<PAGE>


                                     FORM OF
                    INCENTIVE STOCK OPTION AWARD CERTIFICATE
           FOR THE CENTRAL BANCORP, INC. 2006 LONG-TERM INCENTIVE PLAN

This Award Certificate is provided to ________________ (the "Participant") by
Central Bancorp, Inc. (the "Company") as of [DATE], the date the Company granted
the Participant the right and option to purchase shares of the Company's Common
Stock ("Shares") pursuant to the Central Bancorp, Inc. 2006 Long-Term Incentive
Plan (the "2006 Plan"), subject to the terms and conditions of the 2006 Plan and
this Award Certificate:

         1.   OPTION GRANT:             You have been granted an INCENTIVE STOCK
                                        OPTION (referred to in this Award
                                        Certificate as your "Option").
         2.   NUMBER OF SHARES
              SUBJECT TO YOUR OPTION:   _______ Shares (subject to adjustment as
                                        may be necessary pursuant to Article 11
                                        of the 2006 Plan).

         3.   GRANT DATE:               [DATE]

         4.   EXERCISE PRICE:           You may purchase Shares covered by your
                                        Option at an exercise price of [$______]
                                        PER SHARE.

         Unless sooner vested in accordance with Section 2 of the Terms and
Conditions of this Award Certificate (attached hereto) or otherwise in the
discretion of the Committee administering the 2006 Plan (the "Committee"), your
Option will vest (become exercisable) according to the following schedule:
<TABLE>
<CAPTION>
      Continuous Status
      as a Participant               Percentage of            Number of Shares
      after Grant Date               Shares Vested         Available for Exercise       Vesting Date
      ----------------               -------------         ----------------------       ------------
      <S>                                <C>                    <C>                      <C>
      Less than 1 year                     0%                    ------                   ------
           1 year                         20%                   [     ]                  [     ]
           2 years                        40%                   [     ]                  [     ]
           3 years                        60%                   [     ]                  [     ]
           4 years                        80%                   [     ]                  [     ]
           5 years                       100%                   [     ]                  [     ]
</TABLE>

         IN WITNESS WHEREOF, Central Bancorp, Inc., acting by and through the
Committee and its designated officers, has caused this Award Certificate to be
executed as of the date set forth below.

                                               CENTRAL BANCORP, INC.


Accepted by Participant:                       By:
                                                  ------------------------------
                                                  On behalf of the Committee


-------------------------------
[Participant's Name]


-------------------------------
Date


<PAGE>


                              TERMS AND CONDITIONS

1.       GRANT OF OPTION. The Grant Date, Exercise Price and number of Shares
         subject to your Option are stated on page 1 of this Award Certificate.
         Capitalized terms used herein and not otherwise defined have the same
         meanings assigned to those terms in the 2006 Plan. The Company intends
         this grant to qualify as an Incentive Stock Option under Section 422 of
         the Internal Revenue Code of 1986, as amended (the "Code").

2.       VESTING OF OPTIONS. Your Option will vest (become exercisable) in
         accordance with the schedule shown on page 1 of this Award Certificate.
         Notwithstanding the vesting schedule on page 1, the Option will also
         vest and become exercisable:

         (a)      Upon your death or Disability during your Continuous Status as
                  a Participant or upon your Retirement; or

         (b)      Upon a Change in Control.

3.       TERM OF OPTIONS AND LIMITATIONS ON RIGHT TO EXERCISE. The term of the
         Options will be for a period of ten (10) years, expiring at 5:00 p.m.,
         Eastern Time, on the tenth anniversary of the Grant Date (the
         "Expiration Date"). To the extent not previously exercised, the vested
         Options will lapse prior to the Expiration Date upon the earliest to
         occur of the following circumstances:

         (a)      Three (3) months after the termination of your Continuous
                  Status as a Participant for any reason other than by reason of
                  your death, Disability or Retirement.

         (b)      Twelve (12) months after termination of your Continuous Status
                  as a Participant due to Disability.

         (c)      Twelve (12) months after the date of your death, if you die
                  while employed, or during the three-month period described in
                  subsection (a) above or during the twelve-month period
                  described in subsection (b) above and before the Options
                  otherwise lapse. Upon your death, the Options may be exercised
                  by your beneficiary as designated pursuant to the terms of the
                  2006 Plan.

         (d)      At the end of the remaining original term of the Option if
                  your employment is involuntarily or constructively terminated
                  within twelve (12) months of a Change in Control. Options
                  exercised more than three (3) months after your termination of
                  employment will be treated as Non-Statutory Stock Options for
                  tax purposes.

         (e)      Twenty-four (24) months following your Retirement date.
                  Options exercised more than three (3) months after your
                  Retirement will be treated as Non-Statutory Stock Options for
                  tax purposes.

         The Committee may, prior to the lapse of the Options under the
         circumstances described in paragraphs (a), (b), (c), (d) or (e) above,
         extend the time to exercise the Options as determined by the Committee
         in writing. If you return to employment with the Company during the
         designated post-termination exercise period, you will be restored to
         the status you held prior to your termination but no vesting credit
         will be earned for any period when you were not in Continuous Status as
         a Participant. If you or your beneficiary exercises an Option after
         your termination of employment, the Options may be exercised only with
         respect to the Shares that were otherwise vested on your termination
         date.

<PAGE>

4.       EXERCISE OF OPTION. You may exercise your Option by providing:

         (a)      a written notice of intent to exercise to [_____________] at
                  the address and in the form specified by the Company from time
                  to time; and

         (b)      payment to the Company in full for the Shares subject to such
                  exercise (unless the exercise is a cashless exercise). Payment
                  for the Shares can be made in cash, Company common stock
                  ("stock swap"), a combination of cash and Company common stock
                  or a "cashless exercise" (if permitted by the Committee).

5.       BENEFICIARY DESIGNATION. You may, in the manner determined by the
         Committee, designate a beneficiary to exercise your rights under the
         2006 Plan and to receive any distribution with respect to the Options
         upon your death. A beneficiary, legal guardian, legal representative,
         or other person claiming any rights hereunder is subject to all terms
         and conditions of this Award Certificate and the 2006 Plan, and to any
         additional restrictions deemed necessary or appropriate by the
         Committee. If you have not designated a beneficiary or none survives
         you, the legal representative of your estate may exercise the Options,
         and payment will be made to your estate. Subject to the foregoing, you
         may change or revoke your beneficiary designation at any time,
         provided you file the change or revocation with the Company.

6.       TAXATION/WITHHOLDING.

         (a)    EXERCISE OF INCENTIVE
                STOCK OPTION:
                                            Under this Award Certificate, there
                                            are no regular federal or state
                                            income or employment tax liabilities
                                            upon the exercise of an Incentive
                                            Stock Option (SEE INCENTIVE STOCK
                                            OPTION HOLDING PERIOD), although the
                                            excess, if any, of the Fair Market
                                            Value of the Shares on the date of
                                            exercise over the Option Price will
                                            be treated as income for alternative
                                            minimum tax ("AMT") purposes and may
                                            subject you to AMT in the year of
                                            exercise. [PLEASE CHECK WITH YOUR
                                            TAX ADVISOR.]

         (b)    DISQUALIFYING DISPOSITION:

                                            In the event of a DISQUALIFYING
                                            DISPOSITION (described below), you
                                            may be required to pay the Company
                                            or its Affiliates (based on the
                                            federal and state regulations in
                                            place at the time of exercise) an
                                            amount sufficient to satisfy all
                                            federal, state and local tax
                                            withholding.

         (c)    INCENTIVE STOCK OPTION
                HOLDING PERIOD:
                                            In order to receive Incentive Stock
                                            Option tax treatment under Section
                                            422 of the Code, you may not dispose
                                            of Shares acquired under an
                                            Incentive Stock Option (i) for two
                                            (2) years from the date of grant and
                                            (ii) for one (1) year after the date
                                            you exercise your Incentive Stock
                                            Option. YOU MUST NOTIFY THE COMPANY
                                            WITHIN TEN (10) DAYS OF AN EARLY
                                            DISPOSITION OF SHARES (I.E., A
                                            "DISQUALIFYING DISPOSITION").


<PAGE>

7.       LIMITATION OF RIGHTS. The Options do not give you or your beneficiary
         designated pursuant to Paragraph 5 any rights of a shareholder of the
         Company unless and until Shares are in fact issued in connection with
         the exercise of the Options. Nothing in this Award Certificate will
         interfere with or limit in any way the right of the Company or any
         Affiliate to terminate your employment at any time, nor give you any
         right to continue in the employ of the Company or any Affiliate.

8.       STOCK RESERVE. The Company will at all times during the term of this
         Award Certificate reserve and keep available a sufficient number of
         Shares to satisfy the requirements of this Award Certificate.

9.       RESTRICTIONS ON TRANSFER AND PLEDGE. You may not pledge, encumber, or
         hypothecate any of your rights or interests pursuant to this Award
         Certificate to or in favor of any party other than the Company or an
         Affiliate, nor may your rights or interests be subject to any lien,
         obligation, or liability to any party other than the Company or an
         Affiliate. You may not assign or transfer your Options, other than by
         will or the laws of descent and distribution or pursuant to a domestic
         relations order that would satisfy Section 414(p)(1)(A) of the Code, if
         such Section applied to an Option under the 2006 Plan; provided,
         however, that the Committee may (but need not) permit other transfers.
         Only you and any permitted transferee may exercise the Options during
         your lifetime.

10.      PLAN CONTROLS. The terms contained in the 2006 Plan are incorporated
         into and made a part of this Award Certificate and this Award
         Certificate will be governed by and construed in accordance with the
         2006 Plan. In the event of any actual or alleged conflict between the
         provisions of the 2006 Plan and the provisions of this Award
         Certificate, the provisions of the 2006 Plan will control.

11.      SUCCESSORS. This Award Certificate will be binding upon any successor
         of the Company, in accordance with the terms of this Award Certificate
         and the 2006 Plan.

12.      SEVERABILITY. If any one or more of the provisions contained in this
         Award Certificate is invalid, illegal or unenforceable, the other
         provisions of this Award Certificate will be construed and enforced as
         if the invalid, illegal or unenforceable provision had never been
         included.

13.      NOTICE. Notices and communications under this Award Certificate must be
         in writing and either personally delivered or sent by registered or
         certified United States mail, return receipt requested, postage
         prepaid. Notices to the Company must be addressed to:

                           Central Bancorp, Inc.
                           399 Highland Avenue
                           Somerville, MA 02144
                           Attn:   [NAME]

         or any other address designated by the Company in a written notice to
         you. Notices from the Company to you will be directed to your home
         address as then currently on file with the Company, or at any other
         address you provide in a written notice to the Company.


<PAGE>

                                     FORM OF
                  NON-STATUTORY STOCK OPTION AWARD CERTIFICATE
           FOR THE CENTRAL BANCORP, INC. 2006 LONG-TERM INCENTIVE PLAN

This Award Certificate is provided to ________________ (the "Participant") by
Central Bancorp, Inc. (the "Company") as of [DATE], the date the Company granted
the Participant the right and option to purchase Shares pursuant to the Central
Bancorp, Inc. 2006 Long-Term Incentive Plan (the "2006 Plan"), subject to the
terms and conditions of the 2006 Plan and this Award Certificate:

         1.   OPTION GRANT:              You have been granted a NON-STATUTORY
                                         STOCK OPTION (referred to in this Award
                                         Certificate as your "Option"). Your
                                         Option is NOT intended to qualify as an
                                         "incentive stock option" under Section
                                         422 of the Internal Revenue Code of
                                         1986, as amended (the "Code").
         2.   NUMBER OF SHARES
              SUBJECT TO YOUR OPTION:    ________ Shares (subject to adjustment
                                         as may be necessary pursuant to Article
                                         11 of the 2006 Plan).

         3.   GRANT DATE:                [DATE]

         4.   EXERCISE PRICE:            You may purchase Shares covered by your
                                         Option at an exercise price of
                                         [$______] PER SHARE.

Unless sooner vested in accordance with Section 2 of the attached Terms and
Conditions of this Award Certificate or otherwise in the discretion of the
Committee administering the 2006 Plan (the "Committee"), the Options will vest
(become exercisable) according to the following schedule:
<TABLE>
<CAPTION>
      Continuous Status
      as a Participant               Percentage of             Number of Shares
      after Grant Date               Shares Vested          Available for Exercise        Vesting Date
      ----------------               -------------          ----------------------        ------------
      <S>                                <C>                    <C>                      <C>
      Less than 1 year                     0%                    ------                   ------
           1 year                         20%                   [     ]                  [     ]
           2 years                        40%                   [     ]                  [     ]
           3 years                        60%                   [     ]                  [     ]
           4 years                        80%                   [     ]                  [     ]
           5 years                       100%                   [     ]                  [     ]
</TABLE>

          IN WITNESS WHEREOF, Central Bancorp, Inc., acting by and through the
Committee and its designated officers, has caused this Award Certificate to be
executed as of the date set forth below.

                                               CENTRAL BANCORP, INC.


Accepted by Participant:                       By:
                                                  ------------------------------
                                                  On behalf of the Committee


-------------------------------
[Participant's Name]


-------------------------------
Date


<PAGE>


                              TERMS AND CONDITIONS

1.       GRANT OF OPTION. The Grant Date, Exercise Price and number of Shares
         subject to your Option are stated on page 1 of this Award Certificate.
         Capitalized terms used herein and not otherwise defined will have the
         same meanings assigned to those terms in the 2006 Plan.

2.       VESTING OF OPTIONS. Your Option will vest (become exercisable) in
         accordance with the schedule shown on page 1 of this Award Certificate.
         Notwithstanding the vesting schedule on page 1, the Option will also
         vest and become exercisable:

         (a)      Upon your death or Disability during your Continuous Status as
                  a Participant or upon your Retirement; or

         (b)      Upon a Change in Control.

3.       TERM OF OPTIONS AND LIMITATIONS ON RIGHT TO EXERCISE. The term of the
         Options will be for a period of ten (10) years, expiring at 5:00 p.m.,
         Eastern Time, on the tenth anniversary of the Grant Date (the
         "Expiration Date"). To the extent not previously exercised, the vested
         Options will lapse prior to the Expiration Date upon the earliest to
         occur of the following circumstances:

         (a)      Three (3) months after the termination of your Continuous
                  Status as a Participant for any reason other than by reason of
                  your death, Disability or Retirement.

         (b)      Twelve (12) months after termination of your Continuous Status
                  as a Participant due to Disability.

         (c)     Twelve (12) months after the date of your death, if you die
                 while employed or in service, or during the three-month period
                 described in subsection (a) above or during the twelve-month
                 period described in subsection (b) above and before the Options
                 otherwise lapse. Upon your death, the Options may be exercised
                 by your beneficiary as designated pursuant to the 2006 Plan.

         (d)      At the end of the remaining original term of the Option, if
                  your employment is involuntarily or constructively terminated
                  within twelve (12) months of a Change in Control.

         (e)      Twenty-four (24) months following your Retirement date.

         The Committee may, prior to the lapse of the Options under the
         circumstances described in paragraphs (a), (b), (c), (d) or (e) above,
         extend the time to exercise the Options as determined by the Committee
         in writing and subject to federal regulations. If you return to
         employment or service with the Company during the designated
         post-termination exercise period, you will be restored to the status
         you held prior to your termination, but no vesting credit will be
         earned for any period when you were not in Continuous Status as a
         Participant. If you or your beneficiary exercises an Option after your
         termination of employment or service, the Options may be exercised only
         with respect to the Shares that were otherwise vested on your
         termination of service.

4.       EXERCISE OF OPTION. You may exercise your Option by providing:

         (a)      a written notice of intent to exercise to [__________________]
                  at the address and in the form specified by the Company from
                  time to time; and

<PAGE>

         (b)      payment to the Company in full for the Shares subject to the
                  exercise (unless the exercise is a cashless exercise). Payment
                  for such Shares can be made in cash, Company common stock
                  ("stock swap"), a combination of cash and Company common stock
                  or by means of a "cashless exercise" (if permitted by the
                  Committee).

5.       BENEFICIARY DESIGNATION. You may, in a manner determined by the
         Committee, designate a beneficiary to exercise your rights hereunder
         and to receive any distribution with respect to the Options upon your
         death. A beneficiary, legal guardian, legal representative, or other
         person claiming any rights hereunder is subject to all terms and
         conditions of this Award Certificate and the 2006 Plan, and to any
         additional restrictions deemed necessary or appropriate by the
         Committee. If you have not designated a beneficiary or none survives
         you, the legal representative of your estate may exercise the Options,
         and payment will be made to your estate. Subject to the foregoing, you
         may change or revoke a beneficiary designation at any time, provided
         the change or revocation is filed with the Company.

6.       WITHHOLDING. The Company or any Affiliate has the authority and the
         right to deduct or withhold, or require you to remit to the Company, an
         amount sufficient to satisfy federal, state, and local (if any)
         withholding taxes and employment taxes (i.e., FICA and FUTA). OUTSIDE
         DIRECTORS OF THE COMPANY ARE SELF-EMPLOYED AND ARE NOT SUBJECT TO TAX
         WITHHOLDING.

7.       LIMITATION OF RIGHTS. The Options do not give you or your beneficiary
         designated pursuant to Paragraph 5 any rights of a shareholder of the
         Company unless and until Shares are in fact issued in connection with
         the exercise of the Options. Nothing in this Award Certificate will
         interfere with or limit in any way the right of the Company or any
         Affiliate to terminate your employment or service at any time, nor give
         you any right to continue in the employment or service of the Company
         or any Affiliate.

8.       RESTRICTIONS ON TRANSFER AND PLEDGE. You may not pledge, encumber, or
         hypothecate your rights or interests pursuant to the 2006 Plan to or in
         favor of any party other than the Company or an Affiliate, nor may your
         rights or interests be subject to any lien, obligation, or liability to
         any party other than the Company or an Affiliate. You may not assign or
         transfer the Options other than by will or the laws of descent and
         distribution or pursuant to a domestic relations order that would
         satisfy Section 414(p)(1)(A) of the Code if such Section applied to an
         Option under the 2006 Plan; provided, however, that the Committee may
         (but need not) permit other requested transfers. Only you or a
         permitted transferee may exercise the Options during your lifetime.

9.       PLAN CONTROLS. The terms contained in the 2006 Plan are incorporated
         into and made a part of this Award Certificate and this Award
         Certificate will be governed by and construed in accordance with the
         2006 Plan. In the event of any actual or alleged conflict between the
         provisions of the 2006 Plan and the provisions of this Award
         Certificate, the provisions of the 2006 Plan will control.

10.      SUCCESSORS. This Award Certificate will be binding upon any successor
         of the Company, in accordance with the terms of this Award Certificate
         and the 2006 Plan.

11.      SEVERABILITY. If any one or more of the provisions contained in this
         Award Certificate is invalid, illegal or unenforceable, the other
         provisions of this Award Certificate will be construed and enforced as
         if the invalid, illegal or unenforceable provision had never been
         included.


<PAGE>


12.      NOTICE. Notices and communications under this Award Certificate must be
         in writing and either personally delivered or sent by registered or
         certified United States mail, return receipt requested, postage
         prepaid. Notices to the Company must be addressed to:

                           Central Bancorp, Inc.
                           399 Highland Avenue
                           Somerville, MA  02144
                           Attn:   [NAME]

         or any other address designated by the Company in a written notice to
         you. Notices from the Company to you will be directed to your home
         address as then currently on file with the Company, or at any other
         address that you provide in a written notice to the Company.

13.      STOCK RESERVE. The Company will at all times during the term of this
         Award Certificate reserve and keep available a sufficient number of
         Shares to satisfy the requirements of this Award Certificate.




<PAGE>



                                     FORM OF
                       RESTRICTED STOCK AWARD CERTIFICATE
           FOR THE CENTRAL BANCORP, INC. 2006 LONG-TERM INCENTIVE PLAN


This Award Certificate is provided to ________________ (the "Participant") by
Central Bancorp, Inc. (the "Company") as of [DATE], the date the Company awarded
the Participant a Restricted Stock Award pursuant to the Central Bancorp, Inc.
2006 Long-Term Incentive Plan (the "2006 Plan"), subject to the terms and
conditions of the 2006 Plan and this Award Certificate:

         1.       NUMBER OF SHARES SUBJECT
                  TO YOUR RESTRICTED STOCK AWARD:  ______ Shares (subject to
                                                   adjustment as may be
                                                   necessary pursuant to
                                                   Article 11 of the 2006 Plan).

         2.       GRANT DATE:                      [DATE]

Unless sooner vested in accordance with Section 3 of the attached Terms and
Conditions of this Award Certificate, or otherwise in the discretion of the
Committee administering the 2006 Plan (the "Committee"), the restrictions
imposed under Section 2 of the Terms and Conditions will expire in the following
percentages and on the following dates; provided that you remain employed by or
in service with the Company or its affiliates on those dates:
<TABLE>
<CAPTION>
     Continuous Status
      as a Participant               Percentage of                Number of
      after Grant Date               Shares Vested             Shares Vesting          Vesting Date
      ----------------               -------------             --------------          ------------
      <S>                                <C>                    <C>                      <C>
      Less than 1 year                     0%                    ------                   ------
           1 year                         20%                   [     ]                  [     ]
           2 years                        40%                   [     ]                  [     ]
           3 years                        60%                   [     ]                  [     ]
           4 years                        80%                   [     ]                  [     ]
           5 years                       100%                   [     ]                  [     ]
</TABLE>

         IN WITNESS WHEREOF, Central Bancorp, Inc., acting by and through the
Committee and its designated officers, has caused this Award Certificate to be
executed as of the date set forth below.

                                               CENTRAL BANCORP, INC.


Accepted by Participant:                       By:
                                                  ------------------------------
                                                  On behalf of the Committee


-------------------------------
[Participant's Name]


-------------------------------
Date


<PAGE>


                              TERMS AND CONDITIONS

1.       GRANT OF SHARES. The Grant Date and number of Shares underlying your
         Restricted Stock Award are stated on page 1 of this Award Certificate.
         Capitalized terms used herein and not otherwise defined shall have the
         same meanings assigned to those terms in the 2006 Plan.

2.       RESTRICTIONS. The unvested Shares underlying your Restricted Stock
         Award ("Restricted Shares") are subject to the following restrictions
         until they expire or terminate.

         (a)      You may not sell, transfer, exchange, assign, pledge,
                  hypothecate or otherwise encumber Restricted Shares.

         (b)      If your employment or service with the Company or any
                  Affiliate terminates for any reason other than as set forth in
                  paragraph (b) of Section 3 hereof, you will forfeit all of
                  your rights, title and interest in and to the Restricted
                  Shares as of your termination date, and the Restricted Shares
                  will revert to the Company under the terms of the 2006 Plan.

         (c)      Restricted Shares are subject to the vesting schedule set
                  forth on page 1 of this Award Certificate.

3.       EXPIRATION AND TERMINATION OF RESTRICTIONS. The restrictions imposed
         under Section 2 will expire on the earliest to occur of the following
         (the period prior to such expiration being referred to herein as the
         "Restricted Period"):

         (a)      In the percentages and on the respective dates specified on
                  page 1 of this Award Certificate, provided you are still
                  employed by or in service of the Company or an Affiliate; or

         (b)      Upon your termination of your employment due to death,
                  Disability or Retirement; or

         (c)      Upon a Change in Control.

4.       DELIVERY OF SHARES. As the Shares vest, (SEE VESTING SCHEDULE ON PAGE
         1), the Company will distribute the Shares (and accumulated dividends
         and earnings, if any) in accordance with your delivery instructions.

5.       VOTING AND DIVIDEND RIGHTS. As beneficial owner of the Shares, you have
         full voting and dividend rights with respect to the Shares during and
         after the Restricted Period. If you forfeit your rights under this
         Award Certificate in accordance with Section 2, you will no longer have
         any rights with respect to the Restricted Shares and you will no longer
         be entitled to receive dividends on or vote such Shares.

6.       CHANGES IN CAPITAL STRUCTURE. Upon the occurrence of a certain
         corporate events or transactions involving the Company (including,
         without limitation, any stock dividend, stock split, extraordinary cash
         dividend, recapitalization, reorganization, merger, consolidation,
         split-up, spin-off, combination or exchange of shares), the Committee
         may adjust your award in order to preserve its benefits or potential
         benefits. Without limiting the foregoing, in the event of a subdivision
         of the outstanding Stock (stock-split), a declaration of a dividend
         payable in Stock, or a combination or consolidation of the outstanding
         Stock into a lesser number of Shares, the Shares then subject to this
         Award Certificate will automatically be adjusted proportionately.


<PAGE>

7.       NO RIGHT OF CONTINUED EMPLOYMENT. Nothing in this Award Certificate
         will interfere with or limit in any way the right of the Company or any
         Affiliate to terminate your employment or service at any time, nor give
         you any right to continue in the employment or service of the Company
         or any Affiliate.

8.       PAYMENT OF TAXES.  You may make an election to be taxed upon your
         Restricted Stock Award under Section 83(b) of the Internal Revenue Code
         of 1986, as amended, (an "83(b) Election") within 30 days of the Grant
         Date. If you do not make an 83(b) Election, upon vesting of the
         Restricted Stock Award, the Committee may require as a condition of
         delivery that: (i) you remit an amount sufficient to satisfy any and
         all federal, state and local (if any) tax withholding requirements and
         employment taxes (I.E., FICA and FUTA), (ii) tax withholding come from
         compensation otherwise due to you or from Shares due to you under the
         2005 Plan, or (iii) withholding come from any combination of the
         foregoing. Any tax withholding shall comply with Rule 16b-3 of the
         Securities and Exchange Act of 1934 or any amendments or successive
         rules. OUTSIDE DIRECTORS OF THE COMPANY ARE SELF-EMPLOYED AND NOT
         SUBJECT TO TAX WITHHOLDING.

9.       PLAN CONTROLS. The terms of the 2006 Plan are incorporated into and
         made a part of this Award Certificate and this Award Certificate shall
         be governed by and construed in accordance with the 2006 Plan. In the
         event of any actual or alleged conflict between the provisions of the
         2006 Plan and the provisions of this Award Certificate, the provisions
         of the Plan shall control.

10.      SEVERABILITY. If any one or more of the provisions contained in this
         Award Certificate is deemed to be invalid, illegal or unenforceable,
         the other provisions of this Award Certificate will be construed and
         enforced as if the invalid, illegal or unenforceable provision had
         never been included.

11.      NOTICE. Notices and communications under this Award Certificate must be
         in writing and either personally delivered or sent by registered or
         certified United States mail, return receipt requested, postage
         prepaid. Notices to the Company must be addressed to:

                           Central Bancorp, Inc.
                           399 Highland Avenue
                           Somerville, MA  02144
                           Attn: [NAME]

         or any other address designated by the Company in a written notice to
         you. Notices to you from the Company will be directed to your home
         address as then currently on file with the Company, or to any other
         address you provide in a written notice to the Company.

12.      SUCCESSORS. This Award Certificate will be binding upon any successor
         to the Company, in accordance with the terms of this Award Certificate
         and the 2006 Plan.