Decisions on Bank Applications

Fidelity Federal Bank, F.S.B.k

Board of Directors
Fidelity Federal Bank, F.S.B.
Post Office Box 1631
Glendale, California 91209-1631

RE: Request for Ex-Post Facto Approval under Part 359 of the FDIC's Rules and Regulations to Pay Golden Parachute Payments for Richard M. Greenwood, William C. Taylor, III, and Stephen J. Austin

Dear Members of the Board:

Your applications for ex-post facto approval to pay certain golden parachutes (consisting of severance, release, and consulting agreements) to Richard M. Greenwood, William C. Taylor, III, and Stephen J. Austin has been reviewed by the Federal Deposit Insurance Corporation (FDIC).

The FDIC understands that the Office of Thrift Supervision (OTS) intends to give formal written approval for these Golden Parachute payments upon receipt of the FDIC's concurrence. After thorough consideration of the request, supporting documents, and other available information, we have determined that the golden parachute payments were in the best interest of the institution and the insurance fund under the unique circumstances at the time. As such, the FDIC concurs with the OTS's intended formal approval of these golden parachute payments to these three former senior members of management.

However, the Board is strongly encouraged to implement strict policies and procedures regarding any future golden parachute payments and to seek prior written regulatory approval from both the OTS and the FDIC before any such agreement is entered into and/or any such payments are made.

Should the institution have any questions or concerns surrounding these issues, please contact Assistant Regional Director J. George Doerr at (415) 808-8019.

Sincerely,

John M. Lane
Associate Director
Division of Supervision