SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                    FORM 8-K
                                 CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Date of Report (Date of earliest event reported):  July 11, 2002

                        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             (IRS 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)

Item 5:  Other Events.

On July 11, 2002, Northway Financial Inc. (the "Company") completed the private
placement of $13,000,000 aggregate liquidation amount of floating rate trust
preferred securities (the "Capital Securities") issued by its Delaware statutory
business trust, Northway Capital Trust II (the "Trust"). The Capital Securities
were sold to a pooled investment vehicle sponsored by Sandler O'Neill &
Partners, L.P. The proceeds from the sale of the Capital Securities, together
with the proceeds from the sale by the Trust of its common securities to the
Company, were invested in Floating Rate Junior Subordinated Debt Securities of
the Company due 2032 ("the Junior Subordinated Debt"), which were issued
pursuant to an Indenture, dated July 11, 2002, between the Company and
Wilmington Trust Company, as Trustee. Both the Capital Securities and the Junior
Subordinated Debt have a floating rate, which resets quarterly, equal to 3-month
LIBOR plus 3.65%, with a ceiling of 12.50% for the first five years. Currently,
the interest rate on these securities is 5.51387%. Payments of distributions and
other amounts due on the Capital Securities are irrevocably guaranteed by the
Company, to the extent that the Trust has funds available for the payments of
such distributions, pursuant to a Guarantee Agreement, dated July 11, 2002,
between the Company and Wilmington Trust Company, as Guarantee Trustee. The
Junior Subordinated Debt and the Capital Securities may be redeemed at the
option of the Company on fixed quarterly dates beginning on July 7, 2007. Copies
of the operative agreements and other documents related to this private
placement are attached as exhibits 99.1 through 99.6 to this Form 8-K.

Item 7:  Financial Statements and Exhibits.

(a)      Financial Statements of Business Acquired.
              Not applicable

(b)      Pro Forma Financial Information.
              Not applicable

(c)      Exhibits.

         99.1  Indenture Dated as of July 11, 2002 Between Northway Financial
               Inc. as Issuer and Wilmington Trust Company as Trustee for
               Floating Rate Junior Subordinated Debt Securities Due 2032

         99.2  Amended and Restated Declaration of Trust for Northway Capital
               Trust II Dated as of July 11, 2002

         99.3  Guarantee Agreement for Northway Financial Inc. Dated as of July
               11, 2002

         99.4  Common Security Certificate

         99.5  Capital Security Certificate

         99.6  Floating Rate Junior Subordinated Debt Security Due 2032

                                   SIGNATURES

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

                                         NORTHWAY FINANCIAL, INC.


                                         By: /s/ Richard P. Orsillo
                                                 ---------------------------
                                                 Richard P. Orsillo
                                                 Senior Vice President and Chief
                                                 Financial Officer

Date: July 24, 2002
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