BOARD OF BANK INCORPORATION

Hearings

September 8, 2005
Fifth Floor - Hearing Room A
One South Station
Boston, Massachusetts

At 10:30 a.m.

Salem Five Cents Savings Bank, Salem, Massachusetts - permission to establish a mutual savings bank in conjunction with its multi-step reorganization into a mutual holding company, Salem Five Bancorp. The continuing bank will operate under the name Salem Five Cents Savings Bank. Comment period ends September 12, 2005.

At 11:00 a.m.

Monson Savings Bank, Monson Massachusetts - permission to establish a mutual savings bank in conjunction with its multi-step reorganization into a mutual holding company, Monson Financial Services, MHC, with a mid-tier holding company, Monson Financial Services Corp. The continuing bank will operate under the name Monson Savings Bank. Comment period ends September 12, 2005.

At 11:20 a.m.

Florence Savings Bank, Florence Massachusetts - permission to establish a mutual savings bank in conjunction with its multi-step reorganization into a mutual holding company, Florence Bancorp, MHC. The continuing bank will operate under the name Florence Savings Bank. Comment period ends September 12, 2005.

Applications Pending

Boston Private Financial Holdings, Inc. (the "Petitioner"), Boston, Massachusetts - permission to acquire Gibraltar Financial Corporation and its wholly owned subsidiary, Gibraltar FSB, Coral Gables, Florida. In the Commonwealth, the Petitioner is the holding company for Boston Private Bank & Trust Company, Boston, Massachusetts. Comment period ended July 15, 2005.

Patriot Community Bank, Woburn, Massachusetts - permission to establish a new co-operative bank. Comment period ended July 15, 2005.

DIVISION OF BANKS

NOTE: On April 7, 2005 the Division of Banks (the "Division") reissued Regulatory Bulletin 2.1-104 (the "Regulatory Bulletin") to reflect changes made to branching procedures, as set forth in Chapter 461 of the Acts of 2004, AN ACT RELATIVE TO BANKS AND BANKING, as well as other procedural changes made by the Division. Under the new procedures, an eligible bank or credit union may submit a notice to the Division in order to establish a branch office in the Commonwealth. The Regulatory Bulletin requires that an application be filed with the Division for all other branch office transactions including branch office openings in other states, branch office relocations and closings, as well as main office relocations and redesignations. This Activity Report is the first activity report to reflect these changes to branching procedures.

Decisions / Notices

Boston Trust & Investment Company, Boston - permission to relocate its main office from 40 Court Street, Boston to One Beacon Street, Thirty-third Floor, Boston - approved July 26, 2005.

Citizens Bank of Massachusetts, Boston - permission to close its branch office located at 44 Broadway, Malden - approved July 20, 2005.

HarborOne Credit Union, Brockton - notice to establish a branch office at 63 Long Pond Road, Plymouth - non-objection issued July 6, 2005.

Middlesex Savings Bank, Natick - notice to establish a branch office at 235 Old Connecticut Path, Framingham - non-objection issued July 25, 2005.

OneUnited Bank, Boston - notice to establish a branch office at 631 Warren Street, Dorchester - non-objection issued July 11, 2005.

Polish National Credit Union, Chicopee - permission to expand the associations which qualify persons for membership. The amendment relative to membership eligibility proposes to add membership for those who work or attend any accredited public or private college, university, high school, elementary school or vocational school in Hampden County, Hampshire County, Franklin County and Berkshire County - approved July 19, 2005.

Tremont Credit Union, Boston - notice to establish a branch office at 10 Corinth Street, Roslindale - non-objection issued July 15, 2005.

Worcester Credit Union, Worcester - notice to establish a branch office at 315 Main Street, Worcester - non-objection issued July 5, 2005.

Applications / Notices Pending

Berkshire Bank, Pittsfield, Massachusetts - permission to establish a branch office at 602 Columbia Turnpike, East Greenbush, New York. Filed June 24, 2005.

Citizens Bank of Massachusetts, Boston - permission to close its branch office located at 629 Massachusetts Avenue, Boxborough. Comment period ended July 5, 2005.

Citizens Bank of Massachusetts, Boston - permission to close its branch office located within Shaw's Supermarket, 1065 Commonwealth Avenue, Allston. Comment period ends August 12, 2005.

Citizens Bank of Massachusetts, Boston - permission to close its branch offices located within (1) Victory Super Market, 7 Medway Road, Milford; (2) Shaws Supermarket, 265 Main Street, North Reading; (3) Victory Super Market, Washington and Pond Streets, Norwell; and (4) Shaws Supermarket, 75 Spring Street, West Roxbury, Massachusetts. Comment periods end August 11, 2005.

Energy Credit Union, Boston - notice to establish a branch office at 2029 Centre Street, West Roxbury. Filed July 21, 2005.

Florence Savings Bank, Florence - permission to reorganize into a mutual holding company, Florence Bancorp, MHC, as part of a multi-step transaction. Comment period ends September 12, 2005.

Freedom Credit Union ("Freedom"), Springfield and Four Rivers Federal Credit Union ("Four Rivers"), Turners Falls - permission to merge Four Rivers with and into Freedom under the charter, by-laws and name of Freedom Credit Union. The main office of Freedom would remain the main office of the continuing credit union and both banking offices of Four Rivers would be retained as branch offices of Freedom. Comment period ended July 21, 2005.

Metropolitan Credit Union ("Metropolitan"), Chelsea and Nebco Credit Union ("Nebco"), Boston - permission to merge Nebco with and into Metropolitan under the charter, by-laws and name of Metropolitan Credit Union. The main office of Metropolitan would remain the main office of the continuing credit union and the sole banking office of Nebco would not be retained as a branch office of Metropolitan. Comment period ends August 16, 2005.

Monson Savings Bank, Monson -permission to reorganize into a mutual holding company, Monson Financial Services, MHC, with a mid-tier holding company, Monson Financial Services Corp., as part of a multi-step transaction. Comment period ends September 12, 2005.

Northeast Community Credit Union, Haverhill - notice to establish a branch office at Haverhill High School, 137 Monument Street, Haverhill. Filed July 26, 2005.

Salem Five Cents Savings Bank, Salem - permission to reorganize into a mutual holding company, Salem Five Bancorp, as part of a multi-step transaction. Comment period ends September 12, 2005.

Telephone Workers Credit Union, Boston - permission to expand the associations which qualify persons for membership. As initially proposed and filed under Option 2 of Regulatory Bulletin 4.1-104, the amendment relative to membership eligibility would add membership for those who live, work or attend school, as defined in the proposed by-law, within Suffolk County, Norfolk County and Plymouth County, as well as thirteen specified communities within Essex County and thirty-two specified communities within Middlesex County.

AUGUST 2005 FILING DATE

Complete applications for the February Activity Report must be received by the Division or the Board on or before 5:00 P.M., Monday, August 15, 2005.

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

Berkshire Bank, Pittsfield

O

03/21/05

Millbury Savings Bank, Millbury

S

04/13/05

The Needham Co-operative Bank, Needham

S

03/08/05

Winchester Savings Bank, Winchester

S

04/04/05

APPLICATIONS TO SELL INSURANCE

Westbank, West Springfield - approved July 12, 2005
Berkshire Bank, Pittsfield - pending
Marblehead Savings Bank, Marblehead - pending
Northern Bank & Trust Company, Woburn - pending

TEMPORARY CHECK CASHER LICENSES

Hearings

There are no hearings for the month of August.

Applications Pending

All Checks Cashed, Inc., Boston, Massachusetts - permission to operate a check casher office at 1998 Revere Beach Parkway, Everett, Massachusetts. Comment period ended June 27, 2005.

Sam's Cash Express, Inc., Everett, Massachusetts - permission to operate a check casher office at 178 Chelsea Street, Everett, Massachusetts. Comment period ended June 27, 2005.

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.