MARKETING MATERIALS

prepared for

PEOPLES BANK

SECOND STEP TRANSACTION

Draft # 3

Dated:                     , 2006

Peoples Bank

Second Step Transaction

Marketing Materials

TABLE OF CONTENTS

The above are marketing documents. At the end of the transaction, closing communications will be made with new investors and minority stockholders. These documents will be drafted at a later date.

LETTER TO MEMBERS (Eligible to Vote and Buy)

[Peoples Bank Letterhead]

Dear Peoples Bank Depositor:

I am pleased to inform you about some exciting changes planned at Peoples Bank. We are in the process of converting from a mutual holding company structure to a fully-public company. As a depositor of Peoples Bank, you have an opportunity to invest in Peoples United Financial, Inc., a newly-formed company that will become the parent company of Peoples Bank once the conversion is completed.

Just as importantly, I would like to request your vote on two proposals first, to approve the conversion by voting in favor of the adoption of the Plan of Conversion (the Plan) and second, to approve the establishment and funding of a charitable foundation. Enclosed are a Proxy Statement and Prospectus describing the Plan and the stock offering, along with a Questions and Answers brochure.

The conversion and stock offering are intended to provide us with substantially greater access to capital than is available to Peoples Bank in our current corporate form, to significantly increase the liquidity of our common stock and to provide us with additional capital to expand our branch network and undertake mergers and acquisitions. The charitable foundation will continue Peoples Banks long-standing commitment to its communities through donations to charitable causes and projects.

THE PROXY VOTE:

Your vote is extremely important. Although we have received conditional regulatory approval, the Plan and the charitable foundation are also subject to the approval of our depositors. Therefore, on behalf of the Board of Directors of Peoples Bank, I urge you to read the enclosed materials carefully and cast your votes in favor of each of the two proposals. Note that you may receive more than one proxy card depending on the ownership structure of your Peoples Bank accounts. Please vote all the proxy cards you receive none are duplicates! To cast your votes, please sign each proxy card and return the card(s) in the enclosed Proxy Reply envelope or, if you prefer, vote by phone or internet by following the instructions on the proxy card. Not voting has the same effect as voting against the proposals, so I urge you to vote.

If you vote to approve the Plan and the charitable foundation, be assured that:

THE STOCK OFFERING:

As an eligible Peoples Bank depositor, you have non-transferable rights, but no obligation, to purchase shares of common stock during our subscription offering before any shares are made available for sale to the general public. We are offering up to 172,500,000 shares of our common stock at $20.00 per share. No commission will be charged to purchasers.

Please read the enclosed materials carefully, including the Risk Factors section of the Prospectus, before making an investment decision. If you are interested in purchasing shares of common stock, complete the enclosed stock order form and return it, with full payment, in the enclosed envelope marked Order Reply. Stock order forms must be received (not postmarked) by 11:00 a.m., Eastern Time, on                     , 2007. If you are considering purchasing stock with funds you have in an IRA or other retirement account, please call our Stock Information Center promptly for assistance, because these orders require additional processing time.

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