By the Division of Banks

BOARD OF BANK INCORPORATION

There are No Public Hearings Scheduled for January 2003.

Decisions

Banknorth Group, Inc., ("Banknorth") Portland, Maine - permission to acquire Warren Bancorp, Inc., ("Warren") Peabody, Massachusetts. In the Commonwealth, Warren is the holding company for Warren Five Cents Savings Bank, Peabody, Massachusetts. As part of this multi-step transaction, Warren Five Cents Savings Bank will merge with and into Banknorth's banking subsidiary, Banknorth, N.A., Portland, Maine - approved December 23, 2002.

Bridgewater Savings Bank (the "Bank"), Bridgewater - permission to establish a mutual savings bank, Bridgewater De Novo Mutual Savings Bank, and a stock savings bank in conjunction with its multi-step reorganization into a mutual holding company, Bridgewater Financial, MHC and to redesignate the Bank's main office from 14 Main Street, Bridgewater, Massachusetts to 756 Orchard Street, Raynham, Massachusetts - approved December 23, 2002.

Citizens Financial Group, Inc. ("Citizens Financial"), Providence, Rhode Island and related parties - permission to acquire indirectly Commonwealth Bancorp, Inc., a Pennsylvania corporation, and its subsidiary, Commonwealth Bank, Norristown, Pennsylvania. As part of this multi-step transaction, Commonwealth Bank would merge with and into Citizens Bank of Pennsylvania, Philadelphia, Pennsylvania, a subsidiary of Citizens Financial. In the Commonwealth, Citizens Financial is the holding company for Citizens Bank of Massachusetts, Boston, Massachusetts and United States Trust Company, Boston, Massachusetts - approved December 23, 2002.

OneUnited Bank, Boston, Massachusetts, Formerly The Boston Bank of Commerce, Boston, Massachusetts - permission to acquire Family Savings Bank, F.S.B., Los Angeles, California and become a bank holding company in a multi-step transaction - approved December 30, 2002.

DIVISION OF BANKS

Decisions

Abington Savings Bank, Abington - permission to establish a branch office at 97 Libbey Parkway, Weymouth - approved December 20, 2002.

Asian American Bank & Trust Company, Boston - permission to establish a branch office within Kam Man Center, President Plaza, 227 Quincy Avenue, Quincy - approved December 30, 2002.

AllCom Credit Union, Worcester - permission to amend its by-laws to expand the associations which qualify persons for membership. This application was filed in conjunction with the previously approved application for the merger of Commonwealth Gas Employees' Credit Union, Southborough with and into AllCom Credit Union - By-law amendment provision approved December 20, 2002.

Bridgewater Savings Bank (the "Petitioner"), Bridgewater - permission to reorganize into a mutual holding company, Bridgewater Financial, MHC. The reorganization is structured as a multi-step transaction involving a new mutual savings bank caused to be chartered by the Petitioner and the subsequent merger of the Petitioner with and into the stock subsidiary banking institution formed by the reorganization which will operate under the name of Bridgewater Savings Bank - approved December 23, 2002.

Citizens Bank of Rhode Island, Providence, Rhode Island - permission to close a branch office located within Ro-Jack's Foodstore, 1475 Newman Avenue, Seekonk, Massachusetts - approved December 30, 2002.

Energy Credit Union, West Roxbury - permission to relocate its main office from 201 Rivermoor Street, West Roxbury to 52 Second Avenue, Waltham - approved December 17, 2002.

Equitable Co-operative Bank, Lynn - permission to relocate a branch office from 338 Broadway, Lynn to 390 Broadway, Lynn - approved December 27, 2002.

Monson Savings Bank, Monson - permission to establish a branch office at Post Office Plaza at the intersection of Cordelia Circle and Boston Road, Wilbraham - approved December 24, 2002.

OneUnited Bank, Boston, Massachusetts, Formerly The Boston Bank of Commerce, Boston, Massachusetts - permission to merge Family Savings Bank, F.S.B, Los Angeles, California with and into OneUnited Bank. Under the proposed transaction, the banking offices of Family Savings Bank, F.S.B. will be retained as branch offices - approved December 30, 2002.

Rockland Trust Company, Rockland - permission to 1) relocate a branch office from Mashpee Commons, Route 28 and Route 151, Mashpee to 5 Shellback Way, Mashpee; and 2) establish a branch office on East Washington Street, North Attleboro - approved December 20, 2002.

St. Mary's Credit Union, Marlborough - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility would now include people who work or reside in Middlesex and Worcester Counties. - approved December 20, 2002.

Tremont 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 (1) Employees of Blackwell Publishing, Malden; (2) Employees of The Colonel Daniel Marr Boys and Girls Club, Dorchester; and (3) Employees of, members of and employees of certain entities related to the Boston Society of Architects, Boston - approved December 2, 2002.

Tremont 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 live, work or worship in Suffolk County - approved December 30, 2002.

Applications Pending

Brockton Postal Employees Credit Union, Brockton - permission to expand the associations which qualify persons for membership to include government employees as defined who work or live in the counties now authorized in the by-laws and to expand eligibility to such government employees and certain United States Postal Service employees who live or work in Suffolk County. Other changes are set out in the proposed by-law. Comment period ended December 30, 2002.

Capital Crossing Bank ("Capital"), Boston - permission to close its branch office located at 1220 Boylston Street, Chestnut Hill. In connection with the petition, Capital has entered an agreement whereby Century Bank and Trust Company, Boston would, subject to regulatory approval and consummation of the transaction, purchase certain assets and assume certain deposit liabilities of that office and Capital's main office located at 101 Summer Street, Boston. Comment period ends January 10, 2003.

Century Bank and Trust Company ("Century"), Somerville - permission to purchase certain assets and assume certain deposit liabilities of the branch office and the main office of Capital Crossing Bank located at 1220 Boylston Street, Chestnut Hill and 101 Summer Street, Boston, respectively. Following the transaction, Century will not operate these offices. Purchased deposit liabilities of the Chestnut Hill branch office will be assigned to another Century branch office. Comment period ends January 10, 2003.

Citizens Bank of Massachusetts, Boston - permission close its branch offices located at (1) 430 Massachusetts Avenue, Arlington; (2) 258 Cambridge Street, Burlington; (3) 443 Charles Street, Malden; (4) 361 Main Street, Malden; (5) 328 Broadway, Somerville; and (6) 695 Main Street, Waltham, Massachusetts. Comment periods ended December 16, 2002.

Eagle Bank, Everett - permission to establish a branch office at 219 Centre Street, Malden. Comment period ended December 16, 2002.

Eastern Bank, Lynn - permission to establish a branch office at 1690 Main Street, Weymouth. Comment period ends January 9, 2003.

Fidelity Co-operative Bank, Fitchburg - permission to relocate a branch office from 25 Main Street, Shirley to 21 Main Street, Shirley. Comment period ends January 10, 2003.

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.

Rockland Trust Company, Rockland - permission to establish a branch office at 275 New State Highway, Raynham. Comment period ends January 16, 2003.

Salem Five Cents Savings Bank, Salem - permission to establish a branch office at 86-92 Highland Avenue, Malden. Comment period ends January 16, 2003.

Slade's Ferry Trust Company, Somerset - permission to close its branch office located within Walgreens, 838 Pleasant Street, New Bedford - application withdrawn December 4, 2002.

JANUARY 2003 FILING DATE

Complete applications for the January Activity Report must be received by the Division or the Board on or before 5:00 P.M., Wednesday, January 15, 2003.

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

Lawrence Teachers Credit Union, Lawrence

S

10/09/02

Monsanto Employees Credit Union, Springfield

S

10/08/02

Randolph Savings Bank, Randolph

S

09/16/02

Seamen's Bank, Provincetown

HS

10/15/02

Slade's Ferry Trust Company, Somerset

S

08/27/02

T.W.H. Credit Union, Waltham

S

10/22/02

Turnpike Credit Union, Weston

S

10/28/02

Waltham Municipal Employees Credit Union, Waltham

S

10/17/02

APPLICATIONS TO SELL INSURANCE

Eastern Bank - approved December 20, 2002
Dean Co-operative Bank, Franklin - pending
Medway Co-operative Bank - pending
Cambridgeport Bank, Cambridge - pending


CHANGE IN SERVICE

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