MARKET SQUARE PLAZA | 17 N SECOND STREET, SUITE 1300 | HARRISBURG, PA 17101

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INSTRUCTIONS FOR FILING SIMULTANEOUS

APPLICATIONS FOR ACQUISITION OF A

HOLDING COMPANY/MERGER OF AFFILIATE BANKS

The governing authority for a holding company acquisition is Section 115 of the Banking Code of 1965.

Please submit the following:

Letter Application detailing the transaction.

Filing Fee of $5,000, payable to the Department of Banking and Securities

Agreement & Plan of Merger between Holding Companies

Proof of Publication of Notice to be Placed in a newspaper of general circulation in county(ies) where holding companies are headquartered, in a format similar to the sample on the following page.

Any application/correspondence to Federal Reserve re holding company merger.

The governing authority for a bank-to-bank merger is Chapter 16 of the Banking Code.

Please submit the following:

Application for Approval to Merge or Consolidate, with appropriate attachments (available on Department of Banking and Securities Web site).

Required filing fee of $4,000, payable to the Department of Banking and Securities. A check in the amount of $150.00, payable to the Pennsylvania Department of State, for filing the Articles of Merger/Consolidation with that Department must also accompany the application.

Publication of the required notice of filing of the merger application may be combined with the notice of filing of the holding company acquisition application, in a format similar to the sample on the following page.

SIMULTANEOUS APPLICATIONS FOR ACQUISITION OF A

HOLDING COMPANY/MERGER OF AFFILIATE BANKS

Notice to be Published in a Newspaper of General Circulation

NOTICE OF FILING AN APPLICATION

Notice is hereby given that on [Date], [Name of Applicant], with its principal place of business located at [Address, County, State], filed with the Pennsylvania Department of Banking and Securities, pursuant to the provisions of Section 115 of the Banking Code of 1965, as amended, an application for approval to acquire 100% of

[Name of Holding Company]

of [City, County, State]

and thereby indirectly acquire 100% of

[Name of Institution]

of [City, County, State].

Subsequent to the proposed transaction, [Name of Merging Institution] will merge with and into [Name of Surviving Institution] of [City, County, State], a wholly-owned subsidiary of [Name of Holding Company].

All interested persons may file comments regarding this application, in writing, with the Pennsylvania Department of Banking and Securities, Corporate Applications Division, 17 North Second Street, Suite 1300, Harrisburg, PA 17101-2290.

In order to be considered, comments regarding this application must be received by the Department of Banking and Securities no later than thirty (30) days after the date that notice of the filing of this application is published in the Pennsylvania Bulletin. Publication in the Pennsylvania Bulletin may or may not appear contemporaneously with this notice. Please check the Pennsylvania Bulletin Web site at to determine the due date for filing comments.

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