RELEASE AGREEMENT

Exhibit 10

RELEASE AGREEMENT

     In consideration of their mutual promises and agreements, and subject to the terms and conditions set forth below in this agreement, National City Corporation, a Delaware corporation (“National City”), and Jeffrey D. Kelly (“Executive”) hereby agree as follows:

1.		a. Executive agrees that his last day of active employment with National City and/or its Affiliates will be September 30, 2008 (the “Separation Date”). Beginning on the first pay date following the Separation Date, National City will pay to Executive semi-monthly base salary continuation payments of $30,208.33, to be paid through the pay cycle ending on December 31, 2008. Beginning on the pay cycle commencing January 1, 2009, National City will pay to Executive bi-weekly base salary continuation payments of $27,884.62 through the pay cycle ending on September 10, 2010 and a final payment of $41,826.74 on the pay cycle ending September 24, 2010 (The period of September 30, 2008 through September 24, 2010 being referred to as the “Salary Continuation Period”). All payments shall be paid in the same manner as employees of National City Bank are paid their base salary and subject to the limitations contained in paragraph 12 herein.
		b. National City will make a lump sum payment to Executive in the amount of $1,087,500.00 on April 10, 2009.
2.		National City will provide Executive those medical and dental benefits that are provided to employees generally without regard to officer title, salary grade, level or status, to the extent that those benefits and perquisites were provided to Executive prior to the Separation Date for a period of thirty-eight (38) weeks following the Separation Date. In the event that the Executive becomes employed by a new employer and is eligible to receive health insurance and/or dental benefits (“New Coverage”) the welfare benefits coverage provided under this paragraph shall be secondary to such New Coverage. National City will pay no other benefits or expense reimbursements.

3.		Executive and National City acknowledge that Executive’s rights under the National City Corporation Deferred Compensation Plan (the “Deferred Comp Plan”) and the National City Corporation Executive Savings Plan (the “ESP”), shall survive this agreement and that Executive shall be deemed to be an active employee under the Deferred Comp Plan and the ESP through the Salary Continuation Period. Executive’s balances in the Deferred Comp Plan and the ESP shall be paid to Executive in accordance with the terms of such plans and Executive’s then current elections.
4.		Executive hereby agrees to have his participation and any rights, benefits or claims he has in the National City Corporation Management Incentive Plan for Senior Officers (the “MIP”) for any plan cycles beginning on or after January 1, 2008 terminated as of the date hereof. Executive will not be recommended to participate in any future plan cycles of the MIP.
5.		Executive hereby agrees to have his participation and any rights, benefits or claims he has in any plan cycle awards granted pursuant to the National City Corporation Long-Term Cash and Equity Incentive Plan (the “Long-Term Plan”) terminated as of the date hereof. Executive will not be recommended to participate in any future plan cycles of the Long-Term Plan.
6.		The termination of Executive’s employment hereunder shall be an early retirement under the National City Corporation Supplemental Executive Retirement Plan (the “SERP”). Executive shall receive his SERP early retirement benefit in accordance with his current elections under the plan.
7.		For purposes of any and all stock option award agreements by and between Executive and National City (the “Stock Option Agreements”), Executive’s separation of employment shall be treated as a “negotiated termination,” as and if that term is used. The parties acknowledge that the Stock Option Agreements shall survive the execution of this agreement and that Executive retains the right to exercise each of his outstanding stock option grants in accordance with the particular stock option agreement which governs the grant.
8.		Executive and National City acknowledge that any and all restricted stock and restricted stock units award agreements by and between them (the “Restricted Stock Agreements”) shall survive the execution of this

		agreement and that Executive shall retain any rights that he possesses thereunder, including, but not limited to, any rights of a shareholder granted to shares of restricted stock, any rights to the payment of dividends or dividend equivalents, and any rights that would arise from a change in control. The parties acknowledge that the Compensation Committee has interpreted the word “Employee” for purposes of restricted stock and restricted stock units award agreements, including the Restricted Stock Agreements to include individuals who are receiving salary continuation payments. The parties further acknowledge that Executive shall therefore, with respect to the Restricted Stock Agreements, be deemed to remain in the continuous employ of National City throughout the Salary Continuation Period set forth herein. Executive acknowledges that any outstanding restricted stock or restricted stock units awards that have not vested by operation of the Restricted Stock Agreements will be forfeited at the end of the Salary Continuation Period.
9.		National City shall continue to provide life insurance pursuant to the split dollar agreement, as amended, or any other company paid life insurance on the same terms as provided to similarly situated executives through the Separation Date. Executive’s rights, if any, to policy conversion and the Corporation’s right to premium recovery shall be resolved according to the terms of the split dollar life insurance agreement, as amended.
10.		(a) National City shall provide Executive, at National City’s sole expense, outplacement services through Challenger, Gray & Christmas, Inc., provided Executive begins using the outplacement services by December 31, 2009.

(b)

National City will provide for tax return preparation services provided to Executive through Ayco Company L.P. (“Ayco”) in connection with tax years 2008, 2009 and 2010. Ayco will provide those financial planning services provided to Executive by Ayco for calendar years 2008, 2009 and 2010 on the same basis and for similar services as have been historically provided to the Executive.

11.

As of the date of this agreement, Executive hereby agrees to the termination of the Amended and Restated Severance Agreement, entered into by and between National City Corporation and Executive, dated September 20, 2007.

12.		All payments of base salary, other compensation, benefits and perquisites shall be made less withholding for all amounts that National City and/or its Affiliates are required to withhold and all additional amounts that Executive has authorized National City and/or its Affiliates to withhold. Each installment payment made under this agreement shall be deemed to be a separate payment.
13.		Executive waives any and all rights and/or claims to any payment, benefit, program, perquisite, award or compensation that he is or may be entitled except as provided in paragraphs 1 through 10 and 15 of this agreement.
14.		Executive hereby and by the acceptance of any payments or receipt of any benefits in the future thereby releases and waives any and all rights and claims that he may have at such time against National City and/or its Affiliates arising out of his employment with National City and/or its Affiliates, the cessation of his active work hereunder, the termination of his employment hereunder, or any circumstances surrounding or statements made in connection with the cessation of his active work, or the termination of his employment. This agreement includes, but is not limited to, rights, benefits or claims under any federal, state, or local law concerning employment relationships or employment discrimination including rights under the Age Discrimination in Employment Act of 1967, 29 U.S.C. Section 621, et seq., as amended.
15.		This agreement does not include, and Executive does not waive any rights, benefits or claims that Executive may have (a) under workers’ compensation laws, (b) pursuant to the indemnification provisions contained in the by-laws of National City and/or its Affiliates (c) as an additional insured under any director and officer policy that National City and/or its Affiliates maintain or have maintained, (d) under any employee benefit or pension plans governed by the Employee Retirement Income Security Act of 1974, as amended, in which Executive participated prior to the date of this agreement, including, but not limited to, National City’s Savings and Investment Plan and the National City Non-contributory Retirement Plan, (e) any rights under COBRA, (f) any payments, benefits, rights or claims arising under this agreement or (g) his right to file a charge or participate in the investigation of any charge of discrimination with any

		state or federal agency charged with the enforcement of discrimination laws (however, Executive agrees and understands that by entering into this Agreement he does waive his right to recover any damages as a result of such charge(s) including, but not limited to, attorney’s fees and costs.).
16.		Executive acknowledges and agrees that in the performance of his duties of employment Executive has acquired