Circular No. 11224
December 30, 1999

Election and Appointment of Directors

To the Member Banks of the Second Federal Reserve District:

Directors of this Bank

Member banks in Group 3 have re-elected George W. Hamlin, IV a class A director of this Bank for a three-year term beginning January 2000. Mr. Hamlin, who is President and Chief Executive Officer of The Canandaigua National Bank and Trust Company, Canandaigua, N.Y., has been serving as a class A director since January 1997. Prior to that, Mr. Hamlin served as a director of the Buffalo Branch of this Bank, from January 1993 through December 1996.

Member banks in Group 3 have re-elected Ann M. Fudge a class B director of this Bank for a three-year term beginning January 2000. Ms. Fudge, who is Executive Vice President, Kraft Foods, Inc., and President of its Coffee & Cereals Division, Tarrytown, N.Y., has been serving as a class B director since October 1996.

The Board of Governors of the Federal Reserve System has appointed Albert J. Simone a class C director of this Bank for a three-year term beginning January 2000. Mr. Simone is President of the Rochester Institute of Technology, Rochester, N.Y. As a member of this Bank’s board, he succeeds John C. Whitehead, formerly Chairman of Goldman, Sachs & Co., Inc., New York, N.Y., who has been serving as a class C director since September 1995 and as Chairman and Federal Reserve Agent since January 1996.

The Board of Governors has designated Peter G. Peterson Chairman of the Board and Federal Reserve Agent of this Bank for the year 2000. Mr. Peterson, who is Chairman of The Blackstone Group, New York, N.Y., has been serving as a class C director since January 1996 and as Deputy Chairman since November 1998.

In July 1999, the Board of Governors appointed Charles A. Heimbold, Jr. a class C director for the unexpired portion of a three-year term ending December 31, 2000. As a class C director, Mr. Heimbold, who is Chairman and Chief Executive Officer of Bristol-Myers Squibb Company, New York, N.Y., replaced Thomas W. Jones, who had resigned from the Bank’s board. The Board of Governors has also designated Mr. Heimbold Deputy Chairman for the year 2000.

Buffalo Branch directors

The Board of Governors has reappointed Patrick P. Lee a director of the Buffalo Branch for a three-year term beginning January 2000. Mr. Lee, who is Chairman and Chief Executive Officer of International Motion Control, Inc., Buffalo, N.Y., has been serving as a Branch director since January 1997.

The Board of Directors of this Bank has redesignated Bal Dixit Chairman of the Board of the Buffalo Branch for the year 2000. Mr. Dixit, who is President and Chief Executive Officer of Newtex Industries, Inc., Victor, N.Y., has been a director of the Branch board since January 1996 and Chairman of the Branch board since January 1997.

The Board of this Bank has appointed Geraldine Ochocinska a Branch director for a three-year term beginning January 2000. Ms. Ochocinska is Regional Director, Region 9, United Auto Workers, Buffalo, N.Y. On the Branch board, she succeeds Louise Woerner, Chairman and Chief Executive Officer of HCR, Rochester, N.Y., who has been serving as a director of the Buffalo Branch since January 1994.

In August 1999, the Board of Governors appointed John E. Friedlander a director of the Buffalo Branch for the unexpired portion of a three-year term ending December 31, 2000. Mr. Friedlander is President and Chief Executive Officer of Kaleida Health, Buffalo, N.Y. On the Branch board, he replaced Louis J. Thomas, Director, District 4, United Steelworkers of America, Cheektowaga, N.Y., who had resigned from the Branch board.

At the same time, the Board of this Bank appointed Maureen Torrey Marshall a Branch director for the unexpired portion of a three-year term ending December 31, 2000. Mrs. Marshall is Co-Owner of Torrey Farms, Inc., Elba, N.Y. On the Branch board, she replaced Mark Adams, Operator of Adams Poultry Farms, who had resigned from the Branch board.

William J. McDonough
President