Exhibit 3.(b)  HUDSON UNITED
BANCORP Mahwah, New Jersey  REVISED BYLAWS As of April 15, 2003  Adopted by the Board of
Directors   ARTICLE I - SHAREHOLDERS MEETINGS  1.Annual
Meeting -  The annual
meeting of shareholders for the election of directors and such other business
as may properly come before the meeting shall be held on such date, time and at
such place each year as may be set by vote of the Board.  The meeting shall be held upon not less than
30 nor more than 60 days written notice of the date, time, place and purposes
of the meeting.  2.Special
Meetings -  A special
meeting of shareholders may be called for any purpose by the Chairman of the
Board, the President or the Board of Directors.  A special meeting shall be held upon not less than ten nor more
than sixty days written notice of the time, place and purposes of the meeting.  3.Action
Without Meeting -  The
shareholders may act without a meeting by written consent or consents pursuant
to N.J.S. 14A:5-6.  Such written
consent or consents shall be filed in the minute book.  4.Quorum
-  A majority of the outstanding common
stock represented in person or by proxy shall constitute a quorum at any
meeting of shareholders.  Less than a
quorum may adjourn any meeting, and the meeting may be held, as adjourned,
without further notice.  5.Shareholder
Action -  A majority of
the votes cast shall decide every question or matter submitted to the
shareholders at any meeting, unless otherwise provided by law or by the
certificate of incorporation.  6.Record
Date -  The Board of
Directors shall fix a record date for each meeting of shareholders and for
other corporate action for purposes of determining the shareholders of the
Corporation who are entitled to: (i) notice of or to vote at any meeting
of shareholders; (ii) give a written consent to any action without a
meeting; or (iii) receive payment of any dividend, distribution, or
allotment of any right.  The record date
shall not be more than sixty days nor less than ten days prior to the
shareholders meeting, or other corporate action or event to which it relates.  7.Mailing
or Delivering Notice - 
Shareholders shall be under a duty to notify the Secretary of the
Corporation of any change in their address. 
All notices, dividends or distributions to which a shareholder is
entitled shall be mailed to the most recent address listed for each shareholder
on the books of the Corporation.  
   8.Inspector
of Election -  Every
election of directors shall be managed by an inspector, who shall be appointed
by the Board of Directors.  The
inspector of election shall tabulate the proxies and ballots for the election
of directors and, after the election, shall file with the secretary of the
meeting a certificate under his hand, certifying the result thereof and the names
of the directors elected.  The inspector
of election, at the request of the Board of Directors or Chairman of the
meeting, shall act as teller of any other vote by ballot taken at such meeting,
and shall certify the result thereof.  9.Proxies
-  Shareholders may vote at any meeting
of the shareholders by proxies duly authorized in writing.   ARTICLE II - DIRECTORS  1.Board of
Directors -  The Board of
Directors (the Board), shall have power to direct and administer the business
and affairs of the Corporation.  Except
as expressly limited by law, all powers of the Corporation shall be vested in
and may be exercised by the Board.  2.Number
and Term of Office -  The
number of directors shall be not less than five and not more than
twenty-five.  The exact number shall be
determined by the Board.  Directors
shall be divided into three classes, as nearly equal in number as
possible.  Directors shall be elected by
the shareholders at each annual meeting, and the directors so elected shall
hold office until the third succeeding annual meeting of shareholders and until
their successors shall have been elected and qualified.  If the Board changes the number of directors
constituting a full Board, the new number shall be apportioned as nearly
equally as possible among the three classes, provided that no directors term
of office may be shortened by his or her being reassigned to another class, and
provided further that directors may be elected to terms shorter than three
years if necessary, to keep the classes of equal or nearly equal size.  The Board shall have the right to increase
the number of directors between annual meetings and to fill vacancies so
created and other vacancies occurring for any reason, provided that vacancies
caused by increasing the number of directors shall be apportioned as nearly
equally as possible among the three classes of directors, and provided further
that directors appointed by the Board to fill vacancies occurring for any
reason shall serve only until the next annual meeting of shareholders (and
until their successors shall have been elected and qualified) at which time the
balance of their terms, if any, shall be filled by directors elected by the
shareholders.  3.Regular
Meetings -  A regular
meeting of the Board shall be held without notice following the annual
shareholders meeting at a place designated by the Chairman for the purpose of
electing officers and conducting any other business as may come before the
meeting.  The Chairman of the Board
shall establish a meeting schedule and notify the Board at least 10 days in
advance of the first scheduled meeting. 
The schedule may be changed or amended by the Chairman of the Board upon
10 days notice or by action of the Board.  All regular meetings may
be held without notice to any director, except that a director not present at
the time of the adoption of the meeting schedule setting forth  
   different or additional regular meeting dates shall be entitled to
notice of those meetings, which notice may be in the form of a copy of the
meeting schedule as adopted.  4.Special
Meetings -  A special
meeting of the Board may be called for any purpose at any time by the Chairman
of the Board, by the President or by five directors.  The meeting shall be held upon such notice as is reasonable under
the circumstances, but if the meeting is not called by the Chairman or the
President then upon not less than one days notice if given orally (either by
telephone or in person), or upon not less than two days notice if given by
telegraph or by mail to the business or residence address of each
director.  The notice shall specify the
time and place of the meeting.  5.Action
Without Meeting -  The
Board may act without a meeting if, prior or subsequent to the action, each
member of the board shall consent in writing to the action.  The written consent or consents shall be
filed in the minute book.  6.Quorum
-  A majority of the directors shall
constitute a quorum at any meeting, except when otherwise provided by law or
these bylaws.  However, a smaller number
may adjourn any meeting and the meeting may be held, as adjourned, without
further notice.  The act of the majority
present at a meeting at which a quorum is present shall be the act of the
Board, unless otherwise provided by law or these bylaws.  7.Vacancies
in Board of Directors - 
Any vacancy in the Board, including a vacancy caused by an increase in
the number of directors, may be filled by the affirmative vote of a majority of
the remaining directors.  ARTICLE III - COMMITTEES OF THE BOARD  1.Executive
Committee -  The Banks
Amended and Restated Certificate of Incorporation provides that:  An Executive Committee of the Board of Directors may
be appointed from time to time by the Board of Directors from among the
Directors.  There shall be an
Executive Committee of the Board of Directors composed of members to be
appointed from time to time by the Board of Directors, all of whom shall hold
office from the time of their appointment until the first meeting of the Board
of Directors following the next annual meeting of stockholders and until their
successors are appointed. The Chairman and the President, who may be the same
person, shall serve on the Committee.  The Executive Committee may make rules and regulations
for the transaction of its business subject to the approval of the Board of
Directors.  The Executive
Committee shall have and may exercise all authority of the Board, subject to
any limitations imposed by N.J.S. 14A:6-9 and other applicable law, subject
also to any further limitations on authority which may be imposed upon the
committee from time to time by resolution of the full board, and subject
further to the limitation that the  
   executive
Committee shall act only between meetings of the Board and only on matters
which in the opinion of the Committee should not be deferred for Board action.  The minutes of
each meeting of the Executive Committee shall be presented to the Board of
Directors at its next meeting following such meeting of the Executive
Committee, except as otherwise provided by law.  2.Audit
Committee  -  There shall be an Audit Committee of the Board comprised solely
of Independent directors as defined by the rules of the New York Stock
Exchange.  The Audit Committee shall be
vested with all authority required by law and regulation concerning audit
committees and as may be delegated by Charter approved by the Board.  3.Compensation
Committee  -  There shall be a Compensation Committee consisting solely of
Independent directors as defined by the rules of the New York Stock
Exchange.  The Compensation Committee
shall be delegated authority in matters of compensation and employee benefits
and as may be delegated by Charter approved by the Board.  4.Nominating/Corporate
Governance Committee  -  There shall be a Nominating/Corporate
Governance Committee consisting solely of Independent directors as defined by
the New York Stock Exchange.  The
Nominating/Corporate Governance Committee shall be delegated all authority
required by law and regulation concerning issues of corporate governance and
ethics and as may be delegated by Charter approved by the Board.  5.Other
Committees -  The Board
may appoint, from time to time, other committees for such purposes and with
such powers as the Board may determine.  ARTICLE IV - WAIVERS OF NOTICE  Any notice
required by these bylaws, by the certificate of incorporation, or by the New
Jersey Business Corporation Act may be waived in writing by any person entitled
to notice.  The waiver, or waivers, may
be executed either before or after the event with respect to which the notice
is waived.  Each director or shareholder
attending a meeting without protesting, prior to its conclusion, the lack of
proper notice, shall be deemed conclusively to have waived notice of the
meeting.  ARTICLE V - OFFICERS  1.Election
-  At its meeting following the annual
meeting of shareholders, the Board shall elect a Chairman of the Board, a
President, a Treasurer, a Secretary, and it may elect such other officers as it
shall deem necessary.  One person may
hold two or more offices.  2.Chairman
of the Board -  The Board
shall appoint one of its members to be Chairman of the Board to serve at the
pleasure of the Board.  Such person
shall preside at all meetings of the shareholders and of the Board with the
exception of meetings of the Independent directors, if the Chairman is not
Independent as defined by the rules of the New York Stock Exchange.  The Chairman of the Board shall supervise
the carrying out  
   of the overall policies and objectives of the Corporation and may
exercise such specific additional powers and duties as from time to time may be
assigned by the Board.  In the absence
or disability of the President, the Chairman shall perform his duties.  3.President
-  The Board shall appoint one of its
members to be President of the Corporation. 
In the absence or disability of the Chairman, the President shall
preside at any meeting of the Board unless the Board appoints a temporary
Chairman.  Subject to the authority of
the Board, and on matters of overall policy subject to agreement by the
Chairman, the President shall have general executive powers and shall have and
may exercise any and all other powers and duties pertaining by law or practice
to the office of President.  The
President shall also have and may exercise such further powers and duties as
from time to time may be conferred or assigned by the Board.  The President shall not serve on any Board
Committee for which Independence is required.  4.Vice
President -  The Board
may appoint one or more Vice Presidents who shall perform the duties and have
the authority as from time to time may be delegated by the Chairman, the
President or by the Board.  5.Secretary
-  The Board shall appoint a Secretary
of the Corporation who shall be custodian of the corporate seal, records,
documents and papers.  The Secretary
shall have and may exercise any and all other powers and duties pertaining by
law or practice to the office of Secretary and shall also perform such other
duties as may be assigned from time to time by the Board.  6.Secretary
to the Board -  The Board
may appoint a Secretary to the Board who may act as Secretary for meetings of
the Board to keep accurate minutes of those meetings.  7.Treasurer
-  The Board shall appoint a Treasurer
who shall have custody of the funds and securities of the Corporation and shall
keep or cause to be kept regular books of account for the corporation.  The Treasurer shall perform such other
duties and possess such other powers as are incident to the office or as shall
be assigned by the President or the Board.  8.Other
Officers -  The Board may
appoint one or more Assistant Vice Presidents, one or more Assistant
Secretaries, one or more Assistant Treasurers, and such other officers as from
time to time may appear to the Board to be required or desirable to transact
the business of the Corporation.  Such
officers shall respectively exercise such powers and perform such duties as
pertain to their several offices, or as may be conferred upon, or assigned by
the Board, the Chairman of the Board, or the President.  9.Tenure of
Office -  The Chairman of
the Board, the President and all other officers shall hold office at the will
of the Board.  Any vacancy occurring in
the office of Chairman of the Board, President, Secretary or Treasurer shall be
filled by the Board.  
   ARTICLE VI - SHARE CERTIFICATES  The shares of the
Corporation shall be represented by certificates signed by or in the name of
the Corporation, by the Chairman of the Board, or the President or a Vice
President, and by the Secretary, Treasurer, Assistant Secretary or Assistant
Treasurer of the Corporation, and may be sealed with the seal of the
Corporation.  Any signature and the seal
may be reproduced by facsimile.  In case
any officer who has signed or whose facsimile signature has been placed upon
such certificate shall have ceased to be such officer before such certificate
is issued, it may be issued by the Corporation with the same effect as if the
signer were such officer at the date of its issue.   ARTICLE VII - AMENDMENTS TO AND EFFECT OF BYLAWS:  FISCAL YEAR  1.Force and
Effect of Bylaws -  These
bylaws are subject to the provisions of the New Jersey Business Corporation Act
and the Corporations Certificate of Incorporation, as it may be amended from
time to time.  If any provision in these
bylaws is inconsistent with a provision of the Act or the Certificate of
Incorporation, the provisions of the Act or the Certificate of Incorporation
shall govern.  2.Amendments
to Bylaws -  These bylaws
may be altered, amended, or repealed by the shareholders or the Board.  Any bylaw adopted or amended by the
shareholders may be amended or repealed by the Board, unless the resolution of
the shareholders adopting or amending such bylaw expressly reserves to the
shareholders the right to amend or repeal it.  3.Fiscal-Year
-  The fiscal year of the Corporation
shall begin on the first day of January each year.  4.Records
-  The Certificate of Incorporation, the
bylaws, and the proceedings of all meetings of the shareholders, the Board, and
standing committees of the Board, shall be recorded in appropriate minute books
provided for the purpose.  The minutes
of each meeting shall be signed by the Secretary or other officer appointed to
act as secretary of the meeting.  5.Inspection
-  A copy of the bylaws, with all
amendments thereto, shall at all times be kept in a convenient place at the
principal place of business of the Corporation, and for a proper purpose shall
be open for inspection to any shareholder during business hours.