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96
A meeting of the Board of Governors of the Federal Reserve
SYstem was held
in Washington on Thursday, January 22, 1942, at 2:40
P•ra.
PRESENT:

Mr.
Mr.
Mr.
Mr.
Mr.

Eccles, Chairman
Ransom, Vice Chairman
Szymczak
McKee
Draper

Mr.
Mr.
Mr.
Mr.
Mr.
Mr.
Mr.

Morrill, Secretary
Bethea, Assistant Secretary
Carpenter, Assistant Secretary
Clayton, Assistant to the Chairman
Wyatt, General Counsel
Dreibelbis, Assistant General Counsel
1,ingfield, Assistant General Counsel

Reference was made to the draft of program for the Chairmen's
Conference on
January 26, 1942, which had been prepared following consilition with Messrs. Rumi, McCabe, and Neely,
and no changes were
sIsted,

)4r. Morrill inquired what arrangements the Board desired

to
with respect to a luncheon and a dinner for the Chairmen while

they a
re in

Washinc:ton for the Conference.
It was voted unanimously (1) to authorize the Secretary's Office to arrange
for a dinner at the Mayflower Hotel or the
Metropolitan Club for the evening of January
26, with the understanding that the cost of
the dinner would be paid by the Board, (2)
to arrange a separate luncheon for the Chairmen in one of the Board's dining rooms on
January 26, and (3) to request Mr. Szymczak
to invite Mr. Alvin Hansen to attend the
dinner and make a talk following the dinner.

Reference was then made to the Presidents' Conference which
.1111 be h
-eld in V;ashington on February 2 and 3, 1942, and to the report




1/22/42

-2-

f the
special committee on self-insurance which was on the agenda
t°r co
nsideration by the Presidents at that time.
It was agreed unanimously that during the afternoon session of the Chairmen's
Conference Chairman Eccles would inform
the Chairmen regarding the self-insurance
matter and the reasons why prompt action
With respect thereto is desirable.
At this point, Mr. Parry, Chief of the Division of Security
Loans,

joined the meeting.
There was presented the following letter, dated January 19,

1942
'from.

Mr. Brown, President of the Federal Advisory Council:

"I received today your letter of January 17, in
answer to my letter of December 17, regarding the proPosed amendment to section 7(d) of the Securities Exchange
'tot Of 1934. While
I and other members of the Council
s'w the memoranchun sent
us on November 15, containing
then
analysis made in the Board's legal division of the
nouse
committee print which contains the statement cominting on 7(d). 'The Board proposes that it be given
Wider
discretion and that its rules be permitted to ap-LY to unregistered and
non-equity securities as well,'
did not realize, and I am quite confident, from their
Ae
citters, that none of the other members of the Federal
lrisr,Y Council understood, its full import.
Speaking for myself, I am not convinced by your letter
that it is desirable to give the Board authority to
nolZI!e its regulations concerning extension of credit by
.,her than brokers and dealers applicable to unregistered
"Well as registered securities.
ell "I desire, and believe the other members of the Counand will desire to discuss this matter amongst themselves
15. with the Board. Our next meeting starts on February
i„ MY latest information is that hearings are due to
i;Zrt on the proposals to amend the Securities Exchange
1934 tomorrow, January 20, and that Section 7(d)
t. vart of the second matter on the agenda. It is pracleall- .
J Impossible to arrange a meeting and discussion

T

7




98
1/22/42

-3-

"between the Council and the Board prior to the time at
which the committee plans to take testimony.
"I do not know what the Board's plan is in presentAt its testimony on this section, but I would like to
ask that when it is presented the Board state that the
Federal Advisory Council would like to study the testi!
1 1°nY presented in regard to this section and to discuss
it livith the
Board, and to reserve to the Council the
right to file a memorandum before the committee dealing
with this section.
I would appreciate if you would let
me know as
promptly as possible that this is agreeable
to the
Board.
, "In order to keep the members of the Council advised
01 developments, insomuch as they have received a copy
of your letter to me, at my request, I am sending a copy
of this letter,
to each of them."

the

It was stated that on January 20 Mr. Parry testified before

11°118e Committee on Interstate and Foreign Commerce with respect
to the
Proposed amendment to section 7(d) of the Securities Exchange
Act,
and that
inasmuch as Mr. Brown's letter was not received until
esterclaY, January 21, it would not be possible to comply with the
l'e(Illest contained
in his letter since it was not anticipated that there
\7°111(.1 be any further appearance of a representative of the Board before
the C°mmittee in
connection with the amendment.
Following a discussion of the action
that might be taken in these circumstances,
it was agreed unanimously, upon motion by
Mr. Szymczak, that (1) a draft of letter
Should be prepared to Congressman Lea,
Chairman of the House Committee, advising
of Mr. Brown's request and stating that
the next meeting of the Council would be
held in Washington on February 15-17, 1942,
following which the Council might wish to
file a statement of its position in connection with the amendment, (2) that this draft




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-4of letter should be handed to Mr. Purcell,
a member of the Securities and Exchange
Commission, who is in charge of the hearings before the Committee, for submission
to Congressman Lea, and (3) that a copy of
the letter be sent to Mr. Brown with the
statement that he would be advised as soon
as a reply was received from Congressman
Lea.
Following this action, Mr. Parry left the meeting and Mr.

Gardner, Senior
Economist in the Division of Research and Statistics,
efte into the
room.
Consideration was given to a memorandum dated January 17,
1942, f

rom Mr.
Gardner, in which it was stated that hearings would

be
held in the near future before the Senate Banking and Currency Com
"see on the Inter-American Bank; that the Board might be called upon
to test,
11 at the hearings; and that aside from that phase of the matter

the time at the disposal of the Board for choosing candidates for
rilenlbership on
the organization committee, for the board of directors
q the
Bank,and for the presidency of the Bank might be short, parqeillarlY if there is to be preliminary discussion of the candidates

'd.th other
persons and agencies interested in the Bank.

In the discussion which ensued, reference was made to the suggeetions
offered by the Board's Personnel Committee and considered at
themewng
1
of the Board on October 3, 1941, as to possible selections

the A
merican director of the Bank and to the informal consideration
that
had been
Chairman and
given subsequently to Mr. Grady, the new

?""al Reserve
Agent at the Federal Reserve Bank of San Francisco,




1_00
1/22/42
for that
position.
While the discussion was in progress, Mr. Goldenweiser joined
the 'fleeting
In connection with a reference to the legislative situation,

Viyatt stated that the convention creating the Bank had been signed
by the
United States but would have to be ratified by the Senate, that
thereafter
the necessary enabling legislation would have to be passed
by congress,
and that the hearings before the Senate Banking and Cur-

rency
Committee, which had been asked for an advisory opinion by the
Sen4te P°reign Relations Committee, would be in connection with the

ratification of
the convention.
that m

At the conclusion of the discussion, Chairman Eccles suggested

"ere. Wyatt, Goldenweiser, and Gardner be asked to prepare a

draft of
statement which the representative of the Board might make at
the h
earinge, and that a meeting of the Board be held on Wednesday,
28,

1n,
1944

at 10:30 a.m, to consider the statement.

Chairman Eccles' suggestion was approved unanimously, following which Mr.
Gardner left the meeting.
There was then presented a letter dated January 13, 1942, from
111's

Lichtenstein

that

the
peb

he be

Secretary of the Federal Advisory Council, asking

advised of the subjects that the Board would like to have
discuss at its next meeting to be held in Washington on

111417 15-17, 1942.




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-6The Secretary was requested to inform
Mr. Lichtenstein that the Board had no
tonics to suggest at this time but would
be glad to consider with the Council any
matters that it might wish to take up at
the meeting.

Messrs. Leonard and Cagle, Assistant Chiefs of the Division
.
lInations, were called into the meeting at this point.

of

Mr. McKee presented a draft of letter to Mr. R. P. A. Everard,
Cashi_
'r of the Bank of America National Trust and Savings Association,
San
Francisco,
California, reading as follows:
"This refers to your letter of January 15, 1942
F!lating to the filing of reports of affiliates of your
ocLnk as of
December 31, 1941.
"A number of inaccuracies in your letter have been
noted, including the statement that, in granting TransI
rpoation permission to file a brief in support
of
. Its r
request for reconsideration of the Board's ruling
thatthat
corporation was a holding company affiliate of
r'
'the Board assured the Bank that during the
time
IIIT:
terestio was under reconsideration, the parties
nr e
could disregard the ruling'. The Board did
n°t give any such assurance to anyone.
c
"Idth respect to the question whether Transamerica
b°rPoration now is a holding company affiliate of your
sa
a, / Your letter does not contain the information necesor'Y to determine whether Transamerica Corporation owns
ce
,°ntrols, directly or indirectly, 'more than 50 per
of the number of shares voted for the election of
mIrectors' of the bank at the election on January 13, 1942.
y ec)ver, there also is the question, not mentioned in
t;'Ir letter, as to whether Transamerica Corporation 'conill any manner the election of a majority of the dith 6,
°
,rs' of your bank; in its rulings, to which you refer,
3i
;j°0ard
expressly reserved this question for future conr
0n. In the circumstances, the Board cannot concur
) 11 Your conclusion that the holding company affiliate re. 1-18h-lp between Transamerica Corporation and your bank
ueen terminated.

Z

4




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-7"With respect to your request that the Board waive
the requirement
that your bank obtain and file reports
for Transamerica Corporation and other affiliates
of your
bank as of December 31, 1941, you are advised that, under
the
provisions of section 5211 of the Revised Statutes
of the United States and section
21 of the Federal Reserve Act, this is a matter coming within the jurisdic
tion
of the Comptroller
Currency
and
of
the
Board
has
the
no
authority
to act upon your request."
Mr. McKee stated that beforetaking action on the letter referred to
above he would like to call the attention of the Board to a
letter
received under date of January 20, 1942, from Mr. West, Vice
Pl'esident, of the Federal Reserve Bank of San Francisco, with which was
'ed a copy of a letter dated January 15, 1942, from the President
°t the
First Trust and Savings Bank of Pasadena, California (a member
bank) the
control of the common stock of which and of the Temple City
NatA
"
1- Bank was recently acquired by Transamerica Corporation), in
Which
approval was requested for (1) the retirement of the preferred
etock
°I the bank, the sale
of common stock, and the declaration of a
e451111nofl
-stock dividend which would leave the total capital of the bank
11"langed, (2) the acquisition of the assets of the Temple City Na40nal
Bank in Temple City, California, which would be operated as a
„
brneh
'and (3) the establishment of a branch at Alhambra, California.
mr. west_ls
letter there was also enclosed a copy of Mr. INestis
l'el31 to the letter from the Pasadena bank, in which it was stated that
there was no
Of Governors

condition of membership requiring permission of the Board
for the retirement of the preferred stock, provided the




103
1/22/42

-8bank's capital was not reduced, and that a letter to the Board of Gov-

erriors, to

be transmitted through the Federal Reserve Bank, requesting

Permission

to acquire the assets of the Temple City National Bank and

to

Convert

it into a branch and to establish a branch at Alhambra, was
411 that was
necessary to place the matter before the Board.
Mr. McKee added that, in accordance with the action taken at
the meeting of
Mr.

the Board on January 16, 1942, he had discussed with

Crowley, Chairman of the Federal Deposit Insurance Corporation,

the
application for membership filed by the organizers of the Peoples
1384* of Lakewood
Village, Los Angeles County, California, and that the
?ederal
Deposit Insurance Corporation was of the opinion that, because
or the
special circumstances involved, the application should not be
approved.

It Was
pointed out that, since the Pasadena bank is a subsidiary
to

u4 Transamerica
Corporation, permission by the Board to the former

eatablish additional
branches would be contrary to the policy of
the
ecImPtroller of the Currency of refusing to grant permission to
Ba.tik•c3f Aj'lerica National Trust and Savings Association to establish
adclitonal b
ranches. During the discussion of this point, Mr. McKee
I'ead e• xcerpts from
the transcript of a telephone conversation which he
had with
• Clerk, First Vice President of the Federal Reserve Bank
:
t S" '1
'411cieco, on January 19, 1942, in connection with the matters
-et"red to above.
Chairman Eccles suggested that, because of the circumstances




1_04
11;W42

-9-

inii°17ed including the fact that the capital of Transamerica Corporation had not been
considered adequate to take care of the needs of its
e3cistitig subsidiary units, the Board, the Federal Deposit Insurance
CorPoration, and the Office of the Comptroller of the Currency should
reach an
agreement upon the position that they do not look with favor
1113°4 any further expansion of banking offices under the control of
eamerica Corporation, either directly or indirectly.
the

He felt that

reasons for the refusal of the Comptroller of the Currency to grant

P"1115-e8ion to Bank of America National Trust and Savings Association to
establish
additional branches, including the question of adequate capital, Were

sufficient to justify the Board in refusing to admit to mem--

bership any
bank so controlled or to approve the establishment of
a.ddi •
tonal
branches by any such bank.
Mr. McKee expressed the opinion that the Board should seek
lepb-;
ion as promptly as possible in the field of bank holding comParlies
and inquired whether the Board would be willing to authorize

to +,

va.Ke steps to seek legislation which would (1) prevent further

bkIlt „
hel —rig-company expansion except in cases where the expansion was
at the
request of the supervisory authorities for the purpose of taking

Care

Of a bad banking situation, (2) prohibit loans on stock which
WOtilci

e' tend control of bank holding-company affiliates, and (3) preet a. b
ank holding-company affiliate from acquiring or holding control

Of an

Un
insured bank.




105
1/22/42
-10Chairman Eccles referred to conferences held last year with
l'ePreaentatives of the Treasury and the Comptroller of the Currency
in
connection with the holding-company bill sponsored by the Treasury
nd to the
correspondence exchanged between the Board and the Treasury
in Nhich the
Board suggested a solution to the holding-company situation
which was not acceptable to the Treasury. He also outlined the
r'easons which
occurred to him why the present was not an advantageous
time to
seek bank holding-company legislation and suggested that the
three Federal banking agencies
should follow the uniform policy of
refue,4
'ag to permit further expansion by Transamerica Corporation to
the extent that it was within their power to do so, and that if that
dicin°t solve the problem legislation might then be sought.
In a further discussion, Chairman Eccles made the additional
8liggeetion that the matter be taken up with the Comptroller of the
eill'IllencY and with
Mr. Crawley for the purpose of getting their agreetent t
a uniform policy, and that Mr. Clerk be informed that the
to

ion of the
Peoples Bank of Lakewood Village could be forwarded

the Board by the Federal Reserve Bank of San Francisco without
recomm
endation as involving a matter of policy for determination by
the Board.

It was agreed unanimously that Chairman Eccles' suggestion should be followed
and that Mr. McKee would confer with Mr.
Crowley and with the Comptroller of the
Currency for the purpose of getting their




106
1/22/42

-11approval of the Program. It was also understood that Mr. McKee would suggest to
Mr. Clerk by telephone that the membership
application of the Peoples Bank of Lakewood
Village be forwarded to the Board without
the recommendation of the executive committee of the Federal Reserve Bank of San Francisco as a matter involving a question of
policy for determination by the Board.
Upon motion by Mr. McKee, the letter
to Mr. Everard was approved unanimously in
the form set forth above, with the understanding that copies thereof would be sent
to Mr. Clerk, Mr. Crowley, and the Comptroller of the Currency.
At this point Messrs. Wyatt, Goldenweiser, Dreibelbis, Wingfield,

Le°rlard, and Cagle left the meeting and the action stated with respect
t° each of the matters hereinafter referred to was then taken by the
Blxirch
The minutes of the meeting of the Board of Governors of the
Peda-_,
'
41 Reserve System held on January 21, 1942, were approved unani11101181
3r.

Memorandum dated January 201 1942, from Mr. Goldenweiser,
Illl'eet°1
'of the Division of Research and Statistics, submitting the
Isesigtlation of Philip M. Kaiser as a junior economist in that Division,
t0becclae effective as of the close of business on January 19, 1942,
44°1 l'ec°rninerlding that the resignation be accepted as of that date.
The resignation was accepted.
Letter to Mr. Hale, Vice President and Secretary of the Federal 11,
eserve Bank of San Francisco, reading as follows:




107
1/22/42

-12-

"Referring to your letter of January 15, 1942, the
Board of Governors approves the fees and allowances fixed
IDY your board for the directors of the Federal Reserve
Bank of San Francisco and its Branches for the year 1942."
Approved unanimously.
Letter to the Presidents of all the Federal Reserve Banks, with
a.

e°11LT to the
Federal Reserve Defense Contract Officers, reading as fol-

an "Enclosed you will find copy of a letter, dated
20, 1942, addressed to the Board of Governors
by
y the Honorable James Forrestal, Under Secretary of the
and a copy of Governor Draper's reply thereto, relating to Executive Order No. 9001, dated December 27,
1941.
"In all probability the Defense Contract Officer at
Y°ur head office and branches, if any, will receive refrom Inspectors of Naval Materiel, Supervisors of
g, Commandants of Naval Districts, and conc--ng officers of the Navy for confidential reports
re
i
garding industrial concerns in connection with the awardof contracts and the making of advance payments. It
!Ill be
appreciated if you will forward to this office a
°PY of each of the reports made by the Defense Contract
,;ficer at your head office and branches, if any, advising
name of the officer to whom the report was furnished
rild the name and address of the concern involved. In
wree cases where the report is furnished in connection
4 th an advance payment request, please also set forth
411/1
- the copy of
the report forwarded to this office the
trber and amount of the contract, the date of its execuartt°43 the article or articles contracted for, and the
'
cunt of the advance payment requested.
Your cooperation in assisting the Navy Department
wi4.1 be very much appreciated."

8

Z

Approved unanimously.

Letter to the Presidents of all the Federal Reserve Banks,
reactizi
g aa follows:




108
1/22/42

-13-

"There are enclosed for your information a copy of
a Code of
Wartime Practices for the American Press and
a.copy of Rules for the Guidance of Persons Corresponding
With Foreign Countries issued by the Office of CensorThat office has also recently issued a Code coverthe operations of radio stations and a copy of this
Code will be furnished you as soon as available.
"Arrangements have been made with the Office of
Censorship to furnish Governor Draper with a supply of
cOS of future releases by the Office of Censorship to
enable him to furnish a copy of each such release to each
O. the
Federal Reserve Banks.
"In connection with the press and radio Codes above
referred to, we have been advised by the Director of Censorshi
,
p as follows:
'Upon instructions from the President,
the Office of Censorship has undertaken to enlist the voluntary cooperation of the press
and radio to prevent the domestic dissemination
of information of aid to the enemy. Pursuant
to that undertaking, this Office has distributed the attached codes of practice for publications and radio stations.
'This voluntary effort cannot possibly
succeed if there are confusions and contradictions in the dealings of individual departments
and agencies of the government with the press
and radio.
'It therefore is requested that if at
any time any official of your System either
In Washington or in the field, desires that
the press or radio or any part of it be requested to withhold JiaLunixatian. 91 information, the request be transmitted to the Office
of Censorship, rather than to any newspaper
or news agency or any radio station direct.
'It should be emphasized that this request
relates solely to the withholding of information from publication or broadcasting, and in
n° way refers to any affirmative action on the
Part of your System in making news available.'
As You have heretofore been advised, Governor Draper
'67 been designated
as the Board's representative on the
1
Operating Board and, if you should have any
pr2"shiP
'
- 4.em of the kind indicated in the above quotation, he




109
1/22/42

-14-

be glad to take it up with the Office of Censorship.tt




Approved unanimously.

Thereupon the meeting adjourned.