August 31, 2011 Activity Report

By the Division of Banks

BOARD OF BANK INCORPORATION

Hearings

September 13, 2011
1^st Floor, Hearing Room 1-E
1000 Washington Street
Boston, Massachusetts

At 9:30 a.m.

Salem Five Bancorp ("Salem Five"), Salem, Massachusetts and Stoneham Savings Bank ("Stoneham"), Stoneham, Massachusetts - permission for various approvals in conjunction with a multi-step transaction, whereby Stoneham will reorganize into a mutual holding company under the name Stoneham Bancorp, MHC and Salem Five will become a bank holding company through a merger with Stoneham Bancorp, MHC. Comment period ends September 20, 2011.

At 10:30 a.m.

Brookline Bancorp, Inc. (the "Petitioner"), Brookline, Massachusetts – permission to acquire Bancorp Rhode Island, Inc., Providence, Rhode Island. Bancorp Rhode Island, Inc. is the holding company for Bank Rhode Island, Providence, Rhode Island. The Petitioner is the holding company for Brookline Bank, Brookline and First National Bank of Ipswich, Ipswich. Comment period ends September 20, 2011.

DIVISION OF BANKS

Decisions/Notices

Eastern Bank, Boston - notice to establish a branch office at 486 Essex Street, Lawrence - non-objection issued August 24, 2011.

Massachusetts Postal Employee 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 add membership for those who live or work in the communities of Lynn, Salem, Marblehead, Saugus, Peabody, Beverly, Swampscott and Lynnfield. Membership eligibility is also expanded in Nahant from town employees to those persons who live or work in Nahant. These and other changes are set out in the proposed by-law – approved August 26, 2011.

Middlesex Savings Bank, Natick - permission to close a branch office located at the Horace Mann Plaza, 281A East Central Street, Franklin – approved August 23, 2011.

Northern Bank & Trust Company, Woburn – notice to establish a branch at 600 Main Street, Reading – non-objection issued August 23, 2011.

Northern Massachusetts Telephone Workers' Community Credit Union ("NMTW"), Lowell and Haverhill ("Haverhill") Credit Union, Haverhill - permission to merge under the charter, by-laws and name of NMTW. The main office of NMTW will remain the main office of the continuing credit union and the sole banking office of Haverhill would not be retained as a branch office – approved August 29, 2011.

Worcester Police Department Credit Union, Worcester - 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 to all Municipal Police Employees and related parties in Worcester County as set out in the proposed by-law – approved August 24, 2011.

Applications/Notices Pending

Berkshire Bank, Pittsfield - permission to close branch offices located at (1) 700 Main Street, Great Barrington; (2) 76 Park Street, Lee; (3) 331 State Road, North Adams; and (4) 609 Merrill Road, Pittsfield. Comment period ended August 31, 2011.

First Priority Credit Union, East Boston - 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 to all people who live or work within Norfolk County and Middlesex County as set out in the proposed by law. Comment period ended August 25, 2011.

Lowell Five Cent Savings Bank, Lowell - permission to establish a branch office at 125 E. Dunstable Road, Nashua, New Hampshire. Filed August 2, 2011.

Metro Credit Union, Chelsea - permission to (1) merge with Secure Credit Union ("Secure"), Melrose; and (2) as part of this merger transaction, amend the by-laws of Metro to change membership eligibility. Under the terms of the merger, Secure will merge with and into Metro under the charter, by-laws and name of Metro Credit Union. The main office of Metro would remain the main office of the continuing credit union and the sole banking office of Secure would be retained as a branch office of Metro. Filed August 30, 2011.

OneUnited Bank, Boston, Massachusetts - permission to close its branch office located at 2412 North State Road 7, Lauderdale Lakes, Florida. Comment period ended May 5, 2011.

Polish National Credit Union, Chicopee - notice to establish a branch office within Chicopee Comprehensive High School, 617 Montgomery Street, Chicopee. Filed July 19, 2011.

Stoneham Savings Bank, Stoneham – permission to reorganize into a mutual holding company, Stoneham Bancorp, MHC in a multi-step transaction. Comment period ends September 20, 2011.

Webster Five Cents Savings Bank, Webster - permission to relocate a branch office from 278 Park Avenue, Worcester to 266 Chandler Street, Worcester. Filed June 13, 2011.

Worcester Police Department Credit Union, Worcester – permission to relocate its main office from 400 Grove Street, Worcester to 799-805 West Boylston Street, Worcester. Filed July 14, 2011.

SEPTEMBER 2011 FILING DATE

Complete applications for the September Activity Report must be received by the Division or the Board on or before 5:00 P.M., Thursday, September 15, 2011.

COMMUNITY REINVESTMENT ACT DESCRIPTIVE RATINGS AND EVALUATIONS
WHICH BECAME PUBLIC DURING THE MONTH

The following state-chartered banks and credit unions and licensed mortgage lenders have Community Reinvestment Act descriptive ratings and evaluations describing the basis for the rating issued by the Division of Banks. The ratings, as set out in statute, for a bank's or credit union's record of meeting community credit needs are: Outstanding ("O"); High Satisfactory ("HS"); Satisfactory ("S"); Needs to Improve ("NI"); and Substantial Noncompliance ("SNC"). Licensed mortgage lenders are also assigned one of these ratings to describe their record of meeting the mortgage credit needs in the Commonwealth of Massachusetts.

A consolidated list of all ratings can be found at www.mass.gov/dob.

A copy of an individual CRA evaluation is available directly from the bank, credit union, or mortgage lender which is required by law to make the material available upon request, or from the Division's web site.

CHECK CASHER LICENSES

Decisions

Braz Transfers, Inc., Somerville – permission to operate a check casher office at 377 Somerville, Ave., Somerville – approved August 18, 2011.

Wyman’s Check Cashers LLC, Leominster – permission to operate a check casher office at 30 Pleasant Street, Leominster – approved August 4, 2011.

THE COMMONWEALTH OF MASSACHUSETTS

DIVISION OF BANKS

NOTICE OF PUBLIC HEARING

Pursuant to the provisions of Massachusetts General Laws chapter 167, section 7A, and chapter 171, section 65C1/2, as added by SECTIONS 2 and 3 of Chapter 258 of the Acts of 2010, and in accordance with the provisions of Massachusetts General Laws chapter 30A, section 2, a public hearing will be held on Wednesday, September 14, 2011 at 10:30 a.m., Hearing Room 1-E, 1^st Floor, 1000 Washington Street, Boston, Massachusetts at which comments will be received by the Division of Banks (the "Division") relative to the adoption of 209 CMR 55.00: REVERSE MORTGAGE LOANS.

The purpose of the proposed regulation is to clarify the opt-in and counselor certification requirements for in-person counseling requirements for reverse mortgage loans as well as to establish the eligibility, procedures, disclosures and counseling requirements for a reverse mortgage program. Changes may be made based on testimony at the public hearing or during the comment period.

Written comments may be submitted to the Division on the proposed regulation until 5:00 p.m. on September 21, 2011. Copies of the proposed regulation are available at, and copies may be obtained from, the Massachusetts Division of Banks, 1000 Washington Street, Boston, Massachusetts 02118 or at www.mass.gov/dob/.

THE COMMONWEALTH OF MASSACHUSETTS

DIVISION OF BANKS

NOTICE OF PUBLIC HEARING

Pursuant to the provisions of Massachusetts General Laws chapter 244, section 35A, as most recently amended by SECTION 7 of Chapter 258 of the Acts of 2010, and in accordance with the provisions of Massachusetts General Laws chapter 30A, section 2, a public hearing will be held on Wednesday, September 14, 2011, 1:00 p.m., Hearing Room 1-E, 1^st Floor, 1000 Washington Street, Boston, Massachusetts at which comments will be received by the Division of Banks (the "Division") relative to the adoption of 209 CMR 56.00: RIGHT TO CURE A MORTGAGE DEFAULT.

The purpose of the proposed regulation is to establish a form of notice relative to a borrower’s right to cure a default on a residential mortgage loan. The regulation would establish the required information to be included in the right to cure notice, would establish procedures to determine whether a 150-day notice or a 90-day notice is required and the method of delivery for such notice, and would allow a borrower to request from the entity foreclosing on the mortgage all documentation evidencing the legal authority that it is the holder of the mortgage or is authorized by the holder of the mortgage to foreclose. Changes may be made based on testimony at the public hearing or during the comment period.

Written comments may be submitted to the Division on the proposed regulation until 5:00 p.m. on September 21, 2011. Copies of the proposed regulation are available at, and copies may be obtained from, the Massachusetts Division of Banks, 1000 Washington Street, Boston, Massachusetts 02118 or at www.mass.gov/dob/.

BANK AND CREDIT UNION APPLICATION PROCESS TIMING

As a general rule, applications by banks and credit unions other than those that are subject to a review period set out in statute are intended to be processed and completed within the monthly cycle for which the bank and credit union applies. That review period for such processing is approximately 45 days or less from the date the application is filed with the Division. A decision on the application is generally issued within 5 business days after the review period is completed. The decision then will be reported on the monthly Activity Report for the month in which the decision was issued. The timing of the overall review process including the issuance of a decision and the listing on the monthly Activity Report will be dependent on the applicant’s compliance with all statutory, regulatory and administrative requirements. Applications before the Massachusetts Board of Bank Incorporation are subject to separate timing schedules as set out in the applications of the Board.

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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.