EXHIBIT 10.2

                                 FIRST AMENDMENT
                                     TO THE
                             ESSEX SAVINGS BANK, FSB
                     SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN


         THIS  FIRST  AMENDMENT  to the Essex  Savings  Bank,  FSB  Supplemental
Executive Retirement Plan ("Plan") is made as of the first day of May, 1997.

         WHEREAS,  Essex  Savings  Bank,  FSB (the "Bank")  maintains  the Essex
Savings Bank, FSB  Supplemental  Executive  Retirement Plan (the "Plan") for the
benefit of certain of its executive employees; and

         WHEREAS,  it is  necessary  and  desirable to amend the Plan in certain
respects; and

         WHEREAS, the Bank has reserved the right to amend the Plan from time to
time.

         NOW,  THEREFORE,  the Plan is hereby  amended  effective May 1, 1997 as
follows:

         1. Article II, the definition of  "Compensation," is amended to add the
following sentence at the end thereof:

         Notwithstanding the foregoing, in determining a Member's
         Compensation for any plan year ending on or after December
         31, 1996, any reduction in the Member's base salary below the
         rate of base salary in effect on May 1, 1997 shall be
         disregarded such that the Member's Compensation shall take
         into account the amount of base salary that the Member
         otherwise would have received but for the post-May 1, 1997
         reduction in base salary.

         2. Except as provided above, the Plan shall continue in accordance with
its original terms.

         IN TESTIMONY WHEREOF, the Bank has caused this amendment to be executed
by its duly authorized officer this 5th day of June, 1997.

                                   ESSEX SAVINGS BANK, FSB



                                   By:  /s/ Gene D. Ross
                                          Its:  Chairman/President/CEO