Press Release July 20, 2001

Goodwin Procter Advises Citizens in Agreement to Acquire Mellon's Banking Franchise

Firm's chairman and managing partner leads its team of experts

BOSTON, July 20, 2001 — Goodwin Procter LLP today announced its success in advising Citizens Financial Group (Citizens) to enter into a written agreement with Mellon Financial Corporation (Mellon) to acquire its banking franchise. The deal will result in Citizens increasing its assets to more than $50 billion and establishing a major banking presence in the Mid-Atlantic region, equal to its presence in New England.

Regina M. Pisa, chairman and managing partner of Goodwin Procter, led the firm's team, which included 40 attorneys, to advise Citizens on the transaction. The deal involved the firm's Boston, New York, and Washington, D.C. offices.

“I am proud that the dedication and banking expertise of Goodwin Procter's team were instrumental in helping Citizens with this highly complex transaction, making it among the 20 largest banks in the country,” Pisa said. “This was not only an important deal for Citizens, but an important one for New England as well. Citizens has firmly established itself as one of the two major national banking institutions headquartered in the region.”

The $2.1 billion deal ends the 130 years of Mellon's retail banking dominance in the Mid-Atlantic region. Citizens will acquire 345 bank branches in Pennsylvania, Delaware, New Jersey, and Maryland.