Item 5.02(b). Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.

On March 26, 2009, Charles E. Orr, a director of First Litchfield Financial Corporation (the "Company") since 1988, a director of its banking subsidiary, The First National Bank of Litchfield (the "Bank"), since 1981, and chairman of both boards since 2002, retired from the Board of Directors effective March 26, 2009. The Board thanked Mr. Orr for his many years of valuable service and extended to Mr. Orr the continued best wishes of everyone associated with the Company and the Bank.

Also, on March 26, 2009, the Board of Directors of the Company and the Bank elected Patrick J. Boland to serve as Chairman of the Board of Directors of the Company and the Bank, respectively. Mr. Boland has served as a director of the Company and the Bank since 2006. Mr. Boland is retired. He formerly served as a Managing Director of Credit Suisse, Inc.