EXHIBIT 10.1

                              AMENDED AND RESTATED
                     SUPPLEMENTAL RETIREMENT PLAN AGREEMENT

         This Amendment and  Restatement  to the  Supplemental  Retirement  Plan
Agreement (this "Agreement") dated as of the 29th day of June, 1994 is made this
25th day of January,  2008 by and between  SALISBURY BANK AND TRUST  COMPANY,  a
Connecticut  banking  corporation  having  its  principal  office in  Lakeville,
Connecticut  (hereinafter  called the "Bank") and JOHN F. PEROTTI, a resident of
Sharon, Connecticut (hereinafter called the "Employee").

         WHEREAS,  there has been an uninterrupted employee relationship between
the parties  hereto  since 1973;  and since 1982 the Employee has served as Vice
President and Treasurer, and then as Executive Vice President and Treasurer, and
then as  Executive  Vice  President  and Chief  Operating  Officer,  and then as
President and Chief Executive Officer,  and then as Chairman and Chief Executive
Officer in which capacity he is now serving, and

         WHEREAS, the Bank wishes to insure the Employee's  continuance as Chief
Executive  Officer of the Bank and wishes to supplement the  Employee's  current
retirement program,

         NOW THEREFORE, the parties agree as follows:

                                    ARTICLE I

                                       A.

         Commencing  on the  first  day of the sixth  month  after the  Employee
retires,  the Bank will make a monthly payment of One Thousand Two Hundred Fifty
($1,250.00)  Dollars to  Employee  and will make a payment of the same amount on
the first day of each  succeeding  month for a period of ten (10)  years.  These
payments will be in addition to any payments made to Employee  under its current
or future  retirement  and pension plan.  The Employee is fully vested under the
terms of this Agreement.

         The  parties  hereby  agree  there  will be an  annual  cost of  living
adjustment from the date of this Agreement  (hereinafter called the "COLA") paid
in addition to the One Thousand Two Hundred  Fifty  ($1,250.00)  Dollar  monthly
payments,  which  adjustment is to be determined as set forth herein below.  The
adjustment  will be based on an "Index"  known as "The  Monthly  Consumer  Price
Index for All Urban Consumers, United States City Average, All Items", published
by the  Bureau  of Labor  Statistics,  as of June 30,  1995 and each  June  30th
thereafter.  The COLA adjustment will be based on the percentage increase in the
Index from the prior year, or on a five (5%) percent annual increase,  whichever
is less.  Each COLA adjustment will be added to the prior year's amount adjusted
as herein provided.  Annual COLA adjustments shall continue in effect during the
payout period hereunder.

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                                       B.

         In the  event  of  the  Employee's  disability  which  requires  him to
terminate his employment at the Bank, the full retirement  benefit shall be paid
as set forth in Article 1A.  herein.  For the  purposes of this Article 1B., the
Employee  shall be  considered  disabled  if he (i) is  unable  to engage in any
substantial gainful activity by reason of any medically determinable physical or
mental impairment which can be expected to result in death or can be expected to
last for a  continuous  period of not less than twelve (12)  months;  or (ii) is
receiving  income  replacement  benefits for a period of not less than three (3)
months under an accident and health plan  covering the  employees of the Bank by
reason of any medically  determinable physical or mental impairment which can be
expected to result in death or last for a  continuous  period of at least twelve
(12) months.  The Executive shall be deemed disabled if determined to be totally
disabled by the Social Security Administration.

                                    ARTICLE 2

                                       A.

         Upon the death of the Employee prior to his  retirement,  the Bank will
pay to his surviving  spouse  monthly the benefit value set forth in Article 1A.
herein as of the date of his death for a period of ten (10) years (120  months),
or until her death, whichever event occurs first.

         Upon the death of the Employee after retirement,  the Bank shall pay to
his surviving  spouse monthly the said benefit value as of the date of his death
for a period of ten (10) years (120 months)  diminished  by the number of months
the Employee shall have received benefit payments, or until her death, whichever
event occurs first.

         The Employee may  designate,  in writing,  an alternate  beneficiary to
receive the benefits  hereunder in the event that his spouse  predeceases him or
he is not married at the time of his  retirement  or  subsequent  death.  In the
event the Employee  fails to designate  an alternate  beneficiary,  the benefits
hereunder shall be paid to his estate.

         No further COLA  adjustments  will be made if the Employee's  surviving
spouse or  alternative  beneficiary  is the  recipient  of the monthly  payments
hereunder,  other than those COLA  adjustments  in effect  from the date of this
Agreement to the date of the Employee's death.

                                    ARTICLE 3

         If the Bank shall  acquire an  insurance  policy or any other  asset in
connection  with  the  liabilities  assumed  by it  hereunder,  it is  expressly
understood  and agreed that  neither the  Employee  nor any  beneficiary  of the
Employee shall have any right with respect to, or claim  against,  such property
or other asset  except as  expressly  provided by the terms of such policy or in
the title to such other  asset.  Such  policy or asset shall not be deemed to be
held under any trust for the  benefit of Employee  or his  beneficiary  or to be
held in any way as collateral  security for the fulfilling of the obligations of
the Bank under this Agreement  except as may be expressly

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provided by the terms of such policy or title to such other asset.  It shall be,
and remain, a general, unpledged, unrestricted asset of the Bank.

                                    ARTICLE 4

         Until his retirement,  so long as this Agreement  remains in force, the
Employee  will not take part in any banking  (Commercial,  Savings and Loan,  or
Savings Bank)  enterprise  within a  thirty-five  (35) mile radius of Lakeville,
Connecticut,  nor  shall  the  Employee  take  part in any  stock  brokerage  or
investment business within the same geographical limitations. The Employee shall
be available for  consultation,  advice and special  assignments  concerning the
affairs  of the  Bank,  according  to his  ability,  from  time  to  time  after
retirement and during the period of this Agreement.

                                    ARTICLE 5

                                       A.

         The Employee and his surviving  spouse or alternative  beneficiary have
the status of general  unsecured  creditors  of the Bank,  and the  Supplemental
Retirement Plan  constitutes a mere promise by the Bank to make benefit payments
in the  future.  It is  the  intention  of the  parties  that  the  arrangements
contained herein be unfunded for tax purposes and for purposes of Title I of the
Employee Retirement Income Security Act of 1974, as amended.

                                       B.

         Any trust which may be created by the Bank and any assets  which may be
held by the trust to assist  the Bank in  meeting  its  obligations  under  this
Agreement  will  confirm to the terms of the model  trust  described  in Revenue
Procedure  92-64  issued  by the  Internal  Revenue  Service  (or any  successor
thereto) .

                                       C.

         In the event that  benefits are  hereafter  determined to be taxable to
the Employee (or his surviving spouse or alternative  beneficiary)  prior to the
actual  receipt  thereof,  a  payment  shall  be  made to the  Employee  (or his
surviving spouse or alternative beneficiary) in an amount sufficient to pay such
taxes,   together  with  any  interest  or  penalties   with  respect   thereto,
notwithstanding  that the Employee may not then have  terminated  employment  or
that the payment is being made prior to the date that benefits  would  otherwise
be  payable  hereunder.  Amounts  so paid shall then be used as an offset to the
benefits, if any, thereafter payable hereunder.

                                    ARTICLE 6

                                       A.

         This Agreement shall be binding upon the parties  hereto,  their heirs,
executors, administrators, legal representatives and successors. In the event of
a merger,  sale or

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<PAGE>

reorganization  involving the Bank,  this Agreement  shall continue in force and
become an obligation of the Bank's successor or successors.

                                       B.

         Except to the extent  permitted  under a qualified  domestic  relations
order (as defined in Section  414(p) of the Internal  Revenue Code (the "Code"))
or as  otherwise  required by law,  the right of the  Employee or his  surviving
spouse  or  alternative  beneficiary  to  any  benefit  or  payment  under  this
Agreement:  (a) shall not be subject to voluntary or  involuntary  anticipation,
alienation,  sale, transfer,  assignment,  pledge,  encumbrance,  attachment, or
garnishment by creditors of the Employee or his surviving  spouse or alternative
beneficiary;  (b)  shall  not be  considered  as  asset of the  Employee  or his
surviving  spouse  or  alternative  beneficiary  in the  event  of any  divorce,
insolvency or bankruptcy; and (c) shall not be subject to attachment, execution,
garnishment,  sequestration  or other legal or equitable  process.  In the event
that the Employee or his  surviving  spouse or  alternative  beneficiary  who is
receiving or is entitled to receive  benefits under this  Agreement  attempts to
assign,  transfer or dispose of such right,  or if an attempt is made to subject
said right to such process,  such assignment,  transfer,  disposition or process
shall,  unless permitted under a qualified domestic relations order or otherwise
required by law, be null and void.

                                    ARTICLE 7

         This Agreement shall be administered in a manner, and all provisions of
this  Agreement  shall be  interpreted  to be,  compliant with the provisions of
Section 409A of the Code, and regulations and rulings issued  thereunder,  so as
not to subject the benefits  accruing  hereunder to taxation pursuant to Section
409A(a)(1) of the Code.


                                    ARTICLE 8

         This  Agreement  may be amended,  altered  and changed  only by written
agreement by both parties, or the surviving spouse or alternative beneficiary of
the Employee or successor or successors of the Bank, as the case may be.

                                    ARTICLE 9

         This  Agreement  supersedes  the prior  agreement  between Bank and the
Employee on the subject  matter hereof dated June 29, 1994 and  constitutes  the
entire  agreement  between the Bank and the  Employee  as to the subject  matter
hereof. No rights are granted to the Employee or surviving spouse or alternative
beneficiary by virtue of this Agreement other than those  specifically set forth
herein.

                                   ARTICLE 10
This Agreement shall be governed by the laws of the State of Connecticut.

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<PAGE>

IN WITNESS WHEREOF,  SALISBURY BANK AND TRUST COMPANY has caused this instrument
to be signed on its behalf and its  corporate  seal to be hereto  affixed by its
officer  hereunder duly authorized,  and the Employee has hereunder set his hand
and seal, the day, month and year first written above.

Witnessed in the presence of:
                                      SALISBURY BANK AND TRUST
Shelly Humeston                       COMPANY
-----------------------------
                                      By:  /s/ Richard J. Cantele, Jr.
Mary E. Mahoney                            -------------------------------------
-----------------------------              Richard J. Cantele, Jr.
                                      Its: President and Chief Operating Officer

                                      /s/ John F. Perotti
                                      --------------------------------
                                      John F. Perotti


STATE OF CONNECTICUT       )
                           )    ss.   Lakeville                 January 25, 2008
COUNTY OF LITCHFIELD       )

         Personally  appeared  before me, the  undersigned  officer,  Richard J.
Cantele,  Jr. who  acknowledged  himself to be the President and Chief Operating
Officer of Salisbury Bank and Trust Company, a corporation,  and that he as such
being  authorized so to do,  executed the foregoing  instrument for the purposes
therein  contained,  by  signing  the  name of the  corporation  by  himself  as
President and Chief Operating Officer.

                                      Lana J. Morrison
                                      ------------------------------------------

                                      Notary Public
                                      ------------------------------------------
                                      Title of Officer
                                      My Commission Expires May 31, 2012


STATE OF CONNECTICUT       )
                           )    ss.   Lakeville                 January 25, 2008
COUNTY OF LITCHFIELD       )

         Personally appeared before me, the undersigned,  John F. Perotti, whose
name  is  subscribed  to the  within  instrument  and who  acknowledged  that he
executed the same for purposes therein contained.

                                      Lana J. Morrison
                                      ------------------------------------------

                                      Notary Public
                                      ------------------------------------------
                                      Title of Officer
                                      My Commission Expires May 31, 2012


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