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Federal Deposit
Insurance Corporation

Each depositor insured to at least $250,000 per insured bank

Decisions on Bank Applications

InsurBanc (Proposed)


In Re: InsurBanc (Proposed) Farmington, Hartford County, Connecticut

Application for Federal Deposit Insurance (Savings Association Insurance Fund)


The undersigned, acting on behalf of the Board of Directors pursuant to delegated authority, has fully considered all available facts and information relevant to the factors of Section 6 of the Federal Deposit Insurance Act relating to the application for Federal deposit insurance for InsurBanc (the Bank), a proposed new federal savings bank to be located at 10 Executive Drive, Farmington, Hartford County, Connecticut, 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 the Bank for Federal deposit insurance be and the same hereby is approved subject to the following conditions:

(1) That beginning paid-in capital funds of not less than $11,425,000 be provided;

(2) That core capital, as defined at 12 C.F.R. Section 567.5(a) of the Office of Thrift Supervision regulations, be maintained in an amount equal to not less than 10% of adjusted total assets, 12 C.F.R. Section 567.1(a), for the first three years after Federal deposit insurance is effective;

(3) That, within 60 days of approval, the Bank identify all individuals that the Bank plans to hire for senior management positions and that the Bank submit all appropriate background information for such individuals to the Division of Supervision's Boston Regional Director for his prior review and non-objection;

(4) That any changes in proposed management or proposed ownership (10% or more of stock) of the Bank, including new acquisitions of or subscriptions to 10% or more of the Bank's stock, will render this commitment null and void unless such proposal is approved by the Division of Supervision's Boston Regional Director prior to the opening of the Bank;

(5) That Federal deposit insurance shall not become effective unless and until the applicant has been established as a federal savings bank, that it has authority to conduct a banking business and that its establishment and operation as a bank have been fully approved by the Office of Thrift Supervision;

(6) That, until the conditional commitment herein ORDERED becomes effective, the FDIC shall have the right to alter, suspend or withdraw the said commitment should any interim development be deemed to warrant such action; and

(7) That, if 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 FDIC, the consent granted shall expire at the end of the twelve-month period.

Dated at Washington, D.C. this 13th day of March, 2001.


BY: John M. Lane
Associate Director Division of Supervision


In Re: InsurBanc (Proposed) Farmington, Hartford County, Connecticut

Application for Federal Deposit Insurance (Savings Association Insurance Fund)


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 Savings Association Insurance Fund, has been filed by the Independent Insurance Agents of America, Inc. (IIAA), W.R. Berkley Corporation ("Berkley"), and Signet Star Reinsurance Company ("Signet Star") on behalf of InsurBanc (the Bank), a proposed new federal savings bank to be located at 10 Executive Drive, Farmington, Hartford County, Connecticut.

The Bank's sole shareholder will be Peyton Street Independent Financial Services Corporation (Peyton Street), a newly formed thrift holding company. Stock ownership of Peyton Street will be held by IIAA, Berkley, and Signet Star. IIAA is a nonprofit, national trade association for independent insurance agents representing more than 300,000 agents and their employees through its federation of 50 state associations. Berkley is a publicly traded property and casualty insurance holding company. Signet Star is a reinsurance company, which is wholly owned by Berkley.

The proposal is being undertaken in order to provide banking products and services to IIAA's member independent agents located in the States of Connecticut, Massachusetts and New Jersey, to their employees, and to their customers. The applicants feel that the traditional lines of separation between the delivery of banking and insurance products continue to blur and that banks are forming strategic alliances with insurance agencies. The Bank will enable the agents to refer their clients to banking products and services. The Bank's strategy is to replicate the community banking relationship between the traditional community bank and its customers by building on the independent insurance agents' one-to-one relationship with their customers.

The Bank will offer home equity loans, first and second mortgage loans, small business loans, and consumer loans: The products will be offered to IIAA member independent insurance agents, their employees, and their customers. Delivery systems for the Bank's products will include a combination of postal mail, telephone, Automated Teller Machines (ATMs), and personal computers (PC). PC banking will be facilitated by the use of the Internet and a transactional web site.

For purposes of this proposal, the investment in fixed assets is reasonable, capital is adequate, future earnings prospects are favorable, and management is considered satisfactory. The Bank provides an alternative banking source to its targeted market with no adverse effect on the competitive environment. Corporate powers to be exercised are consistent with the purpose of the Federal Deposit Insurance Act. No undue risk to the Savings Association Insurance Fund is apparent.

Accordingly, based upon a careful evaluation of all available facts and information, the Associate Director of the Division of Supervision, pursuant to delegated authority, has concluded that approval of the application is warranted.


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