By the Division of Banks

BOARD OF BANK INCORPORATION

Decisions

Butler Bancorp, MHC (the "Petitioner"), Lowell, Massachusetts - permission to become a bank holding company through the indirect acquisition of Marlborough Co-operative Bank ("Marlborough"), Marlborough, Massachusetts, through a merger with its mutual holding company, Marlborough Bancorp, MHC., Marlborough, Massachusetts. Additionally, Butler Bancorp, Inc., a direct subsidiary of the Petitioner, also seeks approval to become a bank holding company through the direct acquisition of the shares of Marlborough. Butler Bancorp, Inc. is the mutual holding company of Butler Bank. Upon consummation of the transaction, the Petitioner would be the holding company for both Butler Bank and Marlborough - approved May 10, 2007.

Chittenden Corporation, ("Chittenden" or the "Petitioner"), Burlington, Vermont - permission to acquire Merrill Merchants Bank, Bangor, Maine, through the acquisition of its holding company, Merrill Merchants Bancshares, Inc., Bangor, Maine. In the Commonwealth, Chittenden is the holding company for The Bank of Western Massachusetts, Springfield, Massachusetts and Flagship Bank and Trust Company, Worcester, Massachusetts - approved May 14, 2007.

Applications Pending

BankFive, MHC and BankFive Corporation, (the "Petitioners"), Fall River, Massachusetts - permission to acquire Luzo Community Bank, New Bedford, Massachusetts, through the acquisition of its holding company, New Bedford Community Bancorp, New Bedford, Massachusetts in a multi-step transaction involving the Board and the Division of Banks (the "Division"). In the Commonwealth, the Petitioners are the mutual holding company and the mid-tier stock holding company for Fall River Five Cents Savings Bank d/b/a BankFive ("BankFive"), Fall River, Massachusetts. In connection with this multi-step transaction, the approval of the Board will also be required for the establishment of an interim trust company. Applications have also been filed with the Division which include approval for the subsequent merger of Luzo Community Bank with and into BankFive. Comment period ended May 18, 2007.

Boston Private Financial Holdings, Inc., (the "Petitioner"), Boston, Massachusetts - permission to acquire Charter Financial Corporation and its wholly-owned banking subsidiary, Charter Bank, Bellevue, Washington. In the Commonwealth, the Petitioner is the holding company for Boston Private Bank & Trust Company, Boston, Massachusetts. Comment period ends June 11, 2007.

MountainOne Financial Partners, MHC, North Adams, Massachusetts, and its mid-tier stock holding company subsidiary (the "Petitioners") - permission to acquire ownership of and control of South Coastal Bank ("South Coastal"), Rockland, Massachusetts, through a merger with South Coastal's mutual holding company, South Coastal Holdings MHC, Inc. The Petitioners are the mutual holding company and mid-tier stock holding company for Hoosac Bank, North Adams, Massachusetts and Williamstown Savings Bank, Williamstown, Massachusetts. As a result of this transaction, the Petitioners will control South Coastal Bank in addition to its existing bank subsidiaries, Hoosac Bank and Williamstown Savings Bank. Comment period ended May 11, 2007.

Power Corporation Of Canada, Power Financial Corporation, and related parties, ("Power" or the "Petitioners"), Montreal, Quebec, Canada - permission to acquire Putnam Fiduciary Trust Company, ("Putnam") Boston, Massachusetts, a Massachusetts chartered trust company. Putnam is an indirect subsidiary of Putnam Investments Trust, Boston, Massachusetts. Comment period ended May 18, 2007.

State Street Corporation, (the "Petitioner"), Boston, Massachusetts - permission to acquire Investors Bank & Trust Company, ("Investors"), Boston, Massachusetts, through the acquisition of its holding company, Investors Financial Services Corp., Boston, Massachusetts. In conjunction with this transaction, a related application has been filed with the Division of Banks for approval to merge Investors with and into the Petitioner's subsidiary bank, State Street Bank and Trust Company, Boston, Massachusetts. Comment period extended until June 21, 2007.

The Bank of New York Company, Inc. ("BNY"), New York, New York and Mellon Financial Corporation ("Mellon") - permission to merge and acquire ownership of and control of Mellon Trust of New England, National Association ("Mellon Trust N.A."), Boston, Massachusetts. Comment period ended May 31, 2007.

DIVISION OF BANKS

Decisions/Notices

Braintree Co-operative Bank (The), Braintree - notice to establish a branch office at 503-505 Quincy Avenue, Quincy - non-objection issued May 30, 2007.

Eastern Bank ("Eastern"), Boston, Massachusetts and The Sharon Co-operative Bank ("Sharon"), Sharon, Massachusetts - permission to merge under the charter, by-laws and name of Eastern. The main office of Eastern would remain the main office of the continuing institution and the sole banking office of Sharon would be retained as a branch office - approved May 9, 2007.

Holyoke Credit Union, ("Holyoke"), Holyoke, Massachusetts and Agawam Federal Credit Union, ("Agawam"), Agawam, Massachusetts - permission to merge under the charter, by-laws and name of Holyoke. The main office of Holyoke would remain the main office of the continuing credit union and the sole banking office of Agawam would be retained as a branch office - approved May 17, 2007.

Lowell Five Cent Savings Bank, Lowell - notice to establish a branch office at 97 University Avenue, Lowell - non-objection issued May 30, 2007.

Metro Credit Union, Chelsea - notice to establish a branch office at 1071 Massachusetts Avenue, Boston - non-objection issued May 8, 2007.

Metro Credit Union, Chelsea - permission to close a branch office located at 233 Cochituate Road, Framingham - approved May 8, 2007.

Applications/Notices Pending

Citizens Bank of Massachusetts, Boston - permission to relocate a branch office from 421 Lowell Street, Lexington to 1776 Massachusetts Avenue, Lexington. Comment period ends June 21, 2007.

Danversbank, Danvers - permission to relocate a branch office from 579 Main Street, Wilmington to 275 Main Street, Wilmington. Comment period ends June 7, 2007.

Dedham Institution for Savings, Dedham - permission to relocate a branch office from 601 High Street, Dedham to 420 Washington Street, Dedham. Comment period ends June 14, 2007.

First Priority Credit Union, Boston - notice to establish a branch office at 466 Bennington Street, East Boston. Filed March 27, 2007. (Note: Although it is the same site, the address had previously been identified as 480 Bennington Street.)

Lynn Postal District Employees Credit Union, Lynn - notice to establish a branch office within the U.S. Postal Facility at 462 Washington Street, Woburn. Filed May 15, 2007.

Lynn Postal District Employees Credit Union (the "Credit Union"), Lynn - permission to (1) expand the associations which qualify persons for membership; and (2) change the name of the Credit Union to Massachusetts Postal Employees Credit Union. The amendment relative to membership eligibility proposes to add membership for employees of the United States Postal Service who live or work in Essex County, Middlesex County, Suffolk County and Worcester County. Additional changes are set out in the proposed membership by-law. Comment period ends July 6, 2007.

North Shore Bank, A Co-operative Bank, Peabody - notice to establish a branch office at 248 Andover Street, Peabody. Filed May 23, 2007.

St. Jean's Credit Union, Lynn - permission to close a branch office located at 500 Rutherford Avenue, Charlestown. Comment period ends June 13, 2007.

State Street Bank and Trust Company ("State Street"), Boston, Massachusetts and Investors Bank & Trust Company ("Investors"), Boston, Massachusetts - permission for the merger of Investors with and into State Street with the banking office of Investors to become a branch office of State Street. Comment period extended until June 21, 2007.

State Street Bank and Trust Company, Boston, Massachusetts - permission to relocate a branch office from Shiroyama Trust Tower, 4-3-1 Toranomon, Minato-ku, Tokyo, Japan to Midtown Tower, 9-7-1 Akasaka, Minato-ku, Tokyo. Comment period ended May 30, 2007.

Washington Savings Bank, Lowell - notice to establish a branch office at Tyngsboro High School, 36 Norris Road, Tyngsboro. Filed May 15, 2007.

JUNE 2007 FILING DATE

Complete applications for the June Activity Report must be received by the Division or the Board on or before 5:00 P.M., Friday, June 15, 2007.

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").

Financial InstitutionRatingDate of Examination

Brockton Postal Employees Credit Union

S

08/21/06

Hudson Savings Bank

S

02/20/07

Salem Five Cents Savings Bank

S

02/20/07

Telephone Workers' Credit Union

S

02/05/07

Workers' Credit Union

O

02/05/07

APPLICATIONS TO SELL INSURANCE

None

TEMPORARY CHECK CASHER LICENSES

Applications Pending

John Tamburo d/b/a Tamburo Check Cashing, Everett, Massachusetts - permission to operate a check casher office at 241 Beacham Street, Everett. Comment period ended Tuesday, September 5, 2006.

Kirsch & Davis, Inc. d/b/a Kirsch Package Store, Worcester, Massachusetts - permission to operate a check casher office at 646 Main Street, Worcester. Comment period ended Thursday, August 24, 2006.

Parrot Check Cashing, LLC, Cambridge, Massachusetts - permission to operate a check casher office located at 56 Creighton Street, Cambridge and a mobile check cashing service to serve the North Cambridge, Massachusetts area. Comment period ended Wednesday, February 28, 2007.

Pioneer Check Cashing, Inc., Springfield, Massachusetts - permission to operate a check casher office located within the Chestnut Package Store, 95 Chestnut Street, Springfield, Massachusetts. Comment period ended Tuesday, October 10, 2006.

St. James Checking, Inc., Springfield, Massachusetts - permission to operate a check casher office located at 2217 Northampton Street, Holyoke, Massachusetts. Comment period ended Wednesday, April 11, 2007.

St. James Checking, Inc., Springfield, Massachusetts - permission to operate a check casher office located at 543 Main Street, Southbridge, Massachusetts. Comment period ended Thursday, April 12, 2007.


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