PERFORMANCE GRAPH
The following graph compares the cumulative total shareholder
return of the shareholders of Vermont Financial Services Corp. ("VFSC")
to the return of the NASDAQ Stock Market U.S. Index ("NASDAQ"), which is a
broad-based market index, and to the return of the NASDAQ Bank Stock Index
("NBS"), a national peer group index.
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Table of Graph Points in Performance
Graph Investment Value at December 31,
___________________________________________________________
[CAPTION] [C] [C] [C] [C] [C] [C]
1988 1989 1990 1991 1992 1993
VFSC $ 100 $ 97.99 $ 41.60 $ 58.54 $ 95.51 $108.29
NASDAQ 100 121.24 102.96 165.21 192.10 219.21
NBS 100 111.15 81.40 133.57 194.19 221.321
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(Note: Pursuant to Rule 304(d) of Regulation S-T promulgated
under the Securities Act of 1933, as amended, the performance graph
described in the preceding paragraph has been omitted from this
EDGAR filing. The omitted graph is a linear graph depicting the
points shown above. A supplementary paper copy of such performance
graph will be submitted to the appropriate Branch Chief within the
Securities and Exchange Commission's Division of Corporate Finance.)
