SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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): December 1, 1999

                          WEBSTER FINANCIAL CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

    Delaware                       0-15213                      06-1187536
--------------------------------------------------------------------------------
(State or other                   (Commission                 (IRS Employer
jurisdiction of                   File Number)              Identification No.)
incorporation)

              Webster Plaza,        Waterbury, Connecticut     06702
              --------------------------------------------------------
              (Address of principal executive offices)       (Zip Code)




Registrant's telephone number, including area code:  (203) 753-2921
                                                    ---------------

                                 Not Applicable
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>


ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

         On  December  1,  1999,  Webster  Financial  Corporation,  a   Delaware
corporation  ("Webster"),  completed its  acquisition  of New England  Community
Bancorp,  Inc., a Delaware  corporation  ("NECB"),  pursuant to an Agreement and
Plan of Merger,  dated as of June 29, 1999, by and between Webster and NECB (the
"Merger Agreement").  NECB was merged into Webster. Also, pursuant to the Merger
Agreement  New England  Bank and Trust  Company,  Community  Bank and The Equity
Bank, all  Connecticut  chartered bank and trust companies (the "NECB CT Banks")
and Olde Porte Bank and Trust,  a New  Hampshire  depository  trust company (the
"NECB NH Bank"),  (together,  the "NECB  Subsidiary  Banks"),  all wholly  owned
subsidiaries  of NECB, also merged with and into  Webster  Bank, a wholly  owned
subsidiary of Webster.  NECB is headquartered in Windsor,  Connecticut;  the New
England  Subsidiary Banks are  headquartered in Windsor,  Connecticut,  Bristol,
Connecticut,   Wethersfield,   Connecticut   and   Portsmouth,   New  Hampshire,
respectively.  As of June  30,  1999,  NECB had  total  consolidated  assets  of
approximately  $808 million,  total deposits of $641 million,  and shareholder's
equity of $69.6 million, or 8.6% of total assets.

         In accordance with the provisions of the Merger  Agreement,  the merger
was effected on a stock for stock basis in a tax-free exchange.  Each issued and
outstanding  share of NECB common  stock  converted  into 1.06 shares of Webster
common  stock,  par value  $.01 per share,  or  approximately  6,935,311  shares
(excluding  options to purchase NECB common stock that were not exercised  prior
to the effective time of the  acquisition  and which were converted into options
to purchase  Webster common stock at the exchange  ratio),  plus cash in lieu of
fractional  shares.  The  exchange  ratio in the  acquisition  was arrived at by
negotiation  between Webster and NECB in a competitive  bid process.  As a stock
for stock  transaction,  the acquisition will be accounted for under the pooling
of interests method of accounting.

         Webster  intends  to  continue  to  operate  the  majority  of the NECB
Subsidiary Banks' banking offices as separate branch offices of Webster.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)  Financial  statements  of  businesses   acquired.
                    Not applicable.

         (b)  Pro forma financial information
                    Not applicable.

         (c)  Exhibits
                    Not applicable.


<PAGE>



                                   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.

                               WEBSTER FINANCIAL CORPORATION.
                                    (Registrant)

Date:  December 9, 1999        By: /s/ James C. Smith
                                   ---------------------------------------------
                                   James C. Smith
                                   Chairman and Chief Executive Officer
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{"company-data": {"conformed-name": "WEBSTER FINANCIAL CORP", "cik": "0000801337", "assigned-sic": "6035", "irs-number": "061187536", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-15213", "film-number": "99771274"}, "business-address": {"street1": "WEBSTER PLAZA", "street2": "145 BANK ST", "city": "WATERBURY", "state": "CT", "zip": "06720", "phone": "2037532921"}, "mail-address": {"street1": "WEBSTER PLAZA", "city": "WATERBURY", "state": "CT", "zip": "06720"}}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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): December 1, 1999

                          WEBSTER FINANCIAL CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

    Delaware                       0-15213                      06-1187536
--------------------------------------------------------------------------------
(State or other                   (Commission                 (IRS Employer
jurisdiction of                   File Number)              Identification No.)
incorporation)

              Webster Plaza,        Waterbury, Connecticut     06702
              --------------------------------------------------------
              (Address of principal executive offices)       (Zip Code)

Registrant's telephone number, including area code:  (203) 753-2921
                                                    ---------------

                                 Not Applicable
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)
ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

         On  December  1,  1999,  Webster  Financial  Corporation,  a   Delaware
corporation  ("Webster"),  completed its  acquisition  of New England  Community
Bancorp,  Inc., a Delaware  corporation  ("NECB"),  pursuant to an Agreement and
Plan of Merger,  dated as of June 29, 1999, by and between Webster and NECB (the
"Merger Agreement").  NECB was merged into Webster. Also, pursuant to the Merger
Agreement  New England  Bank and Trust  Company,  Community  Bank and The Equity
Bank, all  Connecticut  chartered bank and trust companies (the "NECB CT Banks")
and Olde Porte Bank and Trust,  a New  Hampshire  depository  trust company (the
"NECB NH Bank"),  (together,  the "NECB  Subsidiary  Banks"),  all wholly  owned
subsidiaries  of NECB, also merged with and into  Webster  Bank, a wholly  owned
subsidiary of Webster.  NECB is headquartered in Windsor,  Connecticut;  the New
England  Subsidiary Banks are  headquartered in Windsor,  Connecticut,  Bristol,
Connecticut,   Wethersfield,   Connecticut   and   Portsmouth,   New  Hampshire,
respectively.  As of June  30,  1999,  NECB had  total  consolidated  assets  of
approximately  $808 million,  total deposits of $641 million,  and shareholder's
equity of $69.6 million, or 8.6% of total assets.

         In accordance with the provisions of the Merger  Agreement,  the merger
was effected on a stock for stock basis in a tax-free exchange.  Each issued and
outstanding  share of NECB common  stock  converted  into 1.06 shares of Webster
common  stock,  par value  $.01 per share,  or  approximately  6,935,311  shares
(excluding  options to purchase NECB common stock that were not exercised  prior
to the effective time of the  acquisition  and which were converted into options
to purchase  Webster common stock at the exchange  ratio),  plus cash in lieu of
fractional  shares.  The  exchange  ratio in the  acquisition  was arrived at by
negotiation  between Webster and NECB in a competitive  bid process.  As a stock
for stock  transaction,  the acquisition will be accounted for under the pooling
of interests method of accounting.

         Webster  intends  to  continue  to  operate  the  majority  of the NECB
Subsidiary Banks' banking offices as separate branch offices of Webster.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)  Financial  statements  of  businesses   acquired.
                    Not applicable.

         (b)  Pro forma financial information
                    Not applicable.

         (c)  Exhibits
                    Not applicable.
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.

                               WEBSTER FINANCIAL CORPORATION.
                                    (Registrant)

Date:  December 9, 1999        By: /s/ James C. Smith
                                   ---------------------------------------------
                                   James C. Smith
                                   Chairman and Chief Executive Officer