Unassociated Document


    
      

    

    
      Exhibit 10.25

      


      FIRST
AMENDMENT TO

      THE
SUPPLEMENTAL EXECTIVE RETIREMENT AGREEMENT

      EFFECTIVE
JULY 23, 2001

      


      


      WHEREAS,
this is the first amendment (the “First Amendment”) to the NBT Bancorp Inc.
Supplemental Executive Retirement Plan, effective as of July 23, 2001 (the
“SERP”);

      


      WHEREAS,
the SERP, as amended, is between NBT Bancorp Inc., a Delaware
corporation and a registered financial holding company headquartered at 52 S.
Broad Street, Norwich, New York 13815, and Michael J. Chewens, an
individual residing at 30 Pine Meadow Road, Vestal, New York,
13850;

      


      NOW,
THEREFORE, the SERP is amended, effective as of January 1, 2005, as
follows:

      


      1.            
Section 7.1 of the SERP shall be amended by deleting the second paragraph
therein in its entirety.

      


      2.            
Section 7.2 of the SERP shall be amended by deleting the phrase “Except with
respect to receipt of a lump sum benefit under Section 7.1,” in the section’s
first sentence.  The first sentence in Section 7.2 of the SERP shall
now begin with the words “Any election for an optional mode ...”

      


      3.            
Section 7.3 of the SERP shall be amended by deleting this section in its
entirety and replacing it with the following:

      


      “Payment
of any Retirement Income Benefit and 401(k)/ESOP Benefit under the Plan shall
not commence on a date before the first day of the seventh (7th) month
following the Participant’s “separation from service” with the Company as that
phrase is defined for purposes of section 409A of the Code.”

      


      4.            
Section 7.4 of the SERP shall be amended by deleting the period at the end of
subsection (b) therein and replacing it with a comma, followed by the word
“and”; and by adding a new subsection (c) to read as follows:

      


      “(c)           notwithstanding
anything herein to the contrary, no Supplemental Retirement Benefit shall
commence under this Plan before the date which is the seventh (7th) month
following the Participant’s “separation from service” with the Company as that
phrase is defined for purposes of section 409A of the Code.”


      
        
           


        

        
          
          

          
            

          

        

        
           


        

      

       

      5.          
  Section 7.5(c) of the SERP shall be amended by deleting this
subsection in its entirety.

      


      6.            
In all other respects the Plan shall remain in full force and
effect.

      


      


      NBT
BANCORP INC.

      


      


      
        
          
            
              	
                      By:

                    	
                      /s/ Martin A.
      Dietrich          
      

                    	
                      Date:
      November 13, 2008

                    
	 
      	
                      Martin
      A. Dietrich

                    	 
      
	 
      	
                      President

                    	 
      
	 
      	
                      and
      Chief Executive Officer

                    	 
      
	 
      	 
      	 
      
	 
      	 
      	 
      
	 
      	 
      	 
      
	 
      	 
      	 
      
	
                      By:

                    	
                      /s/ Michael J.
      Chewens        

                    	
                      Date:
      November 13, 2008

                    
	 
      	
                      Michael
      J. Chewens