April 30, 1999 Activity Report

BOARD OF BANK INCORPORATION

Hearings

Thursday, May 13, 1999 at 2:00 p.m.
Hearing Room 2203
Leverett Saltonstall Building
100 Cambridge Street
Boston, Massachusetts

Chittenden Corporation, Burlington, Vermont - permission to acquire Vermont Financial Services Corp., Brattleboro, Vermont. In the Commonwealth, Vermont Financial Services Corp. is the holding company for United Bank, Greenfield. Chittenden Corporation is the holding company for two banks in Massachusetts, The Bank of Western Massachusetts, Springfield and Flagship Bank and Trust Company, Worcester. Comment period ends May 24, 1999.

DIVISION OF BANKS

Decisions

Andover Bank, Andover - permission to relocate a branch office from 2171 Main Street, Tewksbury to 2345 Main Street, Tewksbury - approved April 29, 1999.

Citizens Bank of Massachusetts, Boston - permission to close its branch office located within Star Market Supermarket, 448-496 Broadway, Malden - approved April 30, 1999.

Investors Bank & Trust Company, Boston - permission to relocate its main office from 24 Federal Street to 200 Clarendon Street, Boston - approved April 12, 1999.

Landmark Credit Union, North Adams - permission to relocate its main office from 76 Marshall Street to the corner of Ashland Street and Crowley Avenue, North Adams - approved April 30, 1999.

Metropolitan Credit Union ("Metropolitan"), Chelsea - permission to merge with Sheraton Federal Credit Union ("Sheraton"), Boston. Under the terms of the merger, Sheraton will merge 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 Sheraton would not be retained as a branch office - approved April 21, 1999.

Nantucket Bank, Nantucket - permission to establish a branch office at One Amelia Drive, Nantucket - approved April 26, 1999.

Peoples Savings Bank, Holyoke - permission to establish a branch office at Five South Maple Street, Hadley - approved April 15, 1999.

People's Savings Bank of Brockton, South Easton - permission to relocate a branch office from 280 Winthrop Street to 291 Winthrop Street, Taunton - approved April 28, 1999.

Southbridge Credit Union, Southbridge - permission to close its branch office located at 14 Mechanic Street, Southbridge - approved April 16, 1999.

Spencer Savings Bank, Spencer - permission to establish a branch office at 121 South Main Street, Leicester - approved April 15, 1999.

Summit Bank, Medway - permission to establish a branch office at 59 Main Street, Hopkinton - approved April 29, 1999.

Tremont Credit Union, Boston - permission to amend its by-laws to expand the assocations which qualify persons for membership. The amendment relative to membership eligibility would now include (1) employees of Healthfront Services, Inc., Stoneham; (2) employees of AGCS Inc., Stoneham; and (3) employees of the Boston Renaissance Charter School, Boston - approved April 26, 1999.

Wainwright Bank & Trust Company, Boston - permission to establish a branch office at 687 Centre Street, Jamaica Plain - approved April 29, 1999.

Applications Pending

Bank of Western Massachusetts (The), Springfield and United Bank, Greenfield - permission to merge United Bank with and into The Bank of Western Massachusetts. Comment period ends May 24, 1999.

Belmont Savings Bank, Belmont - permission to establish a branch office at the Waltham Crossing Shopping Center, 130 Lexington Street, Waltham. Comment period ends May 21, 1999.

Citizens Bank of Massachusetts, Boston- permission to close a branch office located at Two Fairhaven Road, Mattapoisett. Comment period ended April 21, 1999.

Commerce Bank & Trust Company, Worcester - permission to close a branch office located at 240 Main Street, Worcester. Comment period ends May 19, 1999.

Dedham Institution for Savings, Dedham - permission to establish a branch office at 45 South Main Street, Sharon. Comment period ends May 21, 1999.

Eastern Bank, Lynn - permission to close a branch office located at One Salisbury Square, Salisbury. Comment period after hearing ends May 7, 1999.

Hometown Bank, A Co-operative Bank, Webster - permission to establish a branch office at 31 Sutton Avenue, Oxford. Comment period ends May 21, 1999.

Ipswich Savings Bank, Ipswich - permission to reorganize the Bank into a holding company structure pursuant to a Plan of Reorganization and Acquisition dated as of February 17, 1999 between the Bank and Ipswich Bancshares, Inc., a Massachusetts corporation formed to effect the reorganization. Comment period ended April 21, 1999.

Key Credit Union ("Key"), Revere and H.P. Hood Employees Federal Credit Union ("H.P. Hood"), Boston - permission to merge H.P. Hood with and into Key under the charter, by-laws and name of Key Credit Union. Comment period ends May 25, 1999.

Key Credit Union ("Key"), Revere and Middlesex County Employees Federal Credit Union ("Middlesex"), Cambridge - permission to merge Middlesex with and into Key under the charter, by-laws and name of Key Credit Union. Comment period ends May 25, 1999.

North Easton Savings Bank, North Easton - permission to establish a branch office at 172 Mansfield Avenue, Norton. Comment period ends May 19, 1999.

Quincy Municipal Credit Union, Quincy - permission to relocate its main office from 380 Washington Street to 100 Quincy Avenue, Quincy. Comment period ended January 21, 1999.

Summit Bank, Medway - permission to establish a branch office at 140 South Main Street, Milford. Comment period ends May 21, 1999.

USTrust, Boston - permission to close branch offices located at (1) 856 Massachusetts Avenue, Arlington; (2) 171 Massachusetts Avenue, Lexington; and (3) 691 Broadway, Somerville. Comment periods end May 20, 1999.

May 1999 FILING DATE

Complete applications for the May 1999 Activity Report must be received by the Division or the Board on or before 5:00 P.M., Friday, May 14, 1999.

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").

APPLICATIONS TO SELL INSURANCE
USTrust, Boston - approved April 15, 1999.
Citizens Bank of Massachusetts, Boston - pending.
HomeVest Mortgage Corporation, Newton - pending.
MetroWest Bank, Framingham - pending.
The Cambridge Mortgage Group, Boston - pending.

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