By the Division of Banks

BOARD OF BANK INCORPORATION

Hearings

Wednesday, December 5, 2001
One South Station, Boston
At 10:00 a.m.

GBC Bancorp, Inc. and General Bank, Los Angeles, California - permission to acquire Liberty Bank and Trust Company, Boston, Massachusetts and become bank holding companies in a multi-step transaction. Comment period ends December 14, 2001.


Wednesday, December 5, 2001
One South Station, Boston
At 10:30 a.m.

MountainOne Financial Partners, MHC ("MountainOne MHC") and MountainOne Financial Partners, Inc., North Adams, Massachusetts - permission to become bank holding companies for Hoosac Bank, North Adams and Williamstown Savings Bank, Williamstown, Massachusetts. As part of this transaction the then existing mutual holding company of each bank will merge with and into MountainOne MHC (In Organization). Comment period ends December 14, 2001.

Decisions

Banknorth Group, Inc., Portland, Maine - permission to acquire Andover Bancorp, Inc., Andover, Massachusetts and its subsidiary banks, Andover Bank, Andover and Gloucester Bank & Trust Company, Gloucester, Massachusetts. Subsequent to the acquisition, Andover Bank and Gloucester Bank & Trust Company will merge with and into First Massachusetts Bank, National Association, Worcester, Massachusetts which is Banknorth Group, Inc.'s bank subsidiary in the Commonwealth - approved October 25, 2001.

Banknorth Group, Inc., Portland, Maine - permission to indirectly acquire MetroWest Bank, Framingham, Massachusetts in a multi-step transaction involving MetroWest Bank merging with and into an interim national bank and a subsequent merger with and into First Massachusetts Bank, National Association, Worcester, Massachusetts, which is Banknorth Group, Inc.'s bank subsidiary in the Commonwealth - approved October 25, 2001.

Boston Private Financial Holdings, Inc. (the "Petitioner"), Boston, Massachusetts - permission to acquire Borel Bank & Trust Company, San Mateo, California and become a bank holding company. In the Commonwealth, the Petitioner is the holding company for Boston Private Bank & Trust Company, Boston, Massachusetts - approved October 25, 2001.

Citizens Financial Group, Inc., Providence, Rhode Island and related parties - permission to acquire (i) Citizens Bank of Pennsylvania (In Organization), Philadelphia, Pennsylvania and (ii) Citizens Bank (In Organization), Wilmington, Delaware. This application is filed in conjunction with a proposed transaction between Citizens Financial Group, Inc. and Mellon Financial Corporation, Pittsburgh, Pennsylvania. In the Commonwealth, Citizens Financial Group, Inc. is the holding company for Citizens Bank of Massachusetts and United States Trust Company, Boston, Massachusetts - approved October 26, 2001.

Applications Pending

Berkshire Financial Services, Inc., Lee, Massachusetts - permission to become a bank holding company through its establishment of Freedom National Bank (in organization), Greenville, Rhode Island. Berkshire Financial Services, Inc. is the mutual holding company for Lee Bank, Lee, Massachusetts. Comment period ended July 20, 2001.

Navis Bank, Gloucester, Massachusetts - permission to establish a new trust company. Comment period ended October 19, 2001.

Williamstown Savings Bank, Williamstown, Massachusetts - permission to establish a mutual savings bank, Williamstown Mutual Savings Bank and a stock savings bank in conjunction with its multi-step reorganization into a mutual holding company, Williamstown Mutual Holding Company. Comment period ended September 10, 2001.

DIVISION OF BANKS

Decisions

Charter Bank, A Co-operative Bank, Waltham - permission to close a branch office located at 450 South Street, Hyannis - approved October 29, 2001.

Citizens Bank of Massachusetts, Boston - permission to relocate a branch office from 571 Washington Street, Wellesley to 75 Central Street, Wellesley - approved October 11, 2001.

Compass Bank for Savings, New Bedford - permission to purchase certain assets and assume certain deposit liabilities of the branch office of Charter Bank, A Co-operative Bank, Waltham located at 450 South Street, Hyannis - approved October 29, 2001.

Country Bank for Savings, Ware - permission to establish a branch office within the Big Y Supermarket, 425 Center Street, Ludlow - approved October 26, 2001.

Florence Savings Bank, Northampton - permission to establish a branch office at 385 College Street, Amherst - approved October 15, 2001.

South Shore Savings Bank, Weymouth - permission to establish a branch office at Commercial Square, 1515 Commercial Street, Weymouth - approved October 29, 2001.

Applications Pending

AllCom Credit Union ("AllCom"), Worcester and Commonwealth Gas Employees' Credit Union ("Commonwealth"), Southborough - permission to merge Commonwealth with and into AllCom under the charter, by-laws and name of AllCom Credit Union. The main office of AllCom would remain the main office of the continuing credit union and the sole banking office of Commonwealth would be retained as a branch office for up to three months after the merger. As part of this transaction, the by-laws of AllCom would be amended to change membership eligibility. Comment period ends November 26, 2001.

Athol Credit Union, Athol - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility would now include persons who live, work, worship or attend school in Franklin County, Hampshire County and the following municipalities in Worcester County: Ashburnham, Athol, Barre, Brookfield, East Brookfield, Gardner, Hardwick, Holden, Hubbardston, Leicester, New Braintree, North Brookfield, Oakham, Paxton, Petersham, Phillipston, Princeton, Royalston, Rutland, Spencer, Templeton, Warren, West Brookfield, Westminster and Winchendon. Comment period ends November 26, 2001.

Beverly Co-operative Bank, Beverly -permission to establish a branch office within the Axcelis Technologies, Inc. building, 108 Cherry Hill Drive, Beverly. Comment period ends November 19, 2001.

Chicopee Savings Bank, Chicopee - permission to establish a branch office at 477 Center Street, Ludlow. Comment period ends November 19, 2001.

City Savings Bank ("City"), Pittsfield and Lenox Savings Bank ("Lenox"), Lenox - permission to merge Lenox with and into City under the charter and by-laws of City and the name of Legacy Banks. The main office of City would remain the main office of the continuing institution and all of the banking offices of Lenox would be retained as branch offices. City and Lenox are both subsidiaries of Legacy Group, Inc. and its parent company, Mutual Bancorp of the Berkshires, Inc. Comment period ends November 26, 2001.

East Cambridge Savings Bank, Cambridge - permission to establish a branch office at the Wal-Lex Shopping Center, 860 Lexington Street, Waltham. Comment period ends November 19, 2001.

Fall River Municipal Employees Credit Union, Fall River - permission to establish a branch office at the intersection of G.A.R. Highway (Route 6) and Greystone Avenue, North Dartmouth. Comment period ended June 12, 2001.

General Electric River Works Employees Credit Union (the "Credit Union"), Lynn - permission to amend its by-laws to (1) expand membership eligibility to now include those who live, work or worship in Essex County or reside within twenty-five miles of the main office of the Credit Union, as well as other changes which include, but are not limited to, various relationships with General Electric Company, as specified in the proposed by-law; and (2) change the name of the Credit Union to West Lynn Credit Union. Comment periods ended June 22, 2000.

Hoosac Financial Services, Inc. ("Hoosac Financial"), North Adams and Williamstown Mutual Holding Company (In Organization) ("Williamstown MHC"), Williamstown - permission to merge with and into MountainOne Financial Partners, MHC (In Organization) ("MountainOne MHC"), North Adams. Hoosac Financial is the mutual holding company for Hoosac Bank and Williamstown MHC is the proposed mutual holding company for Williamstown Savings Bank. Upon consummation of the proposed transaction both banks will be maintained as separate subsidiaries of MountainOne Financial Partners, Inc., the mid-tier holding company subsidiary of MountainOne MHC. Comment period ends December 14, 2001.

Liberty Bank and Trust Company ("Liberty Bank"), Boston, Massachusetts and General Bank, Los Angeles, California - permission to merge Liberty Bank with and into General Bank in a multi-step transaction. Under the proposed transaction the banking offices of Liberty Bank will be retained as branch offices. Comment period ends December 14, 2001.

Medford Co-operative Bank, Medford - permission to establish a branch office at 164 Great Road, Bedford. Comment period ends November 15, 2001.

Postal Community Credit Union, Boston - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility would now include persons who reside in or are employed by entities with a location in Essex, Middlesex, Norfolk, Plymouth and Suffolk Counties. Comment period ended August 27, 2001.

Southern Massachusetts Telephone Workers' Credit Union, Fairhaven - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility would now include persons who live, work, worship or attend school in Barnstable, Bristol, Dukes, Nantucket, Norfolk and Plymouth Counties, as well as other provisions specified in the proposed by-law. Comment period ended April 23, 2001.

Westfield Mutual Holding Company, Westfield - permission to issue up to 47% of the common stock of an intermediate holding company, Westfield Financial, Inc. which is being formed as part of this transaction. Westfield Bank would become a direct subsidiary of the intermediate holding company. Comment period ended October 24, 2001.

Williamstown Savings Bank, Williamstown - permission to reorganize into a mutual holding company, Williamstown Mutual Holding Company, as part of a multi-step transaction. Comment period ended September 10, 2001.

NOVEMBER 2001 FILING DATE

Complete applications for the November Activity Report must be received by the Division or the Board on or before 5:00 P.M., Thursday, November 15, 2001.

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").

  

DATE OF

BANK

RATING

EXAMINATION

Aldenville Credit Union, Chicopee

S

06/19/01

Brockton Postal Employees Credit Union, Brockton

S

08/20/01

Marlborough Co-operative Bank, Marlborough

HS

07/30/01

Norwood Co-operative Bank, Norwood

HS

07/25/01

TEMPORARY CHECK CASHER LICENSES

Decisions

Boston Check Cashers, Inc., Boston, Massachusetts - permission to operate a check casher office at 25 American Legion Highway, Revere, Massachusetts - approved October 24, 2001.

Applications Pending

Peabody Check Cashing, Inc., Peabody, Massachusetts - permssion to operate a check casher office at 42 Foster Street, Peabody, Massachusetts. Comment period ends November 7, 2001.

APPLICATIONS TO SELL INSURANCE

Woronoco Savings Bank, Westfield - approved October 5, 2001
Easthampton Savings Bank, Easthampton - pending

CHANGE IN SERVICE

PLEASE NOTE: Beginning January 1, 2002, all publications of the Division will be delivered electronically. The Division currently offers email delivery of its publications, including the Monthly Activity Report. You now have the option of receiving the publication in an email addressed to you instead of by postal mail. Your participation is encouraged. To subscribe, simply send an email to:

dobactivityreport-subscribe@listserv.state.ma.us

If you need assistance or have questions, please contact Bernard N. Waxman at 617.956.1571.


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