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Dove Creek State Bank

FEDERAL DEPOSIT INSURANCE CORPORATION

Re: Dove Creek State Bank
Dove Creek, Colorado
Application for Consent to Purchase Certain Assets and Assume Liability to Pay Deposits Made in the Cortez, Colorado, Office of Basin Industrial Bank, Englewood, Colorado, and to Establish that Office as a Branch

ORDER AND BASIS FOR CORPORATION APPROVAL

Pursuant to Section 18 (c) and other provisions of the Federal Deposit Insurance ("FDI") Act, Dove Creek State Bank, Dove Creek, Colorado ("Dove Creek"), an insured state nonmember bank and Bank Insurance Fund member with total resources of $18,685,000 and total deposits of $16,050,000 as of March 31, 1999, has filed an application for the Corporation's consent to purchase certain assets and assume the liability to pay deposits made in the Cortez, Colorado, office of Basin Industrial Bank, Englewood, Colorado ("Basin") and establish that office as a branch of Dove Creek. Basin is an insured state nonmember bank and Bank Insurance Fund member with total resources of $7,321,000 and total deposits of $6,463,000. Notice of the proposed transaction, in a form approved by the Corporation, has been published pursuant to the FDI Act.

Upon consummation of the proposed transaction, Basin's only office will be its main office located in Englewood, Colorado, and Basin will no longer conduct traditional retail banking operations. Basin will be involved in making available to retail consumers various electronic commerce technologies through programs initiated by Basin's parent, Western Union Financial Services, Inc. ("Western Union"). Such programs include Western Union's Benefits Quick Cash and Cash Card Programs.

A review of available information revealed no inconsistencies with the purposes of the Community Reinvestment Act ("CRA"). Dove Creek is expected to continue to meet the credit needs of its entire community, consistent with the safe and sound operation of the institution. Basin intends to apply to the Corporation for either an exemption or designation as a limited purpose bank under CRA.

In connection with the application, the Corporation has taken into consideration the competitive effects of the proposed transaction; the financial and managerial resources and future prospects of the proponent banks and the resultant bank; and the convenience and needs of the community to be served. Having found favorably on these statutory factors and having considered all other relevant information, including any reports on the competitive factors furnished by the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the Director of the Office of Thrift Supervision, and the Attorney General of the United States, it is the FDIC's judgment that the application should be and hereby is approved, subject to the following conditions:

1. That, as indicated in subject application, Community Bankshares, Inc., the parent of Dove Creek, shall make a capital contribution in the amount of $275,000 to Dove Creek prior to consummation of the proposed transaction;

2. That the transaction shall not be consummated before the fifteenth calendar day following the date of this Order or no later than six months after the date of this Order, unless such period is extended for good cause by the FDIC;

3. That, until the proposed transaction becomes effective, the FDIC shall have the right to alter, suspend, or withdraw its approval should any interim development be deemed to warrant such action.

By Order of the Associate Director of the Division of Supervision, acting pursuant to delegated authority for the Board of Directors of the FDIC.

Dated at Washington, D.C., this day of , 1999.

__________________________________
Mark S. Schmidt
Associate Director



Last Updated 03/24/2011 Legal@fdic.gov