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the New York Stock Exchange, the American Stock Exchange, or any
city or any regional stock exchange, nor were the shares
regularly traded in the national or any regional over-the-counter
(OTC) market for which published quotations are available. The
shares were not shares of an open-end investment company
(commonly know as a mutual fund), as provided in section 1.170A-
13(c)(7)(xi)(A)(3), Income Tax Regs.
Procedure for Purchase or Sale of Shares of Bancorp
Before and throughout 1994, the procedure for someone
wishing to purchase or sell shares of Bancorp was to contact an
officer of the bank or a local stockbroker specializing in the
shares of Bancorp. The bank or broker would try to match a
potential seller with a potential buyer. That could prove
difficult, since Bancorp shares were not frequently sold. The
bank maintained a numerical list, by certificate number, of all
share transactions (the bank’s list). The bank’s list showed the
date, seller, buyer, number of shares, share cost (if available),
and certificate number. Gill & Associates, Inc. (Gill &
Associates), a member of the National Association of Securities
Dealers since 1984, acted as a placement agent or “matchmaker”
for certain of the sales of the shares. As a matchmaker, Gill &
Associates maintained a list of individuals wishing to purchase
shares and contacted these individuals when approached by others
interested in selling shares. In order to quote a price to an
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Last modified: May 25, 2011