UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g)
OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE
REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

                                       Commission File Number     000-26663
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                         Ipswich Bancshares, Inc.
______________________________________________________________________________
          (Exact name of registrant as specified in its charter)

              23 Market Street, Ipswich, Massachusetts 01938
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(Address, including zip code, and telephone number, including area code, of
                 registrant's principal executive offices)

                 Common Stock, par value $0.10 per share
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         (Title of each class of securities covered by this Form)

                                   N/A
______________________________________________________________________________
(Titles of all other classes of securities for which a duty to file reports
                 under section 13(a) or 15(d) remains)

     Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:

            Rule 12g-4(a)(1)(i)  [X]        Rule 12h-3(b)(1)(i)  [ ]

            Rule 12g-4(a)(1)(ii) [ ]        Rule 12h-3(b)(1)(ii) [ ]

            Rule 12g-4(a)(2)(i)  [ ]        Rule 12h-3(b)(2)(i)  [ ]

            Rule 12g-4(a)(2)(ii) [ ]        Rule 12h-3(b)(2)(ii) [ ]

                                            Rule 15d-6           [ ]

     Approximate number of holders of record as of the certification or
notice date:  0
             ---

     Pursuant to the requirements of the Securities Exchange Act of 1934,
Banknorth Group, Inc., as successor to Ipswich Bancshares, Inc., has caused
this certification/notice to be signed on its behalf by the undersigned
duly authorized person.

Date:    July 29, 2002             By:/s/ Peter J. Verrill
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                                     Peter J. Verrill, Senior Executive Vice
                                     President, Chief Operating Officer
                                     and Chief Financial Officer

Instruction:  This form is required by Rules 12g-4, 12h-3 and 15d-6 of the
General Rules and Regulations under the Securities Exchange Act of 1934.
The registrant shall file with the Commission three copies of Form 15, one
of which shall be manually signed.  It may be signed by an officer of the
registrant, by counsel or by any other duly authorized person.  The name
and title of the person signing the form shall be typed or printed under
the signature.