Decision relative to the application of Bankboston Corporation, Boston, Massachusetts to acquire Deutsche Bank Argentina, S.A., Buenos Aires, Argentina

By the Division of Banks


BankBoston Corporation (the "Petitioner"), Boston, Massachusetts, a Massachusetts corporation organized under the provisions of Massachusetts General Laws chapter 156B, and a bank holding company within the meaning of Massachusetts General Laws chapter 167A and registered under the provisions of the federal Bank holding company Act of 1956, has petitioned the Board of Bank Incorporation (the "Board") pursuant to Massachusetts General Laws chapter 167A sections 2 and 4 to acquire Deutsche Bank Argentina, S.A. ("Deutsche Bank"), Buenos Aires, Argentina, a bank organized under the laws of Argentina. The Petitioner's principal wholly-owned subsidiary, BankBoston, N.A., has a branch in Buenos Aires with which Deutsche Bank will merge upon consummation of this transaction.

The Board held a public hearing on the matter on Tuesday, November 18, 1997. Notice of the petition affording opportunity for interested persons to submit comments has been posted and published in accordance with the procedures of the Board. The time period for filing comments and supplemental materials has also expired.

The Board reviewed the application as well as all related documents in accordance with the statutory criteria of whether competition among banking institutions will be unreasonably affected and whether public convenience and advantage would be promoted by approval of the proposed transaction.

One such statutory provision in 1990 requires the Board to have received notice from the Massachusetts Housing Partnership Fund (the "MHPF") that satisfactory arrangements have been made by the Petitioner consistent with MHPF's various affordable housing loan programs. The Board recently received notice from the MHPF that arrangements satisfactory to it had been made for this transaction.

Deutsche Bank is a wholly-owned subsidiary of Deutsche Bank AG, a banking corporation organized under the laws of the Federal Republic of Germany, and its subsidiary corporation, Sueddeutsche Vermoegensverwaltung GMBH, also organized under the laws of the Federal Republic of Germany. Deutsche Bank operates 47 branches located in Buenos Aires, Argentina and its environs.

The application, supporting documents and comments made at the public hearing have established an extensive record on this petition which has been reviewed in light of statutory provisions and policies of the Board. Those requirements necessitate that the Board determine, among other things, that public convenience and advantage will be promoted and that competition among banking institutions will not be unreasonably affected.

According to the application, this transaction will promote public convenience and advantage and provide net new benefits to the Commonwealth by contributing to the financial strength and diversity of BankBoston, N.A. and thereby providing a stronger financial institution for consumers and businesses in Massachusetts. The consummation of this transaction will also preserve and enhance the international operations of BankBoston, N.A. Additionally, this transaction will not adversely affect competition in any banking market in Massachusetts. Having considered the record established on this application, the Board has found that applicable statutory and administrative criteria have been met.

In accordance with its findings and pursuant to statute, the Board hereby approves the application and the Petitioner's acquisition of up to 100 percentum of the stock of Deutsche Bank.

Thomas J. Curry
Commissioner of Banks

Mitchell Adams
Commissioner of Revenue

Board
of Bank
Incorporation

Joseph D. Malone
Treasurer and Receiver-General

December 31, 1997
Date