SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to .
Commission file number: 1-9047
A. Full title of the Plan:
The Rockland Trust Company Employee Savings
and Profit Sharing Plan and Trust
B. Name of the issuer of the securities held pursuant to the Plan and the
address of its principal executive office:
Independent Bank Corp.
288 Union Street
Rockland, Massachusetts 02370
As filed on August 1, 1996
<PAGE>
Item 1. Financial Statements and Exhibits.
(a) Financial statements (filed in Exhibit 1 hereto);
Report of independent Public Accountants
Statements as to Net Assets Available for Plan
Benefits as of December 31, 1995 and 1994
Statement of Changes in Net Assets Available for Plan
Benefits for the year ended December 31, 1995
Notes to Financial Statements
(b) Exhibits:
1. Financial statements required by Item 1(a)
2. Consent of independent auditors
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
administrators have duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND
PROFIT SHARING PLAN AND
TRUST
July 31, 1996 /s/ S. Lee Miller
-------------
S. Lee Miller
Administrator
July 31, 1996 /s/ Richard J. Seaman
-----------------
Richard J. Seaman
Administrator
July 31, 1996 /s/ Raymond G. Fuerschbach
----------------------
Raymond G. Fuerschbach
Administrator
<PAGE>
Exhibit 1
Financial Statements
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1995 AND 1994
TOGETHER WITH AUDITORS' REPORT
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
INDEX
<TABLE>
<CAPTION>
PAGE
<S> <C>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1995 AND 1994 2
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1995 3
NOTES TO FINANCIAL STATEMENTS 4-7
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1995 8-11
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1995 12
</TABLE>
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Profit Sharing Committee of
The Rockland Trust Company Employee Savings
and Profit Sharing Plan and Trust:
We have audited the accompanying statements of net assets available for benefits
of The Rockland Trust Company Employee Savings and Profit Sharing Plan and Trust
as of December 31, 1995 and 1994, and the related statement of changes in net
assets available for benefits, with fund information, for the year ended
December 31, 1995. These financial statements and the schedules referred to
below are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements and schedules based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1995 and 1994, and the changes in its net assets available for
benefits, with fund information, for the year ended December 31, 1995, in
conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. The fund information in the
statement of changes in net assets available for benefits is presented for
purposes of additional analysis rather than to present the changes in net assets
available for benefits of each fund. The supplemental schedules and fund
information have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated, in all
material respects, in relation to the basic financial statements taken as a
whole.
Boston, Massachusetts
May 10, 1996
1
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1995 AND 1994
ASSETS
<TABLE>
<CAPTION>
1995 1994
<S> <C> <C>
INVESTMENTS, AT QUOTED MARKET VALUE (Note 3):
Interest-bearing deposits (Note 3) $ 269,384 $ 920,650
Savings and certificates of deposit (Note 3) 1,064,624 382,678
U.S. Government securities 1,239,050 1,249,111
Corporate-
Obligations 344,655 340,548
Common stocks 2,882,403 2,091,294
Mutual funds-
Bonds 829,554 389,727
Equity 2,268,091 1,417,485
----------- -----------
8,897,761 6,791,493
CASH 378 37,711
ACCRUED INCOME RECEIVABLE 81,052 51,427
LOANS TO PARTICIPANTS 136,504 116,800
CONTRIBUTIONS RECEIVABLE FROM EMPLOYER (Notes 1 and 2) 84,583 76,053
----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS (Notes 2 and 5) $ 9,200,278 $ 7,073,484
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
(1) DESCRIPTION OF THE PLAN
The Rockland Trust Company Employee Savings and Profit Sharing Plan and
Trust (the Plan) was created on September 9, 1971 and restated effective
January 1, 1989. Effective January 1, 1994, the Plan was amended to
include provisions of the Internal Revenue Code (IRC) Section 401(k) and
the Tax Reform Act of 1986. The major changes in the amendment affected
vesting requirements, contributions and investment selections. The Plan
covers employees of Rockland Trust Company (the Company or RTC) who meet
specified eligibility requirements.
Eligibility
An employee becomes a participant in the Plan upon completion of one year
of service (1,000 or more hours of service during the Plan year). In order
to share in the Company's contribution to the Plan for any year, a
participant must:
1. Have worked 1,000 or more hours during the year.
2. Be employed by the Company on the last business day of the year.
However, those participants whose employment terminated during the year
because of retirement under the Company's Retirement Plan or because of
disability, death or for any reason after the attainment of age 65
shall share in the Company's contribution.
Contributions
Employees who participate in the Plan may defer up to 15% of their salary,
on a pretax basis, and up to an additional 10% of their salary on an
after-tax basis. The Company matches pretax contributions by 50% of a
participant's deferral, up to 6%. The Company may also make discretionary
profit sharing contributions. No such contributions were made in 1995 and
1994.
Benefits and Vesting
The Plan's funds are 100% participant-directed, and participants are 100%
vested in all funds immediately upon eligibility. Participants have the
option of allocating their deferrals into five different investment
choices, as follows: (1) Certificate of Deposit Fund, (2) Pathmark Growth
Fund, (3) Wright Balanced Fund, (4) Pathmark Growth and Income Fund and
(5) Independent Bank Corp. Stock Fund.
4
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
(Continued)
(1) DESCRIPTION OF THE PLAN (Continued)
Trustee
The trustee for the Plan is the Trust Department of Rockland Trust Company
(the Trustee).
Loans to Participants
Loans against participant accounts are permitted. There is a minimum loan
amount of $500 and a maximum of 50% of the participants' account balances,
up to $50,000.
Priorities of the Plan upon Termination
In the event of the termination or partial termination of the Plan, the
Trustee shall liquidate the entire investment in the Plan after payment of
all expenses and after proportional adjustment of accounts to reflect such
expenses, fund losses or profits, and reallocations to the date of
liquidation. Each participating employee, retired participating employee
and beneficiary of each deceased participating employee shall be entitled
to receive any amounts outstanding to the credit of the participating
employee's account as of the date of liquidation.
(2) ACCOUNTING POLICIES
The Plan recognizes contributions and investment income on the accrual
basis. Expenses of operations are paid by the Company.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at
the date of the financial statements and the reported amounts of revenues
and expenses during the reporting period. Actual results could differ from
those estimates.
Reclassifications
Certain reclassifications have been made to prior year balances to conform
with the current year's presentation.
5
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
(Continued)
(3) INVESTMENTS
Investments at December 31, 1995 and 1994, as shown in the accompanying
financial statements, are stated at market value based on quoted market
price.
The Wright Balanced Fund consists of cash equivalents, mutual funds,
common stocks, U.S. Government securities and corporate obligations. The
Pathmark Growth Fund and Growth and Income Fund consist of cash
equivalents and mutual funds. The Stock Fund consists of cash equivalents
and Independent Bank Corp. common stock. The Certificate of Deposit Fund
consists of cash equivalents, savings and bank certificates of deposit.
Included in the investments in the accompanying statements of net assets
available for benefits are the following securities for which the market
value exceeds 5% of net Plan assets as of the beginning of the Plan year.
<TABLE>
<CAPTION>
Shares or Current
Plan Year Description of Investment Par Value Value
<S> <C> <C> <C>
December 31, 1995 Federated Max-Cap Fund #39 28,635 $ 386,002
Independent Bank Corp. Common Stock 192,578 1,420,260
Independent Bank Corp. CD 1,064,622 1,064,622
Wright International Blue Chip Equity 27,276 402,867
Fund
Wright U.S. Treasury Near-Term Fund 41,764 436,434
December 31, 1994 Independent Bank Corp. Common Stock 179,194 940,768
Dreyfus Treasury Prime Cash Management,
Class A 1,120,750 1,120,750
</TABLE>
(4) FEDERAL INCOME TAX
The Plan has a favorable determination letter from the Internal Revenue
Service, dated March 15, 1995, stating that the Plan is designed in
accordance with applicable sections of the Internal Revenue Code (IRC).
The Plan has been amended since receiving the determination letter.
However, the Plan sponsor believes that the Plan is designed and is
currently being operated in compliance with the applicable requirements of
the IRC, and therefore, the Plan continues to be tax-exempt.
6
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
(Continued)
(5) PLAN OBLIGATIONS
Plan obligations payable to terminated or retired employees who have
requested payment and which are included in net assets available for
benefits amounted to $5,500 at December 31, 1995.
(6) RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits
according to the financial statements to Form 5500 at December 31, 1995:
Net assets available for benefits per the
financial statements $ 9,200,278
Amounts allocated to withdrawing participants (5,500)
Net assets available for benefits per
Form 5500 $ 9,194,778
The following is a reconciliation of benefits paid to participants
according to the financial statements to Form 5500 at December 31, 1995:
Benefits paid to participants per the financial
statements $ 523,901
Add--Amounts allocated to withdrawing
participants at December 31, 1995 5,500
------------
Benefits paid to participants per
Form 5500 $ 529,401
============
Amounts allocated to withdrawing participants are recorded on Form 5500
for benefit claims that have been processed and approved for payment prior
to December 31 but not yet paid as of that date.
7
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1995
<TABLE>
<CAPTION>
Shares or Quoted
Par Value Issuer and Description Cost Market Price
<S> <C> <C> <C>
WRIGHT BALANCED FUND CASH EQUIVALENTS:
120,561 Federated U.S. Treasury Cash Reserves $ 120,561 $ 120,561
---------- ----------
WRIGHT BALANCED FUND GOVERNMENT AND AGENCIES:
100,000 Federal Home Loan Banks, 8.60%, dated 1/25/90,
due 1/25/00 98,250 110,594
100,000 U.S. Treasury Bonds, 8%, dated 8/16/76,
due 8/15/01 95,625 101,563
250,000 U.S. Treasury Bonds, 8.25%, dated 5/15/75,
due 5/15/05 244,781 275,158
100,000 U.S. Treasury Bonds, 8.750%, dated 11/15/78,
due 11/15/08 99,968 118,938
100,000 U.S. Treasury Bonds, 9.125%, due 5/15/09 100,000 122,313
50,000 U.S. Treasury Bonds, 10.750%, dated 1/4/83,
due 2/15/03 46,343 65,188
75,000 U.S. Treasury Bonds, 10.750%, dated 7/2/85,
due 8/15/05 73,875 102,961
50,000 U.S. Treasury Bonds, 11.625%, dated 9/29/82,
due 11/15/02 48,750 67,485
75,000 U.S. Treasury Bonds, 11.625%, dated 10/30/84,
due 11/15/04 73,125 106,079
50,000 U.S. Treasury Bonds, 11.75%, due 2/15/01 47,313 63,985
75,000 U.S. Treasury Bonds, 11.875%, due 11/15/03 74,672 104,790
----------- -----------
1,002,702 1,239,054
----------- -----------
WRIGHT BALANCED FUND CORPORATE OBLIGATIONS:
200,000 *Rockland Trust Co., Capital Notes, 10%,
due 10/15/96 (2) 200,000 202,750
140,500 *Rockland Trust Co., Capital Notes, 9.50%,
due 10/15/96 (2) 137,250 141,905
----------- -----------
337,250 344,655
----------- -----------
WRIGHT BALANCED FUND CORPORATE COMMON STOCKS:
1,500 Alberto Culver Co., Class A 47,483 45,750
2,550 Bankcorp Hawaii Inc. 42,217 91,481
1,300 Brown Forman Corp., Class B 50,291 47,450
2,000 Central & Southwest Corp. 16,372 55,750
1,300 Crane Co. 49,491 47,938
2,400 Dean Foods Co. 45,944 66,000
700 Eaton Corp. 40,117 37,538
1,000 Exxon Corp. 10,350 80,500
1,400 General Electric Co. 27,822 100,800
1,500 Great Lakes Chemical 20,856 108,000
38,198 *Independent Bank Corp. 289,927 281,712
</TABLE>
The accompanying notes are an integral part of these supplemental schedules.
8
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1995
(Continued)
<TABLE>
<CAPTION>
Shares or Quoted
Par Value Issuer and Description Cost Market Price
<S> <C> <C> <C>
WRIGHT BALANCED FUND CORPORATE COMMON
STOCKS (Continued):
1,200 Jefferson Pilot Corp. $ 51,756 $ 55,800
1,400 Morton International, Inc. Ind. 48,559 50,225
1,600 Raytheon Co. 15,144 75,600
1,400 Reebok International 49,084 39,550
1,000 Rockwell International Corp. 27,485 52,875
1,050 Stanley Works 16,903 54,075
1,600 Suntrust Banks Inc. 32,296 109,600
2,400 Teco Energy Inc. 15,156 61,500
----------- ------------
897,253 1,462,144
----------- ------------
WRIGHT BALANCED FUND:
27,276 Wright International Blue Chip Equities (1) 372,709 402,867
----------- ------------
WRIGHT BALANCED FUND--BOND:
41,764 Wright U.S. Treasury Near-Term Fund (1) 430,533 436,434
----------- ------------
Total Wright Balanced Fund 3,161,008 4,005,715
----------- ------------
PATHMARK GROWTH FUND CASH EQUIVALENTS:
69,334 Dreyfus Treasury Prime Cash Management, Class A 69,334 69,334
----------- ------------
PATHMARK GROWTH FUND MUTUAL FUNDS:
28,635 Federated Max-Cap Fund #39 417,245 386,002
8,818 Federated Stock Trust #019 222,893 265,411
8,431 Fidelity Blue Chip Growth Fund #312 230,551 259,415
6,366 Fidelity Contrafund Inc. Fund #22 256,666 242,041
12,540 Fidelity Disciplined Equity Fund #315 240,494 258,817
13,315 Goldman Sachs Equity Select #117 260,450 252,727
----------- ------------
1,628,299 1,664,413
----------- ------------
Total Pathmark Growth Fund 1,697,633 1,733,747
----------- ------------
PATHMARK GROWTH AND INCOME FUND CASH EQUIVALENTS:
19,404 Dreyfus Treasury Prime Cash Management, Class A 19,404 19,404
----------- ------------
</TABLE>
The accompanying notes are an integral part of these supplemental schedules.
9
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1995
(Continued)
<TABLE>
<CAPTION>
Shares or Quoted
Par Value Issuer and Description Cost Market Price
<S> <C> <C> <C>
PATHMARK GROWTH AND INCOME FUND MUTUAL FUNDS:
9,127 Federated Bond Fund #198 (formerly Fortress Bond $ 86,626 $ 90,813
Fund)
7,981 Federated GNMA Trust #16 87,021 90,423
10,079 Federated High Yield Trust #38 89,615 90,708
4,924 Federated Max-Cap Fund #39 72,165 66,382
2,219 Federated Stock Trust #019 58,534 66,791
2,198 Fidelity Blue Chip Growth Fund #312 59,335 67,639
----------- -----------
453,296 472,756
PATHMARK GROWTH AND INCOME FUND MUTUAL FUND--BOND:
11,346 Federated U.S. Government Securities 2-5 Year
Fund #47 116,841 121,176
----------- -----------
Total Pathmark Growth and Income Fund 589,541 613,336
----------- -----------
INDEPENDENT BANK CORP. STOCK FUND CASH EQUIVALENTS:
11,434 Federated U.S. Treasury Cash Reserves 11,434 11,434
----------- -----------
INDEPENDENT BANK CORP. STOCK FUND EQUITIES:
192,578 *Independent Bank Corp. 1,150,279 1,420,260
----------- -----------
Total Independent Bank Corp. Stock Fund 1,161,713 1,431,694
----------- -----------
CERTIFICATE OF DEPOSIT FUND CASH EQUIVALENTS:
35,089 Federated U.S. Treasury Cash Reserves 35,089 35,089
----------- -----------
CERTIFICATE OF DEPOSIT FUND SAVINGS AND CDS:
61,441 *Rockland Trust Co., CD, 4.25%, dated 3/14/94,
due 3/14/97 61,441 61,441
61,705 *Rockland Trust Co., CD, 4.5%, dated 3/14/94,
due 3/14/98 61,705 61,705
32,091 *Rockland Trust Co., CD, 5%, dated 7/26/94,
due 7/26/98 32,091 32,091
30,131 *Rockland Trust Co., CD, 6.46%, dated 2/1/95,
due 2/1/96 30,131 30,131
104,870 *Rockland Trust Co., CD, 6.65%, dated 3/14/95,
due 3/14/97 104,870 104,870
105,708 *Rockland Trust Co., CD, 6.71%, dated 2/1/95,
due 2/1/97 105,708 105,708
105,822 *Rockland Trust Co., CD, 6.84%, dated 2/1/95,
due 2/1/98 105,822 105,822
105,822 *Rockland Trust Co., CD, 6.84%, dated 2/1/95,
due 2/1/99 105,822 105,822
</TABLE>
The accompanying notes are an integral part of these supplemental schedules.
10
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1995
(Continued)
<TABLE>
<CAPTION>
Shares or Quoted
Par Value Issuer and Description Cost Market Price
<S> <C> <C> <C>
CERTIFICATE OF DEPOSIT FUND SAVINGS AND CDS
(Continued):
105,102 *Rockland Trust Co., CD, 6.96%, dated 3/14/95,
due 3/14/98 $ 105,102 $ 105,102
144,031 *Rockland Trust Co., CD, 7%, dated 3/14/95, due
6/14/96 144,031 144,031
207,899 *Rockland Trust Co., CD, 7%, dated 5/12/95, due
8/12/96 207,899 207,899
----------- -----------
1,064,622 1,064,622
----------- -----------
Total Certificate of Deposit Fund 1,099,711 1,099,711
----------- -----------
LOAN FUND:
13,562 Cash equivalents 13,562 13,562
Loans to participants, interest rates from 6% to 9% 136,500 136,500
----------- -----------
Total Loan Fund 150,062 150,062
----------- -----------
Total investments held at December 31, 1995 $7,859,668 $9,034,265
========== ==========
</TABLE>
The accompanying notes are an integral part of these supplemental schedules.
(1) Exceeds 5% of Plan net assets.
(2) The market price of Rockland Trust Company capital notes is determined
quarterly by an independent third party.
* Party-in-interest to the Plan. Such investments include $3,111,249 of
employer securities.
11
<PAGE>
THE ROCKLAND TRUST COMPANY
EMPLOYEE SAVINGS AND PROFIT
SHARING PLAN AND TRUST
PLAN NO.: 002
E.I.N.: 04-1782600
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
Purchases Sales Gain
Identity of Party Number Amount Number Amount (Loss)
<S> <C> <C> <C> <C> <C>
Dreyfus Treasury Prime Cash
Management Class A 168 $ 710,211 123 $1,546,063 $ -
Wright Near-Term Bond Fund 2 300,000 1 150,000 (441)
Fed. U.S. Treasury Cash Res. #125 183 2,591,749 106 2,396,303 -
Federated Max-Cap Fund #39 6 511,352 11 22,083 140
*Independent Bank Corp. Common
Stock 35 450,225 28 75,505 9,362
*Independent Bank Corp. CD 9 987,020 2 117,032 -
Wright Int'l. Blue Chip Equities 3 372,709 - - -
Goldman Sachs Capital 3 264,978 2 266,255 1,277
</TABLE>
*Party-in-interest to the Plan.
The accompanying notes are an integral part of these supplemental schedules.
12
Exhibit 2
Consent of Independent Auditors
<PAGE>
Consent of Independent Public Accountants
As independent public accountants, we hereby consent to the incorporation by
reference in this registration statement our report dated May 10, 1996 included
in Independent Bank Corp.'s Form 11-K for the year ended December 31, 1995 and
to all refences to our Firm included in this registration statement.
Arthur Andersen LLP
Boston, Massachusetts
July 31, 1996
