UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549

                                  FORM 10-Q/A

            (X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                 OF THE SECURITIES EXCHANGE ACT OF 1934

                                     OR

           ( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934



              For the quarterly period ending:    June 30, 2000

                      Commission file number: 000-28449

                           UNION BANKSHARES, INC.

                        VERMONT            03-0283552

                                P.O. BOX 667
                                 MAIN STREET
                           MORRISVILLE, VT   05661

               Registrant's telephone number:    802-888-6600

Former name, former address and former fiscal year, if changed since last
report:    Not applicable

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes   X   No
                                                    -----    -----

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of June 30, 2000:
                 Common Stock, $2 par value      3,029,529 shares


                   Union Bankshares, Inc. and Subsidiaries
                           Statement of Condition
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                  June 30    December 31
(Dollars in Thousands)                              2000         1999
                                                 ----------------------

<S>                                              <C>           <C>
Assets
  Cash and due from banks                        $ 11,612      $ 11,627
  Federal funds sold and overnight deposits         5,183         3,474
                                                 ----------------------
      Total cash and cash equivalents              16,795        15,101

  Interest bearing deposits                         1,953         1,957
  Securities available-for-sale                    55,393        60,441
  Federal Home Loan Bank stock                      1,017           939
  Loans held for sale                               7,534         8,102

  Loans                                           204,803       201,525
    Unearned loan fees                               (267)         (273)
    Allowance for loan losses                      (2,934)       (2,870)
                                                 ----------------------
      Loans, net                                  201,602       198,382
                                                 ----------------------
  Accrued interest receivable                       2,222         2,199
  Bank premises and equipment, net                  3,960         4,040
  Other real estate owned, net                         99            27
  Other assets                                      4,237         4,288
                                                 ----------------------
      Total assets                               $294,812      $295,476
                                                 ======================

Liabilities and Stockholders' equity:
Liabilities:
  Deposits:
    Non-interest bearing                         $ 32,990      $ 32,989
    Interest bearing                              215,542       224,604
                                                 ----------------------
      Total deposits                              248,532       257,593

  Borrowed funds                                   10,046         2,872
  Accrued interest and other liabilities            3,105         2,791
                                                 ----------------------
      Total liabilities                           261,683       263,256
                                                 ======================

Stockholders' equity:
  Common stock, $2 par value; 5,000,000
   shares authorized; 3,263,489 shares
    issued at 6/30/00 and 12/31/99.                 6,527         6,527
  Paid-in capital and surplus                         238           238
  Retained earnings                                28,972        28,180
  Treasury stock at cost (233,960
   shares at 6/30/00 and 12/31/99)                 (1,592)       (1,592)
  Accumulated other comprehensive income           (1,016)       (1,133)
                                                 ----------------------
      Total stockholders' equity                   33,129        32,220
                                                 ----------------------
      Total liabilities and
       stockholders' equity                      $294,812      $295,476
                                                 ======================
</TABLE>

See accompanying notes to unaudited financial statements


                   Union Bankshares, Inc. and Subsidiaries
                      Consolidated Statements of Income
                                 (Unaudited)
<TABLE>
<CAPTION>
                                                        Three Months Ended              Six Months Ended
                                                     ------------------------------------------------------
                                                              June 30                       June 30
(Dollars in Thousands)                                  2000           1999           2000           1999
                                                     ------------------------------------------------------
<S>                                                  <C>            <C>            <C>            <C>
Interest income:
  Interest and fees on loans                         $   4,908      $   4,583      $   9,649      $   9,103
  Interest and dividends on investment
   securities                                              900            920          1,824          1,822
  Interest on federal funds sold                            73             81            122            156
  Interest on interest bearing deposits                     31             33             60             61
                                                     ------------------------------------------------------
                                                         5,912          5,617         11,655         11,142
Interest expense:
  Interest on deposits                                   2,319          2,177          4,546          4,335
  Interest on federal funds purchased                        3              1              4              1
  Interest on borrowed funds                                57             71             95            161
                                                     ------------------------------------------------------
                                                         2,379          2,249          4,645          4,497
                                                     ------------------------------------------------------
      Net interest income                                3,533          3,368          7,010          6,645
Provision for loan losses                                   63             88            125            188
                                                     ------------------------------------------------------
Net interest income after provision for
 loan losses                                             3,470          3,280          6,885          6,457
Noninterest income:
  Trust department income                                   34             31             76             68
  Service fees                                             601            607          1,155          1,170
  Security gains (losses)                                   (3)             3             34              3
  Gain on sale of loans                                      0             29              9             45
  Other                                                      3              8              9             15
                                                     ------------------------------------------------------
                                                           635            678          1,283          1,301
Noninterest expense:
  Salaries and wages                                     1,212          1,054          2,311          2,088
  Pension and other employee benefits                      279            237            577            498
  Occupancy expense, net                                   135            133            292            277
  Equipment expense                                        230            264            530            539
  Other operating expense                                  763            738          1,435          1,450
                                                     ------------------------------------------------------
                                                         2,619          2,426          5,145          4,852
                                                     ------------------------------------------------------
  Income before income tax expense                       1,486          1,532          3,023          2,906
Income tax expense                                         318            490            777            890
                                                     ------------------------------------------------------
  Net income                                         $   1,168      $   1,042      $   2,246      $   2,016
                                                     ======================================================
Earnings per common share                            $     .38      $     .34      $     .74      $     .66
                                                     ======================================================
Weighted average number of common
 shares outstanding                                  3,029,529      3,029,438      3,029,529      3,027,471
                                                     ======================================================
Dividends declared per share                         $    0.24      $    0.22      $    0.48      $    0.44
                                                     ======================================================
</TABLE>

See accompanying notes to unaudited financial statements


                   Union Bankshares, Inc. and Subsidiaries
          Consolidated Statement of Changes in Stockholders Equity
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                                                                   Accumulated
                                                                                                      Other           Total
                                                 Common   Paid-in Capital   Retained   Treasury   Comprehensive   Stockholders'
                                                  Stock      & Surplus      Earnings     Stock    Income (Loss)      Equity
                                                 ------------------------------------------------------------------------------
                                                                             (Dollars in Thousands)

<S>                                              <C>            <C>          <C>        <C>          <C>             <C>
Balance, December 31, 1999                       $6,527         $238         $28,180    $(1,592)     $(1,133)        $32,220

Net income                                                                     2,246                                   2,246
Net unrealized holding gain on securities
 available-for-sale, net of tax                                                                          117             117
                                                                                                                     -------

Comprehensive income                                                                                                   2,363
                                                                                                                     -------

Cash dividends declared                                                       (1,454)                                 (1,454)
Treasury stock purchased                                                                                                   0
Exercise of stock option                                                                                                   0
                                                                                                                     -------

Balance, June 30, 2000                           $6,527         $238         $28,972    $(1,592)     $(1,016)        $33,129
                                                 ===========================================================================
</TABLE>

                   Union Bankshares, Inc. and Subsidiaries
                    Consolidated Statement of Cash Flows
                                 (UNAUDITED)

<TABLE>
<CAPTION>
                                                          Year To Date
                                                    ------------------------
                                                      June 30        June 30
(Dollars in Thousands)                                  2000           1999
                                                    ------------------------
<S>                                                 <C>             <C>
Cash Flows From Operating Activities
  Net Income                                        $ 2,246         $ 2,016
  Adjustments to reconcile net income
   to net cash provided by operating
    activities
    Depreciation                                        428             426
    Provision for loan losses                           125             188
    Credit for deferred income taxes                    (25)            (18)
    Amortization, net Securities                         30               2
    Amortization, net Limited Partnerships               17               0
    Write-downs of Other Real Estate Owned                8               4
    Increase (decrease) in unamortized
     loan fees                                           (6)             25
    (Increase) decrease in loans held
     for sale                                           577          (4,108)
    (Increase) decrease in accrued interest
     receivable                                         (23)            111
    Decrease in other assets                            201              56
    (Increase) decrease in income taxes
     receivable                                        (128)            133
    Decrease in accrued interest payable                (80)           (196)
    Increase in other liabilities                       394             130
    Gain sold on securities sold                        (34)             (3)
    Gain on sale of loans                                (9)            (45)
    (Gain) loss on sale of OREO                          (2)             10
                                                    -----------------------
      Net cash (used) provided by operating
       activities                                     3,719          (1,269)
Cash Flows From Investing Activities
  Interest bearing deposits
    Maturities and redemptions                          694             689
    Purchases                                          (690)         (1,169)
  Securities available for sale
    Maturities and redemptions                        8,399          13,728
    Purchases                                        (3,170)        (13,164)
  Purchase of Federal Home Loan Bank Stock              (78)            (35)
  (Increase) decrease in loans, net                  (3,527)          6,065
   Recoveries of loans charged off                       79              40
  Purchases of premises and equipment, net             (348)           (124)
  Proceeds from sale of OREO                              0             130
  Investment in Ltd Partnerships                        (54)           (373)
  Proceeds from sale of repossessed property             11              56
                                                    -----------------------
      Net cash used by investing activities           1,316           5,843
Cash Flows From Financing Activities
  Borrowings, net of repayments                       7,174             275
  Proceeds from exercise of stock options                 0              37
  Net increase (decrease) in demand, NOW,
  savings, and money market accounts                 (9,555)          2,736
  Net increase (decrease) in time deposits              494          (4,576)
  Dividends paid                                     (1,454)         (1,238)
                                                    -----------------------
      Net cash provided by financing activities      (3,341)         (2,766)

      Increase in cash and cash equivalents           1,694           1,808
Cash and cash equivalents
  Beginning                                          15,101          19,196

  Ending                                             16,795          21,004

Supplemental Disclosure of Cash Flow Information:
  Interest Paid                                     $ 4,725         $ 4,683
                                                    -----------------------

  Income Taxes Paid                                 $   930         $   745
                                                    -----------------------
</TABLE>


                           UNION BANKSHARES, INC.

                       NOTES TO FINANCIAL STATEMENTS:


Note 1.    The accompanying interim consolidated financial statements of
Union Bankshares, Inc. (the Company) for the interim period ended June 30,
2000 and 1999 and for the quarters then ended have been prepared in
accordance with the accounting policies described in the company's annual
report to shareholders and Form 10K which are unaudited. In the opinion of
management, all adjustments (consisting only of normal recurring
adjustments) necessary for a fair presentation of the information contained
herein have been made. Certain amounts reported in prior periods have been
reclassified for comparative purposes. This information should be read in
conjunction with the Company's 1999 Annual report, Form S-4, and Form 8K.

Note 2.    Acquisition

Effective November 30, 1999, following the receipt of all required
stockholder, state and federal regulatory approvals, Union Bankshares, Inc.
acquired Citizens Saving Bank and Trust Co. This makes Union a two bank
holding company. The accompanying consolidated financial statements reflect
the merger accounted for in a tax-free transaction as a pooling of interests
and are presented as if the companies were combined as of the earliest
period presented. However, the financial information is not necessarily
indicative of the results of operations, financial position or cash flows
that would have occurred had the acquisition been consumated for the periods
for which it is given effect, nor is it necessarily indicative of future
results of operations, financial position, or cash flows. The financial
statements reflect the conversion of each outstanding share of Citizens
common stock into 6.5217 shares of Union common stock, with the exchange of
991,089 shares (net of 196 fractional shares redeemed for approximately
$4,516) of newly-issued Company common stock.

Note 3.    Commitments and Contingencies
In the normal course of business, the Company is involved in various legal
proceedings. In the opinion of management, after consulting with the
Company's legal counsel, any liability resulting from such proceedings would
not have a material adverse effect on the Company's financial statements.

Note 4    Earnings Per Share
Earnings per common share amounts are computed based on the weighted average
number of shares of common stock outstanding during the period
(retroactively adjusted for stock dividends) and reduced for shares held in
Treasury. The assumed conversion of available stock options does not result
in material dilution.

Note 5    Reportable Segments
The company has two reportable operating segments, Union Bank (Union) and
Citizens Savings Bank and Trust Company (Citizens). Management regularly
evaluates separate financial information for each segment in deciding how to
allocate resources and in assessing performance.

The Company accounts for intersegment sales and transfers as if the sales or
transfers were to third parties, that is, at current market prices.

Information about reportable segments, and reconciliation of such
information to the consolidated financial statements as of and for the
period ended June 30, follows:

<TABLE>
<CAPTION>
                                                       Intersegment             Consolidated
2000                               Union    Citizens    Elimination    Other       Totals
--------------------------------------------------------------------------------------------

<S>                              <C>         <C>           <C>         <C>        <C>
Interest income                  $  7,814    $ 3,841       $  0        $   0      $ 11,655
Interest expense                    2,967      1,677          0            1         4,645
Provision for loan loss                 0        125          0            0           125
Service fee income                    906        249          0            0         1,155
Income tax expense (benefit)          622        199          0          (44)          777
Net income (loss)                   1,943        392          0          (89)        2,246
Assets                            194,963     99,432        (47)         464       294,812

<CAPTION>
                                                       Intersegment             Consolidated
1999                               Union    Citizens    Elimination    Other       Totals
--------------------------------------------------------------------------------------------

<S>                              <C>         <C>           <C>         <C>        <C>
Interest income                  $  7,303    $  3,839      $  0        $   0      $ 11,142
Interest expense                    2,822       1,674         0            1         4,497
Provision for loan loss                63         125         0            0           188
Service fee income                    867         303         0            0         1,170
Income tax expense (benefit)          293         602         0           (5)          890
Net income (loss)                   1,664         487         0         (135)        2,016
Assets                            184,126     103,992         0          365       288,483
</TABLE>

Amounts in the "Other" column encompass activity in Union Bankshares, Inc.,
the "parent company."  Holding company assets are stated after intercompany
eliminations.


                                 SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                       Union Bankshares, Inc.

Dated: August 23, 2000
                                       /s/ Kenneth D. Gibbons
                                       -------------------------------------
                                       Kenneth D. Gibbons
                                       Director and Chief Executive Officer

                                       /s/ Marsha A. Mongeon
                                       -------------------------------------
                                       Marsha A. Mongeon
                                       Chief Financial Officer and Treasurer