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Public Meeting Transcripts

Public Meeting Regarding Norwest Corporation and Wells Fargo & Company

Thursday, September 17, 1998

Transcript of Opening Remarks

                                                                    2

          1    APPEARANCES:

          2    

          3    Board of Governors:  Dolores Smith, presiding

          4                         Niel Willardson

          5                         Kenneth Binning

          6                         Deborah Awai

          7    

          8    

          9                            *   *   *

         10    WHEREUPON, the following proceedings were duly had:

         11                            *   *   *

         12     

         13     

         14                  CHAIRPERSON SMITH:  Well, I'm pleased to    08:59:58

         15        welcome you to this important public meeting on the   09:00:00

         16        application by Norwest Corporation to acquire Wells   09:00:04

         17        Fargo & Company.  I'll start by introducing myself.   09:00:08

         18        I'm Dolores Smith, Director of the Division of        09:00:10

         19        Consumer and Community Affairs at the Federal         09:00:14

         20        Reserve Board in Washington, D.C.  I'll be the        09:00:18

         21        presiding officer for this public meeting.  Our       09:00:20

         22        other panelists are, starting from my extreme right,  09:00:24

         23        Niel Willardson, vice president in charge of banking  09:00:28

         24        supervision from the Federal Reserve Bank of          09:00:32

         25        Minneapolis.  Next to him, Kenneth Binning, director  09:00:34



     
     



                                                                      3

          1        of applications and financial analysis from the       09:00:38

          2        Federal Reserve Bank of San Francisco.  To my right,  09:00:40

          3        Deborah Awai, senior counsel legal division from the  09:00:46

          4        Federal Reserve Board.                                09:00:50

          5             We're here today because Norwest Corporation,    09:00:54

          6        Minneapolis, Minnesota, has applied for approval to   09:00:58

          7        acquire Wells Fargo & Company, San Francisco,         09:01:02

          8        California.  When the Federal Reserve system          09:01:06

          9        considers one of these applications, we look at a     09:01:10

         10        number of factors under the Bank Holding Company      09:01:12

         11        Act.  These include financial issues, managerial      09:01:16

         12        issues, competitive issues, and the convenience and   09:01:22

         13        needs of the communities affected.  In doing so, we   09:01:26

         14        particularly look at the record of performance of     09:01:30

         15        the parties under the Community Reinvestment Act.     09:01:34

         16        The CRA requires the Board to take into account an    09:01:38

         17        institution's record of meeting the credit needs of   09:01:42

         18        its entire community.                                 09:01:46

         19             The Norwest-Wells Fargo application also         09:01:50

         20        involves the proposed acquisition or retention of     09:01:54

         21        nonbanking companies engaged in activities            09:02:00

         22        permissible for bank holding companies.  The Board    09:02:02

         23        must therefore determine whether the proposed         09:02:06

         24        nonbanking activities can reasonably be expected to   09:02:10

         25        produce benefits to the public that outweigh          09:02:14



     
     



                                                                      4

          1        possible adverse effects such as undue concentration  09:02:16

          2        of resources, decreased or unfair competition,        09:02:22

          3        conflicts of interest, or unsound banking practices.  09:02:28

          4             The purpose of the public meeting today is to    09:02:32

          5        receive information regarding these factors.  We      09:02:36

          6        will be seeking to elicit this information and to     09:02:40

          7        clarify factual issues related to the application.    09:02:44

          8             I'll make a few remarks about our procedures     09:02:50

          9        today.  This is what we call an informal public       09:02:54

         10        meeting.  Members of the panel may ask those who are  09:02:58

         11        testifying about their testimony.  This is not a      09:03:02

         12        formal administrative hearing, so we are not bound    09:03:08

         13        by the rules regarding evidence, cross examination,   09:03:12

         14        and some of the more formal trappings for that kind   09:03:16

         15        of proceeding.                                        09:03:20

         16             We will have about 70 groups and individuals     09:03:22

         17        represented today at this public meeting.  We are     09:03:26

         18        pleased that so many people have been willing to      09:03:30

         19        come and testify, but we do have a full schedule and  09:03:32

         20        we will be trying to stay to the timed agenda pretty  09:03:36

         21        closely so that everyone who has asked to offer oral  09:03:42

         22        testimony will have the opportunity to do so.  We     09:03:46

         23        will ask witnesses to be mindful of the needs of      09:03:48

         24        others and to stay within their allotted times.       09:03:52

         25        We're using a signal system with regard to timing.    09:03:58



     
     



                                                                      5

          1        We have two timekeepers over here to the right, just  09:04:02

          2        right in front of the panels that will be             09:04:06

          3        testifying.  There will also be some individuals who  09:04:10

          4        were unable to sign up in advance to testify at this  09:04:16

          5        meeting, and so to the extent possible, we will give  09:04:18

          6        them a chance to speak.  At the end of the meeting    09:04:22

          7        today, we will make the microphone available to       09:04:26

          8        anyone who would like to make a presentation, time    09:04:28

          9        permitting.  Also, if witnesses have not yet turned   09:04:34

         10        in copies of your written testimony, or if you have   09:04:38

         11        any other written statements to put into the record,  09:04:42

         12        please leave them with the Federal Reserve staff at   09:04:44

         13        the registration table because it's important that    09:04:48

         14        we get all of this information for the record.        09:04:52

         15             A transcript of the meeting will be available    09:04:56

         16        by next Tuesday, September 22nd, through the Federal  09:04:58

         17        Reserve Bank of Minneapolis and also from the Board.  09:05:04

         18        In addition, the official transcript will be          09:05:06

         19        available by close of business on September 23rd on   09:05:10

         20        the Board's public web site, which is                 09:05:16

         21        www.bog.frb.fed.us. 

         22             One more comment about the testimony.            09:05:28

         23        Witnesses may submit a written supplement to their    09:05:30

         24        oral testimony, but they must do so by next           09:05:34

         25        Thursday, September the 24th.  Then the record will   09:05:38



     
     



                                                                      6

          1        be closed.  Any written supplements should be         09:05:40

          2        directed to Jennifer J. Johnson, Secretary of the     09:05:44

          3        Board, Board of Governors of the Federal Reserve      09:05:48

          4        System, Washington, D.C. 20551.  They must be         09:05:52

          5        received by 5 p.m. eastern daylight time on           09:05:58

          6        September the 24th.  Submissions may be faxed to      09:06:02

          7        202-452-3462.  This is information that I believe as  09:06:08

          8        witnesses you have already been given in writing.     09:06:14

          9             So with that I think we're ready to begin the    09:06:18

         10        proceedings.  I will be calling on the witnesses,     09:06:20

         11        but please, and this goes not only for the first      09:06:24

         12        panel but also for succeeding panels, start by        09:06:28

         13        stating your name and the name of your organization   09:06:32

         14        for the record.  So with that, let's begin.  And I    09:06:34

         15        believe, Mr. Hazen, that you are first.               09:06:40

         16        

         17    APPLICANT PRESENTATION:

         18        

         19                  MR. HAZEN:  Thank you very much.  Good      09:06:44

         20        morning.  I'm Paul Hazen.  I'm the chairman of Wells  09:06:46

         21        Fargo.  Les Biller is here, and Les is the president  09:06:48

         22        of Norwest.  He and I have coordinated our remarks    09:06:54

         23        so that we believe that between us we will have       09:06:58

         24        covered everything that's relevant with regard to     09:07:02

         25        the proposed merger between our two companies.        09:07:04




                                                            
	
Last update: December 3, 2010