10-Q/A

                                   December 27, 1995





Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D. C. 20549-1004

Attention: Filing Desk, Stop 1-4

Re: CFX CORPORATION File No. 01-15079/Quarterly Report on Form 10-Q/A,
   Amendment No. 1

Gentlemen:

The Corporation herewith delivers for filing under the Securities Exchange Act
of 1934, as amended the following Amendment No. 1 on Form 10-Q/A for the quarter
ended September 30, 1995, filed with respect to the Corporation.

This amendment reflects the inclusion of Exhibit 27, Financial Data Schedule for
the period ending September 30, 1995 which was previously attached in the
initial 10-Q filing, but not as a separate document.

                                   Sincerely,


                                   /S/ Mark A. Gavin
                                   Chief Financial Officer
MAG:eg




                                  FORM 10-Q/A

                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549


QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT
                                    OF 1934


For the quarter period ended  SEPTEMBER 30, 1995
                              ------------------



Commission file number         0-15079
                               -------



                                CFX CORPORATION
             (Exact name of registrant as specified in its charter)


STATE OF NEW HAMPSHIRE                              02-0402421
- ----------------------                              ----------

  (State or other jurisdiction                      (I.R.S. Employer
 of incorporation or organization)                 Identification No.)


   102 MAIN STREET
KEENE, NEW HAMPSHIRE                                  03431
- --------------------                                  -----

(Address of principal executive offices)             (Zip Code)


Registrant's telephone number, including area code(603) 352-2502
                                                  --------------






Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

      YES    XX                              NO
             ---                                   ----




The number of shares outstanding of each of the issuer's classes of common
stock, $0.66 2/3 par value per share, as of September 30, 1995 was 7,087,555.




                        CFX CORPORATION AND SUBSIDIARIES
                          PART II - OTHER INFORMATION
                               SEPTEMBER 30, 1995



ITEM 1 - LEGAL PROCEEDINGS

      There are no material pending legal proceedings to which the Company, its
      subsidiaries, or any directors, officers, affiliates or any owner of
      record or beneficiary of more than five percent (5%) of the common stock
      of the Company, or any associate of any such director, officer, affiliate
      of the Company or any security holder is a party adverse to the Company
      or its subsidiaries or has a material interest adverse to the Company or
      its subsidiaries.

ITEM 2 - CHANGES IN SECURITIES

      Not applicable.

ITEM 3 - DEFAULTS UPON SENIOR SECURITIES

      Not applicable.

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      Not applicable

ITEM 5 - OTHER INFORMATION

      Not applicable

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

      (a)Exhibits
         EXHIBIT
         NUMBER               DESCRIPTION
         ------               -----------


           27         Financial Data Schedule

         99.1         Computation of Equivalent Shares and Per Share Earnings

      (b)Reports on Form 8-K

         (i)   None






                        CFX CORPORATION AND SUBSIDIARIES
                               SEPTEMBER 30, 1995





                                   SIGNATURES






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


                              CFX CORPORATION







December 27, 1995             /S/ Mark A. Gavin
                              ------------------------------

                              Mark A. Gavin
                              Authorized Officer

EX-27

 




         <ARTICLE> 9
         <LEGEND>
         This schedule contains summary information extracted from financial
         statements and footnotes of the September 30, 1995 Form 10-Q and is
         qualified in its entirety by reference to such filing.
         
         <MULTIPLIER> 1,000
                
                                                 
         <PERIOD-TYPE>                                   9-MOS
         <FISCAL-YEAR-END>                          DEC-31-1995
         <PERIOD-END>                               SEP-30-1995
         <CASH>                                          26,458
         <INT-BEARING-DEPOSITS>                          11,641
         <FED-FUNDS-SOLD>                                     0
         <TRADING-ASSETS>                                22,758
         <INVESTMENTS-HELD-FOR-SALE>                     15,952
         <INVESTMENTS-CARRYING>                         100,006
         <INVESTMENTS-MARKET>                            99,094
         <LOANS>                                        640,010
         <ALLOWANCE>                                      7,796
         <TOTAL-ASSETS>                                 879,419
         <DEPOSITS>                                     667,768
         <SHORT-TERM>                                   106,841
         <LIABILITIES-OTHER>                             15,034
         <LONG-TERM>                                        201
         <COMMON>                                         4,725
         <PREFERRED-MANDATORY>                                0
         <PREFERRED>                                          0


         <OTHER-SE>                                      84,850
         <TOTAL-LIABILITIES-AND-EQUITY>                 879,419
         <INTEREST-LOAN>                                 42,005
         <INTEREST-INVEST>                                5,133
         <INTEREST-OTHER>                                   592
         <INTEREST-TOTAL>                                47,730
         <INTEREST-DEPOSIT>                              18,825
         <INTEREST-EXPENSE>                               4,637
         <INTEREST-INCOME-NET>                           24,268
         <LOAN-LOSSES>                                      975
         <SECURITIES-GAINS>                                 949
         <EXPENSE-OTHER>                                 21,468
         <INCOME-PRETAX>                                  8,955
         <INCOME-PRE-EXTRAORDINARY>                       8,955
         <EXTRAORDINARY>                                      0
         <CHANGES>                                            0
         <NET-INCOME>                                     5,754
         <EPS-PRIMARY>                                      .80
         <EPS-DILUTED>                                      .79
         <YIELD-ACTUAL>                                    8.00
         <LOANS-NON>                                      8,937
         <LOANS-PAST>                                         0
         <LOANS-TROUBLED>                                     0
         <LOANS-PROBLEM>                                      0
         <ALLOWANCE-OPEN>                                 7,558
         <CHARGE-OFFS>                                      962
         <RECOVERIES>                                       225
         <ALLOWANCE-CLOSE>                                7,796
         <ALLOWANCE-DOMESTIC>                             7,796


         <ALLOWANCE-FOREIGN>                                  0
         <ALLOWANCE-UNALLOCATED>                          1,262