(e) On February 3, 2009, the compensation committee of the Board of Directors (the "Compensation Committee") of Guaranty Federal Bancshares, Inc. (the "Company") approved a short term bonus plan with respect to the bonus payable to Shaun Burke, the Company's President and Chief Executive Officer, for 2009. Pursuant to this plan, a maximum amount of $120,000 will be paid to Mr. Burke, with the amount of bonus being based on three possible levels of incentive awards: threshold (25%); target (50%); and maximum (100%). For any amount to be paid under this plan, the threshold level of performance must be achieved. The five performance measurements of the Company (and the weight given to each measurement) applicable to each award level are as follows: (i) net income (30%); (ii) core deposit growth (20%); (iii) return on average equity (20%);
(iv) net interest margin (20%); and (v) efficiency ratio (10%). Certain criteria, however, must be satisfied before an award is paid under this plan. The foregoing description is qualified in its entirety by the written description of the 2009 Executive Incentive Compensation Annual Plan - President and Chief Executive Officer, a copy of which is attached hereto as Exhibit 10.23.

On February 3, 2009, the Compensation Committee also approved a short term bonus plan with respect to the bonus payable to Carter Peters, the Company's Chief Financial Officer and Chief Operating Officer, for 2009. Pursuant to this plan, a maximum amount of $50,000 will be paid to Mr. Peters, with the amount of bonus being based on three possible levels of incentive awards: threshold (25%); target (50%); and maximum (100%). For any amount to be paid under this plan, the threshold level of performance must be achieved. The six performance measurements of the Company (and the weight given to each measurement) applicable to each award level are as follows: (i) full compliance with Sarbanes-Oxley (20%); (ii) net income (20%); (iii) core deposit growth (20%);
(iv) return on average equity (20%); (v) cost of funds (10%); and (vi) non-core funding dependence (10%). Certain criteria, however, must be satisfied before an award is paid under this plan. The foregoing description is qualified in its entirety by the written description of the 2009 Executive Incentive Compensation Annual Plan - Chief Financial Officer and Chief Operating Officer, a copy of which is attached hereto as Exhibit 10.24.

On February 3, 2009, the Compensation Committee also approved a short term bonus plan with respect to the bonus payable to Mike Mattson, the Company's Chief Lending Officer, for 2009. Pursuant to this plan, a maximum amount of $50,000 will be paid to Mr. Mattson, with the amount of bonus being based on three possible levels of incentive awards: threshold (25%); target (50%); and maximum (100%). For any amount to be paid under this plan, the threshold level of performance must be achieved. The six performance measurements of the Company (and the weight given to each measurement) applicable to each award level are as follows: (i) net income (20%); (ii) core deposit growth (20%); (iii) return on average equity (15%); (iv) yield of loans (15%); (v) total CRE to total risk based capital (15%); and (vi) 30 days delinquent + non-accrual loans to

gross loans (15%). Certain criteria, however, must be satisfied before an award is paid under this plan. The foregoing description is qualified in its entirety by the written description of the 2009 Executive Incentive Compensation Annual Plan - Chief Lending Officer, a copy of which is attached hereto as Exhibit 10.25.

(d) Exhibits

10.23    Written Description of 2009 Executive Incentive Compensation Annual
         Plan - President and Chief Executive Officer

10.24    Written Description of 2009 Executive Incentive Compensation Annual
         Plan - Chief Financial Officer and Chief Operating Officer

10.25    Written Description of 2009 Executive Incentive Compensation Annual
         Plan - Chief Lending Officer