Exhibit 10.2
                            SUMMARY PLAN DESCRIPTION        Alfred S. Whittet
                                     FOR THE
                              AMENDED AND RESTATED
                              WILBER NATIONAL BANK
                        SPLIT-DOLLAR LIFE INSURANCE PLAN

INTRODUCTION

Wilber National Bank, a national bank (which will be referred to as the "Bank")
is pleased to provide you with this summary of the Amended and Restated Wilber
National Bank Split-Dollar Life Insurance Plan. As you read it, you should keep
in mind that it is a summary of important information, not a complete statement
of all of the Plan terms in detail. You are a party to and have a copy of an
Agreement with the Bank which, with the insurance policy, provides the complete
plan terms. If there is any inconsistency between this summary and the
Agreement, the Agreement will govern. If there is an inconsistency between the
summary, the Agreement or the insurance policy, the insurance policy will
govern. You can get additional information and examine copies of documents held
by the Bank by contacting the Human Resources department at the Bank address
shown below.

IMPORTANT NAMES, ADDRESS, AND NUMBERS

     The name of the Plan is: Wilber National Bank Amended and Restated
                              -----------------------------------------
Split-Dollar Life Insurance Plan.
--------------------------------

     The name and address of the Bank is:
         Wilber National Bank
         245 Main Street
         Oneonta, New York  13820

     The Bank's Employer Identification Number is 15-0492520 and Plan number of
the Plan is 801.

     The Plan Administrator is the Compensation Committee of the Board of
Directors of the Bank and the address and telephone number are:

         Compensation Committee
         c/o Board of Directors
         Wilber National Bank
         245 Main Street
         Oneonta, New York 13820

     The agent for service of legal process is the Plan Administrator and the
address for service is the one shown above.

     The plan keeps its records on a 12-month cycle that ends December 31 of
each year.
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TYPE OF PLAN

     As its name implies, the Plan is a life insurance plan intended to provide
an insured death benefit for Participants who meet certain eligibility
requirements. Under the plan the Bank pays all of the premiums for the insurance
and will receive back the larger of (a) the total premiums paid by the bank
minus any indebtedness owed to the insurer, (b) the amount over and above the
Vested Insurance Benefit, or (c) the cash surrender value when the Participant
dies. The Participant shall have a Vested Insurance Benefit determined based
upon job title and years of executive service (see the discussion under heading
"Benefits" below).

ADMINISTRATION

     The Plan is administered by the Bank through the Plan Administrator and by
one of the following life insurance companies which provides the life insurance
policies used by the Plan (see the discussion under heading "Funding" below):
West Coast Life Insurance Company, Jefferson-Pilot Life Insurance Company,
Clarica Life Insurance Companies -U.S., ING Southland Insurance Company,
Massachusetts Mutual Life Insurance Company, Union Central Life Insurance
Company or New York Life Insurance Company. Throughout this Summary Plan
Description, we will use the term "Insurance Company" to refer to the life
insurance company issuing a policy covering a Participant's life. When the term
"Insurance Company" is used , for each Participant it means the life insurance
company that issued the policy covering that Participant's life. In general, the
Plan Administrator is responsible for administering the requirements set by the
Bank and the Insurance Company is responsible for matters relating to the
insurance policies. For example, the Bank sets requirements for who can become a
Participant (these are discussed under the heading "Eligibility") and the Plan
Administrator makes sure these requirements are met, but it is up to the
Insurance Company to decide whether or not it will issue an insurance policy on
an employee who has otherwise met the eligibility requirements. The Insurance
Company is not a party to the split-dollar agreement. Its rights and obligations
are determined exclusively by the insurance policy and the endorsement.

ELIGIBILITY

     The Compensation Committee in its sole and absolute discretion shall
designate from time to time Participants who are eligible to participate in this
Plan. Participation in this Plan is limited to those employees of the Bank and
or the Wilber Corporation ("Wilber") who hold (or formerly held) the title of
Vice-President or any higher-ranking position in the Bank, as determined by the
Bank's personnel policies.

BENEFITS

     Only employees of the Bank who meet all of the eligibility requirements and
become Participants are entitled to benefits under the Plan. The basic benefit
provided is a Vested Insurance Benefit payable to the beneficiary designated by
the Participant based upon job title and years of executive service as discussed

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below. The Bank shall be the direct beneficiary of an amount of death proceeds
equal to the greatest of (1) Cash Surrender Value of the policy; (2) the
aggregate premiums paid on the Policy by the Bank less any outstanding
indebtedness to the Insurer; or (3) the amount in excess of the Vested Insurance
Benefits (known as the "at risk" amount). The amount of insurance on each
Participant is determined by the Compensation Committee of the Bank and is not
necessarily the same for all Participants. The face amount of your life
insurance policy and your death benefit as of the time this Summary was prepared
are shown on the Benefit Schedule at the end of the Summary. The Bank initially
plans to use but is not obligated to continue to use the policy dividends to
purchase paid-up additions. Dividends used to purchase paid-up additions will
increase the initial face amount of the insurance. Dividends received in cash or
dividends used to reduce the Bank's premium will maintain the total face amount
of the insurance coverage of the prior year. The face amount of the policy may
increase or decrease each year from the amount shown on the Schedule, depending
on the use of dividends and depending on the amount that is "at risk" each year.

     A Participant with less than five (5) years of continuous service at the
Vice President or higher shall have a lifetime benefit equal to four (4) times
base annual salary (meaning the Participant's most recent base full-time annual
salary exclusive of bonuses, options, or incentives of any kind) during the
Participant's employment with the Bank and or Wilber until the earliest of the
following to occur:

1.   Retirement - if a Participant voluntarily terminates his or her employment
     ----------
     on or after the age of sixty-two (62), the Participant is entitled to a
     lifetime benefit equal to the Participant's last base annual salary prior
     to retirement exclusive of bonuses, options or incentives.

2.   Disability - if a Participant's termination of employment is due to
     ----------
     disability (meaning, the Participant is unable to perform substantially all
     of Participant's normal duties, as determined by the Participant's written
     employment agreement or the Bank's personnel policies, as established by
     the Board of Directors of the Bank and or Wilber in their sole and absolute
     discretion), the Participant is entitled to a lifetime benefit equal to the
     Participant's base annual salary exclusive of bonuses, options or
     incentives.

3.   Change of control - if termination of a Participant's employment is
     -----------------
     following a change in control, the Participant is entitled to a lifetime
     benefit equal to the Participant's base annual salary exclusive of bonuses,
     options or incentives.

     A "Change of Control" means:

          o    A transaction where a consolidation or merger occurs of either
               Wilber or the Bank and neither is the continuing or surviving
               corporation; or

          o    A transaction where the shares of either Wilber's or the Bank's
               common stock (meaning stock with the lowest priority in terms of
               payment or dividends) are exchanged for cash, securities or other
               property. This does not include transactions where there is a
               merger of Wilber or of the Bank, and stockholders of Wilber's or
               the Bank's common stock immediately prior to the merger have the

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<PAGE>

               same proportionate ownership of common stock of the surviving
               corporation immediately after the merger; or

          o    A transaction involving any sale, lease, exchange or other
               transfer of all, or substantially all, of the assets of Wilber or
               of the Bank; or
          o    A transaction where the stockholders of Wilber approve any plan
               or proposal for the liquidation (meaning where corporate assets
               are converted into cash and distributed among creditors and
               shareholders) or dissolution (meaning the formal disbanding of
               the corporation) of Wilber or of the Bank;
          o    A transaction where any person other than the holders of Wilber's
               common stock on the date on which it takes effect, or the spouse
               or children of such holders, becomes the beneficial owner
               (meaning a corporate shareholder who has the power to buy or sell
               the shares, but who has not registered the shares on the
               corporation's books in his or her name) of 25% or more of
               Wilber's outstanding common stock; or
          o    A transaction where any person other than Wilber becomes the
               beneficial owner of 50% or more of the Bank's outstanding common
               stock; or
          o    A transaction where during any consecutive two year period,
               individuals who at the beginning of such period make up the
               entire Board of Directors of Wilber, do not continue to
               constitute a majority of the Board of Directors for any reason,
               unless the election, or the nomination for election by Wilber's
               stockholders, of each new director was approved by a vote of at
               least two-thirds of the directors who were then still in office
               and who were directors at the beginning of the period.

4.   Termination not for cause - if termination of any Participant's employment
     is not for cause and for reasons other than those described in items 2, 3,
     and 6 above, the Participant is entitled to a lifetime benefit equal to the
     Participant's base annual salary exclusive of bonuses, options or
     incentives.

5.   Resignation - if any Participant voluntarily terminates employment, the
     Participant is entitled to a lifetime benefit equal to Twenty-Five Thousand
     Dollars ($25,000).

6.   Termination for cause - if any Participant is terminated for cause (meaning
     a termination for gross negligence, commission of a felony or crime
     involving moral turpitude, fraud, disloyalty, dishonesty or violation of
     any law or Bank Policy) the Participant is entitled to a lifetime benefit
     equal to Ten Thousand Dollars ($10,000).

     Additionally, in no event will the combined lifetime benefit and any other
Group Term Coverage exceed Five Hundred Thousand Dollars ($500,000) or Seven
Hundred Thousand Dollars ($700,000) for the Bank President and Chief Executive
Officer.

     A Participant with more than five (5) years or more of continuous service
at the Vice President level or higher shall have a lifetime benefit equal to
four (4) Times base annual salary (meaning the Participant's most recent base
full-time annual salary exclusive of bonuses, options, or incentives of any
kind) during employment with the Bank or its parent company until the earliest
of the following to occur:

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1.   Retirement - if a Participant voluntarily terminates employment on or after
     the age of sixty-two (62) Participant is entitled lifetime benefit equal to
     the Participant's base annual salary exclusive of bonuses, options, or
     incentives, unless the combination of the Participant's age and total years
     of employment is at least Seventy (70), in which case the Participant is
     entitled to a lifetime benefit equal to four times (4x) the Participant's
     base annual salary exclusive of bonuses, options, or incentives.

2.   Disability - if a Participant's termination of employment is due to
     disability (meaning, to perform substantially all of Participant's normal
     duties, as determined by the Participant's written employment agreement of
     the Bank and or Wilber's personnel policies, as established by the Board of
     Directors of the Bank and or Wilber in their sole and absolute discretion),
     the Participant is entitled a lifetime benefit equal to four times (4x) the
     Participant's base annual salary exclusive of bonuses, options, or
     incentives.

3.   Change of control - if termination of Participant's employment is following
     a change in control involving the Bank or Wilber, the Participant is
     entitled to a lifetime benefit equal to Four (4) Times the Participant's
     base annual salary exclusive of bonuses, options or incentives.

     A "Change of Control" means:

     o    A transaction where a consolidation or merger occurs of either Wilber
          or the Bank and neither is the continuing or surviving corporation; or
     o    A transaction where the shares of either Wilber's or the Bank's common
          stock (meaning stock with the lowest priority in terms of payment or
          dividends) are exchanged for cash, securities or other property. This
          does not include transactions where there is a merger of Wilber or of
          the Bank, and stockholders of Wilber's or the Bank's common stock
          immediately prior to the merger have the same proportionate ownership
          of common stock of the surviving corporation immediately after the
          merger; or
     o    A transaction involving any sale, lease, exchange or other transfer of
          all, or substantially all, of the assets of Wilber or of the Bank; or
     o    A transaction where the stockholders of Wilber approve any plan or
          proposal for the liquidation (meaning where corporate assets are
          converted into cash and distributed among creditors and shareholders)
          or dissolution (meaning the formal disbanding of the corporation) of
          Wilber or of the Bank;
     o    A transaction where any person other than the holders of Wilber's
          common stock on the date on which it takes effect, or the spouse or
          children of such holders, becomes the beneficial owner (meaning a
          corporate shareholder who has the power to buy or sell the shares, but
          who has not registered the shares on the corporation's books in his or
          her name) of 25% or more of Wilber's outstanding common stock; or
     o    A transaction where any person other than Wilber becomes the
          beneficial owner of 50% or more of the Bank's outstanding common
          stock; or
     o    A transaction where during any consecutive two year period,
          individuals who at the beginning of such period make up the entire
          Board of Directors of Wilber, do not continue to constitute a majority

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          of the Board of Directors for any reason, unless the election, or the
          nomination for election by Wilber's stockholders, of each new director
          was approved by a vote of at least two-thirds of the directors who
          were then still in office and who were directors at the beginning of
          the period.

4.   Termination not for cause - if termination of a Participant's employment is
     not for cause and for reasons other than those described in items 2, 3, and
     6 above, the Participant is entitled to a lifetime benefit equal to the
     Participant's base annual salary exclusive of bonuses, options or
     incentives unless the combination of the Participant's age and total full
     years of employment with the Bank and or Wilber is at least Seventy (70),
     in which case the Participant shall be entitled to a lifetime benefit equal
     to Four (4) Times base annual salary exclusive of bonuses, options or
     incentives.

5.   Resignation - if any Participant voluntarily terminates employment with the
     Bank and or Wilber, the Participant is entitled to a lifetime benefit in
     the amount of Twenty-Five Thousand ($25,000).

6.   Termination for cause - if any Participant is terminated for cause (meaning
     a termination for gross negligence, commission of a felony or crime
     involving moral turpitude, fraud, disloyalty, dishonesty or violation of
     any law or Bank Policy) the Participant is entitled to a lifetime benefit
     equal to Ten Thousand Dollars ($10,000).

     Additionally, in no event will the combined lifetime benefit and any other
Group Term Coverage exceed Five Hundred Thousand Dollars ($500,000) or Seven
Hundred Thousand Dollars ($700,000) for the President and Chief Executive
Officer.


DISQUALIFICATION AND REDUCTION, LOSS, FORFEITURE OR DENIAL OF BENEFITS

     There are a number of circumstances under which the benefits of the Plan
may not be available to an employee who has met the eligibility requirements
described above. These are listed below and should be read carefully.

     1.   The Bank may discontinue the Plan or may change the requirements for
          eligibility at any time. However, any change or termination will not
          affect the Participant's right to the Participant's vested benefits
          accrued prior to the change or termination.

     2.   The ability of the Bank to pay its portion of the premiums for the
          insurance depends on its continued financial success and such
          determination shall be made solely by the Bank.

     3.   Any Participant who no longer meets the eligibility requirements
          because of a change in his or her employment with the Bank and or
          Wilber (or a change in the eligibility requirements) will no longer be
          able to participate in the Plan.

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     4.   As indicated under "Benefits," the amount of a Participant's death
          benefit may be affected by the use of policy dividends by the Bank. In
          addition because any illustrated dividends regarding the policy to
          reflect claims, expenses, and investment experience and are not
          estimates or guarantees of future results, they may be larger or
          smaller than those illustrated. Also, loans, if any, on the policy
          will reduce dividends.

     5.   A material misstatement by the Participant on any application for life
          insurance purchased by the Bank and or Wilber may result in a denial
          of benefits within two years after the date of the Participant's most
          recent commencement of participation in the plan.

     6.   A Participant forfeits his benefit if he dies by suicide within the
          two years after the Participant's most recent participation.

     7.   Any Participant's benefit under this plan will be forfeited to the
          extent the benefit would be an excess parachute payment under Section
          280G of the Internal Revenue Code or would be a prohibited golden
          parachute payment and for which the appropriate federal Banking agency
          has not given written consent to pay.

     8.   Any Participant subject to a final removal or prohibition order issued
          by an appropriate federal Banking agency will forfeit their benefit.


CONTRIBUTIONS AND FUNDING

     The death benefit of each Participant is entirely funded with life
insurance policies purchased from the Insurance Company. The Bank pays in full
the cost of the premiums for the life insurance policy on the Participant's
life. The Participant is deemed, under current federal income tax rules, to
receive income in an amount equal to the value of his vested benefit under the
Plan (defined in the Benefits section). The value of a Participant's vested
benefit in any year is measured by multiplying the Participant's vested benefit
for that year by the lower of the P.S. 58 cost or the Insurance Company's term
rates per $1000.00. This deemed amount is not the same each year. The amount for
any year depends on both the amount of insurance and the age of the Participant.
Information on the cost per year for each Participant will be provided to the
Participant by the Bank

CLAIMS PROCEDURE

     The Participant or any beneficiary of a Participant shall file claims for
benefits from this Plan with the Plan Administrator. The Plan Administrator
shall notify any person or entity that makes a claim against this Plan (the
"Claimant") in writing, within ninety (90) days of Claimant's written
application for benefits, of Claimant's eligibility or ineligibility for
benefits under this Plan. If the Plan Administrator determines that Claimant is
not eligible for benefits or full benefits, the notice shall set forth:

     (1)  the specific reasons for such denial;

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     (2)  a specific reference to the provisions of the Plan on which the denial
          is based;

     (3)  a description of why any additional information or material necessary
          for the Claimant to perfect Claimant's claim, and a description of
          what is needed, and

     (4)  an explanation of the Plan's claims review procedure and other
          appropriate information as to the steps to be taken if the Claimant
          wishes to have the claim reviewed.

     If the Plan Administrator determines that there are special circumstances
requiring additional time to make a decision, the Plan Administrator shall
notify the Claimant of the special circumstances and the date by which a
decision is expected to be made, and may extend the time for up to an additional
ninety (90) day period. Upon resolution of all open issues, the Plan
Administrator shall direct the Insurance Company to divide the proceeds of the
life insurance policy on the Participant's life according to the terms of the
Plan described in this Summary Plan Description and reflected in the endorsement
to the life insurance policy executed by the Participant at the time the
Participant became eligible for participation in the Plan.

     The purpose of the review procedure is to provide a procedure by which a
claimant may have a reasonable opportunity to appeal a denial of a claim to the
Plan Administrator for a full and fair review. To accomplish that purpose, the
claimant or his duly authorized representative:

     (1)  May request a review upon written application to the Plan
          Administrator;

     (2)  May review pertinent plan documents; and

     (3)  May submit issues and comments in writing.

     A Claimant (or his duly authorized representative) shall request a review
by filing a written application for review with the Plan Administrator at any
time within (60) days after receipt by the Claimant of written notice of the
denial of his claim

     The Decision on review of a denied claim shall be made in the following
     manner:

     (1)  The decision on review shall be made by the Plan Administrator, who
          may in his discretion hold a hearing on the denied claim. The Plan
          Administrator shall make his decision promptly, which shall ordinarily
          be not later than sixty (60) days after the plan's receipt of the
          request for review, unless special circumstances (such as the need to
          hold a hearing) require an extension of time for processing. In that
          case a decision shall be rendered as soon as possible, but not later
          than on hundred twenty (120) days after receipt of the request for
          review. If an extension of time is required due to special
          circumstances, written notice of the extension shall be furnished to
          the claimant prior to the time the extension commences.
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     (2)  The decision on review shall be in writing and shall include specific
          reasons for the decision, written in a manner calculated to be
          understood by the claimant, as well as specific references to the
          pertinent plan provisions on which the decision is based.

     (3)  In the event the decision on review is not furnished to the claimant
          within the time required, the claim shall be deemed denied on review.

For a death claim:

     A claim for a death benefit must follow the procedures established by the
Insurance Company which may include time deadlines. If a Participant makes a
written request to the Plan Administrator, the Plan Administrator will either
provide copies of forms or instructions required by the Insurance Company to
make a claim or tell the Participant's beneficiary how to obtain them. The
Insurance Company will notify the beneficiary if the claim is denied and will
explain the procedures it has for reviewing any claims which it denies. The time
and manner of such review, and the time for a final decision shall be the same
as the time and manner of review for claims denied by the Plan Administrator.
Again, the beneficiary must act in making any claim for a death benefit.

STATEMENTS OF ERISA RIGHTS

     As a Participant in the Wilber National Bank Amended and Restated
Split-Dollar Life Insurance Plan, you are entitled to certain rights and
protection under the Employee Retirement Income Security Act (ERISA) of 1974.
These rights are described below.

     It is your right to know about your benefits. You may examine all Plan
documents, including the administrative service contract, collective bargaining
agreements, and copies of all documents which are filed with the U.S. Department
of Labor. These documents are available for you to examine without charge at the
Plan Administrator's office and at other specified locations, such as work sites
and union halls, during normal work hours.

     You can receive a copy of any of these documents, for a reasonable charge,
by making a written request to the Plan Administrator. If you request any
documents from the Plan Administrator, in writing, and do not receive them
within 30 days (unless the delay is beyond the control of the Plan
Administrator), you have a right to file a suit in federal court. The Plan
Administrator may be required to pay a fine - as much as $110 a day - for each
day's delay, in addition to furnishing the documents to you.

     In addition, if your claim for a welfare benefit is denied, in whole or in
part, you must receive a written explanation of the reason for the denial. You
have the right to have the claims administrator review and reconsider your
claim. If your claim is then denied, in whole or in part, you may file suit in a
state or federal court.

     You also have the right to expect that the Plan fiduciaries - the people
who are responsible for the operation of the Plan - act prudently and in the

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best interest of those who participate as a whole. It is our policy that the
fiduciaries of the Plan act in the best interest of all Plan Participants and
that they will continue to do so.

     If a fiduciary has misused funds, if you are improperly denied a benefit,
or if you are discriminated against for asserting your rights under ERISA, you
have the right to ask the U.S. Department of Labor for help or to file suit in a
federal or state court. The court will decide who should pay court costs and
legal fees. If you are successful, the court may order the person you have sued
to pay these costs and fees. If you lose, the court may order you to pay these
costs and fees.

     We doubt you will ever find it necessary to go to court to file suit, but
the right is yours. No one, including Wilber National Bank, or any other person,
may dismiss you or discriminate against you to prevent you from obtaining
benefits or exercising any of your rights under ERISA.

     If you need additional information or have any questions about you r
benefits from the Plan about this statement of ERISA rights or your rights under
ERISA, you should contact the nearest office of the Pension and Welfare Benefits
Administration, U.S. Department of Labor, listed in your telephone directory or
the Division of Technical Assistance and Inquiries, Pension and Welfare Benefits
Administration, Constitution Avenue, N.W., Washington, D.C. 20210.

                                    * * * * *

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<PAGE>



                              SCHEDULE OF BENEFITS
                                       FOR
                              WILBER NATIONAL BANK
                        SPLIT-DOLLAR LIFE INSURANCE PLAN


(1)  Initial face amount of insurance on your life under the Plan: $2,984,862


(2)  Death benefit payable to your designated beneficiary is determined based on
     job title and years of executive service as stated in the "Benefits"
     section listed above.

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