SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                    FORM 10-Q

(Mark One)
[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934.

     For the quarterly period ended September 30, 2001

     OR

[ ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934

For the transition period from                      to
                               --------------------     -----------------------

                        Commission File Number 000-23129

                             NORTHWAY FINANCIAL, INC
             (Exact name of registrant as specified in its charter)

               New Hampshire                               04-3368579
               -------------                               ----------
               (State or other jurisdiction of             (I.R.S. Employer
               incorporation or organization)              Identification No.)

               9 Main Street
               Berlin, New Hampshire                       03570
               ---------------------                       -----
               (Address of principal executive offices)    (Zip Code)

                                 (603) 752-1171
              (Registrant's telephone number, including area code)

                                    No Change
(Former name, former address and former fiscal year, if changed since last year)

      Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve (12) months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past ninety (90) days.   YES [X]   NO [ ]

      Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date. At October 30, 2001, there
were 1,511,628 shares of common stock outstanding, par value $1.00 per share.


                                      INDEX
                            NORTHWAY FINANCIAL, INC.

PART I.  FINANCIAL INFORMATION                                             PAGE

Item 1.
      Condensed Consolidated Financial Statements

      Condensed Consolidated Statements of Income for the Three Months
      and Nine Months Ended September 30, 2001 and 2000 (Unaudited)........   3

      Condensed Consolidated Balance Sheets at September 30, 2001
      (Unaudited) and December 31, 2000....................................   4

      Condensed Consolidated Statements of Cash Flows for the Nine Months
      Ended September 30, 2001 and 2000 (Unaudited)........................   5

      Notes to Condensed Consolidated Financial Statements (Unaudited).....   7

Item 2.
      Management's Discussion and Analysis of Financial Condition
      and Results of Operations............................................   9

Item 3.
      Quantitative and Qualitative Disclosures about Market Risk...........  12

PART II. OTHER INFORMATION

Item 1.
      Legal Proceedings....................................................  13

Item 2.
      Changes in Securities................................................  13

Item 3.
      Defaults Upon Senior Securities......................................  13

Item 4.
      Submission of Matters to a Vote of Security Holders..................  13

Item 5.
      Other Information....................................................  13

Item 6.
      Exhibits and Reports on Form 8-K.....................................  13

Signatures.................................................................  14


PART 1.  FINANCIAL INFORMATION

Item 1.  Financial Statements.

                                               NORTHWAY FINANCIAL, INC.
                                      CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                                      (Unaudited)

                                                                             Three Months             Nine Months
                                                                           Ended September 30,     Ended September 30,
(Dollars in thousands, except per share data)                               2001        2000         2001        2000
---------------------------------------------------------------------------------------------------------------------
                                                                                                  
Interest and dividend income:
     Loans                                                                 $7,854      $8,531      $24,114    $24,651
     Interest on debt securities
       Taxable                                                                454         721        1,607      2,225
       Tax exempt                                                             122          63          354        188
     Dividends                                                                 79         128          273        332
     Federal funds sold                                                       208         265          322        273
     Interest bearing deposits                                                  1           5            3         10
                                                                           ------------------------------------------
       Total interest and dividend income                                   8,718       9,713       26,673     27,679
                                                                           ------------------------------------------
Interest expense:
     Deposits                                                               2,655       3,032        8,979      8,025
     Borrowed funds                                                           784       1,268        2,252      3,835
                                                                           ------------------------------------------
        Total interest expense                                              3,439       4,300       11,231     11,860
                                                                           ------------------------------------------
      Net interest and dividend income                                      5,279       5,413       15,442     15,819
Provision for loan losses                                                     225         255          675        755
                                                                           ------------------------------------------
     Net interest and dividend income after provision for loan losses       5,054       5,158       14,767     15,064
                                                                           ------------------------------------------
Noninterest income:
     Service charges on deposit accounts and fees                             270         266          870        746
     Securities gains, net                                                     33         138          128        414
     Other                                                                    497         314        1,180        776
                                                                           ------------------------------------------
        Total noninterest income                                              800         718        2,178      1,936
                                                                           ------------------------------------------
Noninterest expense:
     Salaries and employee benefits                                         2,299       2,353        6,677      6,724
     Office occupancy and equipment                                           675         677        2,120      1,998
     Amortization of deposit purchase premium                                 128         134          478        339
     Other                                                                  1,183       1,143        3,312      3,381
                                                                           ------------------------------------------
        Total noninterest expense                                           4,285       4,307       12,587     12,442
                                                                           ------------------------------------------
        Income before income tax expense                                    1,569       1,569        4,358      4,558
Income tax expense                                                            470         537        1,321      1,510
                                                                           ------------------------------------------
        Net income                                                         $1,099      $1,032      $ 3,037    $ 3,048
                                                                           ==========================================
        Comprehensive net income                                           $  957      $1,360      $ 2,971    $ 3,103
                                                                           ==========================================
Per share data:
     Earnings per common share                                             $ 0.72     $  0.65       $ 1.99     $ 1.91
     Cash dividends declared                                               $ 0.17     $  0.15       $ 0.51     $ 0.45
Weighted average number of common shares                                1,513,264   1,586,134    1,524,952  1,597,457

The accompanying notes are an integral part of these condensed consolidated financial statements.



                            NORTHWAY FINANCIAL, INC.
                     CONDENSED CONSOLIDATED BALANCE SHEETS

                                                         Sept. 30,      Dec. 31,
(Dollars in thousands)                                    2001            2000
-------------------------------------------------------------------------------
                                                                (Unaudited)
Assets
Cash and due from banks and interest bearing deposits   $ 14,581       $ 15,401
Federal funds sold                                        23,450             --
Investment securities available-for-sale                  49,003         55,712
Investment securities held-to-maturity                        --          2,752
Loans held for sale                                        1,280            229
Loans                                                    395,390        393,258
   Allowance for loan losses                              (4,576)        (4,354)
                                                        ------------------------
   Loans, net                                            390,814        388,904
                                                        -----------------------
Real estate acquired by foreclosure                           32             25
Accrued interest receivable                                2,513          2,842
Deferred income tax asset, net                             1,944          1,901
Premises and equipment, net                               11,396         11,000
Deposit assumption premium                                 4,620          5,098
Other assets                                               2,104          1,280
                                                        -----------------------
      Total assets                                      $501,737       $485,144
                                                        =======================
Liabilities and Stockholders' Equity
Liabilities:
   Interest bearing deposits                            $336,792       $335,027
   Non-interest bearing deposits                          60,479         56,745
   Repurchase agreements                                  10,914          9,390
   Short-term Federal Home Loan Bank advances              3,028          2,950
   Long-term Federal Home Loan Bank advances              45,000         35,528
   Other liabilities                                       2,909          3,942
                                                        -----------------------
      Total liabilities                                  459,122        443,582
                                                        -----------------------
Stockholders' equity:
   Preferred stock, $1 par value; 1,000,000 shares
     authorized; none issued                                  --             --
   Common stock, $1 par value; 9,000,000 shares
     authorized; 1,731,969 shares issued and
     1,511,628 outstanding September 30, 2001 and
     1,559,369 outstanding December 31, 2000               1,732          1,732
   Additional paid-in-capital                              2,101          2,101
   Retained earnings                                      45,376         43,110
   Treasury stock, at cost (220,341 and 172,600 shares,
     respectively)                                        (5,855)        (4,708)
   Accumulated other comprehensive (loss) income,
     net of tax                                             (739)          (673)
                                                        -----------------------
      Total stockholders' equity                          42,615         41,562
                                                        -----------------------
      Total liabilities and stockholders' equity        $501,737       $485,144
                                                        =======================

  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.



                                              NORTHWAY FINANCIAL, INC.
                                   CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                     (Unaudited)

                                                                                               For the Nine Months
                                                                                               Ended September 30,
(Dollars in thousands)                                                                         2001        2000
-------------------------------------------------------------------------------------------------------------------
                                                                                                   
Cash flows from operating activities:
     Net income                                                                               $ 3,037    $ 3,048
     Adjustments to reconcile net income to net cash provided by operating activities:
     Provision for loan losses                                                                    675        755
     Depreciation and amortization                                                              1,286      1,077
     Deferred income taxes                                                                         --       (149)
     Write-down of real estate acquired by foreclosure                                              3         --
     Gains on sales of investment securities available-for-sale, net                             (128)      (414)
     Amortization of premium & accretion of discounts on securities, net                           30         34
     Increase (decrease) in unearned income, net                                                    2       (185)
     (Gain) loss on sales of other real estate owned and other personal property, net             (19)         1
     Net increase in loans held for sale                                                         (785)    (3,000)
     Net change in other assets and other liabilities                                          (1,347)      (284)
                                                                                              ------------------
        Net cash provided by operating activities                                               2,754        883
                                                                                              ------------------
Cash flows from investing activities:
     Proceeds from sales of investment securities available-for-sale                            4,211      2,013
     Proceeds from maturities of investment securities held-to-maturity                            --      2,444
     Proceeds from maturities of investment securities available-for-sale                      33,608      4,141
     Purchase of investment securities available-for-sale                                     (28,594)    (5,309)
     Purchase of investment securities held-to-maturity                                            --     (1,155)
     Net increase in loans                                                                     (3,287)   (25,965)
     Proceeds from sales of and payments received on other real estate owned                       37        137
     Proceeds from sales of and payments received on other personal property                      450        346
     Additions to premises and equipment                                                       (1,204)    (1,263)
                                                                                              ------------------
        Net cash provided (used) by investing activities                                        5,221     (24,611)
                                                                                              ------------------
Cash flows from financing activities:
     Deposits assumed in branch transaction, net of assumption premium                             --     23,381
     Net increase in deposits                                                                   5,499     22,608
     Advances from Federal Home Loan Bank                                                      14,000     19,000
     Repayment of Federal Home Loan Bank advances                                              (1,500)   (39,000)
     Net (decrease) increase in short-term Federal Home Loan Bank advances                     (2,950)    11,050
     Net increase in securities sold under agreements to repurchase                             1,524      4,019
     Purchases of treasury stock                                                               (1,147)      (704)
     Cash dividends paid                                                                         (771)      (719)
                                                                                              ------------------
        Net cash provided by financing activities                                              14,655   39,635
                                                                                              ------------------
Net increase in cash and cash equivalents                                                      22,630    15,907
     Cash and cash equivalents at beginning of period                                          15,401     16,087
                                                                                              ------------------
     Cash and cash equivalents at end of period                                               $38,031    $31,994
                                                                                              ==================

                                                                                                   Continued....

      The accompanying notes are an integral part of these condensed consolidated financial statements.



                            NORTHWAY FINANCIAL, INC.
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS-CONTINUED
                                   (Unaudited)

                                                             For the Nine Months
                                                             Ended September 30,
(Dollars in thousands)                                        2001        2000
-------------------------------------------------------------------------------
Cash paid during the period for:
     Interest                                                $12,670    $11,424
                                                             =======    =======
     Income taxes                                            $ 1,024    $ 1,064
                                                             =======    =======
Supplemental disclosures of non-cash activities:

     Loans transferred to real estate owned                  $    33    $    48
                                                             =======    =======
     Loans transferred to other personal property            $   402    $   500
                                                             =======    =======
     Loans transferred to held-for-sale                      $   722    $    --
                                                             =======    =======
     Available-for-sale securities transferred to other
       assets                                                $   225    $    --
                                                             =======    =======
     Carrying amount of held-to-maturity securities
       transferred to available-for-sale                     $ 2,738    $    --
                                                             =======    =======
     Long-term Federal Home Loan Bank advances
       transferred to short-term Federal Home Loan
       Bank advances                                         $ 4,528    $    --
                                                             =======    =======

  The accompanying notes are an integral part of these condensed consolidated
                             financial statements.


                            NORTHWAY FINANCIAL, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               September 30, 2001
                                   (Unaudited)

1.      Basis of Presentation.

        The unaudited condensed consolidated financial statements of Northway
Financial, Inc. and its two wholly owned bank subsidiaries (collectively "the
Company") included herein have been prepared by the Company in accordance with
the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted in accordance with such rules and regulations. The Company,
however, believes that the disclosures are adequate to make the information
presented not misleading. The amounts shown reflect, in the opinion of
management, all adjustments necessary for a fair presentation of the financial
statements for the periods reported.

        The results of operations for the three and nine month periods ended
September 30, 2001 and 2000 are not necessarily indicative of the results of
operations to be expected for the full year or any other interim periods. The
interim financial statements are meant to be read in conjunction with the
Company's audited financial statements presented in its Annual Report on Form
10-K for the fiscal year ended December 31, 2000.

        In preparing financial statements, management is required to make
estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the balance sheet and revenues and expenses for
the reported period. Actual results could differ from these estimates. Material
estimates that are particularly susceptible to change relate to the
determination of the allowance for loan losses.

        The year end condensed consolidated balance sheet data was derived from
audited financial statements, but does not include all disclosures required by
accounting principles generally accepted in the United States of America.

2       Impact of New Accounting Standards.

        In June 1998, the FASB issued Statement No. 133, Accounting for
Derivative Instruments and Hedging Activities, effective for fiscal years
beginning after June 15, 2000. This Statement establishes accounting and
reporting standards for derivative instruments and hedging activities, including
certain derivative instruments embedded in other contracts, and requires that an
entity recognize all derivatives as assets or liabilities in the balance sheet
and measure them at fair value. If certain conditions are met, an entity may
elect to designate a derivative as follows: (1) a hedge of the exposure to
changes in the fair value of a recognized asset or liability or an unrecognized
firm commitment, (2) a hedge of the exposure to variable cash flows of a
forecasted transaction, or (3) a hedge of the foreign currency exposure of an
unrecognized firm commitment, an available-for-sale security, a foreign currency
denominated forecasted transaction, or a net investment in a foreign operation.
The Statement generally provides for matching the timing of the recognition of
the gain or loss on derivatives designated as hedging instruments with the
recognition of the changes in the fair value of the item being hedged. Depending
on the type of hedge, such recognition will be either net income or other
comprehensive income. For a derivative not designated as a hedging instrument,
changes in fair value will be recognized in net income in the period of change.
Management adopted this pronouncement on January 1, 2001. Statement No. 133
allows for a one-time change in the classification of securities in the
investment portfolio. In conjunction with the adoption of Statement No. 133, the
Company transferred all securities held-to-maturity to the available-for-sale
category at their market value of $2,731,000 as of January 1, 2001. In
connection with the transfer, the Company recorded in comprehensive income an
unrealized holding loss of approximately $13,000, net of tax effect. Under
Statement No. 133, this transfer will not call into question the Company's
intent to hold other debt securities to maturity in the future. The adoption of
this Statement has had no other material impact on the consolidated financial
statements.

        The FASB has issued Statement No. 140, Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities. This Statement
replaces Statement No. 125, Accounting for Transfers and Servicing of Financial
Assets and Extinguishments of Liabilities, and rescinds Statement No. 127,
Deferral of the Effective Date of Certain Provisions of FASB Statement No. 125.
Statement No. 140 provides accounting and reporting standards for transfers and
servicing of financial assets and extinguishments of liabilities. This Statement
provides consistent standards for distinguishing transfers of financial assets
that are sales from transfers that are secured borrowings. This Statement is
effective for transfers and servicing of financial assets and extinguishments of
liabilities occurring after March 31, 2001; however, the disclosure provisions
are effective for fiscal years ending after December 15, 2000. The adoption of
this Statement has had no material impact on the consolidated financial
statements.

        The FASB has issued Statement No. 141, Business Combinations. This
Statement improves the consistency of the accounting and reporting of business
combinations by requiring that all business combinations be accounted for under
a single method - the purchase method. Use of the pooling-of-interests method is
no longer permitted. Statement No. 141 requires that the purchase method be used
for business combinations initiated after June 30, 2001. The adoption of this
Statement has had no material impact on the consolidated financial statements.

        The FASB has issued Statement No. 142, Goodwill and Other Intangible
Assets. Statement 142 requires that goodwill no longer be amortized to earnings,
but instead be reviewed for impairment. The amortization of goodwill ceases upon
adoption of the statement, which for most companies, will be January 1, 2002.
Management believes that adopting this Statement will have no significant impact
of on the consolidated financial statements.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operation

Introduction

         The following discussion and analysis and related consolidated
financial statements include Northway Financial, Inc. and its wholly-owned
subsidiaries, The Berlin City Bank and Pemigewasset National Bank (collectively
the "Company").

         Certain statements in this Form 10-Q are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements may include, but are not limited to, projections of
revenue, income or loss, plans for future operations and acquisitions, and plans
related to products or services of the Company and its subsidiaries. Such
forward-looking statements are subject to known and unknown risks, uncertainties
and contingencies, many of which are beyond the control of the Company. To the
extent any such risks, uncertainties and contingencies are realized, the
Company's actual results, performance or achievements could differ materially
from anticipated results, performance or achievements. Factors that might affect
such forward-looking statements include, among other things, overall economic
and business conditions, economic and business conditions in the Company's
market areas, interest rate fluctuations, the demand for the Company's products
and services, competitive factors in the industries in which the Company
competes, changes in government regulations, and the timing, impact and other
uncertainties of future acquisitions.

         In addition to the factors described above, the following are some
additional factors that could cause our financial performance to differ from any
forward-looking statement contained herein; a) the current economic downturn
nation-wide and regionally, as well as a deterioration of local business
conditions, including termination of operations of a major employer in the
primary market area of the Berlin City Bank, b) the change in interest rates
over the past year and expected changes in interest rates during the remainder
of the year 2001; c) a change in product mix attributable to changing interest
rates, customer preferences or competition; d) a significant portion of the
Company's loan customers are in the hospitality business and therefore could be
affected by weather conditions and/or high gasoline prices; and e) the
effectiveness of advertising, marketing and promotional programs.

         The words "believe," "expect," "anticipate," "intend," "estimate,"
"project," and other expressions which are predictions of or indicate future
events and trends and which do not relate to historical matters identify
forward-looking statements. Reliance should not be placed on forward-looking
statements because they involve known or unknown risks, uncertainties or other
factors, which may cause the actual results, performance or achievements of the
Company to differ materially from anticipated future results, performance or
achievements expressed or implied by such forward-looking statements. The
Company undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information, future events
or otherwise.

         Although the Company has attempted to list comprehensively the factors
which might affect forward-looking statements, the Company wishes to caution
investors that other factors may in the future prove to be important in
affecting the Company's results of operations. New factors emerge from time to
time and it is not possible for management to anticipate all of such factors,
nor can it assess the impact of each such factor, or combination of factors,
which may cause actual results to differ materially from forward-looking
statements.

Financial Condition

         The Company's total assets at September 30, 2001 were $501.7 million
compared to $485.1 million at December 31, 2000, a $16.6 million increase. Net
loans, including loans held for sale, increased $3.0 million to $392.1 million
and investment securities decreased $9.5 million to $49.0 million. Cash and cash
equivalents increased $22.6 million to $38.0 million as a result of a decrease
in investment securities and an increase in deposit and debt balances. Deposits
increased $5.5 million, Federal Home Loan Bank advances increased $9.6 million
and repurchase agreements increased $1.5 million. Total stockholders' equity
increased $1.0 million from $41.6 million at December 31, 2000 to $42.6 million
at September 30, 2001. The increase in stockholders' equity was a result of net
income of $3.0 million partially offset by an increased accumulated
comprehensive loss of $0.1 million, dividends of $0.8 million and treasury stock
purchases totaling $1.1 million.

         The Company maintains an allowance for loan losses to absorb future
charge-offs of loans in the existing portfolio. The allowance is increased when
a loan loss provision is recorded as an expense. When a loan, or portion
thereof, is considered uncollectible, it is charged against this allowance.
Recoveries of amounts previously charged off are added to the allowance when
collected. At September 30, 2001 the allowance for loan losses was $4.6 million,
or 1.16% of total loans, compared to $4.4 million, or 1.11% of total loans at
December 31, 2000. The allowance for loan losses is based on an evaluation by
each bank's management and Board of Directors of current and anticipated
economic conditions, changes in the diversification, size and risk within the
loan portfolio, and other factors. An analysis of the allowance for loan losses
for the three month and nine month periods ended September 30, 2001 and 2000 is
as follows:

                                      Three Months               Nine Months
                                   Ended September 30,       Ended September 30,
(Dollars in thousands)              2001        2000         2001       2000
-----------------------------------------------------------------------------

Balance at beginning of period     $4,486      $4,220       $4,354     $4,887
                                   ------------------------------------------
Charge-offs                          (175)       (199)        (554)    (1,559)
Recoveries                             40          22          101        215
                                   ------------------------------------------
Net Charge-offs                      (135)       (177)        (453)    (1,344)
Provision for loan losses             225         255          675        755
                                   ------------------------------------------
Balance at end of period           $4,576      $4,298       $4,576     $4,298
                                   ------------------------------------------

         Nonperforming loans totaled $1.1 million as of September 30, 2001,
compared to $1.0 million at December 31, 2000. The ratio of nonperforming loans
to total loans was 0.27% as of September 30, 2001 compared to 0.24% at December
31, 2000 and the ratio of nonperforming assets to total assets was 0.23% as of
September 30, 2001 compared to 0.22% at December 31, 2000.

Results of Operations

         The Company reported net income of $1.10 million, or $0.72 per common
share, for the three months ended September 30, 2001, compared to $1.03 million,
or $0.65 per common share, for the three months ended September 30, 2000. The
increase in net income for the quarter is primarily attributable to higher
noninterest income and lower tax expense. Net interest and dividend income for
the three months ended September 30, 2001 decreased $0.13 million to $5.28
million compared to $5.41 million for the third quarter of the prior year.

         Net income for the nine months ended September 30, 2001 was $3.04
million, or $1.99 per common share, compared to $3.05 million, or $1.91 per
share, for the nine months ended September 30, 2000. The decrease in net income
is primarily a result of decreases in net interest and dividend income and an
increase in operating expenses partially offset by increased noninterest income
and lower taxes. For the nine months ended September 30, 2000 net interest and
dividend income decreased $0.38 million to $15.44 million compared to $15.82
million for the same period of the prior year. The increase in net income per
share is a result of a reduction of shares of common stock outstanding in
connection with the Company's share repurchase program.

         Noninterest income increased $0.08 million to $0.80 million in the
third quarter of 2001 compared to $0.72 million in the third quarter of 2000.
For the nine months ended September 30, 2001 noninterest income increased $0.24
million to $2.18 million compared to $1.94 million for the same period of the
prior year. In each case, the increase was primarily due to increased deposit
service charges and other income which offset a decrease in securities gains.

          Noninterest expense decreased $0.02 million to $4.29 million for the
quarter ended September 30, 2001 compared to the $4.31 million recorded during
the same period last year. For the nine months ended September 30, 2001
noninterest expense totaled $12.59 million, an increase of $0.15 million over
$12.44 million recorded for the same period of the prior year. The results for
the third quarter of 2000 included expenses associated with the West Ossipee
branch acquisition which did not recur in 2001 while the increase on a
year-to-date basis was principally attributable to the acquisition of an
additional branch during the third quarter of the prior year.

Income Tax Expense

         The Company recognized income tax expense of $1.32 million and $1.51
million for the nine months ended September 30, 2001 and 2000, respectively. The
effective tax rates were 30.3% and 33.1% for those respective periods. The
decrease in the effective tax rate is due to the favorable effect of the
Company's State of New Hampshire tax credits related to economic development
grants and a higher proportion of tax exempt investments.

Liquidity

         Liquidity risk management refers to the Company's and its subsidiaries'
ability to raise funds in order to meet existing and anticipated financial
obligations. These obligations to make payment include withdrawal of deposits on
demand or at their contractual maturity, the repayment of borrowings as they
mature, funding new and existing loan commitments as well as new business
opportunities. Liquidity may be provided through amortization, maturity or sale
of assets such as loans and securities available-for-sale, liability sources
such as increased deposits, utilization of the FHLB credit facility, purchased
or other borrowed funds, and access to the capital markets. Liquidity targets
are subject to change based on economic and market conditions and are controlled
and monitored by the Company's Asset/Liability Committee.

         At the subsidiary bank level, liquidity is managed by measuring the net
amount of marketable assets after deducting pledged assets, plus lines of
credit, primarily with the FHLB, which are available to fund liquidity
requirements. Management then measures the adequacy of that aggregate amount
relative to the aggregate amount of liabilities deemed to be sensitive or
volatile. These include core deposits in excess of $100,000, term deposits with
short maturities, and credit commitments outstanding.

         Additionally, the parent holding company requires cash for various
operating needs including dividends to shareholders, the stock repurchase
program, capital injections to the subsidiary banks, and the payment of general
corporate expenses. The primary sources of liquidity for the parent holding
company are dividends from the subsidiary banks.

         Management believes that the Company's current level of liquidity and
funds availability from outside sources are sufficient to meet the Company's
needs. However, the Company has been successful in its efforts to increase its
lending capabilities and may need to identify additional sources of liquidity as
the loan portfolio expands.

Branch Acquisition

         On June 11, 2001, the Berlin City Bank (BCB) signed a purchase and sale
agreement with the Bank of New Hampshire (BNH) which resulted in the acquisition
of the BNH branch in Littleton, New Hampshire on October 26, 2001. Deposit
levels at that branch totaled approximately $28.7 million at acquisition. In
addition, BCB purchased certain loans associated with the branch totaling
approximately $2.6 million.

Capital

         The Company's Tier 1 and Total Risk Based Capital ratios were 10.06%
and 11.25%, respectively, at September 30, 2001. The Company's Tier 1 leverage
ratio at September 30, 2001 was 7.68%. As of September 30, 2001, the capital
ratios of the Company and all its subsidiary banks exceeded the minimum capital
ratio requirements of the "well capitalized" category under the Federal Deposit
Insurance Corporation Improvement Act of 1991 (FDICIA). As a result of the above
mentioned branch acquisition Total Risk Based Capital at BCB is anticipated to
fall below the "well capitalized" level for a period of time.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

         Since December 31, 2000, there have been no material changes in the
Company's quantitative and qualitative disclosures about market risk. A more
full description of the quantitative and qualitative disclosures about market
risk was provided by the Company on pages 8 through 18 of the Company's 2000
Annual Report to Stockholders filed as Exhibit 13 to the Company's Annual Report
on Form 10-K for the fiscal year ended December 31, 2000.


                           PART II. OTHER INFORMATION

Item 1.  Legal Proceedings - None


Item 2. Changes in Securities - None


Item 3.  Defaults upon Senior Securities - None


Item 4.  Submission of Matters to a Vote of Security Holders - None


Item 5.  Other Information - None


Item 6.  Exhibits and Reports on Form 8-K
         (a)  Exhibits - None

         (b) The Company did not file any Reports on Form 8-K during the quarter
             ended September 30, 2001


                                   SIGNATURES

         Pursuant to requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                                     NORTHWAY FINANCIAL, INC.

         November 9, 2001                   BY: \S\ William J. Woodward
                                                -------------------------------
                                                William J. Woodward
                                                President & CEO
                                                (Principal Executive Officer)

         November 9, 2001                   BY: \S\ George L. Fredette
                                                -------------------------------
                                                George L. Fredette
                                                Senior Vice President & CFO
                                                (Principal Financial and
                                                Accounting Officer)