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<SEC-DOCUMENT>0000910647-01-500108.txt : 20010421
<SEC-HEADER>0000910647-01-500108.hdr.sgml : 20010421
ACCESSION NUMBER:		0000910647-01-500108
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20010116
ITEM INFORMATION:		
FILED AS OF DATE:		20010419

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			UNION BANKSHARES INC
		CENTRAL INDEX KEY:			0000706863
		STANDARD INDUSTRIAL CLASSIFICATION:	STATE COMMERCIAL BANKS [6022]
		IRS NUMBER:				030283552
		STATE OF INCORPORATION:			VT
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-15985
		FILM NUMBER:		1606128

	BUSINESS ADDRESS:	
		STREET 1:		20 MAIN STREET
		STREET 2:		P O BOX 667
		CITY:			MORRISVILLE
		STATE:			VT
		ZIP:			05661-0667
		BUSINESS PHONE:		8028886600

	MAIL ADDRESS:	
		STREET 1:		20 MAIN STREET
		STREET 2:		P O BOX 667
		CITY:			MORRISVILLE
		STATE:			VT
		ZIP:			05661-0667
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>uni-8k3.txt
<DESCRIPTION>BODY OF FORM 8-K
<TEXT>


                     SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549

                                  FORM 8-K

                               CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 16, 2001

           (Exact name of registrant as specified in its charter)

                           UNION BANKSHARES, INC.

(State or other jurisdiction    (Commission          (IRS Employer
      of incorporation)         File Number)    Identification Number)
           Vermont               000-28449            03-0283552

                  (Address of principal executive offices)
                   20 Main St., P.O. Box 667    (Zip Code)
                   Morrisville, VT              05661-0667

Registrant's telephone number, including area code: (802) 888-6600

        (Former name or former address, if changed since last report)

                               Not applicable


Item 5: Other Events

1)  On January 16th we mailed our internal, unaudited Fourth Quarter 2000
Report to our shareholders, the Federal Reserve Bank of Boston and various
brokerage houses.

2)  On April 18th we mailed our internal, unaudited First Quarter 2001
Report to our shareholders, the Federal Reserve Bank of Boston and various
brokerage houses.

The Company may from time to time make written or oral statements that are
considered "forward-looking statements: within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements may
include financial projections, statements of plans and objectives for
future operations, estimates of future economic performance and assumptions
relating thereto. The Company may include forward-looking statements in its
filings with the Securities and Exchange Commission, in its reports to
stockholders, in other written materials, and in statements made by senior
management to analysts, rating agencies, institutional investors,
representatives of the media and others.

By their very nature, forward-looking statements are subject to
uncertainties, both general and specific, and risk exists that predictions,
forecasts, projections and other estimates contained in forward-looking
statements will not be achieved. Also when we use any of the words
"believes," "expects," "anticipates" or similar expressions, we are making
forward-looking statements. Many possible events or factors could affect
the future financial results and performance of our company. This could
cause results or performance to differ materially from those expressed in
our forward-looking statements. The possible events or factors that might
affect our forward-looking statements include, but are not limited to, the
following:

*   Uses of monetary, fiscal and tax policy by various governments
*   Political, legislative or regulatory developments in Vermont or the
    United States including changes in laws concerning taxes, banking and
    other aspects of the financial services industry
*   Developments in general economic or business conditions, including
    interest rate fluctuations, market fluctuations and perceptions, and
    inflation
*   Changes in the competitive environment for financial services
    organizations
*   The company's ability to retain key personnel
*   Changes in technology including demands for greater automation.

(a)   Exhibits. The following exhibits are filed herewith as part of this
      report:

      99.1  Union Bankshares, Inc., Fourth Quarter 2000 Report dated as of
            January 17,2001.
      99.2  Union Bankshares, Inc., First Quarter 2001 Report dated as of
            April 19, 2001.


                                 SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.


                                       Union Bankshares, Inc.


April 18, 2001                         /s/ Kenneth D. Gibbons
                                       ------------------------------
                                       Kenneth D. Gibbons, President

April 18, 2001                         /s/ Marsha A. Mongeon
                                       ------------------------------
                                       Marsha A. Mongeon, Chief
                                       Financial Officer

                                EXHIBIT INDEX

99.1  Union Bankshares, Inc., Fourth Quarter 2000 Report dated as of
      January 17,2001.

99.2  Union Bankshares, Inc., First Quarter 2001 Report dated as of
      April 19, 2001.


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>uni3-991.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>


                                                               Exhibit 99.1

                           Union Bankshares, Inc.
- ---------------------------------------------------------------------------
                              December 31, 2000
                            Fourth Quarter Report

                             [LOGO]    CITIZENS
                                       SAVINGS BANK
                                       AND TRUST COMPANY

                             [LOGO]    UNION BANK


                          Wholly Owned Subsidiaries


                                                           January 17, 2001

Dear Shareholder,

The year 2000 has come and gone and candidly the time passed rather
quickly. We thought it would be appropriate to mention some of the
highlights and activities of your company during that time.

In early February the data processing for Citizens Savings Bank and Trust
Company was transferred to Union Bank and Citizens' data network was
upgraded. Efforts in improving backroom efficiencies and consolidation
continue at both banks and will remain a priority in 2001. The teamwork
displayed is exemplary at all levels making the sometimes difficult tasks
that much easier to complete.

The construction season was strong throughout the year with outstanding
BUILD loans growing to over $10 million at year-end.

Union Bank again received the designation from the U.S. Small Business
Administration as the "most small business user friendly bank" in Vermont
(fifth consecutive year).

The summer saw the appointment of the Audit Committee as well as the
listing of our common stock on the American Stock Exchange (AMEX) under the
symbol UNB. We also installed an ATM at Ben & Jerry's Homemade in Waterbury
and very recently at Taft Corners in Williston. Electronic banking
continues to be in greater demand as utilization grows almost daily.

The transfer of Union Bank's Trust Department to Citizens' Trust Department
as well as the placement of a full-time trust officer in Morrisville has
begun to show good results. We believe this service will grow considerably
in the coming years. In addition, Citizens has greatly expanded their
merchant credit card services and introduced Internet banking just last
month. Both banks now offer the NetTeller home banking product.

On a more somber note, Walter M. Sargent (Sarge, as we all knew him) passed
away on November 23rd. Sarge was either a director or officer of Union Bank
for 68 years. We will miss him.

You will see as you review the financial data to the right, 2000 was a year
of growth, challenge and improvement. A reduction in merger related
expenses and increased net interest income from solid loan growth were
important factors in the improved earnings for 2000. Audited financial
statements for 2000, proxy statement and information on the annual meeting
scheduled for May 16th will follow in about twelve weeks.

Enclosed is a dividend check or advice of deposit representing a dividend
of $.26 per share to shareholders of record January 13, 2001. Due to timing
and notice rules of the SEC, we will be making future dividend payments to
you about 10 days later then in past periods.

Sincerely,

/s/ W. Arlen Smith                     /s/ Kenneth D. Gibbons
- ------------------                     ----------------------
W. Arlen Smith                         Kenneth D. Gibbons
Chairman                               President


                                 SHAREHOLDER
                                 ASSISTANCE
                                     AND
                            INVESTOR INFORMATION

If you need assistance with a change in registration of certificates,
reporting lost certificates, nonreceipt or loss of dividend checks,
information about the Company, or to receive copies of financial reports,
please contact us at the address and phone number listed below:

                    Corporate Name:    Union Bankshares, Inc.
                    Transfer Agent:    Union Bank
                                       P.O. Box 667
                                       Morrisville, VT
                                       05661-0667

                             Phone:    802-888-6600
                               Fax:    802-888-4921
                             Email:    ubexec@together.net
                           Website:    www.unionbankvt.com


<TABLE>
<CAPTION>

Consolidated Balance Sheets (unaudited)
- -------------------------------------------------------------------------------
                                        December 31, 2000    December 31, 1999

<S>                                       <C>                  <C>
ASSETS
Cash and Due from Banks                   $ 10,353,571         $ 11,596,195
Federal Funds Sold                           1,070,000            3,474,064
Interest Bearing Deposits                    1,731,970            1,988,285
U.S. Government Securities                  30,073,487           34,730,751
State and Municipal Securities               4,797,196            4,789,595
Corporate Securities                        22,787,804           21,858,978
Loans, net                                 224,778,578          209,353,399
  Less: Reserve for Loan Losses             (2,862,707)          (2,869,983)
Bank Building and Equipment, net             3,964,314            4,039,886
Other Real Estate Owned                        116,293               26,667
Other Assets                                 6,577,444            6,487,809
                                          ---------------------------------
      Total Assets                        $303,387,950         $295,475,646
                                          =================================

LIABILITIES AND SHAREHOLDERS' EQUITY
Demand Deposits                           $ 33,742,546         $ 32,988,892
Savings and Time Deposits                  224,990,761          224,603,911
Borrowings                                   6,381,779            2,871,929
Other Liabilities                            3,115,808            2,790,900
Common Stock                                 6,527,378            6,526,978
Paid in Capital                                239,903              238,353
Retained Earnings                           30,010,683           28,180,180
Accumulated Other Comprehensive Income         (28,457)          (1,133,046)
Treasury Stock at Cost                      (1,592,451)          (1,592,451)
                                          ---------------------------------
      Total Liabilities and
       Shareholders' Equity               $303,387,950         $295,475,646
                                          =================================
</TABLE>

Standby Letters of Credit were $789,000 and $676,000 at December 31, 2000
and 1999 respectively.

<TABLE>
<CAPTION>

Consolidated Statements of Income (unaudited)
- -----------------------------------------------------------------------------------------
                                    12/31/00      12/31/99       12/31/00       12/31/99
                                       (3 months ended)             (12 months ended)

<S>                                <C>           <C>           <C>            <C>
Interest Income                    $6,319,313    $5,875,383    $24,149,568    $22,864,328
Interest Expense                    2,639,509     2,321,676      9,877,357      9,121,571
                                   ------------------------------------------------------
  Net Interest Income               3,679,804     3,553,707     14,272,211     13,742,757
Less: Provision for Loan Losses        62,500       109,499        250,000        359,496
                                   ------------------------------------------------------
  Net Interest Income after
   Loan Loss Provision              3,617,304     3,444,208     14,022,211     13,383,261

Trust Income                           70,253        50,946        181,611        165,770
Other Income                          571,354       636,144      2,364,406      2,379,086
Other Operating Expenses:
  Salaries                          1,062,795     1,050,385      4,493,992      4,233,731
  Employee Benefits                   254,140       364,060      1,122,214      1,094,754
  Occupancy                           126,315       127,547        560,477        534,813
  Equipment                           240,480       284,107        993,773      1,124,755
  Other                               719,745       917,551      2,773,220      3,049,334
                                   ------------------------------------------------------
      Total                         2,403,475     2,743,650      9,943,676     10,037,387
                                   ------------------------------------------------------
Net Income before Tax               1,855,436     1,387,648      6,624,552      5,890,730
Income Tax Expense                    548,766       511,596      1,825,010      1,815,259
                                   ------------------------------------------------------
  Net Income                       $1,306,670    $  876,052    $ 4,799,542    $ 4,075,471
                                   ======================================================
  Earnings per Share               $     0.43    $     0.29    $      1.58    $      1.35
  Book Value Per Share                                         $     11.60    $     10.64
</TABLE>


                                DIRECTORS OF
                           UNION BANKSHARES, INC.

                          W. Arlen Smith, Chairman
                              Cynthia D. Borck
                            William T. Costa, Jr.
                             Kenneth D. Gibbons
                               Peter M. Haslam
                            Franklin G. Hovey II
                              William F. Kinney
                              Richard C. Marron
                              Robert P. Rollins
                                Jerry S. Rowe
                             Richard C. Sargent


                                 OFFICERS OF
                            UNION BANKSHARES, INC.

W. Arlen Smith                                                      Chairman
Cynthia D. Borck                                              Vice-President
Kenneth D. Gibbons                                                 President
Peter M. Haslam                                                    Secretary
Marsha A. Mongeon                                   Vice President/Treasurer
Jerry S. Rowe                                                 Vice President


                     DIRCETORS OF CITIZENS SAVINGS BANK
                              AND TRUST COMPANY

                              Cynthia D. Borck
                            J.R. Alexis Clouatre
                            William T. Costa, Jr.
                               Dwight A. Davis
                             Kenneth D. Gibbons
                            Franklin G. Hovey II
                                Jerry S. Rowe
                              Joseph M. Sherman

                      OFFICERS OF CITIZENS SAVINGS BANK
                              AND TRUST COMPANY

John Dinsmore                                            Assistant Treasurer
Tracey D. Holbrook                                  Assistant Vice President
Susan O. Laferriere                                           Vice President
Dennis J. Lamothe                                                  Treasurer
Michelle Leighton                                             Vice President
Barbara A. Olden                                    Assistant Vice President
Deborah J. Partlow                                             Trust Officer
Jerry S. Rowe                                                      President
Wendy L. Somers                                                Trust Officer
David A. Weed                                                 Vice President


                           DIRECTORS OF UNION BANK

                          W. Arlen Smith, Chairman
                              Cynthia D. Borck
                             Kenneth D. Gibbons
                               Peter M. Haslam
                              William F. Kinney
                              Richard C. Marron
                              Robert P. Rollins
                             Richard C. Sargent


                           OFFICERS OF UNION BANK

Wanda L. Allaire                                    Assistant Vice President
Ethan A. Allen, Jr.                                           Vice President
Rhonda L. Bennett                                             Vice President
Cynthia D. Borck                                       Senior Vice President
Fern C. Farmer                                      Assistant Vice President
Patsy S. French                                     Assistant Vice President
Kenneth D. Gibbons                                                 President
Nathaniel M. Hayward                                 Commercial Loan Officer
Claire A. Hindes                                         Assistant Treasurer
Patricia N. Hogan                                             Vice President
Peter R. Jones                                                Vice President
Margaret S. Lambert                                 Assistant Vice President
Marsha A. Mongeon                            Senior Vice President/Treasurer
Freda T. Moody                                      Assistant Vice President
Karen Carlson Noyes                                 Assistant Vice President
Colleen D. Putvain                                       Assistant Treasurer
Ruth P. Schwartz                                              Vice President
David S. Silverman                                     Senior Vice President
JoAnn A. Tallman                                         Assistant Secretary
Francis E. Welch                                    Assistant Vice President
Craig S. Wiltshire                                            Vice President


                             UNION BANK OFFICES

     Morrisville                                        Jeffersonville
20 Lower Main Street*                                   80 Main Street*
    (802) 888-6600                                      (802) 644-6600

   Northgate Plaza*                                        Hyde Park
      Route 100                                         250 Main Street
    (802) 888-6860                                      (802) 888-6880

        Stowe                                          Remote ATM's at:
    Stowe Village*                                Smugglers' Notch Resort (2)
Park and Pond Streets                                Johnson State College
    (802) 253-6600                                     Copley Hospital
                                                    Cold Hollow Cider Mill
  1857 Mountain Road                                  Trapp Family Lodge
      Route 108                                    Stowe Mountain Resort (3)
    (802) 253-6642                                Big John's Riverside Store
                                                    Taft Corners, Williston
       Hardwick                                          Ben & Jerry's
   103 VT Route 15*
    (802) 472-8100                                    Express Telebanking
                                                        (802) 888-6448
       Johnson                                          (800) 583-2869
198 Lower Main Street*
    (802) 635-6600

                             www.unionbankvt.com

*    ATM's at these branches


                            CITIZENS SAVINGS BANK
                              AND TRUST COMPANY
                                   OFFICES

    St. Johnsbury                                      Remote ATM's at:
 364 Railroad Street*                                East Burke, Route 114
    (802) 748-3131                                     Danville, Route 2

  325 Portland Street                                Express Phone Banking
    (802) 748-3121                                      (802) 748-0815
                                                        (800) 748-1018
     Lyndonville
  183 Depot Street*
    (802) 626-3100

 St. Johnsbury Center
 Green Mountain Mall*
 1998 Memorial Drive
    (802) 748-2454

                                www.csbtc.com

*    ATM's at these branches


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>uni3-992.txt
<DESCRIPTION>EXHIBIT 99.2
<TEXT>


                                                               Exhibit 99.2

                           Union Bankshares, Inc.
- ---------------------------------------------------------------------------
                               March 31, 2001
                            First Quarter Report

                             [LOGO]    CITIZENS
                                       SAVINGS BANK
                                       AND TRUST COMPANY

                             [LOGO]    UNION BANK


                          Wholly Owned Subsidiaries


                                                             April 19, 2001

Dear Shareholder,

Enclosed are the unaudited March 31st financial statements, which show we
experienced reasonable growth in most areas compared to the first quarter
last year. We continue to see strong demand for residential loans for
refinancing, purchases and construction. Commercial loan demand is also
good and we are experiencing the usual "spring surge" in activity of
businesses finalizing their plans for the coming season. It appears 2001
will be another year for residential and small business construction
lending opportunities.

The month of March was the snowiest on record and a call to the Stowe
Mountain Resort folks revealed total accumulation this winter has been
378". They even placed an extension atop the snow stake so measurement
could continue. Needless to say, although not a record, the snow has been
warmly received by the winter sports enthusiasts and the related industries
we serve. Most all are smiling broadly.

Earlier this winter Citizens Savings Bank and Trust Company installed their
sixth ATM at Burke Mountain Ski Area. In addition, Citizens recently
introduced internet-based home banking with the Net Teller product. This
has received wide acceptance from their customers. Both Union and Citizens
will continue to offer a wide array of traditional as well as electronic
service delivery methods to their customer base.

In early April Citizens received all necessary approvals to open a loan
production office in Littleton, NH. Littleton is 19 miles east of St.
Johnsbury and is a rapidly growing community with a diverse economic base.
This office will generate loans for both consumer and commercial purposes
and will be staffed with two experienced bankers from the Littleton area.
We believe this extension of service area offers good growth potential for
a community bank such as Citizens.

Enclosed is a dividend check or advice of deposit representing a dividend
of $.26 per share to shareholders of record April 14, 2001.

Recently you received our proxy statement, ballot and a copy of the annual
report. These documents contain much information about your two banks and
we urge you to read them. The annual meeting will be held on Wednesday, May
16th at 3:00 PM at the Union Bank main office in Morrisville. You are
cordially invited to attend and to join in the refreshments and tours of
the facilities scheduled immediately after.

Sincerely,

/s/ W. Arlen Smith                     /s/ Kenneth D. Gibbons
- ------------------                     ----------------------
W. Arlen Smith                         Kenneth D. Gibbons
Chairman                               President


                                 SHAREHOLDER
                                 ASSISTANCE
                                     AND
                            INVESTOR INFORMATION

If you need assistance with a change in registration of certificates,
reporting lost certificates, non-receipt or loss of dividend checks,
information about the Company, or to receive copies of financial reports,
please contact us at the address and phone number listed below:

                    Corporate Name:    Union Bankshares, Inc.
                    Transfer Agent:    Union Bank
                                       P.O. Box 667
                                       Morrisville, VT
                                       05661-0667

                             Phone:    802-888-6600
                               Fax:    802-888-4921
                             Email:    ubexec@together.net
                  Internet Banking:    www.unionbankvt.com
                                       www.csbtc.com

                     American Stock
                    Exchange Ticker
                            Symbol:    UNB


<TABLE>
<CAPTION>

Consolidated Balance Sheets (unaudited)
- --------------------------------------------------------------------------
                                          March 31, 2001    March 31, 2000

<S>                                        <C>               <C>
ASSETS
Cash and Due from Banks                    $  9,405,142      $ 10,114,480
Federal Funds Sold                           12,562,383         3,308,123
Interest Bearing Deposits                     1,855,080         2,052,999
U.S. Government Securities                   24,647,782        32,069,881
State and Municipal Securities                4,841,586         4,695,495
Corporate Securities                         22,586,483        21,418,869
Loans, net                                  226,399,455       210,761,381
  Less: Reserve for Credit Losses            (2,859,370)       (2,899,412)
Bank Building and Equipment, net              3,915,250         3,958,930
Other Real Estate Owned                          96,293            82,800
Other Assets                                  5,937,959         6,541,448
                                           ------------------------------
      Total Assets                         $309,388,043      $292,104,994
                                           ==============================

LIABILITIES AND SHAREHOLDERS' EQUITY
Demand Deposits                            $ 32,495,476      $ 32,025,423
Savings and Time Deposits                   228,495,465       219,883,049
Borrowed Funds                                8,697,408         4,125,808
Other Liabilities                             3,681,876         3,616,672
Common Stock                                  6,527,378         6,526,978
Paid in Capital                                 239,903           238,353
Retained Earnings                            30,391,047        28,533,750
Accumulated Other Comprehensive Income          451,941        (1,252,588)
Treasury Stock at Cost                       (1,592,451)       (1,592,451)
                                           ------------------------------
      Total Liabilities and
       Shareholders' Equity                $309,388,043      $292,104,994
                                           ==============================
</TABLE>

Standby Letters of Credit were $793,000 and $675,000 at March 31, 2001 and
2000 respectively.

<TABLE>
<CAPTION>

Consolidated Statements of Income (unaudited)
- -------------------------------------------------------------------
                                   March 31, 2001    March 31, 2000

<S>                                  <C>               <C>
Interest Income                      $6,023,291        $5,743,498
Interest Expense                      2,527,408         2,266,173
                                     ----------------------------
  Net Interest Income                 3,495,883         3,477,325
Less: Provision for Loan Losses          56,250            62,500
                                     ----------------------------
  Net Interest Income after
   Loan Loss Provision                3,439,633         3,414,825

Trust Income                             87,017            41,745
Other Income                            661,471           606,351
Other Operating Expenses:
  Salaries                            1,160,133         1,099,268
  Employee Benefits                     338,947           297,615
  Occupancy                             164,527           157,277
  Equipment                             212,414           300,507
  Other                                 665,036           671,511
                                     ----------------------------
      Total                           2,541,057         2,526,178
                                     ----------------------------

Net Income before Tax                 1,647,064         1,536,743
Income Tax Expense                      478,968           459,086
                                     ----------------------------
  Net Income                         $1,168,096        $1,077,657
                                     ============================
  Earnings per Share                 $     0.39        $     0.36
  Book Value Per Share               $    11.89        $    10.71
</TABLE>


                                DIRECTORS OF
                           UNION BANKSHARES, INC.

                          W. Arlen Smith, Chairman
                              Cynthia D. Borck
                            William T. Costa, Jr.
                             Kenneth D. Gibbons
                               Peter M. Haslam
                            Franklin G. Hovey II
                              William F. Kinney
                              Richard C. Marron
                              Robert P. Rollins
                                Jerry S. Rowe
                             Richard C. Sargent


                                 OFFICERS OF
                            UNION BANKSHARES, INC.

W. Arlen Smith                                                      Chairman
Cynthia D. Borck                                              Vice-President
Kenneth D. Gibbons                                                 President
Peter M. Haslam                                                    Secretary
Marsha A. Mongeon                                   Vice President/Treasurer
Jerry S. Rowe                                                 Vice President


                     DIRCETORS OF CITIZENS SAVINGS BANK
                              AND TRUST COMPANY

                              Cynthia D. Borck
                            J.R. Alexis Clouatre
                            William T. Costa, Jr.
                               Dwight A. Davis
                             Kenneth D. Gibbons
                            Franklin G. Hovey II
                                Jerry S. Rowe
                              Joseph M. Sherman

                      OFFICERS OF CITIZENS SAVINGS BANK
                              AND TRUST COMPANY

John Dinsmore                                            Assistant Treasurer
Tracey D. Holbrook                                  Assistant Vice President
Susan O. Laferriere                                           Vice President
Dennis J. Lamothe                                                  Treasurer
Michelle Leighton                                             Vice President
Barbara A. Olden                                    Assistant Vice President
Deborah J. Partlow                                             Trust Officer
Jerry S. Rowe                                                      President
Wendy L. Somers                                                Trust Officer
David A. Weed                                                 Vice President


                           DIRECTORS OF UNION BANK

                          W. Arlen Smith, Chairman
                              Cynthia D. Borck
                             Kenneth D. Gibbons
                               Peter M. Haslam
                              William F. Kinney
                              Richard C. Marron
                              Robert P. Rollins
                             Richard C. Sargent
                                John H. Steel

                           OFFICERS OF UNION BANK

Wanda L. Allaire                                    Assistant Vice President
Rhonda L. Bennett                                             Vice President
Cynthia D. Borck                                       Senior Vice President
Fern C. Farmer                                      Assistant Vice President
Patsy S. French                                     Assistant Vice President
Kenneth D. Gibbons                                                 President
Nathaniel M. Hayward                                 Commercial Loan Officer
Claire A. Hindes                                         Assistant Treasurer
Patricia N. Hogan                                             Vice President
Peter R. Jones                                                Vice President
Margaret S. Lambert                                 Assistant Vice President
Marsha A. Mongeon                            Senior Vice President/Treasurer
Freda T. Moody                                      Assistant Vice President
Karen Carlson Noyes                                 Assistant Vice President
Colleen D. Putvain                                       Assistant Treasurer
Ruth P. Schwartz                                              Vice President
David S. Silverman                                     Senior Vice President
JoAnn A. Tallman                                         Assistant Secretary
Francis E. Welch                                    Assistant Vice President
Craig S. Wiltshire                                            Vice President


                             UNION BANK OFFICES

     Morrisville                                        Jeffersonville
20 Lower Main Street*                                   80 Main Street*
    (802) 888-6600                                      (802) 644-6600

   Northgate Plaza*                                        Hyde Park
      Route 100                                         250 Main Street
    (802) 888-6860                                      (802) 888-6880

        Stowe                                          Remote ATM's at:
    Stowe Village*                                Smugglers' Notch Resort (2)
Park and Pond Streets                                Johnson State College
    (802) 253-6600                                     Copley Hospital
                                                    Cold Hollow Cider Mill
  1857 Mountain Road                                  Trapp Family Lodge
      Route 108                                    Stowe Mountain Resort (3)
    (802) 253-6642                                Big John's Riverside Store
                                                    Taft Corners, Williston
       Hardwick                                          Ben & Jerry's
   103 VT Route 15*
    (802) 472-8100                                    Express Telebanking
                                                        (802) 888-6448
       Johnson                                          (800) 583-2869
198 Lower Main Street*
    (802) 635-6600

                             www.unionbankvt.com

*    ATM's at these branches


                            CITIZENS SAVINGS BANK
                              AND TRUST COMPANY
                                   OFFICES

    St. Johnsbury                                      Remote ATM's at:
 364 Railroad Street*                                East Burke, Route 114
    (802) 748-3131                                     Danville, Route 2
                                                    Burke Mountain Ski Area
  325 Portland Street
    (802) 748-3121                                   Express Phone Banking
                                                        (802) 748-0815
      Lyndonville                                       (800) 748-1018
   183 Depot Street*
    (802) 626-3100

 St. Johnsbury Center
 Green Mountain Mall*
 1998 Memorial Drive
    (802) 748-2454

                                www.csbtc.com

*    ATM's at these branches

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