EXHIBIT 23.2



                       Independent Auditors' Consent

The Board of Directors
Banknorth Group, Inc.:

We consent to the incorporation by reference in this Registration
Statement on Form S-8 of Banknorth Group, Inc. of our report dated
January 13, 2003, with respect to the consolidated balance sheets of
Banknorth Group, Inc. as of December 31, 2002 and 2001, and the related
consolidated statements of income, changes in shareholders' equity and
cash flows for each of the years in the three-year period ended December
31, 2002, which report appears in the December 31, 2002 Annual Report on
Form 10-K of Banknorth Group, Inc.  Our report refers to the adoption of
Statement of Financial Accounting Standards ("SFAS") No. 142, "Goodwill
and Other Intangible Assets," and SFAS No. 147, "Acquisitions of Certain
Financial Institutions."


                                                     /s/ KPMG LLP

Boston, Massachusetts
April 21, 2003