UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended September 30, 2003       Commission file number 000-29599

                         PATRIOT NATIONAL BANCORP, INC.
        (Exact name of small business issuer as specified in its charter)

           Connecticut                           06-1559137
     (State of incorporation)      (I.R.S. Employer Identification Number)

                 900 Bedford Street, Stamford, Connecticut 06901
                    (Address of principal executive offices)

                                 (203) 324-7500
                                 --------------
                          (Issuer's telephone number)

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.

Common stock, $2.00 par value per share, 2,401,125 shares issued and outstanding
as of the close of business October 31, 2003.

Transitional Small Business Disclosure Format (check one):  Yes         No  X
                                                               -----      -----

<PAGE>


                                Table of Contents

                                                                           Page
                                                                           ----

Part I          FINANCIAL INFORMATION
------

Item 1.         Consolidated Financial Statements                             3

Item 2.         Management's Discussion and Analysis or
                Plan of Operation                                            12

Item 3.         Controls and Procedures                                      22

Part II         OTHER INFORMATION
-------

Item 2.         Changes in Securities                                        23

Item 6.         Exhibits and Reports on Form 8-K                             23




                                       2
<PAGE>


                         PART I - FINANCIAL INFORMATION
                         ------------------------------

ITEM 1.   CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>
PATRIOT NATIONAL BANCORP, INC
CONSOLIDATED BALANCE SHEETS
<CAPTION>
                                                                          September 30,      December 31,
                                                                               2003               2002
                                                                          -------------      -------------
                                                                           (Unaudited)
<S>                                                                       <C>                <C>
ASSETS
Cash and due from banks .............................................     $   4,929,673      $   5,385,757
Federal funds sold ..................................................         5,000,000          3,000,000
Short term investments ..............................................         1,838,648          3,348,968
                                                                          -------------      -------------
      Cash and cash equivalents .....................................        11,768,321         11,734,725

Available for sale securities (at fair value) .......................        91,478,828         60,618,366
Federal Reserve Bank stock ..........................................           691,150            481,050
Federal Home Loan Bank stock ........................................         1,077,300            621,300
Loans receivable (net of allowance for loan losses: 2003 $2,837,675;
      2002 $2,372,454) ..............................................       207,559,155        170,794,939
Accrued interest receivable .........................................         1,510,740          1,311,453
Premises and equipment, net .........................................         1,328,110            789,197
Deferred tax asset, net .............................................         1,157,291            754,696
Goodwill ............................................................           930,091            930,091
Other assets ........................................................           716,907            460,936
                                                                          -------------      -------------
           Total assets .............................................     $ 318,217,893      $ 248,496,753
                                                                          =============      =============
LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities
      Deposits:
           Noninterest bearing deposits .............................     $  27,302,298      $  25,519,809
           Interest bearing deposits ................................       238,450,822        192,391,451
                                                                          -------------      -------------
                Total deposits ......................................       265,753,120        217,911,260
      Securities sold under agreements to repurchase ................         5,700,000          5,700,000
      Federal Home Loan Bank borrowings .............................        17,000,000          4,000,000
      Trust preferred securities ....................................         8,000,000               --
      Capital lease obligation ......................................           140,556            243,231
      Collateralized borrowings .....................................           274,444            349,444
      Accrued expenses and other liabilities ........................         2,629,477          1,747,863
                                                                          -------------      -------------
                Total liabilities ...................................       299,497,597        229,951,798
                                                                          -------------      -------------
Shareholders' equity
      Common stock, $2 par value: 5,333,333 shares authorized; shares
           issued and outstanding: 2003 - 2,401,125; 2002 - 2,400,525         4,802,250          4,801,050
      Additional paid-in capital ....................................        11,489,109         11,484,649
      Retained earnings .............................................         2,514,705          1,688,158
      Accumulated other comprehensive income - net unrealized
           (loss) gain on available for sale securities, net of tax .           (85,768)           571,098
                                                                          -------------      -------------
                Total shareholders' equity ..........................        18,720,296         18,544,955
                                                                          -------------      -------------
                Total liabilities and shareholders' equity ..........     $ 318,217,893      $ 248,496,753
                                                                          =============      =============
</TABLE>

See accompanying notes to consolidated financial statements.

                                       3
<PAGE>


<TABLE>
PATRIOT NATIONAL BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

<CAPTION>
                                                        Three Months Ended               Nine Months Ended
                                                           September 30,                   September 30,
                                                       2003             2002           2003             2002
                                                    -----------------------------------------------------------

<S>                                                 <C>             <C>             <C>             <C>
Interest and Dividend Income
   Interest and fees on loans .................     $ 3,331,853     $ 2,602,775     $ 9,270,207     $ 7,426,230
   Interest and dividends on
      investment securities ...................         620,077         693,260       1,628,323       1,667,419
   Interest on federal funds sold .............          20,993          50,412          77,748         131,953
                                                    -----------     -----------     -----------     -----------
      Total interest and dividend income ......       3,972,923       3,346,447      10,976,278       9,225,602
                                                    -----------     -----------     -----------     -----------
Interest Expense
   Interest on deposits .......................       1,285,471       1,145,068       3,517,217       3,373,639
   Interest on Federal Home Loan Bank
         borrowings ...........................          95,943          49,016         223,315          75,474
   Interest on Trust Preferred Securities .....          86,115            --           181,906            --
   Interest on other borrowings ...............          26,932          48,874         103,857          97,336
                                                    -----------     -----------     -----------     -----------
      Total interest expense ..................       1,494,461       1,242,958       4,026,295       3,546,449
                                                    -----------     -----------     -----------     -----------
      Net interest income .....................       2,478,462       2,103,489       6,949,983       5,679,153
Provision for Loan Losses .....................         211,000          84,000         466,000         242,000
                                                    -----------     -----------     -----------     -----------
      Net interest income after
         provision for loan losses ............       2,267,462       2,019,489       6,483,983       5,437,153
                                                    -----------     -----------     -----------     -----------
Non-Interest Income
   Mortgage brokerage referral fees ...........         831,581         846,231       2,725,854       2,173,502
   Loan processing fees .......................         149,362         148,415         552,764         395,469
   Fees and service charges ...................         106,026          84,697         263,693         228,491
   Gains and origination fees from loans sold .            --              --              --           249,365
   Gain (loss) on sale of investment securities            --             5,542         307,739         (25,733)
   Other income ...............................          24,041          16,323          81,381          56,694
                                                    -----------     -----------     -----------     -----------
      Total non-interest income ...............       1,111,010       1,101,208       3,931,431       3,077,788
                                                    -----------     -----------     -----------     -----------
Non-Interest Expenses
   Salaries and benefits ......................       1,850,282       1,691,463       5,682,164       4,602,020
   Occupancy and equipment expenses, net ......         351,185         245,589         949,893         750,474
   Data processing and other outside services .         176,904         156,499         535,409         470,279
   Professional services ......................          66,426          83,696         243,668         260,323
   Advertising and promotional expenses .......          87,229         104,184         242,503         259,623
   Other operating expenses ...................         332,556         294,600       1,073,152         867,056
                                                    -----------     -----------     -----------     -----------
      Total non-interest expenses .............       2,864,582       2,576,031       8,726,789       7,209,775
                                                    -----------     -----------     -----------     -----------
      Income before income taxes ..............         513,890         544,666       1,688,625       1,305,166
                                                    -----------     -----------     -----------     -----------
Provision for Income Taxes ....................         198,000         207,000         658,000         481,000
                                                    -----------     -----------     -----------     -----------
      Net income ..............................     $   315,890     $   337,666     $ 1,030,625     $   824,166
                                                    ===========     ===========     ===========     ===========
      Basic income per share ..................     $      0.13     $      0.14     $      0.43     $      0.34
                                                    ===========     ===========     ===========     ===========
      Diluted income per share ................     $      0.13     $      0.14     $      0.42     $      0.34
                                                    ===========     ===========     ===========     ===========
      Dividends per share .....................     $     0.030     $     0.025     $     0.085     $     0.070
                                                    ===========     ===========     ===========     ===========
</TABLE>

See accompanying notes to consolidated financial statements.


                                       4
<PAGE>


<TABLE>
PATRIOT NATIONAL BANCORP, INC
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)

<CAPTION>
                                                        Three Months Ended               Nine Months Ended
                                                           September 30,                   September 30,
                                                       2003             2002           2003             2002
                                                    -----------------------------------------------------------

<S>                                                 <C>             <C>             <C>             <C>
Net income .....................................    $   315,890     $   337,666     $ 1,030,625     $   824,166

Unrealized holding (losses) gains on securities:
   Unrealized holding (losses) gains arising
   during the period, net of taxes..............       (341,639)        105,946        (656,866)        202,571
                                                    -----------     -----------     -----------     -----------

   Comprehensive (loss) income..................    $   (25,749)    $   443,612     $   373,759     $ 1,026,737
                                                    ===========     ===========     ===========     ===========
</TABLE>











See accompanying notes to consolidated financial statements.

                                       5
<PAGE>


<TABLE>
PATRIOT NATIONAL BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

<CAPTION>
                                                                                       Nine Months Ended
                                                                                        September 30,
                                                                                   2003               2002
                                                                               ------------------------------
<S>                                                                            <C>               <C>
Cash Flows from Operating Activities
      Net income .........................................................     $  1,030,625      $    824,166
      Adjustments to reconcile net income to net cash
      provided by operating activities:
      Amortization and accretion of investment premiums and discounts, net          445,000            38,807
      Originations of loans held for sale ................................             --            (208,000)
      Proceeds from sales of loans held for sale .........................             --             208,000
      Gain on sale of loans ..............................................             --            (249,365)
      Provision for loan losses ..........................................          466,000           242,000
      (Gain) loss on sale of investment securities .......................         (307,739)           25,733
      Depreciation and amortization ......................................          291,144           309,360
      Loss on disposal of bank premises and equipment ....................            2,037              --
      Changes in assets and liabilities:
           Increase in deferred loan fees ................................          197,518           171,509
           Increase in accrued interest receivable .......................         (199,287)         (186,749)
           (Increase) decrease in other assets ...........................          (15,971)           15,914
           Increases in accrued expenses and other liabilities ...........          869,594           384,622
                                                                               ------------      ------------
           Net cash provided by operating activities .....................        2,778,921         1,575,997
                                                                               ------------      ------------
Cash Flows from Investing Activities
      Purchases of available for sale securities .........................      (66,825,874)      (55,062,997)
      Proceeds from sales of available for sale securities ...............        7,094,321        11,375,386
      Principal repayments on available for sale securities ..............       19,474,368         5,876,966
      Proceeds from maturities of available for sale securities ..........        8,200,000         5,000,000
      Purchase of Federal Home Loan Bank Stock ...........................         (456,000)           (3,400)
      Purchase of Federal Reserve Bank Stock .............................         (210,100)             --
      Net increase in loans ..............................................      (37,427,734)      (16,226,093)
      Proceeds from sale of loan receivable ..............................             --           1,549,365
      Purchases of bank premises and equipment ...........................         (838,992)          (65,929)
      Proceeds from sale of bank premises and equipment ..................            6,900              --
                                                                               ------------      ------------
           Net cash used in investing activities .........................      (70,983,111)      (47,556,702)
                                                                               ------------      ------------
Cash Flows from Financing Activities
      Net increase in demand, savings and money market deposits ..........       13,130,440        21,228,748
      Net increase in time certificates of deposits ......................       34,711,420         2,935,011
      Increase in FHLB borrowings ........................................       13,000,000         4,000,000
      Proceeds from issuance of trust preferred securities ...............        8,000,000              --
      Debt issuance costs ................................................         (240,000)             --
      Increase in securities sold under agreements to repurchase .........             --           5,700,000
      Principal payments on capital lease obligation .....................         (102,675)          (89,638)
      Decrease in collateralized borrowings ..............................          (75,000)         (100,000)
      Dividends paid on common stock .....................................         (192,059)         (156,034)
      Proceeds from issuance of common stock .............................            5,660              --
                                                                               ------------      ------------
           Net cash provided by financing activities .....................       68,237,786        33,518,087
                                                                               ------------      ------------
           Net increase (decrease) in cash and cash equivalents ..........           33,596       (12,462,618)
</TABLE>


                                       6
<PAGE>


<TABLE>
PATRIOT NATIONAL BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS, Continued
(Unaudited)

<CAPTION>
                                                                                     Nine Months Ended
                                                                                       September 30,
                                                                                 2003                2002
                                                                             --------------------------------

<S>                                                                          <C>                 <C>
Cash and cash equivalents
      Beginning ......................................................         11,734,725          27,032,811
                                                                             ------------        ------------
      Ending .........................................................       $ 11,768,321        $ 14,570,193
                                                                             ============        ============

Supplemental Disclosures of Cash Flow Information
      Cash paid for:
           Interest ..................................................       $  3,530,981        $  3,563,632
                                                                             ============        ============
           Income Taxes ..............................................       $    818,876        $    554,360
                                                                             ============        ============

Supplemental disclosure of noncash investing and financing activities:

      Unrealized holding (loss) gain on available for sale
           securities arising during the period ......................       $ (1,059,461)       $    311,028
                                                                             ============        ============

      Accrued dividends declared on common stock .....................       $     72,034        $     60,013
                                                                             ============        ============
</TABLE>





See accompanying notes to consolidated financial statements.

                                       7
<PAGE>


Notes to Consolidated Financial Statements

(1)   The Consolidated  Balance Sheet at December 31, 2002 has been derived from
      the  audited  financial  statements  of  Patriot  National  Bancorp,  Inc.
      ("Bancorp") at that date, but does not include all of the  information and
      footnotes  required by  accounting  principles  generally  accepted in the
      United States of America for complete financial statements.

(2)   The  accompanying  unaudited  financial  statements and related notes have
      been prepared  pursuant to the rules and regulations of the Securities and
      Exchange  Commission.   Accordingly,   certain  information  and  footnote
      disclosures   normally  included  in  financial   statements  prepared  in
      accordance with  accounting  principles  generally  accepted in the United
      States  of  America  have  been  omitted.  The  accompanying  consolidated
      financial  statements and related notes should be read in conjunction with
      the audited financial statements of Bancorp and notes thereto for the year
      ended December 31, 2002.

      The  information  furnished  reflects,  in the opinion of management,  all
      normal  recurring  adjustments  necessary for a fair  presentation  of the
      results for the interim periods  presented.  The results of operations for
      the three and nine months  ended  September  30, 2003 are not  necessarily
      indicative  of the results of  operations  that may be expected for all of
      2003.

(3)   Bancorp is required to present  basic income per share and diluted  income
      per share in its income  statements.  Basic  income per share  amounts are
      computed by dividing net income by the weighted  average  number of common
      shares  outstanding.  Diluted  income per share  assumes  exercise  of all
      potential common stock in weighted average shares outstanding,  unless the
      effect  is   antidilutive.   Bancorp  is  also   required   to  provide  a
      reconciliation of the numerator and denominator used in the computation of
      both basic and diluted  income per share.  The  following  is  information
      about the  computation  of income per share for the three and nine  months
      ended September 30, 2003 and 2002.

<TABLE>
      Quarter ended September 30, 2003
<CAPTION>
                                                     Net Income          Shares         Amount
                                                    ------------------------------------------
<S>                                                 <C>                 <C>            <C>
      Basic Income Per Share
        Income available to common shareholders     $  315,890          2,400,855      $  0.13
      Effect of Dilutive Securities
        Warrants/Stock Options outstanding                   --            47,568           --
                                                    ------------------------------------------
      Diluted Income Per Share
        Income available to common shareholders
        plus assumed conversions                    $  315,890          2,448,423      $  0.13
                                                    ===========================================
</TABLE>


                                       8
<PAGE>


<TABLE>
      Quarter ended September 30, 2002
<CAPTION>
                                                     Net Income          Shares         Amount
                                                    ------------------------------------------
<S>                                                  <C>                <C>            <C>
      Basic Income Per Share
        Income available to common shareholders      $  337,666         2,400,525      $  0.14
      Effect of Dilutive Securities
        Warrants/Stock Options outstanding                   --            25,152           --
                                                     -----------------------------------------
      Diluted Income Per Share
        Income available to common shareholders
        plus assumed conversions                     $  337,666         2,425,677      $  0.14
                                                     =========================================

<CAPTION>
      Nine months ended September 30, 2003
                                                     Net Income          Shares         Amount
                                                    ------------------------------------------
<S>                                                  <C>                <C>            <C>
      Basic Income Per Share
        Income available to common shareholders      $1,030,625         2,400,769      $  0.43
      Effect of Dilutive Securities
        Warrants/Stock Options outstanding                   --            39,846        (0.01)
                                                     -----------------------------------------
      Diluted Income Per Share
        Income available to common shareholders
        plus assumed conversions                     $1,030,625         2,440,615      $  0.42
                                                     =========================================

<CAPTION>
      Nine months ended September 30, 2002
                                                     Net Income          Shares         Amount
                                                    ------------------------------------------
<S>                                                  <C>                <C>            <C>
      Basic Income Per Share
        Income available to common shareholders      $  824,166         2,400,525      $  0.34
      Effect of Dilutive Securities
        Warrants/Stock Options outstanding                   --            25,127           --
                                                     -----------------------------------------
      Diluted Income Per Share
        Income available to common shareholders
        plus assumed conversions                     $  824,166         2,425,652      $  0.34
                                                     =========================================
</TABLE>

(4)   Bancorp has two reportable segments,  the commercial bank and the mortgage
      broker.  The  commercial  bank  provides  its  commercial  customers  with
      products  such as  commercial  mortgage and  construction  loans,  working
      capital loans, equipment loans and other business financing  arrangements,
      and provides its consumer customers with residential  mortgage loans, home
      equity loans and other consumer  installment  loans.  The commercial  bank
      segment  also  attracts   deposits  from  both  consumer  and   commercial
      customers,  and invests such  deposits in loans,  investments  and working
      capital.  The commercial bank's revenues are generated  primarily from net
      interest income from its lending, investment and deposit activities.

      The mortgage  broker  solicits and  processes  conventional  mortgage loan
      applications   from  consumers  on  behalf  of  permanent   investors  and
      originates loans for sale.  Revenues are generated from loan brokerage and
      application  processing  fees received from permanent  investors and gains
      and origination fees from loans sold.

                                       9
<PAGE>


      Information  about  reportable  segments  and  a  reconciliation  of  such
      information  to the  consolidated  financial  statements for the three and
      nine  months  ended  September  30,  2003  and  2002  is  as  follows  (in
      thousands):

      Quarter ended September 30, 2003
      --------------------------------

                                                     Mortgage      Consolidated
                                         Bank         Broker          Totals
                                         -----------------------------------

      Net interest income .....       $  2,478       $   --         $  2,478
      Non-interest income .....            149            962          1,111
      Non-interest expense ....          2,125            740          2,865
      Provision for loan losses            211           --              211
      Income before taxes .....            292            222            514
      Assets at period end ....        317,215          1,003        318,218

      Quarter ended September 30, 2002
      --------------------------------

                                                     Mortgage      Consolidated
                                         Bank         Broker          Totals
                                         -----------------------------------

      Net interest income .....       $  2,103       $   --         $  2,103
      Non-interest income .....             69          1,032          1,101
      Non-interest expense ....          1,779            797          2,576
      Provision for loan losses             84           --               84
      Income before taxes .....            310            235            545
      Assets at period end ....        236,423          1,076        237,499

      Nine months ended September 30, 2003
      ------------------------------------

                                                     Mortgage      Consolidated
                                         Bank         Broker          Totals
                                         -----------------------------------

      Net interest income .....       $  6,950       $   --         $  6,950
      Non-interest income .....            695          3,236          3,931
      Non-interest expense ....          6,167          2,560          8,727
      Provision for loan losses            466           --              466
      Income before taxes .....          1,013            676          1,689
      Assets at period end ....        317,215          1,003        318,218

      Nine months ended September 30, 2002
      ------------------------------------

                                                     Mortgage      Consolidated
                                         Bank         Broker          Totals
                                         -----------------------------------

      Net interest income .....       $  5,679       $   --         $  5,679
      Non-interest income .....            426          2,652          3,078
      Non-interest expense ....          5,143          2,067          7,210
      Provision for loan losses            242           --              242
      Income before taxes .....            720            585          1,305
      Assets at period end ....        236,423          1,076        237,499


(5)   Certain  2002  amounts  have been  reclassified  to conform  with the 2003
      presentation. Such reclassifications had no effect on net income.


                                       10
<PAGE>


(6)   Other  comprehensive  income,  which is comprised  solely of the change in
      unrealized  gains  and  losses on  available  for sale  securities,  is as
      follows:

<TABLE>
<CAPTION>
                                            Three Months Ended                              Nine Months Ended
                                            September 30, 2003                              September 30, 2003
                                    Before Tax        Tax         Net of Tax       Before Tax         Tax         Net of Tax
                                      Amount         Effect         Amount           Amount          Effect         Amount
                                  --------------------------------------------------------------------------------------------
<S>                               <C>             <C>             <C>             <C>             <C>             <C>
Unrealized holding loss
arising during the period ....    $  (551,030)    $   209,391     $  (341,639)    $  (751,722)    $   285,654     $  (466,068)

Reclassification adjustment
for gains recognized in income           --              --              --          (307,739)        116,941        (190,798)
                                  --------------------------------------------------------------------------------------------

Unrealized holding loss on
available for sale securities,
net of taxes .................    $  (551,030)    $   209,391     $  (341,639)    $(1,059,461)    $   402,595     $  (656,866)
                                  ============================================================================================

<CAPTION>
                                            Three Months Ended                              Nine Months Ended
                                            September 30, 2003                              September 30, 2003
                                    Before Tax        Tax         Net of Tax       Before Tax         Tax         Net of Tax
                                      Amount         Effect         Amount           Amount          Effect         Amount
                                  --------------------------------------------------------------------------------------------
<S>                               <C>             <C>             <C>             <C>             <C>             <C>
Unrealized holding gain
arising during the period ....    $   176,422     $   (67,040)    $   109,382     $   285,295     $   (99,484)    $   185,811

Reclassification adjustment
for (gains) losses
recognized in income .........         (5,542)          2,106          (3,436)         25,733          (8,973)         16,760
                                  --------------------------------------------------------------------------------------------

Unrealized holding gain on
available for sale securities,
net of taxes .................    $   170,880     $   (64,934)    $   105,946     $   311,028     $  (108,457)    $   202,571
                                  ============================================================================================
</TABLE>

(7)   At the end of the first quarter of 2003, Bancorp created a statutory trust
      of which  Bancorp  owns 100% of the capital  stock.  The trust issued $8.0
      million in variable rate preferred  securities to investors with a current
      rate of 4.29%;  the rate may adjust  quarterly  based on changes to LIBOR.
      The duration of the trust is 35 years with early  redemption at par at the
      Company's  option  after  five  years,  or earlier in the event of certain
      regulatory or tax changes. The proceeds from the issuance of the preferred
      securities  were used to purchase junior  subordinated  debt from Bancorp.
      Bancorp  primarily  invested  the funds from the  issuance  of the debt in
      Patriot  National  Bank (the  "Bank"),  which in turn used the proceeds to
      fund general  operations of the Bank. The securities qualify for up to 25%
      of  Bancorp's  Tier 1  Capital  with the  remainder  qualifying  as Tier 2
      Capital.

(8)   During the nine months ended  September  30, 2003 the Bank entered into an
      additional  $13 million in  borrowing  transactions  with the Federal Home
      Loan Bank;  $10 million of the borrowings was used as part of a leveraging
      strategy;  the  additional  $3  million  was  used  to fund  loan  demand.
      Outstanding  borrowings at September  30, 2003 have original  terms of six
      months to five years with interest rates ranging from 1.27% to 5.11%.

(9)   Bancorp has executed a ten-year lease renewal for its main office location
      which lease currently  expires August 2004, and a ten-year lease for a new
      branch  location  which opened  November  2003.  The future minimum rental
      commitments under these leases total $2.6 million.

                                       11
<PAGE>


ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

       (a)  Plan of Operation

Not  applicable  since Bancorp had revenues from  operations in each of the last
two fiscal years.

       (b)  Management's Discussion and Analysis of
            Financial Condition and Results of Operations

SUMMARY

Bancorp  had net  income of  $316,000  ($0.13  basic  income per share and $0.13
diluted income per share) for the quarter ended September 30, 2003,  compared to
net income of $338,000  ($0.14 basic income per share and $0.14  diluted  income
per share) for the quarter ended  September 30, 2002. For the nine-month  period
ended  September  30, 2003,  net income was  $1,031,000  ($0.43 basic income per
share and $0.42 diluted  income per share) as compared to net income of $824,000
($0.34 basic income per share and $0.34  diluted  income per share) for the nine
months ended September 30, 2002.

Total assets increased $69.7 million from $248.5 million at December 31, 2002 to
$318.2 million at September 30, 2003. Cash and cash equivalents remained largely
unchanged at September 30, 2003 as compared to December 31, 2002.  The available
for sale  securities  portfolio  increased  $30.9  million  to $91.5  million at
September  30,  2003 from  $60.6  million at  December  31,  2002.  The net loan
portfolio  increased  $36.8 million from $170.8  million at December 31, 2002 to
$207.6 million at September 30, 2003. Deposits increased $47.9 million to $265.8
million at  September  30,  2003 from  $217.9  million  at  December  31,  2002.
Borrowings  and other  liabilities  increased  $21.7 million to $33.7 million at
September 30, 2003 from $12.0 million at December 31, 2002. Total  shareholders'
equity  increased  $175,000 to $18.7  million at  September  30, 2003 from $18.5
million at December 31, 2002.

FINANCIAL CONDITION

Assets
------

Bancorp's  total assets  increased $69.7 million from $248.5 million at December
31, 2002 to $318.2  million at  September  30, 2003.  Cash and cash  equivalents
remained  largely  unchanged at  September  30, 2003 as compared to December 31,
2002.  Cash and due from  banks  decreased  $0.5  million;  federal  funds  sold
increased $2.0 million and short term investments decreased $1.5 million.


                                       12
<PAGE>


Investments
-----------

The  following  table is a summary of Bancorp's  available  for sale  securities
portfolio, at fair value, at the dates shown:

                                            September 30,         December 31
                                                2003                  2002
------------------------------------------------------------------------------
U. S. Government Agency Obligations       $   11,966,075         $   9,129,414
Mortgage Backed Securities                    67,512,753            38,461,159
Corporate Bonds                                     --                 383,797
Marketable equity securities                  12,000,000            12,643,996
                                          --------------         -------------
Total Investments                         $   91,478,828         $  60,618,366
                                          ======+=======         =============

Available  for sale  securities  increased  $30.9  million from $60.6 million at
December  31,  2002 to $91.5  million  at  September  30,  2003.  This  increase
represents  the  investment  of funds from the  closing  of the trust  preferred
securities  offering at the end of the first  quarter of 2003,  an interest rate
leveraging strategy which was funded by Federal Home Loan Bank borrowings during
the  second  quarter of 2003,  and the  reinvestment  of funds  from  investment
maturities, principal repayments and sales of investments in 2003.

During the three and nine months ended  September  30, 2003  unrealized  holding
losses on the  available  for sale  securities  portfolio  totaled  $551,000 and
$1,059,000,  respectively. These unrealized losses were the result of volatility
in market  rates and yield curve  changes  that  impacted  the market  prices of
government  agency bonds and mortgage  backed  securities.  Management  does not
believe these  unrealized  losses are other than temporary,  and Bancorp has the
ability  to hold  these  securities  to  maturity  if  necessary.  As a  result,
management believes that these unrealized losses will not have a negative impact
on future earnings and capital.


                                       13
<PAGE>


Loans
-----

The following table is a summary of Bancorp's loan portfolio at the dates shown:

                                          September 30,             December 31
                                              2003                     2002
 ------------------------------------------------------------------------------
 Real Estate
     Commercial                         $   91,122,891           $   65,967,205
     Residential                            17,629,187               27,012,024
     Construction                           59,607,199               39,208,651
  Commercial                                15,326,391               13,021,909
  Consumer installment                       1,985,919                1,757,321
  Consumer home equity                      25,534,570               26,812,092
                                        --------------           --------------
  Total Loans                              211,206,157              173,779,202
  Net deferred fees                           (809,327)                (611,809)
  Allowance for loan losses                 (2,837,675)              (2,372,454)
                                        --------------           --------------
  Total Loans                           $  207,559,155           $  170,794,939
                                        ==============           ==============

Bancorp's net loan  portfolio  increased  $36.8  million from $170.8  million at
December  31,  2002 to $207.6  million  at  September  30,  2003.  Increases  in
commercial  real  estate  loans of $25.1  million,  construction  loans of $20.4
million and commercial  loans of $2.3 million were partially offset by decreases
in  residential  real  estate and home  equity  loans of $9.4  million  and $1.3
million, respectively. Refinance transactions have resulted in a decrease in the
residential  real estate loan  portfolio of $9.4 million.  A favorable  interest
rate  environment  for  borrowers  combined  with a strong  real  estate  market
continues to contribute to the overall growth in the loan portfolio.

At September 30, 2003,  the net loan to deposit ratio was 78.1% and the net loan
to total assets ratio was 65.2%.  At December 31, 2002,  the net loan to deposit
ratio was 78.4% and the net loan to total assets ratio was 68.7%.  Based on loan
applications  in process  and  anticipated  repayments,  management  anticipates
maintaining the current level of the loan portfolio through the end of 2003.

Critical Accounting Policies
----------------------------

In the ordinary  course of business,  Bancorp has made a number of estimates and
assumptions  relating to reporting results of operations and financial condition
in preparing its financial  statements in conformity with accounting  principles
generally accepted in the United States of America.  Actual results could differ
significantly  from those estimates under different  assumptions and conditions.
Bancorp  believes the following  discussion  addresses  Bancorp's  only critical
accounting  policy,  which is the policy that is most important to the portrayal
of  Bancorp's  financial  results  and  requires  management's  most  difficult,
subjective  and  complex  judgments,  often  as a  result  of the  need  to make
estimates about the effect of matters that are inherently uncertain.


                                       14
<PAGE>


Allowance for Loan Losses
-------------------------

The allowance for loan losses,  a material  estimate  susceptible to significant
change in the near-term, is established as losses are estimated to have occurred
through a provision for loan losses charged against operations and is maintained
at a level  that  management  considers  adequate  to absorb  losses in the loan
portfolio. Management's judgment in determining the adequacy of the allowance is
inherently  subjective and is based on the evaluation of individual  loans,  the
known and inherent risk  characteristics  and size of the loan  portfolios,  the
assessment of current economic and real estate market  conditions,  estimates of
the current value of underlying collateral, past loan loss experience, review of
regulatory  authority  examination reports and evaluations of specific loans and
other relevant factors.

The allowance for loan losses is maintained at a level that management  believes
is adequate to absorb  probable  losses on existing loans based on an evaluation
of the  collectibility  of loans and prior loan loss  experience.  A risk rating
system is utilized to measure the  adequacy of the  allowance  for loan  losses.
Under this  system,  each loan is assigned a risk  rating  between one and nine,
which has a corresponding  loan loss factor  assigned,  with one being the least
risk and nine  reflecting  the most risk or a complete  loss.  Risk  ratings are
assigned by the originating  loan officer or loan committee at the initiation of
the transactions and are reviewed and changed,  when necessary,  during the life
of the loan.  Loan loss reserve  factors are multiplied  against the balances in
each risk rating category to arrive at the  appropriate  level for the allowance
for loan losses. Loans assigned a risk rating of six or above are monitored more
closely  by  the  credit  administration   officers.  Loan  quality  control  is
continually  monitored  by  management  subject  to  oversight  by the  board of
directors through its members who serve on the loan committee,  and the adequacy
of the  allowance  for loan losses is  presented to and reviewed by the board of
directors on a quarterly  basis. The methodology for determining the adequacy of
the allowance for loan losses is consistently applied; however, revisions may be
made to the methodology and assumptions based on historical  information related
to charge-off and recovery experience and management's evaluation of the current
loan portfolio.

Based upon this evaluation, management believes the allowance for loan losses of
$2.8  million at  September  30,  2003,  which  represents  1.35% of gross loans
outstanding, is adequate, under prevailing economic conditions, to absorb losses
on existing  loans which may become  uncollectible.  At December 31,  2002,  the
allowance for loan losses was $2.4 million or 1.37% of gross loans outstanding.

                                       15
<PAGE>


Analysis of Allowance for Loan Losses
-------------------------------------
                                                                September 30,
(Thousands of dollars)                              2003            2002
-------------------------------------------------------------------------------
Balance at beginning of period .............       $ 2,373         $ 1,894
                                                   -----------------------
Charge-offs ................................            (1)           --
Recoveries .................................          --                10
                                                   -----------------------
Net (charge-offs) recoveries ...............            (1)             10
                                                   -----------------------
Provision charged to operations ............           466             242
                                                   -----------------------
Balance at end of period ...................       $ 2,838         $ 2,146
                                                   =======================
Ratio of net (charge-offs) recoveries
          during the period to average loans
          outstanding during the period ....         (0.00%)          0.01%
                                                   =======================

Non-Accrual, Past Due and Restructured Loans
--------------------------------------------

The following table presents non-accruing and past due loans:

                                                 September 30,   December 31,
(Thousands of dollars)                               2003            2002
-------------------------------------------------------------------------------
Loans delinquent over 90
          days still accruing                      $   315          $1,172
Non-accruing loans ..........                          150             201
                                                   -----------------------

Total .......................                      $   465          $1,373
                                                   =======================

% of Total Loans ............                         0.22%          0.79%
% of Total Assets ...........                         0.15%          0.56%


Potential Problem Loans
-----------------------

At September 30, 2003,  Bancorp had no loans,  other than those disclosed in the
table above, as to which management has significant  doubts as to the ability of
the borrower to comply with the present repayment terms.

Premises and Equipment
----------------------

The opening of two new  branches  combined  with the  renovation  of a third new
branch,  which  opened in  November,  has resulted in an increase of $539,000 in
premises and  equipment,  net from $789,000 at December 31, 2002 to $1.3 million
at September 30, 2003.


                                       16
<PAGE>


Deposits
--------

The following table is a summary of Bancorp's deposits at the dates shown:

                                              September 30,        December 31
                                                       2003               2002
------------------------------------------------------------------------------

Non-interest bearing ...................       $ 27,302,298       $ 25,519,809
                                               ------------       ------------

Interest bearing
   Time certificates, less than $100,000         79,304,242         57,202,908
   Time certificates, $100,000 or more .         41,291,431         28,681,345
   Money market ........................         67,560,241         56,973,507
   Savings .............................         23,764,157         26,847,780
   NOW .................................         26,530,751         22,685,911
                                               ------------       ------------
Total interest bearing .................        238,450,822        192,391,451
                                               ------------       ------------
Total Deposits .........................       $265,753,120       $217,911,260
                                               ============       ============

Total deposits  increased $47.9 million from $217.9 million at December 31, 2002
to $265.8 million at September 30, 2003.  Noninterest bearing deposits increased
$1.8 million due primarily to increases in commercial  demand deposit  accounts.
Interest  bearing  deposits  increased  $46.0 million.  Certificates  of deposit
increased $34.7 million;  money market fund accounts and NOW accounts  increased
$10.6 million and $3.8 million,  respectively;  savings accounts  decreased $3.1
million.  Increases in  certificates  of deposit are due  primarily to bank wide
promotional  campaigns  associated  with  two new  branch  openings.  Due to the
uncertainty  in short term interest  rates,  many  depositors  have been keeping
funds liquid which has resulted in an increase in money market fund accounts.

Trust Preferred Securities
--------------------------

As  indicated  in Note 7,  Bancorp  created a statutory  trust which issued $8.0
million in preferred  securities to investors.  Management elected to create the
trust for the reason  that it  provides  an  inexpensive  means of  raising  new
capital to support  core  growth and  leverage  without  diluting  the rights of
existing  shareholders.  In addition to the  favorable  regulatory  treatment of
these  securities,  there are favorable tax reasons that support this  decision.
The proceeds of the trust will be used to fund general operations of the Bank.

Borrowings
----------

During the second quarter Bancorp  executed a leveraging  strategy by purchasing
$10 million in  mortgage  backed  securities  which was funded by $10 million in
Federal Home Loan Bank borrowings.  During the third quarter,  the Bank borrowed
an additional $3 million from the Federal Home Loan Bank to fund loan demand.


                                       17
<PAGE>


RESULTS OF OPERATIONS

Interest and dividend income and expense
----------------------------------------

Bancorp's  interest  and  dividend  income  increased  $626,000 or 18.7% for the
quarter  ended  September  30,  2003 as  compared  to the same  period  in 2002.
Interest and fees on loans increased 28.0% or $729,000 from $2.6 million for the
quarter ended September 30, 2002 to $3.3 million for the quarter ended September
30, 2003.  For the nine months ended  September 30, 2003,  interest and dividend
income was $11.0 million  which  represents an increase of $1.8 million or 19.0%
compared to interest  and  dividend  income of $9.2  million for the same period
last year.  These increases are the result of the increase in the investment and
loan portfolios, net of decreases in the yields on interest earning assets.

Bancorp's  interest  expense  increased  20.2% or $252,000 for the quarter ended
September 30, 2003 as compared to the same period in 2002. Increases in interest
bearing  deposits  accounts  resulted  in an  increase  of 12.3% or  $140,000 in
interest  expense for the quarter ended  September 30, 2003 compared to the same
period last year. Increases in outstanding borrowings resulted in an increase of
$111,000  in  interest  expense  for the  quarter  ended  September  30, 2003 as
compared to the same period in 2002.  For the nine months  ended  September  30,
2003,  total  interest  expense  increased  $480,000 or 13.5% to $4.0 million as
compared to $3.5 million for the nine months  ended  September  30, 2002.  These
increases  in interest  expenses  are due to higher  levels of interest  bearing
liabilities  partially  offset  by  lower  interest  rates on  interest  bearing
liabilities.  Included in interest  expense for the three and nine months  ended
September 30, 2003 is $86,000 and $182,000,  respectively  from trust  preferred
securities obligations incurred at the end of the first quarter of 2003.

Non-interest income
-------------------

Non-interest  income  increased  $10,000 or 0.9% to $1.1 million for the quarter
ended  September 30, 2003 as compared to the  comparable  period last year.  The
continued  favorable interest rate environment for borrowers has resulted in the
maintenance of an historical  high level of mortgage  brokerage and referral fee
income.  Mortgage  brokerage  and referral  fees  decreased  slightly by 1.7% or
$15,000 to $831,000  for the  quarter  ended  September  30, 2003 as compared to
$846,000 for the same period last year.  This  decrease was due  primarily to an
increase in long term interest rates during the third quarter.

For the nine months ended  September  30, 2003,  non-interest  income  increased
$854,000  or 27.7% to $3.9  million as  compared  to $3.1  million  for the same
period in 2002. Mortgage brokerage and referral fees increased $552,000 or 25.4%
to $2.7 million for the nine months ended  September  30, 2003 from $2.2 million
for the nine months ended  September 30, 2002.  Loan  processing  fees increased
39.8% or $157,000 from $395,000 for the nine months ended  September 30, 2002 to
$553,000 for the nine months ended  September 30, 2003.  The favorable  interest
rate environment for borrowers cited earlier resulted in the increases in

                                       18
<PAGE>


mortgage  brokerage and referral fees and loan processing fees.  Included in the
results  for the nine  months  ended  September  30,  2003 are gains on sales of
investment  securities of $308,000.  A portion of the gains is attributable to a
gain of  $117,000  on an  investment  security  for  which  Bancorp  recorded  a
write-down  in  2001  made  for the  impairment  of a debt  security  due to the
deterioration  in the financial  condition of the issuer;  in March 2003 Bancorp
received the proceeds  from a tender offer made by the issuer at a price of 100%
of par for the above security under a comprehensive  refinancing plan.  Included
in the  results  for the  nine  months  ended  September  30,  2002 is a gain of
$249,000 from the sale of a nonperforming loan.

Non-interest expenses
---------------------

Non-interest  expenses  increased  11.2% or  $289,000  to $2.9  million  for the
quarter  ended  September  30,  2003 from $2.6  million  for the  quarter  ended
September 30, 2002.  Salaries and benefits expense  increased 9.4%, or $159,000,
to $1.9 million for the quarter  ended  September 30, 2003 from $1.7 million for
the  quarter  ended  September  30,  2002,  due  primarily  to higher  levels of
commissions and production related incentive  compensation  accruals, as well as
to staffing additions made for the opening of two new branch offices.  Occupancy
and equipment expense, net increased $106,000 or 43% to $351,000 for the quarter
ended  September 30, 2003 from $246,000 for the quarter ended September 30, 2002
due  primarily  to the  establishment  of  additional  branch  locations.  Other
non-interest  expenses  increased  $38,000 or 12.9% to $333,000  for the quarter
ended September 30, 2003 from $295,000 for the quarter ended September 30, 2002.

For the nine months ended September 30, 2003,  non-interest  expenses  increased
$1.5 million or 21.0% to $8.7 million from $7.2 million for the same period last
year for similar reasons cited above. Salary and benefits expense increased $1.1
million;   occupancy  and  equipment  expense,  net  increased  $199,000.  Other
non-interest  expenses increased  $206,000;  $122,000 of this increase is due to
increases in loan processing expenses.

Bancorp has  received  regulatory  approval to establish  an  additional  branch
location  which  will  result  in  additional  capital  expenditures  as well as
increases in salaries and benefits and occupancy and  equipment  expenses.  This
new branch office opened November 4, 2003.


                                       19
<PAGE>


Income Taxes
------------

Bancorp  recorded income tax expense of $198,000 for the quarter ended September
30, 2003 as compared to $207,000 for the quarter ended  September 30, 2002.  For
the nine months ended  September  30,  2003,  income tax expense was $658,000 as
compared to $481,000  for the same period last year.  These  changes are related
primarily  to the  change in  pre-tax  income as well as to an  increase  in the
Connecticut  tax rate. The effective tax rates for the quarters ended  September
30,  2003 and  September  30,  2002 were  38.5%  and  38.0%,  respectively;  the
effective  tax rates for the nine months ended  September 30, 2003 and September
30, 2002 were 39.0% and 36.8%, respectively.

LIQUIDITY

Bancorp's  liquidity  ratio was 32.5% and 34.7% at September  30, 2003 and 2002,
respectively.  The liquidity ratio is defined as the percentage of liquid assets
to total  assets.  The  following  categories  of  assets  as  described  in the
accompanying  consolidated balance sheets are considered liquid assets: cash and
due from banks,  federal funds sold,  short term  investments  and available for
sale  securities.  Liquidity  is a measure  of  Bancorp's  ability  to  generate
adequate cash to meet financial obligations.  The principal cash requirements of
a financial  institution are to cover downward  fluctuations in deposit accounts
and increases in its loan portfolio.  Management  believes Bancorp's  short-term
assets have sufficient liquidity to cover loan demand, potential fluctuations in
deposit  accounts,  the costs related to opening new branch  offices and to meet
other anticipated cash requirements.

CAPITAL

The following table illustrates Bancorp's regulatory capital ratios at September
30, 2003 and December 31, 2002 respectively:

                                         September 30, 2003    December 31, 2002
                                         ------------------    -----------------

Leverage Capital ...................            7.84%                6.99%
Tier 1 Risk-based Capital...........           10.43%                9.13%
Total Risk-based Capital ...........           12.40%               10.39%

The  following  table  illustrates  the  Bank's  regulatory  capital  ratios  at
September 30, 2003 and December 31, 2002 respectively:

                                         September 30, 2003    December 31, 2002
                                         ------------------    -----------------

Leverage Capital ...................            8.19%                6.98%
Tier 1 Risk-based Capital...........           10.89%                9.11%
Total Risk-based Capital ...........           12.11%               10.36%

Capital  adequacy is one of the most  important  factors used to  determine  the
safety and

                                       20
<PAGE>


soundness of individual banks and the banking system. Based on the above ratios,
both Bancorp and the Bank are considered to be "well  capitalized"  at September
30, 2003 under applicable regulations.  To be considered  "well-capitalized," an
institution  must generally have a leverage capital ratio of at least 5%, a Tier
1 risk-based  capital ratio of at least 6% and a total risk-based  capital ratio
of at least 10%.

The increase in capital  ratios is due  primarily to the  formation in the first
quarter of 2003 of a statutory trust as indicated in Note 7.

IMPACT OF INFLATION AND CHANGING PRICES

Bancorp's  consolidated  financial  statements  have been  prepared  in terms of
historical dollars, without considering changes in the relative purchasing power
of money over time due to inflation. Unlike most industrial companies, virtually
all of the assets and  liabilities  of a financial  institution  are monetary in
nature.  As a  result,  interest  rates  have a  more  significant  impact  on a
financial  institution's  performance  than the  general  levels  of  inflation.
Interest  rates do not  necessarily  move in the same  direction  or in the same
magnitude as the prices of goods and services.  Notwithstanding  this, inflation
can directly affect the value of loan  collateral,  in particular,  real estate.
Inflation,  or disinflation,  could  significantly  affect Bancorp's earnings in
future periods.

"SAFE HARBOR" STATEMENT UNDER PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Certain statements contained in Bancorp's public reports, including this report,
and in particular  in this  "Management's  Discussion  and Analysis of Financial
Condition  and Results of  Operation,"  may be forward  looking and subject to a
variety of risks and uncertainties.  These factors include,  but are not limited
to, (1) changes in  prevailing  interest  rates which would  affect the interest
earned  on  Bancorp's  interest  earning  assets  and the  interest  paid on its
interest bearing liabilities,  (2) the timing of repricing of Bancorp's interest
earning assets and interest  bearing  liabilities,  (3) the effect of changes in
governmental   monetary  policy,  (4)  the  effect  of  changes  in  regulations
applicable  to  Bancorp  and  the  conduct  of  its  business,  (5)  changes  in
competition  among  financial  service  companies,  including  possible  further
encroachment  of non-banks on services  traditionally  provided by banks and the
impact of recently enacted federal  legislation,  (6) the ability of competitors
which are larger  than  Bancorp to provide  products  and  services  which it is
impracticable  for Bancorp to provide,  (7) the effects of Bancorp's  opening of
branches,  and (8) the  effect  of any  decision  by  Bancorp  to  engage in any
business not  historically  permitted to it. Other such factors may be described
in Bancorp's future filings with the SEC.


                                       21
<PAGE>


ITEM 3.    CONTROLS AND PROCEDURES

Based on an evaluation of the effectiveness of Bancorp's disclosure controls and
procedures  performed  by  Bancorp's  management,   with  the  participation  of
Bancorp's Chief Executive  Officer and its Chief Financial Officer as of the end
of the period  covered by this report,  Bancorp's  Chief  Executive  Officer and
Chief  Financial  Officer  concluded  that  Bancorp's  disclosure  controls  and
procedures have been effective.

As used herein,  "disclosure  controls and procedures"  means controls and other
procedures of Bancorp that are designed to ensure that  information  required to
be  disclosed  by Bancorp  in the  reports  that it files or  submits  under the
Securities Exchange Act is recorded, processed,  summarized and reported, within
the time  periods  specified  in the  Commission's  rules and forms.  Disclosure
controls and procedures  include,  without  limitation,  controls and procedures
designed to ensure that  information  required to be disclosed by Bancorp in the
reports  that  it  files  or  submits  under  the  Securities  Exchange  Act  is
accumulated and  communicated to Bancorp's  management,  including its principal
executive  and  principal  financial  officers,  or persons  performing  similar
functions,   as  appropriate  to  allow  timely  decisions   regarding  required
disclosure.

There were no changes in Bancorp's  internal  control over  financial  reporting
identified  in  connection  with  the  evaluation  described  in  the  preceding
paragraph that occurred during Bancorp's fiscal quarter ended September 30, 2003
that has  materially  affected,  or is reasonably  likely to materially  affect,
Bancorp's internal control over financial reporting.


                                       22
<PAGE>


                          PART II - OTHER INFORMATION.
                           ---------------------------

ITEM 2.    CHANGES IN SECURITIES

      (a)   Not applicable

      (b)   Not applicable

      (c)   On September 9, 2003,  Bancorp issued 400 shares of its Common Stock
            to a  former  director  as part  of a  consulting  arrangement  with
            Patriot  National  Bank.  The  obligation  under this  agreement was
            assumed  by  Bancorp  at the  time the  Bank  became a wholly  owned
            subsidiary of Bancorp.

            Bancorp  claims an exemption from  registration  for the issuance of
            these shares under Rule 504 under the Securities Act of 1933, on the
            basis  that the  aggregate  price  for  these  shares  is less  than
            $1,000,000.

      (d)   Not applicable


Item 6.     Exhibits and Reports on Form 8-K

      (a)   No.    Description


            31(1)  Rule 13a-14(a)/15d-14(a)  Certification  of  Chief  Executive
                   Officer

            31(2)  Rule 13a-14(a)/15d-14(a)  Certification  of  Chief  Financial
                   Officer

            32     Section 1350 Certification

      (b)   During the quarter  ended  September  30,  2003,  Bancorp  filed one
            Current Report on Form 8-K dated July 17, 2003 (filed July 17, 2003)
            responding  to  Items  7 and  12 and  relating  to a  press  release
            announcing  certain  information  concerning  Bancorp's  results  of
            operations  for the quarter  ended June 30,  2003 and its  financial
            condition at June 30, 2003.


                                       23
<PAGE>


                                   SIGNATURES

In accordance with the requirements of the Securities  Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the  undersigned
thereunto duly authorized.

                                 PATRIOT NATIONAL BANCORP, INC.
                                 (Registrant)


                                  By: /s/ ROBERT F. O'CONNELL
                                      ---------------------------
                                      Robert F. O'Connell,
                                      Senior Executive Vice President
                                      Chief Financial Officer

                                      (On behalf of the registrant and as
                                      chief financial officer)

November 13, 2003


                                       24


<PAGE>



                                 EXHIBIT INDEX



              No.                          Description
              ---                          -----------

            31(1)  Rule 13a-14(a)/15d-14(a)  Certification  of  Chief  Executive
                   Officer

            31(2)  Rule 13a-14(a)/15d-14(a)  Certification  of  Chief  Financial
                   Officer

            32     Section 1350 Certification