Bulletin B-05-3

SUBJECT: Expansion of Products and Services; Acquisition of Assets Supersedes Bulletin B-92-1
DATE: September 27, 2005

This Bulletin is being issued to provide Department guidance regarding expansion of products and services, acquisition of assets, branching and other expanded activities relative to banks with composite CAMELS ratings of "3", "4" or "5" and supersedes Bulletin B-92-1 effective this date.

From and after the date of this Bulletin, applications requiring the approval of the Department for expanded products and services, including the acquisition of assets or liabilities and branching and those applications identified in Rule 0180-19-.06, from any state-chartered bank whose composite CAMELS rating assigned at the most recent Department or federal examination was "3", "4" or "5", will be scrutinized carefully in the interest of the safety and soundness of the institution.

Questions relating to this Bulletin may be directed to Assistant Commissioner of the Bank Division, Tod K. Trulove at 615/741-6013.

Kevin P. Lavender