EXHIBIT 10.28

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

THIS AMENDMENT ("Amendment") is made as of the 17th day of November, 2005 by and among Mercantile Bank Corporation, a Michigan corporation (the "Company"), Mercantile Bank of Michigan, a Michigan banking corporation (the "Bank", and collectively with the Company, the "Employers", and each an "Employer"), and Gerald R. Johnson, Jr. (the "Employee").

RECITALS

A. The Company, the Bank and the Employee have previously entered into an Employment Agreement dated as of October 18, 2001, as amended by a letter amendment dated October 17, 2002 (the "Employment Agreement").

B. The Company, the Bank and the Employee wish to amend the Employment Agreement to make changes to cause payments under the Employment Agreement to be in compliance with Section 409A of the Internal Revenue Code of 1986, as amended (the "Code").

TERMS OF AGREEMENT

In consideration of the mutual covenants and obligations set forth herein, the Employers and the Employee amend the Employment Agreement as follows:

1. Section 4 is amended and restated in its entirety as follows:

4. Participation in Employee Benefit Plans. In addition to the cash compensation payable to the Employee under this Agreement, the Employee shall be entitled to participate in such employee benefit plans, whether contributory or non-contributory, such as group life and disability insurance plans, hospital, surgical, vision and dental benefit plans or other bonus incentive, profit sharing, stock option, retirement or other employee benefit plans of the Employers as may now or hereafter exist to the extent that the Employee meets the eligibility requirements of any such plans. All such group life and disability insurance plans, and hospital, surgical, vision and dental benefit plans are hereafter referred to as "Life, Disability and Medical Plans". If any bonus or incentive compensation plan payments constitute "deferred compensation" within the meaning of Code Section 409A and applicable Treasury regulations, such deferred compensation will be paid to the Employee within 2 1/2 months after the end of the calendar year in which it is payable, unless such bonus or incentive compensation is deferred pursuant to a timely election into a plan that complies with Code Section 409A.

2. Section 7.1 is amended and restated in its entirety as follows:

7.1 Disability. In the event the Employee shall become Disabled (as hereinafter defined) during the Employment Period, the Bank or the Company may terminate the Employee's employment under this Agreement by giving him written notice of such termination ("Disability Termination Notice"). In the event of any such termination during the Employment Period, the Bank shall continue to pay the Employee his Base Cash Compensation, at the rate in effect immediately prior to the giving of the Disability Termination Notice, through the end of the Employment Period (through the Termination Date then in effect). In addition, the Employers shall cover the Employee under their disability plans, if any, in effect from time to time under the terms and conditions that such coverage is made available to other employees of the respective Employers, and the Employee shall be entitled to any benefits payable to him under such disability plans. While disabled, the Bank shall continue to provide the Employee and his dependents with coverage under its Life, Disability and Medical Plans until the Employee reaches the age of sixty-five (65) years old to the extent that it may do so under the provisions of such plans, with the Employee's contributions to the premiums under such plans being no more than the amounts he paid for such premiums prior to his disability, adjusted from time to time for normal periodic increases in such premiums applied in general to employees of the Bank.

The Employee shall be "Disabled" for purposes of this Agreement if the Employee (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or (ii) is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for at least three (3) months from an Employer's long-term disability policy. The Employee shall be deemed to be Disabled if he is determined to be totally disabled by the Social Security Administration.

3. A new Section 9A is added as follows:

9A. Delay in Severance Payments. If the Employee is a Specified Employee (as hereinafter defined) on the date of termination of employment, then the 18 monthly installments of severance pay described in Sections 8.5(b) and 9 shall be payable as follows. No payments of the monthly installments shall be made within six months after the Employee's termination of employment. On the first business day of the seventh month after the date on which termination of employment occurs, the Bank shall pay to the Employee an amount equal to the sum of seven (7) equal monthly installments. The remaining monthly installments shall be paid on the first business day of each month thereafter.

The Employee is a "Specified Employee" if he is a "key employee" (as defined in Code Section 416(i) without regard to Code Section 416(i)(5)) and the stock of the Bank or the Company is publicly traded on an established securities market or otherwise on the date of termination of employment. The Employee is a "key employee" during the period described below if he is one of the following during the 12-month period ending on any December 31 (the "identification date"):

(a) an officer of the Bank or the Company with annual compensation greater than $130,000 (as indexed pursuant to Code Section 416(i)(1) -- $140,000 for 2006), provided, that no more than 50 employees (or, if less, the greater of 3 employees or 10% of the employees) shall be treated as officers;

(b) a five percent (5%) owner of the Bank or the Company; or

(c) a one percent (1%) owner of the Bank or the Company with annual compensation of more than $150,000.

If the Employee is a "key employee" as of an identification date, he is treated as a Specified Employee for the 12-month period beginning on the first day of the fourth month following the identification date.

4. Section 8.5(e) is amended and restated in its entirety as follows:

(e) $10,000 for out-placement, interim office, and related expenses, payable within thirty (30) days after the effective date of the termination of employment.

5. Except as amended herein, the Employment Agreement shall remain in full force and effect.

The parties have executed this Amendment as of the day and year first above written.

MERCANTILE BANK CORPORATION

By: /s/ Michael H. Price
    ------------------------------------
Its: President & Chief Operating Officer

MERCANTILE BANK OF MICHIGAN

By: /s/ Michael H. Price
    ------------------------------------
Its: President & Chief Executive Officer

EMPLOYEE

/s/ Gerald R. Johnson, Jr.
----------------------------------------
Gerald R. Johnson, Jr.

EXHIBIT 10.29

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

THIS AMENDMENT ("Amendment") is made as of the 17th day of November, 2005 by and among Mercantile Bank Corporation, a Michigan corporation (the "Company"), Mercantile Bank of Michigan, a Michigan banking corporation (the "Bank", and collectively with the Company, the "Employers", and each an "Employer"), and Michael H. Price (the "Employee").

RECITALS

A. The Company, the Bank and the Employee have previously entered into an Employment Agreement dated as of October 18, 2001, as amended by a letter amendment dated October 17, 2002 (the "Employment Agreement").

B. The Company, the Bank and the Employee wish to amend the Employment Agreement to make changes to cause payments under the Employment Agreement to be in compliance with Section 409A of the Internal Revenue Code of 1986, as amended (the "Code").

TERMS OF AGREEMENT

In consideration of the mutual covenants and obligations set forth herein, the Employers and the Employee amend the Employment Agreement as follows:

1. Section 4 is amended and restated in its entirety as follows:

4. Participation in Employee Benefit Plans. In addition to the cash compensation payable to the Employee under this Agreement, the Employee shall be entitled to participate in such employee benefit plans, whether contributory or non-contributory, such as group life and disability insurance plans, hospital, surgical, vision and dental benefit plans or other bonus incentive, profit sharing, stock option, retirement or other employee benefit plans of the Employers as may now or hereafter exist to the extent that the Employee meets the eligibility requirements of any such plans. All such group life and disability insurance plans, and hospital, surgical, vision and dental benefit plans are hereafter referred to as "Life, Disability and Medical Plans". If any bonus or incentive compensation plan payments constitute "deferred compensation" within the meaning of Code Section 409A and applicable Treasury regulations, such deferred compensation will be paid to the Employee within 2 1/2 months after the end of the calendar year in which it is payable, unless such bonus or incentive compensation is deferred pursuant to a timely election into a plan that complies with Code Section 409A.

2. Section 7.1 is amended and restated in its entirety as follows:

7.1 Disability. In the event the Employee shall become Disabled (as hereinafter defined) during the Employment Period, the Bank or the Company may terminate the Employee's employment under this Agreement by giving him written notice of such termination ("Disability Termination Notice"). In the event of any such termination during the Employment Period, the Bank shall continue to pay the Employee his Base Cash Compensation, at the rate in effect immediately prior to the giving of the Disability Termination Notice, through the end of the Employment Period (through the Termination Date then in effect). In addition, the Employers shall cover the Employee under their disability plans, if any, in effect from time to time under the terms and conditions that such coverage is made available to other employees of the respective Employers, and the Employee shall be entitled to any benefits payable to him under such disability plans. While disabled, the Bank shall continue to provide the Employee and his dependents with coverage under its Life, Disability and Medical Plans until the Employee reaches the age of sixty-five (65) years old to the extent that it may do so under the provisions of such plans, with the Employee's contributions to the premiums under such plans being no more than the amounts he paid for such premiums prior to his disability, adjusted from time to time for normal periodic increases in such premiums applied in general to employees of the Bank.

The Employee shall be "Disabled" for purposes of this Agreement if the Employee (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or (ii) is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for at least three (3) months from an Employer's long-term disability policy. The Employee shall be deemed to be Disabled if he is determined to be totally disabled by the Social Security Administration.

3. A new Section 9A is added as follows:

9A. Delay in Severance Payments. If the Employee is a Specified Employee (as hereinafter defined) on the date of termination of employment, then the 18 monthly installments of severance pay described in Sections 8.5(b) and 9 shall be payable as follows. No payments of the monthly installments shall be made within six months after the Employee's termination of employment. On the first business day of the seventh month after the date on which termination of employment occurs, the Bank shall pay to the Employee an amount equal to the sum of seven (7) equal monthly installments. The remaining monthly installments shall be paid on the first business day of each month thereafter.

The Employee is a "Specified Employee" if he is a "key employee" (as defined in Code Section 416(i) without regard to Code Section 416(i)(5)) and the stock of the Bank or the Company is publicly traded on an established securities market or otherwise on the date of termination of employment. The Employee is a "key employee" during the period described below if he is one of the following during the 12-month period ending on any December 31 (the "identification date"):

(a) an officer of the Bank or the Company with annual compensation greater than $130,000 (as indexed pursuant to Code Section 416(i)(1) -- $140,000 for 2006), provided, that no more than 50 employees (or, if less, the greater of 3 employees or 10% of the employees) shall be treated as officers;

(b) a five percent (5%) owner of the Bank or the Company; or

(c) a one percent (1%) owner of the Bank or the Company with annual compensation of more than $150,000.

If the Employee is a "key employee" as of an identification date, he is treated as a Specified Employee for the 12-month period beginning on the first day of the fourth month following the identification date.

4. Section 8.5(e) is amended and restated in its entirety as follows:

(e) $10,000 for out-placement, interim office, and related expenses, payable within thirty (30) days after the effective date of the termination of employment.

5. Except as amended herein, the Employment Agreement shall remain in full force and effect.

The parties have executed this Amendment as of the day and year first above written.

MERCANTILE BANK CORPORATION

By: /s/ Gerald R. Johnson, Jr.
    ------------------------------------
Its: Chairman & Chief Executive Officer

MERCANTILE BANK OF MICHIGAN

By: /s/ Gerald R. Johnson, Jr.
    ------------------------------------
Its: Chairman

EMPLOYEE

/s/ Michael H. Price
----------------------------------------
Michael H. Price

EXHIBIT 10.30

THIRD AMENDMENT TO EMPLOYMENT AGREEMENT

THIS AMENDMENT ("Amendment") is made as of the 17th day of November, 2005 by and among Mercantile Bank Corporation, a Michigan corporation (the "Company"), Mercantile Bank of Michigan, a Michigan banking corporation (the "Bank", and collectively with the Company, the "Employers", and each an "Employer"), and Robert B. Kaminski, Jr. (the "Employee").

RECITALS

A. The Company, the Bank and the Employee have previously entered into an Employment Agreement dated as of October 18, 2001, as amended by a letter amendment dated October 17, 2002 and by a letter amendment dated October 28, 2004 (the "Employment Agreement").

B. The Company, the Bank and the Employee wish to amend the Employment Agreement to make changes to cause payments under the Employment Agreement to be in compliance with Section 409A of the Internal Revenue Code of 1986, as amended (the "Code").

TERMS OF AGREEMENT

In consideration of the mutual covenants and obligations set forth herein, the Employers and the Employee amend the Employment Agreement as follows:

1. Section 4 is amended and restated in its entirety as follows:

4. Participation in Employee Benefit Plans. In addition to the cash compensation payable to the Employee under this Agreement, the Employee shall be entitled to participate in such employee benefit plans, whether contributory or non-contributory, such as group life and disability insurance plans, hospital, surgical, vision and dental benefit plans or other bonus incentive, profit sharing, stock option, retirement or other employee benefit plans of the Employers as may now or hereafter exist to the extent that the Employee meets the eligibility requirements of any such plans. All such group life and disability insurance plans, and hospital, surgical, vision and dental benefit plans are hereafter referred to as "Life, Disability and Medical Plans". If any bonus or incentive compensation plan payments constitute "deferred compensation" within the meaning of Code Section 409A and applicable Treasury regulations, such deferred compensation will be paid to the Employee within 2 1/2 months after the end of the calendar year in which it is payable, unless such bonus or incentive compensation is deferred pursuant to a timely election into a plan that complies with Code Section 409A.

2. Section 7.1 is amended and restated in its entirety as follows:

7.1 Disability. In the event the Employee shall become Disabled (as hereinafter defined) during the Employment Period, the Bank or the Company may terminate the Employee's employment under this Agreement by giving him written notice of such termination ("Disability Termination Notice"). In the event of any such termination during the Employment Period, the Bank shall continue to pay the Employee his Base Cash Compensation, at the rate in effect immediately prior to the giving of the Disability Termination Notice, through the end of the Employment Period (through the Termination Date then in effect). In addition, the Employers shall cover the Employee under their disability plans, if any, in effect from time to time under the terms and conditions that such coverage is made available to other employees of the respective Employers, and the Employee shall be entitled to any benefits payable to him under such disability plans. While disabled, the Bank shall continue to provide the Employee and his dependents with coverage under its Life, Disability and Medical Plans until the Employee reaches the age of sixty-five (65) years old to the extent that it may do so under the provisions of such plans, with the Employee's contributions to the premiums under such plans being no more than the amounts he paid for such premiums prior to his disability, adjusted from time to time for normal periodic increases in such premiums applied in general to employees of the Bank.

The Employee shall be "Disabled" for purposes of this Agreement if the Employee (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or (ii) is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for at least three (3) months from an Employer's long-term disability policy. The Employee shall be deemed to be Disabled if he is determined to be totally disabled by the Social Security Administration.

3. A new Section 9A is added as follows:

9A. Delay in Severance Payments. If the Employee is a Specified Employee (as hereinafter defined) on the date of termination of employment, then the 18 monthly installments of severance pay described in Sections 8.5(b) and 9 shall be payable as follows. No payments of the monthly installments shall be made within six months after the Employee's termination of employment. On the first business day of the seventh month after the date on which termination of employment occurs, the Bank shall pay to the Employee an amount equal to the sum of seven (7) equal monthly installments. The remaining monthly installments shall be paid on the first business day of each month thereafter.

The Employee is a "Specified Employee" if he is a "key employee" (as defined in Code Section 416(i) without regard to Code Section 416(i)(5)) and the stock of the Bank or the Company is publicly traded on an established securities market or otherwise on the date of termination of employment. The Employee is a "key employee" during the period described below if he is one of the following during the 12-month period ending on any December 31 (the "identification date"):

(a) an officer of the Bank or the Company with annual compensation greater than $130,000 (as indexed pursuant to Code Section 416(i)(1) -- $140,000 for 2006), provided, that no more than 50 employees (or, if less, the greater of 3 employees or 10% of the employees) shall be treated as officers;

(b) a five percent (5%) owner of the Bank or the Company; or

(c) a one percent (1%) owner of the Bank or the Company with annual compensation of more than $150,000.

If the Employee is a "key employee" as of an identification date, he is treated as a Specified Employee for the 12-month period beginning on the first day of the fourth month following the identification date.

4. Section 8.5(e) is amended and restated in its entirety as follows:

(e) $10,000 for out-placement, interim office, and related expenses, payable within thirty (30) days after the effective date of the termination of employment.

5. Except as amended herein, the Employment Agreement shall remain in full force and effect.

The parties have executed this Amendment as of the day and year first above written.

MERCANTILE BANK CORPORATION

By: /s/ Gerald R. Johnson, Jr.
    ------------------------------------
Its: Chairman and Chief Executive
     Officer

MERCANTILE BANK OF MICHIGAN

By: /s/ Gerald R. Johnson, Jr.
    ------------------------------------
Its: Chairman

EMPLOYEE

/s/ Robert B. Kaminski, Jr.
----------------------------------------
Robert B. Kaminski, Jr.

EXHIBIT 10.31

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

THIS AMENDMENT ("Amendment") is made as of the 17th day of November, 2005 by and among Mercantile Bank Corporation, a Michigan corporation (the "Company"), Mercantile Bank of Michigan, a Michigan banking corporation (the "Bank", and collectively with the Company, the "Employers", and each an "Employer"), and Charles E. Christmas (the "Employee").

RECITALS

A. The Company, the Bank and the Employee have previously entered into an Employment Agreement dated as of October 18, 2001, as amended by a letter amendment dated October 17, 2002 (the "Employment Agreement").

B. The Company, the Bank and the Employee wish to amend the Employment Agreement to make changes to cause payments under the Employment Agreement to be in compliance with Section 409A of the Internal Revenue Code of 1986, as amended (the "Code").

TERMS OF AGREEMENT

In consideration of the mutual covenants and obligations set forth herein, the Employers and the Employee amend the Employment Agreement as follows:

1. Section 4 is amended and restated in its entirety as follows:

4. Participation in Employee Benefit Plans. In addition to the cash compensation payable to the Employee under this Agreement, the Employee shall be entitled to participate in such employee benefit plans, whether contributory or non-contributory, such as group life and disability insurance plans, hospital, surgical, vision and dental benefit plans or other bonus incentive, profit sharing, stock option, retirement or other employee benefit plans of the Employers as may now or hereafter exist to the extent that the Employee meets the eligibility requirements of any such plans. All such group life and disability insurance plans, and hospital, surgical, vision and dental benefit plans are hereafter referred to as "Life, Disability and Medical Plans". If any bonus or incentive compensation plan payments constitute "deferred compensation" within the meaning of Code Section 409A and applicable Treasury regulations, such deferred compensation will be paid to the Employee within 2 1/2 months after the end of the calendar year in which it is payable, unless such bonus or incentive compensation is deferred pursuant to a timely election into a plan that complies with Code Section 409A.

2. Section 7.1 is amended and restated in its entirety as follows:

7.1 Disability. In the event the Employee shall become Disabled (as hereinafter defined) during the Employment Period, the Bank or the Company may terminate the Employee's employment under this Agreement by giving him written notice of such termination ("Disability Termination Notice"). In the event of any such termination during the Employment Period, the Bank shall continue to pay the Employee his Base Cash Compensation, at the rate in effect immediately prior to the giving of the Disability Termination Notice, through the end of the Employment Period (through the Termination Date then in effect). In addition, the Employers shall cover the Employee under their disability plans, if any, in effect from time to time under the terms and conditions that such coverage is made available to other employees of the respective Employers, and the Employee shall be entitled to any benefits payable to him under such disability plans. While disabled, the Bank shall continue to provide the Employee and his dependents with coverage under its Life, Disability and Medical Plans until the Employee reaches the age of sixty-five (65) years old to the extent that it may do so under the provisions of such plans, with the Employee's contributions to the premiums under such plans being no more than the amounts he paid for such premiums prior to his disability, adjusted from time to time for normal periodic increases in such premiums applied in general to employees of the Bank.

The Employee shall be "Disabled" for purposes of this Agreement if the Employee (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months; or (ii) is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for at least three (3) months from an Employer's long-term disability policy. The Employee shall be deemed to be Disabled if he is determined to be totally disabled by the Social Security Administration.

3. A new Section 9A is added as follows:

9A. Delay in Severance Payments. If the Employee is a Specified Employee (as hereinafter defined) on the date of termination of employment, then the 18 monthly installments of severance pay described in Sections 8.5(b) and 9 shall be payable as follows. No payments of the monthly installments shall be made within six months after the Employee's termination of employment. On the first business day of the seventh month after the date on which termination of employment occurs, the Bank shall pay to the Employee an amount equal to the sum of seven (7) equal monthly installments. The remaining monthly installments shall be paid on the first business day of each month thereafter.

The Employee is a "Specified Employee" if he is a "key employee" (as defined in Code Section 416(i) without regard to Code Section 416(i)(5)) and the stock of the Bank or the Company is publicly traded on an established securities market or otherwise on the date of termination of employment. The Employee is a "key employee" during the period described below if he is one of the following during the 12-month period ending on any December 31 (the "identification date"):

(a) an officer of the Bank or the Company with annual compensation greater than $130,000 (as indexed pursuant to Code Section 416(i)(1) -- $140,000 for 2006), provided, that no more than 50 employees (or, if less, the greater of 3 employees or 10% of the employees) shall be treated as officers;

(b) a five percent (5%) owner of the Bank or the Company; or

(c) a one percent (1%) owner of the Bank or the Company with annual compensation of more than $150,000.

If the Employee is a "key employee" as of an identification date, he is treated as a Specified Employee for the 12-month period beginning on the first day of the fourth month following the identification date.

4. Section 8.5(e) is amended and restated in its entirety as follows:

(e) $10,000 for out-placement, interim office, and related expenses, payable within thirty (30) days after the effective date of the termination of employment.

5. Except as amended herein, the Employment Agreement shall remain in full force and effect.

The parties have executed this Amendment as of the day and year first above written.

MERCANTILE BANK CORPORATION

By: /s/ Gerald R. Johnson, Jr.
    ------------------------------------
Its: Chairman & Chief Executive Officer

MERCANTILE BANK OF MICHIGAN

By: /s/ Gerald R. Johnson, Jr.
    ------------------------------------
Its: Chairman

EMPLOYEE

/s/ Charles E. Christmas
----------------------------------------
Charles E. Christmas

EXHIBIT 10.32

MERCANTILE BANK OF MICHIGAN
EXECUTIVE DEFERRED COMPENSATION AGREEMENT

THIS AGREEMENT is made this day ___ of ____, 200__ by and between MERCANTILE BANK OF MICHIGAN, a state-chartered commercial bank, located in Grand Rapids, Michigan (the "Company"), and (the "Executive").

INTRODUCTION

To encourage the Executive to remain an employee of the Company, the Company is willing to provide to the Executive a deferred compensation opportunity. The Company will pay the Executive's benefits from the Company's general assets. Executive is a member of a select group of management or highly compensated employees within the meaning of Sections 201(2) and 301(a)(3) of the Employee Retirement Income Security Act of 1974, as amended.

AGREEMENT

The Executive and the Company agree as follows:

ARTICLE 1
DEFINITIONS

Whenever used in this Agreement, the following words and phrases shall have the meanings specified:

1.1 "Anniversary Date" means December 31 of each year.

1.2 "Change of Control" means the transfer of shares of the Company's voting common stock such that one entity or one person acquires (or is deemed to acquire when applying Section 318 of the Code) more than 50 percent of the Company's outstanding voting common stock followed within twelve (12) months by the Executive's Termination of Employment for reasons other than death, Disability or retirement.

1.3 "Code" means the Internal Revenue Code of 1986, as amended.

1.4 "Compensation" means the total salary and bonus paid to the Executive during a Plan Year.

1.5 "Deferral Account" means the Company's accounting of the Executive's accumulated Deferrals plus accrued interest.

1.6 "Deferrals" means the amount of the Executive's Compensation, which the Executive elects to defer according to this Agreement.

1.7 "Disability" means the Participant's suffering a sickness, accident or injury which has been determined by the carrier of any individual or group disability insurance policy covering the Participant, or by the Social Security Administration, to be a disability rendering the Participant totally and permanently disabled. The Participant must submit proof to the Company of the carrier's or Social Security Administration's determination upon the request of the Company.

1.8 "Effective Date" means _____________.

1.9 "Deferral Election" means the Form attached as Exhibit 1.

1.10 "Form of Benefit Election" means the Form attached as Exhibit 2.

1.11 "Normal Retirement Age" means the Executive's 62nd birthday.

1.12 "Normal Retirement Date" means the later of the Normal Retirement Age or Termination of Employment.

1.13 "Plan Year" means the calendar year.

1.14 "Termination of Employment" means that the Executive ceases to be employed by the Company for any reason, voluntary or involuntary, other than by reason of a leave of absence approved by the Company. For purposes of this Agreement, if there is a dispute over the employment status of the Executive or the date of the Executive's Termination of Employment, the Company shall have the sole and absolute right to decide the dispute.

ARTICLE 2
DEFERRAL ELECTION

2.1 Initial Election. The Executive shall make an initial deferral election under this Agreement by filing with the Company a signed Deferral Election form within 30 days after the Effective Date of this Agreement. The Deferral Election form shall set forth the amount of Compensation to be deferred and shall be effective to defer only Compensation earned after the date the Deferral Election form is received by the Company.

2.2 Election Changes

2.2.1 Generally. Upon the Company's approval, the Executive may modify the amount of Compensation to be deferred annually by filing a new Deferral Election form with the Company prior to the beginning of the Plan Year in which the Compensation is to be deferred. The modified deferral election shall not be effective until the calendar year following the year in which the subsequent Deferral Election form is received and approved by the Company.

2.2.2 Hardship. If an unforeseeable financial emergency arising from the death of a family member, divorce, sickness, injury, catastrophe or similar event outside the control of the Executive occurs, the Executive, by written instructions to the Company, may reduce future deferrals under this Agreement.

ARTICLE 3
DEFERRAL ACCOUNT

3.1 Establishing and Crediting. The Company shall establish a Deferral Account on its books for the Executive and shall credit to the Deferral Account the following amounts:

3.1.1 Deferrals. The Compensation deferred by the Executive as of the time the Compensation would have otherwise been paid to the Executive.

3.1.2 Interest. On each Anniversary Date of this Agreement and immediately prior to the payment of any benefits, interest is to be credited on the account balance at an annual rate equal to the Prime Rate as published in the Wall Street Journal adjusted quarterly on January 1, April 1, July 1, and October 1, compounded monthly.

3.2 Statement of Accounts. The Company shall provide to the Executive, within 120 days after each Anniversary Date, a statement setting forth the Deferral Account balance.

3.3 Accounting Device Only. The Deferral Account is solely a device for measuring amounts to be paid under this Agreement. The Deferral Account is not a trust fund of any kind. The Executive is a general unsecured creditor of the Company for the payment of benefits. The benefits represent the mere Company promise to pay such benefits. The Executive's rights are not subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, attachment, or garnishment by the Executive's creditors.

ARTICLE 4
BENEFITS DURING LIFETIME

4.1 Normal Retirement Benefit. Upon the Normal Retirement Date, the Company shall pay to the Executive the benefit described in this Section 4.1 in lieu of any other benefit under this Agreement.

4.1.1 Amount of Benefit. The benefit under this Section 4.1 is the Deferral Account balance at the Executive's Normal Retirement Date.

4.1.2 Payment of Benefit. The Company shall pay the benefit to the Executive in the manner elected by the Executive on the Form of Benefit Election, attached as Exhibit 2.

4.2 Early Retirement Benefit. Upon Termination of Employment prior to the Normal Retirement Age for reasons other than death, Change of Control or Disability, the Company shall pay to the Executive the benefit described in this
Section 4.2 in lieu of any other benefit under this Agreement.

4.2.1 Amount of Benefit. The benefit under this Section 4.2 is the Deferral Account balance at the Executive's Termination of Employment.

4.2.2 Payment of Benefit. The Company shall pay the benefit to the Executive in the manner elected by the Executive on the Form of Benefit Election, attached as Exhibit 2.

4.3 Disability Benefit. If the Executive terminates employment due to Disability prior to Normal Retirement Age, the Company shall pay to the Executive the benefit described in this Section 4.3 in lieu of any other benefit under this Agreement.

4.3.1 Amount of Benefit. The benefit under this Section 4.3 is the Deferral Account balance at the Executive's Termination of Employment.

4.3.2 Payment of Benefit. The Company shall pay the benefit to the Executive in the manner elected by the Executive on the Form of Benefit Election, attached as Exhibit 2.

4.4 Change of Control Benefit. Upon a Change of Control, the Company shall pay to the Executive the benefit described in this Section 4.4 in lieu of any other benefit under this Agreement.

4.4.1 Amount of Benefit. The benefit under this Section 4.4 is the Deferral Account balance on the Executive's Termination of Employment.

4.4.2 Payment of Benefit. The Company shall pay the benefit to the Executive in the manner elected by the Executive on the Form of Benefit Election, attached as Exhibit 2.

4.5 Hardship Distribution. Upon the Board of Director's determination (following petition by the Executive) that the Executive has suffered an unforeseeable financial emergency as described in Section 2.2.2, the Company shall distribute to the Executive all or a portion of the Deferral Account balance as determined by the Company, but in no event shall the distribution be greater than is necessary to relieve the financial hardship.

ARTICLE 5
DEATH BENEFITS

5.1 Death During Active Employment. If the Executive dies while in the employment of the Company, the Company shall pay to the Executive's beneficiary the benefit described in this Section 5.1 in lieu of any other benefit under this Agreement.

5.1.1 Amount of Benefit. The benefit under this Section 5.1 is the Deferral Account balance at the Executive's Termination of Employment.

5.1.2 Payment of Benefit. The Company shall pay the benefit to the Executive's beneficiary in the manner elected by the Executive on the Form of Benefit Election, attached as Exhibit 2.

5.2 Death During Payment of a Benefit. If the Executive dies after any benefit payments have commenced under this Agreement but before receiving all such payments, the Company shall pay the remaining benefits to the Executive's beneficiary at the same time and in the same amounts they would have been paid to the Executive had the Executive survived.

5.3 Death After Termination of Employment But Before Benefit Payments Commence. If the Executive is entitled to benefit payments under this Agreement, but dies prior to the commencement of said benefit payments, the Company shall pay the same benefit payments to the Executive's beneficiary that the Executive was entitled to prior to death except that the benefit payments shall commence on the first day of the month following the date of the Executive's death.

ARTICLE 6
BENEFICIARIES

6.1 Beneficiary Designations. The Executive shall designate a beneficiary by filing a written designation with the Company. The Executive may revoke or modify the designation at any time by filing a new designation. However, designations will only be effective if signed by the Executive and received by the Company during the Executive's lifetime. The Executive's beneficiary designation shall be deemed automatically revoked if the beneficiary predeceases the Executive or if the Executive names a spouse as beneficiary and the marriage is subsequently dissolved. If the Executive dies without a valid beneficiary designation, all payments shall be made to the Executive's estate.

6.2 Facility of Payment. If a benefit is payable to a minor, to a person declared incompetent, or to a person incapable of handling the disposition of his or her property, the Company may pay such benefit to the guardian, legal representative or person having the care or custody of such minor, incompetent person or incapable person. The Company may require proof of incompetence, minority or guardianship as it may deem appropriate prior to distribution of the benefit. Such distribution shall completely discharge the Company from all liability with respect to such benefit.

ARTICLE 7
GENERAL LIMITATIONS

7.1 Termination for Cause. Notwithstanding any provision of this Agreement to the contrary, the Company shall not pay any benefit under this Agreement that is in excess of the Executive's Deferrals if the Executive's employment is terminated as a result of:

(a) Gross negligence or gross neglect of duties to the Company;

(b) Commission of a felony or of a gross misdemeanor involving moral turpitude in connection with the Executive's employment with the Company;

(c) Fraud, disloyalty, dishonesty or willful violation of any law or significant Company policy committed in connection with the Executive's employment and resulting in an adverse effect on the Company;

(d) Suicide within two years after the date of this Agreement; or

(e) Material misstatement of fact on an employment application or resume provided to the Company.

ARTICLE 8
CLAIMS AND REVIEW PROCEDURES

8.1 Claims Procedure. A Participant or beneficiary ("claimant") who has not received benefits under the Plan that he or she believes should be paid shall make a claim for such benefits as follows:

8.1.1. Initiation - Written Claim. The claimant initiates a claim by submitting to the Company a written claim for the benefits.

8.1.2. Timing of Company Response. The Company shall respond to such claimant within 90 days after receiving the claim. If the Company determines that special circumstances require additional time for processing the claim, the Company can extend the response period by an additional 90 days by notifying the claimant in writing, prior to the end of the initial 90-day period, that an additional period is required. The notice of extension must set forth the special circumstances and the date by which the Company expects to render its decision.

8.1.3. Notice of Decision. If the Company denies part or all of the claim, the Company shall notify the claimant in writing of such denial. The Company shall write the notification in a manner calculated to be understood by the claimant. The notification shall set forth:

8.1.3.1 The specific reasons for the denial.

8.1.3.2 A reference to the specific provisions of the Plan on which the denial is based.

8.1.3.3 A description of any additional information or material necessary for the claimant to perfect the claim and an explanation of why it is needed.

8.1.3.4 An explanation of the Plan's review procedures and the time limits applicable to such procedures, and

8.1.3.5 A statement of the claimant's right to bring a civil action under ERISA Section 502 (a) following an adverse benefit determination on review.

8.2 Review Procedure. If the Company denies part or all of the claim, the claimant shall have the opportunity for a full and fair review by the Company of the denial, as follows:

8.2.1 Initiation - Written Request. To initiate the review, the claimant, within 60 days after receiving the Company's notice of denial, must file with the Company a written request for review.

8.2.2. Additional Submissions - Information Access. The claimant shall then have the opportunity to submit written comments, documents, records and other information relating to the claim. The Company shall also provide the claimant, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant (as defined in applicable ERISA regulations) to the claimant's claim for benefits.

8.2.3. Considerations on Review. In considering the review, the Company shall take into account all materials and information the claimant submits relating to the claim, without regard to whether such information was submitted or considered, in the initial benefit determination.

8.2.4. Timing of Company Response. The Company shall respond in writing to such claimant within 60 days after receiving the request for review. If the Company determines that special circumstances require additional time for processing the claim, the Company can extend the response period by an additional 60 days by notifying the claimant in writing, prior to the end of the initial 60 day period that an additional period is required. The notice of extension must set forth the special circumstances and the date by which the Company expects to render its decision.

8.2.5. Notice of Decision. The Company shall notify the claimant in writing of its decision on review. The Company shall write the notification in a manner calculated to be understood by the claimant. The notification shall set forth:

8.2.5.1 The specific reasons for the denial.

8.2.5.2 A reference to the specific provisions of the Plan on which the denial is based.

8.2.5.3 A statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information (as defined in applicable ERISA regulations) to the claimant's claim for benefits, and

8.2.5.4 A statement of the claimant's right to bring a civil action under ERISA Section 502 (a).

ARTICLE 9
AMENDMENTS AND TERMINATION

This Agreement may be amended or terminated only by a written agreement signed by the Company and the Executive.

ARTICLE 10
MISCELLANEOUS

10.1 Binding Effect. This Agreement shall bind the Executive and the Company and their beneficiaries, survivors, executors, administrators and transferees.

10.2 No Guarantee of Employment. This Agreement is not a contract for employment. It does not give the Executive the right to remain an employee of the Company, nor does it interfere with the Company's right to discharge the Executive. It also does not require the Executive to remain an employee nor interfere with the Executive's right to terminate employment at any time.

10.3 Non-Transferability. Benefits under this Agreement cannot be sold, transferred, assigned, pledged, attached or encumbered in any manner.

10.4 Tax Withholding. The Company shall withhold any taxes that are required to be withheld from the benefits provided under this Agreement.

10.5 Applicable Law. The Agreement and all rights hereunder shall be governed by the laws of Michigan, except to the extent preempted by the laws of the United States of America.

10.6 Unfunded Arrangement. The Executive and the Executive's beneficiary are general unsecured creditors of the Company for the payment of benefits under this Agreement. The benefits represent the mere promise by the Company to pay such benefits. The rights to benefits are not subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, attachment, or garnishment by creditors. Any insurance on the Executive's life is a general asset of the Company to which the Executive and the Executive's beneficiary have no preferred or secured claim.

10.7 Reorganization. The Company shall not merge or consolidate into or with another company, or reorganize, or sell substantially all of its assets to another company, firm, or person unless such succeeding or continuing company, firm, or person agrees to assume and discharge the obligations of the Company under this Agreement. Upon the occurrence of such event, the term "Company" as used in this Agreement shall be deemed to refer to the successor or survivor company.

10.8 Entire Agreement. This Agreement constitutes the entire agreement between the Company and the Executive as to the subject matter hereof. No rights are granted to the Executive by virtue of this Agreement other than those specifically set forth herein.

10.9 Administration. The Company shall have powers which are necessary to administer this Agreement, including but not limited to:

(a) Interpreting the provisions of the Agreement;

(b) Establishing and revising the method of accounting for the Agreement;

(c) Maintaining a record of benefit payments; and

(d) Establishing rules and prescribing any forms necessary or desirable to administer the Agreement.

10.10 Named Fiduciary. For purposes of the Employee Retirement Income Security Act of 1974, if applicable, the Company shall be the named fiduciary and plan administrator under this Agreement. The named fiduciary may delegate to others certain aspects of the management and operation responsibilities of the plan including the employment of advisors and the delegation of ministerial duties to qualified individuals.

IN WITNESS WHEREOF, the Executive and a duly authorized Company officer have signed this Agreement.

EXECUTIVE:                              COMPANY:

                                        MERCANTILE BANK OF MICHIGAN


-------------------------------------   BY
                                           -------------------------------------
                                        TITLE
                                              ----------------------------------

                                    EXHIBIT 1
                                       TO

                                         AMOUNT OF BONUS DEFERRAL
                                        2006 BONUS, DETERMINED ON
    AMOUNT OF SALARY DEFERRAL                SERVICE IN 2005                        DURATION
---------------------------------   ---------------------------------   -------------------------------
[INITIAL AND COMPLETE ONE]          [INITIAL AND COMPLETE ONE]          [INITIAL ONE]

___  I elect to defer ____% of my   ___  I elect to defer ____% of my   ___  One Year only
     Salary.                             Bonus.
                                                                        ___  For ______ [INSERT NUMBER]
___  I elect to defer $______ of    ___  I elect to defer $______ of         Years
     my Salary.                          my Bonus.
                                                                        ___  Until Termination
___  I elect not to defer any of    ___  I elect not to defer any of         of Employment
     my Salary.                          my Bonus.
                                                                        ___  Until ___________,
                                                                             ___________ (date)

I understand that I may cancel an outstanding deferral election, and may change the amount of deferrals by filing a new election form with Mercantile Bank of Michigan. However, any change other than cancellation in the amount of deferrals will not be effective until twelve months following the time in which the new election form is received by Mercantile Bank of Michigan.

Received by the Company this ________ day of ___________________, 200__.

EXHIBIT 2
FORM OF BENEFIT ELECTION
FOR
MERCANTILE BANK OF MICHIGAN
EXECUTIVE DEFERRED COMPENSATION AGREEMENT

The Executive understands that he or she may not change the Form of Benefit elected, however, the Company will allow the Executive to file a petition with the Company requesting an alternate payment Agreement and the Board of Directors, in its sole and absolute discretion, may accept or reject such a request.

I elect to receive benefits under the Agreement in the following form:

4.1.2 NORMAL RETIREMENT BENEFIT

___ The Company shall pay the benefit to the Executive in __ equal monthly installments commencing on the first day of the month following the Executive's Normal Retirement Date. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive in a lump sum within 60 days from the Executive's Normal Retirement Date.

4.2.2 EARLY RETIREMENT BENEFIT

___ The Company shall pay the benefit to the Executive in ____ equal monthly installments commencing on the first day of the month following the Executive's Normal Retirement Age. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive in ____ equal monthly installments commencing on the first day of the month following the Executive's Termination of Employment. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive in a lump sum within 60 days from the Executive's Termination of Employment.

___ The Company shall pay the benefit to the Executive in a lump sum within 60 days from the Executive's Normal Retirement Age.

4.3.2 DISABILITY BENEFIT

___ The Company shall pay the benefit to the Executive in ___ equal monthly installments commencing on the first day of the month following the Executive's Normal Retirement Age. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive in ____ equal monthly installments commencing on the first day of the month following the Executive's Termination of Employment. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive in a lump sum within 60 days from the Executive's Termination of Employment.

___ The Company shall pay the benefit to the Executive in a lump sum within 60 days from the Executive's Normal Retirement Age.

4.4.2 CHANGE OF CONTROL BENEFIT

___ The Company shall pay the benefit to the Executive in ____ equal monthly installments commencing on the first day of the month following the Executive's Normal Retirement Age. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive in _____ equal monthly installments commencing on the first day of the month following the Executive's Termination of Employment. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive in a lump sum within 60 days from the Executive's Termination of Employment.

___ The Company shall pay the benefit to the Executive in a lump sum within 60 days from the Executive's Normal Retirement Age.

5.1.2 DEATH BENEFIT

___ The Company shall pay the benefit to the Executive's beneficiary in ____ equal monthly installments commencing on the first day of the month following the Executive's death. The Company shall credit interest pursuant to Section 3.1.3 on the remaining account balance during any applicable installment period.

___ The Company shall pay the benefit to the Executive's beneficiary in a lump sum within 60 days from the Executive's death.

Received by the Company this ________ day of ___________________, 200__.

EXHIBIT 10.33

MERCANTILE BANK OF MICHIGAN
SPLIT DOLLAR AGREEMENT

THIS AGREEMENT, made and entered into this _______ day of _________________, 2005, by and between Mercantile Bank of Michigan, a state-chartered commercial bank located in Grand Rapids, Michigan (the "Company"), and _____________ (the "Executive").

INTRODUCTION

To encourage the Executive to remain an employee of the Company, the Company is willing to divide the death proceeds of a life insurance policy on the Executive's life. The Company will pay life insurance premiums from its general assets.

AGREEMENT

The Company and the Executive agree as follows:

ARTICLE 1
GENERAL DEFINITIONS

The following terms shall have the meanings specified:

1.1 "Insured" means the Executive.

1.2 "Insurer" means each life insurance carrier in which there is a Split Dollar Policy Endorsement attached to this Agreement

1.3 "Net Death Proceeds" means the total death proceeds of the Policy minus the cash surrender value.

1.4 "Policy" means the specific life insurance policy issued by the Insurer.

1.5 "Termination of Employment" means the Executive ceasing to be employed by the Company for any reason whatsoever, other than by reason of an approved leave of absence.

ARTICLE 2
POLICY OWNERSHIP/INTERESTS

2.1 Company Ownership. The Company is the sole owner of the Policy and shall have the right to exercise all incidents of ownership. The Company shall be the beneficiary of the remaining death proceeds of the Policy after the interest of the Executive or the Executive's transferee has been paid according to Section 2.2 below.

2.2 Executive's Interest. The Executive shall have the right to designate the beneficiary of an amount of death proceeds equal to the lesser of: a) $300,000 (Three hundred thousand dollars) or b) the net amount of insurance at time of death. The Executive shall also have the right to elect and change settlement options that may be permitted. However, the Executive, the Executive's transferee or the Executive's beneficiary shall have no rights or interests in the Policy with respect to that portion of the death proceeds designated in this Section 2.2 upon the Executive's Termination of Employment.

2.3 Option to Purchase. The Company shall not sell, surrender or transfer ownership of the Policy while this Agreement is in effect without first giving the Executive or the Executive's transferee the option to purchase the Policy for a period of 60 days from written notice of such intention. The purchase price shall be an amount equal to the cash surrender value of the Policy. This provision shall not impair the right of the Company to terminate this Agreement.

ARTICLE 3
PREMIUMS

3.1 Premium Payment. The Company shall pay any premiums due on the Policy.

3.2 Economic Benefit. The Company shall determine the economic benefit attributable to the Executive based on the amount of the current term rate for the Executive's age multiplied by the aggregate death benefit payable to the Executive's beneficiary. The "current term rate" is the minimum amount required to be imputed under Revenue Rulings 64-328 and 66-110, or any subsequent applicable authority.

ARTICLE 4
ASSIGNMENT

The Executive may assign without consideration all of the Executive's interests in the Policy and in this Agreement to any person, entity or trust. In the event the Executive transfers all of the Executive's interest in the Policy, then all of the Executive's interest in the Policy and in the Agreement shall be vested in the Executive's transferee, who shall be substituted as a party hereunder and the Executive shall have no further interest in the Policy or in this Agreement.

ARTICLE 5
INSURER

The Insurer shall be bound only by the terms of the Policy. Any payments the Insurer makes or actions it takes in accordance with the Policy shall fully discharge it from all claims, suits and demands of all entities or persons. The Insurer shall not be bound by or be deemed to have notice of the provisions of this Agreement.

ARTICLE 6
CLAIMS PROCEDURE

6.1 Claims Procedure. A Participant or beneficiary ("claimant") who has not received benefits under the Plan that he or she believes should be paid shall make a claim for such benefits as follows:

6.1.1. Initiation - Written Claim. The claimant initiates a claim by submitting to the Company a written claim for the benefits.

6.1.2. Timing of Company Response. The Company shall respond to such claimant within 90 days after receiving the claim. If the Company determines that special circumstances require additional time for processing the claim, the Company can extend the response period by an additional 90 days by notifying the claimant in writing, prior to the end of the initial 90-day period, that an additional period is required. The notice of extension must set forth the special circumstances and the date by which the Company expects to render its decision.

6.1.3. Notice of Decision. If the Company denies part or all of the claim, the Company shall notify the claimant in writing of such denial. The Company shall write the notification in a manner calculated to be understood by the claimant. The notification shall set forth:

(a) The specific reasons for the denial.

(b) A reference to the specific provisions of the Plan on which the denial is based.

(c) A description of any additional information or material necessary for the claimant to perfect the claim and an explanation of why it is needed.

(d) An explanation of the Plan's review procedures and the time limits applicable to such procedures, and

(e) A statement of the claimant's right to bring a civil action under ERISA Section 502 (a) following an adverse benefit determination on review.

6.2 Review Procedure. If the Company denies part or all of the claim, the claimant shall have the opportunity for a full and fair review by the Company of the denial, as follows:

6.2.1 Initiation - Written Request. To initiate the review, the claimant, within 60 days after receiving the Company's notice of denial, must file with the Company a written request for review.

6.2.2. Additional Submissions - Information Access. The claimant shall then have the opportunity to submit written comments, documents, records and other information relating to the claim. The Company shall also provide the claimant, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant (as defined in applicable ERISA regulations) to the claimant's claim for benefits.

6.2.3. Considerations on Review. In considering the review, the Company shall take into account all materials and information the claimant submits relating to the claim, without regard to whether such information was submitted or considered, in the initial benefit determination.

6.2.4. Timing of Company Response. The Company shall respond in writing to such claimant within 60 days after receiving the request for review. If the Company determines that special circumstances require additional time for processing the claim, the Company can extend the response period by an additional 60 days by notifying the claimant in writing, prior to the end of the initial 60 day period that an additional period is required. The notice of extension must set forth the special circumstances and the date by which the Company expects to render its decision.

6.2.5. Notice of Decision. The Company shall notify the claimant in writing of its decision on review. The Company shall write the notification in a manner calculated to be understood by the claimant. The notification shall set forth:

(a) The specific reasons for the denial.

(b) A reference to the specific provisions of the Plan on which the denial is based.

(c) A statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information (as defined in applicable ERISA regulations) to the claimant's claim for benefits, and

(d) A statement of the claimant's right to bring a civil action under ERISA Section 502 (a).

ARTICLE 7
AMENDMENTS AND TERMINATION

This Agreement may be amended or terminated only by the Company. The Company will notify the Executive of any amendments or termination. However, unless otherwise agreed to by the Company, this Agreement will automatically terminate upon the Executive's Termination of Employment.

ARTICLE 8
MISCELLANEOUS

8.1 Binding Effect. This Agreement shall bind the Executive and the Company and their beneficiaries, survivors, executors, administrators and transferees, and any Policy beneficiary.

8.2 No Guarantee of Employment. This Agreement is not an employment policy or contract. It does not give the Executive the right to remain an employee of the Company, nor does it interfere with the Company's right to discharge the Executive. It also does not require the Executive to remain an employee nor interfere with the Executive's right to terminate employment at any time.

8.3 Applicable Law. The Agreement and all rights hereunder shall be governed by and construed according to the laws of the State of Michigan, except to the extent preempted by the laws of the United States of America.

8.4 Reorganization. The Company shall not merge or consolidate into or with another company, or reorganize, or sell substantially all of its assets to another company, firm or person unless such succeeding or

continuing company, firm or person agrees to assume and discharge the obligations of the Company.

8.5 Notice. Any notice, consent or demand required or permitted to be given under the provisions of this Split Dollar Agreement by one party to another shall be in writing, shall be signed by the party giving or making the same, and may be given either by delivering the same to such other party personally, or by mailing the same, by United States certified mail, postage prepaid, to such party, addressed to his or her last known address as shown on the records of the Company. The date of such mailing shall be deemed the date of such mailed notice, consent or demand.

8.6 Entire Agreement. This Agreement constitutes the entire agreement between the Company and the Executive as to the subject matter hereof. No rights are granted to the Executive by virtue of this Agreement other than those specifically set forth herein.

8.7 Administration. The Company shall have powers which are necessary to administer this Agreement, including but not limited to:

(a) Interpreting the provisions of this Agreement;

(b) Establishing and revising the method of accounting for this Agreement;

(c) Maintaining a record of benefit payments; and

(d) Establishing rules and prescribing any forms necessary or desirable to administer this Agreement.

8.8 Named Fiduciary. The Company shall be the named fiduciary and plan administrator under the Agreement. The named fiduciary may delegate to others certain aspects of the management and operation responsibilities of the plan including the employment of advisors and the delegation of ministerial duties to qualified individuals.

IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written.

EXECUTIVE:                              COMPANY:
                                        MERCANTILE BANK OF MICHIGAN


-------------------------------------   BY
                                           -------------------------------------
                                        TITLE
                                              ----------------------------------

EXHIBIT 10.34

DIRECTOR FEE SUMMARY

Set forth below is a summary of the current director fee arrangements for non-employee directors serving on the Boards of Directors of Mercantile Bank Corporation ("Mercantile") and its wholly owned subsidiary, Mercantile Bank of Michigan.

For 2006, non-employee directors of the Bank are paid an annual retainer of $12,000, and a fee of $700 for each meeting of the Board of Directors of the Bank that they attend. In addition, non-employee directors are paid a meeting fee of $700 for each meeting of the Audit Committee, $600 for each meeting of the Compensation Committee and Nominating Committee, and $400 for each meeting of other committees of the Board of Directors of the Bank that they attend. Non-employee directors are also paid fees of the same amount for meetings of Mercantile's Board of Directors and its committees, when for Board meetings there is not also a meeting of the Board of Directors of the Bank on the same day, and for committee meetings when there is not also a meeting of a committee of the Board of Directors of the Bank having the same name or function on the same day. For meetings that are held by telephone or other remote communications equipment, the meeting fees are half the amount described above. Annual retainer fees are also paid to the Chairmen of three of the committees of Mercantile's Board of Directors. The annual retainer is, for the Chairman of the Audit Committee -- $6,000, for the Chairman of the Compensation Committee -- $4,000, and for the Chairman of the Nominating Committee -- $4,000.

The same persons currently serve on the Boards of Directors of Mercantile and the Bank. Under the Bank's deferred compensation plan for non-employee directors, directors may elect to defer the receipt of the annual retainer and meeting fees until they are no longer serving on the Board.

Exhibit 10.35

PENTECOST PLAZA
AGREEMENT OF LEASE

THIS LEASE made this 29th day of April, 2005, by and between

Landlord:

Joe D. Pentecost Trust
1651 W. Lake Lansing Avenue, Suite #200 East Lansing, Michigan 48823
(517)336-5000 fax(517) 336-5882

and Tenant:

Mercantile Bank of West Michigan 5650 Byron Center Avenue, SW Wyoming, MI 49519
(616) 406-3780 fax(616) 406-3737

ARTICLE 1. NONSTANDARD PROVISIONS

The following entries constitute the nonstandard provisions of the Lease and referred to elsewhere herein:

(a) Premises: 1651 W. Lake Lansing Road, Suite #300, East Lansing, MI 48823

(b) Leased Premises: A portion of the first floor of the Premises consisting of approximately 7714 sq ft as described in Exhibit A. Tenant's pro-rata share of the Premises is 66.95% ("Tenant's Pro-Rata Share")

(c) The term of this Lease shall be 24 months and shall commence on the 15th day of June 2005, and end on the 15th day of June 2007.

(d) Monthly Rental is due on the 1st day of each month in advance in the amount of Nine Thousand Three Hundred and Twenty One Dollars and xx/100 ($9321.00). Rent for said term is the sum of Two Hundred Twenty Three Thousand Seven Hundred Four Dollars and xx/100 ($223,704.00). In addition to the monthly rental, upon execution of this Lease, Tenant shall pay to Landlord a one time fee of $15,000 (which fee will not be payable upon any extension of this Lease as described below).

(e) Use of premises by Tenant: OFFICE AND BANK BRANCH

(f) Security Deposit: Five Thousand Dollars and xx/100 ($5000.00)

(g) This Lease, together with Exhibits A (Site Plan and legal description), B (Rules and Regulations), C (Signage), and D (floor plan) referred to herein, embodies the entire agreement between the parties.

(h) Tenant shall have the option to extend the term of this lease for Two (2) additional Three (3) year periods by providing written notice via certified mail, return receipt requested to Landlord of the exercise of each such option not less than six (6) months prior to the expiration of the current or extended term of this Lease. Each extension shall be upon the same terms and conditions as this lease; provided that the

monthly rental for the first option term shall be $9,881 and the monthly rental for the second option term shall be $10,474.

(i) The provisions of this section (i) shall govern notwithstanding anything to the contrary contained in this Lease. The Landlord shall not have access to the Premises unless supervised by representatives of Tenant, except in case of emergency to save property or life or Tenant unreasonably fails to provide supervision (after reasonable notice) for any access granted to Landlord under the terms hereof. Landlord shall have no access to Tenant's Confidential Information (as defined below). In the event Landlord obtains any Confidential Information, all such Confidential Information shall be immediately returned to Tenant and held in confidence by Landlord to the same extent and using at least the same degree of care as Landlord uses to protect its own confidential or proprietary information, but in no event less than reasonable care. Landlord shall not disclose, publish, release, transfer or otherwise make available Confidential Information in any form to, or for the use or benefit of, any other person or entity. "Confidential Information" shall mean all confidential or proprietary information of Tenant, including trade secrets and documentation, and all "nonpublic personal information" as such term is defined under Title V of the Gramm-Leach-Bliley Act of 1999 (Public Law 106-102, 113 Stat. 1138), as it may be amended from time to time, the regulations promulgated thereunder or other applicable law.

(j) Notwithstanding anything in this Lease to the contrary, Landlord covenants and agrees that during the term of this Lease and any extension: (i) no part of the Premises occupied by any other person shall be used as a site for the operation of a bank, mortgage company, or other financial institution and (ii) no banking, mortgage, or other financial services shall be provided from any part of the Premises not occupied by Tenant including, without limitation, the providing of services through automated teller machine(s) or cash dissemination machine(s); provided, however, the following activities and operations shall be permitted: stockbroker, brokerage houses, insurance agency, financial planner, investment advisor, realtor or law practice (the "Restrictive Covenant"). In the event of a violation or breach of the Restrictive Covenant, Tenant, shall have the right to proceed at law or in equity to compel compliance with the Restrictive Covenant or to prevent its violation or breach and the fee title owner of the Premises at the time of such violation/breach shall reimburse Tenant for all costs, including reasonable attorneys fees, incurred in enforcing the Restrictive Covenant. No failure of Tenant to enforce its rights hereunder shall be construed to constitute a waiver thereof.

ARTICLE 2. PREMISES

Landlord, in consideration of the rent to be paid and the covenants to be performed by Tenant, does hereby demise and lease unto Tenant and Tenant hereby rents from Landlord, those certain premises, which is shown and legally described on the site plan marked Exhibit A attached hereto and made a part hereof, such leased premises being cross-hatched on Exhibit D (floor plan). The leased premises extend to the exterior face of the exterior walls and the centerline of the demising walls separating the leased premises from the premises of other tenants.

Tenant has examined the leased premises and knowingly accepts the present condition of same, and acknowledges that such condition is satisfactory for its purposes.

ARTICLE 3. TERM

The term of the Lease shall be as set forth in Article 1(c).

ARTICLE 4. RENT

Tenant shall pay the Landlord the monthly rental which is set forth in Article l(d) in advance on the first day of each calendar month during said term, made payable and addressed to Landlord as set forth on page 1 of this Lease, or such other place as Landlord may from time to time designate in writing. The

installment of rent payable for any portion, less than all, of a calendar month shall be a pro-rata portion of the installment payable for a full calendar month.

ARTICLE 5. REAL ESTATE AND PERSONAL PROPERTY TAXES

Tenant shall annually pay (within 30 days after invoice) Tenant's Pro-Rata Share (as set forth in section l(b) above) of real estate taxes and assessments assessed against the Premises prorated to cover the term of this Lease. Tenant to pay all personal property taxes on fixtures, equipment, inventory, etc. owned or leased by tenant.

ARTICLE 6. USE OF PREMISES AND OPERATION OF BUSINESS

Tenant agrees that the leased premises shall be used and occupied by Tenant or anyone claiming under Tenant only for the purpose specified as the use thereof in Section l(e) and for no other purpose or purposes without the prior written consent of Landlord.

Tenant agrees to comply promptly with all laws, ordinances, orders, and regulations affecting the leased premises and the cleanliness, safety, operation, and use thereof. Tenant also agrees to comply with the reasonable recommendations of an insurance company, inspection bureau or similar agency selected by Landlord with respect to the leased premises.

Tenant agrees not to:

(A) Permit any unlawful or immoral practice to be carried on or committed on the leased premises.

(B) Make any use of or allow the leased premises to be used in any manner or for any purpose that might invalidate or increase the rate of Landlord's insurance thereof, except that Tenant may use the Premises for the purposes described in section 1(e).

(C) Keep or use or permit to be kept or used on said leased premises any inflammable fluids or explosives without in each instance obtaining the prior written approval of Landlord.

(D) No waste, nuisance, or damage shall be committed upon or to the demised premises.

ARTICLE 7. COMMON AREAS

Landlord agrees to cause to be operated, managed, and maintained in good and clean working order during the term of this Lease all common areas, parking areas, roads, sidewalks, landscaping, drainage, and common area lighting facilities related to the Premises.

The manner in which such areas and facilities shall be maintained and operated and the expenditures therefor by Landlord shall be commercially reasonable and the use of such areas and facilities shall be subject to such reasonable regulations as Landlord shall make from time to time. Tenant shall pay Tenant's Pro-Rata Share (as set forth in section l(b) above) of all common area expenses.

Landlord hereby grants to Tenant and Tenant's customers and invitees the right to use, subject to the conditions hereinafter stated, the common areas in the Premises. The use of the common areas by Tenant and Tenant's customers and invitees shall be subject to the rights of Landlord under the terms of this Lease and shall be used by Tenant, its agents, employees, customers, and invitees in common with agents, employees, customers, and invitees of Landlord, the other owners, occupants, and tenants from time to time in the Premises. Tenant shall make no use of the common areas which shall interfere in any way with the use of the common areas by others or with the business of any other Tenant or with the Landlord. The use of all common areas shall be subject to the rules and regulations from time to time approved by Landlord.

ARTICLE 8. ALTERATIONS BY TENANT

Tenant shall not make or cause to be made any alterations, additions, or improvements to the leased premises or install or cause to be installed any exterior signs, floor covering, interior or exterior lighting, plumbing fixtures, shades, canopies or awnings, or make any changes to the leased premises

without the prior written approval of Landlord, which approval shall not be unreasonably withheld. Tenant shall present to the Landlord plans and specifications for such work at the time approval is sought.

All alterations, decorations, additions, and improvements made by Tenant shall be deemed to have been attached to the leasehold and to have become the property of Landlord upon such attachment and upon expiration of this Lease or any renewal term thereof. The Tenant shall not remove any of such alterations, decorations, additions, and improvements except trade fixtures installed by Tenant (including safes, surveillance equipment and similar fixtures) and personal property of Tenant (hereinafter referred to as "Tenant's Property"). Landlord, at the expiration of the term, may elect to require Tenant to remove all or any part of Tenant's Property and/or the alterations made by Tenant, and, in such event, such removal shall be done at Tenant's cost and expense, and Tenant shall, at its cost and expense, repair any damage to the leased premises or the building caused by such removal, provided that Landlord may remove such Tenants Property and/or alterations, and Tenant shall pay to Landlord, Landlord's cost of removal within ten (10) days after the receipt of a bill therefor. In the event Landlord does not so elect and Tenant vacates the leased premises without so removing Tenant's Property, such Tenant's Property and/or alterations, shall become Landlord's property.

ARTICLE 9. ALTERATIONS BY LANDLORD

Landlord reserves the right at any time to make alterations, modifications, reductions, expansions, or additions to, any portion of the Premises (other than the leased premises), provided that such actions do not interfere with Tenant's business or impair the value of the leased premises.

ARTICLE 10. MAINTENANCE OF PREMISES

Landlord shall, at its expense, keep, maintain and repair the Premises (other than interior leased premises), including all mechanical systems, structural components and roof, in good working order and repair at all times and shall make all necessary replacements of such systems, components and roof. Lessee is responsible for nonstructural repairs and maintenance replacements on Lessee's premises. Tenant shall replace all light bulbs and janitorial supplies in the leased premises.

Tenant shall keep and maintain the interior leased premises in a clean, sanitary, and safe condition in accordance with the laws of the State of Michigan and in accordance with all directions, rules, and regulations of the health officer, fire marshal, building inspector, or other proper officials of the governmental agencies having jurisdiction, at the sole cost and expense of Tenant, and Tenant shall comply with all requirements of law, ordinance and otherwise, affecting said interior leased premises. If Tenant refuses or neglects to commence and to complete repairs promptly and adequately, Landlord may, but shall not be required to do so, make and complete said repairs, and Tenant shall pay the cost thereof to Landlord upon demand. At the time of the expiration of the tenancy created herein, Tenant shall surrender the leased premises in good condition, reasonable wear and tear, loss by fire or other unavoidable casualty excepted.

ARTICLE 11. INSURANCE AND INDEMNITY

Tenant shall, during the entire term hereof, keep in full force and effect a policy of public liability and property damage insurance with respect to the leased premises and the business operated by Tenant and any subtenants of Tenant in the leased premises, in which the limits of public liability shall not be less than Two Million ($2,000,000) Dollars per person per accident and in which the limit of property damage liability shall not be less than Five Hundred Thousand ($500,000) Dollars. Such insurance may be furnished by Tenant under any blanket policy carried by it or under a separate policy therefor.

Landlord agrees, during the term hereof, to carry insurance against fire, vandalism, malicious mischief, and such other perils as are from time to time included in a standard extended coverage endorsement and, at Landlord's option, special extended coverage endorsements insuring the improvements to the Premises in an amount determined solely by Landlord but not less than One Hundred (100%) Percent of the full replacement cost, if available. Tenant will pay Tenant's Pro-Rata Share (as set forth in section

or responsibility for any direct or consequential loss, injury, or damage to the premises or its contents, caused by fire or any other casualty, during the term of this Lease, even if such fire or other casualty may have been caused by the negligence (but not willful act) of the other party or one for whom such party may be responsible. Inasmuch as the above mutual waivers will preclude the assignment of any aforesaid claim by way of subrogation (or otherwise) to an insurance company (or any other person), each party hereto agrees, if required by said policies, to give to each insurance company which has issued to it fire and other property insurance, written notice of the terms of said mutual waivers and to have said insurance policies properly endorsed, if necessary, to prevent the invalidation of said insurance coverage by reason of said waivers.

ARTICLE 12. UTILITIES

Tenant will be responsible for Tenant's Pro-Rata Share (as set forth in section l(b) above) of all charges for water, sewer, and trash removal, furnished to the Premises. Tenant shall be responsible for all charges for electricity, gas, telephone and janitorial services provided directly to (or metered to) the leased premises.

ARTICLE 13. ATTORNMENT AND SUBORDINATION

At any time and from time to time, Tenant agrees, within ten (10) days after request in writing from Landlord, to execute and deliver to Landlord, for the benefit of such persons as Landlord names in such request, a statement in writing and in form and substance satisfactory to Landlord certifying to the following information as Landlord shall request:

(A) This Lease constitutes the entire agreement between Landlord and Tenant and is unmodified and that this lease is in full force and effect (or if there have been modifications, that the same is in full force and effect as modified and stating the modifications);

(B) The amount of and dates to which the rent and other charges hereunder have been paid and the amount of any security deposited with Landlord;

(C) The leased premises have been renovated on or before the date of such letter and that all conditions precedent to the Lease taking effect have been carried out;

(D) The tenant has accepted possession, that the lease term has commenced, that Tenant is occupying the leased premises and that Tenant knows of no default under the Lease by the Landlord, and that there are no defaults or offsets which Tenant has against enforcement of this Lease by Landlord (or, if in default, the nature thereof in detail);

(E) The actual Commencement Date of the Lease and Expiration Date of the Lease; and,

(F) The Tenant's business located in the leased premises is open and operating, provided all of the foregoing facts are true and ascertainable.

ARTICLE 14. OWNERSHIP, ASSIGNMENT, AND SUBLETTING

Tenant shall not transfer, assign, sublet, mortgage, enter into a license or concession agreement or hypothecate this Lease or Tenant's interest in and to the leased premises, or permit any transfer of Tenant's interest created hereby or allow any liens upon Tenant's interest by operation of law, or permit the use or occupancy of the leased premises or any part thereof by anyone other than Tenant without first obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld.

ARTICLE 16. EMINENT DOMAIN

If the whole of the leased premises shall be taken by any public authority under the power of eminent domain, then the term of this Lease shall cease as of the day possession shall be taken by such public authority, and the rent shall be paid up to that day with a proportionate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the date of the taking.

If only a part of the leased premises shall be taken by any public authority under the power of eminent domain, then either Landlord or Tenant shall have the right to terminate this Lease and declare the same null and void by written notice of such intention to the other party within ten (10) days after such taking. In the event neither party exercises said right of termination, this Lease term shall cease only on the part so taken as of the day possession shall be taken by such public authority and Tenant shall pay rent up to that day, with appropriate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the date of the taking, and thereafter all the terms herein provided shall continue in effect, except that the fixed monthly rental shall be reduced in proportion to the amount of the leased premises taken and Landlord shall at its own cost and expense make all the necessary repairs or alterations to the basic building as originally installed by Landlord so as to constitute the remaining leased premises a complete architectural unit.

All damages awarded for such taking under the power of eminent domain, whether for the whole or a part of the leased premises, shall belong to and be the property of Landlord, whether such damages shall be awarded as compensation for diminution in value to the leasehold or to the fee of the premises; provided, however, that Landlord shall not be entitled to the award made for depreciation to, and cost of removal of, Tenant's stock and fixtures.

ARTICLE 17. DEFAULT OF TENANT

In the event of any failure of Tenant to pay any rental or other charges due hereunder on the day the same shall be due, or any failure to perform any other of the terms, conditions, or covenants of this Lease to be observed or performed by Tenant for more than ten (10) days after written notice of such default shall have been mailed to Tenant, or if Tenant shall abandon said premises or permit this Lease to be taken under any writ of execution, then the Landlord, besides other rights or remedies it may have, shall have the right to declare this Lease terminated and the term ended and/or shall have the immediate right of re-entry and may remove all persons and property from the leased premises, and such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Tenant, without evidence of notice or resort to legal process and without being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby.

Should Landlord elect to re-enter, as herein provided, or should it take possession pursuant to legal proceedings or pursuant to any notice provided for by law, it may either terminate this Lease or it may from time to time, without terminating this Lease, make such alterations and repairs as may be necessary in order to relet the premises, and relet said premises or any part thereof for such term or terms (which may be for a term extending beyond the term of this Lease) and at such rental or rentals and upon such other terms and conditions as Landlord in its sole discretion may deem advisable.

Upon each such reletting, all rentals and other sums received by Landlord from such reletting shall be applied: first, to the payment of any indebtedness other than rent due hereunder from Tenant to Landlord; second, to the payment of any costs and expenses of such reletting, including reasonable brokerage fees and attorneys' fees and of costs of such alterations and repairs and costs of moving other tenants in the Premises in order to relet the leased premises, such as repairs and alterations to other portions of the Premises or reduced rental to other tenants; third, to the payment of rent and other charges due and unpaid hereunder, and the residue, if any, shall be held by Landlord and applied in payment of future rent as the same may become due and payable hereunder. If such rentals and other sums received from such reletting during any month be less than that to be paid during that month by Tenant hereunder, Tenant shall pay such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. Tenant shall in no event be entitled to any rent collected as payable under any reletting, whether or not such rent shall exceed the rent reserved in this Lease. No such re-entry or taking possession of said premises by Landlord shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Tenant or unless the termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without termination, Landlord may at any time hereafter elect to terminate this Lease for such previous breach. Should Landlord at any time terminate this Lease for any breach, in addition to any other remedies it may have, it may recover from Tenant all damages it may incur

by reason of such breach, including the cost of recovering the leased premises, reasonable attorneys' fees, and including the worth at the time of such termination of the excess, if any, of the amount of rent and charges equivalent to rent reserved in this Lease for the remainder of the stated term over the then reasonable rental value of the leased premises for the remainder of the stated term, all of which amounts shall be immediately due and payable from Tenant to Landlord.

Abandonment of the leasehold shall not terminate tenant's obligations hereunder. In the event tenant seeks relief pursuant to 11 USC of the United States Bankruptcy Code, the parties hereto agree that any relief approved by the court thereunder after Motion of the Debtor will only be effective as of the date of the Hearing on such Motion, or such later date as the court may designate. Landlord shall be entitled to immediate administrative payment of all amounts due under the lease from the date of filing any Petition in Bankruptcy, until said relief may be granted by the court.

In case suit shall be brought for recovery of possession of the leased premises, for the recovery of rent or any other amount due under the provisions of this Lease, or because of the breach of any other covenant herein contained on the part of Tenant to be kept performed, and a breach shall be established, Tenant shall pay to Landlord all expenses incurred therefor, including reasonable attorneys' fees.

If any amount due from Tenant is not received by Landlord within five (5) days of when due, Tenant shall pay to the Landlord an additional sum equal to five (5%) percent of such overdue amount as a late charge. Payment of any such late charge shall not excuse or cure any default or prevent Landlord from exercising any of its other rights and remedies.

ARTICLE 18. ACCESS BY LANDLORD

Landlord or Landlord's agent shall have the right to enter the leased premises at all reasonable times to examine the same and to show them to prospective purchasers or mortgagees of the building and to make such repairs, alterations, improvements, or additions as Landlord may deem necessary or desirable, and Landlord shall be allowed to take all material into and upon said premises that may be required therefor without the same constituting an eviction of Tenant in whole or in part, and the rent reserved shall in no way abate while said repairs, alterations, improvements, or additions are being made, by reason of loss or interruption of business of Tenant, or otherwise. During the six (6) months prior to the expiration of the term of this Lease or any renewal term, Landlord may exhibit the premises to prospective tenants and place upon the premises the usual notices "To Let" or "For Rent", which notices Tenant shall permit to remain thereon without molestation.

ARTICLE 19. TENANT'S PROPERTY

Tenant shall be responsible for and shall pay before delinquency all municipal, county, state, and federal taxes assessed during the term of this Lease against any leasehold interest or Tenant's property.

The Landlord shall not be responsible or liable to the Tenant for any loss or damage that may be occasioned by or through the acts or omissions of persons occupying adjoining premises or any part of the premises adjacent to or connected with the premises hereby leased or any part of the building of which the leased premises are a part or for any loss or damage resulting to the Tenant or its property from bursting, stoppage, or leaking of water, gas, sewer, or steam pipes or for any damage or loss of property within the leased premises from any cause whatsoever (unless caused by the neglect or act of Landlord).

Tenant shall give immediate notice to Landlord in case of fire or accidents in the leased premises or in the building of which the premises are a part or of defects therein or in any fixtures or equipment.

ARTICLE 20. HOLDING OVER

Any holding over after the expiration of the term hereof with the consent of the Landlord shall be construed to be a tenancy from month to month and shall otherwise be on the same terms and conditions herein specified so far as applicable.

ARTICLE 21. RULES AND REGULATIONS

Tenant agrees to comply with and observe all rules and regulations established by Landlord from time to time, provided the same shall apply uniformly to all tenants of the Premises. Tenant's failure to keep and observe said rules and regulations shall constitute a breach of the terms of this Lease in the manner as if the same were contained herein as covenants. "Rules and Regulations" are attached as Exhibit B and are made a part hereof. Landlord reserves the right to change, alter, or amend said Rules and Regulations upon giving tenant thirty (30) days written notice; provided that any such change shall not: unreasonably interfere with Tenant's use of the leased premises; or result in additional cost or expense to Tenant.

ARTICLE 22. QUIET ENJOYMENT

Upon payment by the Tenant of the rent herein provided and upon the observance and performance of all the covenants, terms, and conditions on Tenant's part to be observed and performed, Tenant shall peaceably and quietly hold and enjoy the leased premises for the term hereby demised without hindrance or interruption by Landlord or any other person or persons lawfully or equitably claiming by, through, or under the Landlord, subject, nevertheless, to the terms and conditions of this Lease and any mortgages to which this Lease is subordinate.

ARTICLE 23. SECURITY DEPOSIT

The Landlord herewith acknowledges receipt of the sum set forth in 1(f), which it is to retain as security for the faithful performance of all covenants, conditions, and agreements of this Lease, but in no event shall the Landlord be obliged to apply the same upon rents or other charges in arrears or upon damages for the Tenant's failure to perform the said covenants, conditions, and agreements; the Landlord may so apply the security, at its option; and the Landlord's right to the possession of the leased premises for nonpayment of rent or for any other reason shall not in any event be affected by reason of the fact that the Landlord holds this security. The said sum, if not applied toward the payment of rent in arrears or toward the payment of damages suffered by the Landlord by reason of the Tenant's breach of the covenants, conditions, and agreements of this Lease, is to be returned to the Tenant without interest when this Lease is terminated, according to these terms, and in no event is the said security to be returned until the Tenant has vacated the premises and delivered possession to the Landlord.

In the event that the Landlord repossesses itself of the leased premises because of the Tenant's default or because of the Tenant's failure to carry out the covenants, conditions, and agreements of this Lease, the Landlord may apply the said security upon all damages suffered to the date of said repossession and may retain the said security to apply upon such damages as may be suffered or shall accrue thereafter by reason of the Tenant's default or breach. The Landlord shall not be obliged to keep the said security as a separate fund or pay interest thereon but may mix the said security with its own funds.

ARTICLE 24. ENVIRONMENTAL

Tenant represents, warrants and covenants that the leased premises shall not be used for the temporary or permanent generation, storage, treatment, manufacture, handling, processing, disposal, release, or discharge of any toxic, hazardous, industrial or chemical materials, substances, wastes or pollutants, including but not limited to any substance, material, waste, contaminant or pollutant which is (i) subject to regulation under any federal, state, county, municipal and other governmental laws, statutes, regulations, orders, permits, decrees and ordinances ("Law") from time to time in effect or (ii) known to be a hazard to health, safety, property or the environment (collectively, "Hazardous Materials"), and that the Premises will be operated and maintained, and the occupants of the Premises shall conduct their activities in the building in compliance with all Laws and in a manner calculated to prevent damage to human health, safety, welfare and the environment. In no event shall Tenant dispose of, or permit the disposal of,

Hazardous Materials in, on or under the Premises or property adjacent to the Premises, and all Hazardous Materials shall be removed from the Premises in the manner set forth below. In no event shall Tenant permit or cause a release of Hazardous Materials at or from the Premises which is reportable or cognizable under the federal Comprehensive Environmental Response Compensation and Liability Act (42 USCA 9601 et seq.) or any other Laws. Tenant shall not burn, or permit the burning of, any trash, garbage or Hazardous Materials at any time in or about the Premises. Notwithstanding anything in this Lease to the contrary, Tenant shall not store, or permit the storage of, waste (whether recyclable or otherwise) or Hazardous Materials, except as is customarily used or stored at similar premises, in non-leaking and secure above-ground containers, and in compliance with all applicable Laws, and as is stored in a manner calculated to prevent damage to human health, safety, welfare and the environment, and the materials in which are removed from the leased premises substantially prior to the time that such containers have been filled to capacity, Tenant shall not introduce or permit the introduction of any material except uncontaminated sanitary sewage and uncontaminated wash waters into the sewers, it being recognized that this provision shall not prevent ordinary and customary hand washing within the Premises. Tenant shall indemnify, defend and hold harmless Landlord, its employees, agents, partners, officers and directors, from and against all claims, liabilities, damages, costs and expenses, including reasonable attorney fees, fees of environmental consultants, and any clean-up costs, arising from any breach of the foregoing representations, warranties and covenants or as the result of the presence or release of any Hazardous Materials within, on or flowing from the leased premises.

ARTICLE 25. LANDLORD INDEMNITY

A. Representations and Warranties of Landlord. Landlord hereby represents and warrants to Tenant that Landlord is the owner of the Premises and that Landlord has title thereto and the full right to enter into this Lease with Tenant, and that the premises are properly zoned for the intended use by Tenant.

B. Environmental Conditions. Landlord hereby represents and warrants to Tenant that the Premises have not been used to generate, manufacture, refine, transport, treat, store, handle, dispose, transfer, produce or process hazardous substances (as defined in a federal, state or local law or regulation), or other dangerous or toxic substances, or solid wastes, except in compliance with all applicable federal, state and local laws or regulations, and has not caused or permitted and has no knowledge of the release of any hazardous substances on the Leased Premises.

C. Indemnification by Landlord. Landlord, its successors and assigns, shall defend, indemnify and hold harmless Tenant and its directors, officers, shareholders, agents, successors and assigns from and against any and all costs, losses, claims, liabilities, fines, expenses, penalties, and damages (including reasonable legal fees and any remediation costs) in connection with or resulting from:

(i) the existence or occurrence of any environmental condition on the Leased Premises or environmental claims with respect thereto arising from events occurring prior to the date Tenant occupies the Leased Premises, including without limitation the failure of any person to fully comply with any federal, state or local law or regulation having as its object the protection of public health, natural resources or the environment; or

(ii) any injury or death of any person or damage to any property from any act or omission of Landlord or its agents or employees.

ARTICLE 26. MISCELLANEOUS PROVISIONS

WAIVER OF JURY TRIAL. Tenant and Landlord hereby waive trial by jury in any action or proceeding arising out of or in any way relating to the performance or non-performance of this lease by either party other than claims by third parties for personal injury or property damage.

WAIVER. One or more waivers of any covenant or condition by Landlord shall not be construed as a waiver of a subsequent breach of the same covenant or condition, and the consent or approval by Landlord to or of any act by Tenant requiring Landlord's consent or approval shall not be deemed to render

unnecessary Landlord's consent or approval to or of any subsequent similar act by Tenant. No breach of a covenant or condition of this Lease shall be deemed to have been waived by Landlord unless such waiver be in writing signed by Landlord.

ENTIRE AGREEMENT. This Lease and the Exhibits, and Rider, if any, attached hereto and forming a part hereof, set forth all the covenants, promises, agreements, conditions, and understandings between Landlord and Tenant concerning the leased premises, and there are no covenants, promises, agreements, conditions, or understandings, either oral or written, between them other than are herein set forth. No alteration, amendment, change, or addition to this Lease shall be binding upon Landlord or Tenant unless reduced to writing and signed by each party.

INTERPRETATION. Nothing contained herein shall be deemed or construed by the parties hereto, nor by any third party as creating the relationship of principal and agent or of partnership or of joint venture between the parties hereto, it being understood and agreed that neither the method of computation of rent nor any other provision contained herein, nor any acts of the parties herein shall be deemed to create any relationship between the parties hereto other than the relationship of Landlord and Tenant

DELAYS. In the event that either party hereto shall be delayed or hindered in or prevented from the performance of any act required hereunder by reason of strikes, lockouts, labor troubles, inability to procure materials, failure of power, restrictive governmental laws or regulations, riots, insurrection, war, or other reason of a like nature not the fault of the party delayed in performing work or doing acts required under the terms of this Lease, then performance of such act shall be excused for the period of the delay, and the period for the performance of any such act shall be extended for a period equivalent to the period of such delay. The party entitled to such extension hereunder shall give written notice as soon as possible to the other party hereto of its claim of rights to such extension and the reason(s) therefor. The provisions of this section shall not operate to excuse Tenant from prompt payment of rent, percentage rent, or any other payments required by the terms of this Lease.

NOTICES. Any notice, demand, request, or other instrument which may be or is required to be given under this Lease shall be sent by United States First Class mail, postage prepaid, and shall be addressed as set forth on page one (1) or at such other address as the Landlord or tenant may designate by written notice.

NO OPTION. The submission of this Lease for examination does not constitute a reservation of or option for the leased premises and shall vest no right in either party. This Lease becomes effective as a lease only upon execution and delivery thereof by the parties hereto.

BROKER'S COMMISSION. Except for the brokerage fee to be paid by Landlord pursuant to paragraph 13 of the Preliminary Agreement to Lease for Commercial Property dated April 14 and 15, 2005 executed by Tenant and Landlord, Tenant represents and warrants unto the Landlord that there are no claims for brokerage commissions or finder's fees in connection with this Lease, and Tenant agrees to indemnify Landlord and hold it harmless from all liabilities arising from any such claim arising from an alleged agreement or act by the indemnifying party (including, without limitation, the cost of counsel fees in connection therewith); such agreement to survive the termination of this Lease.

RECORDING. Tenant shall not record this Lease without the written consent of Landlord; however, upon request of either party, the other party shall join in the execution of a memorandum or so-called "short form" of this Lease for the purposes of recordation. Said memorandum or short form Lease shall describe the parties, the leased premises, the term of this Lease, any special provisions, and shall incorporate this Lease by reference.

LAWS OF THE STATE OF MICHIGAN. This Lease shall be governed by, and construed in accordance with, the laws of the State of Michigan. If any provision of this Lease or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Lease shall not be affected thereby, and each provision of the Lease shall be valid and enforceable to the fullest extent permitted by the law.

IN WITNESS WHEREOF, Landlord and Tenant have signed and sealed this Lease as of the day and year first above written.

In the Presence of:

TENANT                                  LANDLORD
Mercantile Bank                         Joe D Pentecost Trust
of West Michigan


By /s/ Joseph Calvaruso, SVP            /s/ Rita F. Stoskopf
   ----------------------------------   ----------------------------------------
   Joseph Calvaruso, SVP                Rita F. Stoskopf, Trustee


                                        /s/ Robert Phipps
                                        ----------------------------------------
                                        Robert Phipps, Trustee

EXHIBIT A
(Site Plan)

EXHIBIT B

RULES AND REGULATIONS

Tenant covenants and agrees with Landlord that:

(A) Tenant shall not use handbills or balloons for advertising at the Office Building.

(B) No awnings or other projections shall be attached to the exterior walls of the leased premises or the building of which they form a part.

(C) All loading and unloading of goods shall be done only at such time, in the areas, and through the entrance designated for such purpose by Landlord.

(D) All garbage and refuse shall be kept in the kind of container, be placed in the areas, and prepared for collection in the manner and at the times and places specified by Landlord.

(E) No aerial shall be erected on the roof, on exterior walls of the leased premises or the Office Building, or on the grounds, without in each instance having obtained Landlord's prior written consent. Any such device or aerial so installed without such prior consent shall be subject to removal without notice at any time.

(F) No loudspeakers, television sets, phonographs, radios, or other devices shall be used in a manner so as to be heard or seen outside the leased premises.

(G) Tenant shall not permit any obstructions or merchandise in the service corridors, sidewalks, entrances, passages, courts, corridors, elevators, or stairways.

(H) Tenant and Tenant's employees shall park their cars only in those portions of the parking area designated for employee parking by Landlord. Tenant shall furnish Landlord the state automobile license numbers assigned to the car or cars of Tenant and its employees within five (5) days of any request to do so by Landlord. Tenant shall not store any vehicles on site. NO OVERNIGHT PARKING.

(I) Tenant shall use at Tenant's cost such pest extermination contractor as Landlord may direct and at such intervals as Landlord may reasonably require, provided the cost thereof is competitive to any similar service available to Tenant.

(J) Tenant shall not make or permit any noise or odor which Landlord deems objectionable to emanate from the leased premises, and no person shall use the leased premises as sleeping quarters, sleeping apartments, or lodging rooms.

(K) Tenant shall obtain all permits or licenses necessary to conduct its business.

TENANTS INITIAL'S /s/ JC                LANDLORD'S INITIAL'S /s/ RFS RP
                  -------------------                        -------------------

DATE 4-29-05                            DATE 4-29-05

EXHIBIT C

SIGNAGE

With the prior written consent of Landlord, which consent shall not be unreasonably withheld, Tenant shall be entitled to display such sign or signs advertising Tenant's business at the Premises as shall be permitted by local ordinances.

EXHIBIT D
(Floor Plan)

Exhibit 10.36

COMMERCIAL LEASE

This Commercial Lease ("Lease") has an effective date of the 12th day of July, 2005, and is between The Conlin Company, a sole proprietorship, whose address is 2455 South Industrial, Suite K, Ann Arbor, Michigan 48104, hereinafter called "Landlord," and Mercantile Bank of West Michigan, a Michigan banking corporation, whose address is 310 Leonard Street NW, Grand Rapids, Michigan 49504, hereinafter called "Tenant."

The parties agree to the following for which there is adequate consideration:

1. LOCATION. Landlord owns real property located in the City of Ann Arbor, County of Washtenaw, and State of Michigan (the "Premises"). The legal description of the Premises is set forth on attached EXHIBIT A. Landlord hereby leases to Tenant the entire Premises, including an approximate 10,000 square foot building and grounds (hereinafter referred to as the "Leased Premises"). The Leased Premises are more particularly shown on the drawing attached hereto as EXHIBIT B.

Notwithstanding anything in this Lease to the contrary, the Tenant shall be given possession of the Leased Premises as of the Effective Date of this Lease so Tenant can begin construction of its Tenant Improvements (as defined herein). Tenant shall obtain all necessary permits and approvals for its occupancy. During the first four (4) months of this Lease (hereafter the "Construction Period"), Tenant shall have access to the Leased Premises for purposes of building out the Tenant's space with its Tenant improvements (collectively "Tenant Improvements") and for operating its business as further set forth in Paragraph 4.

2. TERM. The term of this Lease shall be five (5) years, commencing on July 1, 2005, and ending on June 30, 2010, unless sooner terminated under the provisions hereof. Each "Lease Year" shall be a twelve (12) month period during the initial term of this Lease and during any Renewal Period, the first commencing on the date which this Lease commences.

Notwithstanding the foregoing term and the option to renew set forth in Paragraph 3, Tenant shall have the right to terminate this Lease prior to the end of the initial term as follows:

(a) During the first two (2) Lease Years, by giving Landlord not less than one (1) year advanced written notice and the payment of six (6) months of minimum monthly rent covering the six (6) month period after termination; or

(b) After the first two (2) Lease Years, by giving Landlord not less than one (1) year advance written notice, but no additional minimum monthly rent shall be due.

In the event of termination under Paragraph 2(a) or 2(b), Tenant shall also owe to Landlord the remaining unamortized portion of the tenant improvement allowance (hereinafter "Tenant Allowance") set forth in Paragraph 10 of this Lease. Payment by Tenant of the Tenant Allowance shall be prorated for the five
(5) year term of this Lease. For illustration purposes only, if Tenant were to spend the entire $100,000 Tenant Allowance and then were to give Landlord proper notice

Commercial Lease

and terminate this Lease on the fourth (4th) anniversary of this Lease, then Tenant would pay to Landlord the sum of $20,000 to cover the unamortized portion of the Tenant Allowance for the fifth (5th) Lease Year (i.e., the Tenant Allowance shall be amortized at $20,000 per year for the five (5) year Lease Term). For termination during a partial Lease Year, the amortization shall be on a monthly basis.

3. OPTION TO RENEW. Tenant shall have the option to renew this lease ("Lease") for two (2) additional terms of five (5) years each. Each "Renewal Period" shall commence immediately after the end of the original term of this Lease or at the end of the first Renewal Period. To exercise the option, Tenant must give Landlord written notice of the exercise of such option not less than six (6) months prior to the end of the original term of this Lease or first Renewal Period, as appropriate. The terms of the Lease, during Renewal Period, shall remain the same as during an initial term, except as otherwise expressly set forth herein.

4. RENT. During the Construction Period, and until the Rent Commencement Date (defined below), Tenant shall pay to Landlord minimum monthly rent equal to the square footage of the leased space that it is occupying to conduct business (but not the portion of the Leased Premises in which the Tenant Improvements are being constructed) at $15.00 per square foot per annum. For illustration purposes only, if Tenant uses 2,000 feet during the Construction Period, then the Tenant's minimum monthly rent shall be $2,500 per month, payable on or before the first day of each month. In addition, Tenant shall pay Landlord the sum of $12,500, which can be used to offset the appropriate portion of the last month's rent owed under this Lease.

Beginning on the earlier of (i) ten (10) days after Tenant's completion of its Tenant Improvements and its obtaining of a Certificate of Occupancy; and (ii) November 1, 2005, (the "Rent Commencement Date"), Tenant shall pay Landlord, as minimum monthly rent (sometimes referred to as the "Rent") for said Leased Premises, during the remainder of the first Lease Year of this Lease, the sum of Twelve Thousand Five Hundred and 00/100 ($12,500) Dollars, subject to the provisions below. Rent shall be paid in advance of or on the first day of each month and commence and any partial month's rent shall be prorated. Notwithstanding the foregoing, Tenant's actual minimum monthly rent shall be reduced by 50% until such time that the amount of the Tenant Allowance actually used by Tenant is fully deducted (up to $100,000), but subject to Tenant's obligation to pay to Landlord the unamortized portion of the Tenant Allowance pursuant to Paragraph 2 herein if Tenant terminates this Lease prior to the end of the initial term.

Annual rent during the second Lease Year and each Lease Year thereafter, including during the "Renewal Periods," shall be increased by an amount equal to the cost of living increase as determined by the official Consumer Price Index published by the Bureau of Labor Statistics, United States Department of Labor. The Consumer Price Index to be used will be that for "Urban Wage Earners and Clerical Workers (Revised, United States City Average, 1982-1984=100)," hereinafter called the "CPI."

Commercial Lease

An increase in monthly rent for the second Lease Year shall be based upon a comparison of the last CPI published prior to commencement of this Lease to the last CPI published prior to the end of the first Lease Year. The amount of the increased monthly rent to be effective beginning the second Lease Year (i.e., July 1, 2006 to June 30, 2007) shall be calculated by multiplying $12,500 by the last CPI published prior to the end of the first Lease Year, divided by the last CPI published prior to the commencement of this Lease. The amount of the increased monthly rent to be effective for all succeeding Lease Years shall be calculated by multiplying the rent in effect at the end of the then previous Lease Year by the last CPI published prior to the end of the previous Lease Year, divided by the last CPI published prior to the commencement of the previous Lease Year (or if there shall not have been a rent increase for the previous Lease Year, then the denominator shall be the last CPI published prior to the commencement of the last Lease Year for which there was a rent increase).

Notwithstanding the foregoing, an annual rent increase for any Lease Year during the initial term may not exceed 2.5% from the previous Lease Year, and the annual rent increase for any Lease Year during the Renewal Periods shall be 75% of the CPI increase (not to exceed 7%) from the previous Lease Year. Thus, Rent for the first Lease Year of the first Renewal Period shall be 75% of the increase in CPI from the previous Lease Year as described above, but no more than a 7% increase from the previous Lease Year.

5. ADDITIONAL RENT. As additional rent, the Tenant shall pay its share of the cost of insurance, real property taxes, and any other charges or costs due by Tenant under this Lease. This "Additional Rent" shall be payable by Tenant within thirty (30) days after presentation to Tenant by Landlord of an itemized bill for any portion of Additional Rent or within the timeframes set forth herein, whichever is longer.

6. TENANT INSURANCE. The Tenant shall keep in force, at its sole expense,
(i) an all risk insurance policy pertaining to the entire Leased Premises described at EXHIBIT A, and all buildings and other improvements thereon, including all Tenant improvements, and (2) a policy of public liability insurance in an amount not less than One Million and 00/100 ($1,000,000) Dollars per occurrence. Landlord shall be a named insured on all of Tenant's insurance policies. Tenant shall furnish Landlord with certificates or other evidence acceptable to Landlord indicating that the insurance is in effect prior to execution of this Lease, and provide that Landlord shall be notified in writing at least thirty (30) days prior to cancellation of any material change in or renewal of the policy. Any personal property kept on the Leased Premises by Tenant shall be at Tenant's sole risk.

7. TAXES.

(a) REAL ESTATE TAXES AND ASSESSMENTS. Tenant shall pay Landlord, as Additional Rent, all taxes and assessments that may be levied or assessed during the term

Commercial Lease

hereof by any lawful authority against the lands and buildings of, or relating to, the entire Leased Premises. Should the State of Michigan or any political subdivisions thereof or any governmental authority having jurisdiction thereof impose a tax and/or assessment of any kind or nature upon, against, or with respect to, the rentals payable by Tenant, either by way of substitution for all, or any part, the taxes and assessments levied or assessed against such land and buildings, or in addition thereto, such tax and/or assessment shall be deemed to constitute a tax and/or assessment against such land and such buildings for the purpose of this Paragraph.

(b) PERSONAL PROPERTY TAXES. Tenant shall be responsible for and shall pay, immediately when due, all taxes assessed, during the term of this Lease, against any leasehold interest or personal property of any kind owned or placed in, upon, or about the Leased Premises by Tenant; including all trade fixtures, equipment, and inventory.

8. REPAIRS. Tenant shall maintain, repair, and replace, at its sole cost and expense, the entire interior of the Leased Premises, and, subject to the paragraph below, make all necessary repairs and replacements to all interior improvements and systems which serve the Leased Premises, including all electrical, mechanical, heating, and plumbing systems and equipment (collectively the "Interior Systems"), and all glass doors, walls, trim, floors, and lighting in the Leased Premises.

Landlord shall have the obligation, at its sole cost and expense, to
(i) maintain, repair, and replace the entire exterior of the Leased Premises including, but not limited to, roof, walls, foundation, and all structural components of the building and all improvements thereon; to maintain, repair, and replace all parking, driveway and access areas; (ii) for a period of one (1) year after the Rent Commencement Date, keep the Interior Systems in good working order; and (iii) to take all other action necessary to keep the Leased Premises and all improvements thereon in good working order.

After the first year after the Rent Commencement Date, Tenant shall pay the first $1,000 of repairs and necessary replacements to the Interior Systems. Any maintenance, repair, or replacement costs related to Interior Systems during the first year, which costs more than $1,000, shall be due and payable by Landlord to Tenant upon demand therefore, provided that Tenant provides Landlord with invoices for all costs related to such work.

Tenant shall, throughout the term of this Lease, promptly comply, or cause compliance, with all laws and ordinances and the orders, rules, regulations and requirements of all federal, state, county, and municipal governments, and appropriate departments, commissions, boards and offices thereof, which may be applicable to the Leased Premises.

9. LANDLORD IMPROVEMENTS. Landlord shall, at its sole cost and expense, provide the following improvements to the Leased Premises:

Commercial Lease

(a) Ensure that the building exterior structure is in good repair (which shall include roof repairs) and, if it is not, make the necessary repairs within 15 days;

(b) Ensure that the mechanical, electrical, plumbing, and other systems are in good condition and repair and, if the systems are not, make the necessary repairs within 15 days;

(c) Seal and restripe the parking lot and driveways on the Leased Premises so that the same are in good condition within 30 days;

(d) Landscape and otherwise make sure that the grass and other greenbelt areas are in good repair, including removing weeds, trimming trees, repairing the in-ground sprinkler system, and take such other action necessary to make the grounds presentable within 30 days;

(e) Within 45 days, take all other action necessary to ensure that the exterior of the building on the Leased Premises and the building grounds are in good repair to allow Tenant to operate a first class business operation at the Leased Premises.

If Landlord fails to make the Improvements timely, Tenant shall have the right to make such improvements and shall be entitled to an offset from the minimum monthly rent of all reasonable costs related thereto, including the costs of its contractors.

10. TENANT IMPROVEMENTS. The current building on the Leased Premises was a First American Title Company, which Tenant will convert to a bank branch and related improvements. To renovate the interior of the Leased Premises, Landlord shall provide to Tenant the Tenant Allowance of up to $100,000, which money shall be used for certain Tenant improvements (collectively "Tenant Improvements"). The Tenant Allowance shall be paid to Tenant in the following manner:

(a) Tenant shall obtain, at its sole cost and expense, sealed architectural plans for the demolition, remodeling, and renovation (hereinafter collectively "Renovate(tion)") of the interior of the building and shall provide a copy of the same to the Landlord.

(b) Tenant shall hire a general contractor ("General Contractor"), with the reasonable approval of Landlord, which approval shall not be unreasonably withheld, delayed, or conditioned.

Once a General Contractor has been hired by the Tenant, Tenant agrees to pay the General Contractor, and provide to Landlord a copy of all invoices and appropriate

Commercial Lease

waivers of lien. The total amount of Landlord's contribution (i.e., the Tenant Allowance) for the construction of Tenant Improvements shall be $100,000 Dollars. All sums over $100,000 Dollars used to Renovate the interior of the building shall be paid by the Tenant. Landlord agrees to reimburse Tenant for the Tenant Allowance by allowing Tenant to reduce its minimum monthly rent as set forth in Paragraph 4 of this Lease.

(c) As set forth in Paragraph 2 of this Lease, the Tenant Allowance shall be amortized over five (5) years.

11. WAIVER OF SUBROGATION. Landlord and Tenant each hereby waive any and every claim for recovery from the other for any and all loss or damage to or at the Premises, including the Leased Premises, or any portion thereof, or to the contents thereof, which loss or damage is covered by valid and collectable insurance policies, including all fire and extended coverage insurance policies and general liability insurance policies, to the extent that such loss or damage is recoverable under said insurance policies, but which policies shall cover losses attributable to the negligence of either party hereto (and any employees, agents, representatives, and any parties related in any way to either party hereto) or any other party, entity, or individual. In as much as this mutual waiver will preclude the assignment of any aforesaid claim by way of subrogation (or otherwise) to an insurance company (or any other person), Landlord and Tenant each agree to give to each insurance company which has issued policies of insurance hereunder, written notice of the terms of this mutual waiver, and to have said insurance policies properly endorsed if necessary, to prevent the invalidation of said insurance coverage by reason of said waiver.

12. FIRST AND LAST YEAR PRORATION. Any Additional Rent due hereunder by Tenant, including for insurance and taxes, during the first calendar year and the last calendar year of this Lease, including any Renewal Period, shall be prorated.

13. USE OF LEASED PREMISES. Tenant shall use the Leased Premises as a banking branch and related facilities and for no other purpose or purposes without the prior written consent of Landlord. Tenant shall not conduct or permit to be conducted on said Leased Premises any business which is contrary to any laws or regulations of the United States or the State of Michigan or contrary to local ordinances. Tenant shall not, by any act or by neglect in or about the Leased Premises, infringe any laws or regulations of the United States or the State of Michigan or local ordinances or the regulations of any public authority, and shall hold Landlord harmless from any damage accruing to it from the failure of Tenant fully to keep this covenant.

14. UTILITIES. Tenant shall pay the entire cost of all utilities used at the Leased Premises, including, but not limited to, electrical, gas, water and sewer. Tenant shall arrange and pay for telephone service at the Leased Premises and any other service or utilities of any nature.

Commercial Lease

15. ENVIRONMENTAL REPRESENTATIONS. Tenant shall take no action to cause any adverse environmental impact on the Leased Premises during the term of this Lease or while Tenant is in possession of the Leased Premises. Tenant shall comply with all federal, state, and local statutes, laws, rules, regulations, and ordinances which relate, in any way, to environmental matters, including, but not limited to, the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. Section 9601 et. seq., and Michigan's Natural Resources and Environmental Protection Act, 1994 P.A. 451.

Landlord shall indemnify, defend, and hold Tenant harmless from any and all claims, causes of action, liability, costs, expenses and/or damages resulting from any toxic substances, toxic wastes, hazardous substances, and hazardous waste (as those terms are defined in the various federal and state environmental laws), which are released or disposed of on or under the Leased Premises prior to the term of this Lease or resulting from any violation of any environmental laws by Landlord or its agents, representatives and employees.

Tenant shall indemnify, defend, and hold Landlord harmless from any and all claims, causes of action, liability, costs, expenses and/or damages resulting from any toxic substances, toxic wastes, hazardous substances, and hazardous waste (as those terms are defined in the various federal and state environmental laws), which are released or disposed of on or under the Leased Premises during the term of this Lease or at any time resulting from Tenant's occupancy, operation, and/or use of the Leased Premises, including any subsequent transfer, assignment, or sublease of the Leased Premises, or resulting from any violation of any environmental laws by Tenant or its agents, representatives and employees.

16. ASSIGNMENT. Tenant shall not assign this Lease nor any right hereunder, nor hypothecate or mortgage the same, nor sublet the Leased Premises or any part thereof, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, that Tenant may assign or convey its interest in this Lease or the Leased Premises without Landlord's approval to a closely held company or subsidiary of Tenant.

17. ALTERATIONS AND FIXTURES. After the Tenant Improvements have been completed, Tenant shall make no further structural alterations and/or additions or improvements (collectively "alterations") to the Leased Premises without obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned, or delayed. All such structural alterations (such as walls, floors, carpeting, etc.) made by Tenant shall become the sole property of Landlord upon the termination of the Lease or the termination of occupancy of the Leased Premises. After termination of the Lease, Tenant shall have the right to remove all trade fixtures, equipment, and inventory, provided Tenant repairs any damage to the Leased Premises caused by the removal.

18. DAMAGE OR DESTRUCTION. If the building shall be damaged or destroyed in whole or in part, than Landlord shall in good faith fully restore, repair, and rebuild the Leased Premises,

Commercial Lease

provided the same can be completed within one hundred eighty (180) days. If the same cannot be completed within one hundred eighty (180) days, or if the same is not, in fact, fully restored by Landlord within one hundred eighty (180) days because of a reason which is not the fault or cause of Landlord, then either party may terminate this Lease by giving written notice to the other party.

Upon any casualty, there shall be an equitable abatement of Rent as mutually determined by the parties. For so long as Tenant shall continue any business on the Leased Premises or shall continue to occupy the Leased Premises or store property thereon, the Leased Premises shall not be deemed untenantable.

19. CONDEMNATION. If the whole or any part of the Leased Premises shall be taken by the power of eminent domain, this Lease shall cease as to the parcel taken as of the date title shall vest in the condemnor; and the Rent reserved shall then abate proportionately as to the part so taken, or shall cease if the entire Leased Premises shall be taken. A sale in lieu of condemnation shall be considered a "taking". At the option of either party, this Lease shall terminate if the part of the Leased Premises so taken shall be such so as to prevent the continued operation of Tenant's normal business activity on the Leased Premises, as determined by Tenant.

Tenant shall not share in the proceeds of any condemnation award except as to an award made to Tenant for cost of moving, loss of business, and trade fixtures, and after payment of Tenant's fair share of the expenses and fees of obtaining such award. If neither party elects in writing to terminate this Lease within thirty (30) days of a partial taking of the Leased Premises by giving written notice of election to the other party, Landlord shall, upon receipt of the award for taking, make the necessary repairs and alterations so as to constitute the portion of any building taken a whole architectural unit to the extent reasonably permissible under the circumstances; provided, the work required shall not exceed that required for the building's original construction nor shall the amount expended exceed the net award received by Landlord less the costs of obtaining the award and any payments to any mortgagee for diminution in the value of the fee. However, if despite Landlord's good faith efforts, the building and other improvements are not fully restored by Landlord within one hundred eighty (180) days after Landlord has received its condemnation proceeds, then Tenant may terminate this Lease by giving written notice to Landlord.

20. RIGHT TO MORTGAGE; ATTORNMENT; ESTOPPEL CERTIFICATE. Landlord reserves the right to subject and subordinate this Lease at all times to the lien of any mortgage or mortgages now or hereafter placed upon Landlord's interest in the Premises and on the land and buildings of which the said Premises are a part. Tenant covenants and agrees to execute and deliver, upon demand, such further instrument or instruments subordinating this Lease to a lien of any such mortgage or mortgages, and hereby irrevocably appoints Landlord its attorney-in-fact to execute and deliver any such instrument or instruments for and in the name of Tenant. This power is hereby declared to be coupled with an interest and irrevocable. Any mortgage conveys the Leased Premises shall provide that Tenant's rights under the Lease shall be superior to that of the mortgagee, so long as Tenant is

Commercial Lease

not in default under the terms of this Lease and that Tenant's interest in the Leased Premises shall not be disturbed.

21. DEFAULT AND REENTRY. Tenant shall observe and perform all the covenants, conditions, and agreements herein. Tenant shall be in default of this Lease if Tenant:

(a) shall default in the payment of any installment of Rent, Additional Rent, or any other sum specifically to be paid by Tenant hereunder and such default shall not have been cured within ten (10) days after Landlord gives Tenant written notice specifying such default; or

(b) shall default in the observance or performance of any of Tenant's covenants, agreements or obligations hereunder, other than the covenants to pay Rent or any other sum herein specified to be paid by Tenant, and such default shall not have been cured within thirty (30) days after Landlord shall have given to Tenant written notice specifying such default (provided, however, that if the default complaint of shall be of such nature that the same cannot be completely remedied or cured within such thirty (30) day period, then such default shall not be an enforceable default against Tenant for the purposes of this paragraph if Tenant shall have commenced curing such default within such thirty (30) day period and shall proceed with reasonable diligence and in good faith to remedy the default complained of); or

(c) shall, finally and without further possibility of appeal or review, (i) be adjudicated bankrupt or insolvent, or (ii) have a receiver or trustee appointed for all or substantially all of its business or assets on the ground of Tenant's insolvency, or (iii) suffer an order to be entered approving of a petition filed against Tenant seeking reorganization of Tenant under the federal bankruptcy laws or any other applicable law or statute of the United States or any State thereof; or

(d) shall make an assignment for the benefit of its creditors, or file a voluntary petition in bankruptcy or a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States or of any State thereof, or shall file a petition to take advantage of any insolvency act or shall consent to the appointment of a receiver or trustee of all or a substantial part of its business and property.

If Tenant defaults under this Lease as set forth above, Landlord may terminate the Lease and re-enter and repossess the Leased Premises. Landlord may, because of the forfeiture of the Lease, terminate this Lease by filing a summary proceedings action, or may take any other action which is provided under Michigan law. Landlord may, without cancellation of this Lease, avail itself of the privilege of possession above mentioned, and relet the Leased Premises in its own name as agent of Tenant for such Rent and upon such terms as Landlord may deem advisable, and, if the full

Commercial Lease

amounts due by Tenant under the Lease have not been paid to Landlord, Tenant shall pay all deficiencies, including any expense incurred by such reletting, including, but not limited to, the cost of renting, altering and redecorating and all of Landlord's attorneys fees related thereto. Landlord may relet the Leased Premises for the balance of Tenant's unexpired Lease term or Renewal Period, or any portion thereof, or relet the Leased Premises beyond the unexpired Lease term, without releasing Tenant from Tenant's obligation hereunder to pay all deficiencies and expenses incurred by reletting, altering and redecorating and any other amounts due by Tenant hereunder.

22. LANDLORD'S ADVANCES. If Tenant shall default in any payment or expenditure of rent required to be paid or expended by Tenant under the terms hereof, or any other changes or costs due by Tenant hereunder, Landlord may, at its option, make such payment or expenditure, in which event the amount thereof shall be payable as Additional Rent to Landlord by Tenant on the next ensuing rent day. On default in such payment, Landlord shall have the same remedies as on default in payment of Rent or any other changes due by Tenant herein.

23. LANDLORD'S INSPECTION. Landlord shall have the right to enter said Leased Premises at all reasonable hours and upon reasonable notice to Tenant to exhibit or examine the same, to make such repairs, additions or alterations as may be necessary for the safety, improvement or preservation of any portion of the Leased Premises.

24. SIGNS. Tenant may install signs on the Leased Premises without the prior written consent of the Landlord provided the same comply with all local ordinances.

25. PEACEFUL POSSESSION. Tenant, on paying the rentals herein provided, and performing all the covenants and agreements herein contained to be performed by it, in the manner and at the time set therefore (provided all defaults are cured before the end of the close period), shall and may peacefully and quietly have, hold and occupy the Leased Premises for the term aforesaid.

26. PARTIAL INVALIDITY. If any term, covenant or condition of this Lease or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term, covenant or condition to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this Lease shall be valid and enforced to the fullest extent permitted by law.

27. SALE OF LEASED PREMISES. Upon any sale or transfer, including any transfer by operation of law, of the Leased Premises, Landlord shall be relieved from all subsequent obligations under this Lease, provided that the buyer or transferee shall assume such obligations in writing.

28. NOTICES. Whenever in this Lease it shall be required or permitted that notice or demand be given or served by either party upon the other, such notice or demand shall be in writing

To Landlord:  The Conlin Company
              Attention: Phil Conlin
              2455 South Industrial, Suite K
              Ann Arbor, Michigan 48104

To Tenant:    Mercantile Bank of West Michigan
              Attention: Joseph S. Calvaruso, Senior Vice President
              310 Leonard Street NW
              Grand Rapids, Michigan 49504

With Copy to: Jeffrey D. Swenarton
              Kreis, Enderle, Callander & Hudgins, PC
              One Moorsbridge
              P.O. Box 4010
              Kalamazoo, Michigan 49003-4010
              (269) 324-3000

Either party may change its address by written notice to the other.

29. ENTIRE AGREEMENT. This Lease constitutes the entire Lease between the parties with respect to the matters set forth herein, and there are no representations, warranties, covenants, or obligations except as set forth herein. This Lease supersedes and replaces all prior and contemporaneous Leases, understandings, negotiations, statements and discussions, written or oral, of the parties hereto.

30. WAIVER. The failure of either party to complain of any act or omission on the part of the other party, no matter how long the same may continue, shall not be deemed to be a waiver by such party of any of its rights hereunder. No waiver by any party at any time, expressed or implied, of any breach of any provision of this Lease shall be deemed a waiver of a breach of any other provision of this Lease or a consent to any subsequent breach of the same or any other provision. If any action by any party shall require the consent or approval of another party, such consent or approval of such action on any one occasion shall not be deemed a consent to or approval of said action on any subsequent occasion.

31. BENEFIT OF LEASE. The terms of this Lease shall be binding upon and inure to the benefit of the assigns, heirs, agents, and representatives of the parties hereto.

Commercial Lease

32. AMENDMENTS. The terms of this Lease may be amended or modified, provided such amendments or modifications are made in writing and signed by both parties.

33. GOVERNING LAW. This Lease shall be governed by the laws of the State of Michigan.

34. CUMULATIVE REMEDIES. All rights and remedies of the parties herein shall be cumulative, and none shall be exclusive of any other rights and remedies allowed under this Lease or under Michigan law.

35. FACSIMILE. The parties agree that this Lease may be executed by facsimile or in counterparts, and that all counterparts together, with or without facsimile signatures, shall constitute one integrated Lease and be deemed an original document.

IN WITNESS WHEREOF, the parties hereto have executed this Lease.

Witnesses:                              Landlord:

                                        The Conlin Company,
                                        a sole proprietorship


                                        By: /s/ Phil Conlin
-------------------------------------       ------------------------------------
                                        Its: Owner
-------------------------------------        -----------------------------------
                                        Executed on: July 15th, 2005


Witnesses:                              Tenant:

                                        Mercantile Bank of West Michigan,
                                        a Michigan banking corporation,


/s/ Maggie Holmgren                     By: /s/ Joseph S. Calvaruso
-------------------------------------       ------------------------------------
Maggie Holmgren                             Joseph S. Calvaruso
                                        Its: Senior Vice President


/s/ Dennis Van Dam
-------------------------------------
Dennis Van Dam                          Executed on: July 12, 2005

Effective Date:
(The Effective Date of the Agreement shall mean the date the last party signs this Agreement)

(Leased Premises)

LEGAL DESCRIPTION PARCEL A

Commencing at the North 1/4 corner, Section 8, T3S, R6E, City of Ann Arbor, Washtenaw County, Michigan; thence S86 degrees 38'10"W 679.67 feet along the North line of said section 8; thence S00 degrees 50'20"E 125.12 feet to the Southerly right-of-way line of Eisenhower Parkway for a PLACE of BEGINNING; thence continuing S00 degrees 50'20"E 399.65 feet; thence S89 degrees 09'40"W 206.76 feet; thence N00 degrees 50'20"W 400.98 feet; thence the following two courses along the Southerly right-of-way line of said Elsenhower Parkway: 193.68 feet along the arc of a 1793.86 foot radius non-tangential circular curve to the left chord bearing N89 degrees 43'40"E 193.58 feet, and N86 degrees 38'10"E 13.21 feet to the Place of Beginning, being a part of the Northwest 1/4 of said
Section 8, containing 1.89 acres of land, more or less, being subject to easements and restrictions of record, if any.

Commercial Lease

32. AMENDMENTS. The terms of this Lease may be amended or modified, provided such amendments or modifications are made in writing and signed by both parties.

33. GOVERNING LAW. This Lease shall be governed by the laws of the State of Michigan.

34. CUMULATIVE REMEDIES. All rights and remedies of the parties herein shall be cumulative, and none shall be exclusive of any other rights and remedies allowed under this Lease or under Michigan law.

35. FACSIMILE. The parties agree that this Lease may be executed by facsimile or in counterparts, and that all counterparts together, with or without facsimile signatures, shall constitute one integrated Lease and be deemed an original document.

IN WITNESS WHEREOF, the parties hereto have executed this Lease.

Witnesses:                              Landlord:

                                        The Conlin Company,
                                        a sole proprietorship


/s/ Deborah Thornber                    By: /s/ Phil Conlin  /s/ Jerry L. Helmer
-------------------------------------       ---------------  -------------------
Deborah Thornber                        Its: Owner           Jerry L. Helmer


                                                             /s/ Ruthann Helmer
-------------------------------------                        -------------------
                                                             Ruthann Helmer

Executed on: July 13th 2005

Witnesses:                              Tenant:

                                        Mercantile Bank of West Michigan,
                                        a Michigan banking corporation


/s/ Maggie Holmgren                     By: /s/ Joseph S. Calvaruso
-------------------------------------       ------------------------------------
Maggie Holmgren                             Joseph S. Calvaruso
                                        Its: Senior Vice President


/s/ Dennis Van Dam
-------------------------------------
Dennis Van Dam                          Executed on : July 12, 2005

Effective Date:
(The Effective Date of the Agreement shall mean the date the last party signs this Agreement)