August 31, 1998 Activity Report

BOARD OF BANK INCORPORATION

Hearings

Thursday, October 1, 1998 at 10:00
Hearing Room 2203, Leverett Saltonstall Building
100 Cambridge Street, Boston, Massachusetts

Marlborough Co-operative Bank, Marlborough - permission to establish a mutual co-operative bank, Marlborough MHC Co-operative Bank and a stock co-operative Bank, Marlborough Interim Co-operative Bank, in connection with its multi-step reorganization into a mutual holding company, Marlborough Bancorp. Comment period ends October 14, 1998.

Thursday, October 1, 1998 at 10:30 a.m.
Hearing Room 2203, Leverett Saltonstall Building
100 Cambridge Street, Boston, Massachusetts

Mutual Bancorp of the Berkshires, Inc. ("Mutual Bancorp"), Pittsfield - permission for Mutual Bancorp and its wholly owned subsidiary, in organization, United Financial Group, Inc. to become bank holding companies for City Savings Bank and Lenox Savings Bank as part of a multi-step transaction also involving an application before the Division of Banks. Comment period ends October 14, 1998.

Thursday, October 1, 1998 at 11:00 a.m.
Hearing Room 2203, Leverett Saltonstall Building
100 Cambridge Street, Boston, Massachusetts

Seacoast Financial Services Corporation ("Seacoast"), New Bedford - permission to become a bank holding company by the acquisition of Sandwich Bancorp, Inc., Sandwich and its wholly owned subsidiary, Sandwich Co-operative Bank. Seacoast, formerly known as the 1855 Bancorp, is the holding company for Compass Bank for Savings, New Bedford. Comment period ends October 26, 1998.

Decisions

Citizens Financial Group, Inc., Providence, Rhode Island and Related Entities - permission to acquire indirect ownership of and control of Woburn National Bank, Woburn, Massachusetts through the acquisition of its holding company, Woburn National Corporation by Citizens Bank of Massachusetts, Boston, Massachusetts. Additional related authorities requested are specified in the application - approved August 7, 1998.

UST Corp., Boston, Massachusetts - permission to acquire Affiliated Community Bancorp, Inc., Waltham and its three subsidiary banks, Lexington Savings Bank, Lexington; Middlesex Bank & Trust Company, Newton; and The Federal Savings Bank, Waltham. In the Commonwealth, UST Corp is the holding company for USTrust and United States Trust Company, Boston - approved August 4, 1998.

Applications Pending

Danvers Savings Bank, Danvers - permission to establish a mutual savings bank, Danvers Mutual Savings Bank and a stock savings bank, Danvers Interim Savings Bank in connection with its multi-step reorganization into a mutual holding company, Danvers Bancorp, Inc. Comment period ended August 17, 1998.

DIVISION OF BANKS

Decisions

Citizens-Union Savings Bank, Fall River - permission to relocate a branch office from 570 Robeson Street to 490 Robeson Street, Fall River - approved August 20, 1998.

Citizens Bank of Massachusetts ("Citizens"), Boston and Woburn National Bank, Woburn - permission for Woburn National Bank to merge with and into Citizens - approved August 7, 1998.

Clinton Savings Bank, Clinton - permission to relocate a branch office from 25 Central Street to 35 Central Street, Berlin - approved August 27, 1998.

Commerce Bank & Trust Company, Worcester - permission to establish branch offices at (1) 993 Grafton Street, Worcester; and (2) 25 Park Avenue, Worcester - approved August 31, 1998.

Holyoke Credit Union, Holyoke - permission to establish a branch office at 490 Westfield Road, Holyoke - approved August 28, 1998.

Hyde Park Savings Bank (The), Hyde Park - permission to establish a branch office at Nahatan Place, 111 Lenox Street, Norwood - approved August 27, 1998.

Medford Co-operative Bank, Medford - permission to establish a branch office at 1793 Massachusetts Avenue, Lexington - approved August 26, 1998.

MetroWest Bank, Framingham - permission to establish a branch office at 305 Second Avenue, Waltham - approved August 28, 1998.

Savings Bank (The), Wakefield - permission to establish a branch office at 1105 Summer Street, South Lynnfield - approved August 27, 1998.

Applications Pending

Benjamin Franklin Savings Bank, Franklin - permission to relocate a branch office from Medfield Country Village, 18 North Meadows Road, Medfield to 76 North Street, Medfield. Comment period ends September 21, 1998.

Century Bank and Trust Company, Medford - permission to close a branch office located at Zero Faneuil Hall, Boston, Massachusetts. Comment period ends September 25, 1998.

Compass Bank for Savings ("Compass"), New Bedford and Sandwich Co-operative Bank ("Sandwich"), Sandwich - permission to merge Sandwich with and into Compass under the charter, by-laws and name of Compass. All of the banking offices of Sandwich will be maintained as branch offices of the continuing bank. Comment period ends October 26, 1998.

Colonial Co-operative Bank, Gardner - permission to relocate a branch office from 117 Central Street, Winchendon to School Square, Winchendon. Comment period ends September 21, 1998.

Country Bank for Savings, Ware - permission to establish a branch office at Wal-Mart Supercenter, 352 Palmer Road, Ware. Comment period ends September 18, 1998.

Danvers Savings Bank, Danvers - permission to reorganize into a mutual holding company, Danvers Bancorp, Inc. as part of a multi-step transaction. Comment period ended August 17, 1998.

Enterprise Bank and Trust Company, Lowell -permission to establish a branch office at 237 Littleton Road, Westford. Comment period ends September 3, 1998.

Marlborough Co-operative Bank, Marlborough - permission to reorganize into a mutual holding company, Marlborough Bancorp, as part of a multi-step transaction. Comment period ends October 14, 1998.

Mutual Bancorp of the Berkshires, Inc. ("Mutual Bancorp"), Pittsfield and Lenox Financial Services Corp. ("Lenox Financial"), Lenox - permission to merge Lenox Financial with and into Mutual Bancorp under the articles, by-laws and name of Mutual Bancorp. Lenox Financial is the mutual holding company for Lenox Savings Bank and Mutual Bancorp is the mutual holding company for City Savings Bank. Comment period ends October 14, 1998.

North Middlesex Savings Bank, Ayer - permission to establish a branch office at Ten Lowell Street, Carlisle. Comment period ends September 21, 1998.

People's Savings Bank of Brockton, South Easton - permission to relocate a branch office from the Westgate Mall, 200 Westgate Drive, Brockton to 220 Oak Street, Brockton. Comment period ended August 28, 1998.

Rockland Trust Company, Rockland - permission to establish a branch office at 608 Washington Street, Stoughton. Comment period ends September 18, 1998.

Roslindale Co-operative Bank of Boston ("Roslindale"), Roslindale and Charlestown Co-operative Bank ("Charlestown"), Charlestown - permission to merge Charlestown with and into Roslindale under the charter of Roslindale and the name of The Co-operative Bank. The main office of Roslindale will remain the main office of the continuing institution and the sole banking office of Charlestown would be maintained as a branch office. Comment period ended August 21, 1998.

Summit Bank, Medway - permission to (1) close a branch office located at Shaw's Plaza, 238 Main Street, Medfield; and (2) establish a branch office at Medfield Country Village, 18 North Meadows Road, Medfield. Comment periods end September 21, 1998.

Westfield Savings Bank, Westfield - permission to establish a branch office at 1341 Main Street, Springfield. Comment period ends September 16, 1998.

SEPTEMBER 1998 FILING DATE

Complete applications for the September 1998 Activity Report must be received by the Division or the Board on or before 5:00 P.M., Tuesday, September 15, 1998.

COMMUNITY REINVESTMENT ACT DESCRIPTIVE RATINGS AND EVALUATIONS
WHICH BECAME PUBLIC DURING THE MONTH

The following state-chartered institutions have Community Reinvestment Act Descriptive Ratings and Evaluations describing the basis for the Rating issued by the Division of Banks pursuant to Massachusetts General Laws chapter 167, section 14. The ratings, as set out in the statute, for a bank's record of meeting community credit needs are: Outstanding ("O"); High Satisfactory ("HS"); Satisfactory ("S"); Needs to Improve ("NI"); and Substantial Noncompliance ("SNC").

TEMPORARY CHECK CASHER LICENSES

Hearings

Thursday, October 1, 1998 at 3:00 p.m.
Springfield City Hall, Room 220
36 Court Street, Springfield, Massachusetts

St. James Check Cashing, Inc., Springfield, Massachusetts - permission to operate a check casher office within The Spirit Shoppe located at 1132 St. James Avenue, Springfield, Massachusetts. Comment period ends October 8, 1998.

Decisions

World Pawn & Loan, Inc., Springfield, Massachusetts - permission to operate a check casher office located at 522 Summer Avenue, Springfield, Massachusetts - approved August 20, 1998.

For information relative to current Activity Reports please contact the Consumer Assistance Unit.