11-K REPORT for COMMUNITY BANCORP.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 11-K

[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended December 31, 2005


[   ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


For the transition period from_____________ to ______________

Commission File Number - 33-44713

A.

Full title of the plan and the address of the plan:


COMMUNITY BANCORP. AND DESIGNATED SUBSIDIARIES' RETIREMENT SAVINGS PLAN
4811 U.S. Rte. 5
P.O. Box 259
Derby, Vermont  05829

B.

Name of issuer of the securities held pursuant to the

 

plan and the address of its principal executive office:


COMMUNITY BANCORP.
4811 U.S. Rte. 5
P.O. Box 259
Derby, Vermont  05829

REQUIRED INFORMATION

The Community Bancorp. and Designated Subsidiaries' Retirement Savings Plan is an ERISA plan with more than 100 participants. Required financial statements filed with this report:

Financial Report for plan year ended December 31, 2005.

 

COMMUNITY BANCORP. AND DESIGNATED
SUBSIDIARIES RETIREMENT SAVINGS PLAN

FINANCIAL STATEMENTS

with

SUPPLEMENTARY INFORMATION

December 31, 2005 and 2004

With Independent Auditors' Report

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Board of Directors
Community Bancorp. and Designated Subsidiaries Retirement Savings Plan

We have audited the accompanying statement of net assets available for benefits of Community Bancorp. and Designated Subsidiaries Retirement Savings Plan as of December 31, 2005 and 2004, and the related statement of changes in net assets available for benefits for the year ended December 31, 2005. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audit.


We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.


In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of Community Bancorp. and Designated Subsidiaries Retirement Savings Plan as of December 31, 2005 and 2004 and the changes in net assets available for benefits for the year ended December 31, 2005 in conformity with accounting principles generally accepted in the United States of America.


Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplementary information is the responsibility of the Plan's management. The supplemental information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.


/s/ Berry, Dunn, McNeil & Parker
Portland, Maine
June 8, 2006
VT Reg. No. 92-0000278

COMMUNITY BANCORP. AND DESIGNATED
SUBSIDIARIES RETIREMENT SAVINGS PLAN

Statements of Net Assets Available for Benefits

December 31, 2005 and 2004


   

2005

 

2004

         

Assets

       
         

Investments, at fair value

       

   Money market assets

$

289,834

$

265,839

   Mutual funds

 

4,696,578

 

3,791,419

   Marketable equity securities

 

4,637,104

 

4,571,353

   Participant loans

 

148,374

 

194,248

          Total investments

 

9,771,890

 

8,822,859

Receivables

       

   Employer contributions

 

305,939

 

275,319

   Employee contributions

 

0

 

69

   Accrued interest and dividends

 

19,826

 

1,831

          Total receivables

 

325,765

 

277,219

         

          Net assets available for benefits

$

10,097,655

$

9,100,078

         
         

The accompanying notes are an integral part of these financial statements.

 

COMMUNITY BANCORP. AND DESIGNATED
SUBSIDIARIES RETIREMENT SAVINGS PLAN

Statement of Changes in Net Assets Available for Benefits

Year Ended December 31, 2005

Additions to net assets attributed to:

     

Investment income

     

   Interest and dividends

$

559,350

 

   Net depreciation in fair value of investments

 

(230,752

)

          Net investment income

 

328,598

 

       

Contributions

     

   Employer's

 

403,196

 

   Employee'

 

331,540

 

       

          Total contributions

 

734,736

 

       

          Total additions

 

1,063,334

 

       

Deductions from net assets attributed to:

     

   Benefits paid to employees

 

(33,208

)

   Administrative expenses

 

(32,549

)

       

          Total deductions

 

(65,757

)

       

          Increase in net assets available for benefits

 

997,577

 
       

Net assets available for benefits

     
       

   Beginning of year

 

9,100,078

 

       

   End of year

$

10,097,655

 

 
 

The accompanying notes are an integral part of these financial statements.

 

COMMUNITY BANCORP. AND DESIGNATED
SUBSIDIARIES RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004

1.

Description of Plan

   
 

The following description of the Community Bancorp. and Designated Subsidiaries Retirement Savings Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions.

   
 

General

   
 

The Plan is a defined contribution plan covering all employees of Community National Bank (the Bank), a subsidiary of Community Bancorp., who have attained age 21 and have completed one year of service. Under the provisions of the Plan, investment activity is directed by individual participants. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).

   
 

Contributions

   
 

Participants may contribute up to the maximum amount allowed by the Internal Revenue Code. The Bank matches employee contributions up to five percent of annual compensation. The Bank may also make additional discretionary contributions. Contributions are subject to certain limitations.

   
 

Administrative Expenses

   
 

Employer contributions include $31,011 toward administrative expenses subsequently paid by the Plan.

   

2.

Summary of Accounting Policies

   
 

Use of Estimates

   
 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

   
 

Payment of Benefits

   
 

Benefits are recorded when paid.

 

 

COMMUNITY BANCORP. AND DESIGNATED

SUBSIDIARIES RETIREMENT SAVINGS PLAN

 

Notes to Financial Statements

 

December 31, 2005 and 2004

 

3.

Investments

   
 

The Plan's investments are recorded at their fair values determined by quoted market prices. Shares of mutual funds are valued at the net asset value of shares held by the Plan at year-end.

   
 

Investments that represent 5% or more of the Plan's net assets are as follows:

   

2005

 

2004

         

Security

       
         

Community Bancorp. Common Stock

$

4,637,104

$

4,571,353

Growth Fund of America, Inc.

 

913,664

 

683,833

American Balanced Fund

 

674,128

 

622,019

Vanguard Total Stock Market Index Fund

 

1,584,428

 

1,497,660

         

During 2005, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) decreased in value by $230,752 as follows:

 

Mutual funds

$

245,258

 

Community Bancorp. Stock

 

(476,010

)

 

$

(230,752

)

4.

Tax Status

   
 

The Plan obtained its latest determination letter dated August 23, 2002, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code.

   

5.

Plan Termination

   
 

Although it has not expressed any intention to do so, Community National Bank has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event of Plan termination, participants would become 100 percent vested in their employer contributions.

   

COMMUNITY BANCORP. AND DESIGNATED
SUBSIDIARIES RETIREMENT SAVINGS PLAN

Notes to Financial Statements

December 31, 2005 and 2004

6.

Party-in-Interest Transactions

   
 

Community Financial Services Group is the Plan's custodian. Community Financial Services Group is an affiliate of Community National Bank, the Plan sponsor, through common ownership.

   
 

The Plan allows for employee contributions to be invested in common stock of the parent of the plan sponsor, Community Bancorp. At December 31, 2005 and 2004, the Plan held 289,819 and 257,541 shares, respectively, valued at $4,637,104 and $4,571,353, respectively.

   
 

There were no party-in-interest transactions which are prohibited by ERISA Section 406 and for which there is no statutory or administrative exemption.

   

7.

Risks and Uncertainties

   
 

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants' account balances and the amounts reported in the statement of net assets available for benefits.

COMMUNITY BANCORP. AND DESIGNATED
SUBSIDIARIES RETIREMENT SAVINGS PLAN

Schedule H, Line 4i - Schedule of Assets (Held at End of Year)

Required for IRS Form 5500
EIN #01-0211807
Plan #002

December 31, 2005

 

(b)

(c)

     
 

Identity of Issue,

Description of Investment Including

   

(e)

 

Borrower, Lesser,

Maturity Date, Rate of Interest,

(d)

 

Current

(a)

or Similar Party

Collateral, Par or Maturity Value

Cost (1)

 

Value

           
 

Cash Management Fund of America

Money Market

 

$

271,017

 

Federated Prime Value Obligations Fund

Money Market

   

14,102

 

Federated Government Obligations Fund

Money Market

   

4,715

*

Community Bancorp.

Common Stock, 289,819

   

4,637,104

 

American Balanced Fund

Mutual Fund

   

674,128

 

Blackrock Core Bond Fund

Mutual Fund

   

138,016

 

Growth Fund of America, Inc.

Mutual Fund

   

913,664

 

Investment Company of America

Mutual Fund

   

220,715

 

Royce Premier Small Cap Fund

Mutual Fund

   

285,740

 

Vanguard Total Stock Market Index Fund

Mutual Fund

   

1,584,428

 

SEI Stable Asset Fund

Mutual Fund

   

414,279

 

Euro Pacific Growth Fund

Mutual Fund

   

464,235

 

SEI Diversified Moderate Growth Fund

Mutual Fund

   

1,373

*

Participant Loans

Interest rate range 5.82% - 9.50%

     
   

  various maturities

   

148,374

           
       

$

9,771,890

*

Indicates a party-in-interest to the Plan.

(1)

Participant directed plan, information not required.

 

 

SIGNATURES

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrators have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.


 

COMMUNITY BANCORP. AND DESIGNATED SUBSIDIARIES'

 

RETIREMENT SAVINGS PLAN



DATE:  June 27, 2006

/s/ Stephen P. Marsh

 

Stephen P. Marsh, President & Chief Operating Officer

 

Community Bancorp

 

(Plan Administrator)