Chittenden Corporation 2 Burlington Square P.O. Box 820 Burlington, Vermont 05402-0820 802-658-4000 Kirk W. Walters (802) 660-1561

For Immediate Release

October 16, 2002 51/02

CHITTENDEN REPORTS EARNINGS AND QUARTERLY DIVIDEND

Burlington, VT — Chittenden Corporation (NYSE:CHZ) Chairman, President and Chief Executive Officer, Paul A. Perrault, today announced third quarter 2002 net income of $0.48 per diluted share, compared with the $0.46 per diluted share earned in the third quarter of 2001. For the first nine months of 2002, earnings were $1.41 per diluted share, 5% higher than the $1.34 for the first nine months of last year. Chittenden also announced its quarterly dividend of $0.20 per share. The dividend will be paid on November 15, 2002, to shareholders of record on November 1, 2002.

In making the announcement, Perrault said, “I am particularly pleased with the earnings growth we achieved in the third quarter and on a year-over-year basis. Managing our net interest margin has been especially challenging in this economy as the yields on the majority of our assets continue to adjust downward. We have been diligently monitoring the credit front, and as was anticipated, we did see our non-performing loans return to a more normal level in the third quarter.”

Total loans increased slightly from a quarter ago, led by seasonal increases in municipal loans and growth in commercial real estate loans. These increases were partially offset by declines in residential real estate, commercial and consumer loans. Total loans at September 30, 2002 were $165 million higher than at December 31, 2001 primarily due to the acquisition of Ocean National Bank (ONB), in which approximately $84 million in commercial mortgages and approximately $97 million in residential real estate were obtained. On February 28, 2002, Chittenden completed its acquisition of ONB, a $272 million commercial bank headquartered in Kennebunk, Maine for $53.25 million in cash. The transaction has been accounted for as a purchase and, accordingly, the operations of ONB are included in Chittenden’s consolidated financial statements from the date of acquisition.

Total deposits increased $610 million from a year ago and $347 million from the second quarter. The increase from September 30, 2001 was partially attributable to the acquisition of ONB, which contributed $239 million in deposits at the date of acquisition, and to continued strong deposit flows throughout the franchise over the last twelve months. Excluding the deposits acquired in the ONB acquisition the Company has experienced deposit growth of 10.5% over the last twelve months.

Total assets increased from $4.6 billion at June 30, 2002 to $5.0 billion at September 30, 2002 largely due to seasonal increases in deposits from the June 30, 2002 level. Mid-year is historically the company’s low point for deposit balances primarily due to the Company’s government banking business. In May of 2002, the Company issued five million shares of Trust Preferred Securities (TPS) of Chittenden Capital Trust I, a subsidiary of Chittenden Corporation. Net proceeds of approximately $121 million were invested primarily in the securities portfolio and the TPS is accounted for as a borrowing in the Company’s GAAP financial statements.

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Chittenden Corporation 2 Burlington Square P.O. Box 820 Burlington, Vermont 05402-0820 802-658-4000 Kirk W. Walters (802) 660-1561

For Immediate Release

The net interest margin for the third quarter of 2002 was 4.49%, compared with 4.76% for the same period of 2001, and 4.69% for the second quarter of 2002. This decrease in the Company’s net interest margin primarily relates to the strong deposit flows in the third quarter of 2002 which were mainly deployed in either municipal loans or investment securities, which carry lower overall yields than the Company’s existing loan portfolio. Net interest income was $49.7 million for the third quarter of 2002, $48.3 million for the second quarter of 2002 and $43.6 million for the third quarter a year ago. The increase in net interest income from the third quarter of 2001 of 14% was attributed primarily to higher levels of average earning assets and deposits that resulted from the acquisition of ONB, growth in deposits, and the TPS issuance.

The provision for loan losses was up $624,000 from the second quarter of 2002 and $290,000 from the same quarter a year ago. The allowance for possible loan losses was $48.2 million at September 30, 2002, down slightly from $49.0 million at June 30, 2002 and up from $45.3 million at December 31, 2001. Nonperforming assets plus loans 90 days past due and still accruing were $19.6 million at September 30, 2002, up $6.3 million from the second quarter of 2002 and $1.3 million from September 30, 2001. As a percentage of total loans, nonperforming assets increased to 54 basis points as compared to 50 basis points for the same quarter a year ago. Net charge-off activity totaled $3.1 million for the third quarter of 2002, compared with $1.3 million for the third quarter of 2001. Net charge-offs year-to-date were $6.1 million in 2002 compared with $5.1 million in 2001. As a percentage of average loans, annualized year-to-date charge-offs were 27 basis points in 2002 compared with 23 basis points for the first nine months of 2001.

Noninterest income amounted to $13.8 million for the third quarter of 2002, down from $15.9 million for the same quarter of 2001. Increases were seen in several categories, including service charges on deposit accounts, insurance commissions, gains on sales of mortgage loans, and merchant services/credit card income. Lower investment management income and a decline in other income offset these increases. The decline in other income was caused by several factors including higher amortization of mortgage servicing rights (MSR) of $549,000, and a related provision for impairment to the MSR asset of $1.2 million, lower gains on sales of investments and closed facilities of $252,000 and $725,000, respectively, and a write-down of $571,000 on one of the Company’s CRA equity investments.

On a year-to-date basis, increases were seen in service charges on deposit accounts, retail investments, insurance commissions, and investment management income. Gains on sales of loans were down $2.1 million from 2001 primarily because of the sale of the Company’s retail credit card portfolio, which generated a $4.6 million gain in the first quarter of 2001. Amortization of MSRs was $1.1 million higher in 2002 than in 2001, excluding the $1.2 million impairment provision.

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Chittenden Corporation 2 Burlington Square P.O. Box 820 Burlington, Vermont 05402-0820 802-658-4000 Kirk W. Walters (802) 660-1561

For Immediate Release

Noninterest expenses were $37.0 million for the third quarter of 2002, down from $38.6 million in the second quarter of 2002 and up from the $34.7 million for the third quarter of 2001. Salaries and employee benefits increased $2.7 million from the third quarter of 2001. The inclusion of ONB in 2002 amounted to approximately $1.7 million of the variance in salaries and benefits. In addition, sales-based incentive compensation increased $302,000 and employee benefits increased $451,000 from the same period a year ago, driven primarily by higher pension costs.

Amortization of intangibles decreased $507,000 from the third quarter of 2001 to $348,000 in the third quarter of 2002 due to the adoption of FAS 142, which eliminated goodwill amortization. The intangible amortization recognized in 2002 relates to the core deposit intangibles from the ONB and the Bank of Western Massachusetts acquisitions.

Year-to-date noninterest expenses were up from 2001 primarily due to salaries and benefits and net occupancy expense. Salaries and benefits increased due to the acquisition of ONB, which accounted for $3.9 million of the increase, sales-based incentive payments, which were $1.4 million higher in 2002 and performance-based incentive accruals, which were up $1.1 million from a year ago. Net occupancy increased $1.2 million, substantially all of which is attributed to the ONB acquisition. Amortization of Intangibles decreased $1.2 million from the third quarter of 2001 due to the adoption of FAS 142.

The return on average equity was 15.36% for the third quarter of 2002, compared with 16.52% in the same quarter of 2001 and 15.95% in the second quarter of 2002. The return on average assets for the third quarter of 2002 was 1.32%, down from 1.38% for the second quarter and down from 1.49% for the third quarter of 2001. The decline in ROA from the third quarter of last year was primarily due to higher levels of average earning assets caused by the acquisition of ONB, growth in deposits, and the issuance of the TPS.

Kirk W. Walters, Executive Vice President and Chief Financial Officer of Chittenden Corporation, will host a conference call to discuss these earnings results at 10:30 a.m. Eastern Time on October 17, 2002. Interested parties may access the conference call by calling 877-691-0878 or 973-582-2762 in the New York City area. Participants are asked to call in a few minutes prior to the call in order to register for the event. Internet access to the call is also available (listen only) by going to the Investor Resources section of the Company’s website at http://www.chittendencorp.com. A replay of the call will be available through October 24, 2002, by calling 877-519-4471 or 973-341-3080 in the New York City area (pin number is 3362888 for both telephone numbers) or by going to the chittendencorp.com website.

The Company may answer one or more questions concerning business and financial developments and trends and other business and financial matters affecting the Company, some of the responses to which may contain information that has not previously been disclosed.

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Chittenden Corporation 2 Burlington Square P.O. Box 820 Burlington, Vermont 05402-0820 802-658-4000 Kirk W. Walters (802) 660-1561

For Immediate Release

Chittenden is a bank holding company with total assets of $5.0 billion at September, 30 2002. Its subsidiary banks are Chittenden Bank, The Bank of Western Massachusetts, Flagship Bank and Trust Company, Maine Bank & Trust Company and Ocean National Bank. Chittenden Bank also operates under the name Mortgage Service Center, and it owns Chittenden Insurance Group, and Chittenden Securities, Inc. The Company offers a broad range of financial products and services, including deposit accounts and services; consumer, commercial, and public sector loans; insurance; brokerage; and investment and trust services to individuals, businesses, and the public sector. To find out more about Chittenden and its products, visit our web site at www.chittenden.com.

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CHITTENDEN CORPORATION

SELECTED FINANCIAL DATA

(Unaudited)

(In Thousands, except for ratios, shares and per share amounts)

Period End Balance Sheet Data	9/30/02			6/30/02			12/31/01			9/30/01
Cash and Cash Equivalents	$	300,184		$	195,884		$	308,023		$	278,006
Securities Available For Sale		1,424,513			1,232,549			826,495			647,490
FHLB Stock		14,967			14,967			13,613			13,613
Loans Held For Sale		62,055			27,556			50,208			33,220
Loans:
Commercial		567,939			583,557			559,752			632,553
Municipal		97,912			44,107			85,479			108,491
Real Estate:
Residential		895,472			914,141			855,561			962,420
Commercial		1,067,702			1,043,889			903,819			799,999
Construction		81,232			78,995			79,801			66,053
Total Real Estate		2,044,406			2,037,025			1,839,181			1,828,472
Consumer		293,248			301,634			353,765			384,865
Total Loans		3,003,505			2,966,323			2,838,177			2,954,381
Less: Allowance for Loan Losses		(48,187	)		(48,994	)		(45,268	)		(45,261	)
Net Loans		2,955,318			2,917,329			2,792,909			2,909,120
Other Real Estate Owned		—			230			703			298
Goodwill		58,249			58,249			29,341			30,017
Other Assets		150,497			148,808			132,422			123,527
Total Assets	$	4,965,783		$	4,595,572		$	4,153,714		$	4,035,291
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Deposits:
Demand	$	681,595		$	627,498		$	620,828		$	575,821
Savings		397,545			393,025			346,974			387,346
NOW and Money Market Accounts		2,162,630			1,922,452			1,870,835			1,757,253
Certificates of Deposit less than $100,000		691,873			682,636			634,992			634,815
Certificates of Deposit $100,000 and Over		237,948			198,607			196,217			206,401
Total Deposits		4,171,591			3,824,218			3,669,846			3,561,636
Borrowings		178,189			177,729			44,409			45,415
Company Obligated, Mandatorily Redeemable Securities Of Subsidiary Trust		125,000			125,000			—			—
Accrued Expenses and Other Liabilities		76,651			69,298			68,805			62,792
Total Liabilities		4,551,431			4,196,245			3,783,060			3,669,843
Total Stockholders’ Equity		414,352			399,327			370,654			365,448
Total Liabilities and Stockholders’ Equity	$	4,965,783		$	4,595,572		$	4,153,714		$	4,035,291
Book Value per Common Share	$	12.97		$	12.39		$	11.56		$	11.41
Common Shares Outstanding		31,940,640			32,235,058			32,070,446			32,025,220
Credit Quality Data
Nonperforming Assets (including OREO)	$	16,415		$	10,872		$	13,077		$	14,958
90 days past due and still accruing		3,213			2,477			4,583			3,400
Total	$	19,628		$	13,349		$	17,660		$	18,358
Nonperforming Assets to Loans Plus OREO		0.54	%		0.36	%		0.46	%		0.50	%
Allowance to Loans		1.57	%		1.64	%		1.59	%		1.53	%
Allowance to Nonperforming Loans (excluding OREO)		293.56	%		460.38	%		365.83	%		308.74	%
QTD Average Balance Sheet Data
Loans, Net	$	2,988,405		$	2,997,613		$	2,854,543		$	2,951,718
Earning Assets		4,443,815			4,163,108			3,855,444			3,700,113
Total Assets		4,727,637			4,436,263			4,091,763			3,937,682
Deposits		3,951,162			3,851,574			3,610,085			3,482,122
Stockholders’ Equity		405,783			385,039			370,032			355,764

CHITTENDEN CORPORATION

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(In Thousands, except for ratios, shares and per share amounts)

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2002			2001			2002			2001
Interest Income:
Interest on Loans	$	48,734		$	56,507		$	146,717		$	172,570
Interest on Investments		18,133			10,313			46,494			30,275
Total Interest Income		66,867			66,820			193,211			202,845
Interest Expense:
Deposits		14,472			22,548			45,819			73,948
Borrowings		2,734			694			4,881			2,460
Total Interest Expense		17,206			23,242			50,700			76,408
Net Interest Income		49,661			43,578			142,511			126,437
Provision for Loan Losses		2,315			2,025			6,081			6,016
Net Interest Income after Provision for Loan Losses		47,346			41,553			136,430			120,421
Noninterest Income:
Investment Management Income		3,865			4,334			11,750			11,559
Service Charges on Deposit Accounts		4,067			3,570			11,919			10,624
Gains on Sales of Loans, Net		2,086			1,916			6,702			8,801
Merchant Services & Credit Card Income, Net		1,026			927			2,715			3,041
Insurance Commissions, Net		1,185			966			3,005			2,694
Other		1,547			4,221			9,408			11,372
Total Noninterest Income		13,776			15,934			45,499			48,091
Noninterest Expense:
Salaries and Employee Benefits		22,128			19,447			65,411			55,683
Net Occupancy Expense		4,766			4,308			14,546			13,303
Other Real Estate Owned, Net		(115	)		21			(276	)		68
Amortization of Intangibles		348			855			931			2,108
Other		9,919			10,115			31,077			29,872
Total Noninterest Expense		37,046			34,746			111,689			101,034
Income Before Income Taxes		24,076			22,741			70,240			67,478
Income Tax Expense		8,364			7,930			24,391			23,829
Net Income	$	15,712		$	14,811		$	45,849		$	43,649
Weighted Average Common Shares Outstanding		32,132,628			32,047,482			32,161,815			32,205,456
Weighted Average Common and Common Equivalent Shares Outstanding		32,539,499			32,442,906			32,586,721			32,576,768
Earnings Per Share, Basic	$	0.49		$	0.46		$	1.43		$	1.36
Earnings Per Share, Diluted	$	0.48			0.46			1.41			1.34
Dividends Per Share	$	0.20			0.19			0.59			0.57
Return on Average Equity		15.36	%		16.52	%		15.78	%		16.77	%
Return on Average Assets		1.32	%		1.49	%		1.38	%		1.54	%
Net Yield on Earning Assets		4.49	%		4.76	%		4.59	%		4.79	%

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CHITTENDEN CORPORATION

CONSOLIDATED BALANCE SHEETS (Unaudited)

($ in thousands)

	9/30/00			12/31/00			3/31/01			6/30/01			9/30/01			12/31/01			3/31/02			6/30/02			9/30/02
ASSETS
Cash and Cash Equivalents	$	135,361		$	178,621		$	192,047		$	228,073		$	278,006		$	308,023		$	222,372		$	195,884		$	300,184
Securities Available For Sale		587,687			597,592			559,918			584,638			661,103			840,108			937,381			1,247,516			1,439,480
Loans Held For Sale		6,893			44,950			25,422			34,327			33,220			50,208			38,432		$	27,556		$	62,055
Loans:
Commercial		495,178			515,926			535,518			632,768			632,768			559,752			566,746			583,557			567,939
Municipal		94,670			83,566			93,848			62,535			108,491			85,479			88,134			44,107			97,912
Real Estate:
Residential		1,047,749			1,024,174			987,142			997,019			962,420			855,561			926,463			914,141			895,472
Commercial		722,601			723,339			703,336			785,223			799,999			903,819			1,022,858			1,043,889			1,067,702
Construction		53,742			57,701			52,814			52,772			66,053			79,801			91,325			78,995			81,232
Total Real Estate		1,824,092			1,805,214			1,743,292			1,835,014			1,828,472			1,839,181			2,040,646			2,037,025			2,044,406
Consumer		515,013			451,392			429,588			405,185			384,865			353,765			324,292			301,634			293,248
Total Loans		2,928,953			2,856,098			2,802,246			2,935,502			2,954,596			2,838,177			3,019,818			2,966,323			3,003,505
Less: Allowance for Loan Losses		(39,945	)		(40,255	)		(39,546	)		(44,541	)		(45,261	)		(45,268	)		(49,384	)		(48,994	)		(48,187	)
Net Loans		2,889,008			2,815,843			2,762,700			2,890,961			2,909,120			2,792,909			2,970,434			2,917,329			2,955,318
Other Real Estate Owned		430			513			328			625			298			703			351			230			—
Goodwill		16,234			15,721			10,666			30,693			30,017			29,341			58,249			58,249			58,249
Other Assets		114,492			116,621			121,616			128,712			123,527			132,422			138,590			148,808			150,497
Total Assets	$	3,750,105		$	3,769,861		$	3,672,697		$	3,898,029		$	4,035,291		$	4,153,714		$	4,365,809			4,595,572			4,965,783
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Deposits:
Demand	$	511,599		$	530,975		$	481,119		$	567,788		$	575,821		$	620,828		$	597,680		$	627,498		$	681,595
Savings		375,500			302,122			304,131			338,093			343,722			346,974			389,504			393,025			397,545
NOW and Money Market Accounts		1,506,373			1,632,105			1,597,920			1,706,291			1,800,877			1,870,835			1,993,050			1,922,452			2,162,630
Certificates of Deposit less than $ 100,000		612,300			615,336			617,988			644,701			634,815			634,992			674,653			682,636			691,873
Certificates of Deposit $100,000 and over		208,803			211,869			222,097			195,832			206,401			196,217			229,536			198,607			237,948
Total Deposits		3,214,575			3,292,407			3,223,255			3,452,705			3,561,636			3,669,846			3,884,424			3,824,218			4,171,591
Borrowings		162,386			93,757			45,425			45,422			45,415			44,409			45,182			177,729			178,189
Company Obligated, Manditorily Redeemable Securities of Subsidiary Trust		—			—			—			—			—			—			—			125,000			125,000
Accrued Expenses and Other Liabilities		36,262			41,631			58,641			50,969			62,792			68,805			61,832			69,298			76,651
Total Liabilities		3,413,223			3,427,795			3,327,321			3,549,096			3,669,843			3,783,060			3,991,437			4,196,245			4,551,431
Total Stockholders’ EquityD		336,882			342,066			345,376			348,933			365,448			370,654			374,372			399,327			414,352
Total Liabilities and Stockholders’ Equity	$	3,750,105		$	3,769,861		$	3,672,697		$	3,898,029		$	4,035,291		$	4,153,714		$	4,365,809		$	4,595,572		$	4,965,783

CHITTENDEN CORPORATION

Consolidated Statements of Income (Unaudited)

($ in thousands)

	QTR		QTR		QTR		QTR		QTR		QTR		QTR			QTR		QTR
	9/30/00		12/31/00		3/31/01		6/30/01		9/30/01		12/31/01		3/31/02			6/30/02		9/30/02
Interest Income:
Interest on Loans	$	62,962	$	62,337	$	58,108	$	57,955	$	56,507	$	51,091	$	48,327		$	49,656	$	48,734
Interest on Investments		10,240		9,976		10,031		9,931		10,313		12,561		12,913			15,448		18,133
Total Interest Income		73,202		72,313		68,139		67,886		66,820		63,652		61,240			65,104		66,867
Interest Expense:
Deposits		27,792		28,939		26,970		24,430		22,548		19,097		16,063			15,283		14,472
Borrowings		3,797		2,090		993		772		694		688		663			1,484		2,734
Total Interest Expense		31,589		31,029		27,963		25,202		23,242		19,785		16,726			16,767		17,206
Net Interest Income		41,613		41,284		40,176		42,684		43,578		43,867		44,513			48,336		49,661
Provision for Loan Losses		2,175		2,175		1,950		2,041		2,025		2,025		2,075			1,691		2,315
Net Interest Income after Provision for Loan Losses		39,438		39,109		38,226		40,643		41,553		41,842		42,438			46,646		47,346
Noninterest Income:
Investment Management Income		3,482		3,467		3,376		3,849		4,334		4,163		3,972			3,913		3,865
Service Charges on Deposit Accounts		3,335		3,485		3,349		3,705		3,570		3,670		3,754			4,098		4,067
Gains on Sales of Loans, Net		903		833		4,940		1,945		1,916		2,406		2,755			1,860		2,086
Credit Card Income, Net		1,440		1,364		1,000		1,114		927		923		792			897		1,026
Insurance Commissions, Net		774		651		894		834		966		697		937			882		1,185
Other		3,646		3,158		3,407		3,743		4,221		3,784		3,950			3,913		1,547
Total Noninterest Income		13,580		12,958		16,966		15,190		15,934		15,643		16,160			15,563		13,776
Noninterest Expense:
Salaries and Employee Benefits		16,259		16,059		17,785		18,452		19,447		19,167		20,832			22,450		22,128
Net Occupancy Expense		3,862		3,849		4,735		4,260		4,308		4,441		4,921			4,859		4,766
Other Real Estate Owned, Net		54		67		39		8		21		18		(168	)		7		(115	)
Amortization of Intangibles		521		520		512		741		855		855		2,235			348		348
Other		9,782		10,790		9,644		10,111		10,115		10,246		10,226			10,933		9,919
Total Noninterest Expense		30,478		31,285		32,715		33,572		34,746		34,727		38,046			38,597		37,046
Income Before Income Taxes		22,540		20,782		22,477		22,261		22,741		22,758		22,553			23,612		24,076
Income Tax Expense		7,792		5,905		7,965		7,935		7,930		7,906		7,730			8,297		8,364
Net Income	$	14,748	$	14,877	$	14,512	$	14,326	$	14,811	$	14,852	$	14,823		$	15,315	$	15,712

Chittenden Corporation

Average Balance Sheets

	For the Three Months Ended September 30, 2002						For the Three Months Ended September 30, 2001						For the Nine Months Ended September 30, 2002						For the Nine Months Ended September 30, 2001
	2002						2001						2002						2001
	Average Balance			Interest Income/ Expense (1)		Average Yield/ Rate (1)	Average Balance			Interest Income/ Expense (1)		Average Yield/ Rate (1)	Average Balance			Interest Income/ Expense (1)		Average Yield/ Rate (1)	Average Balance			Interest Income/ Expense (1)		Average Yield/ Rate (1)
	(in thousands)												(in thousands)
Assets
Interest-earning assets:
Loans:
Commercial	$	565,917		$	8,523	5.98%	$	628,791		$	12,050	7.60%	$	566,147		$	25,801	6.09%	$	594,683		$	36,584	8.22%
Municipals		98,325			906	3.69%		115,521			1,507	5.22%		89,563			2,856	4.25%		97,278			4,522	6.20%
Real estate:
Residential		945,779			15,332	6.47%		1,013,996			18,960	7.46%		937,326			46,941	6.68%		1,017,813			59,072	7.74%
Commercial		1,051,040			17,004	6.42%		789,725			15,544	7.81%		1,013,289			49,083	6.48%		742,878			45,922	8.26%
Construction		77,417			1,562	8.01%		56,777			1,160	8.11%		83,371			4,925	7.90%		50,542			3,109	8.22%
Total real estate		2,074,236			33,898	6.50%		1,860,498			35,664	7.63%		2,033,986			100,949	6.63%		1,811,233			108,103	7.97%
Consumer		299,155			5,728	7.60%		391,902			7,789	7.89%		315,584			18,125	7.68%		419,142			24,876	7.93%
Total loans		3,037,633			49,055	6.42%		2,996,712			57,010	7.56%		3,005,280			147,731	6.57%		2,922,336			174,085	7.96%
Investments:
Taxable		1,371,196			17,954	5.24%		648,057			9,788	6.04%		1,146,872			46,065	5.36%		613,817			29,026	6.31%
Tax-favored securities		16,582			136	3.25%		27,124			394	5.77%		17,112			434	3.39%		21,502			938	5.83%
Interest-bearing deposits in banks		225			2	3.02%		225			2	3.50%		225			6	3.27%		225			6	3.70%
Federal funds sold		18,179			81	1.77%		27,995			241	3.41%		9,286			119	1.72%		17,272			574	4.44%
Total interest-earning assets		4,443,815			67,228	6.02%		3,700,113			67,435	7.25%		4,178,776			194,355	6.21%		3,575,152			204,629	7.65%
Noninterest-earning assets		333,050						282,563						315,441						266,164
Allowance for loan losses		(49,228	)					(44,994	)					(48,538	)					(42,658	)
Total assets	$	4,727,637					$	3,937,682					$	4,445,679					$	3,798,658
Liabilities and stockholders’ equity
Interest-bearing liabilities:
Savings	$	396,322		$	1,089	1.09%	$	386,251		$	1,744	1.79%	$	383,378		$	3,321	1.16%	$	368,238		$	5,292	1.92%
NOW and Money Market Accounts		2,002,458			6,498	1.29%		1,671,411			10,524	2.50%		1,949,124			20,379	1.40%		1,594,080			36,273	3.04%
Certificates of Deposit less than $100,000		226,240			1,479	2.59%		213,526			2,451	4.55%		219,646			4,648	2.83%		213,180			8,167	5.12%
Certificates of Deposit $100,000 and over		688,467			5,406	3.12%		635,374			7,829	4.89%		670,957			17,470	3.48%		629,163			24,216	5.15%
Total interest-bearing deposits		3,313,487			14,472	1.73%		2,906,562			22,548	3.08%		3,223,105			45,818	1.90%		2,804,661			73,948	3.53%
Borrowings		170,896			1,570	3.65%		45,530			694	6.05%		98,749			3,196	4.33%		55,295			2,459	5.95%
Obligated Mandatorily Redeemable Capital Securities of Subsidiary Trust		128,890			1,164	3.58%		0			0	0.00%		61,808			1,685	3.64%		0			0	0.00%
Total interest-bearing liabilities		3,613,273			17,206	1.89%		2,952,092			23,242	3.12%		3,383,663			50,699	2.00%		2,859,956			76,407	3.57%
Noninterest-bearing liabilities:
Demand deposits		637,675						575,560						611,605						535,254
Other liabilities		70,906						54,266						61,982						55,434
Total liabilities		4,321,854						3,581,918						4,057,249						3,450,644
Stockholders’ equity		405,783						355,764						388,429						348,014
Total liabilities and stockholders’ equity	$	4,727,637					$	3,937,682					$	4,445,679					$	3,798,658
Net interest income				$	50,022					$	44,193					$	143,656					$	128,222
Interest rate spread (2)						4.13%						4.13%						4.21%						4.08%
Net yield on earning assets (3)						4.49%						4.76%						4.59%						4.79%

(1) On a fully taxable equivalent basis. Calculated using a Federal income tax rate of 35%. Loan income includes fees.

(2) Interest rate spread is the average rate earned on total interest-earning assets less the average rate paid on interest-bearing liabilities.

(3) Net yield on earning assets is net interest income divided by total interest-earning assets.

CHITTENDEN CORPORATION

Selected Financial Data (Unaudited) *	QTD			QTD			QTD			QTD			QTD			QTD			QTD			QTD			QTD
($ in thousands, except share and per share data)	9/30/2000			12/31/2000			3/31/2001			6/30/2001			9/30/2001			12/31/2001			3/31/2002			6/30/2002			9/30/2002
Book Value per Common Share	$	10.22		$	10.49		$	10.73		$	10.88		$	11.41		$	11.56		$	11.63		$	12.39		$	12.97
Tangible Book Value Per Share		9.73			10.00			20.26			9.79			10.34			10.52			9.50			10.27			10.84
Common Shares Outstanding		32,971,239			32,621,355			32,178,013			32,061,910			32,025,220			32,070,446			32,180,488			32,235,058			31,940,640
CREDIT QUALITY
Nonperforming Assets (including OREO)		10,212			11,889			11,888			13,314			14,958			13,077			14,070			10,872			16,415
90 Days past due and still accruing		4,133			4,595			4,318			3,082			3,400			4,583			3,430			2,477			3,213
Total		14,345			16,484			16,206			16,396			18,358			17,660			17,500			13,349			19,628
Nonperforming Assets to Loans Plus OREO		0.35	%		0.42	%		0.42	%		0.45	%		0.50	%		0.46	%		0.46	%		0.36	%		0.54	%
Allowance to Loans		1.36	%		1.41	%		1.41	%		1.52	%		1.53	%		1.59	%		1.61	%		1.64	%		1.57	%
Allowance to Nonperforming Loans (excluding OREO)		408.39	%		353.86	%		342.09	%		351.02	%		308.74	%		365.83	%		359.97	%		460.38	%		293.56	%
Net Charge-off Ratio		0.07	%		0.07	%		0.09	%		0.04	%		0.04	%		0.07	%		0.03	%		0.07	%		0.10	%
QTR Average Balance Sheet Data
Loans, Net		2,904,900			2,879,986			2,791,707			2,891,964			2,951,718			2,854,543			2,883,072			2,997,613			2,988,405
Earning Assets		3,578,436			3,543,882			3,453,851			3,567,430			3,700,113			3,855,444			3,923,707			4,163,108			4,443,815
Total Assets		3,804,885			3,751,586			3,658,274			3,796,249			3,937,682			4,091,763			4,172,820			4,436,263			4,727,637
Deposits		3,212,766			3,256,504			3,193,635			3,341,300			3,482,122			3,610,085			3,691,793			3,851,574			3,951,162
Stockholders’ Equity		332,601			338,316			343,077			345,566			355,764			370,032			374,148			385,039			405,783
Earnings Per Share, Basic		0.44			0.45			0.45			0.45			0.46			0.46			0.46			0.48			0.49
Earnings Per Share, Diluted		0.44			0.45			0.44			0.44			0.46			0.46			0.46			0.47			0.48
Dividends Per Share		0.19			0.19			0.19			0.19			0.19			0.19			0.19			0.20			0.20
Weighted Average Common Shares Outstanding		33,151,103			32,789,048			32,448,558			32,123,233			32,047,482			32,039,223			32,134,266			32,218,570			32,132,628
Weighted Average     Common and     Common Equivalent     Shares Outstanding		33,456,271			33,041,273			32,795,994			32,490,203			32,442,906			32,420,335			32,537,191			32,684,149			32,539,799
Return on Average Equity		17.64	%		17.49	%		17.15	%		16.63	%		16.52	%		15.92	%		16.07	%		15.95	%		15.36	%
Return on Average Assets		1.54	%		1.58	%		1.61	%		1.51	%		1.49	%		1.44	%		1.44	%		1.38	%		1.32	%
Net Yield on Earning Assets		4.67	%		4.70	%		4.78	%		4.87	%		4.76	%		4.59	%		4.61	%		4.69	%		4.49	%
Tier 1 Capital Ratio		10.83	%		10.82	%		11.12	%		9.88	%		9.94	%		10.32	%		9.15	%		11.84	%		11.38	%
Total Capital Ratio		12.09	%		12.08	%		12.38	%		11.13	%		11.19	%		11.57	%		10.40	%		13.85	%		13.25	%
Leverage Ratio		8.18	%		8.65	%		8.97	%		8.13	%		8.05	%		7.99	%		7.28	%		9.35	%		8.85	%