To: All Member Banks in the Third Federal Reserve District

Attention: Chief Executive Officer



In accordance with the provisions of Section 4 of the Federal Reserve Act and Circular Letter 5602, dated September 23, 2003, an election is being conducted to determine a successor for the following director:

Robert J. Vanderslice, President & COO, Pennsville National Bank, Pennsville, NJ. Mr. Vanderslice is completing his term as a Class A, Group 3 director. He is not eligible for re-election. His successor will serve a three-year term beginning January 1, 2004.

The names of the candidates nominated and the banks that made the nominations are listed herein (20 KB, 2 pages). A brief biographical sketch of each candidate is also provided. A ballot and two envelopes to use in the voting are enclosed for each bank in Group 3. The ballot and white voting envelope must be executed by an officer of your bank who has been authorized to vote. A list of the officers so designated is included. While banks in Groups 1 and 2 will not participate in this election, this circular is sent to them for their information, without forms.

Action Required to Vote:

The forms and directions for voting have been sent to voting members.

The Federal Reserve Act allows 15 days for balloting. The polls will open on November 6, 2003, and close at noon on November 21, 2003. For your vote to count it must be received here at the Bank by the time the polls close.

At noon on November 21, 2003, the ballot box will be opened at the Federal Reserve Bank of Philadelphia, and the envelopes containing the ballots will be opened. The votes will be counted, and the results of the election announced. The candidates are invited to be present or represented on that occasion.

Additional Information: Inquiries concerning this circular letter should be directed to Linda O’Donnell, Assistant to the Corporate Secretary, at (215) 574-6439 or