THE BANK MANAGEMENT INCENTIVE COMPENSATION PLAN

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                                                                  EXHIBIT (10)-1

                                    THE BANK

                     MANAGEMENT INCENTIVE COMPENSATION PLAN

                                    Article I

                           Establishment and Purposes

1.1      This document establishes and describes the Management Incentive

         Compensation Plan established by the Board of Directors of The Banc

         Corporation at its meeting on April 20, 2005. This Plan is effective

         for Plan Years beginning January 1, 2005 and will continue until

         amended or terminated by this Board or its successor Board.

1.2      Purposes of the Plan are as follows:

         a.       To maximize shareholder value of The Banc Corporation and its

                  subsidiaries and affiliates, through consistent profitability

                  and growth and other established goals and objectives.

         b.       To reward individual participants whose responsibilities may

                  significantly impact the success of the organization.

         c.       To promote communication, teamwork and individual motivation.

         d.       To support the annual strategic and business planning process

                  and achievement of both corporate and personal goals.

         e.       To permit senior managers an opportunity to earn total cash

                  compensation competitive with other similar employers.

                                   Article II

                                Plan Definitions

2.1      "The Plan" means the Management Incentive Compensation Plan as

         described in this document.

2.2      "Award Payment" means the cash compensation which will be paid to a

         Participant for achievement of Personal and Corporate Performance

         objectives utilizing the guidelines and procedures described in this

         document.

2.3      "Award Date" means the date, normally prior to March 15 after the end

         of the fiscal year, on which awards for prior year performance are

         awarded.

2.4      "Base Salary" means the periodic compensation paid on a regular basis

         prior to withholdings or consideration of any other incentives,

         perquisites, etc.

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2.5      "Compensation Committee" means those members of the Board of Directors,

         designated by resolution of the full board, who jointly administer and

         interpret the Plan and approve all Award Payments. The decisions of

         this committee are binding unless amended by approval of the full Board

         of Directors.

2.6      "Participant" means those senior officers of The Banc Corporation and

         its subsidiaries or affiliates, who are recommended by the Chief

         Executive Officer, and approved by the Compensation Committee, to

         participate in the Plan during a Plan Year. Participants are selected

         to participate for one year only and must be re-approved for

         participation in subsequent Plan