UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20547

                                    FORM 10-Q

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

             For the quarterly period ended           June 30, 1999
                                            ------------------------------------
                                       or
[   ]        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file Number              000-23419
                       ---------------------------------------------------------

                                    NMBT CORP
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                                      06-1496548
--------------------------------------       -----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

55 Main Street, New Milford, Connecticut                  06776-2400
---------------------------------------      -----------------------------------
(Address of principal executive offices)                  (ZIP Code)

Registrant's telephone number, including area code        (860) 355-1171
                                                  ------------------------------

         INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS
REQUIRED TO BE FILED BY SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE  ACT OF
1934  DURING  THE  PRECEDING  12 MONTHS  (OR FOR SUCH  SHORTER  PERIOD  THAT THE
REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS),  AND (2) HAS BEEN SUBJECT TO SUCH
FILING REQUIREMENTS FOR THE PAST 90 DAYS. [ X ] YES [ ] NO

         The  number  of  shares of Common  Stock,  par  value  $.01 per  share,
outstanding as of August 6, 1999 was 2,667,408.


<PAGE>

NMBT CORP
Form 10Q
June 30, 1999



                                TABLE OF CONTENTS

<TABLE>
<CAPTION>

                                                                                                       Page
<S>                                                                                                    <C>
PART I-FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

         Consolidated Statements of Condition (Unaudited)
                  June 30, 1999 and December 31, 1998                                                    3

         Consolidated Statements of Operations (Unaudited)
                  Six Months and Three Months Ended June 30, 1999 and June 30, 1998                      4

         Consolidated Statements of Comprehensive Income (Loss) (Unaudited)
                  Six Months and Three Months Ended June 30, 1999 and June 30, 1998                      5

         Consolidated Statements of Cash Flows (Unaudited)
                  Six Months Ended June 30, 1999 and June 30, 1998                                       6

         Consolidated Statements of Changes in Stockholders' Equity (Unaudited)
                  Six Months Ended June 30, 1999 and June 30, 1998                                       7

         Notes to Consolidated Financial Statements                                                      8

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS                                                  12

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK                                     16

PART II-OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS                                                                              17

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                            17

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                                                               17

SIGNATURES                                                                                              18

</TABLE>

                                       2

<PAGE>

                                    NMBT CORP
                CONSOLIDATED STATEMENTS OF CONDITION (Unaudited)
                   Dollars in thousands, except per share data
<TABLE>
<CAPTION>

------------------------------------------------------------------------------------------------------------------------------
                                                                                     June 30, 1999         December 31, 1998
                                                                                ----------------------  ----------------------
<S>                                                                             <C>                     <C>
ASSETS
Cash and due from banks                                                                 $14,368                  $13,934
Interest-bearing deposits                                                                18,055                   13,730
                                                                                ----------------------  ----------------------
        Cash and cash equivalents                                                        32,423                   27,664
                                                                                ----------------------  ----------------------

Securities:
Available for sale, at fair value (amortized cost of $76,434 in 1999
   and $75,302 in 1998)                                                                  74,993                   76,326
Held to maturity, at amortized cost (fair value of $43,060 in 1999
   and $40,769 in 1998)                                                                  44,424                   40,364
                                                                                ----------------------  ----------------------
        Total securities                                                                119,417                  116,690
                                                                                ----------------------  ----------------------

Loans                                                                                   233,088                  229,945
Less allowance for loan losses                                                            4,076                    3,839
                                                                                ----------------------  ----------------------
        Loans, net                                                                      229,012                  226,106
                                                                                ----------------------  ----------------------

Real estate owned, net                                                                      241                        -
Premises and equipment, net                                                               3,414                    3,546
Excess of cost over fair value of net assets acquired, net                                  154                      271
Accrued interest and other assets                                                         7,269                    6,204
                                                                                ----------------------  ----------------------

        Total assets                                                                   $391,930                 $380,481
                                                                                ======================  ======================

LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
        Noninterest-bearing checking                                                    $48,928                  $44,414
        Interest-bearing checking                                                        96,485                   99,216
        Savings                                                                          75,708                   72,334
        Time deposits under $100                                                         75,007                   77,662
        Time deposits $100 or more                                                       17,782                   17,997
                                                                                ----------------------  ----------------------
        Total deposits                                                                  313,910                  311,623
                                                                                ----------------------  ----------------------

Advances from Federal Home Loan Bank of Boston (FHLB)                                    46,954                   37,672
Accrued interest and other liabilities                                                    2,844                    2,498
                                                                                ----------------------  ----------------------
        Total liabilities                                                               363,708                  351,793
                                                                                ----------------------  ----------------------

Stockholders' equity:
        Common stock, $0.01 par value
        Shares authorized:    8,000,000
        Shares outstanding:  1999 - 2,666,358;  1998 - 2,663,358                             27                       27
        Additional paid-in capital                                                       18,184                   18,143
        Retained earnings                                                                10,962                    9,842
        Accumulated other comprehensive income (loss), net of tax                         (951)                      676
                                                                                ----------------------  ----------------------
        Total stockholders' equity                                                       28,222                   28,688
                                                                                ----------------------  ----------------------

        Total liabilities and stockholders' equity                                     $391,930                 $380,481
                                                                                ======================  ======================

</TABLE>

See notes to consolidated financial statements.

                                       3

<PAGE>

                                    NMBT CORP
                CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
                       In thousands, except per share data
<TABLE>
<CAPTION>

--------------------------------------------------------------------------------------------------------------------------
                                                                              Six Months Ended         Three Months Ended
                                                                                  June 30,                  June 30,
                                                                                1999        1998         1999        1998
                                                                              -------     -------      -------     -------
<S>                                                                           <C>         <C>          <C>         <C>
INTEREST AND DIVIDEND INCOME
Interest and fees on loans                                                    $8,446      $8,979       $4,226      $4,511
U.S. Treasury and agency securities                                            2,763       2,200        1,399       1,168
Municipal securities                                                             487         411          247         212
Corporate securities                                                              91           -           58           -
Dividends on FHLB stock                                                           67          57           35          29
Interest-bearing deposits                                                        217         201          140          99
                                                                              -------     -------      -------     -------
        Total interest and dividend income                                    12,071      11,848        6,105       6,019
                                                                              -------     -------      -------     -------

INTEREST EXPENSE
Interest-bearing checking                                                        641         745          323         380
Savings                                                                          804         725          410         368
Time deposits under $100                                                       1,782       2,140          864       1,063
Time deposits $100 or more                                                       460         489          219         244
FHLB advances and capital leases                                               1,140         879          619         488
                                                                              -------     -------      -------     -------
        Total interest expense                                                 4,827       4,978        2,435       2,543
                                                                              -------     ------       -------     -------

Net interest and dividend income                                               7,244       6,870        3,670       3,476
Provision for loan losses                                                        207         266           40         125
                                                                              -------     -------      -------     -------
Net interest and dividend income after provision for loan losses               7,037       6,604        3,630       3,351
                                                                              -------     -------      -------     -------

NONINTEREST INCOME
Service charges on deposit accounts                                              511         489          259         247
Other service charges, commissions and fees                                      177         188           89          92
Loan servicing fees                                                              112          36           62          21
Gain on sale of securities                                                         -          51            -           -
Net gains from loans sold                                                        309         395          104         250
Other income                                                                     136          55           51          29
                                                                              -------     -------      -------     -------
        Total noninterest income                                               1,245       1,207          565         639
                                                                              -------     -------      -------     -------
NONINTEREST EXPENSE
Compensation, payroll taxes and benefits                                       3,198       2,965        1,585       1,496
Occupancy                                                                        550         505          269         248
Furniture and equipment                                                          396         376          197         188
Data processing                                                                  182         167           97          89
Stationery, printing and supplies                                                194         228           96         106
Marketing, advertising and investor relations                                    299         212          131         111
Legal and professional fees                                                      205          77           77          29
Other general and administrative expense                                         760         747          385         359
                                                                              -------     -------      -------     -------
        Total general and administrative expense                               5,784       5,277        2,837       2,626
Operations of real estate owned                                                 (228)         49          (69)         48
Amortization of intangible assets                                                117         117           58          58
                                                                              -------     -------      -------     -------
        Total noninterest expense                                              5,673       5,443        2,826       2,732
                                                                              -------     -------      -------     -------
Income before provision for income taxes                                       2,609       2,368        1,369       1,258
Provision for income taxes                                                       957         886          469         472
                                                                              -------     -------      -------     -------
Net income                                                                    $1,652      $1,482         $900        $786
                                                                              =======     =======      =======     =======
Basic earnings per share                                                       $0.62       $0.56        $0.34       $0.30
Diluted earnings per share                                                     $0.60       $0.53        $0.33       $0.28
                                                                              -------     -------      -------     -------
Average basic shares outstanding                                               2,664       2,637        2,664       2,637
Average diluted shares outstanding                                             2,755       2,810        2,755       2,810
                                                                              -------     -------      -------     -------
Cash dividends per share                                                       $0.20       $0.17        $0.10       $0.09
                                                                              -------     -------      -------     -------
</TABLE>

                See notes to consolidated financial statements.
                                       4
<PAGE>

                                    NMBT CORP
       CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)
                                  In thousands
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------------------
                                                   Six Months Ended                             Three Months Ended
                                               June 30, 1999       June 30, 1998             June 30, 1999      June 30, 1998
                                               -------------       -------------             -------------      -------------
<S>                                            <C>                  <C>                       <C>                <C>
Net Income                                        $1,652              $1,482                      $900               $786
Other comprehensive income
  (loss), net of tax:
  Unrealized net gains (losses)
   on securities:
  Unrealized net holding
   gains (losses) arising
   during period                                 $(1,627)               $(27)                  $(1,060)              $23
  Less: reclassification
   adjustment for gains
   included in net income                              -                 (34)                        -                 -
                                               -------------       -------------             -------------      -------------
Other comprehensive income
  (loss)                                          (1,627)                (61)                   (1,060)               23
                                               -------------       -------------             -------------      -------------
Comprehensive income (loss)                          $25              $1,421                     $(160)             $809
                                               =============       =============             =============      =============

</TABLE>

                 See notes to consolidated financial statements.

                                       5
<PAGE>

                                    NMBT CORP
                CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                                  In thousands
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------
                                                                                              Six Months Ended
                                                                                   June 30, 1999             June 30, 1998
                                                                                --------------------     ---------------------
<S>                                                                             <C>                      <C>
OPERATING ACTIVITIES
Net Income                                                                             $1,652                  $1,482
Adjustments to reconcile net income to net cash provided by
   Operating activities:
   Depreciation and amortization                                                          398                     380
   Provision for loan losses                                                              207                     266
   Net amortization of securities                                                         139                     102
   Deferred income taxes                                                                  168                     123
   Realized securities gains, net                                                           -                     (51)
   Loans originated for sale                                                          (38,951)                (35,400)
   Proceeds from loans sold, net                                                       42,336                  35,447
   Gains from loans sold, net                                                            (309)                   (395)
   Realized gains from real estate owned sales, net                                      (288)                    (27)
   Increase in interest receivable                                                       (112)                   (236)
   (Increase) decrease in other assets                                                     50                    (236)
   Increase in interest payable                                                            54                      60
   Increase (decrease) in other liabilities                                               292                    (109)
                                                                                --------------------     ---------------------
   Net cash provided by operating activities                                            5,636                   1,406
                                                                                --------------------     ---------------------

INVESTING ACTIVITIES
Purchases of held to maturity (HTM) securities                                        (10,930)                (15,000)
Net loan originations                                                                  (6,933)                 (9,757)
Purchases of available for sale (AFS) securities                                       (7,479)                (20,898)
Net purchases of premises and equipment                                                  (149)                   (255)
Proceeds from sales of real estate owned                                                  458                     176
Proceeds from maturities of AFS securities                                              6,627                   9,880
Proceeds from maturities of HTM securities                                              6,819                  11,249
Proceeds from sales of AFS securities                                                       -                   2,370
Purchases of FHLB stock                                                                  (368)                    (13)
                                                                                --------------------     ---------------------
   Net cash used for investing activities                                             (11,955)                (22,248)
                                                                                --------------------     ---------------------

FINANCING ACTIVITIES
Net increase in advances from FHLB                                                      9,282                  11,760
Net decrease in time deposits                                                          (2,870)                   (120)
Net increase in checking and savings deposits                                           5,157                  19,626
Cash dividends                                                                           (532)                   (447)
Net proceeds from exercise of stock options                                                41                     421
Other                                                                                       -                     (18)
                                                                                --------------------     ---------------------
   Net cash provided by financing activities                                           11,078                  31,222
                                                                                --------------------     ---------------------
Increase in cash and cash equivalents                                                   4,759                  10,380
Cash and cash equivalents, beginning of period                                         27,664                  22,762
                                                                                --------------------     ---------------------
Cash and cash equivalents, end of period                                              $32,423                 $33,142
                                                                                ====================     =====================

CASH PAID DURING PERIOD
Interest to depositors and creditors                                                   $4,773                  $4,918
Income taxes                                                                              789                     994

Non-Cash Transfers
Transfer of loans to real estate owned                                                    563                      25
Net change in unrealized gains on AFS securities                                       (1,627)                    (61)
Financed portion of sales of real estate owned                                            151                      12

</TABLE>
                 See notes to consolidated financial statements.

                                       6
<PAGE>

                                    NMBT CORP
     CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited)
                                  In thousands
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------------------
                                  Total        Retained     Accumulated Other  Common Stock     Additional          Shares
                              Stockholders'    Earnings       Comprehensive                   Paid-In Capital     Outstanding
                                 Equity                       Income (Loss)
                              -------------    -----------  -----------------  -------------  ---------------     ---------------
<S>                           <C>              <C>          <C>                 <C>           <C>                 <C>
JANUARY 1, 1998                 $25,330          $7,548           $378                $26         $17,378               2,615
Net income                        1,482           1,482
Comprehensive income
  (loss)                            (61)                           (61)
Proceeds from exercise
  of stock options                  421                                                              421                   27
Cash dividends                     (447)           (447)
                              -------------    -----------  -----------------  -------------  ---------------     ---------------

JUNE 30, 1998                   $26,725          $8,583           $317                $26        $17,799                2,642
                              =============    ===========  =================  =============  ===============     ===============

JANUARY 1, 1999                 $28,688          $9,842           $676                $27        $18,143                2,663

Net income                        1,652           1,652
Comprehensive income
  (loss)                         (1,627)                        (1,627)
Proceeds from exercise
  of stock options                   41                                                               41                   3
Cash dividends                     (532)           (532)
                              -------------    -----------  -----------------  -------------  ---------------     ---------------

JUNE 30, 1999                   $28,222         $10,962          $(951)               $27        $18,184               2,666
                              =============    ===========  =================  =============  ===============     ===============

</TABLE>
                See notes to consolidated financial statements.
                                       7
<PAGE>

NMBT CORP
NOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE 1.  BASIS OF PRESENTATION

NMBT CORP (the "Company"),  a Delaware corporation formed in November,  1997, is
the registered bank holding company for NMBT, a wholly owned subsidiary. NMBT is
a  state-chartered  commercial bank and is the Company's only subsidiary and its
primary investment.

The interim unaudited consolidated financial statements of the Company have been
prepared in conformity with generally accepted  accounting  principles.  Certain
financial  information  that is normally  included in the  financial  statements
prepared in accordance with generally accepted accounting principles,  but which
is not required for interim reporting  purposes,  has been condensed or omitted.
In preparing the interim  financial  statements,  management is required to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  as of the date of the balance  sheet and  revenues and expenses for
the period. Actual results could differ significantly from those estimates.

In the opinion of management,  the accompanying  interim unaudited  consolidated
financial  statements  contain all adjustments  (consisting of normal  recurring
adjustments)  necessary to present fairly the Company's financial position as of
June 30, 1999,  and the results of its operations and its cash flows for the six
months  then  ended.  The results of  operations  for the periods  shown are not
necessarily  indicative  of the  results  to be  expected  for the  year  ending
December 31, 1999. The accompanying  interim  unaudited  consolidated  financial
statements  should  be read  in  conjunction  with  the  consolidated  financial
statements and notes thereto included in the Company's 1998 Annual Report.

NOTE 2.  SECURITIES

The aggregate  amortized cost and estimated fair values of securities  available
for sale at June 30, 1999 and December 31, 1998 are as follows:

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
                                                                          June 30, 1999
--------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                             Gross              Gross
                                               Amortized       Unrealized        Unrealized          Estimated
                                                  Cost           Gains             Losses            Fair Value
                                               ---------       ----------        ----------          ----------
<S>                                            <C>             <C>               <C>                 <C>
U.S. Treasury and agency                        $47,784            $20             $1,410              $46,394
Municipal                                        23,215            185                135               23,265
Mortgage-backed                                     979             13                  1                  991
Corporate                                         2,108              -                113                1,995
                                               ---------       ----------        ----------          ----------
Total debt securities                            74,086            218              1,659               72,645
FHLB Stock                                        2,348              -                  -                2,348
                                               ---------       ----------        ----------          ----------
Total securities available for sale             $76,434           $218             $1,659              $74,993
                                               =========       ==========        ==========          ==========

</TABLE>
                                       8

<PAGE>

NMBT Corp
Form 10Q
June 30, 1999

<TABLE>
<CAPTION>

---------------------------------------------------------------------------------------------------------------------
                                                                         December 31, 1998
---------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                                        Gross            Gross
                                                       Amortized         Unrealized       Unrealized       Estimated
                                                          Cost              Gains           Losses         Fair Value
                                                       ---------         ----------       ----------       ----------
<S>                                                     <C>                  <C>              <C>            <C>
U.S. Treasury and agency                                $50,204              $434             $140           $50,498
Municipal                                                20,797               698                2            21,493
Mortgage-backed                                           1,236                19                -             1,255
Corporate                                                 1,085                15                -             1,100
                                                       ---------         ----------       ----------       ----------
Total debt securities                                    73,322             1,166              142            74,346
FHLB Stock                                                1,980                 -                -             1,980
                                                       ---------         ----------       ----------       ----------
Total securities available for sale                     $75,302            $1,166             $142           $76,326
                                                       =========         ==========       ==========       ==========
</TABLE>

The aggregate  amortized  cost and estimated  fair values of securities  held to
maturity at June 30, 1999 and December 31, 1998 are as follows:

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------
                                                                       June 30, 1999
---------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                                        Gross            Gross
                                                       Amortized         Unrealized       Unrealized       Estimated
                                                          Cost              Gains           Losses         Fair Value
                                                       ---------         ----------       ----------       ----------
<S>                                                    <C>               <C>              <C>              <C>

U.S. Treasury and agency                                $30,008                $-           $1,209           $28,799
Mortgage-backed                                          11,440                69               33            11,476
Corporate                                                 2,976                 -              191             2,785
                                                       ---------         ----------       ----------       ----------
Total securities held to maturity                       $44,424               $69           $1,433           $43,060
                                                       =========         ==========       ==========       ==========

---------------------------------------------------------------------------------------------------------------------
                                                                      December 31, 1998
---------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                                        Gross            Gross
                                                       Amortized         Unrealized       Unrealized       Estimated
                                                          Cost              Gains           Losses         Fair Value
                                                       ---------         ----------       ----------       ----------
U.S. Treasury and agency                                $25,008              $250              $24           $25,234
Mortgage-backed                                          14,308               207               17            14,498
Corporate                                                 1,048                 -               11             1,037
                                                       ---------         ----------       ----------       ----------
Total securities held to maturity                       $40,364              $457              $52           $40,769
                                                       =========         ==========       ==========       ==========

</TABLE>

Securities  with a carrying value of $3.0 million were pledged as collateral for
public deposits as of June 30, 1999 and December 31, 1998, respectively.

                                       9

<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

NOTE 3.  LOANS AND ALLOWANCE FOR LOAN LOSSES

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------
In thousands                                                 June 30, 1999            December 31, 1998
                                                             -------------            -----------------
<S>                                                          <C>                      <C>
Real estate                                                       $197,064                     $192,381
Commercial and industrial                                           16,761                       16,107
Installment and education                                            6,175                        7,137
Construction and development                                        12,311                       13,443
Cash reserve and credit cards                                          777                          877
                                                             -------------            -----------------
Total Loans                                                       $233,088                     $229,945
                                                             =============            =================

</TABLE>

Changes in the allowance for loan losses were as follows:

<TABLE>
<CAPTION>
                                                                                        Period ended
-----------------------------------------------------------------------------------------------------------------------
In thousands                                                                    June 30, 1999         December 31, 1998
                                                                                -------------         -----------------
<S>                                                                             <C>                   <C>
Allowance for loan losses at beginning of year                                         $3,839                    $3,537
Provision for loan losses charged against income                                          207                       371
Transfer to liability for estimated losses from off-balance                                 -                     (110)
sheet credit instruments
Loan losses, net of recoveries                                                             30                        41
                                                                                -------------         -----------------
Allowance for loan losses at end of period                                             $4,076                    $3,839
                                                                                =============         =================

</TABLE>

Loans to executive officers,  principal  stockholders,  directors,  companies of
which directors are principal  owners,  and individuals  directly  related to or
affiliated with directors and executive  officers  aggregated  $2.46 million and
$2.50 million at June 30, 1999 and December 31, 1998, respectively.

NOTE 4.  EARNINGS PER SHARE

Basic  earnings  per share are  computed by dividing  net income by the weighted
average number of common shares  outstanding  during the period. The computation
of diluted  earnings per share is similar to the  computation  of basic earnings
per share  except that the  denominator  is  increased  to include the number of
additional  common  shares  that would  have been  outstanding  if the  dilutive
potential common shares, consisting solely of stock options, had been issued.

Weighted  average common shares  outstanding used to calculate basic and diluted
earnings per share for the  six-month  periods ended June 30, 1999 and 1998 were
as follows:

<TABLE>
<CAPTION>
                                                                     Six months ended
-------------------------------------------------------------------------------------------------------
In thousands                                                  June 30, 1999               June 30, 1998
                                                              -------------               -------------
<S>                                                           <C>                         <C>
Weighted average common shares:
   Basic                                                              2,664                       2,637
   Effect of dilutive stock options                                      91                         173
                                                              -------------               -------------
   Diluted                                                            2,755                       2,810
                                                              =============               =============

</TABLE>
                                       10

<PAGE>

NMBT Corp
Form 10Q
June 30, 1999

NOTE 5.  COMPREHENSIVE INCOME (LOSS)

On January 1, 1998,  the  Company  adopted  Statement  of  Financial  Accounting
Standards  No.  130  (SFAS  130),  "Reporting  Comprehensive  Income".  SFAS 130
requires the  reporting of  comprehensive  income in addition to net income from
operations.  Comprehensive  income  is  a  more  inclusive  financial  reporting
methodology  that includes  disclosure  of certain  financial  information  that
historically has not been recognized in the calculation of net income.

The Company held  securities  classified  as available for sale at June 30, 1999
and December 31, 1998, which had unrealized  gains/(losses).  The before-tax and
after-tax  amounts  for  these  unrealized  gains/(losses),  as  well as the tax
(expense)/benefits, are summarized as follows:

<TABLE>
<CAPTION>

                                                     June 30, 1999                                  December 31, 1998
--------------------------------------------------------------------------------------------------------------------------------
In thousands                                                   Tax                                         Tax
                                           Before           (Expense)/                      Before      (Expense)/
                                            Tax              Benefit       After Tax         Tax          Benefit      After Tax
                                          --------          ----------     ---------       --------     ----------     ---------
<S>                                       <C>               <C>            <C>             <C>          <C>            <C>
Unrealized holding
gains/(losses)                            $(1,441)           $490           $(951)          $1,075        $(365)        $710
Reclassification adjustment
  for gains included in net
  income                                        -               -               -              (51)          17          (34)
                                          --------          ----------     ---------       --------     ----------     ---------
Accumulated other
  comprehensive income
  (loss)                                  $(1,441)           $490           $(951)          $1,024        $(348)        $676
                                          ========          ==========     =========       ========     ==========     =========

</TABLE>

                                       11

<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS

GENERAL
The Company,  a Delaware  corporation  formed in 1997,  is the  registered  bank
holding company for NMBT, a wholly owned subsidiary  formed in 1975. NMBT is the
Company's only subsidiary and its primary investment.

FORWARD-LOOKING STATEMENTS

The  Company  has  made,  and may  continue  to  make,  various  forward-looking
statements  with respect to earnings,  credit  quality and other  financial  and
business  matters for periods  subsequent to June 30, 1999. The Company cautions
that these forward-looking statements are subject to numerous assumptions, risks
and   uncertainties,   and  that  statements   relating  to  subsequent  periods
increasingly  are  subject  to  greater  uncertainty  because  of the  increased
likelihood  of changes in underlying  factors and  assumptions.  Actual  results
could differ materially from forward-looking statements.

In  addition  to those  factors  previously  disclosed  by the Company and those
factors  identified  elsewhere herein,  the following factors could cause actual
results to differ materially from such forward-looking  statements:  competitive
pressures on loan and deposit  product  pricing;  other actions of  competitors;
changes in economic conditions;  the extent and timing of actions of the Federal
Reserve  Board;  customer  deposit  disintermediation;   changes  in  customers'
acceptance  of NMBT's  products  and  services;  and the  extent  and  timing of
legislative and regulatory actions and reform.

The Company's forward-looking statements speak only as of the date on which such
statements  are made.  By making any  forward-looking  statements,  the  Company
assumes no duty to update them to reflect new, changing or unanticipated  events
or circumstances.

RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Net income increased 14.5% to $0.90 million,  or $0.33 per diluted share for the
second  quarter ended June 30, 1999, as compared to net income of $0.79 million,
or $0.28 per diluted  share for the second  quarter of 1998.  For the six months
ended June 30, 1999, net income was $1.65  million,  or $0.60 per diluted share,
an increase of 11.5% over the same six-month period in 1998.

Net interest and dividend  income for the quarter ended June 30, 1999  increased
by $0.20 million or 5.6%. Net interest and dividend income for the first half of
1999  increased by $0.37 million or 5.5%,  from the first half of 1998.  The net
interest  spread,   the  difference  between  the  yield  earned  on  loans  and
investments and the rate paid on deposits and  borrowings,  was 4.1% for the six
months ended June 30, 1999, and 4.4% for the six months ended June 30, 1998. The
increase in net interest  income is a reflection  of increased  interest-earning
assets and was accomplished despite a continued contraction in the interest rate
spread  caused by  customer  demand  for fixed rate  loans and  increased  price
competition  for  loans  and  deposits.  This  pricing  pressure  was  offset by
increased loan volume and higher levels of earning assets.

Management estimates the allowance for loan losses based on an evaluation of the
Company's  past loan  experience,  known and  inherent  risks in the  portfolio,
estimated  value of  underlying  collateral,  and current  economic  conditions.
Establishing  the  allowance  for loan losses  involves  significant  management
judgments using the best information  available at the time. Those judgments are
subject  to  further  review  by  various   sources,

                                       12
<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

including the Company's regulators. Adjustments to the allowance for loan losses
may be  necessary  in the future  based on changes in  economic  and real estate
market conditions,  further information  obtained regarding known problem loans,
the identification of additional problem loans, and other factors. The provision
for loan  losses for the six months  ended  June 30,  1999 was $0.21  million as
compared to $0.27 million for the same period in 1998. In management's judgment,
the  allowance  for loan  losses is adequate  to absorb  probable  losses in the
existing portfolio.

Noninterest  income  decreased 11.7% comparing the second quarter of 1999 to the
second quarter of 1998, due to declining  activity in the mortgage banking area.
Noninterest  income increased 3.2% comparing the first half of 1999 to the first
half of 1998  primarily  due to an  increase  in loan  servicing  fees and other
income generated from recording  back-interest  received on loans being returned
to accrual  status.  The increase in loan  servicing fees reflects the Company's
strategy of increasing its mortgage-servicing  portfolio, which grew from $43.83
million  at June 30,  1998 to  $106.76  million  at June 30,  1999.  Noninterest
expense  was up 3.5% from the second  quarter of the  previous  year and up 4.2%
from the first half of the previous year,  mainly due to annual wage  increases,
additional  staff in the mortgage  banking area and general  price  increases on
leases and other services.

Total assets  increased 3.0% to $391.93 million as of June 30, 1999 from $380.48
million as of December 31, 1998. Deposits increased by $2.29 million and Federal
Home Loan Bank  advances  of $9.28  million  were  borrowed  to match  funds for
selected fixed rate commercial loans and securities.

IMPAIRED LOANS

The recorded  investment in loans considered to be impaired was $2.20 million at
June 30, 1999, and $2.82 million at December 31, 1998, and consists of loans for
which an  allowance  of $0.05  million and $0.32  million,  for the same periods
respectively, has been established. Income recorded on impaired loans during the
first six months of 1999 for the portion of this period that they were  impaired
was $0.04 million.  Average investment in impaired loans during this same period
of 1999 was $2.30 million as compared to $3.60 million  during the first half of
1998.  Nonaccruing  loans at June 30,  1999,  included  $1.30  million  of loans
considered to be impaired, as compared with $2.05 million at December 31, 1998.

                                       13
<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

NONPERFORMING ASSETS

Nonperforming  loans consist  principally  of residential  and commercial  loans
collateralized  by real estate and real  estate  acquired  through  foreclosures
(real estate owned). Nonperforming assets and relevant ratios were as follows:

<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                                                 June 30, 1999          December 31, 1998
                                                                                     -------------          -----------------
<S>                                                                                  <C>                    <C>
Total nonperforming loans                                                                   $1,913                     $2,694
Real estate owned                                                                              241                          -
                                                                                     -------------          -----------------
Total nonperforming assets                                                                  $2,154                     $2,694
                                                                                     =============          =================
Total nonperforming loans/Total loans                                                        0.82%                      1.17%
Total nonperforming assets/Total assets                                                      0.55%                      0.71%
Allowance for loan losses/Total nonperforming loans                                        213.05%                    142.48%

</TABLE>

LIQUIDITY MANAGEMENT

For  information  about  the  Company's  liquidity  position,  see  Management's
Discussion  and Analysis in its 1998 Annual  Report to  Stockholders,  which was
also  incorporated  into the  Company's  Annual  Report  to the  Securities  and
Exchange  Commission on Form 10K. There has been no material change in that data
since it was reported.

CAPITAL

At June 30,  1999,  the  Company  had $28.22  million in  stockholders'  equity,
compared with $28.69 million at December 31, 1998. The decline in  stockholders'
equity from the end of 1998 was due to the following: a $1.63 million adjustment
for net unrealized  losses on securities  available for sale;  proceeds of $0.04
million from the exercise of stock  options;  and the retention of $1.65 million
in net  earnings,  less cash  dividends  paid on February  12, and May 14, 1999,
totaling $0.53 million.

The following  reflects the Company's  capital ratios (which exclude  intangible
assets and the  adjustments  for net  unrealized  gains or losses on  securities
available for sale):

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                June 30, 1999           December 31, 1998          Regulatory Minimum
                                                    -------------           -----------------          ------------------
<S>                                                 <C>                        <C>                               <C>
Risk-based capital ratios:
   Tier 1 capital ratio                                    13.03%                      12.19%                       4.00%
   Total capital ratio                                     14.29%                      14.13%                       8.00%

Leverage ratio                                              7.57%                       7.40%                       3.00%

Tier 1 capital                                           $28,892                     $27,647
Total risk-based capital                                 $31,685                     $30,351
Total risk-adjusted assets                              $221,786                    $214,786

</TABLE>

There are no  significant  differences  between the Company's and NMBT's capital
and capital ratios.

For further information about the Company's capital, see Management's Discussion
and  Analysis  in its  1998  Annual  Report  to  Stockholders,  which  was  also
incorporated  into the Company's  Annual Report to the  Securities  and Exchange
Commission on Form 10K.

                                       14
<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

YEAR 2000 READINESS

BACKGROUND
The Company's overall goal is to be "Year 2000 Ready," which means that critical
systems, devices, applications or business relationships have been evaluated and
are expected to be suitable for  continued use into and beyond the Year 2000. In
the event the  aforementioned are not suitable for continued use or malfunction,
contingency plans will be in place.

The  Company  began  addressing  Year 2000 in 1996 by  establishing  a Year 2000
committee to  identify,  monitor and document  Year 2000  activities  and report
those  findings to the Board of Directors.  Senior  management  and the Board of
Directors receive regular updates on the status of the Company's Year 2000 Plan.

The  Company  is  using a  multi-phase  approach  to Year  2000  which  includes
inventory,  assessment,  remediation,  testing  and  contingency  planning.  The
inventory  and  assessment  phases  were  completed  in  1997.  As a part of the
assessment  process,  remediation  strategies  were  identified and estimates of
remediation  costs were  developed.  The Company has utilized  both internal and
external  resources to remediate and test for Year 2000 readiness.  The majority
of the Company's systems requiring remediation have been modified or replaced.

The Company initiated formal communications with government agencies,  suppliers
and large  customers to determine  the extent to which the Company is vulnerable
to those third  parties'  failure to remediate  the Year 2000 Issue.  While this
information will be used to mitigate these risks, there can be no assurance that
any third party  systems  will be Year 2000  compliant on a timely basis or that
noncompliance will not have an adverse material impact on the Company.

COSTS
The  Company  has  completed  plans to  remediate  Year 2000  issues.  The total
remaining cost of the Year 2000 related  preparations  is estimated at less than
$50,000. To date, the Company has incurred costs of approximately  $40,000 which
have been  expensed as incurred.  The costs of the project and the date on which
the Company plans to complete Year 2000  modifications are based on management's
best  estimates,  which were derived  utilizing  numerous  assumptions of future
events including the continued availability of certain resources, third parties'
Year 2000 readiness and other factors.

RISK ASSESSMENT
At this time, the Company  believes that completed and planned  modifications of
its internal  systems and equipment will allow it to be Year 2000 compliant in a
timely manner. There can be no assurance,  however,  that the Company's internal
systems or equipment or those of third parties on which the Company  relies will
be Year  2000  compliant  in a  timely  manner  or that the  Company's  or third
parties'  contingency plans will mitigate the effects of any noncompliance.  The
failure of the systems or equipment of the Company or third  parties  (which the
Company  believes is the most likely  worst case  scenario)  could result in the
reduction or suspension of the  Company's  operations  and could have a material
adverse effect on the Company's business or consolidated financial statements.

CONTINGENCY PLANNING
The Company has prepared and continuously  refines contingency plans designed to
address  internal  and  external  issues  specific  to Year  2000 to the  extent
practicable.  The plans, which are intended to enable the Company to continue to
operate to the extent that it can do so prudently,  include  performing  certain
processes  manually;

                                       15
<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

repairing or obtaining replacement systems;  changing suppliers; and reducing or
suspending operations. The Company believes, however, that due to the widespread
nature of the potential Year 2000 Issue, the contingency  planning process is an
ongoing one which will require further modifications right up to year-end as the
Company  obtains  additional  information  regarding (1) the Company's  internal
systems and equipment during the remediation and testing phases of its Year 2000
project and (2) the status of third party Year 2000 readiness.

The preceding "Year 2000 Readiness" discussion contains various  forward-looking
statements  which  represent the  Company's  beliefs or  expectations  regarding
future  events.  When used in the "Year  2000  Readiness"  discussion,  the word
"believes,"  "expects," and "estimates" and similar  expressions are intended to
identify forward-looking statements. Forward-looking statements include, without
limitation,  the Company's  estimated  cost of achieving Year 2000 readiness and
the Company's  belief that its internal  systems and equipment will be Year 2000
compliant in a timely manner. All forward-looking statements involve a number of
risks and uncertainties that could cause the actual results to differ materially
from the projected  results.  Factors that may cause these differences  include,
but are not  limited  to, the  availability  of  qualified  personnel  and other
information technology resources; the ability to replace embedded computer chips
in affected  systems or  equipment;  and the actions of  government  agencies or
other third parties with respect to Year 2000 issues.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Quantitative  and  qualitative  disclosure  about  market risk is  presented  at
December  31, 1998 in the  Company's  Annual  Report on Form 10-K filed with the
Securities  and  Exchange  Commission  on March  31,  1999.  There  have been no
material  changes in the  Company's  market risk at June 30,  1999,  compared to
December  31,  1998.  The  following  is an  update of the  discussion  provided
therein:

GENERAL. The Company's largest component of market risk continues to be interest
rate risk.  Virtually  all of this risk  continues  to reside at the bank level.
NMBT still is not subject to foreign currency  exchange or commodity price risk.
At June 30, 1999, neither the Company nor NMBT owned any trading assets, nor did
they utilize hedging transactions such as interest rate swaps and caps.

ASSETS, DEPOSIT LIABILITIES AND BORROWINGS.  There have been no material changes
in the  composition of assets,  deposit  liabilities or borrowings from December
31, 1998 to June 30, 1999.

GAP  ANALYSIS.  There have been no material  changes in the one-year  cumulative
interest  sensitivity gap as a percentage of total assets at June 30, 1999, from
December 31, 1998.

INTEREST RATE RISK COMPLIANCE.  NMBT continues to monitor the impact of interest
rate  volatility  upon net interest income in the same manner as at December 31,
1998.  There  have been no changes in the board  approved  limits of  acceptable
variance in net interest  income and net portfolio  value at June 30, 1999,  and
the projected  changes  continue to fall within the board approved limits at all
levels of potential interest rate volatility.

                                       16

<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

PART II-OTHER INFORMATION

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Annual Meeting of the  Stockholders  was held on May 4, 1999.  There were no
solicitations  in opposition to any of the Board of Directors'  nominees for the
Board of  Directors or other  motions  acted on at the  Meeting.  The  following
matters were  considered  and voted on, as certified by the Judge of Election at
the Meeting:

1.   Robert W. X. Martin and Harry H. Taylor,  Jr. were each elected to serve as
     Directors  until the Annual Meeting of  Stockholders to be held in the year
     2002 who,  with the six  Directors,  Kevin L.  Dumas,  Louis A. Funk,  Jr.,
     Lawrence  Greenhaus,  Ruth  Henderson,  Terry C.  Pellegrini  and Arthur C.
     Weinshank, whose terms of office did not expire at the Meeting,  constitute
     the full Board. Each nominee received at least 1,924,016,  or 99.04%, votes
     cast FOR.

2.   The  Directors'  appointment  of  Deloitte  & Touche  LLP as the  Company's
     independent  auditors for the year ending December 31, 1999 was ratified by
     1,921,966 votes cast FOR.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

       (a)  Exhibits
              Exhibit 27.  Financial Data  Schedule   (included  only with EDGAR
                           filing).

       (b)  Reports on Form 8-K
              None

                                       17

<PAGE>

NMBT CORP
Form 10Q
June 30, 1999

                                   SIGNATURES

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

                                                   NMBT CORP
                                       -----------------------------------------
                                                  (Registrant)

August 6, 1999                            /s/ Jay C. Lent
------------------                     -----------------------------------------
     Date                                 Jay C. Lent, Executive Vice President,
                                          Chief Financial Officer and Secretary


August 6, 1999                            /s/ Deborah L. Fish
------------------                     -----------------------------------------
     Date                                 Deborah L. Fish, Treasurer

                                       18