Bay State Bancorp

acquiring all of the capital stock to be issued by the Bank in the Conversion

Bay State Bancorp was organized in October 1997 at the direction of the Board of Directors of the Bank for the purpose of acquiring all of the capital stock to be issued by the Bank in the Conversion. The Company has applied to the OTS to become a savings and loan holding company and, upon approval, will be subject to regulation by the OTS. Upon consummation of the Conversion, the Company will conduct business initially as a unitary savings and loan holding company.