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BOSTON FIVE STOCKHOLDERS APPROVE SALE TO CITIZENS FINANCIAL GROUP

 BOSTON, Aug. 31 /PRNewswire/ -- At today's Special Meeting of Stockholders of The Boston Five Bancorp, Inc. (NASDAQ: BFCS), stockholders overwhelmingly approved an agreement by which Citizens Financial Group, Inc. ("Citizens") will purchase all outstanding shares of The Boston Five for $13 per share in cash.
 Of the 6.0 million shares that were voted on the proposal, 5.8 million shares, or 97.2 percent, were voted "for" the agreement and only 123.6 thousand shares, or 2.1 percent, were voted "against" it. The vote in favor represented 81.5 percent of all shares outstanding and eligible to vote. The agreement required a majority of the shares outstanding in order to be passed.
 Peter J. Blampied, The Boston Five's chairman, president and chief executive officer, said, "Our stockholders have overwhelmingly accepted Citizens' offer. The vote in favor of this transaction shows strong support for the Board of Directors' unanimous recommendation."
 Blampied continued, "We hope to receive the necessary regulatory approvals soon and to complete the transaction within sixty days."
 The $13 per share purchase price is subject to upward adjustment if the transaction is not completed by Oct. 12, 1993. The Boston Five Bancorp, Inc. is the holding company for The Boston Five Cents Savings Bank FSB.
 -0- 8/31/93
 /CONTACT: Vernon L. Blodgett, Jr., senior vice president of The Boston Five Bancorp, 617-742-6000, ext. 2109/
 (BFCS)


CO: The Boston Five Bancorp, Inc.; Citizens Financial Group, Inc. ST: Massachusetts IN: FIN SU: TNM

DJ -- NE010 -- 7665 08/31/93 17:13 EDT
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Publication:PR Newswire
Date:Aug 31, 1993
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