EXHIBIT 10.7

                             GEORGETOWN SAVINGS BANK
                           INCENTIVE COMPENSATION PLAN

Purpose of the Plan

The purpose of the Georgetown  Savings Bank's Incentive  Compensation  Plan (the
"Plan") is to provide incentives to employees that achieve  pre-determined goals
of  exceptional  performance  designed to support the  objectives  and financial
goals of the organization.

The Plan is designed to achieve  success in the  organization  on three  levels:
Bank-wide,  Departmental  and  Individual.  It strives to demonstrate  that both
teamwork and individual  efforts directed toward common goals will result in the
success of the Bank,  increased  stockholder  value and  financial  rewards  for
employees.

The Plan is intended to attract,  motivate and retain high quality personnel and
support continued growth of the Bank.

It is important to note that  participation  and payout in the Plan is dependent
upon one's level within the organization and his/her  resultant  ability to have
greater or lesser influence on the Bank's strategic outcome.

General Description of the Plan

Although a standard  template  (sample  attached)  is  utilized  to create  each
individual  incentive plan, the goals of each plan are customized  periodically,
typically annually,  to ensure that the employee has an opportunity to influence
the results while remaining focused on the overall success of the organization.

It is important to note that this Plan is established to augment  regular salary
and  benefits  programs  already  in  existence.  This Plan is not meant to be a
substitute for salary increases but supplemental to salary and, as stated early,
a reward for exceptional performance.

Administration of the Plan

Throughout this Plan, reference to the actions and authority of the Compensation
Committee of the Board of Directors  (the  "Committee")  also  presumes that the
Committee will recommend,  and the Board of Directors ("the Board") will approve
or disapprove,  final disposition of all matters pertaining to administration of
the  Plan.  The  Committee,  with  Board  approval,  has the  responsibility  to
interpret,  administer and amend the Plan as necessary.  The  recommendations of
the   Committee  as  approved  by  the  Board,   affecting   the   construction,
interpretation and administration of the Plan, shall be final and binding on all
parties.

Before the  beginning  of each Plan year (July 1 - June 30), the  Committee  may
review and revise the Plan. The President and Chief Executive  Officer will work
with the Committee on any proposed changes to the Plan.

Computation  of incentive  awards will be made and reported to the  Directors by
the Committee.  Maintenance of participant  payments shall be the responsibility
of the Vice  President/Human  Resources.  Such  computations  and records may be
audited  annually by the independent  auditors or a consultant of the Bank prior
to submission to the Committee and the Board for review and approval.

Finally,  the  Committee,   with  Board  approval,   may  exclude  extraordinary
occurrences,  which could affect the  incentive  awards,  either  positively  or
negatively,  but are of their nature outside the  significant  influence of Plan
participants.


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Plan Participants

Full-time and part-time  employees employed by the Bank on or before March 31 of
the  current  Plan Year are  eligible.  Seasonal  employees  and interns are not
eligible for  participation  in the Plan.  Eligible  participants  who have been
employed by the Bank for less than one year will receive their  incentive  award
on a prorated basis.

To be eligible to receive an incentive  award, an employee must be performing at
a satisfactory level or above.  Employees on written warning may not be eligible
to receive an incentive  award. In this event, the President and Chief Executive
Officer  will make a  recommendation  to the  Committee  regarding  the affected
employee.

General Procedures

At or Before the Beginning of the Plan Year

      1.    The Incentive Plan budget is drafted and approved by the Board

      2.    Using the Plan template,  Bank-wide,  team and individual  goals and
            objectives are established for management and approved by the Board

      3.    Bank-wide,  team and individual goals and objectives are established
            for staff

      4.    Individual plans are shared with each participating employee

During the Plan Year

      1.    Management will, at least quarterly,  update the staff regarding the
            current level of goal  attainment  as it relates to their  Bank-wide
            and Team performance goals.

      2.    Management will, at least quarterly,  update the Board regarding the
            progress of the Bank toward the various incentive thresholds.

After Close of the Plan Year

      1.    Bank-wide, team and individual goals are reviewed for attainment.

      2.    Individual  incentive  payouts are  calculated  and presented to the
            Committee or the Board for approval.

      3.    Distribution is made. Distribution will be made within sixty days of
            the end of the Incentive  Plan Year.  Distribution  of the incentive
            pool is based on W-2  compensation  from the period of July 1 - June
            30, less the incentive paid for the prior year and any other taxable
            fringe  benefits.  Employees whose  performance  level does not meet
            expectations may not be eligible for an incentive payout.

Other Considerations

It is not possible to consider all issues that will  invariably  materialize  as
plans are developed and implemented.  Therefore, the Committee and/or Board will
act on individual cases as issues are identified.

Withholding for Taxes

The Bank shall  deduct from all payments  under this Plan any taxes  required by
law to be withheld with respect to such payments.

Approved and Ordered By:        Board of Directors