Exhibit 10.1


    Exhibit
      10.1

    EMPLOYMENT
      AGREEMENT

    


    This
      Agreement is made and entered into as of the 26th day of October, 2005, by
      and
      between SOUTHERN CONNECTICUT BANCORP, INC. AND THE BANK OF SOUTHERN CONNECTICUT
      having a principal place of business in New Haven, Connecticut (hereinafter
      referred to as the “Employers”) and John Howard Howland, residing in Wayland,
      Massachusetts (hereinafter referred to as the “Employee”).

    W
      I T N E
      S S E T H

    WHEREAS,
      the Employee is experienced in the operation and management of a bank;
      and

    WHEREAS,
      the Employers desire to secure the services of the Employee on the terms herein
      set forth; and

    WHEREAS,
      the Employee is willing to enter into this Agreement on said terms;


    NOW,
      THEREFORE, in consideration of the promises and the mutual covenants herein
      contained, the parties hereto, intending to be legally bound, do hereby mutually
      covenant and agree as follows:

     

    
      	1.  	
              Employment.
                The Employers agree to employ the Employee as Executive Vice President
                and
                Chief Administrative Officer of Southern Connecticut Bancorp, Inc.
                and The
                Bank of Southern Connecticut for the Term of Employment as defined
                in
                Section 2, and the Employee accepts said employment and agrees to
                serve in
                such capacity upon the terms and conditions hereinafter set
                forth.

            


    

     

     

    
      
        
        

      

      
        -1-

        
          

        

      

      
        
        

      

    

     

     

    
      	2.  	
              Terms
                of Employment.
                The Term of Employment shall commence on the date first written above
                and
                ending on December 31, 2006. Notwithstanding the foregoing, the term
                of
                Employment shall end if sooner terminated as provided in Section
                5.

            


    

    
      	3.  	
              Duties
                of Employment.
                The Employee agrees that, so long as he shall be employed by the
                Employers, the Employee shall perform all duties assigned or delegated
                to
                him under the by laws of the Employers or from time to time by the
                Board
                of Directors of the Employers consistent with his position as Executive
                Vice President and Chief Administrative Officer of Southern Connecticut
                Bancorp, Inc. and the Bank of Southern Connecticut or as designated
                below,
                and shall be responsible for and perform all acts and services customarily
                associated with such position including the overall management of
                the
                Employers, devoting his full time, best efforts and attention to
                the
                advancement of the interests and business of the Employers. The Employee
                shall not be engaged in or concerned with any other duties or pursuits
                which are competitive or inconsistent with the interests and business
                of
                the Employers. 

            


    

    
      	4.  	
              Compensation.
                During the Term of Employment, the Employers shall pay the Employee
                as
                compensation for the services to be rendered by him hereunder the
                following:

            


    

    
      	a.  	
              The
                Employers shall pay to the Employee a base salary at an annual rate
                of not
                less than ONE HUNDRED FORTY THOUSAND DOLLARS ($140,000.00) payable
                bi-weekly through December 31, 2006. Such compensation shall be payable
                in
                accordance with normal payroll practices of the
                Employers.

            


    

     

     

    
      
        
        

      

      
        -2-

        
          

        

      

      
        
        

      

    

     

     

    
      	b.  	
              In
                addition to the base salary set forth in (a) above, the Employee
                shall be
                entitled to such merit bonuses reflecting job performance achievements,
                and/or such other form(s) of merit compensation, as the Board of
                Directors
                of the Employers may in their discretion determine at the end of
                each
                calendar year(s) during such Term of Employment. The Board of Directors
                may establish one or more individual or corporate goals for each
                such
                year, the achievement or which may be made a condition of the payment
                of
                such additional compensation to the Employee. Such goals shall be
                communicated to the Employee and shall be stated to be a condition
                to
                payment of such additional
                compensation.

            


    

    
      	c.  	
              At
                the end of each month during the term of this Agreement, the Employers
                shall reimburse the Employee for reasonable travel and entertainment
                expenses, bank related education, other ordinary business expenses
                and
                convention expenses incurred by Employee in the course of performing
                his
                duties for the Employers hereunder.

            


    

    
      	d.  	
              The
                Employers shall provide group life insurance, comprehensive health
                insurance and Major Medical coverage for the Employee comparable
                to such
                coverage provided for officers of the Employers generally. The Employee
                shall be eligible to participate in any profit sharing plan or Section
                401(k) plan of the Employers in accordance with the terms thereof.
                

            


    

    5. Termination
      of Employment.

    a. The
      Employers shall have the right to terminate this Agreement upon the occurrence
      of any one of the following events.

     

     

    
      
        
        

      

      
        -3-

        
          

        

      

      
        
        

      

       

       

    

    
      	i.  	
              The
                Employee’s conviction of a felony or any other crime involving the
                Employee’s morals or honesty.

            


    

    
      	ii.  	
              Dereliction
                in the performance of the Employee’s duties
                hereunder.

            


    

    
      	iii.  	
              Failure
                of the Employee to adhere to the policies set forth by the Board
                of
                Directors of the Employers.

            


    

    
      	iv.  	
              Failure
                of the Employee to qualify for a
                bond.

            


    

    
      	v.  	
              Death,
                or total disability which prevents the Employee from performing his
                duties.

            


    

    b. In
      the
      event the Employee’s position as Executive Vice President and Chief
      Administrative Operating Officer shall end or the Employee’s responsibilities
      shall be significantly reduced as a result of a “Business Combination”, the
      Employers shall pay the Employee a lump sum payment of an amount equal to three
      times his current base annual compensation. Such payment shall be in addition
      to
      any compensation otherwise due the Employee under the following subparagraph
      (c)
      or any other provision of this Agreement. A “Business Combination” for the
      purposes of this Agreement shall be defined as the sale by the Employers of
      all
      or substantially all of its assets, the acquisition of fifty-one (51%) of the
      Employers’ outstanding voting stock, or the merger of the Employers with another
      corporation as a result of which the Employers are not the surviving
      entities.

    c. In
      the
      event of a termination of employment of the Employee by the Employers (including
      termination under subparagraph 5(b) above) other than a termination stated
      in
      subparagraph 5(a), the Employee shall be entitled to his compensation benefits
      under subparagraph 4 (a) of this Agreement for the balance of the unexpired
      term
      of 

     

     

    
      
        
        

      

      
        -4-

        
          

        

      

      
        
        

      

    

     

    employment
      as such term exists immediately before such termination to be paid ratably
      over
      the balance of said term.

    In
      the
      event of a termination under this Section 5, the Employee shall not be entitled
      to any compensation and benefits under this Agreement after such termination
      other than any benefits which have accrued and are unpaid upon the date of
      termination.

    
      	6.  	
              Vacation.
                During the Term of Employment, the Employee shall be entitled each
                year to
                a vacation of at least three (3) weeks, and during such time his
                compensation shall be paid in full. The period of vacation selected
                each
                year shall be with approval of the Employers and the Chief Executive
                Officer and Chief Operating Officer. Vacation time which is not taken
                by
                the Employee in any year may not be accumulated or carried over from
                year
                to year. The Employee shall be entitled to be paid for any accrued
                vacation time after termination of the Employee’s employment hereunder.
                Normal bank holidays, seminars or convention attendance, teaching
                at
                banking schools or speaking engagements shall not be considered as
                part of
                the Employee’s vacation period.

            


    

    
      	7.  	
              Incentive
                Stock Options.
                Upon commencement of employment the Employers shall provide the Employee
                incentive stock options (‘ISO’s”) within the meaning of Section 422 of the
                Internal Revenue Code of 1986, as amended, to purchase 20,000 shares
                of
                common stock in Southern Connecticut Bancorp, Inc. under the stock
                option
                plan adopted for employees of the
                Employers.

            


    

    
      	8.  	
              Notices.
                All notices under this Agreement shall be in writing and shall be
                deemed
                effective when delivered in person to the Employee or to the Secretary
                of
                the Employers, or if mailed, postage prepaid, registered or certified
                mail, addressed, in the case of the Employee, to his last known address
                as
                carried on the personnel records of the Employers, and, in the case
                of the
                Employers, to the corporate headquarters, attention of the Secretary,
                or
                to such other address as the party to be notified may specify by
                notice to
                the other party.

            


    

     

     

    
      
        
        

      

      
        -5-

        
          

        

      

      
        
        

      

    

     

     

    
      	9.  	
              Successors
                and Assigns.
                The rights and obligations of the Employers under this Agreement
                shall
                inure to the benefit of and shall be binding (except as to the positions
                and duties of the Employee) upon the successors and assigns of the
                Employers, including, without limitation, any corporation, individual
                or
                any person or entity which may acquire all or substantially all of
                the
                assets and business of the Employers, or of any division of the Employers
                for which the Employee has primarily management responsibility, or
                with or
                into which the Employers may be consolidated or merged or any surviving
                corporation in any merger involving the
                Employers.

            


    

    
      	10.  	
              Arbitration.
                Any dispute which may arise between the parties hereto shall be submitted
                to binding arbitration in accordance with the Rules of the American
                Arbitration Association providing that such dispute shall first be
                submitted to the Employers’ Board of Directors in an effort to resolve
                such dispute without resort to arbitration. In any dispute which
                is
                submitted to arbitration, the arbitration costs and attorney’s fees of the
                prevailing party shall be paid by the other
                party.

            


    

    
      	11.  	
              Severability.
                If any of the terms or conditions of this Agreement shall be declared
                void
                or unenforceable by any court or administrative body of competent
                jurisdiction, such term or condition shall be deemed severable from
                the
                remainder of this Agreement, and the other terms and conditions of
                this
                Agreement shall continue to be valid and
                enforceable.

            


    

     

     

    
      
        
        

      

      
        -6-

        
          

        

      

      
        
        

      

    

     

     

    
      	12.  	
              Construction.
                This Agreement shall be construed under the laws of the State of
                Connecticut. Words of the masculine gender mean and include correlative
                words of the feminine gender. Section headings are for convenience
                only
                and shall not be considered a part of the terms and provisions of
                this
                Agreement.

            


    

    


    


    


    


    


    


    


    IN
      WITNESS WHEREOF, Employers have caused this Agreement to be executed by a duly
      authorized officer and Employee has hereunto set his hand, the day first above
      written.

     

    
      	
              Witnesses:

            	
              EMPLOYERS:

            


    

    


     

    SOUTHERN
      CONNECTICUT BANCORP, INC.

     

    AND

     

    THE
      BANK
      OF SOUTHERN CONNECTICUT

     

    


     

    


    


    
      	
              /s/
                Michele Trocchio 

            	
              By
                /s/
                Joseph V. Ciaburri

            
	 	
              Joseph
                V. Ciaburri

            
	 	
              Chairman
                and Chief Executive Officer

            


    

    


    



    
      
        
        

      

      
        -7-

        
          

        

      

      
        
        

      

    


    EMPLOYEE:

    


    


    


    


    
      	
              /s/
                Michele Trocchio

            	
              By
                /s/_John
                H. Howland

            
	 	
              JOHN
                HOWARD HOWLAND

            


    

    


    


    

      
        	
                State
                  of Connecticut

              	
                )

              
	 	
                )
                  ss.:

              
	
                County
                  of New Haven

              	
                )

              


      



    On
      this
      the 26th day
      of
October,
      2005,
      before me, Rosemarie
      A. Romano,
      the
      undersigned officer, personally appeared Joseph
      V. Ciaburri,
      known
      to me (or satisfactorily proven) to be the person whose name subscribed to
      the
      within instrument and acknowledged that he executed the same for the purposes
      therein contained, as his free act and deed.

    


    


    
      	 	
              /s/
                Rosemarie A. Romano

            
	 	
              Notary
                Public

            


    

    


    


     

    
      
        	
                State
                  of Connecticut

              	
                )

              
	 	
                )
                  ss.:

              
	
                County
                  of New Haven

              	
                )

              


      



    On
      this
      the 26th
      day of
October,
      2005,
      before me, Rosemarie
      A. Romano,
      the
      undersigned officer, personally appeared John
      Howard Howland
      known to
      me (or satisfactorily proven) to be the person whose name subscribed to the
      within instrument and acknowledged that he executed the same for the purposes
      therein contained, as his free act and deed.

    


    


    
      	 	
              /s/
                Rosemarie A. Romano

            
	 	
              Notary
                Public

            


    

    


     

    -8-