STANDSTILL AGREEMENT

“ Board ” means the Board of Directors of the Company.

“ Common Stock ” means the Company’s common stock, $0.01 par value per share.

“ Consent ” means any consent, approval, waiver, agreement, license, or report or notice to, any Person.

“ Exchange Act ” means the Securities Exchange Act of 1934, as amended

“ Governmental Approval ” means any consent, approval, authorization, waiver, permit, concession, franchise, agreement, license, exemption or order of, declaration or filing with, or report or notice to, any Governmental Authority.

“ Governmental Authority ” means any federal, state, local or foreign court, legislative, executive or regulatory authority or agency.

“ Law ” means all applicable provisions of all (a) constitutions, treaties, statutes, laws (including the common law), codes, rules, regulations, ordinances or orders of any Governmental Authority, (b) Governmental Approvals and (c) orders, decisions, injunctions, judgments, awards and decrees of or agreements with any Governmental Authority.

“ Person ” means any individual, partnership, joint venture, corporation, limited liability company, trust, unincorporated organization, government or department or agency of a government.

“ SEC ” means the Securities and Exchange Commission.

“ Securities Act ” means the Securities Act of 1933, as amended.

1.2                                               Construction .  The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the parties and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. Captions and titles contained herein are for convenience only and shall not affect the meaning or interpretation of any provision of this Agreement. Terms defined in the singular shall include the plural, and vice versa, and pronouns in any gender shall include the masculine, feminine, and neuter, as the context requires. Any reference to any federal, state, local, or foreign statute or law shall be deemed also to refer to all rules and regulations promulgated thereunder, unless the context requires otherwise. The word “including” shall mean including without limitation, and use of the term “or” is not intended to be exclusive, unless the context clearly requires otherwise. All references to a “Section” refer to this Agreement, and all references to an “Exhibit” refer to the documents attached to this Agreement, unless the context otherwise requires.

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ARTICLE II

SHARES SUBJECT TO AGREEMENT

The shares of Common Stock subject to this Agreement are all shares of Common Stock beneficially owned (as determined pursuant to Rule 13d-3 of the Exchange Act) by the PL Capital Parties as of the date of this Agreement, together with any other shares of voting capital stock of the Company hereafter acquired and beneficially owned by the PL Capital Parties (collectively referred to herein as the “ PL Capital Shares ”).

ARTICLE III

REPRESENTATIONS AND WARRANTIES OF THE PL CAPITAL PARTIES

The PL Capital Parties represent and warrant to the Company as follows:

3.1                                               Authorization .  The PL Capital Parties each have the requisite power, authority and legal capacity to execute, deliver and perform and to consummate the transactions contemplated by this Agreement. The PL Capital Parties each have duly executed and delivered this Agreement. This Agreement constitutes the legal, valid and binding obligations of the PL Capital Parties, enforceable against them in accordance with its terms.

3.2                                               No Conflicts; Consents .  The execution, delivery and performance by the PL Capital Parties of this Agreement and the consummation of the transactions contemplated by this Agreement do not conflict with, contravene, result in a violation or breach of or default under (with or without the giving of notice or the lapse of time or both), or give rise to a claim or right of termination, amendment, modification, vesting, acceleration or cancellation of any right or obligation or loss of any material benefit under any Law applicable to the PL Capital Parties or any material contract, agreement, or instrument to which any of the PL Capital Parties are a party. No Consent of any Governmental Authority or other person is required to be obtained by any of the PL Capital Parties in connection with the execution and delivery by the PL Capital Parties of this Agreement.

3.3                                               The PL Capital Shares .  Each PL Capital Party, or together with any other PL Capital Party, has the sole right to vote the PL Capital Shares held by such party, and none of the PL Capital Shares are subject to any agreement, arrangement or restriction with respect to the voting of such shares by any non-PL Capital Party, except as contemplated by this Agreement.

ARTICLE IV

REPRESENTATIONS AND WARRANTIES OF THE COMPANY

The Company represents and warrants to the PL Capital Parties as follows:

4.1                                               Existence .  The Company is duly organized, validly existing, and in good standing under the laws of the State of Delaware and is duly authorized to conduct business and enter into contracts under the laws of the State of Delaware.

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4.2                                               Authorization .  The Company has full power and authority to execute and deliver this Agreement, and to perform its obligations hereunder, and such execution, delivery, and performance are duly authorized by all necessary corporate action of the Company. This Agreement constitutes the valid and legally binding obligation of the Company, enforceable in accordance with its terms and conditions.

4.3                                               No Conflicts; Consents .  The execution, delivery and performance by the Company of this Agreement and the consummation of the transactions contemplated by this Agreement do not conflict with, contravene, result in a violation or breach of or default under (with or without the giving of notice or the lapse of time or both), or give rise to a claim or right of termination, amendment, modification, vesting, acceleration or cancellation of any right or obligation or loss of any material benefit under any Law applicable to the Company or any material contract, agreement, or instrument to which the Company is a party. No Consent of any Governmental Authority or other person is required to be obtained by the Company in connection with the execution and delivery by the Company of this Agreement.

ARTICLE V

COVENANTS OF THE PL CAPITAL PARTIES

5.1                                               Voting for Company Proposals .  Except as provided below, from the date of this Agreement and continuing through the third business day following the later of (such date, or any earlier date on which a Termination Event (as defined below) occurs, the “ Termination Date ”):  (i) the date on which the Company files its Quarterly Report on Form 10-Q for the quarter ending September 30, 2010 with the SEC, or the last date on which such Form 10-Q must be filed to be considered timely filed under SEC rules and regulations; or (ii) the date on which the 2010 Meeting is held, as long as it is held no later than November 30, 2010, the PL Capital Parties hereby agree:

(a) that at the 2009 Meeting and the 2010 Meeting the PL Capital Parties shall vote (or cause to be voted) the PL Capital Shares in favor of the directors nominated by the Board for election to the Board;

(b) not to seek to remove or support anyone else in seeking to remove, without cause, any member of the Board, or encourage any other Person to do so; and

(c) not to nominate or recommend a candidate for election to the Board, or become a “participant” (as defined in Schedule 14A) in any election contest involving the Company or the Company’s securities, provided that the PL Capital Parties may submit suggestions for nominees to the Nominating and Corporate Governance Committee pursuant to the nomination policy adopted by the Board.

With respect to any other proposals brought before the 2009 Meeting or the 2010 Meeting and with respect to any proposals brought before any special meeting of the shareholders, the PL Capital Parties may vote the PL Capital Shares as they see fit, in their sole discretion.  Furthermore, the above limitations on voting at the 2009 Meeting and the 2010

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Meeting shall not apply in the event (each a “ Termination Event ”): (i) the Company has a consolidated loss for two or more fiscal quarters in the fiscal year ending June 30, 2010; (ii) the consolidated tangible common equity capital ratio drops below 5.00%; (iii) total nonperforming assets exceed $25 million or 2.25% of consolidated total assets; (iv) the Company or its primary subsidiary Home Federal Bank (the “Bank”) ceases to be “well capitalized” (as defined for regulatory capital); (v) the Company reduces or eliminates its current quarterly cash dividend of 11.25 cents per share; or (vi) the current Chief Executive Officer, Curtis Hage, ceases to be the Chief Executive Officer of the Company for any reason.  The PL Capital Parties will use their reasonable best efforts to cause their respective Affiliates to be bound by and comply with the provisions of this Section 5.1 .

5.2                                               Standstill .  From the date of this Agreement and continuing until the Termination Date (the “ Standstill Period ”), except pursuant to a transaction approved by the Board, the PL Capital Parties and their respective Affiliates will not, in any manner, directly or indirectly:

(a) make, effect, initiate, cause or participate in (i) any acquisition of any assets of the Company or its subsidiaries, (ii) any tender offer, exchange offer, merger, business combination, recapitalization, restructuring, liquidation, dissolution or extraordinary transaction involving the Company or its subsidiaries or (iii) any “solicitation” of “proxies” (as those terms are used in the proxy rules of the SEC promulgated pursuant to Section 14 of the Exchange Act) or consents with respect to any securities of the Company;

(b) form, join or participate in a “group” (as defined in Section 13(d)(3) of the Exchange Act, and the rules promulgated thereunder) other than a group involving the PL Capital Parties, pooling agreement, syndicate or voting trust with respect to the beneficial ownership of any securities of the Company, or otherwise act in concert with another shareholder of the Company for the purpose of acquiring, holding, voting or disposing of the Company’s securities;

(c) act, alone or in concert with others, to seek to control the management, Board or policies of the Company;

(d) agree or offer to take, or encourage or propose (publicly or otherwise) the taking of, any action referred to in clauses “(a)”, “(b)” or “(c)” of this Section 5.2 ;

(e) assist, induce or encourage any other Person to take any action referred to in clauses “(a)”, “(b)” or “(c)” of this Section 5.2 ;

(f) enter into any discussions or arrangements with any third party with respect to the taking of any action referred to in clauses “(a)”, “(b)” or “(c)” of this Section 5.2 ;

(g) initiate or propose any shareholder proposal or induce or attempt to induce any other individual, firm, corporation, partnership, or other entity to initiate any shareholder proposal;

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