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8-K - 8-K - FIRST LITCHFIELD FINANCIAL CORPform8k-103649_flfl.txt



                                                                         EX 99.1

                                {FLFC LETTERHEAD}

                                November 10, 2009

Dear Shareholder:

         As we have previously communicated to you, on October 25, 2009, First
Litchfield Financial Corporation ("First Litchfield") and Union Savings Bank
("USB") announced the signing of a definitive agreement for the merger of First
Litchfield and The First National Bank of Litchfield (the "Bank") with and into
USB. Under terms of the agreement, upon completion of the merger, each First
Litchfield shareholder will receive $15.00 per share in cash, giving the
transaction a value of approximately $35 million. The definitive agreement has
been unanimously approved by the Boards of First Litchfield, the Bank and USB.

         Under the terms of the merger agreement, First Litchfield is prohibited
from declaring or paying any cash or stock dividends with respect to its Common
Stock.

         The transaction is subject to approval by the shareholders of First
Litchfield, as well as customary regulatory approvals. The transaction is
expected to close in the first quarter of 2010.

         You will receive a proxy statement and proxy relating to the Special
Meeting of Shareholders in the next few months which will contain full details
of the transaction and provide you the opportunity to vote on it.

                                   Sincerely,
                                   /s/ JOSEPH J. GRECO
                                   JOSEPH J. GRECO
                                   President and Chief Executive Officer

Forward-looking Information: Any forward-looking statements regarding the
proposed merger of First Litchfield and USB involve uncertainties. Those
uncertainties include, but are not limited to: legislation or changes in
regulatory requirements, shareholder actions, technical or systems issues
affecting dates of consummation or conversion, costs or difficulties related to
the integration, realization of expected synergies from the acquisition, and
general economic conditions that are less favorable than expected. First
Litchfield does not undertake any obligation to update forward-looking
statements to reflect events or circumstances that occur after the date on which
such statements are made.

This letter does not constitute a solicitation of proxies. First Litchfield will
file a proxy statement and other relevant documents concerning the proposed
transaction with the Securities and Exchange Commission ("SEC"). Shareholders of
First Litchfield are urged to read the proxy statement and all other documents
which will be filed with the SEC, and any amendments or supplements to those
documents, because they will contain important information which you should
consider before making any decision regarding the transaction. You will be able
to obtain a free copy of the proxy statement, as well as other filings
containing information about First Litchfield, at the SEC's website
(www.sec.gov), and at First Litchfield's website (www.fnbl.com). Copies of the
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proxy statement may also be obtained without charge, when available, by
directing a request to: First Litchfield Financial Corporation, 13 North Street,
P. O. Box 578, Litchfield, CT 06759.

First Litchfield and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the shareholders of First
Litchfield in connection with the acquisition. Information about the directors
and executive officers of First Litchfield and their ownership of First
Litchfield common stock is set forth in its proxy statement for its 2009 annual
meeting of shareholders, dated April 27, 2009, filed with the SEC which is
available at the First Litchfield and SEC websites noted above. Additional
information regarding the interests of such participants in the transaction will
be contained in the proxy statement when it becomes available.