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{{9-30-92 p.TC-137}}
   [15,485] Docket No. FDIC-91-323b (7-17-92)

In the Matter of

THE WESTPORT BANK AND TRUST
COMPANY

WESTPORT, CONNECTICUT
(Insured State Nonmember Bank)
MODIFICATION OF THE ORDER
TO CEASE AND DESIST

   Pursuant to and in consideration of a request by the Westport Bank and Trust Company, Westport, Connecticut ("Bank"), the CEASE AND DESIST ORDER, dated October 8, 1991 is hereby modified as follows:
   Paragraph 3(a)(i) is hereby stricken, and in its stead, is inserted the following:

    3. (a) (i) The Bank shall have Tier 1 capital at or in excess of four (4.0) percent of the Bank's total assets ("Tier 1 leverage capital ratio") by February 28, 1992 and shall maintain its capital at or in excess of such level until June 30, 1993. The Bank shall make its best efforts to increase the Bank's Tier 1 leverage capital ration up to five (5.0) percent by June 30, 1993, but in any event, the Bank's Tier 1 leverage capital ratio will not be less than four and one-half (4.5) percent by June 30, 1993, and the Bank shall maintain its capital at or in excess of such level until September 30, 1994. The Bank shall make its best efforts to increase the Bank's Tier 1 leverage capital ratio up to six (6.0) percent by September 30, 1994, but in any event, the Bank's Tier 1 leverage capital ratio will not be less than five and one-half (5.5) percent by September 30, 1994, and the bank shall maintain its capital at or in excess of such level while this ORDER is in effect.
Toward this end, the Bank shall develop a Capital Plan which will be submitted to the Regional Director and the Commissioner for approval within thirty (30) days from the effective date of this ORDER. The Capital Plan should address both internal and external sources of capital augmentation, including capital infusions, retention of earnings, restrictions of asset growth and asset sales.
   The provisions of this MODIFICATION OF THE ORDER TO CEASE AND DESIST shall be binding upon the Bank, its institution-affiliated parties, and any successors and assigns thereof.
   Except as specifically modified herein, all of the terms and conditions of the ORDER heretofore issued against the Bank on October 8, 1991 shall remain in full force and effect.
   The provisions of this MODIFICATION OF THE ORDER TO CEASE AND DESIST shall remain effective and enforceable except to the extent that, and until such time as, any provisions of the MODIFICATION OF THE ORDER TO CEASE AND DESIST shall have been modified, terminated, suspended, or set aside by the FDIC.
   So ORDERED, at Needham, Massachusetts, pursuant to delegated authority, this 17th day of July, 1992.

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