COMMERCIAL LEASE

         Indenture  of Lease made as of the 15th day of September  2000,  by and
between LOUIS J. GALANIS,  Trustee of Five Jays Realty Trust,  under Declaration
of Trust dated January 9, 1985, of Rowley, Massachusetts,  (hereinafter referred
to as "Landlord"), and IPSWICH SAVINGS BANK, a Massachusetts corporation, having
a place of  business  in  Ipswich,  Massachusetts  (hereinafter  referred  to as
"Tenant").

                                   WITNESSETH

1.       EXHIBITS

1.1      The  following  exhibits  are  attached  to this  Lease and made a part
         hereof:

         Exhibit A--Description of Premises.

         Exhibit A-1--Floor Plan of Premises.

         Exhibit B--Rent Payments.

         Exhibit C--Terms of Extension Options.

2.       PREMISES AND USE

2.1      Landlord  hereby demises and leases unto Tenant and Tenant hereby hires
         from Landlord,  subject to the conditions  hereinbelow  set forth,  the
         premises  described in Exhibit A (hereinafter  called "the  Premises"),
         being Unit #2 of the Rowley Mall (hereinafter  referred to as "Shopping
         Center") with a street address of 174 Newburyport Turnpike,  Rowley, MA
         01969.  The Premises  include  areas on the first floor and basement of
         the building and the drive-up teller area as shown in Exhibit A-1.

                                        1

<PAGE>

3.       TERM

3.1.     To have and to hold the Premises for an original term of five (5) years
         commencing on August 1, 2000,  unless sooner  terminated or extended as
         hereinafter  provided  for use as a bank  and  related  operations  and
         functions.

4        RENT

4.1.     Tenant  agrees to pay Landlord as rent for the Premises the amounts set
         forth in Exhibit B. Until  further  notice from  Landlord  all rent and
         other  payments due hereunder to Landlord  shall be by check payable to
         "Five Jays  Realty  Trust"  and  mailed to said payee at P.O.  Box 756,
         Rowley, MA 01969.

5.       EXTENSION OPTION

5.1.     Tenant shall have two (2) successive options to extend the term of this
         Lease for two separate  extension  periods of five (5) lease years each
         (each such  period  being  hereinafter  called an  "Extension  Period")
         commencing  upon the day after the expiration date of the then original
         term or  Extension  Period,  as the case may be,  provided  that Tenant
         shall not be in terminable default under any of the terms of this Lease
         beyond  applicable  grace  periods,  at the time of the exercise of any
         option,  and that Tenant  continues to occupy the  Premises.  If Tenant
         elects to exercise any one or more of said  options,  it shall do so by
         giving  notice of such election to Landlord at any time during the term
         of this Lease  (including any Extension  Periods) on or before the date
         which is six (6)  months  prior to the  commencement  of the  Extension
         Period for which such election is  exercised.  Such  Extension  Periods
         shall be upon the terms and  conditions  set forth in Exhibit C of this
         Lease.

6.       ADDITIONAL RENT--TAXES/INTEREST

6.1.     Tenant further agrees that during the original


                                        2

<PAGE>

         term of this Lease and any  Extension  Period and for such further time
         as Tenant shall hold the Premises,  or any part  thereof.  Tenant shall
         pay to Landlord as additional rent all taxes and assessments whatsoever
         (except betterment assessments, so-called,) which may be payable for or
         in respect of the Premises (being one-sixth of the Shopping Center), or
         any part thereof,  during the term of this Lease,  and for such further
         time as Tenant  shall hold the Premises or any part  thereof.  Landlord
         hereby  agreeing  to furnish  Tenant  with copies of all bills for such
         taxes and assessments.

6.2.     All payments for real estate taxes shall be made  quarterly to Landlord
         after tax  installment  bills have been  issued,  but in any event in a
         manner sufficient to provide for an amount  adequate.jto pay said taxes
         as and when they are due and payable. If Tenant shall fail to make such
         payment,  then in  addition to all other  rights and  remedies to which
         Landlord  may be  entitled,  Tenant shall be liable for any interest or
         penalty  charges  which may result  from late  payment of said taxes by
         Tenant.  Landlord  shall  provide  evidence of payment of said taxes to
         Tenant  within  fourteen  (14)  days of  payment.  In  addition  to the
         foregoing. Tenant shall be solely responsible for all personal property
         taxes of every nature  imposed upon all  fixtures,  equipment and other
         personal property of every nature on the Premises belonging to Tenant.

6.3.     In the event the Landlord shall receive any abatement or refund of said
         taxes for any tax year for which Tenant shall have paid to Landlord any
         amount  for said  taxes.  Tenant  shall be  entitled  to  receive  from
         Landlord the amount thereof,  less,  however,  the reasonable  expenses
         (including   reasonable   attorney's  fees)  of  Landlord  incurred  in
         obtaining such abatement.

6.4.     Landlord,  upon  written  request of Tenant  duly made,  shall make and
         prosecute  applications for abatement of taxes.  If, however.  Landlord
         fails


                                        3

<PAGE>

         to  commence or  thereafter  diligently  continue  the  prosecution  of
         applications  for  abatement  of  taxes  within  fifteen  (15)  days of
         Tenant's  written  request so to prosecute,  then Tenant shall have the
         right to prosecute said applications for abatement of taxes in the name
         of  Landlord  or  Tenant,  provided,  however,  that  the  expenses  of
         prosecuting  such  applications  shall be borne by Tenant.  At Tenant's
         request, Landlord shall furnish Tenant with all data and information in
         Landlord's  possession  concerning the Premises,  and shall execute and
         deliver all documents necessary for Tenant's application.

7.       LANDLORD'S WARRANTY/QUIET POSSESSION

7.1.     Landlord represents and warrants to Tenant that Landlord has the lawful
         right and  authority..  to enter into this  Lease for the  entire  term
         hereof (including each Extension Period).

7.2.     Landlord  covenants  and agrees that Tenant,  upon  performance  of its
         obligations  under this Lease,  shall  peaceable and quietly have, hold
         and enjoy the Premises  throughout  the original term of this Lease and
         all Extension Periods.

8.       TENANT'S FIXTURES/ALTERATIONS

8.1.     Tenant may install in the Premises such  fixtures  (trade or otherwise)
         and equipment,  and make such  non-structural  interior  alterations as
         Tenant  deems  desirable  and all of said items shall  remain  Tenant's
         property  and Tenant may remove,  and/or  replace,  said  fixtures  and
         equipment,  in the  Premises,  at any time and from time to time during
         the term or any Extension  Period hereof.  Landlord shall not mortgage,
         pledge or encumber said  fixtures or  equipment.  Tenant shall make all
         repairs or  replacements  at Tenant's  expense in  connection  with the
         removal of any  fixtures or  equipment,  installed  as provided in this
         paragraph.

                                        4

<PAGE>

8.2.     All signs, counters,  shelving,  trade  and  1ight fixtures,  contents,
         and other store equipment, which may at any time be installed or placed
         in or upon the Premises,  by or at the expense of Tenant, are and shall
         remain the  property of Tenant,  and Tenant  shall  remove the same and
         repair  all  damage to the  Premises  caused by such  installation  and
         removal prior to or at the expiration date of the term or the Extension
         period of this Lease.

9.       ASSIGNING AND SUBLETTING

9.1.     Except as provided  herein.  Tenant  shall not assign this Lease of any
         interest  therein without the prior written consent of Landlord,  which
         consent shall not be unreasonably withheld or delayed, but Tenant shall
         remain liable to..- Landlord during the original term and any Extension
         Period for the payment of rent and  performance  of all  obligations of
         Tenant hereunder.

9.2.     Notwithstanding  the above.  Tenant  shall have the right,  without the
         consent of Landlord, to assign this Lease or sublet the Premises or any
         part thereof to any entity incidental to the merger or consolidation or
         sale of  substantially  all the assets of Tenant in which the surviving
         or  acquiring  corporation  after  acquisition  shall  have a net worth
         computed in accordance with generally  accepted  accounting  principles
         not less  than  that of  Tenant  immediately  prior to such  merger  or
         consolidation or acquisition.

10.      HOLDING OVER

10.1.    If Tenant  holds  over or  remains  in  possession  of  Premises  after
         expiration of the original term or any Extension  Period of this Lease,
         without any new lease of said  premises  being entered into between the
         parties  hereof,  or any option  herein  contained  being  exercised by
         written notice, such holding over or continued  possession shall create
         a tenancy at will only at the last monthly rental

                                        5

<PAGE>

         and upon  the  terms  (other  than  length  of  tdirm,  or  option  for
         extension)  herein  specified,  which may at any time be  terminated by
         either party by one (1) month's written notice to the other party.

11.      UTILITIES

11.1.    Tenant  shall pay when due, so long as they are  separately  metered at
         the Premises,  all charges for gas,  electricity and other utilities it
         uses at the  Premises.  Landlord  shall furnish and pay water and sewer
         charges,  and include same in CAM  charges,  as the same are defined in
         Article 12.  Notwithstanding  the  foregoing to the  contrary  however,
         should  an audit of the  water and  sewer  portion  of the CAM  charges
         reveal that the proportionate  share paid by Tenant for water and sewer
         service has exceeded  Tenant's  reasonat,)3Ly  estimated usage of water
         and sewer  service  by more than  twenty  (20%)  percent,  then in that
         event.  Landlord,  at its sole cost and expense,  shall install a water
         sub-meter  dedicated to the Leased  Premises  and,  thereafter.  Tenant
         shall pay to Landlord  water and sewer  service  charges as measured by
         said meter and there  shall be  deducted  from  Tenant's  proportionate
         share of CAM charges, any charges for water and sewer.

12.      MAINTENANCE; PAYMENT

12.1.    Landlord  covenants and agrees to maintain in good condition and repair
         the  structural  elements  of the  Premises,  including  the roof,  and
         foundations of the Premises, and any and all utility lines, systems and
         components  located  within  or  passing  through  but not  exclusively
         serving the Premises including but not limited to electrical,  plumbing
         and sewer lines,  components  and  connections,  as well as any and all
         utility systems,  lines and components  'located outside of any serving
         the Premises.  Acknowledging that Tenant's ability to generate business
         revenue from which to satisfy  Tenant's  rental  obligation to Landlord
         hereunder  is  dependent  in  part,   upon  Landlord   fulfilling   its
         maintenance and repair obligations as soon as

                                        6

<PAGE>

         reasonably possible.  Landlord hereby agreed that in order to prevent a
         material  disruption of, or interference  with, the conduct of Tenant's
         business in the  Premises,  Landlord  shall  complete  all  maintenance
         and/or  repairs  required  of  Landlord  hereunder  promptly  following
         notification  from  Tenant to  Landlord  of the need for  same.  Should
         Tenant  notify the  Landlord in person,  by  telephone  or by facsimile
         transmission   of  any  needed   repairs   (which  are   normally   the
         responsibility  of Landlord  hereunder),  which are  required  due to a
         condition  of damage or  disrepair  which  materially  interferes  with
         access to or use of the Premises by Tenant, its employees, contractors,
         agents,  visitors or  invitees,  or which  otherwise  poses a threat of
         injury or damage to persons of property,  and should  Landlord  fail to
         initiate  any  such  needed  repairs  as soon as  reasonably  possible,
         following notice from Tenant for the need for same then, in that event.
         Tenant shall have a right of self help and may undertake  such repairs.
         Tenant  shall  have the  right of  setoff  or to  deduct  any  costs or
         expenses  incurred  to  complete  said  repairs  if  Landlord  fails to
         reimburse  Tenant  for same  within  fourteen  (14) days of  receipt of
         Tenant's itemized expenses. Notwithstanding the foregoing. Tenant shall
         pay for  repair of any  damage  to the  structural  elements  caused by
         Tenant.

12.2.    Tenant shall, at all times,  maintain the demised  premises  (including
         all exterior  entrances  and the inside and outside of all glass in the
         doors and windows and show window  moldings) and all partitions,  doors
         and  window  frames,  fixtures,  equipment  and  appurtenances  thereto
         (including,  but not  limited  to, all  electrical  plumbing  fixtures,
         heating,  air-conditioning and other mechanical' installations therein)
         in good order, condition,  and normal repair at its own expense. In the
         event that the heating or air conditioning installation on the Premises
         require major repairs or entire  replacement,  the costs of such repair
         or replacements shall be paid by Landlord.

                                        7

<PAGE>

         Landlord  shall be  responsible  for the plowing of snow and control of
         ice in the parking lot;  Tenant shall be responsible for the removal of
         snow and the control of ice on the sidewalks abutting the Premises.  If
         Tenant refuses or neglects to repair property as required hereunder and
         to the  reasonable  satisfaction  of  Landlord  as soon  as  reasonably
         possible after written  demand,  Landlord may make such repairs without
         liability  to Tenant for any loss or damage that may accrue to Tenant's
         merchandise,  fixtures,  or other  property or to Tenant's  business by
         reason  thereof,   and  upon  completion  thereof.   Tenant  shall  pay
         Landlord's  costs for making such repairs,  upon  presentation  of bill
         therefor, as additional rent.

12.3.    Landlord agrees to hard surface, mark, properly drain, adequately light
         and  landscape the parking  area,  together  with the necessary  access
         roads. Landlord agrees to operate, manage, and maintain during the term
         of the Lease, and any extension thereof, the common areas including all
         parking areas,  and roads in the Shopping  Center.  The manner in which
         such areas and  facilities  shall be maintained,  and the  expenditures
         therefor,  shall be at the sole  discretion  of Landlord,  commensurate
         with commonly accepted standards  applicable to shopping centers in New
         England of a like size and nature  including,  but not  limited to, the
         prompt  removal of ice,  snow and debris  from the  parking and loading
         areas of the Shopping Center,  and the use of such areas and facilities
         shall be subject to such reasonable  regulations as Landlord shall make
         from time to time.

         Landlord may at any time,  expand,  alter or close  temporarily  common
         areas to make  repairs or changes  and may do such other acts in and to
         common areas as in its reasonable judgment may be desirable, so long as
         such  actions do not result in (a) a reduction  in the total  number of
         Shopping Center parking spaces by more than ten (10%) percent;  nor (b)
         material interference with

                                        8

<PAGE>

         access to or visibility of the Premises, including but not limited to a
         change in traffic flow affecting the drive-up  teller area described in
         Exhibit A-1, or otherwise  with the  operation of Tenant's  business in
         the Premises in the normal course.

         Tenant  agrees to pay,  upon demand,  but not more often than once each
         calendar  month,  in addition to rent.  Tenant's  proportionate  share,
         being one sixth, of all the reasonable and necessary costs and expenses
         of maintaining  and operating the parking  areas,  and all other common
         areas.  Such  operating and  maintenance  costs ("CAM  Charges")  shall
         include all costs and expenses of operating and maintaining  such areas
         and  facilities  in such  manner  as  Landlord  may  from  time to time
         reasonably deem  appropriate and for the best_ interests of the tenants
         of the Shopping Center, including without limitation, providing private
         police protection,  security patrol, or night watchmen for the Shopping
         Center,   labor  for   landscaping,   maintenance   or  snow   removal,
         compensation  insurance,  payroll taxes,  materials,  supplies, and all
         other costs of  operating,  repairing,  lighting,  cleaning,  sweeping,
         painting,  removing  of rubbish or debris,  and all  casualty  and such
         other insurance in such amounts and covering hazards  reasonably deemed
         appropriate  by  Landlord,  and all costs  other than  those  which are
         properly charged to capital account under generally accepted accounting
         principles,  including  replacement  of paving and  repaving of parking
         lot,  curbs,  walkways,   remarking,   directional  or  other  signals,
         landscaping, drainage, and lighting facilities and the cost to Landlord
         of  obtaining   supervisory  services  for  and  maintaining  the  fire
         sprinkler system.  There shall be excluded from CAM charges the cost of
         construction  of  improvements  to such common  areas which is properly
         chargeable to capital account

                                        9

<PAGE>

         and  depreciation of the original cost of \ construction of such common
         areas, as well as general off-site overhead,  initial  construction and
         advertising  expenses,  real estate  commissions,  leasing salaries and
         expenses,  and  bonuses to  employees.  In the event that the  Shopping
         Center is expanded,  an appropriate  adjustment shall be made in common
         area charges to include the expanded area.

12.4.    Tenant's share of such costs and expenses of maintaining  and operating
         such common areas may be  reasonably  estimated by Landlord  subject to
         adjustment in future billing to Tenant.  Such operating and maintenance
         costs shall be computed on an accrual  basis under  generally  accepted
         accounting principles.  On or before February 28 of each year. Landlord
         shall  determine  (and  furnish  to  Tenant  a  statement   showing  in
         reasonable  detail) the costs and  expenses of  maintaining  such areas
         referred  to in this  subparagraph  during the  preceding  year  ending
         December 31". To the extent Tenant's  proportionate share of such costs
         and  expenses  is greater or less than the sum  actually  billed to and
         paid by Tenant  therefor,  as the case may be,  during  said year,  the
         difference  shall be billed or refunded to Tenant,  as the case may be.
         Tenant shall have the right upon fourteen  (14) days notice,  to review
         and  copy all of the  Landlord's  applicable  books  and  records  with
         respect to operation the common areas. Landlord hereby agreeing to make
         available to Tenant such  information  in  reasonable  detail as may be
         reasonably   necessary   for  Tenant  to  establish  the  accuracy  and
         reasonableness of the CAM charges.

12.5.    Should  Landlord  be  notified  during  the  Term of this  lease or any
         extension  thereto by any  federal,  state,  city or  municipal  agency
         having  proper  jurisdiction  of  a  requirement  to  make  changes  or
         alterations  to bring  the  building  containing  the  Premises  or the
         Shopping  Center property into compliance in response to changes in any
         of the aforementioned laws, codes,

                                       10

<PAGE>

         ordinances  or  requirements  then, in that event,  Landlord  agrees to
         promptly make such changes or alterations required in a timely fashion,
         and include the cost of same in CAM  charges,  unless such  requirement
         (s) for changes or  alterations  directly  results from Tenant's use of
         the Leased Premises, in which event Tenant agrees to promptly make such
         required changes or alterations as aforesaid.

13.      RESERVED

14.      INSURANCE

14.1.    Tenant agrees, at its own expense, to maintain in full force during the
         leased term a policy or policies of comprehensive  liability insurance,
         including  property  damage,   written  by  one  or.  more  responsible
         insurance  companies  licensed to do business in  Massachusetts,  which
         will  insure  Tenant and  Landlord  (and such other  persons,  firms or
         corporations  as are  designated  by Landlord)  against  liability  for
         injury to persons  and/or  property  and death of any person or persons
         occurring in or about the Premises.  Each such policy shall be approved
         as to form and insurance company by Landlord.  The liability under such
         insurance shall not be less than $300,000.00 for any one person injured
         or killed,  and not less than  $500,000.00 for any one accident and not
         less than $50,000.00  property damage. If, in the considered opinion of
         Landlord's  insurance  advisor,  the  amount  of such  coverage  in not
         adequate.  Tenant agrees to increase  said coverage to such  reasonable
         amounts as Landlord's  advisor shall deem  adequate.  Tenant shall also
         maintain  and keep in  force  plate  glass  insurance  coverage  on all
         exterior   plate  glass  in  the   Premises.   The  insurance  in  this
         subparagraph  provided may be covered by general policies  covering all
         of Tenant's  offices.  Tenant  shall  provide  Landlord  with copies of
         certificates of all said policies

                                       11

<PAGE>

         including an endorsement  which states that such insurance shall not be
         cancelled after thirty (30) days' notice in writing to Landlord.

14.2.    Tenant agrees that it will at all times during the leased term maintain
         in force on all its fixtures and  equipment in the premises a policy or
         policies  of  fire   insurance  with  a  standard   extended   coverage
         endorsement  attached to the extent of at least eighty percent (80%) of
         their  insurable  value,  the  proceeds of which will,  so long as this
         lease  is in  effect,  be used for the  repair  or  replacement  of the
         fixtures and equipment so insured. It is understood that Landlord shall
         have no interest in the insurance upon Tenant's equipment and fixtures,
         and will sign all documents  necessary or proper in connection with the
         settlement  of any  claim of loss by  Tenant.  Tenant  shall  have the
         right, at its sole option, to self-insure its fixtures and equipment.

14.3.    Reserved.

14.4.1.  In case the Premises shall be partially or totally destroyed by fire or
         other casualty insurable under full standard extended risk insurance as
         to become partially or totally untenantable, the same shall be repaired
         as speedily as possible  at the expense of  Landlord,  unless  Landlord
         shall not elect to rebuild as hereinafter  provided,  and (should there
         be a  substantial  interference  with  Tenant's  business)  a just  and
         proportionate part of the fixed rent shall be abated until so repaired.

14.4.1.2.If less than fifty (50%) percent of the Premises  shall be destroyed or
         damaged by fire or other  casualty  as to become  wholly  untenantable,
         then, in such event. Landlord must rebuild or put said building in good
         condition and fit for  occupancy,  within a reasonable  time after such
         destruction or damage,  unless Tenant releases in writing Landlord from
         such obligation.

                                       12

<PAGE>

14.4.1.3.If more than fifty (50%) percent of the Premises  shall be destroyed or
         so damaged by fire,  or other  casualty  insurable  under full standard
         extended risk  insurance,  as to become wholly  untenantable  or in the
         event the Premises  shall be partially or totally  destroyed by a cause
         or casualty other than those covered by fire and extended coverage risk
         insurance  then,  in any such  event.  Landlord  may,  if it so elects,
         rebuild or put the Premises in good  condition  and fit for  occupancy,
         within a reasonable time after such destruction or damage,  or may give
         notice in  writing  terminating  this lease as of a date not later than
         ninety  (90) days after any such  damage or  destruction.  If  Landlord
         elects to repair or rebuild the Premises,  it shall, within ninety (90)
         days after such  injury,  give the Tenant  notice of its  intention  to
         repair and then to_ proceed with reasonable speed to make such repairs.
         Unless Landlord elects to terminate this lease, this Lease shall remain
         in full force and effect and the parties  waive the  provisions  of any
         law to the contrary.

14.4.1.4.Landlord's  obligation  (should it elect or be  obligated  to repair or
         rebuild)  shall be  limited to the basic  building,  store  front,  and
         interior  work and Tenant shall  forthwith  replace or fully repair all
         exterior  signs,  trade  fixtures,  equipment,  display cases and other
         installations originally installed by Tenant at its expense.

14.4.1.5.In  addition  to the  insurance  which  Tenant is  required to maintain
         pursuant  to Article  14 of this  Lease,  included  within the terms of
         extensions  of this Lease,  Tenant shall pay to Landlord as  additional
         rent one sixth of the total premium paid by Landlord for fire insurance
         (including  the  so-called   "extended   coverage   endorsement")   and
         comprehensive   public   liability   upon   Landlord's   buildings  and
         improvements in the Shopping Center. The amount of fire insurance to be
         maintained by Landlord  shall be not less than eighty (80%) percent and
         not more than one hundred (100%) percent of the actual cash value

                                       13

<PAGE>

         of Landlord's  buildings and  improvements  in the center as such value
         may exist from time to time.

15.      EMINENT DOMAIN

15.1.    In the  event of any  taking  for any  public  or  quasi-public  use by
         exercise  of the right of  eminent  domain  or by deed in lieu  thereof
         between  Landlord and those having the authority to exercise such right
         (hereinafter  called  "Taking") of the whole of the Premises  then this
         Lease and the term hereof shall cease and expire as of the date of such
         Taking and the base rent under  Exhibit B and any  additional  rent and
         all other charges paid for a period after such Taking shall be refunded
         to Tenant upon demand.

15.2.    In the event of Taking of more than one-fifth  (1/5) of the Premises or
         in the  event of a Taking so as to  prevent  or  substantially  prevent
         adequate  access to Premises,  then Tenant may elect to terminate  this
         Lease by giving notice of termination to Landlord on or before the date
         which is ninety  (90) days after  receipt by Tenant of notice  that the
         Taking or  denial  or  diminishing  of  access  or  termination  of the
         Tenant's  lease shall have  occurred.  Upon the date  specified in such
         notice of  termination  this Lease and the term hereof  shall cease and
         expire,  and the base rent under Exhibit B and any additional  rent and
         charges  paid for a period  after  such  date of  termination  shall be
         refunded to Tenant upon demand.

15.3.    If this  Lease  is not  terminated  or if  Tenant  does  not  elect  to
         terminate  this Lease as  aforesaid  then the award or payment  for the
         Taking  shall  be  paid to and  used by  Landlord  for  restoration  as
         hereinafter-  set forth and Landlord shall  promptly  commence and with
         due  diligence  continue to restore the  Premises  remaining  after the
         Taking to substantially the same condition and tenantability as existed
         immediately preceding the Taking. During the period of any

                                       14

<PAGE>

         restoration,  the base rent under Exhibit B, additional rent, and other
         charges shall be abated justly and equitably.  Nothing herein contained
         shall be deemed or construed to prevent either  Landlord or Tenant from
         enforcing  and  prosecuting  a claim  for the  value of its  respective
         interest in any condemnation proceedings.

15.4.    Tenant's right to recover  damages in case of any Taking,  shall not be
         affected,  prejudiced,  restricted or limited whether or not this Lease
         has  been   terminated   because  of  such  Taking  or  is  subject  to
         termination.   Nothing  herein  contained  shall  prohibit  Tenant  (in
         addition to the  foregoing)  from  interposing  and  prosecuting in any
         condemnation proceeding,  independent of any claim of Landlord,  claims
         for which the Tenant; may be entitled to recover.

16       MORTGAGES

16.1.    This Lease  shall be subject  and  subordinate  in all  respects to the
         first mortgage granted by Landlord to Ipswich Savings Bank.  Except for
         such  encumbrance,  this Lease shall be subject and  subordinate in all
         respects to all mortgages to recognized lending  institutions which may
         hereafter  affect the Premises and each and every of the advances which
         have  heretofore  been made or which may hereafter be made  thereunder,
         and to all renewals,  modifications,  consolidations,  replacements and
         extensions  thereof,  provided  that the  holder  of any such  mortgage
         delivers to Tenant a written agreement in recordable form consenting to
         this Lease and agreeing  that Tenant shall not be disturbed or canceled
         at any  time,  except  in the event  Landlord  shall  have the right to
         terminate this Lease under the terms and provisions  'set forth herein,
         and agreeing  further that  proceeds of insurance  and taking awards be
         applied  as  provided  for in  this  Lease.  In  confirmation  of  such
         subordination. Tenant shall

                                       15

<PAGE>

         execute   promptly,   without  cost  or  charge,   8ny  instruments  or
         certificates that Landlord or any mortgagee may require.

16.2.    Landlord  shall  make  all  payments  required  to be  made  under  the
         provisions  of any mortgage  affecting the Premises in default of which
         Tenant shall have the right,  but not the obligation,  to cure any such
         default and to deduct the cost thereof from the base rent or additional
         rental or other charges becoming due under this Lease or to require the
         payment of such cost from Landlord upon demand.

17.      TENANT'S CONVENANTS

17.1.    In addition to all other  covenants and agreements of Tenant  contained
         herein.  Tenant hereby  covenants  with Landlord that Tenant during the
         said term and for such  further  time as it shall hold the  Premises or
         any part thereof will save  landlord  harmless from all loss and damage
         occasioned  by the use of water in or escape of water from the Premises
         or by the  bursting  or  cracking  of the water  pipes,  including  the
         sprinkler  system,  if any, except for such loss or damage as is caused
         by the  negligence of Landlord,  its agents,  employees,  servants,  or
         contractors or Landlord's  failure to properly make repairs required to
         be made by  Landlord  hereunder;  at the  expiration  of said term will
         surrender  the Premises in the same  condition as the Premises  were in
         upon delivery of possession  thereto under this Lease,  reasonable wear
         and tear excepted,  and damage by unavoidable  casualty  excepted,  and
         shall  surrender  all keys for the leased  premises  to Landlord at the
         place then fixed for the payment of rent and shall  inform  Landlord of
         all combinations on locks,  safes, and vaults, if any, in the Premises;
         remove all of its trade  fixtures,  and any alterations or improvements
         before  surrendering  the  Premises as  aforesaid  and shall repair any
         damage to the leased premises caused thereby  (Tenant's  obligations to
         observe or perform this covenant

                                       16

<PAGE>

         shall survive the expiration or other  termination of the terms of this
         Lease); will not commit any nuisance on the Premises; will not overload
         the Premises; will not carry on any business,  trade or occupation upon
         the  Premises  or make  any use  thereof  which  shall be  unlawful  or
         offensive  or  contrary or any law or  ordinance  for the time being in
         force;  will not do any act or thing upon the Premises  which will make
         them  uninsurable  against  fire or which is  liable  to  increase  the
         premium for fire  insurance on the Premises over the normal  premium at
         the time in question for the  stipulated  use of the  Premises,  and if
         such  premiums  are  increased.  Tenant  shall  pay the  amount of such
         increase;   and  will  keep  the  Premises  equipped  with  all  safety
         appliances required by law or ordinance,  or any order or regulation of
         any public  authority  because of the use made of the Premises;  except
         only for the  structures  on the  Premises,  repairs to which are to be
         made by Landlord, will make all repairs,  alterations, and replacements
         so required;  will procure any  authorizations or licenses required for
         Tenant's use or repair of the Premises; that Landlord or its agents may
         during the term during normal  business  hours and with Tenant's  prior
         approval which approval Tenant agrees not to  unreasonably  withhold or
         delay (or at any time in the event of an  emergency)  enter to view the
         Premises and make  repairs or  improvements,  but Landlord  will not be
         required  to do so,  except as  otherwise  expressly  provided  in this
         Lease;  and Landlord may show Premises to others at mutually  agreeable
         times  during  normal  business  hours,  and at any time during  normal
         business  hours  within  one  hundred  eighty  (180)  days  before  the
         expiration of the term (as the same may be extended),  may affix to any
         suitable  part of the exterior of the  Premises a notice of  reasonable
         size for letting or selling the  Premises  and keep the same as affixed
         without molestation by Tenant.

                                       17

<PAGE>

18.      TENANT'S DEFAULT

18.1.    If any sum or sums due as rent or  additional  rent as herein  provided
         and set  forth or any part  thereof  shall be  unpaid  for a period  of
         fourteen (14) days after written  notice of such default has been given
         by Landlord to Tenant,  or if Tenant shall  violate or be in default in
         its  observances  or  performance  of  any  of  its  covenants   herein
         contained,  except  default in the  payment of base rent or  additional
         rent, and shall have failed to take and prosecute  appropriate steps to
         remedy such  breach or default  within  twenty (20) days after  written
         notice of such  breach or default has been given by Landlord to Tenant,
         or if the estate  hereby  created  shall be taken on execution or other
         process of law and shall not be  redeemed  for_  twenty (20) days after
         Landlord shall have given Tenant  written notice of such taking,  or if
         Tenant be declared  bankrupt or  insolvent  according to law, or if any
         assignment  shall be made of its property for the benefit of creditors,
         then,  and in each of the  said  cases  (after  the  expiration  of the
         aforesaid  fourteen (14) day or twenty (20) day period if  applicable),
         Landlord lawfully may  (notwithstanding any waiver of any former breach
         of  covenant  or waiver of the  benefit  hereof or  consent in a former
         instance)  immediately or at any time thereafter  while such default or
         other  stipulation  aforesaid  continues and without  further demand or
         notice enter into and upon the Premises or any part thereof in the name
         of the whole and  repossess  the same as of its former estate and expel
         Tenant and those  claiming  through or under it and remove its  effects
         (forcibly if  necessary)  without  being deemed guilty of any manner to
         trespass and without prejudice to any remedies which might otherwise be
         used for  arrears of rent or  preceding  breach of  covenant,  and upon
         entry as aforesaid this Lease shall terminate and Tenant covenants that
         in case of such  termination  under the provisions of statute by reason
         of the default of Tenant,

                                       18

<PAGE>

         Tenant will forthwith pay Landlord as damages a sum equal to the amount
         by which the base- rent, additional rent, and other payments called for
         hereunder of the  remainder of the original  term or of any  extensions
         thereof,  and, in addition  thereto,  will during the  remainder of the
         original term and of any extensions thereof pay to Landlord on the last
         day of each calendar month the difference, if any, between rental which
         would have been due for such  month had there been no such  termination
         and the sum of the  amount  being  received  by  Landlord  as rent from
         occupants of the Premises,  if any, and the applicable pro rated amount
         of the damages previously paid to Landlord, Landlord hereby agreeing to
         use reasonable efforts to minimize damages.

19.      USE AND OCCUPANCY

19.1.    The Premises may be used and occupied for a bank,  including a drive-up
         teller area,  general business  purposes,  and general office purposes,
         provided any such use is permitted under applicable Federal,  state and
         municipal laws and regulations.

20.      SIGNS

20.1.    Tenant shall have the right to install,  maintain  and replace,  at its
         own cost and expense,  after the prior  written  consent of Landlord in
         each  instance,  such signs on the Premises and in common areas such as
         driveways,  parking areas and sidewalks as it determines,  provided the
         same  shall  be  in  compliance  with  all  laws,  orders,   rules  and
         regulations  of  all  governmental   authorities  having   jurisdiction
         thereof.

21.      NOTICES

21.1.    Every notice,  approval,  consent or other communication  authorized or
         required  by this Lease  shall not be  effective  unless in writing and
         sent by United States registered or certified


                                       19

<PAGE>

         mail, return receipt requested,  directed,  if to Tenant to the address
         listed below;  and if to Landlord at the address  listed herein or such
         other  address as either  party may  designate  by notice  from time to
         time.

                       Landlord:     Five Jays Realty Trust
                                         P.O. Box 756
                                       Rowley, MA 01969

                        Tenant:      Ipswich Savings Bank, Attn: President
                                        23 Market Street

                                       Ipswich, MA  01938

22.  WAIVER

22.1.    One or more  waivers of any covenant or condition by Landlord or Tenant
         shall not be construed. 3.3 a waiver of a subsequent breach of the same
         or any other  covenant  or  condition,  and the  consent or approval by
         Landlord  requiring the other party's  consent or approval to or of any
         similar subsequent act. The failure of either party to seek redress for
         violation  of, or to  insist  upon  strict  performance  of,  any term,
         covenant  or  condition  in this  Lease  shall  not  prevent  a similar
         subsequent act from constituting a default under this Lease.

23.      INVALIDITY OF CERTAIN PROVISIONS

23.1.    If any provision of this Lease shall be invalid or  unenforceable,  the
         remainder of the provisions of this Lease shall not be affected thereby
         and each and every  provision of this Lease shall be enforceable to the
         fullest extent permitted by law.

24.      LANDLORD'S INTEREST

24.1.    Landlord  reserves  the right to assign or transfer  any and all of its
         rights, title and interest under this Lease,  including but not limited
         to  the   benefit   of  all   covenants   of  the   Tenant   hereunder.
         Notwithstanding anything contained in

                                       20

<PAGE>

         this Lease to the contrary,  it is  specifically  understood and agreed
         that the obligations  imposed upon Landlord  hereunder shall be binding
         upon Landlord and  Landlord's  successors in interest only with respect
         to  breaches   occurring  during  Landlord's   successors'   respective
         ownership of Landlord's interest  hereunder,  and Landlord and its said
         successors  in  interest  shall not be liable for acts and  occurrences
         arising  from and after the  transfer  of their  interest  as  Landlord
         hereunder.

24.2.    If all or any part of  Landlord's  interest in this Lease shall be held
         by a trust at any time or times, no trustee, shareholder or beneficiary
         of said trust shall be  personally  liable for any of the  covenants or
         agreements, express or implied, hereunder; the Landlord's covenants and
         agreements shall be binding upon the trustees of said trust as trustee,
         as aforesaid,  and not individually and shall be binding upon the trust
         estate.  Nothing  contained  in the  foregoing  shall limit or restrict
         Tenant's rights to obtain injunctive relief against Landlord.

25.      INDEMNIFICATION

25.1.    Tenant and Landlord  agree to indemnify and defend each other  against,
         and to save each other  harmless  from,  any and all claims of whatever
         nature  for injury or damage to  persons  or  property  in or about the
         Premises caused by their respective  negligence or intentional  conduct
         or by  the  negligence  or  intentional  conduct  of  their  respective
         employees, agents or contractors.

26.      NOTICE OF LEASE

26.1     Tenant and Landlord  agree to execute a Notice of Lease,  setting forth
         the essential elements of this lease, to be recorded in the Essex South
         District Registry of Deeds.

                                       21

<PAGE>

27.      NET LEASE

27.1.    It is understood and agreed that Tenant,  during the term hereof, is to
         do all things and make all  payments  connected  with the  Premises  or
         arising out of any  occupation  of the  Premises or any part thereof or
         its  appurtenances,  except as  otherwise  expressly  provided  in this
         Lease,  and under no condition or  contingency is Landlord to be called
         upon to do or perform any act or action or be subject to any  liability
         or  responsibility or to make any payments with respect to the Premises
         or any part  thereof,  except as otherwise  expressly  provided in this
         Lease,  all so that this Lease  shall  yield net to  Landlord  the rent
         specified in this Lease, except as otherwise expressly provided in this
         Lease.

         WITNESS the execution  hereof under seal the day and year first written
above.

                                FIVE JAYS REALTY TRUST
                                By:

                                /s/ LOUIS J. GALANIS
                                ----------------------------------------
                                LOUIS J. GALANIS, Trustee



                                IPSWICH SAVINGS BANK
                                By:

                                /s/ David L. Grey

                                ---------------------------------------
                                Its: President, not individually

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


                                       22

<PAGE>

                                    EXHIBIT A

                             DESCRIPTION OF PREMISES

A certain  parcel of land with the buildings  thereon,  bounded and described as
follows:

Beginning  at the  Westerly  corner  by  Haverhill  Street at a nail in a stump,
thence  running N 24 03' 47" E, 511.17 feet, by land now or formerly of the Town
of Rowley, to an iron pipe;

Thence running S 67 39' 46" E, 270.6 feet, more or less, by land now or formerly
of Thomas Warren, to the middle of a stream;

Thence  running by the thread of the stream and by land now or  formerly of said
Warren, Southeasterly, about 86 feet more or less, to the Newburyport Turnpike;

Thence running by the State Highway layout line of the Newburyport Turnpike S 26
29' 48" W, 410.5 feet more or less, to a Massachusetts Highway bound point;

Thence running on the curve of Newburyport Turnpike and Haverhill Street, 115.77
feet, to a Massachusetts Highway bound point on Haverhill Street; and

Thence running by Haverhill Street, N 63 14' 19" W, 248.63 feet, to the point of
beginning.

Said parcel containing 3.74 acres, more or less.

Being the same premises  shown on "Plan of Land in Rowley,  Mass.  Owned by Five
Jays  Realty  Trust,  Scale  I" =  40',  January  7,  1985,  H.P.E.  Associates,
Consulting Engineers,  21 Gregg Street,  Beverly,  Mass.", recorded in the Essex
South District Registry of Deeds with the deed referred to below.

The  above  description  is  intended  to  describe  the  land  shown as "Area =
162,900+/-  S. F.  (3.74+/-acres)"  upon  said  Plan,  and in the  event  of any
discrepancies the plan shall control.

For title reference see the deed of Andrew J. Galanis,  et al, dated January II,
1985, recorded in said Registry, Book 7635, Page 299.

                                       23

<PAGE>

                                    EXHIBIT B

                                  RENT PAYMENTS

         The annual rent for each of the first five years of the  original  term
of this  Lease due from  Tenant to  Landlord  shall be as  follows,  payable  in
advance in equal monthly  installments on the first day of each month during the
term of this Lease:

           Annual Rent                       Monthly Installments

           $41,250.00                              $3,437.50



                                       24

<PAGE>

                                    EXHIBIT C

                            TERMS OF EXTENSION OPTION

         Each  extension  period  resulting  from  the  exercise  of  an  option
contained  in  Article  5 shall be upon the same  terms  and  conditions  as the
original term of the Lease,  except for the annual rent which will be determined
as follows:

A.       First Extension Period (August 1, 2005, to July 31, 2010)

         The annual rent during the first extension  period shall be obtained by
increasing  the annual  rent  reserved  during the  initial  term to reflect the
increases in the cost of living between  August 1, 2000,  and July  31(degree)",
2005. However, in no event shall the total rent increase for the first extension
period exceed twenty (20%) percent of the rent charged during the initial term.

         The  percentage  of increase in the cost of living during the aforesaid
period shall be  determined  by the Consumer  Price Index,  All Urban  Consumers
(CPI-U), Boston-Brockton-Nashua (original base 1982-84 = 100).

         The  annual  rent for the first  extended  term  shall be  computed  as
follows:

         The initial rent of $41,250.00 shall be multiplied by the percentage by
which the cost of living increased between August 1, 2000, and July 31, 2005, to
arrive at the cost of living  increase.  The cost of  living  increase  shall be
added to the initial annual rent before  adjustment  ($41,250.00)  to obtain the
annual rent after adjustment.  However,  in no event shall the annual rent after
adjustment exceed $49,500.00.  The annual rent after adjustment shall be payable
in equal monthly  installments on the first day of each month,  in advance,  the
first such payment to be made on or before August 1, 2001.

B.       Second Extension Period (August 1, 2010, to July 31, 2015)

         The annual rent during the second extension period shall be obtained by
increasing  the annual rent reserved  during the first  extended term to reflect
the increases in the cost of living  between  August 1, 2005, and July 31, 2010.
However,  in no event shall the total rent increase for the second extended term
exceed

                                       25