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{{12-31-05 p.12476.1}}

[12,475] In the Matter of Associates Capital Bank, Inc., Salt Lake City, Utah, Docket No. 05-178q (10-3-05).

In the Matter of
ASSOCIATES CAPITAL BANK, INC.
SALT LAKE CITY, UTAH
(Insured State Nonmember Bank)
ORDER OF APPROVAL OF TERMINATION OF INSURANCE

FDIC-05-178q

Pursuant to section 8(q) of the Federal Deposit Insurance Act (the "Act"), 12 U.S.C. §1818(q), and section 18(i)(3) of the Act, 12 U.S.C. §1828(i)(3), the Federal Deposit Insurance Corporation ("FDIC"), having found that Citibank USA, National Association, Sioux Falls, South Dakota ("CUSA Bank"), has provided to the FDIC on September 21, 2005, satisfactory evidence that it has assumed the liabilities for deposits of Associates Capital Bank, Inc., Salt Lake City, Utah ("Associates Bank"), as of September 15, 2005, as required by section 307.1 of the FDIC's Rules and Regulations, 12 C.F.R. §307.1, hereby issues the following ORDER:

ORDER

IT IS HEREBY ORDERED, that the status of Associates Bank as an insured state nonmember bank hereby is terminated as of September 21, 2005.

IT IS FURTHER ORDERED, that the separate insurance of all deposits assumed by CUSA Bank from Associates Bank shall terminate at the expiration of March 15, 2006, or in the case of any time deposit, the earliest maturity date after March 15, 2006, as provided in section 8(q) of the Act, 12 U.S.C. §1818(q).

IT IS FURTHER ORDERED, that CUSA Bank shall give notice of such assumption to each of the depositors of Associates Bank within thirty days after such assumption has taken effect, if it has not already done so, in a manner acceptable to the Regional Director of the FDIC's New York Regional Office.

Pursuant to delegated authority.

Dated at Washington, D.C., this 3rd day of October, 2005.



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