ITEM 2.01 ACQUISITION OR DISPOSITION OF ASSETS
On April 10, 2009, Independent Bank Corp. filed a Form 8-K reporting the closing of its acquisition of Benjamin Franklin Bancorp, Inc. on April 10, 2009. As required Independent Bank Corp. is including the financial information required by Item 9.01. The sole purpose of this amendment to the initial Form 8-K is to incorporate as part of the initial Form 8-K the information set forth below under Item 9.01 as required by Item 9.01 of Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired Pursuant to paragraph (a) (4) of Item 9.01 of Form 8-K, the attached financial statements were omitted from disclosure contained in the initial 8-K. Attached hereto as Exhibit 99.1 and incorporated herein by reference, are the audited consolidated financial statements of Benjamin Franklin Bancorp, Inc. for the years ended December 31, 2008 and 2007.
(b) Pro Forma Financial Information Pursuant to paragraph (b)(2) of Item 9.01 of Form 8-K, the attached pro forma financial information was omitted from disclosure contained in the initial Form 8-K. Attached hereto as Exhibit 99.2 and incorporated herein by reference, are the required unaudited pro forma condensed consolidated financial statements.

(d) Exhibits Exhibit 23.1: Consent of Wolf & Company, P.C. dated June 23, 2009. Exhibit 23.2: Consent of KPMG dated June 23, 2009. Exhibit 99.1: Audited Consolidated Financial Statements of Benjamin Franklin Bancorp, Inc. at December 31, 2008 and 2007 and for Each of the Years in the Three-Year Period Ended December 31, 2008. Exhibit 99.2: Unaudited Pro Forma Condensed Consolidated Financial Statements.

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