By the Division of Banks

BOARD OF BANK INCORPORATION

Hearings

April 27, 2004
Fifth Floor - Hearing Room A
One South Station
Boston, Massachusetts

At 10:00 a.m.

Webster Financial Corporation, Waterbury, Connecticut- permission to acquire First Federal Savings Bank of America, Fall River, Massachusetts through a merger with its holding company, FIRSTFED AMERICA BANCORP, INC., Swansea, Massachusetts. Webster Financial Corporation is the holding company for Webster Bank, National Association, Waterbury, Connecticut. Comment period ends May 3, 2004.


Decisions

Bank of America Corporation, Charlotte, North Carolina - permission to acquire FleetBoston Financial Corporation, Boston, Massachusetts. Other related approvals are set out in the application - approved March 31, 2004.

Hampden Savings Bank, Springfield, Massachusetts - permission to establish a mutual savings bank in conjunction with its multi-step reorganization into a mutual holding company, Hampden Bancorp, MHC. The continuing bank will operate under the name Hampden Bank - approved March 23, 2004.

Applications Pending

Banknorth Group, Inc. ("Banknorth"), Portland, Maine - permission to acquire Foxborough Savings Bank ("Foxborough"), Foxborough, Massachusetts. As part of a series of transactions, Foxborough will merge so that its banking offices will become branch offices of Banknorth's subsidiary Banknorth N.A. Comment period ended March 11, 2004.

Seacoast Financial Services Corporation ("Seacoast"), New Bedford, Massachusetts - permission to acquire Abington Bancorp, Inc., Weymouth, Massachusetts and its subsidiary savings bank, Abington Savings Bank. Seacoast is the holding company for Compass Bank for Savings, New Bedford and Nantucket Bank, Nantucket. Comment period ended March 26, 2004.

DIVISION OF BANKS

Decisions

Berkshire Bank, Pittsfield - permission to close a branch office located at Devonshire Estates, 329 Pittsfield Road, Lenox - approved March 31, 2004.

Citizens Bank of Massachusetts, Boston - permission to close its branch offices within Shaws Supermarkets located at (1) 20 Sydney Street, Cambridge; (2) 61 Locust Street, Medford; (3) 137 Teaticket Road, East Falmouth; (4) 11 Berdon Way, Fairhaven; (5) 465 William Canning Boulevard, Fall River; (6) 125 Toner Boulevard, North Attleboro; (7) 10 Pilgrim Hill Road, Plymouth; and (8) 130 Granite Street, Quincy - approved March 31, 2004.

Eastern Bank, Boston - permission to establish a branch office at the corner of 1833 Massachusetts Avenue and 27 Depot Square, Lexington - approved March 18, 2004.

Enterprise Bank and Trust Company, Lowell - permission to establish a branch office at 1120 Main Street, Tewksbury - approved March 12, 2004.

Fall River Five Cents Savings Bank, Fall River - permission to relocate a branch office from the Swansea Mall, Route 118, Swansea to 497 Milford Road, Swansea - approved March 18, 2004.

Hampden Savings Bank, Springfield - permission to reorganize into a mutual holding company, Hampden Bancorp, MHC as part of a multi-step transaction - approved March 23, 2004.

Western Massachusetts Telephone Workers' Credit Union ("Western"), Springfield and FHBT Credit Union ("FHBT"), Northampton - permission to merge under the charter, by-laws and name of Western Massachusetts Telephone Workers' Credit Union. The main office of Western would remain the main office of the continuing credit union and the sole banking office of FHBT would be retained as a branch office of Western. During the course of the application process, Western changed its name to Freedom Credit Union effective February 5, 2004 - approved March 1, 2004.

Applications Pending

Banknorth N.A. ("Banknorth"), Portland, Maine - permission for the merger of Foxborough Savings Bank ("Foxborough"), Foxborough, Massachusetts, with and into a newly formed national bank and a subsequent merger that will result in the banking offices of Foxborough becoming the branch offices of Banknorth. Comment period ended March 11, 2004.

Citizens Bank of Massachusetts, Boston - permission to relocate its branch office from Stop & Shop Supermarket, 887 Grand Army Highway, Somerset to Stop & Shop Supermarket, 815 Grand Army Highway, Somerset. Comment period ends April 1, 2004.

Compass Bank for Savings ("CompassBank"), New Bedford and Abington Savings Bank ("Abington"), Abington - permission to merge with Abington under the charter, by-laws and name of CompassBank. Comment period ended March 26, 2004.

Fidelity Co-operative Bank, Fitchburg - permission to establish a branch office at 352 Belmont Street, Suite 1, Worcester. Comment period ends April 17, 2004.

Greenfield Savings Bank, Greenfield - permission to (i) purchase certain assets and assume certain deposit and other liabilities of the branch office of The Bank of Western Massachusetts, Springfield located at Route 116, Conway; and in connection therewith (ii) establish and maintain a branch office at that location. Comment periods end April 9, 2004.

Harvard University Employees Credit Union, Cambridge - permission to amend its by-laws to expand the associations which qualify persons for membership. The amendment relative to membership ability would now include students and alumni of Harvard University, as well as employees of affiliates of Harvard University and other changes as specified in the proposed by-law. Comment period ended March 30, 2004.

Lawrence Savings Bank, North Andover, Massachusetts - permission to establish a branch office at Route 97 Shops, 401-403 Main Street, Salem, New Hampshire. Comment period ended March 15, 2004.

Mechanics Co-operative Bank, Taunton - permission to establish a branch office at 596 Somerset Avenue, North Dighton. Comment period ends April 12, 2004.

Northampton Co-operative Bank, Northampton - permission to establish a branch office at 8 Main Street, Florence. Comment period ends April 1, 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 would now 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.

Randolph Savings Bank, Randolph, Massachusetts - permission to establish a branch office at 730 Centre of New England Boulevard, Coventry, Rhode Island. Comment period ended January 21, 2004.

Strata Bank, Medway - permission to close a branch office located at Notre Dame duLac, 555 Plantation Street, Worcester. Comment period ends April 12, 2004.

The Bank of Western Massachusetts, Springfield - permission to close a branch office located at Route 116, Conway. Comment period ended January 21, 2004.

The Provident Bank, Amesbury, Massachusetts - permission to establish a branch office at One South Access Road, Seabrook, New Hampshire. Comment period ends April 20, 2004.

APRIL 2004 FILING DATE

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

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

No state-chartered institutions had Community Reinvestment Act Descriptive Ratings and Evaluations which became public during the month of March 2004.

APPLICATIONS TO SELL INSURANCE

North Shore Bank, A Co-operative Bank, Peabody - pending
Workers' Credit Union, Fitchburg - pending


TEMPORARY CHECK CASHER LICENSES

Applications Pending

Caribbean Liquor, Inc., Chelsea, Massachusetts - permission to operate a check casher office at 399 Broadway, Chelsea, Massachusetts. Comment period ended Tuesday, March 16, 2004.

Plaisance Corporation d/b/a Plaisance Check Cashing, Dorchester, Massachusetts - permission to operate a check casher office at 122 Washington Street, Dorchester, Massachusetts. Comment period ended Wednesday, February 25, 2004.


PLEASE NOTE: All publications of the Division of Banks are now delivered electronically. To subscribe, simply send an email to:

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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.