German American Bancorp (GABC)

RELATED AGREEMENTS

Retirement Agreement by and among Stone City Bank, Stone City Bancshares, Inc., German American Bancorp and Carol H. Barnhart.

Confidentiality and Non-Disparagement Agreement by and between German American Bancorp, Stone City Bank and Carol H. Barnhart.

First Amendment to the Stone City Bancshares, Inc. Split Dollar Agreement Dated January 13, 2002 for the Carol H. Barnhart Irrevocable Trust by and between Stone City Bancshares, Inc. and R. Stephen Barnhart, as Trustee for the Carol H. Barnhart Irrevocable Trust.

Acknowledgement and Waiver by Carol H. Barnhart.

Mutual Termination Agreement by and among Stone City Bank, Stone City Bancshares, Inc., German American Bancorp and Betty R. Hilderbrand.

Acknowledgement and Waiver by Betty R. Hilderbrand.

Confidentiality and Non-Disparagement Agreement by and between German American Bancorp, Stone City Bank, Stone City Bancshares, Inc. and Betty Hilderbrand.

Retirement Agreement by and among Stone City Bank, Stone City Bancshares, Inc., German American Bancorp and Gary C. Hilderbrand.

Confidentiality and Non-Disparagement Agreement by and between German American Bancorp, Stone City Bank and Gary C. Hilderbrand.

First Amendment to the Stone City Bank Split Dollar Agreement Dated August 1, 2000 for the Gary C. Hilderbrand Irrevocable Trust by and between Stone City Bank and ___________________ as Trustee for the Gary C. Hilderbrand Irrevocable Trust.

Acknowledgement and Waiver by Gary C. Hilderbrand.

Acknowledgement and Waiver by Larry Carr.

Revenue Neutral Modification Agreement by and among Stone City Bank, Stone City Bancshares, Inc., German American Bancorp and Paul Patton.

First Amendment to the Stone City Bank Split Dollar Agreement Dated April 23, 1999 for Paul Patton by and between Stone City Bank and Paul Patton.

Acknowledgement and Waiver by Paul Patton.