WNITED BEFORE THE BOARD OF

STATES

OF OF

AMERICA
FEDERAL RESERVE SYSTEM

GOVERNORS

THE

WASHINGTON,

D. C .

In the Matter JEROME

of
; 1 ; 1

Docket

No.

98-009-E-11

C. BECHSTEIN

An Institution-Affiliated Party of the former Towne Bank Perrysburg, Ohio and Towne Bancorp, Inc. Perrysburg, Ohio

Order of Prohibition Issued Upon Consent the Federal Deposit Act, as Amended

Pursuant to Insurance

WHEREAS, Federal Deposit

pursuant

to sections Act, as amended

8(e)

and

(i) (3) of the

Insurance and

(the

"FDI Act") of the this

(12 U.S.C. Federal Order

1818(e)

(i) (3)), the Board (the "Board

of Governors

Reserve

System

of Governors") against Jerome

issues

of Prohibition , former

(the "Order") president,

C. Bechstein officer, in and

("Bechstein") director, sections and 3(u)

chief

executive

institution-affiliated and

party,

as defined

8(b) (3) of the FDI Act former Towne bank Bank,

(12 U.S.C.

1813(u) Ohio of the

1818(b) (3)), of the ("Towne"), Federal

Perrysburg, a member Inc.,

a state-chartered System,

that was Bancorp, bank

Reserve

and Towne

Perrysburg, company, due

Ohio to

("Bancorp") , formerly Bechstein's or unsound alleged practices

a registered

holding

participation regarding

in violations

of law and unsafe at Towne; and

the lending

function

2 WHEREAS, has consented by affixing his signature Order rights hereunder, by the Board he might Part Bechstein of

to the issuance

of this all and

Governors have

and has waived

any and 1818

otherwise or

pursuant

to 12 U.S.C.

12 C.F.R.

263,

otherwise

(a) to the set

issuance

of a notice Order; respect

of intent

to prohibit for the implied of this in any or (e) to or

on any matter purpose set

forth

in this with

(b) to a hearing to any matter judicial review

of taking in this

evidence Order;

forth

(c) to obtain

Order manner

or any provision the basis,

hereof;

(d) to challenge terms,

or contest

issuance, Order

validity,

effectiveness hereof; and

enforceability any and all against

of this

or any provision or expenses

claims

for fees

related Bank,

to this Luckey,

Order Ohio in not

Towne,

its successor, or Bancorp

the Exchange

("Exchange"), common limited

or its successors, of any statute,

whether

arising but

law or under to, Ohio

the terms law.

including,

state

NOW, adjudication set forth

THEREFORE,

prior

to the issue

taking

of any

testimony implied an of of

or or

of or finding

on any this made

of fact

or law

herein,

and without

Order

constituting

admission Governors settlement

of any allegation in connection

or implied and solely

by the Board

herewith, without

for the purpose or extended

of this matter

protracted

proceedings:

3 IT IS HEREBY (i) (31, and (j)), that: ORDERED, pursuant (12 U.S.C. to sections 1818(e), 8(e), (i)(3), and

(j) of the FDI Act

1.

Bechstein,

without and, where

the prior necessary

written pursuant

approval to

of

the Board section another hereby

of Governors

8(e) (7) (B) of the FDI Act federal financial

(12 U.S.C.

1818(e) (7)(B)), agency, is

institution

regulatory

and henceforth

prohibited:

(a) conduct section

From

participating

in any manner or agency

in the specified in

of the affairs

of any

institution

8(e)(7) (A) of the FDI Act but not limited to, any

(12 U.S.C. insured

1818(e)(7)(A)),

including, institution,

depository company;

or depository

institution

holding

(b)
attempting consent, any

from

soliciting, voting with

procuring,

transferring, any proxy, rights in
Act;

to transfer, or authorization described

or attempting respect

to vote

to any voting 8(e)(7)(A)

institution

in section

of the FDI

(cl previously approved

from violating by any federal

any voting banking

agreement or

agency;

(d)
acting

from voting

for a director, party,

or serving in

or

as an institution-affiliated

as defined

4 section employee, 3(u) of the FDI Act, institution such as an officer, in section director or of

in any

described

8(e)(7)(A)

the FDI Act.

2. subject both

Any

violation

of this

Order

shall

separately penalties or

Bechstein section

to appropriate

criminal

or civil

under

8 of the FDI Act

(12 U.S.C.

1818).

3. and shall

This

Order,

and

each

and

every

provision until

hereof, expressly

is

remain

fully

effective

and

enforceable

stayed,

modified,

terminated

or suspended

in writing

by the Board

of Governors.

4. addressed to:

All

communications

regarding

this

Order

shall

be

(a)

Mr. R. Chris Moore Senior Vice President Federal Reserve Bank of Cleveland 1455 East Sixth Street 44101 Cleveland, Ohio Mr. Jerome C. Bechstein 16967 Bowling Green Road West 43402 Bowling Green, Ohio

(b)

5. or otherwise state agency

The provisions prevent the Board

of this

Order

shall or any other

not bar, federal

estop, or

of Governors taking any

or department

from

action

affecting

5

Bechstein,

Towne,

Exchange,

Bancorp

or any

former

or current

institution-affiliated

parties

thereof.

By order 13%

of the Board

of Governors _ , 1998.

effective

this

BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM

Bechstein

/ &zLc

By: Secretary of the Board