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{{01-31-06 p.16445.1}

[16,443] In the Matter of Billy Proffitt, Tennessee State Bank, Pigeon Forge, Tennessee, Docket No. 96-105e (11-2-05).

In the Matter of
BILLY PROFFITT, individually, and as
an institution-affiliated party of
TENNESSEE STATE BANK
PIGEON FORGE, TENNESSEE
(formerly headquartered in Gatlinburg, Tennessee)
(Insured State Member Bank)
ORDER MODIFYING ORDER OF REMOVAL FROM OFFICE AND PROHIBITION FROM FURTHER PARTICIPATION

FDIC-96-105e

IT IS HEREBY ORDERED that the Order of Removal from Office and Prohibition From Further Participation ("Order") issued against Billy Proffitt on October 6, 1998, under section 8(e) of the Federal Deposit Insurance Act, 12 U.S.C. §1818(e), be modified, for good cause shown, to allow the Respondent to execute an amended voting trust agreement naming Richard Todd Proffitt as successor trustee of the voting trust. All other provisions of the Order shall remain in full force and effect.

Pursuant to delegated authority.

Dated at Washington, D.C., this 2nd day of November, 2005.



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