By the Division of Banks

BOARD OF BANK INCORPORATION

Hearings

There are no hearings scheduled for the month of October.

November 4, 2004
Fifth Floor - Hearing Room A
One South Station
Boston, Massachusetts

At 10:00 a.m.

Brookline Bancorp, Inc., Brookline, Massachusetts - permission to acquire Medford Co-operative Bank, Medford, Massachusetts, through a merger with its holding company, Mystic Financial, Inc., Medford, Massachusetts. Brookline Bancorp, Inc. is the holding company for Brookline Bank, Brookline, Massachusetts. Comment period ends November 11, 2004.

At 10:30 a.m.

Eastern Bank Corporation (the "the Petitioner"), Boston, Massachusetts - permission to become a bank holding company through the acquisition of Plymouth Savings Bank, Wareham, Massachusetts, through a merger with its mutual holding company, Plymouth Bancorp, Inc., Wareham, Massachusetts. The Petitioner is the mutual holding company for Eastern Bank. Comment period ends November 11, 2004.

At 11:00 a.m.

Banknorth Group, Inc., Portland, Maine - permission to acquire Boston Federal Savings Bank, Burlington, Massachusetts through a merger with its holding company, BostonFed Bancorp, Inc., Burlington, Massachusetts. Comment period ends November 11, 2004.

Decisions

Boston Private Financial Holdings, Inc. (the "Petitioner"), Boston, Massachusetts - permission to acquire Encino State Bank, Encino, California. In the Commonwealth, the Petitioner is the holding company for Boston Private Bank & Trust Company, Boston, Massachusetts - approved September 29, 2004.

Applications Pending

Georgetown Savings Bank, Georgetown, Massachusetts - permission to convert from a Massachusetts chartered savings bank to a federal savings bank. Comment period ended September 3, 2004.

DIVISION OF BANKS

Decisions

Cape Cod Five Cents Savings Bank, Harwichport -permission to (i) purchase certain assets and assume certain deposit and other liabilities of the branch office of Rockland Trust Company, Rockland located at 75 Brackett Road, North Eastham; and in connection therewith (ii) establish and maintain a branch office at that location - approved September 28, 2004.

Citizens Bank of Massachusetts, Boston, Massachusetts - permission to (i) purchase certain assets and assume certain deposit and other liabilities of CharterOne Bank, N.A., Cleveland, Ohio and in connection therewith (ii) establish and maintain branch offices at 1) 33 Center Street, Ludlow; 2) 1283 Memorial Street, Chicopee; 3) 455 Main Street, Wilbraham; 4) 33 Main Street, Belchertown; 5) 645 Center Street, Ludlow; 6) 950 Main Street, Springfield; 7) 276 Cottage Street, Springfield; 8) 187 Main Street, Indian Orchard; 9) 20 Island Pond Road, Springfield; 10) 398 Longmeadow Street, Longmeadow; 11) Price Chopper Supermarket, 240 East Main Street, Marlborough; 12) Price Chopper Supermarket, 555 Hubbard Avenue, Pittsfield; and 13) Price Chopper Supermarket, 50 Cambridge Street, Worcester, Massachusetts - approved September 30, 2004.

Citizens-Union Savings Bank, Fall River - permission to establish a branch office at 355-357 Acushnet Avenue, New Bedford - approved September 13, 2004.

Merrimac Savings Bank, Merrimack, Massachusetts - permission to establish a branch office at 29 South Main Street, Newton, New Hampshire - approved September 9, 2004.

Rockland Trust Company ("Rockland"), Rockland - permission to close a branch office located at 75 Brackett Road, North Eastham. In connection with this petition, Rockland has entered into an agreement whereby Cape Cod Five Cents Savings Bank, Harwichport would, subject to regulatory approval and consummation of the transaction, purchase certain assets and assume certain deposit and other liabilities of that branch office and maintain that location as a branch office - approved September 28, 2004.

St. Mary's Credit Union, Marlborough - permission to establish a branch office at Colonial Shopping Plaza, 439 Main Street, Hudson - approved September 30, 2004.

Seamen's Bank, Provincetown - permission to establish a branch office at 4355-4365 Route 6, North Eastham - approved September 2, 2004.

Applications Pending

Aldenville Credit Union, Chicopee - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility proposes to include those who reside, work, worship or attend school in all of the communities in Hampden and Hampshire Counties and the Towns of Whately and Sunderland in Franklin County, as set out in the proposed by-law, as well as those employed by a company with its main office or corporate headquarters within these communities. Comment period ended August 26, 2004.

Berkshire Bank, Pittsfield, Massachusetts - permission to (i) purchase certain assets and assume certain deposit and other liabilities of the branch office of The National Bank of Vernon, Vernon, New York located at 210-212 Main Street, Oriskany Falls, New York; and in connection therewith (ii) establish and maintain a branch office at that location. Comment periods ended August 19, 2004.

Clinton Savings Bank, Clinton - permission to establish a branch office on Shrewsbury Street at the intersection of Route 140 and Route 70, Boylston. Comment period ends October 18, 2004.

Enterprise Bank and Trust Company, Lowell, Massachusetts - permission to establish a branch office at Eastpointe Plaza, 130 Main Street, Unit 101 A/B, Salem, New Hampshire. Comment period ended August 19, 2004.

Graphics Arts Credit Union, Southborough - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility proposes to add membership for members of Printing Industries of New England and delete references to The Printing Industry of Connecticut and Western Massachusetts. Comment period ends October 25, 2004.

Lowell Five Cent Savings Bank, Lowell - permission to establish a branch office at Stadium Plaza, 10 Main Street, Tewksbury. Comment period ends October 15, 2004.

Reading Co-operative Bank, Reading - permission to establish a branch office at 230 Lowell Street, Wilmington. Comment period ends October 18, 2004.

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 proposes to 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.

Quincy Municipal Credit Union (the "Credit Union"), Quincy - permission to amend its by-laws to (1) expand membership eligibility to now include persons who reside in or are employed in Norfolk County, Plymouth County, Barnstable County and Dorchester, Massachusetts; and (2) change the name of the Credit Union to Quincy Credit Union. Comment periods ended August 26, 2004.

River Works Credit Union ("the "Credit Union"), Lynn - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility proposes to change that by-law provision by including references to Middlesex and Suffolk Counties as well as those who work within a twenty-five mile radius of the Credit Union. Comment period ends October 25, 2004.

Rockland Trust Company, Rockland - permission to close its branch office located at Rockland Plaza, 123 Market Street, Rockland. Comment period ends October 18, 2004.

Springfield Teachers Credit Union, Springfield - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership eligibility proposes to include those who live, work or worship in Berkshire, Franklin, Hampden and Hampshire Counties as well as family members as defined in the proposed by-law. Comment period ended August 26, 2004.

Tremont Credit Union ("Tremont"), Boston and New Boston Federal Credit Union ("New Boston"), Dorchester - permission to merge under the charter, by-laws and name of Tremont Credit Union. The main office of Comment period ends November 11, 2004. Tremont would remain the main office of the continuing credit union and the sole banking office of New Boston would not be retained as a branch office. Comment period ends October 25, 2004.

OCTOBER 2004 FILING DATE

Complete applications for the October Activity Report must be received by the Division or the Board on or before 5:00 P.M., Friday, October 15, 2004.

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

FINANCIAL INSTITUTION

RATING

EXAMINATION

Greenfield Co-operative Bank, Greenfield

HS

05/14/04

Wainwright Bank & Trust Company, Boston

O

05/24/04

APPLICATIONS TO SELL INSURANCE

No insurance sales applications were filed during the month of September 2004.

TEMPORARY CHECK CASHER LICENSES

Hearing

There are no hearings for the month of October.

Decisions

NISA, Inc. D/B/A The Check Depot, Worcester, Massachusetts - permission to operate a check casher office at 166 Madison Street, Worcester - approved September 9, 2004.

Applications Pending

City Check Cashing, Inc., Medford, Massachusetts - permission to operate a check casher office at 209 Mystic Avenue, Medford, Massachusetts. Comment period ended September 28, 2004.

Peabody Check Cashing, Inc., Peabody, Massachusetts - permission to operate a check casher office at 101 Ferry Street, Malden, Massachusetts. Comment period ended May 19, 2004.

PLEASE NOTE: All publications of the Division of Banks are now delivered electronically. 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.