Liquidating Distribution Available to Shareholders of the
Benj. Franklin Federal Savings & Loan Association
Portland, Oregon - In Receivership

The Benj. Franklin Federal Savings and Loan Association (Benj. Franklin) of Portland, Oregon was closed and the Resolution Trust Corporation was appointed as receiver on September 7, 1990. The Federal Deposit Insurance Corporation (FDIC) has been serving as successor receiver (the “Receiver”) for Benj. Franklin since January 1, 1996. A liquidating distribution has now become available for Benj. Franklin shareholders. The amount of the anticipated distribution is $4.02 per share of stock.

If your shares are held through a financial institution or broker you are a beneficial owner and you do not need to complete any of the attached forms in order to receive your distribution. Your distribution will be paid directly by the FDIC (as receiver) to the Depository Trust Company (DTC) which serves as nominee and record owner for brokerage firms and financial institutions. The DTC will distribute the funds to your broker or financial institution to be credited to your account. If you are a beneficial owner and have any questions about that portion of the distribution process you should direct those questions to your broker or financial institution.

Shareholders who have the actual share certificates in their possession must complete the attached Letter of Transmittal and Substitute Form W-9. Shareholders whose share certificates have been lost or destroyed must also complete the attached Affidavit of Lost, Missing or Destroyed Certificate(s). All required forms must be accurately completed and returned to the Receiver at the address noted in the Letter of Transmittal in order for you to receive your distribution. Accordingly you should carefully read the enclosed Notice to Holders and the General Information before completing any of the required documents.

The FDIC (as Receiver) will review your submission for accuracy and completeness and upon verification of your submission will mail you a check for your distribution. You will also receive an Acknowledgment of Receipt of Share Certificates. Please understand that properly completed submissions accompanied by the share certificate(s) can be processed faster than those containing an Affidavit of Lost, Missing or Destroyed Certificate(s).

Notice of Pending Liquidating Distribution
to Holders of Common Stock of Benj. Franklin
Federal Savings & Loan Association

To: Holders of Common Stock of Benj. Franklin Federal Savings and Loan Association

The Benj. Franklin Federal Savings and Loan Association (Benj. Franklin) of Portland, Oregon was closed by the Resolution Trust Corporation on September 7, 1990. The Federal Deposit Insurance Corporation has been serving as successor receiver (the “FDIC”) for Benj. Franklin since January 1, 1996. Pursuant to applicable federal law, 12 U.S.C. Section 1821 (d) (11) (v), the FDIC shall pay surplus funds in the receivership to shareholders of Benj. Franklin after payment of all creditors and the administrative expenses of the receivership. All receivership creditors have been paid and the receivership currently has a cash surplus of approximately $31 million available for distribution. Each certificate holder is entitled to a pro rata distribution of the surplus estate. The FDIC has established a reserve for future administrative expenses which may be incurred prior to the conclusion of pending litigation and the termination of the receivership.

The FDIC anticipates making a distribution to certificate holders of $4.02 per share after receipt of the share certificates and properly executed transmittal letters and accompanying documents, if necessary. The FDIC encourages timely completion of the Letter of Transmittal and delivery of the share certificates to ensure prompt distribution of the surplus funds. Subject to the outcome of current litigation and the pending appeal of a judgment in the Court of Claims in favor of the receivership additional funds may be available for distribution to shareholders. The litigation is ongoing and the Court of Claims judgment is currently the subject of a cross appeal and, accordingly, the specifics of potential future distributions cannot be determined at this time.

When Benj. Franklin was closed in 1990 there were 4,773 shareholders of record. You have received this notice because the records of the FDIC indicate you as a shareholder. The FDIC is aware that the shares of certain of the holders of record in 1990 may have been sold or otherwise transferred since then. Accordingly the FDIC has determined that the distribution will be made to the current holders of the share certificates. If your shares of stock are held through a nominee holder such as Cede & Co. or a depository institution such as a bank or brokerage firm you do not need to complete any of the attached forms since the distribution will be to the nominee holder for your account and you should direct any questions to such holder or institution.

You must properly complete and sign the accompanying Letter of Transmittal and Form W-9, and, if applicable, the Affidavit of Lost, Missing or Destroyed Certificates, and return them together with your share certificates to the Federal Deposit Insurance Corporation (DRR), Receiver of the Benj. Franklin FS&LA (7166), Claims Unit, Attn: Ben Burke (PAC 14014), 1601 Bryan Street, Dallas, Texas 75201-4586 in order to receive the distribution. Failure to return the Transmittal Letter and surrender the share certificate(s) may result in the deposit of the unclaimed funds with the appropriate state agency for distribution in accordance with unclaimed property laws.

You assume all risk of non-delivery. If you choose to use the mail, we strongly recommend that you use registered mail, return receipt requested. Delivery of the Letter of Transmittal, Form W-9 and accompanying share certificates will be deemed effective, and risk of loss with respect to the Letter of Transmittal, Form W-9 and accompanying share certificates will pass, only when these documents are actually received by the FDIC. If you have any questions concerning the Letter of Transmittal, Form W-9 or Affidavit of Lost, Missing or Destroyed Certificate(s), please contact the FDIC at (877) 872-1685 (M-F 8AM-4PM CST).

Please read the instructions in the General Information carefully.

Frequently Asked Questions
Benj. Franklin Federal Savings and Loan Association
Portland, Oregon
(In Receivership)

1. How do I know if I'm a shareholder?

   Answer:  If you currently hold Benj. Franklin Federal Savings and Loan Association, Portland, Oregon common stock certificate(s) in your name (or a certificate that has been transferred to you) or if you hold stock in your investment portfolio (identified by a current statement from your Broker).

2. If I owned stock in Ben Franklin when it failed, but later sold the stock, am I entitled to the distribution?

   Answer:  No. Distribution eligibility is limited to current owners of the stock.

3. My stock certificate was retained by my broker, so what must I do to get my distribution?

   Answer:  If your stock certificate was retained by your broker, the distribution will automatically be forwarded to your broker for you.

4. Because I lost my stock certificate, what must I do in order to get a distribution?

   Answer:  If your stock certificate was lost or destroyed, you should complete these three form documents:  Letter of Transmittal, Form W-9, and Affidavit of Lost, Missing or Destroyed Certificates. The completed forms should be returned to the FDIC.

5. Though I own a share certificate, the certificate is not in my name. What's necessary for me to get a distribution payment?

   Answer:  It is customary for share certificates to be transferred by the owner to the purchaser by recording the sale (transfer) on the reverse side of the certificate. Share certificates which reflect the recorded sale (transfer) will ordinarily be accepted by the FDIC, but must be accompanied by the Letter of Transmittal and a Form W-9.

6. Will there be any other distributions in the future?

   Answer:  If circumstances develop which would make additional distributions available to shareholders, the FDIC will declare future liquidating distribution(s). The FDIC, as Receiver, is unable to speculate on if or when such liquidating distribution(s) may occur.

7. How will this distribution affect my taxes?

   Answer:  A 1099-DIV form will be sent to you at year end either directly from the FDIC or your brokerage firm that is holding your shares. You should seek advice from a tax professional or the IRS to determine any tax effect this distribution may have upon you.

8. What is a surety bond, how do I obtain one, and is there a fee for such bonds?

   Answer:  Bonding companies can be located through your stockbroker, but can also be located in the yellow pages of most phone directories. Bonding companies will explain their requirements for a surety bond and inform you of the fees for such services.

9. What should be submitted for a deceased shareholder by the executor of an estate?

   Answer:  Documents need to be completed and returned along with a copy of the shareholder’s death certificate and copies of the papers appointing the executor and any documents conveying the property of the deceased, such as a probated will.

10. Does the shareholder need to sign the back of the stock certificate?

    Answer:  No.

11. If more than one name is listed on the stock certificate, do all SSN#’s need to be listed on the W9?

    Answer:  A separate W9 should be prepared for each name listed on the stock certificate.

12. What number is the Certificate number?

    Answer:  The number in the box located in the upper left hand corner of the stock certificate preceded by the initials:  SF