SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------------
AMENDMENT NUMBER 1
TO
SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(PURSUANT TO SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934)
MISSISSIPPI VIEW HOLDING COMPANY
--------------------------------
(Name of Issuer)
MISSISSIPPI VIEW HOLDING COMPANY
--------------------------------
(Name of Person Filing Statement)
Common Stock, Par Value $0.10 per Share
---------------------------------------
(Title of Class of Securities)
605785 10 4
--------------------------------------
(CUSIP Number of Class of Securities)
Thomas J. Leiferman
President and Chief Executive Officer
Mississippi View Holding Company
35 East Broadway
Little Falls, Minnesota 56345-3093
(320) 632-5461
With Copies to:
Lloyd H. Spencer, Esq.
Malizia, Spidi, Sloane & Fisch, P.C.
One Franklin Square
1301 K Street, N.W.
Suite 700 East
Washington, DC 20005
(202) 434-4660
-----------------------------------
(Name, Address and Telephone Number
of Persons Authorized to Receive Notices and Communications
on Behalf of Persons Filing Statement)
April 13, 1998
---------------------------------------------------------------------
(Date Tender Offer First Published, Sent or Given to Security Holders)
CALCULATION OF FILING FEE
================================================================================
Transaction Valuation* Amount of
================================================================================
$4,773,000 $954.60
================================================================================
* For purposes of calculating fee only. Based on the Offer for 222,000 shares
at the maximum tender offer price per share of $21.50.
[ ] Check box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the form or schedule and the date of its filing.
<TABLE>
<CAPTION>
<S> <C>
Amount Previously Paid: $954.60 Filing Party: Mississippi View Holding Company
Form or Registration No.: Schedule 13E-4 Date Filed: April 14, 1998
</TABLE>
<PAGE>
This Statement amends and supplements the Issuer Tender Offer Statement
(the "Statement") filed on April 14, 1998, relating to the issuer tender offer
by Mississippi View Holding Company, a Minnesota corporation (the "Company"), to
purchase up to 222,000 shares of common stock, par value $0.10 per share (the
"Shares"), at prices not greater than $21.50 nor less than $19.50 per Share upon
the terms and subject to the conditions set forth in the Offer to Purchase,
dated April 13, 1998 (the "Offer to Purchase") and the related Letter of
Transmittal (which are herein collectively referred to as the "Offer"). The
Offer is being made to all holders of Shares, including officers, directors and
affiliates of the Company.
Item 2. Source and Amount of Funds or Other Consideration.
(a)-(b) The information set forth in "The Offer -- Source and Amount of
Funds" in the Offer to Purchase is incorporated herein by reference. The
information set forth in the Letter to Stockholders dated May 1, 1998 is
incorporated herein by reference.
Item 9. Material to be Filed as Exhibits.
<TABLE>
<CAPTION>
<S> <C>
(a)(1) Form of Offer to Purchase dated April 13, 1998.*
(a)(2) Form of Letter of Transmittal.*
(a)(3) Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and
Other Nominees dated April 13, 1998.*
(a)(4) Form of Letter to Clients from Brokers, Dealers, Commercial Banks, Trust
Companies and Other Nominees dated April 13, 1998.*
(a)(5) Form of Notice of Guaranteed Delivery.*
(a)(6) Form of Letter to Stockholders from the Chief Executive Officer of the Company
dated April 13, 1998.*
(a)(7) Form of press release issued by the Company dated April 13, 1998.*
(a)(8) Form of Letter to Participants in the Community Federal Savings and Loan Association of
Little Falls Employee Stock Ownership Plan dated April 13, 1998.*
(a)(9) Form of Letter to Participants in the Community Federal Savings and Loan Association of
Little Falls Profit Sharing Plan dated April 13, 1998.*
(a)(10) Form of Letter to Participants in the Community Federal Savings and Loan Association of
Little Falls Management Stock Bonus Plan dated April 13, 1998.*
(a)(11) Form of Letter to Stockholders from the Chief Executive Officer of
the Company dated May 1, 1998.
(a)(12) Form of press release issued by the Company dated April 30, 1998.
</TABLE>
2
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
(b)(1) Loan agreement with First Federal FSB.
(c)(1) Mississippi View Holding Company Stock Employee Compensation Trust Agreement*
(c)(2) Common Stock Purchase Agreement*
(d) Not applicable.
(e) Not applicable.
(f) Not applicable.
</TABLE>
- --------------
*Previously filed on April 14, 1998 with the Schedule 13E-4.
3
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: May 1, 1998.
MISSISSIPPI VIEW HOLDING COMPANY
By: /s/ Thomas J. Leiferman
--------------------------------------------------
Name: Thomas J. Leiferman
Title: President and Chief Executive Officer
<PAGE>
INDEX OF EXHIBITS
<TABLE>
<CAPTION>
<S> <C>
(a)(1) Form of Offer to Purchase dated April 13, 1998.*
(a)(2) Form of Letter of Transmittal.*
(a)(3) Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other
Nominees dated April 13, 1998.*
(a)(4) Form of Letter to Clients from Brokers, Dealers, Commercial Banks, Trust Companies
and Other Nominees dated April 13, 1998.*
(a)(5) Form of Notice of Guaranteed Delivery.*
(a)(6) Form of Letter to Stockholders from the Chief Executive Officer of the Company dated
April 13, 1998.*
(a)(7) Form of press release issued by the Company dated April 13, 1998.*
(a)(8) Form of Letter to Participants in the Community Federal Savings and Loan Association
of Little Falls Employee Stock Ownership Plan dated April 13, 1998.*
(a)(9) Form of Letter to Participants in the Community Federal Savings and Loan Association
of Little Falls Profit Sharing Plan dated April 13, 1998.*
(a)(10)Form of Letter to Participants in the Community Federal Savings and Loan Association
of Little Falls Management Stock Bonus Plan dated April 13, 1998.*
(a)(11)Form of Letter to Stockholders from the Chief Executive
Officer of the Company dated May 1, 1998.
(a)(12)Form of press release issued by the Company dated April 30, 1998.
(b)(1) Loan agreement with First Federal FSB.
(c)(1) Mississippi View Holding Company Stock Employee Compensation Trust Agreement*
(c)(2) Common Stock Purchase Agreement*
(d) Not applicable.
(e) Not applicable.
(f) Not applicable.
</TABLE>
- -------------------
*Previously filed on April 14, 1998 with the Schedule 13E-4.
Exhibit 99.(a)11)
<PAGE>
LETTERHEAD OF MISSISSIPPI VIEW HOLDING COMPANY
May 1, 1998
To Our Stockholders:
As you are aware by now, Mississippi View Holding Company (the
"Company") is offering to purchase 222,000 shares (approximately 30% of its
currently outstanding shares) of its common stock from its stockholders at a
cash price not greater than $21.50 nor less than $19.50 per share. Based upon
the number of shares tendered and the prices specified by the tendering
stockholders, the Company will determine a single per share purchase price
within that price range which will allow it to buy 222,000 shares (or such
lesser number of shares as are validly tendered and not withdrawn at prices not
greater than $21.50 nor less than $19.50 per share) (the "Purchase Price").
Subject to possible proration in the event more than 222,000 shares are tendered
at or below the Purchase Price, all of the shares that are validly tendered at
prices at or below that Purchase Price (and are not withdrawn) will be purchased
at that same Purchase Price, net to the selling stockholder in cash.
The Offer, proration period and withdrawal rights expire at 5:00 p.m.,
Eastern time, on Monday, May 11, 1998, unless the Offer is extended.
As more fully discussed in the Offer to Purchase dated April 13, 1998,
the Offer is conditioned upon, among other things, the Company obtaining the
funds necessary to consummate the Offer and to pay all related fees and expenses
(the "Financing Condition"). We are pleased to announce that the Company has
secured financing arrangements sufficient to satisfy the Financing Condition.
The Company has been informed by letter dated April 27, 1998, that the Office of
Thrift Supervision ("OTS") confirmed that the Association's dividend to the
Company falls within the safe harbor provisions of the OTS regulations. In
addition, the Company has secured a commitment from First Federal FSB for a loan
in the amount up to and including $225,000 for a term of one year, which is
prepayable. The interest rate on the loan will be 9% payable quarterly. The loan
will be secured by treasury shares of the Company.
Neither the Company nor its Board of Directors makes any recommendation
to any stockholder as to whether to tender or refrain from tendering shares. You
must make your own decision whether to tender shares and, if so, how many shares
to tender and at which price or prices.
This Offer is explained in detail in the Offer to Purchase dated April
13, 1998 and Letter of Transmittal which have previously been mailed to all
stockholders. If you want to tender your shares, the instructions on how to
tender shares are also explained in detail in the offering materials. If you
need a copy of the offering materials, you may call MacKenzie Partners, our
information agent, at 1-800-322- 2885. I encourage you to read these materials
carefully before making any decision with respect to the Offer.
Very truly yours,
/s/Thomas J. Leiferman
-------------------------------------
Thomas J. Leiferman
President and Chief Executive Officer
Exhibit 99.(a)(12)
<PAGE>
[Mississippi View Holding Company Letterhead]
April 30, 1998
PRESS RELEASE
For More Information, contact:
Thomas J. Leiferman, President/CEO
Mississippi View Holding Company
35 East Broadway
Little Falls, MN 56345-3093
(320) 632-5461
Mississippi View Holding Company
Announces 2nd Quarter Earnings
Thomas J. Leiferman, President of Mississippi View Holding Company, Little
Falls, Minnesota, parent company of Community Federal Savings & Loan Association
of Little Falls, Minnesota, announced today earnings of $195,910 for the quarter
ended March 31, 1998. Earnings for the quarter ended March 31, 1998, increased
$22,048 compared to the three months ended March 31, 1997. Basic earnings per
share (assuming no dilution) for the quarter ended March 31, 1998 and 1997 were
$0.30 and $0.24, respectively. Diluted earnings per share were $0.27 and $0.23
per share for the quarter ended March 31, 1998 and 1997 respectively.
Earnings for the six months ended March 31, 1998, was $372,614; an increase of
$25,487 compared to the six months ended March 31, 1997. This increase was due
to increased noninterest income offset by decreased net interest income. Basic
earnings per share for the six month period ended March 31, 1998 and 1997 were
$0.57 and $0.46, respectively. Diluted earnings per share were $0.51 and $0.45
per share for the six month period ended March 31, 1998 and 1997 respectively.
At March 31, 1998, Community Federal Savings and Loan Association's tangible and
core capital ratios were both 16.48%, which surpassed regulatory requirements of
2.0% and 4.0% respectively. In addition, Community Federal Savings and Loan
Association's risk based capital level was 34.02% of risk based assets, an
amount in excess of the current regulatory requirement of 8.0%.
On April 13, 1998, the Company announced an offer to purchase (the "Offer") up
to 222,000 shares of its Common Stock at a cash purchase price not in excess of
$21.50 per share or less than $19.50 per share. The Offer expires at 5:00 p.m.
Eastern Time on May 11, 1998.
<PAGE>
Mississippi View Holding Company
April 30, 1998, Press Release
Page 2
Mississippi View Holding Company had consolidated assets of $70.0 million and
stockholders' equity of $12.8 million at March 31, 1998. Mississippi View
Holding Company is listed on the OTC Bulletin Board under the symbol of "MIVI".
There were 736,864 outstanding shares of common stock on March 31, 1998.
Community Federal is a federally chartered stock savings and loan association.
The Association's only office is located in Little Falls, Minnesota. The
deposits are federally-insured by the Federal Deposit Insurance Corporation up
to the legal maximum. The Association provides deposit services and offers
traditional mortgage loan products to the local community.
<PAGE>
Mississippi View Holding Company Financial Highlights
Condensed Consolidated Statement of Financial Condition
<TABLE>
<CAPTION>
March 31, September 30,
1998 1997
(Unaudited) (Audited)
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C>
Assets
Cash and Cash Equivalents $ 8,014,703 $ 1,104,594
Investments 18,209,627 21,019,510
Loans 42,017,762 44,610,359
Other Assets 1,717,578 1,811,987
------------ ------------
Total Assets $ 69,959,670 $ 68,546,450
============ ============
Liabilities
Deposits $ 55,721,357 $ 55,183,587
Other Liabilities 1,444,939 1,294,959
------------ ------------
Total Liabilities $ 57,166,296 $ 56,478,546
Stockholders' Equity $ 12,793,374 $ 12,067,904
------------ ------------
Total Liabilities & Stockholders' Equity $ 69,959,670 $ 68,546,450
============ ============
</TABLE>
<PAGE>
Condensed Consolidated Statement of Income
<TABLE>
<CAPTION>
Three Months Ended March 31, Six Months Ended March 31,
1998 1997 1998 1997
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Interest Income $ 1,276,531 $ 1,284,822 $ 2,548,438 $ 2,577,759
Interest Expense 620,206 621,052 1,246,256 1,255,347
------------ ------------ ------------ ------------
Net Interest Income $ 656,325 $ 663,770 $ 1,302,182 $ 1,322,412
Provision for Loan Losses 0 0 0 0
------------ ------------ ------------ ------------
Net Interest Income After Provisions $ 656,325 $ 663,770 $ 1,302,182 $ 1,322,412
------------ ------------ ------------ ------------
Noninterest Income 81,251 40,515 123,440 78,032
Noninterest Expenses 417,449 398,865 819,599 837,685
------------ ------------ ------------ ------------
Income Before Taxes 320,127 305,420 606,023 562,759
Income Tax 124,217 131,558 233,409 215,632
------------ ------------ ------------ ------------
NET INCOME $ 195,910 $ 173,862 $ 372,614 $ 347,127
============ ============ ============ ============
Dividends Declared Per Share $0.08 $0.08 $0.08 $0.08
Basic Earnings Per Share $0.30 $0.24 $0.57 $0.46
Diluted Earnings Per Share $0.27 $0.23 $0.51 $0.45
</TABLE>
Selected Financial Ratios
<TABLE>
<CAPTION>
At or for the Three Months At or for the Six Months
Ended March 31 Ended March 31,
---------------------------- ---------------------------------
1998 1997 1998 1997
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Return on Average Equity 6.93% 5.87% 6.65% 5.75%
Return on Average Assets 1.17% 1.02% 1.12% 1.01%
Net Yield on Average Interest Earning 3.98% 3.95% 3.97% 3.91%
Assets
Book Value per Share (1) $17.36 $15.55 $17.36 $15.55
</TABLE>
(1) Based upon shares outstanding at March 31, 1998 and 1997, of 736,864 and
818,743 respectively.
Exhibit 99.(b)(1)
<PAGE>
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
First Federal fsb Mississippi View Holding Company
201 Main Street South 35 East Broadway Loan Number
Hutchinson MN 55350 Little Falls MN 56345-3093 Date April 30, 1998
Maturity Date May 10, 1999
LENDER's NAME AND ADDRESS BORROWER's NAME AND ADDRESS Loan Amount $225,000.00
"You" means the Lender, "I" includes each Borrower above, Renewal Of
its successors and assigns together and separately.
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
TERMS FOLLOWING A [_} APPLY ONLY IF CHECKED
NOTE-For value received, I promise to pay to you, or your order, at your address above, the principal sum of:Two Hundred Twenty-Five
Thousand and No/100----------------------------------------------------------------------------------------------Dollars $225,000.00
plus interest from May 10, 1998 at the rate of 9.0% per year until paid in full
[_} LOAN ADMINISTRATIVE FEE - I also agree to pay a loan administrative fee of $_____, and it will be
[_] paid in cash.
[_] paid pro rata over the loan term.
[_] withheld from the proceeds. (If this fee is withheld from the proceeds, the amount is included in the principal sum.)
Upon prepayment in full (or acceleration). I will not be entitled to a rebate of part of the loan administrative fee.
PAYMENT - I will pay this note as follows:
(a) [X] Interest due: 3 payments of interest quarterly commencing August 10, 1998
Principal due: 1 payment of $225,000.00 plus remaining interest due on May 10, 1999
(b) [_] This note has ________ payments. The first payment is $_________ and is due: ________.
A payment of $________ is due on the ________ day of each ________.
The final payment of the entire unpaid balance of principal and interest will be due _________.
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
INTEREST - Interest accrues on a 365-day basis. [_] RETURN CHECK CHARGE - I agree to pay a service charge for each
[_} LATE CHARGE - If a payment is not paid in full on or returned check or returned automatic payment request. The amount
before the tenth day after its due date, I will be charged of the service charge will generally be $20.00, but if you use a
a late fee of .5% of the amount of the payment or $_______ law enforcement agency to collect payment and the service charge is
whichever is greater. [_} This amount may then increase so used to reimburse the law enforcement agency, the amount of the
as to always be the highest amount allowed by law under service charge will be $25.00.
Minnesota Statutes ss.47.50. THE PURPOSE OF THIS LOAN IS ______________________________________.
- ------------------------------------------------------------------------------------------------------------------------------------
SECURITY - You have certain rights that may affect my property as explained on page 2. This loan [_} is [_] is not further secured.
(a) [_] This loan is secured by __________________________________________________, dated ____________________________________.
(b) [X] Security Agreement - I give you a security interest in the Property described below: The rights I am giving you in
this Property and the obligations this agreement secures are defined on page 2 of this agreement.
25,000 shares of Mississippi View Holding Company Stock to be safekept at First Federal fsb
* ADDITIONAL TERMS: Borrower must maintain loan to value at or below .50% at all times.
This Property will be used for _______________________ purposes.
</TABLE>
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
ANNUAL PERCENTAGE RATE FINANCE CHARGE AMOUNT FINANCED TOTAL OF PAYMENTS I have the right to
The cost of my credit The dollar amount the The amount of credit The amount I will have paid when receive at this time an
as a yearly rate credit will cost me. provided to me or on I have made all scheduled payments. itemizataion of the
my behalf. Amount Financed.
9.000 $ 20,250.00 $ 225,000.00 $ 245,250.00 X YES - I want an
--- itemization.
___ NO - I do not want an
itemization.
- ------------------------------------------------------------------------------------------------------------------------------------
My Payment Schedule will be:____________________________________________________
Number of Payments Amount of Payments When Payments are Due
3 $ VARYING INTEREST PAID QUARTERLY "e" means an estimate.
$ COMMENCING AUGUST 10, 1998 $___ Filing Fees.
1 $ 230,062.50 MAY 10, 1999 $___ Nonfiling insurance.
$
- ------------------------------------------------------------------------------------------------------------------------------------
[X] This note has a demand feature: [_] This note is payable on demand and all disclosures are based on an assumed maturity of one
year.
Security - I am giving a security interest in: [X] (brief description of other property)
[_] the goods or property being purchased. Assignment of Mississippi View Holding Company Stock
[_] collateral securing other loans with you may also secure this loan.
[_] my deposit accounts and other rights to the payment of money from you.
[_] Late Charge - If a payment is not paid in full on or before the tenth day after its due date, I will be charged a late fee of
.5% of the amount of the payment or $ ________ whichever is greater. [_] The amount may then increase so as to always be the
highest amount allowed by law under Minnesota Statutes ss.47.59.
[_] Required Deposit - The annual percentage rate does not take into account my required deposit.
Prepayment - If I pay off this note early, I will not have to pay a penalty.
[_] If I pay off this note early, I will not be entitled to a refund of part of the loan administrative fee.
Assumption-Someone buying the property securing this obligation, cannot assume the remainder of the obligation on the original terms
I can see my contract documents for any additional information about nonpayment, default, any required repayment before the
scheduled date, and prepayment refunds and penalized.
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
CREDIT INSURANCE - Credit life insurance and credit
disability insurance are not required to obtain credit, ITEMIZATION OF AMOUNT FINANCED
and will not be provided unless I sign and agree to pay
the additional costs. I may but any insurance from AMOUNT GIVEN TO ME DIRECTLY $ 225,000.00
anyone I choose or I may use existing insurance. AMOUNT PAID ON MY (LOAN) ACCOUNT $________________________
- ------------------------------------------------------- -----------------------------------------------
Type ________________ Premium ______________ Term ____ AMOUNTS PAID TO OTHERS ON MY BEHALF $________________________
Credit Line____________________________________________ to Insurance Companies $________________________
Credit Disability _____________________________________ to Public Officials $________________________
Join Credit Life ______________________________________ _______________________________________________ $________________________
_______________________________________________________ _______________________________________________ $________________________
I [_] do [X] do not want credit life insurance. _______________________________________________ $________________________
I [_] do [X] do not want credit disability insurance. (less) PREPAID FINANCE CHARGES(S) $________________________
I [_] do [X] do not want joint credit life insurance.
I [_] do [X] do not want _______________Insurance: Amount Financed $ 225,000.00
x _____________________________________DOB____________
x_______________________________________DOB____________ (Add all items financed and subtract prepaid finance charges.)
PROPERTY INSURANCE - I may obtain property insurance __________________________________________________________________________
from anyone I want that is acceptable to you. If I get
the insurance from or through you, I will pay $________ SIGNATURES - I AGREE TO THE TERMS SET OUT ON PAGE 1 AND PAGE 2 OF THIS
for __________ of coverage. AGREEMENT, I HAVE RECEIVED A COPY OF THIS DOCUMENT ON TODAY'S DATE.
SINGLE INTEREST INSURANCE - I may obtain single interest CONSIGNERS - SEE NOTICE ON PAGE 2 BEFORE SIGNING.
insurance from anyone I want that is acceptable to you.
If I get the insurance from or through you I will pay MISSISSIPPI VIEW HOLDING COMPANY
$_________________ for ____________ of coverage.
- --------------------------------------------------------
Optional Signature ________________________________________________________________
Signed_______________________________________ For Lender
Title __________________________________________________ Signature ________________________________________________________________
- ------------------------------------------------------------------------------------------------------------------------------------
SIMPLE INTEREST NOTE, DISCLOSURE, AND SECURITY AGREEMENT CONSUMER LOAN UNDER MN. STAT. ss47.50 - NOT FOR OPEN-END CREDIT
@ 1981, 1988 Bancshare Systems, Inc., St. Cloud, MN (1-800-397-2341) Form NDaS SI-MN 12/20/95 [LOGO] (page 1 of 2)
</TABLE>
<PAGE>
ASSIGNMENT
In this agreement, I, me and my refer to the persons(s) signing below. You
and your refer to:
First Federal fsb
---------------------------------------------------------------------------
My Agreement
You gave me Two Hundred Twenty Five Thousands and No/100-----------------Dollars
($225,000.00) today and I acknowledge receipt of that amount of money. In
consideration of this sum of money, I agree to, and do in fact, sell, transfer
(and assign) to you any and all right, title, claim and interest that I may have
in and to the following property:
25,000 shares of Mississippi View Holding Company Stock
- --------------------------------------------------------------------------------
My Signature Date Signed
Mississippi View Holding Company
X /s/Larry D. Hartwig 5-1 1998
--------------------------------------- -------------------------, ------
X /s/Mary Ann Karnowski 5-1 1998
--------------------------------------- -------------------------, ------
WITNESSES:
X /s/
---------------------------------------
X /s/
---------------------------------------
(Continued on back)
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
STATE OF _____________________________________________________
ss.
COUNTY OF ____________________________________________________
On this _________________day of _____________________, 19____________,
before me, ____________________________ a Notary Public in and for the County of
________________________, State of ___________ personally appeared _____________
________________________________________________________________________________
to me known to be the person____ named in and who executed the foregoing
instrument, and acknowledged that _____________ executed the same as ___________
______________ voluntary act and deed.
In Witness Whereof, I have hereunto signed my name and affixed my Notarial
Seal the day and year last above written.
_________________________________________________________________
Notary Public in and for _____________________ County, __________
STATE OF _____________________________________________________
ss.
COUNTY OF ____________________________________________________
On this __________day of _________________, 19____________, before me,
____________________________ a Notary Public in and for the County of _________,
State of ___________ personally appeared _______________________, President, and
_______________________________, Secretary or Cashier, of ______________________
____________, the Corporation which executed the above and foregoing instrument,
who being by me duly sworn, each for himself, did say that they are respectively
the _____________________ President and ____________________of said Corporation;
that (the seal affixed to said instrument is the seal of said Corporation)---(no
seal has been procured by the said Corporation) and that said instrument was by
them signed and sealed on behalf of the said Corporation by authority of its
board of directors, and each of them acknowledged the execution of said
instrument to be the voluntary act and deed of said Corporation, by it and each
of them voluntarily executed.
In Witness Whereof, I have hereunto signed my name and affixed my
Notarial Seal the day and year last above written.
_________________________________________________________________
Notary Public in and for _____________________ County, __________
My commission expires ___________________________________________
<PAGE>
______________________________________________
ASSIGNMENT
(General Form)
==============================================
______________________________________________
______________________________________________
______________________________________________
______________________________________________
______________________________________________
==============================================
Office of ____________________________________
County of ____________________________________
State of _____________________________________
I hereby certify that the within Instrument
was filed in this office for record on the
__________ day of ____________ A.D. 19 _______
at ______________o'clock _____ M. and was duly
recorded in Book _____________________________
of _____________________________ on page _____
______________________________________________
______________________
By ____________________________________ Deputy,
===============================================
===============================================
_______________________________________________
<PAGE>
FR G-3
OMB No. 7100-0018
Approval expires July 31, 1996
BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM
Statement of Purpose for an Extension of Credit Secured by Margin
Stock by a Person Subject to Registration Under Regulation G
(Federal Reserve Form G-3)
First Federal fsb, 201 Main Street South, Hutchinson, MN
--------------------------------------------------------
Name of Lender
<TABLE>
<CAPTION>
<S> <C>
This form is required by law (15 U.S.C. 76g and 78w; 12 C.F.R. 207). and reviewing the collection of information. Send comments
regarding this burden estimate or any other aspect of this
collection of Information, including suggestions for
reducing this burden, to Secretary, Board of Governors of
Public reporting burden for this collection of information is the Federal Reserve System, 20th and C Streets, N.W.,
estimated to average 10 minutes per response, including the time Washington, D.C. 20551; and to the Office of Management
for reviewing instructions, searching existing data sources, and Budget, Paperwork Reduction Project (7100-0011),
gathering and maintaining the data needed, and completing Washington, D.C. 20503.
</TABLE>
Instructions
1. This form must be completed when a lender subject to registration under
Regulation G extends credit secured directly or indirectly, in whole or in part,
by any margin stock.
2. The term "margin stock" is defined in Regulation G (12 CFR 207) and includes,
principally: (1) stocks that are registered on a rational securities exchange,
stocks that are on the Federal Reserve Board's List of Maginable OTC Stocks, or
any OTC security designated for trading in the National Market System; (2) debt
securities (bonds) that are convertible into margin stock; and (3) shares of
most mutual funds.
3. Please print or type (if space is inadequate, attach separate sheet).
Part I To be completed by borrower(s)
1. What is the amount of the credit being extended?
Two Hundred Twenty-five Thousand and No/100 Dollars
---------------------------------------------------
($225,000.00)
2. Will any part of this credit be used to purchase or carry margin securities?
[X} Yes [_} No
If the answer is "no," describe the specific purpose of the credit
-------------
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
I(We) have read this form and certify that to the best of my (our) knowledge
and belief the Information given is true, accurate, and complete.
MISSISSIPPI VIEW HOLDING COMPANY
Signed: Signed:
Signed: Signed:
/s/Larry D. Hartwig 5-1-98 /s/Mary ANn Karnowski 5-1-98
- ------------------------------------- ----------------------------------------
Borrower's signature Date Borrower's signature Date
Larry D. Hartwig Mary Ann Karnowski
- ------------------------------------- ----------------------------------------
Print or type name Print or type name
This form should not be signed if blank.
A borrower who falsely certifies the purpose of a credit on this form or
otherwise willfully or intentionally evades the provisions of Regulation G will
also violate Federal Reserve Regulation X, "Borrowers of Securities Credit."
Bankers Systems, Inc., St. Cloud, MN Form G-3 8/31/95
<PAGE>
FR G-3
Page 2 of 2
Part II To be completed by lender only if the purpose of the credit is to
purchase or carry margin securities (Part 1 (2) answered "yes")
1. List the margin stock securing this credit; do not include debt securities
convertible into margin stock. The maximum loan value of margin stock is 50
per cent of its current market value under the current Supplement to
Regulation G.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
No. of Issue Market price Date and source Total market
Shares per share of valuation value per issue
(See note below)
<S> <C> <C> <C> <C>
25,000 Mississippi View Holding Company 18 5/8 $450,000.00
- --------------------------------------------------------------------------------------------------
</TABLE>
2. List the debt securities convertible into margin stock securing this
credit. The maximum loan value of such debt securities is 50 per cent of
the current market value under the current Supplement to Regulation G.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Principal Issue Market price Date and source Total market
amount of valuation value per issue
(See note below)
<S> <C> <C> <C> <C>
- --------------------------------------------------------------------------------------------------
</TABLE>
3. List other collateral including non-margin securities securing this credit.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Describe briefly Market price Date and source Good faith
of valuation loan value
(See note below)
<S> <C> <C> <C>
- --------------------------------------------------------------------------------------------------
</TABLE>
Note Lender need not complete "Data and source of valuation" if the market value
was obtained from regularly published information in a journal of general
circulation or automated quotation system.
Part III To be signed by an authorized representative of the lender in all
instances.
I am a duly authorized representative of the lender and understand that this
credit secured by margin stock may be subject to the credit restrictions of
Regulation G. I have read this form and any attachments, and I have accepted the
customer's statement in Part I in good faith as required by Regulation G"; and I
certify that to the best of my knowledge and belief, all the information given
is true, accurate, and complete.
Signed:
First Federal fsb
April 30, 1998 /s/Betty Henke
______________________________________ ______________________________________
Date Authorized representative's signature
Executive Secretary Betty Henke
______________________________________ ______________________________________
Title Print or type name
______________
*To accept the customer's statement in good faith, the authorized representative
of the lender must be alert to the circumstances surrounding the credit and, if
in possession of any information that would cause a prudent person not to accept
the statement without inquiry, must have investigated and be satisfied that the
statement is truthful. Among the facts which would require such investigation
are receipt of the statement through the mail or from a third party.
This form must be retained by the lender
for three years after the credit is extinguished.
