SUPPLEMENTAL RETIREMENT PLAN
                              FOR SENIOR EXECUTIVES


                                   UNITED BANK
                         West Springfield, Massachusetts



                            Effective October 1, 2007























                            Approved by the Board of Directors November 15, 2007

<PAGE>



               SUPPLEMENTAL RETIREMENT PLAN FOR SENIOR EXECUTIVES

     This  Supplemental  Retirement  Plan for Senior  Executives (the "Plan") is
effective  October 1, 2007.  This Plan  formalizes the agreements by and between
UNITED BANK (the "Bank"),  a federally  chartered  savings bank, and certain key
employees, hereinafter referred to as "Executive(s)", who have been selected and
approved by the Bank to participate  in this Plan and who have  evidenced  their
participation  by  execution of a  Supplemental  Retirement  Plan  Participation
Agreement ("Participation  Agreement") in a form provided by the Bank. This Plan
replaces the individual Executive Supplemental  Compensation  Agreements between
the Bank and certain  Executives who are participants  herein and is intended to
comply with Internal  Revenue Code ("Code")  Section 409A and any  regulatory or
other guidance issued under such Section.  Any reference herein to the "Company"
shall mean UNITED FINANCIAL BANCORP, INC.

                                   WITNESSETH:

     WHEREAS, Executives are employed by the Bank; and

     WHEREAS, the Bank recognizes the valuable services heretofore performed for
it by such Executives and wishes to encourage their continued  employment and to
provide them with additional incentive to achieve corporate objectives; and

     WHEREAS,  the Bank and certain of the  Executives  previously  entered into
Executive  Supplemental  Compensation  Agreements  pursuant  to  which  the Bank
offered Executive retirement benefits; and

     WHEREAS,  the Bank desires to replace the individual  agreements  with this
Plan, to include  additional  Executives in the Plan,  and to modify the benefit
formula under the Plan; and

     WHEREAS, the Bank desires to draft the Plan to comply with new Section 409A
of the Internal Revenue Code ("Code"); and

     WHEREAS,   the  Bank  intends  this  Plan  to  be  considered  an  unfunded
arrangement,  maintained primarily to provide supplemental retirement income for
its  Executives,  members of a select group of management or highly  compensated
employees  of the  Bank,  for tax  purposes  and for  purposes  of the  Employee
Retirement Income Security Act of 1974, as amended; and

     WHEREAS, the Bank has adopted this Supplemental  Retirement Plan for Senior
Executives  which  controls  all issues  relating  to  Supplemental  Benefits as
described  herein and supersedes the individual  arrangement with certain of the
Executives.

     NOW, THEREFORE, in consideration of the premises and of the mutual promises
herein contained, the Bank and Executives agree as follows:

                                    SECTION I
                                   DEFINITIONS

     When used herein,  the following  words and phrases shall have the meanings
below unless the context clearly indicates otherwise:

1.1    "Accrued Annuity Benefit" means that portion of the Annuity Benefit which
       is expensed and accrued by the Bank under generally  accepted  accounting
       principles (GAAP) at the date of measurement.

1.2    "Act" means the  Employee  Retirement  Income  Security  Act of 1974,  as
       amended from time to time.

<PAGE>

1.3    "Administrator" means the Bank and/or its Board.

1.4    "Annuity Benefit" means a stream of payments to an Executive payable as a
       single life  annuity  with 15 years  certain,  commencing  on the Annuity
       Commencement Date.

1.5    "Annuity Commencement Date" means, unless otherwise set forth herein, the
       Executive's Benefit Age.

1.6    "Bank" means UNITED BANK and any successor thereto.

1.7    "Beneficiary" means the person or persons (and their heirs) designated as
       Beneficiary  by Executive to whom the deceased  Executive's  benefits are
       payable. Such beneficiary  designation shall be made on the form attached
       hereto  as  Exhibit  A and  filed  with  the  Plan  Administrator.  If no
       Beneficiary is so designated, then Executive's Spouse, if living, will be
       deemed the  Beneficiary.  If Executive's  Spouse is not living,  then the
       Children of Executive will be deemed the Beneficiaries and will take on a
       per stirpes basis.  If there are no living  Children,  then the Estate of
       Executive will be deemed the Beneficiary.

1.8    "Benefit  Age" shall be the birthday on which  Executive  attains the age
       set forth in Executive's Participation Agreement.

1.9    "Board"   shall  mean  the  Board  of  Directors  of  the  Bank,   unless
       specifically noted otherwise.

1.10   "Cause" shall mean Executive's personal dishonesty, incompetence, willful
       misconduct,  any breach of  fiduciary  duty  involving  personal  profit,
       intentional  failure to perform stated duties,  willful  violation of any
       law, rule, or regulation (other than minor traffic  violations or similar
       offenses) or final cease-and-desist  order, or material breach of Section
       7.14 of this Plan.  In  determining  incompetence,  the acts or omissions
       shall be measured against standards  generally  prevailing in the savings
       institutions industry. For purposes of this paragraph,  no act or failure
       to act on the part of the Executive shall be considered  "willful" unless
       done,  or omitted to be done,  by Executive not in good faith and without
       reasonable  belief that  Executive's  action or omission  was in the best
       interest of the Bank.  Any act, or failure to act,  based upon  authority
       given  pursuant to a  resolution  duly adopted by the Board or based upon
       the advice of counsel for the Bank shall be  conclusively  presumed to be
       done,  or omitted to be done,  by Executive in good faith and in the best
       interests of the Bank. The cessation of employment of Executive shall not
       be  deemed  to be for  Cause  unless  and  until  there  shall  have been
       delivered  to  Executive  a copy  of a  resolution  duly  adopted  by the
       affirmative vote of not less than  three-fourths of the entire membership
       of the Board of the Bank at a meeting of such  Board  called and held for
       such  purpose  (after  reasonable  notice is  provided to  Executive  and
       Executive is given an  opportunity,  together with  counsel,  to be heard
       before  such  Board),  finding  that,  in the good faith  opinion of such
       Board, Executive is guilty of the conduct described above, and specifying
       the particulars thereof in detail.

1.11   A "Change in Control" of the Bank or the Company  shall mean (1) a change
       in ownership of the Bank or the Company under paragraph (i) below, or (2)
       a change in effective  control of the Bank or the Company under paragraph
       (ii) below, or (3) a change in the ownership of a substantial  portion of
       the assets of the Bank or the Company under paragraph (iii) below:

               (i) Change in the ownership of the Bank or the Company.  A change
                   in the  ownership  of the Bank or the Company  shall occur on
                   the date that any one person,  or more than one person acting
                   as  a  group  (as  defined  in  Treasury  Regulation  Section
                   1.409A-3(i)(5)(v)(B)),  acquires  ownership  of  stock of the
                   corporation that,  together with stock held by such person or
                   group,  constitutes  more than 50% of the total  fair  market
                   value or total voting power of the stock of such corporation.

<PAGE>

               (ii) Change in the effective  control of the Bank or the Company.
                   A change in the effective  control of the Bank or the Company
                   shall occur on the date that  either (A) any one  person,  or
                   more  than  one  person  acting  as a group  (as  defined  in
                   Treasury Regulation Section  1.409A-3(i)(5)(v)(B)),  acquires
                   (or has  acquired  during the 12-month  period  ending on the
                   date  of the  most  recent  acquisition  by  such  person  or
                   persons)  ownership  of  stock  of the  Bank  or the  Company
                   possessing 30% or more of the total voting power of the stock
                   of the Bank or the  Company;  or (B) a majority of members of
                   the Bank or the  Company's  Board of  Directors  is  replaced
                   during any 12-month period by Directors whose  appointment or
                   election is not  endorsed by a majority of the members of the
                   corporation's  Board  of  Directors  prior to the date of the
                   appointment or election,  provided that this  sub-section (B)
                   is inapplicable  where a majority  shareholder of the Bank or
                   the Company is another corporation.

               (iii) Change in the  ownership  of a  substantial  portion of the
                   Bank's or the Company's  assets. A change in the ownership of
                   a substantial  portion of the Bank's or the Company's  assets
                   shall occur on the date that any one person, or more than one
                   person  acting as a group (as defined in Treasury  Regulation
                   Section  1.409A-3(i)(5)(vii)(C)),  acquires  (or has acquired
                   during  the  12-month  period  ending on the date of the most
                   recent acquisition by such person or persons) assets from the
                   Bank or the Company that have a total gross fair market value
                   equal to more than 40% of the total gross fair  market  value
                   of all of the assets of the Bank or the  Company  immediately
                   prior to such  acquisition.  For  this  purpose,  gross  fair
                   market   value   means  the  value  of  the   assets  of  the
                   corporation,  or the value of the assets  being  disposed of,
                   determined without regard to any liabilities  associated with
                   such assets.

               (iv) For all  purposes  hereunder,  the  definition  of Change in
                   Control  shall  be  construed  to  be  consistent   with  the
                   requirements of Treasury  Regulation Section  1.409A-3(i)(5),
                   except to the extent that such  regulations are superseded by
                   subsequent  guidance. A Change in Control shall not be deemed
                   to have  occurred  upon  the  second-step  conversion  of the
                   Company to a fully converted stock company.

1.12   "Children"  means  Executive's  children,  or the  issue of any  deceased
       Children,  then living at the time  payments are due the  Children  under
       this Plan.  The term  "Children"  shall  include both natural and adopted
       Children.

1.13   "Code" means the Internal Revenue Code of 1986, as amended.

1.14   "Death Benefit" shall mean, unless an Executive's Participation Agreement
       provides otherwise,  a Lump Sum payment equal to the Present Value of the
       Accrued   Annuity   Benefit  as  of  the  date  of  death,   without  any
       pre-retirement reductions.

1.15   "Disability  Benefit"  means a Lump  Sum  payment  equal  to the  Annuity
       Benefit  payable at Benefit  Age, as if Executive  had  continued to work
       until Benefit Age and Executive's base salary increased five percent (5%)
       per  year  for  each  calendar  year  until   Executive's   Benefit  Age.
       Alternatively,  an Executive may elect in his Participation  Agreement to
       receive the benefit payment in another form.

1.16   "Effective Date" of this Plan shall be October 1, 2007.

1.17   "Estate" means the estate of Executive.

1.18   "Executive"  means  the  executive  officer  who has  been  selected  and
       approved  by the Board to  participate  in the Plan and who has agreed to
       participation by completing a Participation Agreement.

<PAGE>

1.19   "Final Average  Compensation" shall mean the total base salary plus bonus
       paid during a calendar  year,  including  salary  deferrals into a 401(k)
       Plan or cafeteria plan. Final Average Compensation shall be averaged over
       the highest three (3) calendar  years of the  Executive's  final five (5)
       calendar years of employment with the Bank.

1.20   "Good  Reason," shall mean (a) material  change in Executive's  function,
       duties, or responsibility,  which change would cause executive's position
       to  become  one of  lesser  responsibility,  importance,  or  scope;  (b)
       liquidation or dissolution of the Bank or Company other than liquidations
       or dissolutions that are caused by reorganization  that do not affect the
       status of Executive;  (c) reduction in executive's annual compensation or
       benefits or relocation of  Executive's  principal  place of employment by
       more than 25 miles from its location as of the date of this Agreement; or
       (d) material breach of this Plan by the Bank.

1.21   "Lump Sum" shall mean payment in a single sum equal to the Present  Value
       of the Annuity Benefit or Accrued Annuity Benefit, as applicable.

1.22   "Normal Benefit Date" shall be 180 days following Executive's  Separation
       from  Service  (other than due to death or  Disability).  In the event of
       Executive's  death,  the Normal  Benefit Date shall mean the first day of
       the second month following the month in which  Executive's  death occurs.
       In the event of the Executive's Disability, the Normal Benefit Date shall
       be the  Benefit  Age set forth in  Executive's  Participation  Agreement,
       unless the Executive has elected to have the Disability  Benefit commence
       on the first day of the  second  month  following  the  determination  of
       Disability.

1.23   "Normal  Benefit  Form"  means a Lump Sum  payment  equal to the  Present
       Value, as of the time of payment, of the Annuity Benefit.

1.24   "Participation  Agreement" means the agreement  between Executive and the
       Bank which sets forth the particulars of Executive's Supplemental Benefit
       and/or  other  benefits to which  Executive  or  Executive's  Beneficiary
       becomes entitled under the Plan.

1.25   "Plan Year" shall mean the calendar year.

1.26   "Present  Value"  shall  mean the  actuarial  present  value of a payment
       stream.  Unless  otherwise set forth  herein,  the Present Value shall be
       determined  using a six percent (6%) interest rate and 1994 Group Annuity
       Reserving Table.

1.27   "Prorate  Fraction"  shall be a fraction,  the  numerator of which is the
       Executive's  years of employment  from the  Executive's  original date of
       hire and the  denominator of which shall be set forth in the  Executive's
       Participation  Agreement,  provided,  however,  that the Prorate Fraction
       shall never exceed "one".

1.28   "Separation from Service" means  Executive's  death,  retirement or other
       termination  of  employment  with the Bank  within  the  meaning  of Code
       Section 409A. No Separation  from Service shall be deemed to occur due to
       military  leave,  sick  leave or other  bona fide leave of absence if the
       period of such leave does not exceed six months or, if longer, so long as
       Executive's right to reemployment is provided by law or contract.  If the
       leave exceeds six months and  Executive's  right to  reemployment  is not
       provided by law or by contract,  then  Executive  shall have a Separation
       from  Service  on the first date  immediately  following  such  six-month
       period.

<PAGE>

       Whether a Separation  from Service has  occurred is  determined  based on
       whether  the facts  and  circumstances  indicate  that the  employer  and
       employee  reasonably  anticipated  that  no  further  services  would  be
       performed  after a certain  date or that the level of bona fide  services
       the employee  would perform after such date (whether as an employee or as
       an independent contractor) would permanently decrease to no more than 49%
       of the average level of bona fide services performed over the immediately
       preceding  36 months (or such  lesser  period of time in which  Executive
       performed  services  for the  Bank).  The  determination  of  whether  an
       Executive has had a Separation from Service shall be made by applying the
       presumptions  set forth in the  Treasury  Regulations  under Code Section
       409A.

1.29   "Specified Employee" means, in the event the Bank or any corporate parent
       is or becomes  publicly  traded, a "Key Employee" as such term is defined
       in  Code  Section   416(i)   without   regard  to  paragraph  5  thereof.
       Notwithstanding  anything  to  the  contrary  herein,  in  the  event  an
       Executive  is a  Specified  Employee  and  becomes  entitled to a payment
       hereunder due to Separation from Service for any reason (other than death
       or  Disability),  the payments to such Executive shall not commence until
       the  first  day of the  seventh  month  following  such  Separation  from
       Service. Whether and the extent to which a person is a Specified Employee
       shall be determined on the "Specified Employee  Determination Date" which
       shall  be  December  31 of each  calendar  year and  shall be  applicable
       commencing  on the following  April 1, in  accordance  with the rules set
       forth in the Treasury Regulations under Code Section 409A.

1.30   "Spouse" means the individual to whom Executive is legally married at the
       time of  Executive's  death,  provided,  however,  that the term "Spouse"
       shall not refer to an individual to whom Executive is legally  married at
       the time of death if Executive  and such  individual  have entered into a
       formal separation agreement (provided that such separation agreement does
       not  provide  otherwise  or state that such  individual  is entitled to a
       portion of the benefit hereunder) or initiated divorce proceedings.

1.31   "Supplemental  Benefit"  means a  benefit  (before  taking  into  account
       federal and state income taxes) payable to an Executive who satisfies the
       conditions to receive a benefit as described in this Plan.

1.32   "Treasury  Regulations"  means the final  regulations  promulgated  under
       Section 409A of the Code.

1.33   "Vesting   Rate"  shall  be  the  rate  set  forth  in  the   Executive's
       Participation Agreement.

1.34   "Yearly Benefit Amount" means the annual amount  contingently  payable as
       an Annuity  Benefit.  The  Yearly  Benefit  Amount  shall be equal to the
       percentage of the Executive's Final Average Compensation set forth in the
       Executive's Participation Agreement.


                                   SECTION II
                          ESTABLISHMENT OF RABBI TRUST

     The Bank may  establish  a rabbi  trust into which the Bank may  contribute
assets  which  shall  be held  therein,  subject  to the  claims  of the  Bank's
creditors in the event of the Bank's  "Insolvency"  as defined in the  agreement
which  establishes  such rabbi trust,  until the contributed  assets are paid to
Executives and their Beneficiaries in such manner and at such times as specified
in this Plan.  Contributions  to a rabbi  trust  would  provide  the Bank with a
source of funds to assist it in meeting  the  liabilities  of this Plan.  To the
extent the  language in this Plan is modified by the language in the rabbi trust
agreement, the rabbi trust agreement shall supersede this Plan. Contributions to
the rabbi trust may be made during each Plan Year in  accordance  with the rabbi
trust agreement. It is expected that the amount of such contribution(s), if any,
would be equal to the full  present  value of all  benefit  accruals  under this
Plan, if any,  less: (i) previous  contributions  made on behalf of Executive to
the rabbi trust,  and (ii) earnings to date on all such previous  contributions.
In the event of a Change in Control,  the Bank shall transfer to the rabbi trust
within  thirty  (30) days prior to such Change in  Control,  the  present  value
(applying  the Interest  Factor  applicable to a Change in Control) of an amount
sufficient to fully fund the Supplemental  Benefit for each Executive covered by
this Plan.

<PAGE>

                                   SECTION III
                                    BENEFITS

3.1    Separation  from  Service On or After  Benefit  Age. If  Executive  has a
       Separation  from  Service on or after  Benefit  Age,  Executive  shall be
       entitled to a  Supplemental  Benefit  determined  in the manner set forth
       herein.  The  Supplemental  Benefit  shall be  determined  as an  Annuity
       Benefit  equal to the Yearly  Benefit  Amount  multiplied  by the Prorate
       Fraction.  The Supplemental  Benefit shall commence on Executive's Normal
       Benefit  Date and shall be payable in a Lump Sum,  unless  Executive  has
       elected  at the  time of  execution  of the  Participation  Agreement  to
       receive another form of benefit.

3.2    Separation  from  Service  Prior  to  Benefit  Age.  If  Executive  has a
       voluntary  or  involuntary  Separation  from  Service  (other than due to
       cause,  death or  Disability)  after the Executive  has a vested  Accrued
       Annuity  Benefit but prior to the  attainment  of his or her Benefit Age,
       Executive shall be entitled to a Supplemental Benefit,  calculated in the
       manner set forth in Section 3.1. If applicable,  the Supplemental Benefit
       shall be multiplied  by the  Executive's  Vesting  Rate. In addition,  if
       Executive is less than age 62 at time of commencement of the Supplemental
       Benefit,  the Supplemental Benefit will be further reduced by 5% per year
       for each year prior to age 62 that the  benefit  payment  commences.  The
       Supplemental  Benefit shall commence on  Executive's  Normal Benefit Date
       and shall be payable in a Lump Sum,  unless  Executive has elected at the
       time of  execution of the  Participation  Agreement to receive an Annuity
       Benefit.

3.3    Death Benefit.

       (a) If an  Executive  dies prior to  attaining  his Benefit Age but while
          employed at the Bank, Executive's Beneficiary shall be entitled to the
          Death Benefit.  The Death Benefit shall commence on the Normal Benefit
          Date and shall be payable in the Normal Benefit Form.

       (b) If an  Executive  dies  following  Separation  from Service and after
          becoming  vested  in an  Accrued  Annuity  Benefit  but  prior  to the
          commencement of benefit  payments,  Executive's  Beneficiary  shall be
          entitled to the payment of the amount  otherwise  payable to Executive
          under the applicable  Sub-section  of this Section III,  commencing on
          the Normal Benefit Date and payable in a Lump Sum.

3.4.   Benefit Payable Following a Change in Control.

       (a) If a  Change  in  Control  occurs  and,  Executive  is  involuntarily
          terminated or terminates for "good reason" (as defined in Code Section
          409A),   Executive  shall  be  entitled  to  a  Supplemental   Benefit
          calculated as if Executive had attained Executive's Benefit Age at the
          time of the  Change  in  Control,  and  Executive's  base  salary  had
          increased   five   percent   (5%)  per   year   until   Benefit   Age.
          Notwithstanding  the foregoing,  if the Supplemental  Benefit provided
          under  this  Section  3.4,  either as a  stand-alone  benefit  or when
          aggregated  with other  payments to or for the benefit of an Executive
          that are  contingent on a Change in Control,  would cause an Executive
          to have an "excess  parachute  payment"  under Code Section 280G,  the
          Supplemental  Benefit  and/or such other  payments shall be reduced to
          avoid  this  result.  In the  event  a  reduction  is  necessary,  the
          Executive  shall be entitled to determine  which  benefits or payments
          shall be reduced or eliminated so the total parachute  payments do not
          result in an excess parachute  payment.  If an Executive does not make
          this determination  within ten business days after receiving a written
          request form the Bank, the Bank may make such determination, and shall
          notify the Executive  promptly thereof.  In the event it is determined
          that  permitting  the Executive or the Bank to make the  determination
          regarding  the form or manner of reduction  would violate Code Section
          409A, such reduction shall be made pro rata.

<PAGE>

       (b) If Executive's  employment  terminates within two years following the
          Change in Control for reasons set forth in Section 3.4(a), Executive's
          Supplemental Benefit will be paid in a Lump Sum. For these purposes, a
          determination  of the Present  Value of the Annuity  Benefit  shall be
          determined by applying the applicable  federal  interest rate required
          under Code Sections 280G and 1274(d).

       (c) If Executive's  employment  terminates  more than two years following
          the Change in Control,  the Supplemental  Benefit shall be paid at the
          time and in the form  elected by  Executive  under  Section 3.1 or 3.2
          hereof,  based on whether  Separation  from Service  occurs  before or
          after Benefit Age.

       (d) If a Change in Control occurs after the Executive commences receiving
          Supplemental Benefit payments under this Plan in the form of either an
          annuity or lump sum,  and the  Executive  has made an  election in the
          Executive's   Participation   Agreement,  the  Present  Value  of  the
          remaining  payments  shall be  determined  and shall be payable to the
          Executive in a Lump Sum.

3.5    Termination for Cause. If Executive is terminated for Cause, all benefits
       under  this  Plan  shall  be  forfeited  by  Executive  and   Executive's
       participation in this Plan shall become null and void.

3.6    Disability  Benefit.  Notwithstanding  any  other  provision  hereof,  if
       Executive  becomes  Disabled  prior to his or her Benefit Age,  Executive
       shall be entitled to receive the Disability Benefit hereunder.  Executive
       shall be deemed to be "Disabled" or to have a "Disability" in any case in
       which it is determined:

       (a) by a duly licensed  physician selected by the Bank, that Executive is
          unable to engage in any substantial  gainful activity by reason of any
          medically  determinable  physical  or mental  impairment  which can be
          expected to result in death,  or last for a  continuous  period of not
          less than 12 months;

       (b) by reason of any medically determinable physical or mental impairment
          which can be  expected  to result in death,  or last for a  continuous
          period of not less than 12 months,  that the  Executive  is  receiving
          income replacement benefits for a period of not less than three months
          under an accident and health plan  covering  employees of  Executive's
          employer; or

       (c) by the Social  Security  Administration,  that  Executive  is totally
          disabled.

       The  Disability  Benefit shall be payable at the Benefit Age set forth in
       the  Executive's  Participation  Agreement  unless the Executive makes an
       election prior to December 31, 2007 (or if later, within thirty (30) days
       of  initial  eligibility  to  participate  in  the  Plan),  to  have  the
       Disability   Benefit   paid   within   two   months  of  the   Disability
       determination.

3.7    Change in Form or Timing of Benefit.  In the event the Executive  desires
       to change  the form or time of  payment  of the  Supplemental  Retirement
       Benefit,  and such  alternate form or time is permitted by the applicable
       subsection  of this  Section  III,  such change in  election  may be made
       provided the following conditions are satisfied:

       (i) any  change in the form or timing  must be elected at least 12 months
          before the benefit would otherwise be paid or commence, and

       (ii) any  change (in form or timing)  must  result in a minimum  five (5)
          year delay in the commencement of the effected payment.

<PAGE>

                                   SECTION IV
                             BENEFICIARY DESIGNATION

     Executive  shall  make an initial  designation  of  primary  and  secondary
Beneficiaries  upon execution of his Participation  Agreement and shall have the
right to change such  designation,  at any subsequent time, by submitting to the
Administrator,  in  substantially  the form  attached  as  Exhibit  A, a written
designation of primary and secondary Beneficiaries.  Any Beneficiary designation
made  subsequent  to  execution  of the  Participation  Agreement  shall  become
effective  only  when  receipt   thereof  is  acknowledged  in  writing  by  the
Administrator.

                                    SECTION V
                          EXECUTIVE'S RIGHT TO ASSETS:
                     ALIENABILITY AND ASSIGNMENT PROHIBITION

     At no time  shall  Executive  be deemed to have any lien,  right,  title or
interest in or to any specific  investment  or asset of the Bank.  The rights of
Executive, any Beneficiary, or any other person claiming through Executive under
this Plan,  shall be solely those of an unsecured  general creditor of the Bank.
Executive,  the  Beneficiary,  or any other person claiming  through  Executive,
shall only have the right to receive  from the Bank those  payments so specified
under this Plan.  Neither  Executive nor any  Beneficiary  under this Plan shall
have any power or right to transfer, assign, anticipate,  hypothecate, mortgage,
commute,  modify or otherwise  encumber in advance any of the  benefits  payable
hereunder,  nor shall any of said benefits be subject to seizure for the payment
of any debts,  judgments,  alimony or separate  maintenance owed by Executive or
his  Beneficiary,  nor be  transferable  by  operation  of law in the  event  of
bankruptcy, insolvency or otherwise.

                           SECTION VI ACT PROVISIONS

6.1    Named Fiduciary and Administrator.  The Bank shall be the Named Fiduciary
       and  Administrator  of this  Plan.  As  Administrator,  the Bank shall be
       responsible for the management, control and administration of the Plan as
       established  herein.  The  Administrator  may delegate to others  certain
       aspects of the management and operational  responsibilities  of the Plan,
       including the  employment of advisors and the  delegation of  ministerial
       duties to qualified individuals.

6.2    Claims Procedure and  Arbitration.  In the event that benefits under this
       Plan  are not paid to  Executive  (or to his  Beneficiary  in the case of
       Executive's  death) and such  claimants feel they are entitled to receive
       such  benefits,  then a written  claim must be made to the  Administrator
       within  sixty  (60)  days  from  the  date  payments  are  refused.   The
       Administrator shall review the written claim and, if the claim is denied,
       in whole or in part,  they shall  provide in writing,  within thirty (30)
       days of receipt of such claim,  their  specific  reasons for such denial,
       reference to the provisions of this Plan or the  Participation  Agreement
       upon  which  the  denial  is  based,  and  any  additional   material  or
       information   necessary  to  perfect  the  claim.  Such  writing  by  the
       Administrator  shall further  indicate the additional steps which must be
       undertaken  by claimants if an  additional  review of the claim denial is
       desired.

       If claimants desire a second review,  they shall notify the Administrator
       in writing  within thirty (30) days of the first claim denial.  Claimants
       may review  this  Plan,  the  Participation  Agreement  or any  documents
       relating thereto and submit any issues and comments, in writing, they may
       feel appropriate.  In its sole discretion,  the Administrator  shall then
       review the second claim and provide a written decision within thirty (30)
       days of receipt of such claim.  This  decision  shall state the  specific
       reasons  for  the  decision  and  shall  include  reference  to  specific
       provisions  of this Plan or the  Participation  Agreement  upon which the
       decision is based.

       If claimants  continue to dispute the benefit denial based upon completed
       performance of this Plan and the  Participation  Agreement or the meaning
       and effect of the terms and  conditions  thereof,  it shall be settled by
       arbitration  administered by the American Arbitration Association ("AAA")
       under  its  Commercial  Arbitration  Rules,  and  judgment  on the  award
       rendered  by  the  arbitrator(s)  may be  entered  in  any  court  having
       jurisdiction thereof.

<PAGE>

                           SECTION VII MISCELLANEOUS

7.1    No Effect on Employment Rights. Nothing contained herein will confer upon
       Executive  the right to be  retained in the service of the Bank nor limit
       the right of the Bank to  discharge  or  otherwise  deal  with  Executive
       without regard to the existence of the Plan.

7.2    Governing  Law.  The Plan is  established  under,  and will be  construed
       according  to,  the laws of the  Commonwealth  of  Massachusetts,  to the
       extent  such  laws are not  preempted  by the Act or the  Code and  valid
       regulations published thereunder.

7.3    Severability and  Interpretation of Provisions.  In the event that any of
       the  provisions of this Plan or portion hereof are held to be inoperative
       or invalid by any court of competent  jurisdiction,  or in the event that
       any  provision is found to violate  Code  Section 409A and would  subject
       Executive  to  additional  taxes and  interest  on the  amounts  deferred
       hereunder,   or  in  the  event  that  any  legislation  adopted  by  any
       governmental   body   having   jurisdiction   over  the  Bank   would  be
       retroactively  applied to invalidate this Plan or any provision hereof or
       cause the  benefits  hereunder  to be  taxable,  then:  (1) insofar as is
       reasonable,  effect  will  be  given  to  the  intent  manifested  in the
       provisions  held  invalid  or  inoperative,  and  (2)  the  validity  and
       enforceability of the remaining  provisions will not be affected thereby.
       In the event that the intent of any provision  shall need to be construed
       in a manner to avoid taxability,  such construction  shall be made by the
       Administrator  in a manner  that would  manifest  to the  maximum  extent
       possible the original meaning of such provisions.

7.4    Incapacity of Recipient.  In the event Executive is declared  incompetent
       and a conservator  or other person  legally  charged with the care of his
       person or Estate is appointed,  any benefits under the Plan to which such
       Executive is entitled  shall be paid to such  conservator or other person
       legally charged with the care of his person or Estate.

7.5    Unclaimed  Benefit.  Executive shall keep the Bank informed of his or her
       current  address and the  current  address of his  Beneficiaries.  If the
       location of Executive is not made known to the Bank, the Bank shall delay
       payment of Executive's benefit payment(s) until the location of Executive
       is made known to the Bank;  however,  the Bank shall only be obligated to
       hold such benefit  payment(s) for Executive until the expiration of three
       (3) years.  Upon  expiration  of the three (3) year period,  the Bank may
       discharge its  obligation by payment to Executive's  Beneficiary.  If the
       location of Executive's  Beneficiary is not known to the Bank,  Executive
       and his  Beneficiary(ies)  shall  thereupon  forfeit  any  rights  to the
       balance,  if any, of any  benefits  provided  for such  Executive  and/or
       Beneficiary under this Plan.

7.6    Limitations on Liability. Notwithstanding any of the preceding provisions
       of the Plan, no individual acting as an employee or agent of the Bank, or
       as a member  of the  Board of the Bank  shall  be  personally  liable  to
       Executive or any other person for any claim,  loss,  liability or expense
       incurred in connection with the Plan.

7.7    Gender.  Whenever in this Plan words are used in the  masculine or neuter
       gender, they shall be read and construed as in the masculine, feminine or
       neuter gender, whenever they should so apply.

7.8    Effect on Other Corporate  Benefit Plans.  Nothing contained in this Plan
       shall affect the right of Executive  to  participate  in or be covered by
       any qualified or nonqualified  pension,  profit sharing,  group, bonus or
       other supplemental  compensation or fringe benefit agreement constituting
       a part of the Bank's existing or future compensation structure.

<PAGE>

7.9    Inurement. This Plan shall be binding upon and shall inure to the benefit
       of the Bank, its successors and assigns,  and Executive,  his successors,
       heirs, executors, administrators, and Beneficiaries.

7.10   Acceleration of Payments.  Except as specifically  permitted herein or in
       other sections of this Plan, no  acceleration  of the time or schedule of
       any  payment  may  be  made  hereunder.  Notwithstanding  the  foregoing,
       payments may be accelerated hereunder by the Bank, in accordance with the
       provisions  of  Treasury   Regulation  Section   1.409A-3(j)(4)  and  any
       subsequent  guidance  issued by the United  States  Treasury  Department.
       Accordingly, payments may be accelerated, in accordance with requirements
       and conditions of the Treasury  Regulations  (or subsequent  guidance) in
       the  following  circumstances:  (i)  as  a  result  of  certain  domestic
       relations  orders;  (ii) in compliance  with ethics  agreements  with the
       Federal Government;  (iii) in compliance with ethics laws or conflicts of
       interest laws; (iv) in limited  cash-outs (but not in excess of the limit
       under   Code   Section   402(g)(1)(B));   (v)  in  the  case  of  certain
       distributions to avoid a  non-allocation  year under Code Section 409(p);
       (vi) to apply certain  offsets in  satisfaction of a debt of Executive to
       the Bank;  (vii) in  satisfaction  of certain bona fide disputes  between
       Executive  and the Bank; or (viii) for any other purpose set forth in the
       Treasury Regulations and subsequent guidance.

7.11   Headings.  Headings  and  sub-headings  in this  Plan  are  inserted  for
       reference  and  convenience  only and  shall not be deemed a part of this
       Plan.

7.12   12 U.S.C.  ss. 1828(k).  Any payments made to Executive  pursuant to this
       Plan or otherwise are subject to and conditioned  upon compliance with 12
       U.S.C. ss. 1828(k) or any regulations promulgated thereunder.

7.13   Payment of Employment and Code Section 409A Taxes. Any distribution under
       this Plan  shall be reduced  by the  amount of any taxes  required  to be
       withheld from such distribution.  This Plan shall permit the acceleration
       of the time or schedule of a payment to pay  employment-related  taxes as
       permitted  under Treasury  Regulation  Section  1.409A-3(j) or to pay any
       taxes that may become due at any time that the arrangement  fails to meet
       the  requirements  of Code  Section  409A and the  regulations  and other
       guidance promulgated thereunder.  In the latter case, such payments shall
       not exceed the amount  required to be included in income as the result of
       the failure to comply with the requirements of Code Section 409A.

7.14   Non-Competition.  The benefits provided to Executives under this Plan are
       specifically  conditioned on each Executive's covenant that, for a period
       of two (2) years following the  Executive's  Separation from Service with
       the Bank,  that he will not,  without  the  written  consent of the Bank,
       either directly or indirectly:

       (i) solicit,  offer  employment to, or take any other action intended (or
          that a reasonable person acting in like circumstances would expect) to
          have the effect of causing  any  officer or employee of the Bank or of
          any  holding  company  of  the  Bank,  or  any  of  their   respective
          subsidiaries  or  affiliates,  to terminate his or her  employment and
          accept  employment or become  affiliated with, or provide services for
          compensation  in any capacity  whatsoever to, any business  whatsoever
          that competes with the business of the Bank or of any holding  company
          of the  Bank,  or any of their  direct  or  indirect  subsidiaries  or
          affiliates,  that has headquarters or offices within  twenty-five (25)
          miles of the locations in which the Bank of any holding company of the
          Bank  has  business   operations  or  has  filed  an  application  for
          regulatory approval to establish an office;

       (ii) become  an  officer,  employee,  consultant,  director,  independent
          contractor,  agent, joint venturer,  partner or trustee of any savings
          bank, savings and loan association,  savings and loan holding company,
          credit  union,  bank or bank  holding  company,  insurance  company or
          agency,  any mortgage or loan broker or any other entity that competes
          with the  business of the Bank or any  holding  company of the Bank or
          any of their direct or indirect  subsidiaries or affiliates,  that has
          headquarters or offices within twenty-five (25) miles of the locations
          in which  the Bank or any  holding  company  of the Bank has  business
          operations  or has filed an  application  for  regulatory  approval to
          establish an office;  provided,  however,  that this restriction shall
          not apply if Executive's  employment is terminated  following a Change
          in Control; or

<PAGE>

       (iii) solicit, provide any information,  advice or recommendation or take
          any other action intended (or that a reasonable  person acting in like
          circumstances would expect) to have the effect of causing any customer
          of  the  Bank  to  terminate  an  existing   business  or   commercial
          relationship with the Bank.

       In the event that the Executive  competes in violation of this provision,
       all  Supplemental  Benefits  payable  to  Executive  shall  cease and any
       Supplemental  Benefits  previously  paid shall be  reimbursed to the Bank
       within thirty (30) days of the Bank's notification to Executive that this
       provision has been violated.


                                  SECTION VIII
                              AMENDMENT/TERMINATION

8.1    Amendment  or  Modification.  This Plan may be amended or modified at any
       time, provided,  however,  that no such amendment may serve to reduce the
       vested Accrued  Annuity Benefit of any Executive,  and provided  further,
       that no  amendment  or  modification  shall be valid if it violates  Code
       Section 409A, as in effect at the time of such amendment or modification.

8.2    Termination of Plan. Subject to the requirements of Code Section 409A, in
       the event of complete  termination  of the Plan,  the Plan shall cease to
       operate  and the  Bank  shall  pay out to  Executive  his  benefit  as if
       Executive  had  terminated  employment  as of the  effective  date of the
       complete  termination.  Such complete termination of the Plan shall occur
       only under the following circumstances and conditions:

       (a) The  Board may  terminate  the Plan  within 12 months of a  corporate
          dissolution  taxed  under Code  Section  331,  or with  approval  of a
          bankruptcy court pursuant to 11 U.S.C. ss.503(b)(1)(A),  provided that
          the  amounts  deferred  under  the Plan  (e.g.,  the  Accrued  Annuity
          Benefit) are included in Executive's gross income in the latest of (i)
          the calendar year in which the Plan terminates; (ii) the calendar year
          in which the  amount is no longer  subject  to a  substantial  risk of
          forfeiture;  or (iii) the first  calendar year in which the payment is
          administratively practicable.

       (b) The Board may  terminate the Plan by Board action taken within the 30
          days  preceding  a Change in Control  (but not  following  a Change in
          Control),  provided  that the Plan shall only be treated as terminated
          if all substantially  similar  arrangements  sponsored by the Bank are
          terminated so that Executive and all participants under  substantially
          similar   arrangements   are   required  to  receive  all  amounts  of
          compensation  deferred  under the  terminated  arrangements  within 12
          months of the date of the termination of the  arrangements.  Following
          the  termination of the Plan, the amount payable to Executive shall be
          the amount to which Executive is entitled upon a Change in Control, as
          set forth in Executive's Participation Agreement.

<PAGE>

                                   SECTION IX
                                    EXECUTION

9.1    This Plan sets forth the entire  understanding of the parties hereto with
       respect  to  the  transactions  contemplated  hereby,  and  any  previous
       agreements or  understandings  between the parties  hereto  regarding the
       subject matter hereof are merged into and superseded by this Plan.


9.2    This Plan shall be executed  in  duplicate,  each copy of which,  when so
       executed  and  delivered,  shall be an  original,  but both copies  shall
       together constitute one and the same instrument.

                            [Signature Page Follows]

<PAGE>



     IN WITNESS  WHEREOF,  the Bank has caused  this Plan to be executed on this
27th day of November, 2007.

ATTEST:                                      UNITED BANK


/s/ Diane Wilson                             By:      /s/ Laurie Rollins
------------------------------------                  --------------------------
Secretary

                                             Title:   Vice President & Treasurer






<PAGE>


              SUPPLEMENTAL RETIREMENT PLAN PARTICIPATION AGREEMENT

     I, Richard B. Collins,  and UNITED BANK hereby agree, for good and valuable
consideration,  the  value  of  which  is  hereby  acknowledged,  that  I  shall
participate in the Supplemental  Retirement Plan for Senior Executives  ("Plan")
established as of October 1, 2007, by UNITED BANK, as such Plan may now exist or
hereafter be modified, and do further agree to the terms and conditions thereof.
The   Supplemental   Retirement  Plan  replaces  and  supersedes  the  Executive
Supplemental Compensation Agreement in which I previously participated.

     I  understand  that  I  must  execute  this  Supplemental  Retirement  Plan
Participation  Agreement  ("Participation  Agreement")  as  well as  notify  the
Administrator  of such  execution  in  order to  participate  in the  Plan.  The
provisions of the Plan are incorporated herein by reference.  In the event of an
inconsistency  between the terms of this  Participation  Agreement and the Plan,
the terms of the Plan shall control.

     The  following  provisions  relate to a  determination  of my  Supplemental
Benefit under the Plan.

     Benefit Age. My Benefit Age is sixty-nine (69).
     -----------

     Final Average Compensation Percentage:  Forty Percent (40%).
     -------------------------------------

     Yearly Benefit Service Prorate Denominator:  Nine (9).
     -------------------------------------------

     Vesting Rate:  10% per year from original date of hire.
     ------------

     Separation  from Service on or After  Benefit  Age. I understand  that if I
retire on or after  attainment  of my Benefit  Age, I shall be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.1 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     Separation  from Service  Prior to Benefit Age. If I have a vested  Accrued
Annuity  Benefit at the time of my  voluntary  or  involuntary  Separation  from
Service without Cause (as defined in the Plan) prior to attainment of my Benefit
Age  (other  than due to  death  or  Disability),  I shall  be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.2 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

<PAGE>

     Termination for Cause. I understand that if I have a termination for Cause,
my entire benefit under this Plan shall be forfeited.

     Death Benefit.  In the event of my death prior to Separation  from Service,
my  Beneficiary  shall be  entitled  to a Death  Benefit,  equal  to the  amount
calculated  in  accordance  with the terms of Sections 1.14 and 3.3 of the Plan.
Such Death Benefit shall be payable in a Lump Sum.

     Following a Change in Control.

     (a) Change in Control Occurs Before  Separation from Service.  I understand
that if there is a Change  in  Control  I will be  entitled  to my  Supplemental
Benefit  calculated  as set forth in Section 3.4 of the Plan. If I Separate from
Service within two years following a Change in Control, my Supplemental  Benefit
shall be paid in a Lump Sum. If my  Separation  from Service  occurs two or more
years following a Change in Control,  my  Supplemental  Benefit shall be paid in
accordance with the applicable election above for Separation from Service before
Benefit Age or after Benefit Age.

     (b) Change in Control Occurs After Separation from Service.  In the event a
Change in Control  occurs  following  my  Separation  from  Service,  while I am
receiving  my  Supplemental  Benefit in the form of an  annuity  or  installment
payments,  I can elect,  by checking the box below, to have the Present Value of
my remaining payments paid in the form of a lump sum payment.

     [ ] I elect to have the Present  Value of my remaining  payments  paid in a
Lump Sum.

     Disability While Employed.  I understand that in the event of my Disability
prior to my Benefit Age, I will be entitled to the Disability Benefit calculated
as set forth in Section 3.6 of the Plan. My Disability Benefit will be paid in a
Lump  Sum  unless  I elect  another  form of  benefit.  I elect  to  receive  my
Disability Benefit in the following form:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     My Disability Benefit shall be payable:

     [ ]      Upon the determination of my Disability

     [ ]      Upon the attainment of my Benefit Age

     This Participation  Agreement shall become effective upon execution (below)
by both Executive and a duly authorized officer of the Bank.

Dated this _____ day of ______________________, 2007.
UNITED BANK                                                   EXECUTIVE


--------------------------------                              ------------------
(Bank's duly authorized Officer)                              Richard B. Collins


<PAGE>


              SUPPLEMENTAL RETIREMENT PLAN PARTICIPATION AGREEMENT

     I, Keith E.  Harvey,  and UNITED BANK hereby  agree,  for good and valuable
consideration,  the  value  of  which  is  hereby  acknowledged,  that  I  shall
participate in the Supplemental  Retirement Plan for Senior Executives  ("Plan")
established as of October 1, 2007, by UNITED BANK, as such Plan may now exist or
hereafter be modified, and do further agree to the terms and conditions thereof.
The   Supplemental   Retirement  Plan  replaces  and  supersedes  the  Executive
Supplemental Compensation Agreement in which I previously participated.

     I  understand  that  I  must  execute  this  Supplemental  Retirement  Plan
Participation  Agreement  ("Participation  Agreement")  as  well as  notify  the
Administrator  of such  execution  in  order to  participate  in the  Plan.  The
provisions of the Plan are incorporated herein by reference.  In the event of an
inconsistency  between the terms of this  Participation  Agreement and the Plan,
the terms of the Plan shall control.

     The  following  provisions  relate to a  determination  of my  Supplemental
Benefit under the Plan.

     Benefit Age.  My Benefit Age is sixty-five (65).
     -----------

     Final Average Compensation Percentage:  Twenty-three Percent (23%).
     -------------------------------------

     Yearly Benefit Service Prorate Denominator:  Twenty-five (25).
     ------------------------------------------

     Vesting Rate:  10-Year Cliff Vesting from original date of hire.
     ------------

     Separation  from Service on or After  Benefit  Age. I understand  that if I
retire on or after  attainment  of my Benefit  Age, I shall be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.1 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     Separation  from Service  Prior to Benefit Age. If I have a vested  Accrued
Annuity  Benefit at the time of my  voluntary  or  involuntary  Separation  from
Service without Cause (as defined in the Plan) prior to attainment of my Benefit
Age  (other  than due to  death  or  Disability),  I shall  be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.2 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

<PAGE>

     Termination for Cause. I understand that if I have a termination for Cause,
my entire benefit under this Plan shall be forfeited.

     Death Benefit.  In the event of my death prior to Separation  from Service,
my Beneficiary  shall be entitled to a Death  Benefit,  calculated in accordance
with Sections 1.14 and 3.3 of the Plan and payable in a Lump Sum.

     Following a Change in Control.

     (a) Change in Control Occurs Before  Separation from Service.  I understand
that if there is a Change  in  Control  I will be  entitled  to my  Supplemental
Benefit  calculated  as set forth in Section 3.4 of the Plan. If I Separate from
Service within two years following a Change in Control, my Supplemental  Benefit
shall be paid in a Lump Sum. If my  Separation  from Service  occurs two or more
years following a Change in Control,  my  Supplemental  Benefit shall be paid in
accordance with the applicable election above for Separation from Service before
Benefit Age or after Benefit Age.

     (b) Change in Control Occurs After Separation from Service.  In the event a
Change in Control  occurs  following  my  Separation  from  Service,  while I am
receiving  my  Supplemental  Benefit in the form of an  annuity  or  installment
payments,  I can elect,  by checking the box below, to have the Present Value of
my remaining payments paid in the form of a lump sum payment.

     [ ] I elect to have the Present Value of my remaining  payments paid in a
         Lump Sum.

     Disability While Employed.  I understand that in the event of my Disability
prior to my Benefit Age, I will be entitled to the Disability Benefit calculated
as set forth in Section 3.6 of the Plan. My Disability Benefit will be paid in a
Lump  Sum  unless  I elect  another  form of  benefit.  I elect  to  receive  my
Disability Benefit in the following form:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     My Disability Benefit shall be payable:

     [ ]      Upon the determination of my Disability

     [ ]      Upon the attainment of my Benefit Age

     This Participation  Agreement shall become effective upon execution (below)
by both Executive and a duly authorized officer of the Bank.

Dated this _____ day of ______________________, 2007.


UNITED BANK                                                   EXECUTIVE


--------------------------------                              ------------------
(Bank's duly authorized Officer)                              Keith E. Harvey


<PAGE>


              SUPPLEMENTAL RETIREMENT PLAN PARTICIPATION AGREEMENT

     I, J. Jeffrey Sullivan, and UNITED BANK hereby agree, for good and valuable
consideration,  the  value  of  which  is  hereby  acknowledged,  that  I  shall
participate in the Supplemental  Retirement Plan for Senior Executives  ("Plan")
established as of October 1, 2007, by UNITED BANK, as such Plan may now exist or
hereafter be modified, and do further agree to the terms and conditions thereof.

     I  understand  that  I  must  execute  this  Supplemental  Retirement  Plan
Participation  Agreement  ("Participation  Agreement")  as  well as  notify  the
Administrator  of such  execution  in  order to  participate  in the  Plan.  The
provisions of the Plan are incorporated herein by reference.  In the event of an
inconsistency  between the terms of this  Participation  Agreement and the Plan,
the terms of the Plan shall control.

     The  following  provisions  relate to a  determination  of my  Supplemental
Benefit under the Plan.

     Benefit Age.  My Benefit Age is sixty-five (65).
     -----------

     Final Average Compensation Percentage:  Thirty Percent (30%).
     -------------------------------------

     Yearly Benefit Service Prorate Denominator:  Twenty (20).
     ------------------------------------------

     Vesting Rate:  10-Year Cliff Vesting from original date of hire.
     ------------

     Separation  from Service on or After  Benefit  Age. I understand  that if I
retire on or after  attainment  of my Benefit  Age, I shall be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.1 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     Separation  from Service  Prior to Benefit Age. If I have a vested  Accrued
Annuity  Benefit at the time of my  voluntary  or  involuntary  Separation  from
Service without Cause (as defined in the Plan) prior to attainment of my Benefit
Age  (other  than due to  death  or  Disability),  I shall  be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.2 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     Termination for Cause. I understand that if I have a termination for Cause,
my entire benefit under this Plan shall be forfeited.

<PAGE>

     Death Benefit.  In the event of my death prior to Separation  from Service,
my Beneficiary  shall be entitled to a Death  Benefit,  calculated in accordance
with Section 1.14 and 3.3 of the Plan and payable in a Lump Sum.

     Following a Change in Control.

     (a) Change in Control Occurs Before  Separation from Service.  I understand
that if there is a Change  in  Control  I will be  entitled  to my  Supplemental
Benefit  calculated  as set forth in Section 3.4 of the Plan. If I Separate from
Service within two years following a Change in Control, my Supplemental  Benefit
shall be paid in a Lump Sum. If my  Separation  from Service  occurs two or more
years following a Change in Control,  my  Supplemental  Benefit shall be paid in
accordance with the applicable election above for Separation from Service before
Benefit Age or after Benefit Age.

     (b) Change in Control Occurs After Separation from Service.  In the event a
Change in Control  occurs  following  my  Separation  from  Service,  while I am
receiving  my  Supplemental  Benefit in the form of an  annuity  or  installment
payments,  I can elect,  by checking the box below, to have the Present Value of
my remaining payments paid in the form of a lump sum payment.

     [ ] I elect to have the Present Value of my remaining payments paid in
a Lump Sum.

     Disability While Employed.  I understand that in the event of my Disability
prior to my Benefit Age, I will be entitled to the Disability Benefit calculated
as set forth in Section 3.6 of the Plan. My Disability Benefit will be paid in a
Lump  Sum  unless  I elect  another  form of  benefit.  I elect  to  receive  my
Disability Benefit in the following form:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     My Disability Benefit shall be payable:

     [ ]      Upon the determination of my Disability

     [ ]      Upon the attainment of my Benefit Age

     This Participation  Agreement shall become effective upon execution (below)
by both Executive and a duly authorized officer of the Bank.

Dated this _____ day of ______________________, 2007.


UNITED BANK                                                 EXECUTIVE


--------------------------------                            -------------------
(Bank's duly authorized Officer)                            J. Jeffrey Sullivan


<PAGE>


              SUPPLEMENTAL RETIREMENT PLAN PARTICIPATION AGREEMENT

     I, John J. Patterson,  and UNITED BANK hereby agree,  for good and valuable
consideration,  the  value  of  which  is  hereby  acknowledged,  that  I  shall
participate in the Supplemental  Retirement Plan for Senior Executives  ("Plan")
established as of October 1, 2007, by UNITED BANK, as such Plan may now exist or
hereafter be modified, and do further agree to the terms and conditions thereof.
The   Supplemental   Retirement  Plan  replaces  and  supersedes  the  Executive
Supplemental Compensation Agreement in which I previously participated.

     I  understand  that  I  must  execute  this  Supplemental  Retirement  Plan
Participation  Agreement  ("Participation  Agreement")  as  well as  notify  the
Administrator  of such  execution  in  order to  participate  in the  Plan.  The
provisions of the Plan are incorporated herein by reference.  In the event of an
inconsistency  between the terms of this  Participation  Agreement and the Plan,
the terms of the Plan shall control.

     The  following  provisions  relate to a  determination  of my  Supplemental
Benefit under the Plan.

     Benefit Age.  My Benefit Age is sixty-five (65).
     ----------

     Final Average Compensation Percentage:  Fourteen Percent (14%).
     -------------------------------------

     Yearly Benefit Service Prorate Denominator:  Fifteen (15).
     ------------------------------------------

     Vesting Rate:  10-Year Cliff Vesting from original date of hire.
     ------------

     Separation  from Service on or After  Benefit  Age. I understand  that if I
retire on or after  attainment  of my Benefit  Age, I shall be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.1 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     Separation  from Service  Prior to Benefit Age. If I have a vested  Accrued
Annuity  Benefit at the time of my  voluntary  or  involuntary  Separation  from
Service without Cause (as defined in the Plan) prior to attainment of my Benefit
Age  (other  than due to  death  or  Disability),  I shall  be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.2 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

<PAGE>

     Termination for Cause. I understand that if I have a termination for Cause,
my entire benefit under this Plan shall be forfeited.

     Death Benefit.  In the event of my death prior to Separation  from Service,
my Beneficiary  shall be entitled to a Death  Benefit,  calculated in accordance
with Sections 1.14 and 3.3 of the Plan and payable in a Lump Sum.

     Following a Change in Control.

     (a) Change in Control Occurs Before  Separation from Service.  I understand
that if there is a Change  in  Control  I will be  entitled  to my  Supplemental
Benefit  calculated  as set forth in Section 3.4 of the Plan. If I Separate from
Service within two years following a Change in Control, my Supplemental  Benefit
shall be paid in a Lump Sum. If my  Separation  from Service  occurs two or more
years following a Change in Control,  my  Supplemental  Benefit shall be paid in
accordance with the applicable election above for Separation from Service before
Benefit Age or after Benefit Age.

     (b) Change in Control Occurs After Separation from Service.  In the event a
Change in Control  occurs  following  my  Separation  from  Service,  while I am
receiving  my  Supplemental  Benefit in the form of an  annuity  or  installment
payments,  I can elect,  by checking the box below, to have the Present Value of
my remaining payments paid in the form of a lump sum payment.

     [ ] I elect to have the Present Value of my remaining payments paid in
         a Lump Sum.

     Disability While Employed.  I understand that in the event of my Disability
prior to my Benefit Age, I will be entitled to the Disability Benefit calculated
as set forth in Section 3.6 of the Plan. My Disability Benefit will be paid in a
Lump  Sum  unless  I elect  another  form of  benefit.  I elect  to  receive  my
Disability Benefit in the following form:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     My Disability Benefit shall be payable:

     [ ]      Upon the determination of my Disability

     [ ]      Upon the attainment of my Benefit Age

     This Participation  Agreement shall become effective upon execution (below)
by both Executive and a duly authorized officer of the Bank.

Dated this _____ day of ______________________, 2007.


UNITED BANK                                                   EXECUTIVE


--------------------------------                              ------------------
(Bank's duly authorized Officer)                              John J. Patterson

<PAGE>

              SUPPLEMENTAL RETIREMENT PLAN PARTICIPATION AGREEMENT

     I, Mark A.  Roberts,  and UNITED BANK hereby  agree,  for good and valuable
consideration,  the  value  of  which  is  hereby  acknowledged,  that  I  shall
participate in the Supplemental  Retirement Plan for Senior Executives  ("Plan")
established as of October 1, 2007, by UNITED BANK, as such Plan may now exist or
hereafter be modified, and do further agree to the terms and conditions thereof.

     I  understand  that  I  must  execute  this  Supplemental  Retirement  Plan
Participation  Agreement  ("Participation  Agreement")  as  well as  notify  the
Administrator  of such  execution  in  order to  participate  in the  Plan.  The
provisions of the Plan are incorporated herein by reference.  In the event of an
inconsistency  between the terms of this  Participation  Agreement and the Plan,
the terms of the Plan shall control.

     The  following  provisions  relate to a  determination  of my  Supplemental
Benefit under the Plan.

     Benefit Age.  My Benefit Age is sixty-five (65).
     -----------

     Final Average Compensation Percentage:  Thirty Percent (30%).
     -------------------------------------

     Yearly Benefit Service Prorate Denominator:  Twenty (20).
     ------------------------------------------

     Vesting Rate:  10-Year Cliff Vesting from original date of hire.
     ------------

     Separation  from Service on or After  Benefit  Age. I understand  that if I
retire on or after  attainment  of my Benefit  Age, I shall be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.1 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     Separation  from Service  Prior to Benefit Age. If I have a vested  Accrued
Annuity  Benefit at the time of my  voluntary  or  involuntary  Separation  from
Service without Cause (as defined in the Plan) prior to attainment of my Benefit
Age  (other  than due to  death  or  Disability),  I shall  be  entitled  to the
Supplemental Benefit, calculated in accordance with Section 3.2 and all relevant
provisions of the Plan. Unless I elect otherwise below, my Supplemental  Benefit
will  be  paid  in a  Lump  Sum.  Alternatively,  I  may  elect  to  receive  my
Supplemental Benefit in another form by checking the applicable box below:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     Termination for Cause. I understand that if I have a termination for Cause,
my entire benefit under this Plan shall be forfeited.

<PAGE>

     Death Benefit.  In the event of my death prior to Separation  from Service,
my Beneficiary  shall be entitled to a Death  Benefit,  calculated in accordance
with Sections 1.14 and 3.3 of the Plan and payable in a Lump Sum.

     Following a Change in Control.

     (a) Change in Control Occurs Before  Separation from Service.  I understand
that if there is a Change  in  Control  I will be  entitled  to my  Supplemental
Benefit  calculated  as set forth in Section 3.4 of the Plan. If I Separate from
Service within two years following a Change in Control, my Supplemental  Benefit
shall be paid in a Lump Sum. If my  Separation  from Service  occurs two or more
years following a Change in Control,  my  Supplemental  Benefit shall be paid in
accordance with the applicable election above for Separation from Service before
Benefit Age or after Benefit Age.

     (b) Change in Control Occurs After Separation from Service.  In the event a
Change in Control  occurs  following  my  Separation  from  Service,  while I am
receiving  my  Supplemental  Benefit in the form of an  annuity  or  installment
payments,  I can elect,  by checking the box below, to have the Present Value of
my remaining payments paid in the form of a lump sum payment.

     [ ]      I elect to have the Present Value of my remaining payments paid in
              a Lump Sum.

     Disability While Employed.  I understand that in the event of my Disability
prior to my Benefit Age, I will be entitled to the Disability Benefit calculated
as set forth in Section 3.6 of the Plan. My Disability Benefit will be paid in a
Lump  Sum  unless  I elect  another  form of  benefit.  I elect  to  receive  my
Disability Benefit in the following form:

     [ ]      Annuity (with 15 years certain)

     [ ]      Installments for _____ Years

     [ ]      Other ____________________________________________________________

     My Disability Benefit shall be payable:

     [ ]      Upon the determination of my Disability

     [ ]      Upon the attainment of my Benefit Age

     This Participation  Agreement shall become effective upon execution (below)
by both Executive and a duly authorized officer of the Bank.

Dated this _____ day of ______________________, 2007.


UNITED BANK                                                   EXECUTIVE


--------------------------------                              ------------------
(Bank's duly authorized Officer)                              Mark A. Roberts


<PAGE>


                                                                       Exhibit A

               SUPPLEMENTAL RETIREMENT PLAN FOR SENIOR EXECUTIVES

                             BENEFICIARY DESIGNATION


     Executive,  under the terms of the Supplemental  Retirement Plan for Senior
Executives executed by the Bank and effective October 1, 2007, hereby designates
the following  Beneficiary to receive any guaranteed  payments or death benefits
under such Plan, following his death:


PRIMARY BENEFICIARY:


--------------------------------------------------------------------------------


In the event the  Primary  Beneficiary  set forth  above has  predeceased  me, I
designate the person set forth below as my Secondary Beneficiary.

SECONDARY  BENEFICIARY:


--------------------------------------------------------------------------------


          This  Beneficiary  Designation  hereby  revokes any prior  Beneficiary
          Designation   which  may  have  been  in  effect.   Such   Beneficiary
          Designation is revocable.


DATE:    ___________  _____, 20___.



-----------------------                                         ----------------
(WITNESS)                                                       EXECUTIVE



-----------------------
(WITNESS)