank").

WHEREAS , the Bank has established the Stillwater National Bank and Trust Company Director’s Deferred Compensation Plan (the "Plan"), and the Participant is eligible to participate in said Plan:

WHEREAS , no election to defer 2007 compensation hereunder shall be valid unless made prior to January 1, 2007.

NOW THEREFORE , it is mutually agreed as follows:

1.	The Participant, by the execution hereof, agrees to participate in the Plan upon the terms and conditions set forth herein, and, in accordance therewith, makes the following elections:
	(a)	The amount of compensation which the Participant hereby elects to defer is:
		(i)	Fifty percent (50%) of the amount of 2007 retainer(s) otherwise earned; and/or
		(ii)	Fifty percent (50%) all amounts of board and committee meeting fees during 2007.
	(b)	Percentages elected must be 0% or more than 10%.
	(c)	This election will continue in force until revoked by the Participant in a writing sent to the Bank, or until the Participant ceases service with the Bank, or until the Plan is terminated by appropriate corporate action, whichever shall first occur.
	(d)	Until distributed to the Participant, the amounts deferred pursuant to paragraph 1(a) hereof shall appreciate for each calendar quarter in a calendar year as though they were invested in an uninsured, nondeposit fund account having an annual return for each calendar quarter equal to one percentage point (1.00%) less than the annualized average interest rate earned (non-taxable equivalent) by the Bank on average interest-earning assets for the previous calendar quarter, as calculated in good faith by the Bank.
	(e)	The amounts deferred and any related accumulated income on such deferrals shall be distributed beginning during the first 15 days of January of:

[Choose One]

		(i)	X Option I: the calendar year immediately following the year in which the Participant no longer serves as a director of the Bank and any of its successors or affiliates.
		(ii)	Option II: the year in which the Participant attains 72 years of age.
		(iii)	Option III: the later of the calendar year immediately following the year in which the Participant no longer serves as a director of the Bank and any of its successors or affiliates, and ______________, ______(a spe