FEDERAL DEPOSIT INSURANCE CORPORATION

IN RE: Delafield State Bank Delafield, Waukesha County, Wisconsin

Application for Federal Deposit Insurance (Bank Insurance Fund)

ORDER

The undersigned, acting under delegated authority, has fully considered all available facts and information relevant to the factors of Section 6 of the Federal Deposit Insurance Act and relating to the application for federal deposit insurance, with membership in the Bank Insurance Fund, for Delafield State Bank, a proposed new state member bank, with its temporary main office to be located at 417 Genesee Street, Delafield, Waukesha County, Wisconsin, and has concluded that the application should be approved.

Accordingly, it is hereby ORDERED, for the reasons set forth in the attached Statement, that the application submitted by Delafield State Bank for federal deposit insurance should be, and the same hereby is, approved subject to the following conditions:

1. That beginning paid-in capital funds of not less than $8,000,000 be provided, with $1,200,000 allocated to common stock and $6,800,000 allocated to surplus;

2. That a Tier I Leverage Capital Ratio, as defined in Part 325 of the FDIC's Rules and Regulations, of no less than 8.0 percent be maintained during the bank's first three years of operations;

3. That any changes in proposed management of the bank or proposed ownership (10 percent or more of stock) of the bank, including new acquisitions of or subscriptions to 10 percent or more of stock, will render this commitment null and void unless such proposed change is approved by the FDIC prior to the opening of the bank;

4. That federal deposit insurance shall not become effective unless and until the applicant has been established as a state bank with membership in the Federal Reserve System, that it has authority to conduct a banking business, and that its establishment and operation as a bank have been fully approved by the Department of Financial Institutions of the State of Wisconsin and the Federal Reserve Bank of Chicago;

5. That the lease for the permanent bank building, which will be constructed and owned by an Organizer of the bank, will provide for lease payments that do not exceed leasing rates for similar properties in the bank's locality;

6. That until the bank commences business, the Corporation shall have the right to alter, suspend, or withdraw said approval should any interim development be deemed to warrant such action;

7. That until the bank commences business, if the Corporation revises its Policy Statement on "Applications for Deposit Insurance" so as to differ in content with any conditions imposed herein, the Corporation shall have the right to alter said conditions to conform to such revised Policy Statement; and

8. That if federal deposit insurance has not become effective within twelve months from the date of this Order, or unless, in the meantime, a request for an extension of time has been approved by the Corporation, the consent granted shall expire at the end of said twelve-month period.

Dated at Washington, D.C., this 14th day of July , 1998.

FEDERAL DEPOSIT INSURANCE CORPORATION

Mark S. Schmidt
Associate Director
Division of Supervision

FEDERAL DEPOSIT INSURANCE CORPORATION

IN RE: Delafield State Bank Delafield, Waukesha County, Wisconsin

Application for Federal Deposit Insurance (Bank Insurance Fund)

STATEMENT

Pursuant to the provisions of Section 5 of the Federal Deposit Insurance Act (12 U.S.C. 1815), an application for federal deposit insurance, with membership in the Bank Insurance Fund, has been filed on behalf of Delafield State Bank, a proposed new state member bank with a temporary main office to be located at 417 Genesee Street, Delafield, Waukesha County, Wisconsin..

The proponents have delineated Waukesha County, Wisconsin, as the primary trade area of the proposed bank. A review of the proposed bank's Community Reinvestment Act Statement and other available information indicates that no inconsistencies with the purposes of the Community Reinvestment Act appear to exist.

Initial capitalization is adequate, and acceptable deposit growth and operating profits within a reasonable period of time are projected. The factors relating to general character and fitness of management and risk to the deposit insurance fund have been favorably resolved.

Accordingly, based on a careful evaluation of all available relevant facts and information, the Associate Director, acting under delegated authority, has concluded that approval of the application is warranted.

ASSOCIATE DIRECTOR
DIVISION OF SUPERVISION