Harbor Bancorp & Subsidiaries - Page 13

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          books of the credit union's share drafts4 with him.  Mr. Goldberg           
          informed Mr. Schwartz that he (Mr. Schwartz) would be signing               
          documents as a representative of the Commercial Bank of the                 
          Americas.                                                                   
               On December 31, 1985, using credit union starter kits,                 
          personnel at the offices of Matthews & Wright prepared the                  
          endorsements and typed out the faces of 24 share drafts.  These             
          included a share draft payable to Interfirst as trustee in the              
          amount of $17,613,020.83 for Whitewater, and another in the                 
          amount of $13,083,958.33 for Ironwood.  On that day, share drafts           
          totaling approximately $750 million were drawn by Matthews &                
          Wright on a nonexistent account at the credit union.                        
               At the closing, Mr. Hemingway showed the documents relating            
          to the issuance of the Bonds to Ms. Cole and then delivered them            
          to Mr. Goldberg.  Following directions from her home office, Ms.            
          Cole received the Whitewater and Ironwood share drafts.  She                
          endorsed these share drafts "without recourse" to the Commercial            
          Bank of the Americas to purchase two investment agreements from             
          that institution.  As of December 31, 1985, the Commercial Bank             
          of the Americas had no apparent assets in excess of $5,011 in an            
          account with the Bank of Guam.                                              
               Mr. Schwartz, on behalf of the Commercial Bank of the                  
          Americas, then endorsed these share drafts back to Matthews &               


               4These "share drafts" were the functional equivalent of a              
          check drawn on the credit union.                                            



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