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Minutes for To: February 27, 1961 Members of the Board From: Office of the Secretary Attached is a copy of the minutes of the Board of Governors of the Federal Reserve System on the above date. It is not proposed to include a statement With respect to any of the entries in this set of minutes in the record of policy actions required to be maintained pursuant to section 10 of the Federal Reserve Act. Should you have any question with regard to the minutes, it will be appreciated if you will advise the Secretary's Office. Otherwise, please initial below. If you were present at the meeting, your initials will Indicate approval of the minutes. If you were not present, Your initials will indicate only that you have seen the minutes. Chin. Martin Gov. Szymczak Gov. Mills Gov. Robertson Gov. Balderston Gov. Shepardson Gov. King rue' Minutes of the Board of Governors of the Federal Reserve System on Monday, February 27, 1961. PRESENT: Mr. Mr. Mr. Mr. Mr. Mr. Mr. The Board met in the Board Room at 10:00 a.m. Martin, Chairman Balderston, Vice Chairman Szymczak 1/ — Mills Robertson Shepardson King Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Sherman, Secretary Kenyon, Assistant Secretary Fauver, Assistant to the Board Hackley, General Counsel Noyes, Director, Division of Research and Statistics Farrell, Director, Division of Bank Operations Masters, Associate Director, Division of Examinations Hexter, Assistant General Counsel Furth, Adviser, Division of International Finance Daniels, Assistant Director, Division of Bank Operations Nelson, Assistant Director, Division of Examinations Goodman, Assistant Director, Division of Examinations Landry, Assistant to the Secretary Potter, Legal Assistant Items distributed to the Board. beefl The following items, which had distributed to the Board and copies of which are attached to these tilintztes under the respective item numbers indicated, were approved 141animous1y: Item No. tett to Chase International Investment Corporation, York City, extending to February 1, 1962, the time I, hin which further investment may be made in Arcturus estment & Development, Ltd., Montreal, Canada. -T7--Wi - thdrew from meeting at point indicated in minutes. 1 2/27/61 -2Item No. Letter to Chase International Investment Corporation, 2 New York City, granting consent to that Corporation and/or Arcturus Investment & Development, Ltd., to exercise an option to purchase not more than 5 per cent of the shares of B. F. Goodrich Iran S. A., Tehran, Iran. With respect to Item No. 2, Governor Robertson raised a question concerning the indicated unwillingness of Chase International Investment Corporation to mske a loan to B. F. Goodrich Iran S. A. unless it was 6iven an option to acquire shares of the borrower. Mr. Furth replied that since loans to firms in less developed countries carry a certain 118k, it is customary to seek to improve the return anticipated from them bY Providing for the possibility of a capital gain, which in this case l'7011111 result should the shares of B. F. Goodrich Iran S. A. rise in value b5r an amount in excess of the option price. He noted that this was in keePing with the practice followed by the International Finance Corporation. Hexter pointed out that Regulation K contemplates that financing Corporations may purchase stock whether or not any loan is made. Messrs. Goodman and Furth then withdrew from the meeting. Report on competitive factors (Chicago, Illinois). There had been distributed under date of February 21, 1961, copies of a draft of report to the Comptroller of the Currency on the competitive factors inlrolved in the proposed merger of City National Bank and Trust Company, eilicago, Illinois, into Continental Illinois National Bank and Trust C°14)8215r, also of Chicago. 731 2/27/61 -3Following a discussion during which certain changes were agreed 14)04, the report was approved unanimously in the form containing the following conclusion: The proposed merger of the second and sixth largest banks in the area would substantially lessen both existing and potential competition. As both banks serve similar Clientele, the elimination of the smaller bank would remove an alternative source of competitive credit and deposit facilities as well as terminate its future capability for growth and enhanced competitive capacity. The competitive position of the applicant, already one of two dominant banks in the city, would be strengthened. As a consequence the preservation of effective competition in the area would be more difficult. Applications of Liberty Bank of Buffalo (Item No. 3). There haa been distributed under date of February 23, 1961, a memorandum from the Division of Examinations recommending, as had the Federal Reserve Bank Ilew York, approval of the merger of two banks (The National Bank of ?redonia, Fredonia, New York, and Erie County Trust Company, East Aurora, 4e14 York) into The Liberty Bank of Buffalo, Buffalo, New York, and the °Peration of branches by the resulting bank (Liberty Bank and Trust C°41PanY) at the present head office and one branch location of The Ilational Bank of Fredonia and at the present hena office location of CoUnty Trust Company. The Comptroller of the Currency and the ecleral Deposit Insurance Corporation had concluded in each instance that the Proposed transaction would not have an adverse effect on competition. The Department of Justice stated, with respect to the proposed merger of The National Bank of Fredonia into The Liberty Bank of Buffalo, that the 732 2/27/61 addition of the relatively small resources of the former to those of the latter would not appear to affect banking competition adversely in the 'Iffalo service area. However, the entry of an additional large banking °rganization into the service area of the merging bank might endanger the ability of the remaining independent bank to compete effectively with branches of three much larger banking institutions. With respect to the Proposed merger of Erie County Trust Company into The Liberty Bank of 13utfalo, the Department stated that although the proposed merger would 11°t appear to have a substantial impact on banking competition in the service area of the acquiring bank, in the service area of the merging be the effect of the merger would be to replace an effective independent ba4k with a branch of a much larger institution to compete with a branch Of the largest bank in western New York. This development, it was slIggested, might add to the competitive handicaps of two smaller banks 14 nearby towns. After consideration of all available information, including the 13481s for approval suggested by the Division of Examinations, a letter t0 The Liberty Bank of Buffalo consenting to the proposed mergers and 843Pr°ving the operation of branches incident to the mergers was approved Iltlarlimously. A copy of the letter is attached as Item No. 3. &121_lication of First Virginia Corporation (Item No. 4). At its ileeting on February 23, 1961, the Board approved, with Governor King abstaining, an application by The First Virginia Corporation, Arlington, 733 2/27/61 Virginia, for prior approval, pursuant to section 3(a)(2) of the Bank R°1ding Company Act of 1956, of the acquisition of 4,o.80 or more shares of the 8,000 voting shares of Falls Church Bank, Falls Church, Virginia. Pursuant to the foregoing action, the staff was instructed to prepare for subsequent consideration by the Board drafts of an order and an accompanying statement. Reference had been made at the February 23 meeting to an agreement entered into between The First Virginia Corporation and the two principal officers of Falls Church Bank on October 11, 19601 relative to continuation of the services of those officers and lifetime PaYments to them and their widows. The officers were to exert "their lest efforts to obtain offers from other stockholders of Bank to sell their shares to First Virginia if requested so to do by First Virginia...". It Was understood at the February 23 meeting that a study would be made by the staff as to whether bank holding companies should be put on notice that in the future the Board would require evidence of full disclosure or such agreements to Fill stockholders. Governor Robertson said that since last Thursday's meeting he had reviewed the agreement in question. This agreement called for First Viqinia to vote its controlling shares of stock (assuming Board approval Of its application) to provide among other things for retention of the t14° °fficers as consultants to the bank on a salary basis for the lierrlainder of their lives regardless of any physical disability that they ' night be suffering at the time, and also for specified monthly payments OLJL 2/27/61 -6- to their widows. Governor Robertson noted that if existence of the contracts with these men had been made known to the other stockholders Of Palls Church Bank, he would have had no objection to the agreement. On the other hand, since the file on this matter did not show whether there had been such disclosure, he thought it desirable to ask First /111‘ginia to clarify the point. He believed the Board would be placed in °4 awkward position should it announce approval of the application without haviag this information in hand. There ensued a discussion as to the alternative courses of action the Board might pursue should First Virginia Corporation state that the 4Creement had not been disclosed to other stockholders of the bank. It /gas Pointed out by Mr. Hexter that if the Board were informed by First Viqinia that there had been no disclosure of the agreement, it could, lf it felt strongly enough, reverse its position and turn down the aPPlication on that basis and in the light of such other considerations a8 might be deemed pertinent. °r the If the Board saw fit to let its approval application stand, nevertheless it could, if it so desired, bring '314 in its statement on the matter that despite the undisclosed agreement the, uenefits to be derived from acquisition by the holding company of the stock of the Falls Church Bank were regarded as sufficient to justify atIProval of the application. In this connection Governor Szymczak pointed out that the 41431J-cation had been approved by the Board on February 23 and the staff 2/27/61 -7- had been requested to prepare drafts of an order and statement reflecting such approval. This action had been taken with the understanding that in order to determine what policy should be followed in future cases, the Board's staff would study the question of requiring full disclosure. It was understood that the staff's recommendations would be presented for the Board's consideration, and that the Board would then decide whether all bank holding companies should be put on notice. Governor Mills expressed the opinion that on the basis stated by Governor Szymczak the Board might with some reason let its favorable decision on the current application stand. As Governor Szymczak had Dointed out, such a procedure would contemplate that the Board would f°110w through on the general problem to determine whether, with respect to future applications, all bank holding companies should in some manner he put on notice that applications would be subject to criticism unless there was full disclosure to shareholders of any agreements entered into by the holding company in connection with its approach to the bank proposed to be acquired. In response to a question, Mr. Hackley noted that the fundamental gtlestion was whether lack of disclosure was a relevant consideration in Iseachtng a decision on the current application. He felt that it might be s° construed if in the Board's judgment the approach followed by Pirs4 'Virginia Corporation was such as to reflect on the integrity or ethic s of the management of the holding company. However, since this •*"ic I00 -8- 2/27/61 would involve questioning the integrity of the management, it seemed to him that the Board would want to be sure that it was on fairly sound ground. A denial of the application on the basis of lack of full disclosure might, of course, be attacked by First Virginia as improper. Without seeming to condone the transaction in question, he felt that it would be desirable to think the matter through carefully in the light of Practices followed by holding companies generally, and perhaps by banks involved in merger transactions, in giving indications of continued ealPloyment of the principal officers or shareholders of banks sought to be acquired. It might be difficult to draw lines of distinction between such practices and the agreement entered into in the instant case. After further discussion, the suggestion was made that it should be Possible to find out quickly from First Virginia Corporation whether there was any legal or practical necessity for consummation of the proposed Etcquisition of shares of the Falls Church Bank by the end of this month. It was further suggested that it should be possible to obtain from First Virginia Corporation without too much delay a letter which would clarify whether the existence and terms of the agreement entered into between st Virginia and the two officers of the Falls Church Bank had been disclosed to the other shareholders of the bank. It was agreed to proceed in such manner, with the understanding that the drafts of order and accompanying statement carrying out the decision reached on the First Virginia case at the February 23 meeting I 2/27/61 -9- would be submitted to the Board promptly for consideration in the light of such additional information as might be obtained from the applicant holding company. Secretary's Note: A copy of the letter sent to The First Virginia Corporation pursuant to this action is attached as Item No. 4. Messrs. Fauver, Masters, Hexter, Nelson, and Potter then withfrom the meeting. Fixed asset and depreciation accounting at Federal Reserve Banks. A memorandum from the Division of Bank Operations dated January 131 1961, had been distributed to the Board on the subject of fixed asset and depreciation accounting at the Federal Reserve Banks. Reference was Tiede in the memorandum to the studies and discussions engaged in during ' the past year and a half by the Board, its staff, the Presidents' Conference, 44d Price Waterhouse & Co., with regard to depreciation on buildings and ' fixed machinery and equipment at the Banks and related accounting procedures. Att achments included a memornndum summarizing the steps taken in consideration clf the matter and a letter dated December 7, 1960, from Price Waterhouse t esPonding to the Board's October 20 request for comment on the August 19, ' 1960) proposal of the Committee on Collections and Accounting of the Plsesidents' Conference, which had been approved by the Presidents and discussed with the Board at the joint meeting on September 13. According to this proposal, the annual depreciation rate would be reduced from 2 to 1-1/2 per cent on buildings and from 10 to 5 per cent on fixed machinery y t11, 2/27/61 -10- and equipment. Also, supplementary fixed machinery and equipment accounts 'would be established. The December 7 letter from Price Waterhouse (1) reiterated the accounting firm's earlier opinion that if the net took value of Reserve Bank properties was not brought into line with the useful lira of such properties by revaluations, anything else that might or might not be done with respect to property accounting would be of little consequence; (2) stated that by and large all of the formal Proposals that had emerged from discussions of this matter had outlined acceptable methods of accounting for Reserve Bank property; and (3) suggested that if the most recent proposal were adopted it would be desirable, ill lieu of establishing supplementary fixed machinery and equipment accounts, to segregate property additions by year of acquisition or to establish some similar procedure so that depreciation would not be recorded on fixed machinery and equipment over a period of less than 20 years. The tIvision of Bank Operations submitted with its memorandum of January 13 4 drof letter to the Presidents of the Reserve Banks that would state that the Board had authorized the Division to revise existing Accounting 1411411a1 instructions "along the lines" of the recommendations approved by the Presidents and the suggestion of Price Waterhouse. At the request of the Chairman, Mr. Farrell reviewed the several 8tePs in the recent consideration of the question of fixed asset and clePreciation accounting, noting in his remarks that the history of the 1113ject went back to discussion of reserves for contingencies of the i'vdr.r 0,1 2/27/61 -11- Reserve Banks in 1959, at which time question was raised whether the Reserve Banks needed to continue charging depreciation. He recalled that the Subcommittee on Accounting of the Conference of Presidents rendered an initial report on the subject in November 1959 and that Mr. Theodore Herz of Price Waterhouse & Co. reported orally on the subject at a m eeting of the Board on December 17, 1959. Subsequently, Mr. Farrell said, the subject was reassigned to the Subcommittee on Accounting, and the Board authorized the Division of Bank Operations to work with Price Waterhouse & Co. in developing new procedures. There followed a letter rePort from Price Waterhouse, a proposal by the Subcommittee on Accounting, a compromise proposal by Mr. Farrell, and finally the proposal of the Committee on Collections and Accounting. It was evident, Mr. Farrell said, that Price Waterhouse attached central significance to the view that if the net book value of Reserve 13a4k properties was not brought into line with the useful life of such 13r°Perties through revaluation, proposals such as those which had emerged *°111 consideration of this matter by the Conference of Presidents would 11°t be of great consequence. However, the Reserve Bank Presidents were lltlanimously opposed to revaluations of this kind, particularly because 14 'llost instances this apparently would result in the writing up of °.ssets- on Accordingly, the recommendations made by the Committee ection5 and Accounting were viewed rather passively by Price Waterhouse. 74() 2/27/61 -12There followed a discussion based on comments by Mr. Farrell concerning the principal features of the proposal of the Committee on Collections and Accounting, along with the effects of revising the accounting procedures along those lines. In this connection, comments were made on the reasons that might be cited for and against reducing the current depreciation rates on buildings and on fixed machinery and ecillipment, including the effect of such a change on the payments made by the Federal Reserve Banks to the Treasury. In response to questions, Mr. Farrell and Mr. Daniels indicated that the Division of Bank Operations had do strong feeling for or against adoption of the recommendations of the Committee on Collections and Accounting. They pointed out, however, that the adoption of such recommendations would not accomplish too much in the way of simplification of accounting procedures, which was an ellginal objective of the study of fixed asset and depreciation accounting at the Federal Reserve Banks. They expressed agreement with the suggestion °r Price Waterhouse that, if the Committee proposal were adopted, it would he desirable, in lieu of establishing supplementary fixed machinery and ec1-11-1-Pment accounts, to segregate property additions by year of acquisition to establish some similar procedure so that depreciation would not be Ilecorded on fixed machinery and equipment over a period of less than 20 Further, if the Committee proposal should be adopted, they felt it lgould be desirable to provide some latitude for the Division of Bank °Perations in revising the instructions contained in the Accounting Manual. # -13- 2/27/61 The question of the depreciation rates that would be most appropriate was believed to involve essentially a policy determination. A lengthy discussion ensued, the essential question being whether the recommendations of the Committee on Collection and Accounting appeared to offer sufficient advantages, in comparison with current accounting Procedures, to warrant making the changes incident to their adoption. Some of the members of the Board were inclined to the view that any advantages would be of such minor consequence that the Board would be 'ranted in making a decision to maintain the status quo. It was noted that the Board's records would reflect the fact that the accounting Procedures had been the subject of exhaustive review, but that it had riot been possible to achieve agreement within the System on any procedures substantially different from those currently in effect. Other members of the Board suggested that the amount of work that had gone into the review of accounting procedures might make a decision to maintain the status quo questionable. It was pointed out that although Price Waterhouse ePParently was not enthusiastic about the current proposal, nevertheless the accounting firm had indicated that in general the procedures recommended by the Committee on Collections and Accounting would involve acceptable Illethods of accounting for the property of the Reserve Banks. In the elroumstances, and since the current proposal appeared to introduce some 1111Provements, even though modest in nature, these members of the Board felt that there was something to be said for accepting the proposal. 2/27/61 Question was raised regarding the possibility of further consultation by the Board with Price Waterhouse, but it was brought out that the views of the accounting firm appeared to be fairly evident and that it seemed doUbtful whether much would be gained from additional discussion. It was brought out that, having received the opinions of the accounting firm, the Reserve Banks, and its awn staff, the determination of the instructions that should be included in the Accounting Manual was a matter within the Board's province. Thus, it was suggested, at this Point the appropriate procedure might be for the Board to exert leadership in the determination of such procedures as in its judgment would be most setiafactory, rather than to attempt to effect a compromise of the various views that had been expressed. Question was raised whether the Division Bank Operations, if it were making its awn recommendations, as contrasted with endeavoring to reach a solution on a compromise basis, 110111d propose procedures substantially along the lines suggested by Price Waterhouse, and Mr. Farrell indicated that he thought such would be the . Case Governor Mills then commented that before the Board took action /41th regard to the proposal of the Committee on Collections and Accounting, it might be desirable to request the Division of Bank Operations to sUbmit to the Board for review a plan based essentially on the Price Waterhouse suggestions, and it was agreed that this would be done. During the discussion of the foregoing topic Governor Szymczak /lithdrew from the meeting. 2/27/61 -15Chairman Martin referred Negotiable time deposit certificates. to inquiries he had received over the weekend concerning various aspects Of the plan announced recently by several New York City banks to issue negotiable time deposit certificates to corporations and to make a market for those certificates. In this connection, Governor Mills expressed the view that the banks were embarking on an inadvisable course. The issuance of the certificates appeared to him to be in conflict with the principle that should guide the maintenance of savings deposits; namely, that such deposits should represent funds attracted to a bank pending their use for some other form of investment. The New York City banks, he suggested, /4ere offering an instrument that represented a participation in the whcae complex of assets of the issuing bank. From the standpoint of bank supervision, as distinguished from such questions as might fall 14itbin the purview of the Securities and Exchange Commission, he noted that the time certificates were to be issued in large denominations, far in excess of the insurance provided by the Federal Deposit Insurance corporation. Chairman Martin said he had had in mind that the Board should discuss such considerations and that, if there was no objection, such a discussion would be held at tomorrow's meeting. All of the members of the staff then withdrew and the Board into executive session. 74,1 2/27/61 -16Foreign travel by Mr. Hersey. The Secretary was informed by Governor Shepardson that during the executive session the Board gave consideration to a memorandum dated February 23, 1961, from Mr. Marget, Director, Division of International Finance, recommending that Mr. RerseY, Adviser in that Division, be authorized to make a six-week trip to Europe for the purpose of attending a special meeting of economists of central banks to be held in Basle, Switzerland/ March 11-13, 1961, in connection with the regular monthly meeting of the Bank for International Settlements and also for the purpose of visiting a number of the European central banks for discussion of matters of current interest with the economists of those banks. Governor Shepardson stated that the Board had 4%P.1.7221TA Mr. MArget's recommendation. Also, the New York Reserve Bank had indicated its intention to have a member of its staff attend the m eeting of central bank economists in Bade, and no objection was interPosed by the Board. The meeting then adjourned. Secretary's Note: Pursuant to the recommendation contained in a memorandum from the Division of Examinations dated February 21, 1961, Governor Shepardson today approved on behalf of the Board the transfer of Jeannette Samlyo from the position of Clerk-Stenographer in the Division of Personnel Administration to the position of Stenographer in the Division• of Examinations, with no change in her basic annual salary at the rate of $3,9700 effective the date she assumes her new duties. BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON 25, D. C. Item No. 1 2/27/61 ADORESS OFFICIAL CORRESPONDENCE TO THE BOARD February 271 1961 Chase International Investment Corporation, 18 Pine Street, New York 5, New York. Gentlemen: Reference is made to your letter of January 20) 1961) transmitted through the Federal Reserve Bank of New York, regarding the Board's letters of February 21, 1957, February 19, 1958, February 2, 1959, and February 1, 1960, Which authorized your Corporation, subject to various conditions, to make further investment in Arcturus Investment (11 Development, Ltd., Montreal, Canada (in form of stock or Obligations), up to an amount which, with the existing inveStment, would not exceed US$7,500,000. In accordance with your request and on the basis Of the information furnished, the Board extends to February 1, 1962, the time within which such investment may be made. Very truly yours, (Signed) Elizabeth L. Carmichael Elizabeth L. Carmichael, Assistant Secretary. BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM WASHINGTON 25. D. C. Item No. 2 2/27/61 ADDRESS OFFICIAL CORRESPONDENCE TO THE SOAR° February 27, 1961 Chase International Investment Corporation, 18 Pine Street, New York 5, New York. G entlemen: In accordance with the request contained in your letter of Ncember 7, 1960, transmitted through the Federal Reserve Bank of 'York, and on the basis of the information furnished, the Board n4 G overnors grants its consent for Chase International Investment 'iTirPoration ("CIIC") and/or Arcturus Investment &Development, Ltd. I.ircturus"), t Montreal, Canada, to exercise an option to purchase and :L L 4A. not to exceed 5 per cent of the presently outstanding ordinary :es of B. F. Goodrich Iran S. Ite, Tehran, Iran, at a cost of approxi111" et a/ 19 ! 41 US$126,000, such consent to remain in effect until December 31, It is requested that you furnish the Board of Governors thr^.1 _ ,,,Agn the Federal Reserve Bank of New York, pertinent details regard 0 the investment as outlined in condition nunbered (1) of the general u°11sent granted to your Corporation on January 200 1960. The Board's consent is granted upon condition that CIIC and ! returue shall dispose of their holdings of stock of the Iranian 1PanY, as promptly as practicable, in the event that the Iranian : 0,!T!..n,Y should at any time (1) engage in issuing, underwriting, selling Qlstributing securities in the United States; (2) engage in the conerel business of buying or selling goods, wares, merchandise, or tiriTlAcdities in the United States or transact any business in the States except such as is incidental to its international or t,12ign business; or (3) conduct its operations in a manner which, in ; 1 1 Judgment of the Board of Governors of ,the Federal Reserve System, r_ inconsistent with Section 25(a) of the Federal Reserve Act or 'Igulations thereunder. Very truly yours, (Signed) Elizabeth L. Carmichael Elizabeth L. Carmichael, Assistant Secretary. 747 BOARD OF GOVERNORS ottiltt**4 OF THE ' 'ii , , ,, , 000. 0 " " ,i,;.%Olt; AP FEDERAL RESERVE SYSTEM Item No. 2/27/61 WASHINGTON 25. D. C. 4 4 Vitel i,4k 4;l 44444* ADDRESS OFFICIAL CORRESPONDENC E TO THE BOARD February 27, 1961 Beard of Directors, The Liberty Bank of Buffalo, 424 nain Street, B uffalo, New York. Gentlemen: The Board of Governors of the Federal Reserve System, after consideration of all factors set forth in section 18(c) of the Federal Deposit Insurance Act, hereby consents to merger of the Erie County Trust Company, East Aurora, New York, and merger f The National Bank of Fredonia, Fredonia, New York, into The ".- -berty Bank of Buffalo, under the charter of the latter bank and with a change of title to Liberty Bank and Trust Company upon erger of Erie County Trust Company, as such mergers are believed be in the public interest. Z The Board of Governors also approves the operation of br anches by The Liberty Bank of Buffalo at the following locations: East Aurora Branch, 670 Main Street, East Aurora, New York Fredonia Branch, 2 West Main Street, Fredonia, New York Brocton Branch, 1 West Main Street, Brocton, New York This approval is given provided the transactions are , Q ummated within six months from the date of this letter sub— in accordance with the Plans of Merger submitted with ' 8l app ications, and shares of stock acquired from dissenting "areholders are disposed of within three months of acquisition. COno Very truly yours, (Signed) Elizabeth L. Carmichael Elizabeth L. Carmichael, Assistant Secretary. 3 BOARD OF GOVERNORS OF THE 44q10"q * ' 4 FEDERAL RESERVE SYSTEM 4 Item No. 4 2/27/61 WASHINGTON 25, D. C. ADDRESS OFFICIAL CORRESPONDENCE • TO THE BOARD February 27, 1961 Mr. Edwin T. Holland, President, The First Virginia Corporation, 2924 Columbia Pike, Arlington 4, Virginia. bear Mr. Holland: In connection with your Corporation's application for aPProval of the acquisition of shares of Falls Church Bank, the Board has given consideration to the agreement entered into on October 11, 1960, between the Corporation and Messrs. Shreve and Walker (Exhibit C(4)). The Corporation is requested to supplement the information heretofore submitted by advising the Board whether the existence or this agreement, and its terms, have been disclosed to the present shareholders of Falls Church Bank. The Board also requests to be advised as to the nature of any negotiations that have taken place with said shareholders relating to the sale of their stock to the C°rPoration, as well as any arrangements in the nature of options to 1?urchase, escrow agreements, or the like, that have been entered iato with them. Needless to say, the Board would welcome any additional information or comments that would contribute to its full Understanding of this matter. Upon receipt of this information, it is hoped that the aPPlication can be acted upon promptly. Very truly yours, uv Merritt Sherma Secretary.