EVERTRUST FINANCIAL GROUP

EverTrust is a stock company that replaces Mutual Bancshares as the holding company for Everett Mutual Bank; Commercial Bank of Everett; I-Pro, Inc.; and Mutual Bancshares Capital Inc. After the conversion, EverTrust intends to acquire or organize other operating subsidiaries, although it currently has no specific plans or agreements to do so. At March 31, 1999, Mutual Bancshares had assets of $452.1 million, deposits of $375.9 million and retained earnings of $52.1 million. Mutual Bancshares is... a bank holding company which owned four subsidiaries at March 31, 1999: Everett Mutual Bank, Commercial Bank of Everett, I-Pro, Inc. and Mutual Bancshares Capital, Inc. The business of Mutual Bancshares is conducted primarily by Everett Mutual Bank, whose operations are enhanced by the activities and operations of Mutual Bancshares' other three subsidiaries. Mutual Bancshares' business activities generally are limited to passive investment activities and oversight of its investment in Everett Mutual Bank. Accordingly, the information regarding Mutual Bancshares' business, including consolidated financial statements and related data, relates primarily to Everett Mutual Bank.More