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Greenfield Co operative Bank

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                                         Investing in our Hometown




                               Before and After shots of 62 Federal Street, Greenfield
One highly visible investment in the communities we serve was the re-use of a older run-down building
and vacant trash filled and weeded lot into a traditional yet modern building housing our state of the art
Lending/ Financial Services/ Operations Center.       All of this enhances the renaissance of downtown
Greenfield and provides a great environment for our customers and staff alike.


(photo courtesy of Rick LaPierre)




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                                 TABLE OF CONTENTS


    I.      President’s Letter                                 4


    II.     Mission Statement                                  6

    Operating Results

    III.    Operating Results- the Past year in Review         8

    Operational Reports

    IV.     Lending
                      i. Commercial Loans & Services           14
                   ii. Consumer Lending                        17
                   iii. Residential Loans
                   iv. Home Equity Loans


    V.      Deposit Services                                   22


    VI.     GCB Investment Services                            26

    VII.    Electronic Banking / E-banking Services            28


    VIII.   Community Benefits                                 30

    IX.     Corporate Information                              32
                      i. Officers, Directors and Corporators
                   ii. Greenfield Co-operative Bank
                       Statement of Condition & Statement of Income
                   iii. Greenfield Bancorp, MHC
                   Statement of Condition & Statement of Income
                   iv. Locations




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                              PRESIDENT’S LETTER TO DEPOSITORS
June 21, 2011


Dear GCB Depositor:


I am proud to report that Greenfield Bancorp, MHC and its wholly-owned subsidiary,
Greenfield Co-operative Bank, continue their growth in Western Massachusetts.              Fiscal 2011
was a year of achievement for GCB and demonstrates our commitment to meet the needs of the
Franklin and Hampshire county communities we serve.       The directors and employees of GCB work
toward successful results and have a strong commitment to doing the right thing for our customers.


Our commitment to our local communities has enabled GCB to continue to have steady
reliable growth year after year. As I’ve often said in the past and will continue to say in the future,
as a mutual organization we do not have stockholders, so GCB will never try to reap short-term gains
at the expense of our customers. Our Board and management continue to balance both short term
and long-term goals as we work hard to keep this bank healthy and strong. Our long term goal is to
ensure that Greenfield Co-operative Bank remains a vital part of our local communities. People and
businesses want and need access to a local bank like GCB that gives them choices. GCB provides
the safety of FDIC and SIF insured deposit accounts that provide a competitive rate of return on their
money. GCB also provides access to credit for both consumers and businesses so they can obtain
loans that are fairly priced on terms they can afford.


All of this helps our local communities continue to grow as we help people buy a home or
improve their existing home. We also help businesses to get started or expand. GCB provides
commercial mortgages and loans for businesses to buy that new building, purchase needed
equipment, or obtain a line of credit for working capital needs. GCB provides access to a variety of
loan programs including Small Business Administration (SBA), conventional bank financing, or
special programs like the Massachusetts Treasurer’s Small Business Banking Partnership.
Throughout our history, GCB’s management has worked to balance our need to grow without losing
sight of our number one goal: To make sure we always do the right thing for our customers, our
employees, and the communities we serve.           These are just a few reasons GCB received an

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“Outstanding” Community Reinvestment Act (“CRA”) rating on our performance review from the
FDIC. It is also a reason we plan to grow in the coming years--- to ensure we can continue doing the
things we do for our local community.


We also grew with customers on the Internet, as the first local bank to launch a Facebook page at
www.facebook.com/BestLocalBank and first local bank to provide mobile banking services in the past
Fiscal Year. We upgraded our web page at www.BestLocalBank.com , while at the same time trying
to accommodate those consumers who live in areas with less than perfect internet service. Part of
the upgrading of our web page included changing certain features (such as the online videos and
animated headers) that took a lot of “bandwidth” (and as such took more speed to load) and made
them optional for the user.       This allows those customers with less than the fastest internet
connections at home (as well as any mobile banking features) to be easily viewed by ALL of our
internet customers.     Those with faster connections can still easily access online videos at their
command.        Our online service remains state-of-the-art with user friendly features, easy access to
information, while retaining the latest in security features and encryption to ensure customers’ privacy
and security.    AND, remember we will always have great people to help you do your business in
person if you so desire. We still (and will always) have a real person answer the phone and deal with
your questions. What could be more convenient?


This Annual Report outlines some of the achievements of the past year and some of our strategic
goals for the coming year.      As you will see, the Board, management and staff of Greenfield Co-
operative Bank are dedicated to remaining strong and independent, supporting the deposit and credit
needs of our local communities and helping support their continued growth to benefit all local
residents and businesses. Greenfield Co-operative Bank is the local bank you can trust, with
knowledgeable professionals you’ve come to know and rely upon to do the right thing for you,
our loyal customers. . . so tell the rest of your friends and family to “Come on over to the Co-
op”.
                                          Very truly yours,




                                          Michael E. Tucker
                                          President & Chief Executive Officer




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                                  MISSION STATEMENT


Greenfield Bancorp, MHC and its wholly-owned subsidiary, Greenfield Co-operative Bank is an
independent, mutually-owned, local community bank providing financial products and
services to consumers and businesses both in Franklin County and in many of the
communities adjacent to Franklin County.


GCB is committed to providing the highest quality customer service and to do that we employ
caring people who share in that commitment. At GCB, our business philosophy is to grow our
bank in a prudent manner, work to achieve above average earnings, maintain a strong capital
base, and keep a stable employee base.


Achieving those elements lets GCB look longer-term (3 years+) and ensure we will be here to
meet the credit, investing, and other financial needs of the customers and local towns we
serve.




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        Greenfield Co-operative Bank reinvests in its local communities!




                                        Before
The Shelburne Falls branch occupies the first floor of 33 Bridge Street. Without GCB’s involvement in
financing and leasing this space, the “hole” in downtown Shelburne Falls that resulted from the tragic
fire would still be there. Instead, a beautiful building that fits the character of the local downtown
helped revitalize the area, provided us with great space to serve customers in West County, and also
provided market rate apartments on the second floor.    This is another “win-win” solution that comes
from having a local bank committed to the local communities it serves.




                                       After rebuilding

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          Operating Results: The past year in review


Greenfield Bancorp, MHC and its wholly-owned subsidiary, Greenfield Co-operative Bank,
continue their growth in Western Massachusetts.           Fiscal 2011 was a year of achievement for
GCB and demonstrates our commitment to meet the needs of the Franklin and Hampshire county
communities we serve.     The directors and employees of GCB work toward successful results and
have a strong commitment to doing the right thing for our customers. The result of staying true to
our time tested business model? Greenfield Co-operative Bank had a very successful Fiscal Year
which ended March 31, 2011.


•   Total Assets grew to $293,740,587 (up by 4.00% over the prior Fiscal Year). Our Shelburne
    Falls office grew by $4.9mm in deposits in its first full year of operations. Especially important is
    that our total “core” deposits (checking, NOW, savings, Money Market) increased by $20.81
    million (+16.86%). This was among the highest annual increase our bank has experienced.
    Total deposits now stand at over $245.03 million, the highest level ever for Greenfield Co-
    operative Bank.




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•   Our Franklin County deposit market share increased for the 13
                                                                           th
                                                                                year in a row! GCB has
    almost 23% of Franklin County consumers banking with us. Customers continue to have a great
    deal of confidence in our bank’s safety and security, and recognize the highly competitive rates
    we pay on deposits.




•   We increased our market share of residential mortgages and other mortgages to 13.35% of
    the Franklin County market for calendar 2010 (Source: Banker & Tradesman).                   GCB
    originated over $58 million in new loans in a fairly flat economy.   This included commercial loan
    growth of $10.12 million or almost 24% over the prior fiscal year. Total loans now stand at
    $172.32 million (up $5.585mm / +3.36%).




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•    We are consistently rated as one of the strongest banks in Massachusetts. GCB regularly
     receives among the highest safety ratings by the various independent rating services including
     those at Bauer Financial (www.BauerFinancial.com),          BankRate.com (www.BankRate.com),
     nationally known Jim Kramer’s ratings found at the Street (www.theStreet.com) , and IDC
     Financial Publishing, which is used by rating agencies (www.idcfp.com ).


•    GCB Financial Services’ grew to serve over 600 customers representing over $31mm in
     investments.     GCB Financial Services has moved to our new facility at 62 Federal Street in
     order to make it even easier for customers to meet with us in a state of the art facility where we
     can provide access to a full range of financial planning and investment products such as
     annuities, mutual funds and insurance.    (Note: Investment products and Insurance products are
     not FDIC insured, are not guaranteed by the bank, and may lose value).




•    We completed construction on our new Lending & Operations Center at 62 Federal Street,
     Greenfield.    This not only gave us long needed space for the growth in our bank Commercial
     Lending, GCB Financial Services, E-Banking/Operations, Accounting and Human Resources
     areas, but the renovated building and adjacent parking lot also greatly improved the Federal
     Street corridor. The renovations were well received by customers and neighbors alike at the
     Open Houses we conducted.          We were pleased to hear that the building changes were
     nominated by a local group as a state-wide Best Adaptive Re-Use of a Historical Building.     The
     nomination itself is strong evidence of our keeping our local community in mind as we grow our
     bank.




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•        Our loan and asset quality remains very good, with prudent underwriting when originating
     new loans. Our total delinquency is 2.35% of total loans, which is less than half the statewide
     average for Massachusetts as reported by the Mortgage Bankers Association of America. Non-
     performing loans are down to 1.02% of total loans, less than one-quarter of the 4.87% reported
     for all banks by the FDIC in their 12/31/2010 call reports. The bank has almost $1.567 million
     held in reserve to cushion the bank against any potential loan losses. Your management and
     Board of Directors believe this is an appropriate and adequate reserve given the good quality of
     our loan portfolio.


                             GCB % Total Delinquency v.
                             National % Total Delinquency
      10.0%                          1993-2010
                           Source: Bloomberg & Mortgage Bankers Association
       9.0%

       8.0%

       7.0%

       6.0%

       5.0%

       4.0%

       3.0%

       2.0%

       1.0%

       0.0%




                                                   % Total GCB Delinquent     % Total USA- Source:Bloomberg




•    As you can see in the chart above, our delinquency rates are well below the national and regional
     averages.     Loan quality at GCB reflects our conservative and prudent underwriting.                                      This
     continues today, even with GCB working with those customers who may run into temporary
     problems such as reduced hours or loss of job. We look to do what is right for both the bank and
     the customer.    Our originators and underwriters look to ensure applicants are in a loan product
     they can reasonably afford (now and in the future).


•    All of our investments are constantly “marked to market” to ensure our balance sheet reflects the
     actual market value of the investment each month. We only invest in conservative agency bonds
     and mortgage backed investments that carry the highest ratings.                                          We take care to try to
     understand each investment and what the underlying source of repayment and collateral is for
     any investments. If we don’t understand it, we don’t invest in it                            Period. This is why we like to
     say our investments are “plain vanilla” in nature. Not a very exotic or exciting thing to do


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     according to some so-called “experts”, but then banking is about managing risks and protecting
     peoples’ money, not taking excessive risks.

•     GCB’s Total Capital increased by $1.589 million (+4.94%) to over $33.747 million giving GCB
      a Tier 1 leverage capital ratio of 11.69% and Total Risk Based Capital of over 21%. This is more
      than twice the minimum FDIC requirements to be considered well capitalized.




•    As always, customer deposits at Greenfield Co-operative Bank are insured in full through
     the combination of the Federal Deposit Insurance Corporation (“FDIC”), which insures the first
     $250,000, and the Share Insurance Fund (“SIF”), which insures all balances above the FDIC
     limits.


•    The result of all of our lending and investment in our local community is that GCB’s net
     earnings came in strong at $1.589mm.           The consolidated results for the bank and for
     Greenfield Bancorp, MHC were $1.581 million which reflected the nominal costs in FY 2011 for
     maintaining our mutual holding company.




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Even after factoring in the additional expenses of our two new facilities (Shelburne Falls branch office
and 62 Federal Street Lending/ Operations Center) our Net Earnings were down only slightly from the
prior year to $1.589 million. This translates into a 0.55% Return on Average Assets in FY 2011, which
was well above the 0.46% statewide average posted by FDIC insured banks between $100-$300mm in
assets (Source: FDIC Call Report data as of 12/31/2010).




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Customer Services:                         Commercial Lending

•    Greenfield Co-operative Bank is a “Preferred Lender“ under the Small Business
     Administration (SBA) so-called “PLP” program that allows a high-volume SBA lender like
     Greenfield Co-operative Bank authority to make decisions for the SBA on loan approvals,
     closings and most servicing and liquidations. This enables us to process loans faster. Using the
     SBA programs helps us make more loans to small businesses that might not otherwise qualify for
     financing while at the same time helping protect Greenfield Co-operative Bank against
     unnecessary risk of loss.


•    Greenfield Co-operative Bank is a participating lender in Massachusetts State Treasurer
     Grossman’s “Small Business Banking Partnership” with the overall goal of increasing lending
     to Small Businesses to help them grow here in Franklin & Hampshire Counties.


•    Greenfield Co-operative Bank also participates with MassSave on its Zero Interest Energy
     Loans which allow commercial and industrial building (owners and long-term tenants) to make
     energy improvements to their spaces such as insulation, energy efficient windows and new
     heating systems.


Loans to Businesses: We offer the following products and services for businesses with NO
application fees and Competitive rates and terms:


     •   Term loans and Lines of Credit for
                 o   commercial vehicles and equipment
                 o   inventory purchases
                 o   working capital


     •   Small Business Administration (“SBA”) Loans
                 o   the Co-op Bank is a SBA Preferred Lender
                 o   SBA Section 504 Loans and Section 7(a) loans


     •   Commercial Mortgages and Investment Property mortgages
                 o   up to 25 year amortization
                 o   up to 80% loan to value




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        Commercial Services: Our Commercial staff and our branch staff can help you
        decide what type of account would best fit your business needs. Products available include:
               Business Checking
                  Business NOW Account (for non-profits & sole proprietors)
                  Regular Savings Accounts
                  Money Market Accounts and Certificates of Deposit
                  Individual Retirement Accounts
                  Wire Transfer Services
                                                                          sm
                  Free 24 Hour Online Banking through e-access                Business
                  Free 24 Hour Bill Pay services
                  24 Hour Night Deposit services
                  Free 24 Hour telephone banking services
                  VISA® and MasterCard® services
                  ACH Origination Services




The GCB Commercial Lending & Services team (clockwise from bottom : Bill Ahlemeyer, Senior Vice President, Dave
Ahearn, Vice President . Wolfgang Adametz, Asset Manager , Shannon Menko, Administrative Assistant, Barbara Campbell ,
Credit Analyst, and Tony Worden, Vice President.




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                                       Commercial Lending
Greenfield Co-operative Bank originated over 120 new commercial loans for over $23.3 million
in Fiscal 2011 and the net increase was over $10.12mm in our portfolio.           Bill Ahlemeyer, Tony
Worden, Dave Ahearn, and their team members Barbara Campbell and Shannon Menko work hard to
help local businesses, both large and small. They are experienced professionals who can guide you
through the process and can recommend the best loan for your particular needs, and we give quick
decisions, so you can plan with confidence. Stop by and see.


•     Our Commercial Loan portfolio grew to over $52.3 million. We offer some of the best terms
      with low interest rates and terrific customer service.   As a local bank with the decision maker
      right here, we pride ourselves on quick turnaround and fast answers to your questions.


•     We were the #1 Franklin County based Small Business Association (SBA) lender, and 23
                                                                                                     rd

                                                                                     1
      out of 118 SBA lenders statewide during the SBA’s most recent fiscal year . And thus far in
      their FY 2011 (from 10/1/2010 through 3/31/2011), GCB originated another 6 SBA loans for a
      total of $349,000.   As you can see, these are generally smaller loans (from $35,000 up to
      $500,000), so the SBA program is a key to help existing local small businesses and start ups
      have access to capital. It is well established that small businesses actually provide most of the
      job growth in America. The team at GCB works hard to make that a reality in our local area.




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    Source: SBA Massachusetts Loan Volume Report, 10/1/2009-9/30/2010

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                   Residential Mortgage & Consumer Lending

•    Greenfield Co-operative Bank is a local, community lender with the staff and resources to
     help people nurture their dreams to help our communities grow. Our staff is comprised of
     experienced consumer lending professionals who live and work in Franklin County and know the
     local marketplace. GCB offers a wide variety of loan products for consumers and make our
     decisions right here, so you get a fast decision so you can plan with confidence.




•    During Fiscal 2011, we originated over $38.6mm in residential mortgages, the majority in 30
     year fixed rate mortgages.   While down from the prior year, some of that is due to the fact that
     the First Time Homebuyer tax credit program that was in place during 2009 ended as of April 30,
     2010.   In addition, since 30 year fixed rate products carry a great deal of interest rate risk for
     banks, GCB only keeps the adjustable rate mortgages in portfolio, and the majority of the fixed
     rate mortgages were sold servicing released to other investors. Regardless of whether we keep
     the loan in portfolio or sell the loan to an investor, if a servicing issue does arise, the customer
     can call upon us to assist them in their dealings with those investors. We are proud to note that
     we increased our market share in Franklin County for all types of mortgage loans from 12.50% to



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     over 13.35% of the local mortgage market. This increase is evidence that consumers continue
     to find that community banks like Greenfield Co-operative Bank really do look out for our
     customer’s best interests. It was a vote of confidence in the products and service offered by our
     entire mortgage team.




Greenfield Co-operative Bank launched a new marketing campaign for residential mortgages
with the promise of working with them to review their options. This includes a promotion
where we would make their first monthly payment (up to $2,000 of principal and interest).         We
remain bullish about Western Massachusetts and the fact that a home remains the best
investment an individual can make, provided they can afford it and actually plan to live in it as
their residence. Consumers simply need something to get them off the mark and we believe
this program will help jump start our local market for the summer of 2011.




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LOANS TO CONSUMERS:
        Residential mortgages with competitive interest rates and terms
              for purchase, construction or refinancing and land loans
              Mass Housing loan programs, including 1st mortgage loan programs with up to
                 100% financing on purchases, as well as special septic system repair loans, lead
                 paint removal loans and home improvement loans
              Fixed and Adjustable Rates up to 40 year terms
              Owner occupied and Investor loans
        the best Home Equity Line of Credit program in the area
        Home Equity term loans
        New & Used Auto Loans
        Passbook and stock secured loans
        VISA® credit card
        Zero Interest “HEAT” loans with Mass Save.




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     Home equity loans and lines continued to grow in the past year, with growth of 5.80%
     over the prior year. Much of this is due to the fact that GCB has a great product, a great
     rate, and a great team of people to deliver them to our customers.




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                           DEPOSIT PRODUCTS & SERVICES




At Greenfield Co-operative Bank your money is fully insured, first by the FDIC and then above

the FDIC limit by the Share Insurance Fund (SIF), a private excess insurer for co-operative

banks in Massachusetts. We also offer a wide variety of deposit products and services for both

consumers and businesses.
                                                sm
    Free NOW Accounts with Direct Deposit
                                                         sm
    Free 24 Hour Online Banking through e-access             with Free 24 Hour Bill Pay services

    Free 24 Hour Mobile Banking using your smart phone / PDA!

    Free e-statements for your GCB NOW, checking, money market and savings accounts.

    Free 24 Hour “Easy Access” automated telephone banking service

    Free MasterMoney® Debit Card services at participating merchants

•    Safe Deposit Boxes and Coin Counting Machine             (both at new Shelburne Falls office)

•    Free ID SafeChoice
                           sm                        2
                                Basic Family plan for primary owner of personal GCB NOW/ checking
     account and members of their immediate family under age 25 who reside in the same home.

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  ID SafeChoice Services are provided to GCB personal NOW and Checking Account customers based on GCB's
definition. Businesses are not eligible for this offer. This benefit is automatic for the primary member on every
personal GCB NOW/Checking Account, their spouse or domestic partner and any children under 25 years of
age who reside in the home. Benefits are non-transferable. Eligibility for recovery services is based on ID
theft events that occur, are discovered and reported to Merchants Information Solutions (MIS) on or after the
effective date of the program and during the eligibility period. Recovery Services are available in the United
States of America (U.S.) and to persons outside the U.S. to the extent that U.S. laws prevail.

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     Greenfield Co-operative Bank has partnered with Merchants Information Solutions (MIS), the
     nation’s most trusted name in identity theft protection to provide these recovery services.                         We
     were the first bank in Western Massachusetts to offer such services, and we did it free of charge
     to our customers.

    24 Hour ATM card with worldwide access through NYCE® , CIRRUS®, SUMsm and now
     MoneyPass®




•    High yield Certificates of Deposit Accounts and Money Market Deposit Accounts, along with
     Regular Savings, Basic Checking, and Club Accounts. Individual Retirement Accounts (“IRA’s”)
     with a wide choice of deposit investments


•    People depend upon Greenfield Co-operative Bank for a safe and secure place to keep their
     savings and certificates of deposit while earning a great rate. Your money is fully insured, the
     first by the FDIC and amounts above the FDIC limits by the Share Insurance Fund (SIF), a
     private excess insurer only available at co-operative banks in Massachusetts.


•    Our personal N.O.W. checking account is FREE when you have direct deposit and you can
     also get a No-Cost MasterCard® Debit Card with no fees at participating merchants, FREE ATM
                                                         sm
     card at any GCB ATM, FREE e-access                       Online Banking with FREE Bill Pay, FREE Mobile
               3                                                                                             sm
     Banking , FREE electronic statements, and FREE 24 hour telephone Easy Access                                 service as
     well. Total deposits grew by over $12 million last year, so Greenfield Co-operative Bank clearly
     provides great products, great service and a safe & secure place for your money.




•                                       check us out at www.Facebook.com/bestlocalbank for regular
     updates on community activity at the bank, as well as postings on matters such as:
               o    Discussing upcoming community events that GCB is involved with,
               o    announcing new services or locations,
               o    asking you for input on services and products our customers may desire,
               o    to discuss new opportunities and options for securing your financial future,
               o    to provide warnings of financial scams we become aware of in the marketplace, and
               o    to give you ways to help you protect your identity




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 Please note that GCB charges no fee for Mobile banking, but check with your cell phone carrier for details on any fees they
may charge for data transmission or internet access via your cell phone, PDA or other smartphone.

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•    With GCB, what you see is what you get- we don’t have any hidden fees or conditions to
     get the rates we advertise. There’s no need for you to check rates, every week we survey area
     bank rates to ensure we offer among the highest available. Remember to check our website at
     www.BestLocalBank.com for our most recent specials and current rates.




Greenfield Co-operative Bank continues to focus on paying among the best interest rates to
our depositors. Deposits now total over $245m and our market share of deposits has grown
an amazing thirteen (13) years in a row!       Obviously, people like our rates, our people and
our service!




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         Distribution of GCB Deposits (in 000’s) - Various Categories as of 3/31/2011




•    As the chart above shows, Greenfield Co-operative Bank has a great mix of deposits on its
     balance sheet, including a very large share of NOW accounts/ Demand Deposit Accounts (DDA)
     checking accounts.        Checking accounts represent the “primary” account for most
     households and indicate people consider us their household bank. In addition, combined
     with regular savings and Money Market Deposit Accounts (MMDA), these “core” deposits
     represent almost 59% of our deposit balances.       This is key area of strength for your local
     bank as core deposits are a less volatile source of funding for banks and have a more stable
     pricing structure.


•    Greenfield Co-operative Bank also tightly controls expenses to ensure we are the most
     efficient bank possible. Our total operating expenses as a percentage of average assets is just
     2.50%, well below the peer group figure of 3.26%. And our efficiency ratio (the measure of how
     much it costs to generate a dollar of revenue) is also good at 70.49% compared to a statewide
     peer ratio of 79.61%. This reflects our watching of non-interest expenses such as energy costs,
     printing costs, operating facility costs and the like. For example, our new building at 62 Federal
     Street is designed to be energy efficient, using high levels of insulation, energy efficient windows
     and lighting (utilizing motion detectors and timers) and making use of passive solar in our
     employee work areas, all to be as green as possible. And green saves green, as it is more cost
     effective to operate the building as well.



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GCB Financial Services carries on the long tradition of services and trust that people expect from
Greenfield Co-operative Bank. Located on the first floor of our new 62 Federal Street facility, there is
easy parking and easy access to meet with Michael S. Johnson, Assistant Vice President- Senior
Financial Consultant. Michael has over 15 years experience in helping people through this complex
area. He can work with you one-on-one to answer your questions about investments and the market
today. And he is right here in your hometown. NO 800# NEEDED.

Personal Financial Needs

•    Retirement Planning & College Planning

•    Investment Planning Services

•    Overall Estate Planning

Business Financial Needs

•    Corporate Benefit Services- helps analyze your current benefit structure and to provide 401(k) or
     403(b) plans and other services to you and your employees.

•    Business and Personal Tax Analysis- we work with you and your accountant to take full
     advantage of the tax planning strategies that will help reduce taxes for you and your business.

•    Business Succession Planning- examines the strategies necessary to help ensure your business
     can be passed on to your heirs and still have the resources necessary to keep it operating for the
     next generation.

GCB Financial Services can also make available to you a wide range of products for investments and
insurance. These alternative investments include:

•    Mutual Funds
•    Variable and Fixed Annuities
•    Periodic Portfolio Review
•    Long-term Care Insurance
•    Life Insurance



Michael S. Johnson is a registered representative offering securities and investments advisory services through MML Investors
Services, LLC. Michael S. Johnson also offers investment advisory and financial planning services through MML Investors
Services, LLC. Supervisory Office: 330 Whitney Ave., Suite 600, Holyoke, MA 01040. (413) 529-2000. Member SIPC.
www.SIPC.org. Insurance Products offered through Massachusetts Mutual Life Insurance Company. GCB Financial Services
and Greenfield Co-operative Bank are not subsidiaries or affiliates of MML Investors Services, LLC or Massachusetts Mutual
Life Insurance Company. Investments and Insurance Products Offered: • ARE NOT insured by the FDIC or any other
Federal government agency; • ARE NOT bank deposits or other obligations of or guaranteed by the bank; •ARE
subject to risk, including possible loss of principal amount invested.



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                           GCB Financial Services division
FY 2011 was a good year in the securities markets and Mike Johnson helped many customers
meet their personal financial goals.

Highlights from the past year:

        •    Over 600 customers trust GCB with their investments and financial planning

        •    Over $31 million in assets now under management

        •    Gross sales income of approximately $163,544 during Fiscal 2011

        •    Net Sales income to GCB of $114,481 during Fiscal 2011, up 5.6% from last year.




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                             Internet and Electronic Banking

•    At Greenfield Co-operative Bank, we constantly work to provide you access to the latest in
     technology to make your banking easier. But rest assured that no matter what technology we
     offer to customers, we promise that you can ALWAYS talk to a personal representative at
     the bank during normal business hours at any of our convenient locations, or call us at
     (413) 772-0293.


•    We added FREE Mobile banking services in March of 2011, giving customers the choice to
     make     inquiries,    transfer   funds    or     pay   bills   from   their   PDA     or   Smart
     Phone.




•    Our website at www.BestLocalBank.com is constantly updated with new informational
     videos, our current rates and products.         Our goal is to make it easy for you to find what
     you need like current rates, product information, latest news, career opportunities at GCB, and
     helpful links to other useful sites. We’ve improved the content, and as always, you can apply
     right online for mortgage pre-approvals.        Next time you are on the internet, stop by our
     website and see for yourself.


•    Our FREE “e-Access” Online Banking Service remains safe and secure.                 Every year we
     have outside experts who specialize in network security reviews test our site and make sure we
     have the latest in protection here at the bank. We train and re-train staff in our privacy policies
     and procedures.       All of this is to ensure that you can deal with us confident that your
     personal data and your money remains safe and sound.




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•    E-Access continues to grow in usage with customers of all ages. The total
     number of sessions by people using the system is up by almost 10% from last year.


                                  E-access User Sessions
                                                                                     29448


                                                                    27180 26638
                                                          25415
                              2426724164              24336                      26196
                23790                   23568

                         22327                   23329




•    Steady growth in electronic banking shows that we now have almost 3,100 customers
     banking online at our “e-Access”, and over 47% of them also use our Free Online bill
     paying service.


•    Customers conducted over almost 12,000 transfers and bill payments online in March 2011
     for just over $4.7 million dollars. People like having choices and at GCB, we try every day to
     give you the choices you told us you wanted with the security you need.


•    Greenfield Co-operative Bank continues to offer the latest in electronic banking, yet we
     don’t lose sight of the fact that you want local people to talk to if a question arises. We
     have the best E-banking team based right here in Franklin County. If you have a question
     during normal business hours, call us at 772-0293 and ask for Brandon Lively, Christopher
     Wilkey, Vanessa Russell or Deb Marvell. And if a question arises at night or on weekends, no
     problem. Simply call our 24/7 e-Access customer care help desk at 1-877-682-0334 and they will
     assist you with the e-Access Online banking service anytime a technical question comes up.




29
                                  COMMUNITY BENEFITS

As this report shows, Greenfield Co-operative Bank’s commitment to our local communities
goes beyond just loans and deposits. The staff of GCB provides great customer service with
terrific financial products. We’ve traditionally been able to achieve strong earnings, which in turn
allow us to continue to do the things we have always done to meet the banking and credit needs of
customers in Western Massachusetts. We buy from local businesses who in turn patronize other
local businesses. We invest in our community in a number of ways.


•    GCB contributed almost 5% of its net income in the form of contributions to local
     organizations, charities, and development groups during FY 2011. This meant just over $80,000
     was donated to charitable and civic organizations last year. We support local economic
     development, affordable housing efforts, youth & education programs, important social services
     and many civic and cultural events throughout Franklin County.


•    GCB paid approximately $2.47 million in interest to our depositors and GCB originated over
     $58 million in loans in 2011.     We also made substantial capital investments in two new
     building locations, which helped fill large gaps in each community. We restored damaged and
     run-down sites while providing numerous jobs to the local trades during construction/ renovation.
     In turn, these new and renovated buildings provide new property tax dollars for each community.


•    GCB provides good paying jobs and benefits to 59 people here in Franklin County. These
     people are your customers, neighbors and friends.         They also do volunteer work for many
     community and school groups in the community. See our website at www.BestLocalBank.com
     for more details on our community efforts and our guidelines for contribution requests.


•    GCB has worked to bring more dollars into our communities as well.                We’ve sponsored
     grant requests with the Federal Home Loan Bank of Boston that resulted in a grant of $400,000 to
     Franklin County Dial Self, Inc. to help renovate a beautiful Victorian home on Federal Street into a
     transitional shelter for young adults moving from foster care into independent living.


•    Greenfield Co-operative Bank committed to additional efforts with Small Business lending
     by opting to be one of the first banks to participate with the Massachusetts State Treasurer’s
     office Small Business Banking Initiative in the spring of 2011. This program will result in the
     Commonwealth of Massachusetts depositing funds with the bank in return not only for a market
     rate of interest, but also a commitment from our bank to use those funds for additional small
     business loans and backing this up with ongoing reports to the State Treasurer of the number and
     amount of new loans made each quarter.        Additional work that we don’t have to do with most

30
           lending, but worth it if we can leverage those funds into new loans to small businesses that
           results in new or retained jobs in the community.


      •    Greenfield Co-operative Bank added to its list of special loans products (such as the Lead Paint
           Loans and Septic Tank loans offered through MassHousing) by participating in the Mass Save’s
           Zero Interest Energy loans on both a consumer and a commercial basis during early 2011.
           These involve additional training and reporting, but provide zero interest loans of up to $25,000 to
           homeowners to make energy improvements to their homes such as new insulation, new energy
           efficient heating systems and new energy efficient windows.



      •    Officers and Staff of GCB are encouraged to take an active role in community groups and events.
           This includes things you might expect like the Chamber of Commerce and local CDC’s.          It also
           includes things you might not expect like youth education in the annual Credit For Life programs
           in Franklin County, fundraising in the Big Brothers/Big Sisters Bowlathon and much, much more.




                        Big Brothers/Big Sisters Bow for Kids Sake- GCB’s Team for 2011

As a result of all of these efforts, Greenfield Co-operative Bank received an “Outstanding”
Community Reinvestment Act (“CRA”) rating by the Federal Deposit Insurance Corporation.                   This
recognizes our reinvesting in our local towns through loans, providing affordable banking services for all,
and investing in the community through both dollar contributions and volunteer work.




      31
                  GREENFIELD CO-OPERATIVE BANK
                     OFFICERS AND MANAGERS         (AS OF 6-1-2011)


KEVIN J. O’NEIL           CHAIRMAN OF THE BOARD

MICHAEL E. TUCKER, ESQ.   PRESIDENT & CHIEF EXECUTIVE OFFICER

ERIC A. MARSH, CPA        SENIOR VICE PRESIDENT, TREASURER & CFO

WILLIAM F. AHLEMEYER      SENIOR VICE PRESIDENT- COMMERCIAL LOANS

CHRISTINE M. EUGIN        SENIOR VICE PRESIDENT, MORTGAGES & CRA OFFICER

DEBORAH J. FALCON         SENIOR VICE PRESIDENT, RETAIL BANKING

DAVID AHEARN              VICE PRESIDENT- COMMERCIAL LOANS

ANTHONY WORDEN            VICE PRESIDENT- COMMERCIAL LOANS

MICHAEL S. JOHNSON        ASSISTANT VICE PRESIDENT- GCB FINANCIAL SERVICES

BRANDON S. LIVELY         ASSISTANT VICE PRESIDENT- INFORMATION SYSTEMS

SARAH G. MARQUIS          HUMAN RESOURCE OFFICER/ FACILITIES

MARY J. RAWLS             COMPLIANCE OFFICER

LISA GRANGER              BRANCH MANAGER, 63 FEDERAL STREET, GREENFIELD

ANITA MICHONSKI           BRANCH MANAGER, 18 AMHERST ROAD, SUNDERLAND

CYNTHIA GONZALEZ          BRANCH MANAGER, 277 FEDERAL STREET, GREENFIELD

SHAWN STREETER            BRANCH MANAGER, 144 MAIN STREET, NORTHFIELD

JANE TROMBI               BRANCH MANAGER, 33 BRIDGE ST., SHELBURNE FALLS



                     GREENFIELD BANCORP, MHC
                              (OFFICERS AS OF 6-1-2011)

KEVIN J. O’NEIL                 CHAIRMAN OF THE BOARD
MICHAEL E. TUCKER, ESQ.         PRESIDENT & CHIEF EXECUTIVE OFFICER
ERIC A. MARSH, CPA              SENIOR VICE PRESIDENT, TREASURER & CFO
ROBERT J. CAREY, ESQ.           CLERK


32
                                   DIRECTORS
     FOR GREENFIELD CO-OPERATIVE BANK & GREENFIELD BANCORP, MHC
ROBERT R. CAREY, ESQ. (CLERK)                       WILLIAM A. DUFRAINE

NANCY FOURNIER, CPA                                 EUGENE L’ETOILE

REGIS MACNEIL JOHNSTON                              KEVIN J. O’NEIL (CHAIRMAN)

C. MICHAEL SHERIDAN                                 MICHAEL E. TUCKER, ESQ.
                          ROBERT L. UNDERHILL


          CORPORATORS FOR GREENFIELD BANCORP, MHC
                              (in addition to Directors above)

MR. WILLIAM F. AHLEMEYER      SENIOR VICE PRESIDENT, GREENFIELD CO-OPERATIVE BANK
MS. DARCI BROWN               PRESIDENT, BROWN MOTORS, INC.
MR. DOUGLAS P. CLARKE         MANAGER, CUSTOMER OPERATIONS, WMECO
MR. ANDREW C. CHASE           HEAD OF SCHOOL, EAGLEBROOK SCHOOL
MS. CHRISTINE M. EUGIN        SENIOR VICE PRESIDENT, GREENFIELD CO-OPERATIVE BANK
MS. DEBORAH J. FALCON         SENIOR VICE PRESIDENT, GREENFIELD CO-OPERATIVE BANK
MR. RICHARD F. LAPIERRE       PRESIDENT, LAPIERRE ‘S ADVERTISING, INC.
MS. JUNE B. MALENFANT         RETIRED
MR. ERIC A. MARSH, CPA        SVP, TREASURER & CFO, GREENFIELD CO-OPERATIVE BANK
MS. MARGARITA O’BYRNE CURTIS HEAD OF SCHOOL, DEERFIELD ACADEMY

MR. KEVIN D. PARSONS, ESQ.    ATTORNEY AT LAW
MR. WILLIAM R. PRATT, CBR     BENCHMARK & PRATT REAL ESTATE
MS. SUSAN M. RENFREW          RENFREW REAL ESTATE
MR. JOSIAH L. SIMPSON         PRESIDENT, JOSH SIMPSON CONTEMPORARY GLASS, INC.
MS. MOLLY L. WOOD             OWNER, SMALL CORP.




33
                                       Greenfield Cooperative Bank
                                                Statement of Condition
                                        as of March 31, 2011 and March 31, 2010
                                                       Unaudited
                                                         (000's)
                                                                                  2011                       2010
Assets
Cash on Hand and Due from Banks                                       $                  25,783        $            18,746
Short-term Investments                                                $                     733        $               818
Total Cash and Cash Equivalents                                       $                  26,516        $            19,564

Securities Available for Sale at Fair Value                           $                  79,269        $            82,713
Securities Held to Maturity at Amortized Cost                         $                   1,860        $             2,341
Federal Home Loan Bank Stock,at Cost                                  $                   1,386        $             1,359
   Total Investments                                                  $                  82,515        $            86,413
Mortgage Loans on Real Estate                                         $               90,397           $         98,334
Commercial Loans                                                      $               52,396           $         40,184
Installment and Home Equity Loans                                     $               30,494           $         28,856
   Gross Loans                                                        $              173,287           $        167,374
       Allowance for Loan Losses                                      $               (1,567)          $         (1,238)
   Loans, net                                                         $              171,720           $        166,136
Banking Premises, Furniture & Fixtures                                $                5,639           $          2,917
Accrued Interest Receivable                                           $                  767           $            909
Differed Income Taxes                                                 $                  165           $            313
Bank Owned Life Insurance                                             $                3,547           $          3,408
Co-operative Central Deposit                                          $                  634           $            634
Prepaid FDIC Assessment                                               $                  709           $            969
Other Assets                                                          $                1,474           $          1,254
              Total Assets                                            $              293,686           $        282,517

Liabilities
Deposits                                                              $              245,018           $        232,762
Borrowings                                                            $               11,971           $         14,478
Borrowers' Escrow Accounts                                            $                  370           $            496
Other Liabilities                                                     $                1,378           $          1,458
Surplus                                                               $               33,782           $         32,201
Accumulated Other Comprehensive Income                                $                1,167           $          1,122
               Total Liabilities & Surplus                            $              293,686           $        282,517

Standby Letters of Credit as required                                 $                     45         $              245
by FDIC Rules and Regulations 337.2 (D)
* Includes Securities deposited as collateral for Treasury Tax & Loan Payments
** Pursuant to "Statement of Financial Accounting Standards 115 " ("SFAS 115"),
  which was adopted 04/30/94 Investment Securities - Available for Sale
  have been reflected at "Fair Market Value"
                                                                                                  Eric A. Marsh
                                                                                                  Treasurer & CFO


          34
                                 Greenfield Co-operative Bank
                                Income & Expense Statement
               For the Fiscal Years Ending March 31, 2011 and March 31, 2010
                                         Unaudited
                                           (000's)

                                                           2011                2010             $
                                                      (12 Month FY)       (12 Month FY)       Change
Interest & Dividend Income

     Loans, Including Fees                           $        8,619   $           8,613   $           6
     Securities                                      $        2,284   $           2,834   $        (550)
     Short-term Investments                          $           43   $              50   $          (7)
    Total Interest & Dividend Income                 $       10,946   $          11,497   $        (551)

Interest Expense

     Deposits                                        $        2,474   $           3,273   $        (799)
     Borrowings                                      $          423   $             489   $         (66)
    Total Interest Expense                           $        2,897   $           3,762   $        (865)

    Net Interest Income                              $        8,049   $           7,735   $        314
    Provision for Loan Loss                          $          239   $             325   $        (86)

    Net Interest Income After Provision for Loan Loss $       7,810   $           7,410   $        400

Non-interest Income

     Customer Service Fees                           $        1,160   $           1,220   $            (60)
     Gains on Sales of Loans                         $          223   $             199   $             24
     Miscellaneous                                   $          160   $             184   $            (24)
    Total Non-interest Income                        $        1,543   $           1,603   $            (60)

Non-interest Expense
      Salaries & Benefits                            $        3,505   $           3,168   $         337
      Occupancy & Equipment                          $          756   $             580   $         176
      Data Processing                                $          348   $             362   $         (14)
   Professional Fees                                 $          197   $             174   $          23
   FDIC Insurance                                    $          285   $             429   $        (144)
   Advertising                                       $          192   $             195   $          (3)
   Other General & Administrative                    $        1,691   $           1,625   $          66
   Total Non-interest Expense                        $        6,974   $           6,533   $         441


Income Before Taxes                                  $        2,379   $           2,480   $        (101)

Income Taxes                                         $          798   $             830   $            (32)

Net Income                                           $        1,581   $           1,650   $            (69)

       35
                             Greenfield Bancorp MHC
                                    Statement of Condition
                                     as of March 31, 2011
                                          Unaudited
                                            (000's)
                                                                                              Consolidating       Consolidated
                                                      Bank                  Bancorp MHC          Entries          Bancorp MHC
Assets
Cash on Hand and Due from Banks                 $             25,783    $                 7   $             (7)   $    25,783
Short-term Investments                          $                733                                              $       733
Total Cash and Cash Equivalents                 $             26,516    $                 7   $             (7)   $    26,516

Securities Available for Sale at Fair Value     $             79,269                                              $    79,269
Securities Held to Maturity at Amortized Cost   $              1,860                                              $     1,860
Investment in Bank                                                      $          29,976     $     (29,976)      $       -
Federal Home Loan Bank Stock,at Cost            $              1,386                                              $     1,386
    Total Investments                           $             82,515    $          29,976     $     (29,976)      $    82,515

Mortgage Loans on Real Estate                   $             90,397                                              $    90,397
Commercial Loans                                $             52,396                                              $    52,396
Installment Loans                               $             30,494                                              $    30,494
   Gross Loans                                  $            173,287    $             -       $         -         $   173,287
       Allowance for Loan Losses                $             (1,567)                                             $    (1,567)
   Loans, net                                   $            171,720    $             -       $         -         $   171,720

Banking Premises, Furniture & Fixtures          $              5,639                                              $     5,639
Accrued Interest Receivable                     $                767                                              $       767
Deferred Income Taxes                           $                165                                              $       165
Bank-Owned Life Insurance                       $              3,547                                              $     3,547
Co-operative Central Deposit                    $                634                                              $       634
Prepaid FDIC Assessment                         $                709                                              $       709
Other Assets                                    $              1,438    $              36                         $     1,474
             Total Assets                       $            293,650    $          30,019     $     (29,983)      $   293,686

Liabilities
Deposits                                        $            245,025                          $             (7)   $   245,018
Borrowings                                      $             11,971                                              $    11,971
Borrowers' Escrow Accounts                      $                370                                              $       370
Other Liabilities                               $              1,373    $               5                         $     1,378
Surplus                                         $             33,745    $          30,013     $     (29,976)      $    33,782
Accumulated Other Comprehensive Income          $              1,167                                              $     1,167
               Total Liabilities & Surplus      $            293,651    $          30,018     $     (29,983)      $   293,686




          36
                                       Greenfield Bancorp MHC
                                     Income & Expense Statement
                              For the Fiscal Years Ending March 31, 2011
                                               Unaudited
                                                (000's)


                                                          Bank                 MHC             Consolidating   Consolidated
                                                      (12 Month FY)       (12 Month FY)          Entries       Bancorp MHC
Interest & Dividend Income

     Loans, Including Fees                           $        8,619                                            $      8,619
     Securities                                      $        2,284                                            $      2,284
     Dividends                                                                                                 $        -
     Short-term Investments                          $           43                                            $         43
    Total Interest & Dividend Income                 $       10,946   $              -         $         -     $     10,946

Interest Expense

     Deposits                                        $        2,474                                            $      2,474
     Borrowings                                      $          423                                            $        423
    Total Interest Expense                           $        2,897   $              -         $         -     $      2,897

    Net Interest Income                              $        8,049   $              -         $         -     $      8,049
    Provision for Loan Loss                          $          239                                            $        239

    Net Interest Income After Provision for Loan Loss $       7,810   $              -         $         -     $      7,810

Non-interest Income

     Customer Service Fees                           $        1,160                                            $      1,160
     Gains on Sales of Loans                         $          223                                            $        223
     Miscellaneous                                   $          160                                            $        160
    Total Non-interest Income                        $        1,543   $              -         $         -     $      1,543

Non-interest Expense
      Salaries & Benefits                            $        3,501   $                  4                     $      3,505
      Occupancy & Equipment                          $          756                                            $        756
      Data Processing                                $          348                                            $        348
   Professional Fees                                 $          192   $                  5                     $        197
   FDIC Insurance                                    $          285                                            $        285
   Advertising                                       $          192                                            $        192
      Other General & Administrative                 $        1,691   $              -                         $      1,691
   Total Non-interest Expense                        $        6,965   $                  9     $         -     $      6,974


Income Before Taxes                                  $        2,388   $                  (9) $           -     $      2,379

Income Taxes                                         $          800   $                  (2)                   $        798

Net Income                                           $        1,588   $                  (7) $           -     $      1,581




        37
                       GCB LOCATIONS


      63 FEDERAL STREET, GREENFIELD (**DRIVE UP ATM)

      18 AMHERST ROAD, SUNDERLAND (** DRIVE UP ATM)

      277 FEDERAL STREET, GREENFIELD (** DRIVE UP ATM)

      144 MAIN STREET, NORTHFIELD (**WALK UP ATM)

      33 BRIDGE ST., SHELBURNE FALLS (**W ALK UP ATM)

      REMOTE ATM AT MOHAWK TRAIL (ROUTE 2), SHELBURNE (** DRIVE UP ATM)

      LENDING & OPERATIONS CENTER, 62 FEDERAL STREET, GREENFIELD




              62 Federal Street, GCB Operations Center at Night
                  (photo courtesy of RIck LaPierre)




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