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UNITED STATES OF AMERICA BEFORE THE BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM IN THE MATTER OF TRANSAMERICA CORPORATION COMPLAINT The Board of Governors of the Federal Reserve System charges that Transamerica Corporation, hereinafter called respondent, is violating and has violated the provisions of Section 7 of an Act of Congress approved October 15, 1914 (the Clayton Act), "An Act to supplement existing laws against unlawful restraints and monopolies, and for other parposes11, and the Board of Governors of the Federal Reserve System hereby issues this, its complaint against said respondent, and states its charges with respect thereto as follows, to wit: PARAGRAPH ONE—Respondent is a corporation organized under the laws of the State of Delaware, having its principal office in the City of San Francisco, State of California. Respondent has an authorized capital stock of 25,000,000 shares, of the par value of #2.00 per share, approximately 9,900,000 shares of which are now outstanding. Respondent, through various subsidiary and other companies which i t controls, is now engaged, in interstate commerce, in the commercial banking business in the United States and in foreign countries; in the business of home f i nancing; in the business of acquiring, managing and selling real estate; in the business of catching, buying, processing and selling fish and seafood; in the business of underwriting and selling l i f e , health, accident, fire, automobile and marine insurance; in the business of manufacturing and selling hydraulic controls, line supports for aircraft, agricultural implements, Diesel engines, non-ferrous and aluminum castings and forgings, malleable iron and steel castings, oil-well equipment and machinery, and other products; and in other businesses. PARAGRAPH TWO—Respondent was founded by A. P. Giannini on or about October 11, 1928, for the purpose, among ethers, of acquiring and consolidating under one management the control cf a number of corporations, including banks, which theretofore had operated under the general direction and control of the said A. P. Giannini. At or about the time of its organization,respondentacquired controlling stock interests in the following corporations, among others: (a) Bank of Italy National Trust and Savings Association (now Bank of America National Trust and Savings Association). This bank was founded by A. P. Giannini in 1904 as a state bank under the laws of the State of California. At the time of its incorporation and until 1927 i t operate^ as a state bank under the name of Bank of Italy. In 1927 Bank of Italy converted into a national bank under the name of Bank of Italy -2- National Trust and Savings Association (hereinafter referred to as Bank of Italy N. T. & S. A.). At or about the time respondent acquired a controlling stock interest therein Bank of Italy N. T. & S. A. was operating through a head office in San Francisco and approximately 292 branches located throughout the State of California. Approximately 200 of such branches had been established following the acquisition, by various companies or persons acting under the general direction of A. P. Giannini, of controlling stock interests in or the banking business of various independent banks and branches of such banks located throughout the State of California. In addition to the banks and branches so acquired and converted into branches of Bank of Italy or its successor, Bank of Italy N. T. & S. A., and during the period between the organization of the Bank of Italy and respondents incorporation, controlling stock interests or the banking business of approximately 87 other independent banks and branches of such banks had been acquired by companies or persons acting under the general direction of the said A. P. Giannini, which banking offices were subsequently closed, the banking business of each such closed office being absorbed by an existing branch or bronchos of said Bank of Italy or its successor, Bank of Italy N. T. & S. A. (b) National Bankitaly Company • This corporation was a f f i l i ated with Bank of Italy N. T. & S. A. and succeeded to the business of Stockholders Auxiliary Corporation (a corporation organized in 1917 by A. P. Giannini for the purpose, among othfers, of facilitating the bank expansion activities of the Bank of Italy, above-described). (c) Merchants National Trust & Savings Bank, Los Angeles, California. This bank was a national bank having its principal office in Los Angeles, California, and operating approximately 35 branches located in Los Angeles and vicinity. (d) United Security Bank & Trust Company, San Francisco, California. This bank was a state bank organized under the laws of the State of California, having its principal place of business at San Francisco, California, and operating approximately 53 branches located throughout the State of California. This bank resulted from the merger in 1928 of the United Bank & Trust Company and the Security Trust Company of Bakersfield, California, both of such banks being state banks organized and operating in the State of California. (e) French-American Corporation. This corporation was affiliated through common stock ownership with United Security Bank & Trust Company. At or about the time of respondent's organization the French-American Corporation owned controlling stock interests in a number of banks, including San Diego State Bank, San Diego, California; First National Bank, Berkeley, California; First Bank of Jamestown, Jamestown, California; Motherlode National Bank, Sonora, California; Second Avenue State Bank, Los Angeles, California; Bank of Oxnard, Oxnard, California; Placerville National Bank, Placerville, California; and Vallejo Commercial National Bank, Vallejo, California. -3- (f) Bank of America National Association. This bank was a national bank having its principal office and operating approximately 30 branches in the City of New York, New York. (g) Bankitaly Company of America. This corporation was organized under the laws of the State of Delaware, having its principal office in San Francisco, California. I t owned controlling stock interests in various subsidiary companies, including Americommercial Corporation (a corporation organized in 1924 by Stockholders Auxiliary Corporation and certain stockholders of Bank of America of Los Angeles, Los Angeles, California, to further facilitate the bank expansion activities of Bank of Italy, above-described), Banca DfAmerica E D*Italia (a banking company formed under the laws of Italy, having its principal office in Milan, Italy, and operating approximately 37 branches throughout Italy), and Ameritalia Corporation (a banking affiliate of Banca DfAmerica E D f Italia). (h) California Joint Stock Land Bank. This corporation was organized by the Bank of Italy in 1919 under the provisions of the Federal Farm Loan Act. ( i ) Bankitaly Mortgage Company. This corporation was organized by National Bankitaly Company in 1927 and engaged in the business of lending on mortgage loans in urban communities. ( j ) Bankitaly Agricultural Credit Corporation. This corporation was organized by National Bankitaly Company in 1928 to make loans on country real estate. . PARAGRAPH THREE—Since its organization in 1928 respondent has continued, under the general direction of A. P. Giannini, to expand its banking interests by the acquisition, either directly or through one or more of its controlled companies or agents, of controlling stock interests in or the banking business of various independent banks which banks were at the time of such acquisitions in competition with one or more of the banks, already controlled by respondent. As a result of such expansion respondent now controls approximately 46 banks, operating approximately 598 branches located in the Statesof California, Oregon, Nevada, Arizona and Washington, having aggregate deposits of approximately 16,640,000,000. Of the banking offices so controlled by respondent approximately 555 are located in California, 57 in Oregon, 15 in Nevada, 7 in Arizona, and 10 in Washington. Of the banking deposits so controlled by respondent approximately #5*716,000,000 are located in California, 1614*000,000 in Oregon, #129,000,000 in Nevada, #85,000,000 in Arizona, end #96,000,000 in Washington. The banking offices and deposits controlled by respondent constitute the following percentages of the total banking offices and deposits in each of the five state$ above-named: In California approximately 50 per cent of a l l banking offices and 43 per. cent of a l l deposits; in Oregon approximately 36 per cent of a l l banking offices and 44 per cent of a l l deposits; in Nevada approximately 60 per cent of a l l banking offices and 77 per cent of atll -4- depositsj in Arizona approximately 13 per cent of a l l banking offices and 20 per cent of a l l deposits; in Washington approximately 4 per cent of a l l banking offices and 4 per cent of a l l deposits. PARAGRAPH FOUR—Part of the expansion of respondent's banking interests was accomplished in the following manner: Respondent acquired, either directly or through one or more of its controlled companies or agents, the controlling stock interest in an independent bank and has continued to operate such bank as a separate institution, although controlled by respondent. Included among the banks so acquired by respondent since its organization in 1928 and now operated and controlled by i t are the following: As of date of acquisition Deposits Name of Bank Year Branches (Approx.) 1928 Bank of Italy N. T. & S. A., San Francisco, California (Now Bank of America N. T# & S. A.) 1930 First National Bank, Portland, Oregon n Central Bank, Oakland, California (This bank was originally chartered in 1930 as the Bank of America, a state bank, to take over 58 branches of Bank of America of California, which merged with Bank of Italy N. T. & S. A. in that year to form Bank of America H. T. & S. A.) 1934 First National Bank of Nevada, Reno, Nevada 1936 National 3ank of Tacoma, Tacoma, Washington (Now National Bank of Washington) First National Bank, 1937 Forest Grove, Oregon II Farmers Bank of Carson Valley, Minden, Nevada II First National Bank of Arizona, Phoenix, Arizona fl Phoenix Savings Bank & Trust Company, Phoenix, Arizona II Coolidge & McClaine, Silverton, Oregon 1938 First National Bank, Garden Grove, California it Bank of Sellwood, Portland, Oregon (Now Moreland-Sellwood Bank) ii Clatsop County Bank, Seaside, Oregon 283 666,944,000 46,174,000 — — 1 6,741,000 14,499,000 - - 621,000 — 1,154,000 1 14,354,000 - - 3,881,000 — 657,000 — 694,000 443,000 — 463,000 -5- Name of Bank Year 1940 tl tf 1941 ft tt it w 1942 tt tf 1943 1944 tf tf tf tt tt 1945 t» tt tt tf First National Bank, Cottage Grove, Oregon Bank of Pinole, Crockett, California Central Bank of Calaveras, San Andreas, California First National Bank, Fairfield, California First National Bank, Prinaville, Oregon Bank of Nevada, Las Vegas, Nevada Temple City National Bank, Temple City, California First National Bank, Weed, California First Trust & Savings Bank, Pasadena, California Scio State Bank, Scio, Oregon Bank of Sweet Home, Sweet Home, Oregon First National Bank, Bellflower, California First National Bank, Corcoran, California First National Bank. Los Altos, California Bank of Newman, Newman, California First National Bank, Santa Ana, California First National Trust & Savings Bank, Santa Barbara, California Bank of Tehachapi, Tehacfcapi, California First National Bank, Crows Landing, California First National Bank, Eugene, Oregon First National Bank, San Jacinto, California First Savings Bank, San Jacinto, California Farmers & Merchants Bank of Watts, Los Angeles, California As of date of acquisition Deposits Branches (Approx.) 1,137,000 3 2,879,000 1,063,000 — 722,000 852,000 — (Newly organized) — 6a,000 — 932,000 i 16,799,000 — 379,000 — 552,000 — 4,150,000 1,924,000 712,000 3 4,267,000 — 25,530,000 — 9,739,000 — 1,014,000 — 2,196,000 — 34,806,000 — 1,046,000 — 594,000 — 3,861,000 -6- Year Name of Bank 1946 Benton County State Bank, Corvailis, Oregon tt First National Bank, Mountain View, California tt First National Bank, Oakdale, California tt Stanislaus County Savings Bank, Oakdale, California tt First National Bank, Turlock, California 1947 Bank of Beaumont, Beaumont, California tt Carlton State & Savings Bank, Carlton, Oregon tt First National Bank, Delano, California tt Yamhill State Bank, Yamhill, Oregon 1948 American Commercial & Savings Bank, Moorpark, California As of date of acquisition Deposits (ADOTOX.) Branches 9,351,000 1 3,821,000 3,055,000 —— 3,409,000 - - 6,605,000 —— 2,205,000 976,000 9,635,000 1,502,000 —— 1,246,000 Each of the banks so acquired and now operated and controlled by respondent is engaged in interstate commerce within the purview of Section 7 of the Act of Congress approved October 15, 1914- (Clayton Act). PARAGRAPH FIVE—A further part of the expansion of respondents banking interests was accomplished in the following manner: Respondent, either directly or through one or more of its controlled companies or agents, acquired either a controlling stock interest in or the banking business of an independent bank and contemporaneously therewith or thereafter caused such independent bank and branches, i f any, of such bank to be converted into a branch or branches of a bank already operated and controlled by respondent, and the banks and branches of such banks so acquired and converted are today operating as branches of one or more of the banks listed in Paragraph Four above. Included among the banks so acquired and converted since respondents organization in 1928 are the following: Year Name of Bank 1928 Branches of Merchants National Bank, Los Angeles, California ti United Security Bank & Trust Co., San Francisco, California (Head office and 28 branches) it Branches of San Diego State Bank, San Diego, California ti First National Bank, Eureka, California Number of banking offices acquired Deposits and converted (Approx.) 23 29 146,883,000 4 1 2,405,000 -7- Year Name of Bank 1928 Motherlode National Bank, Sonora, California 19 Bank of Oxnard, Oxnard, California ft Vallejo Commercial National Bank Vallejo, California tt First National Bank, Grass Valley, California ft Northern California Bank of Savings, Marysville, Califomia tt First National Bank, Alturas, California tf Central Bank of California Auburn, California (Head office and 4 branches) ft Branches of Berkeley Bank, Berkeley, California tf First National Bank, Chino, California tt Cloverdale Commercial & Savings Bank, Cloverdale, California If First National Bank, Colton, California tt Bank of Dixon, Dixon, California tt First National Bank, Exeter, California tt First National Bank, Geyserville, California tf Bank of Pacific Grove, Pacific Grove, California tt Petaluma Savings Bank, Petaluma, California II Richmond Commercial & Savings Bank, Richmond, California tt San Carlos Bank, San Carlos, California tt State Bank of Ramona, Ramona, California tt First National Bank, South Pasadena, California tt Lassen Industrial Bank, Susanville, California (Head office and 1 branch) tt Commercial Bank, Turlock, California (Head office and 1 branch) Number of banking offices acquired and converted Deposits (Approx.) 1 153,000 1 99,000 1 1,707,000 1 420,000 1 3,305,000 1 522,000 5 1,460,000 5 1 427,000 1 176,000 1 795,000 1 1,102,000 1 558,000 1 331,000 1 1,274,000 1 3,109,000 1 261,000 1 171,000 1 354,000 1 566,000 2 1,383,000 2 1,727,000 -8- Year Name of Bank 1928 El Dorado County Bank Placerville, California it Daiiymen1 s Coast Bank, Valley Foard, California (Head office and 2 branches) tt Golden State Bank, Walnut Park, California 1929 The Oakland Bank, Oakland, California (Head office and 8 branches) tt First National Bank, Poarfcerville, California tt Amador County Development Bank, Jackson, Califoamia tt Citizens State Savings Bank, Gardena, California tt National Bank of Hermosa Beach, Hermosa Beach, California tt Bank of Isleton, Isleton, California tt First National Bank, Long Beach, California tt Arroyo-Seco State Bank, Los Angeles, Califoamia tt Florence National Bank, Los Angeles, California tt Branches of Pacific National Bank, Los Angeles, Califoamia tt Monterey Park Commercial & Savings Bank, Monterey Park, Califoamia tt Bank of Norwalk, Noarwalk, Califoamia tt Bank of San Clemente, San Clemente, Califoamia tt First National Tamst & Savings Bank, Whittier, Califoamia tt Commercial $ Savings Bank of Sutter County, Yuba City, Califoamia 1930 Broadway Commercial & Savings Bank, Burlingame, California tt George W. Bates & Company, Bankers, Portland, Oregon w Bank of East Portland, Portland, Oregon Number of banking offices acquired and converted 1 Deposits (Approx.) 1,759,000 2,033,000 1 122,000 60,324,000 1 3,228,000 1 201,000 1 256,000 1 236,000 1 601,000 1 6,524,000 1 861,000 1 714,000 1 312,000 1 842,000 U 322,000 1 4,869,000 1 811,000 1 294,000 1 1,430,000 1 1,018,000 - 9 - Year 1932 19 ft 91 1933 tt it tt ti tt tt tt it tt 1934 t! ft 1935 tt tt tt tt tt tt tf ^ame o^ B^flc , , Number c>f banking offices acquired averted „ , , and cc 1 Livestock StateOregon Bank, Portland, Southeast Portland Bank, Portland, Oregon West Side State Bank, Los Angeles, California First National Bank, Alhambra, California The Gresham Bank, Gresham, Oregon First National Bank, Sebastopol, California Oregon State Bank, Portland, Oregon American National Bank, Portland, Oregon Montavilla Savings Bank, Portland, Oregon First National Bank, Astoria, Oregon First Inland National Bank, Pendleton, Oregon Shute Savings Bank, Hillsboro, Oregon First National Bank, Salem, Oregon Bank of Woodburn, Woodburn, Oregon First National Bank, Condon, Oregon First National Bank, Cucamonga, California First National Bank, Puente, California Russ-Williams Banking Company, Ferndale, California McCloud National Bank, McCloud, California Wallowa National Bank, Enterprise, Oregon First National Bank, LaGrande, Oregon . Commercial National Bank, Lakeview, Oregon First National Bank, Medford, Oregon First National Bank, Tillamook, Oregon First National Bank, Union, Oregon 1 Deposits (Aonrox.) 324,000 (newly organized) 1 613,000 1 2,243,000 1 (newly organized) 1 269,000 1 405,000 1 4,832,000 1 (restricted) 1 1,328,000 1 1,950,000 1 (restricted) 1 1,153,000 1 (restricted) 1 170,000 1 166,000 1 684,000 1 543,000 1 957,000 1 577,000 1 1,082,000 1 600,000 1 2,667,000 1 1,368,000 1 368,000 - 10 Year 1936 if 19 99 II 99 99 91 99 91 99 99 99 99 91 99 99 99 If 19 tt 19 99 Name of Bank Number of banking offices acquired and converted First National Bank of Southern Oregon Grants Pass, Oregon First National Bank, Coquille, Oregon First National Bank, Ashland, Oregon First National Bank, Merrill, Oregon First National Bank, Klamath Falls, Oregon Sierra Valley Bank, Loyalton, California Plumas County Bank, Quincy, California (Head office and one branch) Bank of Milpitas, Milpitas, California Citizens Bank, Laguna Beach, California First National Bonk, Fallbrook, California California First National Bank, Long Beach, California First National Bank, San Dimas, California Westwood National Bank, Westwood, California Branch of Bank of Inglewood, Los Angeles, California First National Bank, El Monte, California Delta Bank, Rio Vista, California First National Bank, Claremont, California Bank of Point Arena, Point Arena, California First National Bank, Downey, California Crescenta Canada National Bank, Montrose, California First National Bank, Del Rey, California First National Bank, Atascadero, California Calistoga National Bank, Calistoga, California Deposits (Atrorox.) 1 1,460,000 1 617,000 1 1,183,000 1 431,000 1 2,959,000 1 321,000 2 337,000 1 306,000 1 471,000 1 303,000 1 4,040,000 1 311,000 1 609,000 1 1 907,000 1 541,000 1 851,000 1 185,000 1 154,000 1 265,000 1 350,000 1 230,000 1 778,000 -11- Year Name of Bank 1936 Branches of Seaboard National Bank, Los Angeles, California it Lumbermen1s National Bank, Bend, Oregon tt North Bend National Bank, North Bend, Oregon tt United States National Bank, Newburg, Oregon ti First National Bank, Elko, Nevada 1937 Farmers & Merchants National Bank, Eureka, Nevada tt Kent National Bank, Kent, Washington tt Auburn National Bank, Auburn, Washington It First State Bank, Bremerton, Washington It Castle Rock Bank, Castle Rock, Washington It Kalama State Bank, Kalama, Washington It Pasadena Savings Bank, Pasadena, California tt Lindsay Savings Bank, Lindsay, California tf First National Bank, Fontana, California If First National Bank, Glendora, California tt First National Bank, Jfcrnes, California IV First Bank of Highland, Highland, California tf First National Bank, Molalla, Oregon It First National Bank of Coos Bay, Marshfield, Oregon tt First National Bank, Hood River, Oregon tt Steiver & Carpenter Bank, Fossil, Oregon ft First National Bank, Oregon City, Oregon tt First State Bank, Las Vegas, Nevada Number of banking offices acquired and converted Deposits (Approx,) 4 1 1,458,000 1 384,000 1 1,043,000 1 2,407,000 1 519,000 1 627,000 1 866,000 1 185,000 1 535,000 1 358,000 579,000 1 801,000 1 751,000 1 530,000 1 781,000 1 393,000 1 376,000 1 1,690,000 1 1,629,000 1 2a,000 1 1,196,000 1 3,211,000 -12- Year Name of Bank 1937 Mason Valley Bank, Yerington, Nevada tt Yuma Branch of Miners & Merchants Bank, Bisbee, Arizona tf Branches of Central Bank of Oakland, Oakland, California ft First National Bank of Arizona at Phoenix, Phoenix, Arizona 1938 Coffman-Dobson Bank & Trust Company, Chehalis, Washington tf Toledo State Bank, Toledo, Washington ft State Bank of Winlock Winlock, Washington tf Bank of Alameda County, Alvarado, California (Head Office and 2 branches) 1943 First National Bank of Lamanda Park, Pasadena, California 1944 First National Bank, Clovis, California Number of banking offices acquired and converted 1 Deposits (Approx.) 302,000 1 2 1 1 (Deposits included with First National Bank of Arizona listed in Paragraph Four, herein) 2,640,000 1 84,000 1 333,000 3 2,652,000 1 1,830*000 1 1,909,000 PARAGRAPH SIX—A further part of the expansion of respondents banking interests was accomplished in the following manner! Respondent, either directly or through one or more of its controlled companies or agents, acquired either a controlling stock interest in or the banking business of an independent bank and contemporaneously therewith or thereafter caused the banking business of such independent bank and branches, i f any, of such bank to be transferred into an existing banking office already operated and controlled by respondent and thereupon caused the banking office of the independent bank so acquired to be closed. Included among the banks so acquired and caused to be closed by respondent were the following: Number of banking offices eliminated Year 1928 tt Merchants National Bank, Los Angeles, California (Head office and 12 branches) Branches of United Security Bank & Trust Company, San Francisco, California 13 25 Deposits (Adotox. ) 1 2 3 , 3 H » 000 13 Year 1928 »f tt tt tt tt tt tt tt tt tt tt tt tt it tt it it tt tt n Name of Bank Butte County Savings Bank, Chico, California Bank of America, San Pedro (Los Angeles), California San Diego State Bank, San Diego, California (Head office and one branch) Bank of Lake, Lakeport, California First National Bank, Berkeley, California First Bank of Jamestown, Jamestown, California Placerville National Bank, Placerville, California First National Bank, Marysville, California Second Avenue State Bank, Los Angeles, California First National Bank, Auburn, California Berkeley Bank, Berkeley, California (Head office and 1 branch) Chino Savings Bank, Chino, California First Savings Bank, Colton, California (Head office and 1 branch) Security Savings Bank, Exeter, California Sonoma County National Bank, Petaluma, California First National Bank, Santa Rosa, California Branch of Lassen Industrial Bank, Susanville, California First National Bank, Turlock, California New First National Bank, Visalia, California Security Savings Bank, Visalia, California Vallejo Bank of Savings, Vallejo, California Number of banking offices eliminated Deposits (Approx.) 1 2,057,000 1 599,000 2 973,000 1 553,000 1 2,914,000 1 151,000 1 453,000 1 1,033,000 1 446,000 1 459,000 2 5,110,000 1 189,000 2 302,000 1 419,000 1 1,525,000 1 559,000 1 1 1,745,000 1 503,000 1 306,000 1 1,325,000 -u- Year Name of Bank 1929 Branches of The Oakland Bank, Oakland, California tf First National Bank, Anaheim, California tt First National Bank, Gardena, California tt Graham National Bank, Los Angeles, California tt First National Bank, Healdsburg, California tt First Savings Bank, Healdsburg, California tt Pacific National Bank, Los Angeles, California (Head office and 2 branches) tt Donahue-Kelly Banking Company, San Francisco, California tt Eagle Rock State Bank, Los Angeles, California 1930 First National Bank, Ventura, California tt Home Savings Bank, Ventura, California (Head office and 1 branch) it Security Trust & Savings Bank, Portland, Oregon Atlantic Avenue Bank, 1 9 3 1 Bell, California tf First National Bank, Ducor, California 1932 Branch of First National Bank, Alhambra, California tt First National Bank, Vacaville, California tt Vacaville Savings Bank, Vacaville, California tt First National Bank, SoUora, California tt Tuolumne County Bank, Sonora, California First National Bank, 1 9 3 3 Redondo Beach, California tf First National Bank, Orland, Califoamia Number of banking offices eliminated Deposits (Approx.) 4 1 3,602,000 1 456,000 1 386,000 1 1,073,000 1 948,000 14,095,000 1 2,156,000 1 306,000 1 1,551,000 1,649,000 1 238,000 1 504,000 1 216,000 1 1 213,000 1 288,000 1 2,426,000 1 948,000 1 821,000 1 399,000 15 - Year Name of Bank 1933 Bank of Lassen County, Susanville, California 11 Sebastopol Savings Bank, Sebastopol, California tf Hibernia Bank, Portland, Oregon tt National Bank of Commerce, Astoria, Oregon tt State Bank of Echo, Echo, Oregon Fortuna State Bank, 1935 Fortuna, California 1936 State Bank of Ashland, Ashland, Oregon tt First National Bank, Riverside, California tt San Dimas Savings Bank, San Dimas, California tt Bank of Xnglewood, Inglewood, California (Head office and 1 branch) tt Pomona..Commercial & Savings Bank Pomona, California tt First National Bank, Paso Robles, California tt Ferndale Bank, Ferndale, California tt Seaboard National Bank, Los Angeles, California (Head office) 1937 Central Rink of Oakland, Oakland, California (Head office) n Los Nietos Valley Bank, Downey, California tt Covine. Valley Savings Bank, Covina, California tt First National Bank, Covina, California tr First Central National Bank, Calexico, CalifQmia tt First Savings Bank, Glendora, California tt Bank of Lakeview, Lakeview, Oregon 1938 First National Bank, Napa, California 1939 Estacada State Bank, Portland, Oregon Number of banking offices eliminated Deposits (Aoorox.) 1 1,262,000 1 579,000 1 1,797,000 1 841,000 1 79,000 1 148,000 1 289,000 1 2,216,000 1 265,000 2 1,787,000 1 789,000 1 614,000 1 857,000 1 13,491,000 1 37,664,000 1 1,317,000 1 980,000 1 1,050,000 1 856,000 1 608,000 1 784,000 1 3,948,000 1 150,000 -16- Year Name of Bank 194-0 Branch of Bank of Pinole, Crockett, California Bank of Suisun, 1 9 a Suisun, California tt Winters National Bank, Winters, California 1942 Farmers & Merchants Bank, Gardena, California If Citizens National Bank, Ontario, California 1943 Bank of Gait, Gait, California 19AA Bank of Corning, Corning, California n First National Bank, Laton, California M Branch of Bank of Newman, Newman, California 1948 First National Trust & Savings Bank, Fullerton, California Number of banking offices eliminated Deposits (Aporox.) 1 1 1,209,000 1 328,000 1 710,000 1 1,481,000 1 543,000 1 1,752,000 1 932,000 1 1 4,044,000 PARAGRAPH SEVEN—Commencing on or about May 18, 1943, and at various times thereafter respondent has attempted, either directly or through one or more of its controlled companies or agents, to acquire a controlling stock interest in the Citizens National Trust & Savings Bank, Los Angeles, California. In furtherance of such attempts respondent has acquired and now owns, either directly or through one or more of its controlled companies or nominees, approximately 58,937 shares of the said Citizens National Trust & Savings Bank, which number of shares represents approximately 23 per cent of the total number of shares of said bank now outstanding. Citizens National Trust & Savings Bank is a national bank operating through a head office and 33 branches, a l l located in Los Angeles County, California, having deposits of individuals, partnerships and corporations of approximately $315,000,000. Citizens National Trust & Savings Bank is engaged in interstate commerce within the purview of Section 7 of the Act of Congress approved October 15, 1914 (Clayton Act)• Should respondent acquire a controlling stock interest in such bank the number of banking offices which respondent controls in Los Angeles County, California, would be increased from approximately 157 to 191, or from approximately 42 per cent of a l l banking offices in Los Angeles County to approximately 51 per cent in such county j and the amount of deposits of individuals, partnerships and corporations which respondent controls in such county would be increased from approximately $1,656,000,000 to #1,971,000,000 or from 37 per cent to 45 per cent of a l l such deposits in such county. PARAGRAPH EIGHT—Upon information and belief, that respondent, unless restrained, intends to and will further expand its banking interests -17- by acquiring the controlling stock interest in the Citizens National Trust & Savings Bank of Los Angeles, California, as well as controlling stock interests in other independent banks now operating or which in the future will be operating in the States of California, Oregon, Nevada, Arizona and Washington in competition with one or more of the banks now controlled by respondent. PARAGRAPH NINE—The acquisition by respondent of the capital stocks of the banks listed in Paragraphs Four, Five and Six herein, as well as the acquisition by i t of the stock of Citizens National Trust & Savings Bank, Los Angeles, California, was contrary to law in violation of Section 7 of the said Clayton Act, and the effect of such acquisition of such stocks may be, has been and is: (a) To substantially lessen competition in the commercial banking business between some or a l l of such banks; or (b) To restrain commerce in the commercial banking business in the sections or communities in which such banks were severally engaged at the time of such acquisition or in some of such sections or communitiesj or (c) To tend to create a monopoly of commerce in respondent in the commercial banking business, particularly in banking offices, bank deposits and bank credit in the five-state area of California, Oregon, Nevada, Arizona and Washington or in various sections or communities in the said five states. WHEREFORE, THE PREMISES CONSIDERED the Board of Governors of the Federal Reserve System on this 24th day of June, A, D. 1948, issues its complaint against said respondent. NOTICE Notice is herefcy given you, Transamerica Corporation, respondent herein, that the 12th day of October, A. D. 1948, at 10:30 o'clock in the forenoon, is hereby fixed as the time and the offices of the Board of Governors of the Federal Reserve System, in the City of Washington, D. C., as the place, when and where a hearing will be had on the charges set forth in this complaint, at which time and place you shall have the right, under said Act, to appear and show cause why an order should not be entered fcy said Board requiring you to cease and desist from the violation of the law charged in this complaint and to divest yourself of the stock -18- of the Citizens National Trust & Savings Bank, Los Angeles, California, and the stocks of any or a l l of those banks listed in Paragraph Four herein. IN WITNESS WHEREOF, the Board of Governors of the Federal Reserve System has caused this, its complaint, to be signed by its Secretary, and its official seal to be hereto affixed, at Washington, D, C., this 24th day of June, A. D« 1948• By the Board* (SEAL) (signal) S. R. Carpenter Secretaiy.