text: amounted to 49.1%, 48.9% and 45.2% of net earnings, respectively, in 2002, 2001 and 2000. Given our current 
  strong capital position and projected earnings and asset growth rates, we do not anticipate any change in our current 
  dividend policy. 
  
  Each state bank that is a member of the Federal Reserve System and each national banking association is 
  required by federal law to obtain the prior approval of the Federal Reserve Board and the OCC, respectively, to 
  declare and pay dividends if the total of all dividends declared in any calendar year would exceed the total of (1) 
  such bank’s net profits (as defined and interpreted by regulation) for that year plus (2) its retained net profits (as 
  defined and interpreted by regulation) for the preceding two calendar years, less any required transfers to surplus. In 
  addition, these banks may only pay dividends to the extent that retained net profits (including the portion transferred 
  to surplus) exceed bad debts (as defined by regulation). 
  
  To pay dividends, we and our subsidiary banks must maintain adequate capital above regulatory guidelines. In 
  addition, if the applicable regulatory authority believes that a bank under its jurisdiction is engaged in or is about to 
  engage in an unsafe or unsound practice (which, depending on the financial condition of the bank, could include the 
  payment of dividends), the authority may require, after notice and hearing, that such bank cease and desist from the 
  unsafe practice. The Federal Reserve Board and the OCC have each indicated that paying dividends that deplete a 
  bank’s capital base to an inadequate level would be an unsafe and unsound banking practice. The Federal Reserve 
  Board, the OCC and the FDIC have issued policy statements that recommend that bank holding companies and 
  insured banks should generally only pay dividends out of current operating earnings. 