the State of Connecticut Uses in GOVERNING LAW Clause

GOVERNING LAW from Change in Control Agreement

This Change in Control Agreement (the Agreement) is entered into as of this 1st day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter NewMil Bancorp), and Roberta Reed (the Executive).

GOVERNING LAW. The validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Connecticut, without giving effect to the principles of conflict of laws of such State.

GOVERNING LAW from Change in Control Agreement

This Change in Control Agreement (the Agreement) is entered into as of this 2nd day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter NewMil Bancorp), and Thomas W. Grant (the Executive).

GOVERNING LAW. The validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Connecticut, without giving effect to the principles of conflict of laws of such State.

GOVERNING LAW from Change in Control Agreement

This Change in Control Agreement (the Agreement) is entered into as of this 1st day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter NewMil Bancorp), and Diane Farrell (the Executive).

GOVERNING LAW. The validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Connecticut, without giving effect to the principles of conflict of laws of such State.

GOVERNING LAW from Change in Control Agreement

This Change in Control Agreement (the Agreement) is entered into as of this 1st day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter NewMil Bancorp), and Betty F. Pacocha (the Executive).

GOVERNING LAW. The validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Connecticut, without giving effect to the principles of conflict of laws of such State.

GOVERNING LAW from Change in Control Agreement

This Change in Control Agreement (the Agreement) is entered into as of this 1st day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter NewMil Bancorp), and B. Ian McMahon (the Executive).

GOVERNING LAW. The validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Connecticut, without giving effect to the principles of conflict of laws of such State.

GOVERNING LAW from Change in Control Agreement

This Change in Control Agreement (the Agreement) is entered into as of this 1st day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter NewMil Bancorp), and Terrence J. Shannon (the Executive).

GOVERNING LAW. The validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Connecticut, without giving effect to the principles of conflict of laws of such State.

GOVERNING LAW from Change in Control Agreement

This Change in Control Agreement (the Agreement) is entered into as of this 1st day of January, 2002, by and between NewMil Bancorp, Inc., a Delaware corporation (hereafter NewMil Bancorp), and John A. Baker (the Executive).

GOVERNING LAW. The validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Connecticut, without giving effect to the principles of conflict of laws of such State.