October 30, 1998 Activity Report

BOARD OF BANK INCORPORATION

Hearings

Tuesday, November 10, 1998 at 10:30 a.m.
Conference Room 2, 21st Floor, John W. McCormack Building
One Ashburton Place, Boston, Massachusetts

Banknorth Group, Inc., Burlington, Vermont - permission to acquire indirect ownership and control of Evergreen Bank, N.A., Glen Falls, New York through its direct merger with Evergreen Bancorp, Inc., Glen Falls, New York. Evergreen Bancorp, Inc. is the bank holding company for Evergreen Bank, N.A. Banknorth Group, Inc. is a multi-bank holding company and the holding company for First Massachusetts Bank, N.A., Worcester, Massachusetts. Additional related authorities requested are specified in the application. Comment period ends November 20, 1998.

Tuesday, November 10, 1998 at 11:00 a.m.
Conference Room 2, 21st Floor, John W. McCormack Building
One Ashburton Place, Boston, Massachusetts

Peoples Heritage Financial Group, Inc., Portland, Maine - permission to acquire SIS Bancorp, Inc., Springfield, Massachusetts. SIS Bancorp, Inc. is a multi-bank holding company and parent of Springfield Institution for Savings, Springfield, Massachusetts. Peoples Heritage Financial Group, Inc. is a multi-bank holding company and the holding company for Family Bank, FSB, Haverhill, Massachusetts. Additional related authorities requested are specified in the application. Comment period ends November 20, 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.

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 ended October 14, 1998.

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 ended October 14, 1998.

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 ended October 26, 1998.

DIVISION OF BANKS

Decisions

Chicopee Savings Bank, Chicopee - permission to establish a branch office at 39 Morgan Road, West Springfield - approved October 29, 1998.

Hingham Institution for Savings (The), Hingham - permission to establish a branch office at 32 Pleasant Street, South Weymouth - approved October 30, 1998.

National Bank of Greece, S.A. (The), Athens, Greece - permission to close a branch office located at 1765 Centre Street, West Roxbury - approved October 30, 1998.

Slade's Ferry Trust Company, Somerset - permission to establish a branch office at 1601 South Main Street, Fall River - approved October 27, 1998.

State Street Bank and Trust Company, Boston - permission to close a branch office located at 357 Beacham Street, Chelsea - approved October 7, 1998.

USTrust, Boston - permission to close branch offices located at (1) 10 Depot Square, Lexington; and (2) 637 Main Street, Waltham - approved October 30, 1998.

Worcester County ("Worcester County") Employees Credit Union, Worcester and Worcester Municipal Federal Credit Union ("Worcester Municipal"), Worcester - permission to merge under the charter and by-laws of Worcester County and the name of Worcester Credit Union. The main office of Worcester Municipal would become the main office of the continuing credit union and the sole banking office of Worcester County would be maintained as a branch office. As part of this transaction, the by-laws of Worcester County would be amended to change membership eligibility - approved October 30, 1998.

Woronoco Savings Bank, Westfield - permission to establish a branch office within Big Y World Class Supermarket, 175 University Drive, Amherst - approved October 27, 1998.

Applications Pending

Bridgewater Savings Bank, Bridgewater - permission to establish a branch office at the Raynham Woods Commerce Center at the corner of New State Highway and Orchard Street, Raynham. Comment period ends November 20, 1998.

Community Bank, A Massachusetts Co-operative Bank (The), Brockton - permission to establish a branch office at 110 Main Street, Bridgewater. Comment period ends November 20, 1998.

City Savings Bank, Pittsfield - permission to establish a branch office within Price Chopper Supermarket, 555 Hubbard Avenue, Pittsfield. Comment period ended October 27, 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 ended October 26, 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.

Flagship Bank and Trust Company, Worcester - permission to establish a branch office at 555 Main Street, Shrewsbury. Comment period ends November 6, 1998.

Gloucester Bank & Trust Company, Gloucester - permission to establish a branch office at 224 Washington Street, Gloucester. Comment period ended October 29, 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 ended October 14, 1998.

Massachusetts Co-operative Bank, Dorchester - permission to establish a branch office at 70 Quincy Avenue, Quincy. Comment period ended October 23, 1998.

Metropolitan Credit Union ("Metropolitan"), Chelsea and New England Joint Board Federal Credit Union ("New England"), Arlington - permission to merge New England with and into Metropolitan under the charter, by-laws and name of Metropolitan Credit Union. The main office of Metropolitan would remain the main office of the continuing credit union and the sole banking office of New England would be closed. Comment period ends November 20, 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 ended October 14, 1998.

Pittsfield Co-operative Bank (The), Pittsfield - permission to establish a branch office at 110 Dalton Avenue, Pittsfield. Comment period ends November 2, 1998.

Stoneham Co-operative Bank, Stoneham - permission to establish a branch office at 80 Montvale Avenue, Stoneham. Comment period ends November 4, 1998.

Summit Bank, Medway - permission to establish a branch office at 267 Hartford Avenue, Bellingham. Comment period ends November 20, 1998.

USTrust, Boston - permission to merge with Lexington Savings Bank ("Lexington"), Lexington and The Federal Savings Bank ("Federal"), Waltham. Under the terms of the separate Agreements of Merger, Lexington and Federal will each merge with and into USTrust under the charter, by-laws and name of USTrust. The main office of USTrust would remain the main office of the continuing institution and all of the banking offices of Lexington and Federal would be maintained as branch offices. USTrust, Federal and Lexington are all subsidiaries of UST Corp., Boston, a bank holding company. Comment period ended October 23, 1998.

USTrust, Boston - permission to establish a branch office at 42 Mall Road, Burlington. Comment period ends November 13, 1998.

NOVEMBER 1998 FILING DATE

Complete applications for the November 1998 Activity Report must be received by the Division or the Board on or before 5:00 P.M., Monday, November 16, 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

Decisions

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 - approved October 14, 1998.

APPLICATIONS TO SELL INSURANCE

Salem Five Cents Savings Bank, Salem - approved October 16, 1998.

Hoosac Bank, North Adams - pending.

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