Exhibit 4.2

                                SUBSCRIPTION FORM
                                       For
                             Shares of Common Stock
                                       of
                              FIRST IPSWICH BANCORP

TO:   The First National Bank of                               [STICKER]
         Ipswich, as Subscription Agent
      31 Market Street
      Ipswich, Ma  01938

Subscription Rights

      Subscriber is eligible to subscribe for the number of shares shown on the
sticker attached to this form above pursuant to the Basic Subscription Right
(the "Basic Shares") and ________ shares pursuant to the Oversubscription
Privilege.

      The undersigned hereby subscribes for the following shares of Common Stock
of First Ipswich Bancorp upon the terms specified in the Prospectus for the
Subscription Rights.

1.    BASIC SUBSCRIPTION RIGHTS (Subject to a limitation of number of Basic
      Shares shown above)

        Shares                      Subscription
      Subscribed                        Price                        Payment

      _________________      x      $____________        =           $__________

2.    OVERSUBSCRIPTION PRIVILEGE - MUST HAVE SUBSCRIBED FOR ALL BASIC SHARES
      (Subject to a limitation of ________ shares)

        Shares                      Subscription
      Subscribed                        Price                        Payment

      _________________      x      $____________        =           $__________

                                          TOTAL PAYMENT ENCLOSED     $__________

      (Total, payable to First Ipswich Bancorp, must accompany Subscription
      Form)

      The undersigned understands that this subscription shall be irrevocable.

Dated:                       , 2004         _________________________________
                                                   Subscriber's Signature

Subscriber's Telephone Number ________________________

FULL INSTRUCTION FOR THE USE OF THIS FORM APPEAR ON THE FOLLOWING PAGES.


                                  INSTRUCTIONS

      If you wish to exercise your Subscription Rights, use these instructions.

      General. The total number of Subscription Rights to which you are entitled
is printed on the front of your Subscription form. One Subscription Right and
the Subscription Price are required for each share you subscribe for under the
Subscription Privilege. The Subscription Rights cannot be Transferred.

      To exercise your Subscription Rights, fill in your Subscription Rights,
fill in your Subscription Form and sign on the line marked Subscriber's
signature.

      The number of shares for which you may subscribe under the Basic
Subscription Right is equal to the number of Basic Subscription Rights set forth
on the face of the Subscription Form. Enter the number of shares you wish to
subscribe to under the Basic Subscription Right (up to the number of Basic
Subscription Rights you have) and calculate the amount of the subscription
payment for the Basic Subscription Right by multiplying the Subscription Price
of $_____ per share by the number of shares subscribed for. Note: You may choose
to subscribe to fewer than your maximum number of shares under the Basic
Subscription Right.

      If you have subscribed for the full number of Basic Subscription Rights,
you may exercise the Oversubscription Privilege. The number of shares for which
you may subscribe under the Oversubscription Privilege is equal to ________.
Enter the number of shares you wish to subscribe to under the Oversubscription
Privilege (up to _______) and calculate the shares by multiplying the
subscription price for the Oversubscription Shares of $_____ per share by the
number of Oversubscription shares subscribed for. Note: You may choose to
subscribe to fewer than _______ shares.

      Add the subscription price of the Basic Shares and the Oversubscription
Shares together and enter for "Total Payment Enclosed."

      Payment. Full payment of the Subscription Price for all Common Stock
subscribed for under the Subscription Rights must accompany the Subscription
Form and may be made by check or money order, payable in U.S. dollars to the
order of First Ipswich Bancorp. Subscription Forms received for subscription
without any payment will be returned. The total payment must be enclosed.

      The signature of the subscriber and date must appear on the Subscription
Form.

      If the Subscription Form is signed and executed by an attorney, executor,
administrator, guardian or other fiduciary, or by an officer of a corporation,
and the Subscription Rights are not issued in such manner, the person so
executing must give his full title in such capacity, and proper evidence of
authority to act in such capacity must be furnished.

      Transmittal. Please send your Subscription Form, in the return envelope
provided, to the Subscription Agent, The First National Bank of Ipswich, 31
Market Street, Ipswich, Massachusetts 01938. If you return it in person, do so
at the Subscription Agent's main office at 31 Market Street, Ipswich,
Massachusetts. Be sure your completed Subscription Form and payment reaches the
Subscription Agent before 5:00 p.m. on _________, 2004. It is recommended that
shareholders wishing to make returns by mail use registered mail.