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In the course of that opinion, the Board took the position, in effect, that bank loans might be participated, without involving a "discount" of the amount of the participation, provided that the participations are "joined at the outset". A subsequent interpretation at 44 F. BULLETIN contains examples of the methods by which a loan might be participated "at the outset" so that it would not involve the sale of an asset of the "originating" bank. The Board has also taken the position that upon certain changes in the incidents of a loan it may be regarded as a "new loan" so that the participation of the loan as of the time of such a change becomes permissible as a participation "at the outset".

The substitution of a new borrower in good faith, as in the case of the sale of a mortgaged home by the original borrower thereon and the assumption of the loan by the purchaser, is regarded by the Board as a change permitting the loan to be treated as a "new loan" eligible for participation as of the time of the substitution of borrowers. It is clear that the same principles that determine the eligibilty of a loan for participation also determine eligibility for a change of lenders as to the entire amount of the loan.

Therefore, it is the Board's position that the substitution of borrowers on the home mortgage loan as described would permit the loan to be transferred between holding company co-subsidiary banks, provided that the transfer is accomplished "at the outset" with respect to the substitution of borrowers, in a manner consistent with the interpretation cited above.

The facts pertaining to the third question may be summarized as follows: B Corporation has a line of credit with holding company subsidiary Y Bank. Louis is substituted as borrower on B's old line of credit with Y Bank, Y's co-subsidiary X Bank be substituted as lender. Prior to the merger, B Corporation is wholly owned by A Corporation.

If A Corporation's assumption of B Corporation's liability can be regarded as the good faith substitution of a new borrower, that event would permit the outstanding line of credit and advances thereunder to be regarded as a "new loan" eligible for transfer between co-subsidiary banks at the time of such substitution, on the same principles as those applied above in the case of the home loan mortgage. However, the fact that prior to the merger B Corporation is wholly owned by A Corporation raises the question whether A Corporation should be regarded as a "new borrower" for the purposes of Section 6 a 4 in this case.

The Board takes the position that, if A Corporation has had no legal liability as to B Corporation's line of credit or the security given therefor prior to the merger, then A Corporation may be regarded as a "new borrower" in spite of its stock ownership of B Corporation. However, a substitution of borrowers will not constitute the making of a new loan unless the "new borrower" is in fact entirely new so far as liability on the loan or extension of credit is concerned; when there is a corporate affiliation as in this case, it becomes particularly appropriate to make inquiry as to whether there is in fact a good faith substitution of borrowers.

Notice of the proposed merger, in form approved by the Board, has been published pursuant to said Act. Upon consideration of all relevant material in the light of the factors set forth in said Act, including reports furnished by the Comptroller of the Currency, the Federal Deposit Insurance Corporation, and the Department of Justice on the competitive factors involved in the proposed merger, IT IS HEREBY ORDERED, for the reasons set forth in the Board's Statement of this date, that said application be and hereby is approved, provided that said merger shall not be consummated a within seven calendar days after the date of this Order or b later than three months after said date.

Dated at Washington, D. C , this 13th day of March, By order of the Board of Governors. Absent and not voting: Chairman Martin. Louis lion as of the same date, under the charter and title of Girard Trust. The proposal contemplates that the sole office of Riegelsville Bank would be operated as a branch of Girard Trust, increasing the number of its operating offices to In addition, Girard Trust has received approval to establish two other branches which are not yet operative.

Under the Act, the Board is required to consider, as to each of the banks involved, 1 its financial history and condition, 2 the adequacy of its capital structure, 3 its future earnings prospects, 4 the general character of its management, 5 whether its corporate powers are consistent with the purposes of 12 U.

C, Ch. The Board may not approve the transaction unless, after considering all these factors, it finds the transaction to be in the public interest. Banking factors. Girard Trust and Riegelsville Bank have satisfactory financial histories. Each bank has a sound asset condition and an adequate capital structure. The management of each is satisfactory.

While the earnings prospects of Riegelsville Bank are only fair, Girard Trust's earnings have been good consistently and its earnings prospects are satisfactory.

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Girard Trust's favorable position with respect to these factors would not be affected adversely by consummation of the proposal. There is no indication that the powers of the banks are or would be inconsistent with the purposes of 12 U. Convenience and needs of the communities. Girard Trust operates 41 offices in the city of Philadelphia and the adjoining counties of Montgomery and Delaware. The proposed merger would have no significant effect upon the convenience and needs of the communities in which the bank now has offices. The sole office of Riegelsville Bank is the only commercial banking office in Riegelsville, which has a population of about 1, and which is situated about 44 miles from Philadelphia along the Delaware River in the extreme northeastern section of Bucks County.

The trade area covers portions of Bucks and Northampton Counties, Pennsylvania, and a strip of Hunterdon County, New Jersey, adjacent to the Delaware River and readily accessible by a bridge at Riegelsville. Commercial activity of the area is limited to small retail stores. Local industry consists of a paperboard and box factory on the Pennsylvania side of the Delaware River and four paper mills on the New Jersey side.

Many residents of the area commute to employment in Easton, eight miles north, and to the Allentown-Bethelhem area, twenty miles west. The economic outlook for the area appears to be stable and generally favorable. The population of Bucks County increased by over per cent during the decade that ended in Consummation of the transaction would make available at the Riegelsville branch of Girard Trust a more complete range of banking services than is presently offered by Riegelsville Bank. Girard Trust offers complete consumer instalment loan services.

This is an area of service Riegelsville Bank and its closest competitors have developed on only a nominal scale. Trust services and a material increase in lending limit also would be conveniently available to those residents and businesses of the area who must now seek such services elsewhere. Effectuation of the proposed merger would add about one-tenth of one per cent to the bank's proportionate share of such deposits and its relative standing would remain unchanged.

Under the law of Pennsylvania, banks can operate branches in their home county and counties adjacent thereto. Girard Trust operates branches in two of the three counties adjoining Philadelphia County. The proposed merger would result in the establishment of Girard Trust's first branch in Bucks County. Girard Trust's office nearest to Riegelsville is 40 miles away. Due to this distance and the existence of numerous in- tervening banking offices, only a negligible amount of competition exists between Girard Trust and Riegelsville Bank.

The relatively insignificant increase in deposit size of Girard Trust, and its entry into an area where it presently has no office would have virtually no effect on banking competition as it presently exists in the areas now served by Girard Trust. It does not appear that Riegelsville Bank is directly competitive with any Pennsylvania banks; its principal competitors are across the Delaware River in New Jersey. Both banks are well established and it does not appear that the merger would have any significant adverse competitive effects on their operations.

Riegelsville is equally accessible to New York City and Philadelphia, and industrial firms in the Riegelsville area have sought financing from New York City banks. The presence of a branch of Girard Trust in the area may tend to stimulate competition for these industrial accounts.

Summary and conclusion. Consummation of the proposed merger would make available to individuals and industry in the Riegelsville area the broad range of services provided by a large Philadelphia bank. The minor increase in the deposit size of Girard Trust would not alter its competitive standing in the areas it presently serves nor result in any competitive advantages adverse to other banks in the Riegelsville area.

Accordingly, the Board finds the proposed transaction to be in the public interest. Notice of the proposed consolidation, in form approved by the Board, has been published pursuant to said Act. Upon consideration of all relevant material in the light of the factors set forth in said Act, including reports furnished by the Comptroller of the Currency, the Federal Deposit Insurance Corporation, and the Department of Justice on the competitive factors involved in the proposed consolidation, IT IS HEREBY ORDERED, for the reasons set forth in the Board's Statement of this date, that said application be and hereby is approved, provided that said consolidation shall not be consummated a within seven calendar days after the date of this Order or b later than three months after said date.

C , this 25th day of March, Voting against this action: Governors Robertson, Mitchell, and Daane. Louis as of the same date. As an incident to the consolidation, the present main office and branch of Cape Cod Trust would become branches of the resulting bank, increasing to five the number of offices including one seasonal branch operated under the charter of Hyannis Trust. In addition, Hyannis Trust has received approval to establish two other branches which are not yet operative.

The financial history and condition, the capital structure, the earnings prospects, and the management of Hyannis Trust appear satisfactory. The same is true of Cape Cod Trust, except that the capital structure of the resulting bank would represent a substantial improvement over the present capital structure of Cape Cod Trust.

The resulting bank would have a sound financial condition, an adequate capital structure, favorable earnings prospects, and greater depth of management than presently available to either Hyannis Trust or Cape Cod Trust. There is no indication that the powers of any of the banks involved are or would be inconsistent with the purposes of 12 U. The head office and seasonal branch of Hyannis Trust are located at Hyannis, Massachusetts, about 70 miles southeast of Boston in the popular resort area of Cape Cod.

Its other branch is six miles southwest of Hyannis at Osterville. The head office of Cape Cod Trust is at Harwichport population: 3, , 13 miles east of Hyannis. Its sole branch is 15 miles further to the northeast at Orleans. These communities are served by mutual savings and cooperative banks and offices of other commercial banks are reasonably accessible to residents of the communities.

The substantially increased loan limits of the resulting bank would provide an alternative source of credit for the larger Cape Cod businesses, such as the fast growing construction industry, which are now forced on occasion to rely upon local mutual savings banks or upon commercial banks outside Cape Cod for needed funds to finance the expanding local economy.

Moreover, the larger resulting bank would be able to operate a greatly improved trust department that would be of considerable benefit to individuals for whom adequate trust service is not now locally available. The resulting bank would also be able to provide instalment loan service on an expanded scale. After the establishment by Hyannis Trust of a proposed branch in South Yarmouth, the nearest office of Cape Cod Trust would be its main office nine miles to the east, and three offices of three commercial banks would separate it from the South Yarmouth branch. While it is to be expected that some potential competition would be eliminated thereby, consummation of the consolidation would enable a local commercial bank to compete more effectively with larger mutual savings and cooperative banks and Boston commercial banks.

The proposal would unite the first and third largest of the six commercial banks in the combined service areas of the participating banks. The resulting bank would hold about 45 per cent of the IPC deposits in commercial banks located in its service area. Louis case the particularly competitive operations of mutual savings banks substantially reduce the importance of such a percentage figure.

If savings bank deposits are taken into account, the resulting bank would hold only about 17 per cent of bank deposits in its service area. This figure would be reduced further if cognizance were also taken of share accounts in local cooperative banks. The increased lending limits and expanded services, including trust administration, which could be made available by the resulting bank would benefit the communities served.

No significant existing or foreseeable competition would be eliminated. The resulting bank would be able to compete more effectively with the large local mutual savings and cooperative banks, and also with outside commercial banks already serving the Cape Cod area, without adversely altering the general competitive situation of financial institutions in the area. Accordingly, the Board finds the proposed consolidation to be in the public interest. There is no showing of significant present needs for the increased lending limit and expanded trust and other services.

Any needs not met by the participating banks can be accommodated at adequate banking facilities in Boston or elsewhere at nearest sources. The Cape Cod area is not a "credit deficit area". The asserted need for strengthening the capital structure of the smaller of the two sound and well managed banks adds nothing of consequence in support of the application.

On the other hand, significant potential and some present competition will be foreclosed by the consolidation. Furthermore, the very substantial increase in the present dominance of Hyannis Trust—which, after the consolidation, will be more than twice as large as the next largest bank in the combined area—will inevitably disrupt the relatively favorable competitive balance that now prevails among the commercial banks in the area.

On balance, we find nothing in the record of this case which justifies approval in the face of the foregoing adverse competitive considerations. We would deny the application. IT IS ORDERED, for the reasons set forth in the Board's Statement of this date, that said application be and hereby is approved, provided that the acquisition so approved shall not be consummated a within seven calendar days after the date of this Order or b later than three months after said date.

As required by Section 3 b of the Act, notice of receipt of the application was given to the Comptroller of the Currency with a request for his views and recommendation. The Comptroller recommended approval of the application. Louis Secretary. Views and recommendation of supervisory authority. As required by Section 3 b of the Act, the Board notified the Comptroller of the Currency of receipt of the application and requested his views thereon. Statutory factors. Section 3 c of the Act requires the Board to take into consideration the following five factors: 1 the financial history and condition of the holding company and the bank concerned; 2 their prospects; 3 the character of their management; 4 the convenience, needs, and welfare of the communities and the area concerned; and 5 whether the effect of the proposed acquisition would be to expand the size or extent of the bank holding company system involved beyond limits consistent with adequate and sound banking, the public interest, and the preservation of competition in the field of banking.

It presently owns seven banks and a trust company, all located in the State of Wisconsin. Bank will open for business in temporary quarters near the site of the shopping center. Financial history, condition, and prospects of Applicant and Bank. Applicant's financial history and condition are considered to be satisfactory. On the basis of its nearly 35 years' operational history and the sound financial condition of its subsidiary banks, including a consideration of the deposit growth of these banks, Applicant's prospects appear favorable.

The Board finds that Bank's prospects are satisfactory. This determination is based, in part, upon the favorable financial history and condition both of the Applicant and its existing subsidiary banks, as well as upon the following facts. Bank, when permanently located, will be the only bank in the large shopping center to which reference was earlier made.

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Bank's designated primary service area the area from which approximately 75 per cent of Bank's deposits of individuals, partnerships, and corporations will be derived , hereafter described, has had substantial population growth since and there is reason to believe that the area will continue to experience such growth. Louis sively. On the basis of Bank's proposed location and the projected growth of its primary service area, the foregoing projections appear reasonable and Bank's prospects favorable. Character of management.

Similarly, Applicant's officers, with few exceptions, are also officers of at least one of Applicant's banking and trust company subsidiaries. The financial history and condition of Applicant and its subsidiaries, heretofore discussed, support the conclusion that the management of Applicant and its banking and trust company subsidiaries is satisfactory. Bank's management will be drawn initially from personnel of Applicant's Milwaukee area subsidiaries.

The Board concludes that the character of Bank's management will be satisfactory. Convenience, needs, and welfare of the communities and area concerned. Bank's primary service area, as designated by Applicant, extends over an area of slightly more than 20 square miles in Waukesha County and lies generally between the cities of Waukesha and Milwaukee. Bank's proposed site is some seven miles east of Waukesha and about nine miles west of Milwaukee. The character of Bank's primary service area is essentially residential. In the past 12 years the area's population has increased from approximately 3, to 15, Waukesha County has experienced the most rapid growth of any county in the State, its population having increased 84 per cent in the previous ten years.

A major portion of the wage earners residing in the area that Bank will primarily serve commute to places of employment in other sections of the Milwaukee Metropolitan Area Milwaukee and Waukesha Counties. Driving time from the area to both Waukesha, the industrial center of Waukesha County, and to Milwaukee, the industrial and financial center of the State, has been reduced to but a few minutes by the recent opening of Interstate Expressway 94 which bisects Waukesha County in an east-west direction.

Two other major thoroughfares facilitate east-west traffic through the County.


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Although, as indicated, Bank's primary service area is predominantly residential in character, it also contains four small industries, numerous commercial establishments, professional offices, and other retail and service establishments. By early , the now limited commercial character of this area will experience substantial expansion through the construction and occupancy of the proposed shopping center to be developed in the area by Sears, Roebuck and Co.

Present plans call for occupancy by about 60 business establishments. At the present time there are no banking offices located in Bank's primary service area. However, within a five-mile radius of Bank's proposed site there are six banking offices, one of which, Mayfair National Bank, Wauwatosa, is a subsidiary of Applicant. A portion of Elm Grove is included within Bank's primary service area, as are portions of the City of Brookfield and portions of the City of New Berlin.

The three remaining banks within the above-mentioned five-mile radius which derive some business from Bank's primary service area are Applicant's bank in Wauwatosa, the New Berlin State Bank, New Berlin, and the Central Bank, West Allis, located, respectively, about five, four, and six road miles from Bank's proposed site. It is Applicant's position that its acquisition of Bank, resulting in the immediate availability of a wide spectrum of banking services, would respond to a presently unserved demand from within Bank's primary service area for certain of these services.

However, in regard to the future needs and convenience of the residents and businesses within Bank's primary service area, Applicant has established a stronger case for approval of its acquisition of Bank. Completion of the proposed shopping center in which Bank will be permanently located will give impetus to substantially increased commercial activity within Bank's primary service area.

Establishment of some 60 enterprises in the shopping center will create a need for banking services of a volume and type presently not required in the area, and for a banking facility more conveniently located than are any of the banks now serving the area. It is apparent from the documentation supporting this application that the developers of the shopping center consider important to the development the presence of a banking facility.

Should this application be denied, the proposed Bank would not open for business, and there is no indication that any other interests are prepared to undertake the establishment of a bank at or near Bank's proposed site. In view of the need for banking services which likely will accompany the opening of the proposed shopping center, and assuming the continued residential expansion predicted in and near Bank's primary service area, the Board concludes that the convenience, needs, and welfare of the area weigh toward approval of Applicant's proposal.

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Effect on adequate and sound banking, public interest, and banking competition. The principal market area in relation to which the Board must determine the probable effects of Applicant's proposal generally encompasses that portion of Waukesha County constituting Bank's designated primary service area and contiguous portions of the cities of Brookfield, West Allis, and New Berlin and the Village of Elm Grove.

Consideration must be given also to any impact that may reasonably be anticipated on the Waukesha and Milwaukee banks nearest to and apparently serving the area concerned. Applicant has no bank in Waukesha County.

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Its banks at Eau Claire, Fond du Lac, Madison, and Oshkosh derive but a negligible portion of their total business from the Milwaukee area. A substantial portion of the last mentioned business undoubtedly consists of convenience accounts placed with the Milwaukee banks, principally First Wisconsin National Bank, by depositors and borrowers who have their places of business or work in Milwaukee.

If Bank is established, it undoubtedly would attract a portion of the latter accounts as a more convenient source of deposit and service. The degree to which banking offices and bank deposits in the Milwaukee area arc concentrated in the Applicant's group of banks has previously been the subject of concern to this Board, and is a significant factor in the present case. Applicant's Milwaukee area banks held However, within Bank's primary service area, Applicant's system is not presently a dominant operating force, and it does not appear that its competitive strength in that area, to be reflected in its operation of Bank, will be so enhanced by that operation as to constitute a force inimical to adequate and sound banking, the public interest, or banking competition.

This conclusion is premised upon the fact that Applicant would be acquiring a newly established bank rather than a going concern with numerous wellestablished accounts; that Bank's business, rather than being comprised principally of accounts captured from other area banks, will be derived principally from the shopping center in which it will be located, and from residents new to the area, many of whom will have no previously established bank connections in Bank's area; and that the banking offices that are currently competing in varying degrees for the business within Bank's primary service area should not experience undue adverse competitive effects from Bank's operation.

Louis concerned, the office most directly to be affected by Applicant's proposal will be the Elm Grove office of the Wauwatosa State Bank, 1. As to the remaining banks or banking offices that are serving Bank's primary service area and are located some three to six miles from Bank's proposed site, with the exception of Mayfair National Bank each is closer to a section of Bank's primary service area than Bank will be. On the basis of all the circumstances presented, the Board perceives no significant adverse effect on these banking offices from Applicant's acquisition and operation of Bank.

Viewing Applicant's proposal in the context of its direct effect on the inhabitants of the area primarily to be served by Bank, as well as on the banks now serving that area, approval of the proposal appears warranted. However, there remains the question as to whether, in view of the extent to which the banking offices and bank deposits in the Milwaukee Metropolitan Area are now concentrated in the banks controlled by Applicant, even the relatively small increase in concentration that would follow from the acquisition of Bank can be said to be consistent with the public interest and the preservation of banking competition.

In the Board's judgment, such increase, albeit slight, is a fact adverse to approval of the application. However, a more decisive consideration, in the opinion of the Board, is the extent to which the future needs and convenience of the area involved will be served by Applicant's acquisition of Bank. This result outweighs to a sufficient degree the adverse consideration noted as to warrant approval of the application.


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Viewing the relevant facts in the light of the general purposes of the Act and the factors enumerated in Section 3 c thereof, it is the Board's judgment that the proposed acquisition would be consistent with the public interest and that the application should be approved. C , this 9th day of April, Absent and not voting: Governor Mitchell.

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Notice of receipt of the application was also given to the Massachusetts Commissioner of Banks which notice was acknowledged by the Clerk of the Massachusetts Board of Bank Incorporation. The Board was advised that the Massachusetts Board of Bank Incorporation, after a hearing pursuant to the laws of Massachusetts upon the related application tiled with it, granted approval. Notice of receipt of the application was published in the Federal Register on November 22, 28 Federal Register , providing an opportunity for submission of comments and views regarding the proposed acquisition.

The time for filing such comments and views has expired and all comments and views filed with the Board have been considered by it. Views and recommendation of supervisory authorities. Pursuant to Section 3 b of the Act, the Comptroller of the Currency was asked for his views and recommendation. He recommended approval of the application. The Board was also advised that approval as required under the laws of Massachusetts was granted, after hearing, by the Massachusetts Board of Bank Incorporation.

Section 3 c of the Act requires the Board, in determining whether to approve the proposed acquisition, to consider the following factors: 1 the financial history and condition of the holding company and the bank concerned; 2 their prospects; 3 the character of their management; 4 the convenience, needs and welfare of the communities and the area concerned; and 5 whether the effect of the proposed acquisition would be to expand the size or extent of the bank holding company system involved beyond limits consistent with adequate and sound banking, the public interest, and the preservation of competition in the field of banking.

Applicant controls nine banks, all in Masachusetts, operating a total of offices with total deposits at June 29, ,1 1 Unless otherwise indicated, all banking data noted are of this date. On the basis of available information, including Applicant's operating history and the growth and financial soundness of its subsidiary banks, the Board finds satisfactory Applicant's financial history, condition, and prospects. While the record before the Board indicates that Bank has not exhibited the aggressiveness of its principal commercial bank competitors, its financial history appears satisfactory and its condition sound.

Its prospects, apart from its proposed affiliation with Applicant, also appear satisfactory. However, as hereafter discussed, it is the Board's judgment that affiliation with Applicant's system could provide Bank with sufficient competitive impetus as to make its prospects somewhat more favorable.

Considering the sound condition, satisfactory earnings, and capable management history of Applicant's banks, the Board finds Applicant's management to be satisfactory. The chairman of Bank's board of directors plans to retire at the end of In August , Bank's president resigned, effective January 1, , to accept the presidency of a larger bank.

Following unsuccessful efforts by Bank to fill the president's office, in September the position was offered to and accepted by the president of one of Applicant's subsidiary banks, subject to approval of the instant application by the Board. Thus, consummation of the proposed acquisition would seem to assure Bank of future sound management. Accordingly, considerations relating to the effect of the proposed acquisition on management weigh only slightly in favor of approval.

Louis involved. The primary service area 2 of Bank consists of the cities of Lawrence and Haverhill and 12 adjacent and surrounding towns, including four located in New Hampshire. During the period , the population of the service area increased from about , to , There are manufacturing firms in the area of which about 74 employ or more persons each. Twenty-seven of these employ or more persons each. Although the area suffered some years ago from a recession in and relocation of the shoe and textile industries, it has made a good recovery and achieved a healthy industrial diversification.

Applicant contends that consummation of its proposal will result in a more economic and efficient operation of Bank through Applicant's assistance in purchases of equipment and supplies, joint insurance and employee benefit plans, advice regarding modern internal management procedures and techniques, surveys, advertising, new business development, investment analysis, the preparation of bids on municipal loans and the use of Applicant's automatic data processing equipment. While Applicant's assistance in the foregoing respects will most directly inure to Bank's benefit and but indirectly benefit the public, the result is consistent with the public interest.

It is the Board's opinion, however, that in certain respects improved service can be rendered by Bank apart from the affiliation proposed. For example, it is noted that some of Bank's competitors have utilized computer services offered by two of the larger banks in Boston. Presumably, Bank has, or could have, access to such services on a correspondent bank basis.

Another respect in which Applicant asserts Bank and its customers would benefit from the proposed acquisition is an improvement in the quality and quantity of available trust services. While the trust department of Bank is small and only one other bank in its primary service area has a trust department, complete trust services are available to the community through the Boston banks some 35 miles from Haverhill, not a 2 Ordinarily the area from which about 75 per cent of the deposits of individuals, partnerships, and corporations are obtained; in the present case, about 94 per cent of such deposits originate in the designated primary service area.

Moreover, if there is a need for additional trust services in the community, Bank should be able to meet such needs either through expansion of its trust department or through assistance from its larger city correspondent banks. It does not appear, nor is it contended, that there are any substantial inadequacies in banking service in the relevant area.

Thus, the convenience, needs, and welfare of the area would not be substantially affected by the proposed acquisition. However, since Applicant's control of Bank is likely to act as a catalyst to Bank's competitive activities, heretofore lacking, the resulting benefit to the community is a consideration weighing toward approval of the application. Effect upon adequate and sound banking, the public interest, and competition. In terms of total deposits, Bank ranks among the five3 commercial banks located in its primary service area.

Bank's nine offices represent 36 per cent of the total of such offices in its primary service area and its total deposits represent Bank is the third largest commercial bank in Essex County in terms of total deposits. Its total of nine banking offices is equaled by only one other bank in its primary service area. The three commercial banks in Bank's primary service area which rank first, third, and fourth in size, realized increases in total deposits of 59 per cent, 25 per cent, and 15 per cent, respectively, during the period In the same period Bank experienced an increase in total deposits of only 6 per cent, an increase which was less in total amount than that experienced by each of the three aforementioned banks.

Applicant has no subsidiaries located in the primary service area of Bank but does have one subsidiary, Beverly Trust Company, located in Essex County. The offices of these two banks 3 A sixth commercial bank commenced business in Haverhill on November 18, Applicant also has a subsidiary, Middlesex County National Bank, Everett, with offices as near as 9 and 7 miles to an office of Bank, but not within Bank's primary service area. An analysis of the relevant data reflects that Bank derives but an insignificant portion of its deposits from the areas served by Beverly Trust Company and Middlesex County National Bank and that these latter banks derive but a small amount of deposits from the area served by Bank.

It does not appear, therefore, that consummation of the proposal would result in the elimination of any significant competition between Applicant's subsidiary banks and Merrimack Haverhill or place at an undue competitive disadvantage the other banks in Merrimack Haverhill's service area.

Since Massachusetts law does not permit the establishment of branch banks beyond county lines, it is pertinent to observe that Beverly Trust Company, one of 23 commercial banks in Essex County, has 6 of the county's 71 commercial banking offices and holds 3. Further, with the acquisition of Bank, Applicant's banks in Essex County, albeit they serve separate areas, would have This degree of concentration in bank holdings in Essex County would not appear, under the circumstances, to put in jeopardy banking competition in the county.

The offices of Applicant's subsidiaries represent The Board notes that at this date all but a few of Applicant's shares owned by First National have been sold, and that, according to the bank, the remaining shares will be donated in to one or more charitable institutions. With the addition of Bank to Applicant's system, the foregoing percentages would be increased to The two bank holding company groups in Massachusetts—Applicant and the National Shawmut Bank of Boston group—include banks which account for The addition of Bank to Applicant's system would increase these percentages to The holding companies' banks in Essex County would, with the acquisition of Bank by Applicant, have The foregoing data relate to commercial banks.

If mutual savings banks were included in the comparisons, Applicant's banks, when including the deposits of Bank, would hold the following percentages of deposits of all banks in the stated areas: Bank's primary service area, 7. The two holding company groups' banks would hold 5. Louis On the basis of the evidence presented bearing upon the extent to which the commercial bank deposits in the relevant areas are controlled by Applicant's banks, the Board concludes that, while the portion of business controlled is not insignificant, it is not such that the proposed acquisition would increase the size and extent of Applicant's system beyond limits consistent with adequate and sound banking, the public interest, and the preservation of banking competition.

Viewing the relevant facts in the light of the general purposes of the Act and the factors enumerated in Section 3 c thereof, it is the judgment of the Board that the proposed acquisition would be consistent with the public interest and that the application should be approved. The fact which has led me to vote for approval of this application is that the affiliation between First National Bank of Boston, the largest bank in Massachusetts, and Applicant has now been effectively terminated.

Robertson, a Member of the Board of Governors of the Federal Reserve System since February , was nominated by the President for reappointment to the Board for a term of 14 years beginning February 1, The nomination was confirmed by the Senate on March 12, and Mr. Robertson took the oath of office on March 20, The Federal Reserve Bank of San Francisco also called attention to the fact that it was prepared to make credit available to Alaskan banks under various provisions of the Federal Reserve Act and regulations of the Board applicable to emergency conditions.

These include making credit available to member banks for longer periods to help them meet the unusual situation in Alaska. Edward A. Donald S. Thompson's 5-year term ending February 28, Thompson is retiring. Fink was employed by the Bank in , becoming Assistant Cashier in Fink is a graduate of the School of Banking at the University of Wisconsin. On April 14, , the Board of Governors of the Federal Reserve System authorized the San Francisco Federal Reserve Bank to relax penalties for failure to maintain the balances that member banks are required to keep with the Reserve Bank.

The Board, however, plans to continue for the time being its summary reports showing sales data, compiled by the 12 Federal Reserve Banks, for selected cities and metropolitan areas. The Board also plans to continue temporarily its monthly report on sales by departments. Data on outstanding orders will no longer be available. It presents the results of recombining Federal Reserve production indexes with gross value, gross product, and income originating weights; discusses the compilation of net output indexes; and analyzes the relationship of the production indexes to the gross national product series.

The section concludes with proposals for further analysis and compilation of production measures. Louis recent levels of the production index in relation to other economic measures, including the revised Census series on manufacturers' shipments and inventories. The paper consists of 50 pages of text, 16 pages of tables, and 19 charts. Nevada Reno. Retail sales of autos and some other goods showed a less than seasonal rise from the advanced February levels.

Prices of nonferrous metals and some other sensitive materials increased. Bank credit expanded substantially further and the money supply rose moderately. Production of nondurable materials rose somewhat. In early April, steel ingot output expanded further. Production of materials increased and output of final products was unchanged.

Over-all output of consumer goods changed little in March. Auto assemblies declined 3 per cent but were 8 per cent above a year earlier. In early April, auto production increased. Output of furniture and some other home goods expanded further in March and production of television sets and consumer staples was unchanged. Output of business equipment increased after a small decline in February as production of industrial and commercial machinery rose. Production of iron and steel continued to increase in March and output of most other durable New construction activity increased 2 per cent in March.

The dollar volume exceeded the previous high reached last November and was 12 per cent above a year earlier. Private construction— already at a new high in February—rose somewhat further, while public construction increased appreciably. Employment declined somewhat in construction and trade. The manufacturing workweek rose slightly to a high level of Average earnings continued relatively stable.

The unemployment rate remained in March at 5. Latest figures shown are for Mar. Louis Copper scrap prices continued to increase sharply in late March and early April, zinc prices were raised again, and steel scrap prices rose. There were also increases reported in some other commodities but the broad components of the wholesale price index, including foods, changed little. Newly enacted farm legislation will result in lower market prices for cotton and substantially reduced costs of cotton fibres to domestic textile producers.

Under this legislation, the permissive program for wheat provides for a Federal support level to cooperators for wheat only moderately lower than for wheat rather than the considerably lower level anticipated earlier. Sales of home goods rose further in March while auto sales were moderately below the February peak.

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Sales of nondurable goods showed offsetting changes, and their total remained at the advanced February level. Treasury bond yields rose slightly from midMarch to mid-April while the 3-month Treasury bill rate declined to slightly below the 3Vi per cent discount rate. Yields on corporate and State and local government bonds were relatively stable. Common stock prices rose to new highs in early April and have changed little since then. Most of the increase was in holdings of U.

Government securities and in loans to finance companies and security brokers and dealers. The seasonally adjusted money supply rose moderately and time and savings deposits at commercial banks increased considerably less than in other recent months. Government deposits at commercial banks increased more than usual. Seasonally adjusted required reserves increased. Reserves were supplied principally through Federal Reserve purchases of U.

Government securities and absorbed through currency outflow.

Weekly average market yields for U. Latest figures shown, week ending Apr. Quarters Not available Not elsewhere classified Monthly or quarterly i seasonal variation Monthly or quarterly figures not adjusted for seasonal variation Individuals, partnerships, and corporations Assets Liabilities Sources of funds Uses of funds Amounts insignificant in terms of the particular unit e.

A heavy vertical rule is used 1 to the right to the left of a total when the components shown to the right left of it add to that total totals separated by ordinary rules include more components than those shown , 2 to the right to the left of items that are not part of a balance sheet, 3 to the left of memorandum items.

M also includes municipalities, special districts, and other political subdivisions. In some of the tables details do not add to totals because of rounding. The footnotes labeled NOTE which always appear last provide 1 the source or sources of data that do not originate in the System; 2 notice when figures are estimates; and 3 information on other characteristics of the data.

Louis Page Annually—continued Banking and monetary statistics, Issue Banks and branches, number of, by class and State Apr. Commercial and mutual savings banks, by classes Commercial banks, by c l a s s e s. Savings institutions Federal finance Federally sponsored credit agencies. Security issues.

Business finance. Real estate credit Consumer credit Industrial production Business activity Construction Employment and earnings Wholesale and consumer prices National product and income series. Flow of funds. Louis The data for F. Banks, member banks, and consumer credit are derived from regular reports made to the Board; production indexes are compiled by the Board on the basis of data collected by other agencies; figures for gold stock, currency, Federal finance, and Federal business-type activities are obtained from Treasury statements; the remaining data are obtained largely from other sources.

Bank credit outstanding Period or date U. Banks Other ury curin F. Currency and coin 3 Total Averages of daily figures Week ending— 7. Sep 18 25 Oct. Industrial loan program discontinued Aug. For holdings of acceptances on Wed. See also note 1. Louis 5,58S 5, 5, 5, 16, 16, 17, 16, 20, 20, 20, 20, 3, 20, 20, 3,27 3, 20, 20, 3,52 3 Part allowed as reserves Dec.

Beginning with Jan. Banks Borrowings at ReF. July Aug Sept Oct Nov Dec 19, 19, 19, 19, 20, 19, 19, 20, 20, 20, 19, 19, 19, 19, 19, 19, 19, 19, 19, 20, 20, 20, 20, 19, P 2 0 , 2 0 4 '19, P P92 —Jan Feb Mar Week ending— Mar. For notes sec opposite page. Total reserves held: Based on figures at close of business through Nov. Louis ; thereafter on closing figures for balances with F. Banks and opening figures for allowable cash; see also note 3 to preceding table.

Required reserves: Based on deposits as of opening of business each day. Borrowings at F. Banks: Based on closing figures. Cleveland Richmond. Atlanta Chicago St. Louis Minneapolis.. Kansas City.. July Sept. Rates shown also apply to advances secured by securities of Federal intermediate credit banks maturing within 6 months. Maximum maturity: 90 days except that discounts of certain bankers' acceptances and of agricultural paper may have maturities not over 6 months and 9 months, respectively, and advances secured by FICB securities are limited to 15 days.

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