REPORTS, FRB, CITIZENS TR BK, ATLANTA, GA, 03-28-2011 ...The bank is primarily a small business and commercial lender, but also offers consumer real estate and other consumer loans

PUBLIC DISCLOSURE

January 24, 2011

COMMUNITY REINVESTMENT ACT

PERFORMANCE EVALUATION

Citizens Trust Bank

75 Piedmont Avenue

Atlanta, GA 30303

RSSD ID Number: 680130

FEDERAL RESERVE BANK OF ATLANTA

1000 Peachtree Street, N.E.

Atlanta, Georgia 30309-4470

NOTE: This document is an evaluation of this institution’s record of meeting the credit needs of its entire community, including low- and moderate-income neighborhoods, consistent with safe and sound operation of the institution. This evaluation is not, nor should it be construed as, an assessment of the financial condition of this institution. The rating assigned to the institution does not represent an analysis, conclusion or opinion of the federal financial supervisory agency concerning the safety and soundness of this financial institution.

http://www.neevia.com

Citizens Trust Bank CRA Public Evaluation

Atlanta, GA January 24, 2011

ii

TABLE OF CONTENTS

PAGE

INSTITUTION’S CRA RATING

Institution’s Community Reinvestment Act (CRA) Rating .........................................................................1

Summary of Major Factors Supporting Rating .............................................................................. 1

INSTITUTION

Scope of Examination ..................................................................................................................................2

Description of Institution .............................................................................................................................3

Conclusions with Respect to Performance Tests .........................................................................................5

RESPONSIVENESS TO SUSTANTIATED COMPLAINTS ................................................................................7

FAIR LENDING OR OTHER ILLEGAL CREDIT PRACTICES REVIEW ........................................................7

STATE RATING – Georgia

State Rating ..................................................................................................................................................8

Scope of Examination ..................................................................................................................................8

Description of Institution’s Operations ........................................................................................................8

Conclusions with Respect to Performance Tests .........................................................................................9

METROPOLITAN AREA – Atlanta, GA MSA Area - FULL-SCOPE REVIEW

Description of Institution’s Operations ......................................................................................................11

Conclusions with Respect to Performance Tests .......................................................................................14

METROPOLITAN AREA – Columbus, GA MSA Area - LIMITED-SCOPE REVIEW



STATE RATING – Alabama

State Rating ................................................................................................................................................25

Scope of Examination ................................................................................................................................25



METROPOLITAN AREA – Birmingham, AL MSA Area - FULL-SCOPE REVIEW



METROPOLITAN AREA – Tuscaloosa, AL MSA Area - LIMITED-SCOPE REVIEW




iii


APPENDICES

Appendix A – Scope Of Examination ......................................................................................................39

Appendix B – Demographic, Geographic, and Borrower Distribution Tables (Columbus, GA) .............40

Appendix C – Demographic, Geographic, and Borrower Distribution Tables (Tuscaloosa, AL) ............45

Appendix D – General Information ..........................................................................................................47

Appendix E – Glossary ..............................................................................................................................49



1

INSTITUTION’S CRA RATING

INSTITUTION’S CRA RATING: This institution is rated Outstanding.

The Lending Test is rated: Outstanding.

The Community Development Test is rated: Outstanding.

The following table indicates the performance level of Citizens Trust Bank (“the bank”) with respect to the lending and community development tests.

PERFORMANCE LEVELS

Citizens Trust Bank

PERFORMANCE TESTS

Lending Test Community Development Test

Outstanding X X

Satisfactory

Needs to Improve

Substantial Noncompliance

**Note: The lending test and the community development test are weighted equally when arriving at an overall rating.

Major factors supporting the institution’s rating include:

! The geographic distribution of loans reflects excellent dispersion in all loan types.

! The distribution of borrowers reflects excellent penetration among individuals of different incomes and businesses of different sizes.

! The level of community development loans, investments, and services reflects excellent responsiveness to community development needs, given the bank’s capacity and the availability of such opportunities in its assessment areas.

! The bank’s loan-to-deposit ratio was reasonable.

! A majority of the bank’s loans were made inside its assessment areas.



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INSTITUTION

SCOPE OF EXAMINATION

The Community Reinvestment Act (CRA) performance evaluation assesses the bank’s record of meeting the credit needs of its community, including low- and moderate-income neighborhoods, within the context of information given the bank’s asset size, financial condition, competitive factors, and the economic and demographic characteristics of its defined assessment area. The bank’s CRA performance evaluation was based on CRA activities within its assessment area using the Interagency Intermediate Small Institution Examination Procedures. At the time of this evaluation, intermediate small banks are banks with assets of at least $280 million as of December 31 of both of the prior two calendar years and less than $1.122 billion as of December 31 of either of the prior two calendar years. These thresholds are adjusted annually and published by the Board of Governors of the Federal Reserve System. Under these procedures, effective as of September 1, 2005, institutions meeting the threshold size are evaluated using two separately rated tests: a lending test; and a community development test that includes an evaluation of community development loans, investments, and services in light of community needs within its assessment areas and the capacity of the bank.

Full-scope reviews were conducted on two of the bank’s four assessment areas – Atlanta, Georgia and Birmingham, Alabama. The Columbus, Georgia and Tuscaloosa, Alabama assessment areas were reviewed under limited-scope procedures. When determining the overall rating, the greatest weight was placed on the bank’s performance in the Atlanta, Georgia assessment area, and subsequently the state of Georgia, due to a majority of the bank’s deposit activity, loan activity, and branch locations being in this assessment area. The lending test included an analysis of Home Mortgage Disclosure Act (HMDA) loans, small business loans, and consumer loans originated from January 1, 2009 through December 31, 2009. For the purposes of CRA, HMDA loans are those loans defined in the Federal Reserve Board’s Regulation C. The HMDA loan categories are home purchase, home refinance, home improvement, and multi-family loans. Small business loans are “loans to small businesses” as defined in the instructions for preparation of the Consolidated Report of Condition and Income which have original amounts of $1 million or less and typically are either secured by nonfarm or nonresidential real estate or are classified as commercial and industrial loans. Consumer loans are defined as loans to one or more individuals for household, family, or other personal expenditures, including motor vehicle loans, credit cards, home-equity loans, and other secured and unsecured loans.

For the community development test, the examination covered community development loans, qualified investments, and community development services from February 9, 2009 through January 24, 2011. The CRA defines a community development activity as having a primary purpose of providing any of the following: affordable housing or community services for low- or moderate- income persons, economic development through the financing of small businesses, revitalizing or stabilizing low- or moderate-income geographies, designated disaster areas, or distressed or underserved nonmetropolitan middle-income geographies that benefit the assessment area or a larger statewide or regional area that includes the assessment area.

As part of this evaluation, community contacts were made with local governmental and economic development representatives who are familiar with the economic and demographic characteristics as well as community development opportunities in each of the full-scope assessment areas. Information obtained from these contacts was used to establish a context for the communities in which the bank operates and to gather information on the bank’s performance. Specific information obtained from the community contacts is included in the applicable section of the evaluation for each assessment area.



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DESCRIPTION OF INSTITUTION

Citizens Trust Bank is a wholly owned subsidy of Citizens Bancshares Corporation. The bank was established in 1921 and is headquartered in Atlanta, Georgia. The bank is primarily a small business and commercial lender, but also offers consumer real estate and other consumer loans products. The bank’s primary market is Atlanta, but also has a location in each of the following areas: Columbus, Georgia, Birmingham, Alabama, and Tuscaloosa, Alabama.

Branch OfficesCitizens Trust Bank operates 11 full-service branches and 17 ATMs (10 branch-based and 7 stand-alone) in Georgia and Alabama. Eight of the 11 full-service branches are located in the Atlanta assessment area, while one branch is located in each of the bank’s other three assessment areas: Columbus, Birmingham, and Tuscaloosa. The bank acquired a branch located in Lithonia, Georgia in March 2009 making it the eighth branch in the Atlanta assessment area.

Loan PortfolioThe bank’s total assets increased 18.3 percent since the previous CRA evaluation from $335.1 million as of September 30, 2008, to $396.5 million as of September 30, 2010. However, total loans declined from $213.2 million as of September 30, 2008, to $197.6 million on September 30, 2010. During this same time period, total deposits increased from $287.0 million to $344.3 million.

The following table and graphs show the composition of the loan portfolio according to the Consolidated Reports of Condition and Income.

$ (000s) Percent $ (000s) Percent $ (000s) Percent

Construction and Development 17,383 8.8% 19,132 9.4% 21,526 10.1%

Secured by One- to Four- Family Dwellings 39,979 20.2% 43,086 21.1% 48,437 22.8%

Other Real Estate: Farmland 0 0.0% 0 0.0% 0 0.0%

Multifamily 6,599 3.3% 6,277 3.1% 9,188 4.3%

Nonfarm nonresidential 108,277 54.8% 111,867 54.9% 107,197 50.4%

Commercial and Industrial 17,525 8.9% 14,282 7.0% 15,826 7.4%

Loans to Individuals 7,863 4.0% 9,239 4.5% 10,583 5.0%

Agricultural Loans 0 0.0% 0 0.0% 0 0.0%

Total $197,626 100.00% $203,883 100.00% $212,757 100.00%

COMPOSITION OF LOAN PORTFOLIO

* This table does not include the entire loan portfo lio . Specifically, it excludes loans to depository institutions, bankers acceptances, lease financing receivables,

obligations of state and political subdivisions, and o ther loans that do not meet any other category. Contra assets are also not included in this table.

9/30/2010 12/31/2008

Loan Type

12/31/2009

As illustrated by the graphs on the following page, the bank’s loan portfolio as of September 2010 consisted primarily of nonfarm nonresidential loans (54.8 percent) followed by real estate loans secured by one-to-four family dwellings (20.2 percent). Commercial and industrial loans (8.9 percent) along with construction and development loans (8.8 percent) also comprise a significant portion of the bank’s loan portfolio. The bank’s loan portfolio composition has remained fairly consistent since the previous examination in February 2009 with some declines of balances in construction and development loans (19.3 percent), loans secured by one-to-four family dwellings (17.5 percent), and loans to individuals (25.7 percent). This decline in overall lending is primarily due to the condition of the economies of the bank’s assessment areas and is not a reflection of any change in the bank’s business strategy.



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Construction and Development

8.8%

Secured by One- to Four- Family

Dwellings20.2%

Farmland0.0%

Multifamily3.3%

Nonfarm nonresidential

54.8%

Commercial and Industrial

8.9%

Loans to Individuals4.0%

Agricultural Loans0.0%

Loan Portfolio as of

09/30/201010.1

%

22.8

%

0.0

% 4.3

%

50.4

%

7.4

%

5.0

%

0.0

%

9.4

%

21.1

%

0.0

% 3.1

%

54.9

%

7.0

%

4.5

%

0.0

%

8.8

%

20.2

%

0.0

% 3.3

%

54.8

%

8.9

%

4.0

%

0.0

%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%

Construction & Development

Secured by 1-4 Family

Dwellings

Farmland Multifamily Nonfarm Nonresidential

Commercial & Industrial

Loans to Individuals

Agricultural

Loan Portfolio Trend

12/31/2008

12/31/2009

9/30/2010



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Credit Products

The bank offers a wide variety of traditional credit products to meet community credit needs. The bank’s primary focus is on commercial lending, which comprises the majority of its lending. The bank offers Small Business Administration (SBA) loan products for small businesses, such as the SBA 7(a) and 504 loans. The bank also offers a variety of consumer loan products, including fixed-rate residential real estate loans, automobile loans, home equity and personal lines of credit, credit cards, home equity loans, and secured and unsecured personal loan products. The bank is one of thirty banks nationwide selected to participate in the FDIC’s Affordable Small Dollar Loan Pilot Program. Through this program, the bank has established its Community Relief Loan Program, which offers small, unsecured installment loans targeted at under-banked consumers in its market areas. The bank was also recently approved as a Federal Housing Administration (FHA) lender by the Department of Housing and Urban Development (HUD) in November 2010 as a part of the bank’s initiative to become more active in real estate lending in response to the needs of its communities.

For purposes of the CRA, the bank has defined four assessment areas, which are listed below.

Georgia

! Atlanta Assessment Area – which is part of the Atlanta-Sandy Springs-Marietta, Georgia MSA

! Columbus Assessment Area – which is part of the Columbus, Georgia-Alabama MSA

Alabama

! Birmingham Assessment Area – which is part of the Birmingham-Hoover, Alabama MSA

! Tuscaloosa Assessment Area – which is part of the Tuscaloosa, Alabama MSA

The bank complies with the requirements of the CRA. No known legal impediments exist that would restrict the bank from meeting the credit needs of its assessment areas. The bank received an “Outstanding” rating at its previous evaluation conducted by the Federal Reserve Bank of Atlanta dated February 9, 2009, under the intermediate small bank examination procedures.

CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS

Citizens Trust Bank’s overall rating of outstanding was determined by a full-scope evaluation of the Atlanta and the Birmingham assessment areas. Limited-scope reviews of the Columbus and Tuscaloosa assessment areas were conducted, but they did not impact overall performance. Greater weight was given to performance in the Atlanta assessment area, and the state of Georgia, because the majority of the bank’s deposits, loans, and branch locations are in this assessment area. The bank did an excellent job of serving the credit and community development needs of the residents and businesses throughout its assessment areas, especially in the Atlanta assessment area. The bank’s lending and community development activities in its assessment areas were evaluated in the context of factors such as assessment area demographics derived from the 2000 census, unemployment levels, and competition to form a conclusion about the rating.

LENDING TEST

OverviewCitizens Trust Bank’s overall rating for the lending test is outstanding. The loan-to-deposit (LTD) ratio is reasonable. A majority of the bank’s lending occurs inside its assessment areas, which demonstrates the bank’s efforts to actively engage in lending activities in its defined market areas. The geographic distribution of loans, specifically to low- and moderate-income tracts, was excellent. The dispersion of loans to borrowers of



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different income levels and to businesses of different sizes was excellent. The following sections detail the bank’s performance with regard to each performance criterion.

Loan-to-Deposit Ratio (LTD)The bank’s net LTD ratio reflects its level of lending activity. The bank’s average net LTD shows a reasonable responsiveness to meeting the overall assessment area’s credit needs. The bank’s average net LTD ratio for the eight quarter period ended in September 30, 2010 was 61.8 percent. During the eight-quarter period, the bank’s LTD ratio ranged from a low of 55.9 percent as of June 30, 2010 to a high of 74.5 percent as of December 31, 2009. The bank’s LTD ratio was compared with the average LTD ratios of two other financial institutions of similar asset size with branch offices in the bank’s assessment areas. The average LTD ratios for these institutions ranged from 78.6 percent to 89.3 percent.

Assessment Area ConcentrationThe bank originated a majority of its total loans to borrowers and businesses residing in or located within the bank’s assessment area. The table below shows, by product type, the number and percentage of loans reviewed that were located inside and outside of the bank’s assessment areas.

Note: Affiliate loans not included

# % #%$(000s) % %

Lending Inside and Outside the Assessment Area

31.4

TOTAL LOANS 366 86.5 $8,418 67.8 57 13.5 $3,997 32.2

Total Small Business 22 84.6 $2,973 68.6 4 15.4 $1,361

17.6 $385 30.3

Loan Type OutsideInside

Total HMDA related 14 82.4 $885 69.7 3

0.0

Refinancing 7 70.0 $329 46.1 3 30.0 $385 53.9

$2,251 33.0

Home Purchase - Conventional 7 100.0 $556 100.0 0 0.0 $0

12.5 $1,899 64.4

Total Consumer related 330 86.8 $4,560 67.0 50 13.2

Other Loan Data 7 87.5 $1,050 35.6 1

9.1

Other - Unsecured 190 86.0 $1,633 94.9 31 14.0 $88 5.1

$93 19.2

Other - Secured 104 88.9 $1,325 90.9 13 11.1 $133

14.3 $37 18.8

Motor Vehicle 23 85.2 $392 80.8 4 14.8

Home Equity 6 85.7 $160 81.2 1

$(000s)

By number of loans originated, 82.4 percent of the HMDA-reportable loans, 86.8 percent of total consumer loans, and 84.6 percent of small business loans are to borrowers and businesses residing within the bank’s assessment areas. This indicates the bank’s willingness to originate loans that meet the credit needs of its assessment areas.

Distribution of Lending by Geography, Borrower Income, and Business SizeThe geographic distribution of HMDA, consumer, and small business loans reflects excellent penetration throughout the assessment areas, given the opportunity and competition in these markets. The analyses of the bank’s geographic distribution in each assessment area are discussed in detail later in this report.



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The distribution of lending by borrower income and business size also reflects excellent penetration specifically to low- and moderate-income borrowers and small businesses. The analyses of the bank’s borrower distribution within each assessment area are discussed in detail later in this report.

Responsiveness to CRA-related ComplaintsThe bank has not received any CRA-related complaints since the previous examination.

COMMUNITY DEVELOPMENT TESTCitizens Trust Bank’s rating for the community development test is outstanding. The bank demonstrated excellent responsiveness to its assessment areas’ needs through community development loans, investments, and services, considering the bank’s capacity and the need and availability of opportunities in the bank’s assessment areas. Because most of the bank’s locations and business activity is located in Atlanta, the bank primarily focused its efforts on meeting the community needs in this assessment area. The bank has greater capacity and opportunity for community development activities in the Atlanta assessment area compared to the bank’s other three assessment areas. Therefore, the Atlanta assessment area, and consequently, the state of Georgia, was weighted most heavily of the bank’s assessment areas for the community development test. The following table displays the bank’s total community development activities in all assessment areas for the review period - February 9, 2009 to January 24, 2011.

CITIZENS TRUST BANK - COMMUNITY DEVELOPMENT ACTIVITIES

Assessment Area Loans Investments

Service Hours Prior Period Current Period

Atlanta $4,669,481 $656,263 $16,000 422

Birmingham $0 $0 $300 102

Columbus $0 $0 $0 3

Tuscaloosa $0 $76,048 $0 50

Other Distressed and Designated Federal Disaster Areas -- $950,000 -- --

Community Relief Loan Program $264,457 -- -- --

Total $4,933,938 $1,682,311 $16,300 577

The bank originated four community development loans and 185 small-dollar community relief program loans totaling approximately $4.9 million during the review period. The bank made community development investments and donations totaling approximately $1.7 million, the majority of which were prior period investments. Bank representatives have used their financial expertise to provide a total of 577 community service hours to benefit low- and moderate-income individuals and small businesses in its assessment areas. The bank’s commitment to serve its communities and specifically low- and moderate-income individuals is further evidenced in its branch network in which nine of the 11 branches, or 81.8 percent, are located in low- or moderate-income census tracts; thereby providing access to banking services to small businesses and residents in these areas. The bank’s community development activities are discussed in more detail in the individual assessment area conclusions.

FAIR LENDING OR OTHER ILLEGAL CREDIT PRACTICES REVIEWNo evidence of prohibited discrimination or the use of other illegal credit practices was noted during the examination. The bank is in compliance with the substantive provisions of antidiscrimination laws and regulations.



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STATE - GEORGIA

CRA RATING FOR GEORGIA: Outstanding.


The Community Development Test is rated: Outstanding.

Citizens Trust Bank operates in two assessment areas in the state of Georgia – the Atlanta assessment area and the Columbus assessment area. The bank’s primary market is the Atlanta assessment area; the majority of the bank’s branches, loans, and deposits are in the Atlanta area. The bank’s performance in the state of Georgia was based on a full-scope review of the Atlanta assessment area. A limited-scope review was conducted of the Columbus area that did not affect the overall rating. Of the bank’s total lending inside its four assessment areas, the Georgia assessment areas contained 85.7 percent of the HMDA loans, 74.5 percent of the consumer loans, and 72.7 percent of the small business loans by number originated during 2009.


The bank’s performance in the Atlanta assessment area was evaluated using the full-scope examination procedures, while performance in the Columbus assessment area was evaluated as a limited-scope review. The universe of HMDA loans, consumer loans, and small business loans originated between January 1, 2009 and December 31, 2009 were used for the lending test analysis. Community development activities in the state of Georgia between February 9, 2009 and January 24, 2011 were considered for the community development test.

DESCRIPTION OF INSTITUTION’S OPERATIONS IN GEORGIA

OverviewCitizens Trust Bank operates nine of its 11 branches (81.8 percent) and 14 of its 17 ATMs (82.4 percent) in Georgia, with the large majority of each located in the Atlanta assessment area. The bank operates one branch and one ATM in the Columbus assessment area. The bank’s assessment areas have not changed since the previous examination and are as follows:

! Atlanta Assessment Area – which consists of Clayton, DeKalb, Fayette, Fulton, Gwinnett, Henry, and Rockdale counties and is part of the Atlanta-Sandy Springs-Marietta, Georgia MSA

! Columbus Assessment Area – which consists of Muscogee county in GA and Russell county in AL and is part of the Columbus, Georgia-Alabama MSA

Population InformationAccording to the 2000 census, the population of the combined assessment areas was 2,778,598 persons. The Atlanta metro area has grown significantly according to 2009 estimates with the Atlanta assessment area having grown 25.7 percent since 2000. The Columbus assessment area showed slower growth than Atlanta with growth of only 2.2 percent. For comparison, the state of Georgia grew 13.5 percent between 2000 and 2009. Based on the 2000 census, there were 698,764 families in the two assessment areas combined. Of the total number of families, 20.7 percent were low-income, 17.6 percent were moderate-income, 21.1 percent were middle-income, and 40.6 percent were upper-income families. 8.2 percent of families were below the poverty level in these assessment areas.



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Demographic Data by Census TractsThe Georgia assessment areas consist of 508 census tracts. Of these census tracts, 78 (15.4 percent) are low-income, 131 (25.8 percent) are moderate-income, 150 (29.5 percent) are middle-income and 147 (28.9 percent) are upper-income, with two census tracts with unknown income levels in the Columbus assessment area.

Housing CharacteristicsTotal housing units in the Georgia assessment areas during the 2000 census equaled 1,105,993, of which 58.0 percent were owner-occupied, 36.2 percent were rental units, and 5.8 percent were vacant units. The median housing value for the Atlanta assessment area was $137,729, while it was $79,110 in the Columbus assessment area. For the state of Georgia, the median housing value fell between those two figures at $100,600. Further details on housing characteristics are included in the Atlanta assessment area section of the evaluation.

CompetitionThe Atlanta assessment area is the most competitive market in which the bank operates. Although the bank has its largest presence in the Atlanta assessment area; the bank ranks 28th out of 84 financial institutions with a deposit market share of 0.26 percent because of the significant number of financial institutions in the area, according to the FDIC’s Deposit Market Share report. In the Columbus assessment area, the bank ranks 14th

out of 15 financial institutions with a .10 percent market share, as it operates only a single branch in this area.

Community ContactsAs part of the CRA examination, information was obtained from a local housing organization in the Atlanta assessment area in regards to local economic conditions and community needs. Further information specific to that area is contained in the Atlanta assessment area portion of the evaluation.

CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS IN GEORGIA

LENDING TESTThe lending test for the state of Georgia is outstanding. The geographic distribution of HMDA loans, consumer loans, and small business loans all reflect excellent dispersion throughout the assessment areas. The distribution of borrowers reflects excellent penetration among individuals of different income levels and businesses of different sizes. The bank’s lending levels reflect adequate responsiveness to assessment area credit needs. The analyses of the bank’s lending for each of these loans type within each assessment area are discussed in detail later in this report.

COMMUNITY DEVELOPMENT TESTThe community development test for the state of Georgia is outstanding. The bank’s community development performance demonstrates excellent responsiveness to community development needs in its assessment areas through community development loans, qualified investments, and community development services, given the bank’s capacity and the need and availability of such opportunities for community development in the bank’s assessment areas.

Citizens Trust Bank originated four community development loans totaling $4.7 million in the state of Georgia during the review period. Two of these loans were for affordable housing in the Atlanta assessment area, while the other two were for the purpose of revitalizing and stabilizing low-income tracts in the Atlanta assessment area. The bank’s Community Relief Loan Program was also taken into consideration as a large number of these flexible, small-dollar loans were made in Georgia assessment areas. The bank made a total of $672,263 of qualified investments and donations in the state of Georgia during the review period, all in its Atlanta assessment area. The bank also made an effort to provide community services that benefit low- and moderate-income individuals and small businesses in its assessment areas, particularly in the Atlanta assessment area.



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Bank employees provided a total of 425 hours of community services in the state of Georgia during the review period. The bank’s delivery systems, including its branches and ATMs, are highly accessible particularly in low- and moderate-income census tracts. Two (22.2 percent) of the bank’s nine branches in Georgia are in low-income census tracts, while five (55.5 percent) are located in moderate-income census tracts. The bank’s community development activities and its branch network show the bank’s emphasis on serving the needs of its communities.



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METROPOLITAN AREA – Atlanta, Georgia

FULL-SCOPE REVIEW

DESCRIPTION OF INSTITUTION’S OPERATIONS IN ATLANTA, GA

OverviewThe bank has designated a portion of the Atlanta-Sandy Springs-Marietta, Georgia MSA as its Atlanta assessment area. The Atlanta assessment area remains the same from the previous examination, and is composed of Clayton, DeKalb, Fayette, Fulton, Gwinnett, Henry, and Rockdale counties. The bank’s performance in the Atlanta assessment area was evaluated using full-scope examination procedures. The Atlanta assessment area is the bank’s primary market. Out of the bank’s total lending inside its four assessment areas, the Atlanta assessment area represents the majority of HMDA loans (78.6 percent), consumer loans (59.1 percent), and small business loans (67.3 percent) by number originated during the review period. The bank operates eight branches and 14 ATMs (including six stand-alone ATMs) in the Atlanta assessment area, which represents a majority of the bank’s branching network. The bank acquired a new branch office located in Lithonia, Georgia in March 2009.

Population InformationThe 2000 census indicates that the population of the assessment area was 2,587,551 persons, representing 31.6 percent of the state of Georgia’s population of 8,186,453. The Atlanta metro area and the state of Georgia have grown significantly since the 2000 census, with 2009 population estimates of the Atlanta assessment area at 3,251,696 and the state of Georgia at 9,289,211. This represents growth of 25.7 percent in the Atlanta assessment area and 13.5 percent for the state of Georgia.

Income CharacteristicsFor purposes of classifying borrower income, this evaluation uses the Department of Housing and Urban Development’s (HUD) estimated 2009 median family income for the relevant area. The following table sets forth the estimated median family income for 2009 for the Atlanta-Sandy Springs-Marietta, GA MSA. It also provides a breakdown of the estimated annual income by income level category.

0 - 49.99% 50% - 79.99% 80% - 119.99% 120% - & above

2009 $71,700 0 - $35,849 $35,850 - $57,359 $57,360 - $86,039 $86,040 - & above

Borrower Income Levels

Atlanta, GA MSA

HUD Estimated Median

Family Income

Low Moderate Middle Upper

The HUD estimated median family income for the Atlanta, GA MSA in 2009 was $71,700. According to the 2000 census data, there were 637,439 families in the Atlanta assessment area. Of those families, 20.5 percent were low-income, 17.6 percent were moderate-income, 21.1 percent were middle-income, and 40.8 percent were upper-income. Of the total families, 7.7 percent had incomes below the poverty level.



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Demographic Data by Census TractsThe following table provides demographic characteristics of the bank’s assessment area based on the 2000 census. Certain components of the data in the table are discussed in this evaluation as they apply to specific parts of the analysis.

!

Assessment Area Demographics

Assessment Area: Atlanta, GA

Families by Family

Income

Families < Poverty

Level as % of

Families by Tract

Families by

Tract Income

Tract

Distribution

Income Categories

# # # # %%%%

Low-income 68 46,542 16,065 130,598 15.5 7.3 34.5 20.5

Moderate-income 112 141,240 17,486 112,083 25.5 22.2 12.4 17.6

Middle-income 129 220,169 10,381 134,574 29.3 34.5 4.7 21.1

Upper-income 131 229,488 5,282 260,184 29.8 36.0 2.3 40.8

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0

Total Assessment Area 440 637,439 49,214 7.7 637,439 100.0 100.0 100.0

VacantRentalOwner-Occupied

Housing Units

by TractHousing Types by Tract

# # # %%%%

Low-income 85,339 22,270 53,372 9,697 3.8 26.1 62.5 11.4

Moderate-income 233,962 99,218 121,023 13,721 16.8 42.4 51.7 5.9

Middle-income 333,059 217,172 102,776 13,111 36.8 65.2 30.9 3.9

Upper-income 354,620 251,162 85,097 18,361 42.6 70.8 24.0 5.2

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0

Total Assessment Area 1,006,980 589,822 362,268 54,890 100.0 58.6 36.0 5.5

Revenue Not

Reported

Over $1

Million

Less Than or = $1

Million

Total Businesses by

Tract

Businesses by Tract & Revenue Size

# # # #% % % %

Low-income 10,798 9,241 749 808 5.7 7.6 9.0 6.0

Moderate-income 32,502 28,861 1,864 1,777 17.8 18.9 19.8 17.9

Middle-income 59,676 54,234 2,803 2,639 33.4 28.5 29.4 32.9

Upper-income 78,395 70,206 4,425 3,764 43.2 45.0 41.9 43.2

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0

Total Assessment Area

Percentage of Total Businesses:

100.0 100.0 100.0 100.0

89.6 5.4 5.0

181,371 162,542 9,841 8,988

Based on 2000 Census Information.

The table above shows that the Atlanta assessment area includes a total of 440 census tracts. Of these tracts, 68 (15.5 percent) are classified as low-income census tracts and 112 (25.5 percent) are classified as moderate-income tracts.



13

Housing CharacteristicsAccording to the 2000 census, the Atlanta assessment area contained 1,006,980 total housing units. 58.6 percent of these were owner-occupied units, 36.0 percent were rental units, and 5.5 percent were vacant units. The median housing value in the assessment area was $137,729, which is significantly higher (36.9 percent) than the median housing value for the state of Georgia, which was $100,600. The median age of housing in the assessment area was 20 years, which is equal to the median age of housing for the state of Georgia. The affordability ratio for the Atlanta assessment area equaled 0.36, compared to 0.42 for the state of Georgia. The affordability ratio is defined as the median household income divided by the median housing value. A higher ratio means the housing is considered more affordable while a lower ratio, like the 0.36 for the Atlanta assessment area, means housing is considered less affordable.

Employment StatisticsAccording to the 2008 Regional Economic Information Systems (REIS) data, employment in the Atlanta-Sandy Springs-Marietta MSA was concentrated in the following areas: state and local government, administrative and waste services, professional and technical services, and health care and social assistance sectors. The following table shows the unemployment rates according to the Bureau of Labor Statistics (BLS) for the counties in the Atlanta assessment area, the Atlanta-Sandy Springs–Marietta, GA MSA, and the state of Georgia for 2008, 2009, and the month of October 2010.

UNEMPLOYMENT RATES

(Not Seasonally Adjusted)

Area 2008 (annualized) 2009 (annualized) October 2010

Clayton County 7.6% 11.3% 11.8%

DeKalb County 6.4% 9.6% 9.9%

Fayette County 5.2% 8.1% 7.9%

Fulton County 6.5% 9.8% 10.0%

Gwinnett County 5.6% 8.7% 8.7%

Henry County 6.1% 9.3% 9.6%

Rockdale County 6.9% 10.7% 11.2%

Atlanta-Sandy Springs- Marietta MSA 6.2% 9.6% 9.6%

State of Georgia 6.2% 9.6% 9.6%

As the data reflects, the Atlanta assessment area was deeply impacted by the nationwide recession that occurred from December 2007 to June 2009, according to the National Bureau of Economic Research (NBER). The unemployment rate for the Atlanta-Sandy Springs-Marietta, GA MSA increased from 6.2 percent in 2008 to 9.6 percent in 2009, and that figure has not declined as of October 2010. This dramatic increase in the unemployment rate illustrates the difficult economic climate faced in the Atlanta assessment area. This high unemployment rate typically hinders the ability of potential applicants to obtain credit. The recession’s effects, including the significant job loss, were substantial hindrances to lending in the area during the review period.

CompetitionAccording to the June 30, 2010 FDIC Deposit Market Share Report, the Atlanta assessment area is a highly competitive banking area with 84 financial institutions operating 826 offices in the market. Citizens Trust Bank ranks 28th in the area with a deposit market share of 0.32 percent. The institutions with the largest market share in the area are SunTrust Bank, Well Fargo Bank, and Bank of America with shares of 28.1 percent, 21.0 percent, and 18.4 percent respectively.



14

Community ContactsAs part of the CRA examination, information was obtained from a local housing organization operating in the Atlanta assessment area. The community contact noted that there is an opportunity in the area for affordable housing; due to the recession the demand for affordable housing is greater than the supply. It was also noted that there have been numerous revitalization efforts at targeted areas in the city, specifically mixed-income developments.

General Economic and Business CharacteristicsAccording to bank management and the community contact, economic conditions in the assessment area during the review period were depressed. Real estate conditions were in a steep decline with home sales decreasing sharply and foreclosures increasing greatly. Based on information garnered from the community contact, affordable housing demand is higher than the current supply due to the depressed economic conditions. This sentiment was also noted by bank management, which led the bank to pursue approval to become a FHA lender.

CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS IN ATLANTA, GA

LENDING TEST

OverviewFor this analysis, HMDA, consumer, and small business loans originated from January 1, 2009 to December 31, 2009 were reviewed. In the Atlanta assessment area, the number and dollar amount of HMDA loans were comparable to that of small business loans originated in the review period, so equal weight was given to HMDA and small business loans. Consumer loans represented the largest amount of loans by number and dollar amount in the assessment area and were given more consideration during the lending test.

Geographic Distribution of LoansBased on the following analysis, the overall geographic distribution of the bank’s HMDA, consumer, and small business loans reflects excellent dispersion throughout the Atlanta assessment area and does not reveal any unexplained gaps in lending patterns. For this analysis, the geographic distribution of HMDA, consumer, and small business lending was compared with available demographic information and aggregate lending data. Performance context issues including the economic climate, business strategies, and information from the community contact were also taken into consideration.

Residential Real Estate (HMDA) Lending

The table on the following page shows the geographic distribution of Citizens Trust Bank HMDA-reportable loans for 2009 within its Atlanta assessment area and also includes a comparison of the bank’s HMDA lending to the aggregate HMDA lenders within the assessment area. The HMDA aggregate lenders’ data are the combined total of lending activity reported by all lenders subject to the HMDA in the Atlanta-Sandy Springs-Marietta, GA MSA.



15

Demographic

s Owner

Occupied $ (000s) Count $ (000s)

# % $ % % # % % % %

Low 2 18.2% $81 11.3% 3.8% 2 18.2% 11.3% 3.2% 2.8%

Moderate 6 54.5% $297 41.6% 16.8% 6 54.5% 41.6% 11.9% 8.4%

Middle 3 27.3% $336 47.1% 36.8% 3 27.3% 47.1% 34.6% 27.2%

Upper 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 50.3% 61.6%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 11 100.0% $714 100.0% 100.0% 11 100.0% 100.0% 100.0% 100.0%

Low 2 40.0% $81 19.2% 3.8% 2 40.0% 19.2% 4.3% 3.6%

Moderate 1 20.0% $20 4.7% 16.8% 1 20.0% 4.7% 14.8% 10.6%

Middle 2 40.0% $321 76.1% 36.8% 2 40.0% 76.1% 39.8% 31.1%

Upper 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 41.1% 54.7%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 5 100.0% $422 100.0% 100.0% 5 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% $0 0.0% 3.8% 0 0.0% 0.0% 2.4% 2.0%

Moderate 5 83.3% $277 94.9% 16.8% 5 83.3% 94.9% 10.0% 7.1%

Middle 1 16.7% $15 5.1% 36.8% 1 16.7% 5.1% 31.4% 24.9%

Upper 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 56.2% 66.0%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 6 100.0% $292 100.0% 100.0% 6 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% $0 0.0% 3.8% 0 0.0% 0.0% 2.1% 1.1%

Moderate 0 0.0% $0 0.0% 16.8% 0 0.0% 0.0% 12.3% 7.5%

Middle 0 0.0% $0 0.0% 36.8% 0 0.0% 0.0% 30.6% 20.1%

Upper 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 55.0% 71.3%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 0 0.0% $0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%Multi-Family

Units

Low 0 0.0% $0 0.0% 13.9% 0 0.0% 0.0% 18.9% 13.5%

Moderate 0 0.0% $0 0.0% 30.0% 0 0.0% 0.0% 21.1% 14.6%

Middle 0 0.0% $0 0.0% 26.5% 0 0.0% 0.0% 25.6% 36.3%

Upper 0 0.0% $0 0.0% 29.5% 0 0.0% 0.0% 34.4% 35.6%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 0 0.0% $0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%

Originations & Purchases

Bank Aggregate

MU

LT

I F

AM

ILY

Count $ (000s)

HM

DA

TO

TA

LS

HO

ME

PU

RC

HA

SE

RE

FIN

AN

CE

HO

ME

IMP

RO

VE

ME

NT

PR

OD

UC

T T

YP

E

Tract Income

Levels

Bank Lending & Demographic Data Comparison

Count

Bank


Geographic Distribution of HMDA Loans

2009

Bank & Aggregate Lending Comparison

2009

The bank’s HMDA lending in low-income tracts at 18.2 percent was significantly higher than the percentage of owner-occupied units in these tracts at 3.8 percent. HMDA lending in moderate-income tracts at 54.5 percent was also significantly higher than the percentage of owner-occupied units in these tracts at 16.8 percent. When comparing to the 2009 aggregate, the bank’s HMDA lending in low-income tracts at 18.2 percent far outpaced the aggregate performance at 3.2 percent. Likewise, in moderate-income tracts, the bank outperformed the aggregate with 54.5 percent compared to 11.9 percent. Based on the owner-occupied demographics in the area along with the comparison to aggregate lending data, Citizens Trust Bank’s geographic distribution of HMDA lending reflects excellent dispersion throughout the Atlanta assessment area.



16

Consumer LendingThe following table shows the geographic distribution of consumer loans as a percentage of the total number of loans by type. Selected demographic information about the census tracts is included as a basis for comparison.

Demographics

Households

# % $ % %

Low 46 20.7% $1,012 24.6% 8.0%

Moderate 57 25.7% $1,320 32.1% 23.1%

Middle 96 43.2% $1,246 30.3% 33.6%

Upper 23 10.4% $535 13.0% 35.3%

Unknown 0 0.0% $0 0.0% 0.0%

Total 222 100.0% $4,113 100.0% 100.0%


Geographic Distribution of Consumer Loans

Tract Income Levels


2009

Bank

Count $ (000s)


The bank originated 20.7 percent of its consumer loans in low-income tracts; which is substantially greater than the percentage of households in low-income census tracts at 8.0 percent. Furthermore, 25.7 percent of total consumer loans were made in moderate-income tracts, which exceeds the percentage of households in moderate-income tracts in the assessment area at 23.1 percent. This level of consumer lending in low- and moderate-income tracts shows the bank’s willingness to serve the credit needs in low- and moderate-income tracts in the Atlanta assessment area. The fact that a majority of these consumer loans are small-dollar, unsecured loans made through the bank’s FDIC-sponsored Community Relief Loan Program further displays the bank’s efforts to serve the needs of this community. Based on these factors, the bank’s consumer lending reflects excellent geographic distribution in the Atlanta assessment area.

Small Business Lending

The table on the following page shows the geographic distribution of small business loans as a percentage of the total number of loans by type within its Atlanta assessment area and also includes a comparison of the bank’s small business lending to the aggregate lenders within the assessment area. The CRA aggregate lenders’ data are the combined total of lending activity reported by all lenders subject to CRA loan data reporting requirements in the assessment area.



17

Demographics

Small Businesses $ (000s) Count $ (000s)

# % $ % % # % % % %

Low 3 23.1% $205 21.0% 5.7% 3 23.1% 21.0% 4.1% 4.6%

Moderate 4 30.8% $603 61.9% 17.8% 4 30.8% 61.9% 14.3% 15.7%

Middle 5 38.5% $115 11.8% 33.4% 5 38.5% 11.8% 30.6% 27.5%

Upper 1 7.7% $51 5.2% 43.2% 1 7.7% 5.2% 49.9% 51.8%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 13 100.0% $974 100.0% 100.0% 13 100.0% 100.0% 100.0% 100.0%


Geographic Distribution of Small Business Loans

Tract Income

Levels

Bank Lending & Demographic Data Comparison Bank & Aggregate Lending Comparison

2009 2009

Bank Bank Aggregate

Count $ (000s)


Count

The bank’s percentage of small business loans made in low-income tracts was 23.1 percent, which is higher than the percentage of small businesses located in low-income tracts at 5.7 percent. Small business lending in moderate-income tracts at 30.8 percent was also significantly higher than the percentage of small businesses located in moderate-income tracts at 17.8 percent. The bank also outperformed the 2009 aggregate data in the assessment area. The bank’s small business lending in low-income tracts at 23.1 percent is higher than the aggregate performance at 4.1 percent, and the bank’s small business lending in moderate-income tracts at 30.8 percent is higher than the aggregate performance at 14.3 percent. Citizens Trust Bank’s small business lending performance in both low- and moderate-income tracts was much higher than the comparable demographic figures and the market aggregate peformance. Based on these factors, the bank’s small business lending geographic distribution is considered excellent among different census tract income levels in the Atlanta assessment area.

Lending to Borrowers of Different Incomes and Businesses of Different SizesBased on the following analysis, the overall distribution of the bank’s HMDA, consumer, and small business loans by borrower income and business revenue reflects excellent dispersion throughout the bank’s assessment area and does not reveal any unexplained gaps in lending patterns. For this analysis, the distribution of HMDA and consumer lending across borrower income levels and small business lending across business revenue sizes was compared with available demographic information and aggregate lending data for the assessment area. Performance context issues were also taken into consideration.


The table on the following page shows the distribution of the bank’s 2009 HMDA-reportable loans by the income level of the borrowers.



18

Demographics

Families by

Family Income$ (000s) Count $ (000s)

# % $ % % # % % % %

Low 3 27.3% $94 13.2% 20.5% 3 27.3% 13.2% 8.9% 4.4%

Moderate 3 27.3% $116 16.2% 17.6% 3 27.3% 16.2% 18.4% 12.5%

Middle 1 9.1% $149 20.9% 21.1% 1 9.1% 20.9% 18.1% 15.9%

Upper 2 18.2% $119 16.7% 40.8% 2 18.2% 16.7% 35.5% 49.4%

Unknown 2 18.2% $236 33.1% 0.0% 2 18.2% 33.1% 19.1% 17.8%

Total 11 100.0% $714 100.0% 100.0% 11 100.0% 100.0% 100.0% 100.0%

Low 1 20.0% 17 4.0% 20.5% 1 20.0% 4.0% 15.1% 8.0%

Moderate 0 0.0% 0 0.0% 17.6% 0 0.0% 0.0% 27.1% 20.5%

Middle 1 20.0% 149 35.3% 21.1% 1 20.0% 35.3% 18.9% 18.7%

Upper 1 20.0% 20 4.7% 40.8% 1 20.0% 4.7% 25.7% 43.3%

Unknown 2 40.0% 236 55.9% 0.0% 2 40.0% 55.9% 13.1% 9.4%

Total 5 100.0% 422 100.0% 100.0% 5 100.0% 100.0% 100.0% 100.0%

Low 2 33.3% 77 26.4% 20.5% 2 33.3% 26.4% 4.9% 2.7%

Moderate 3 50.0% 116 39.7% 17.6% 3 50.0% 39.7% 12.8% 8.6%

Middle 0 0.0% 0 0.0% 21.1% 0 0.0% 0.0% 17.6% 14.9%

Upper 1 16.7% 99 33.9% 40.8% 1 16.7% 33.9% 41.5% 54.2%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 23.2% 19.6%

Total 6 100.0% 292 100.0% 100.0% 6 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 20.5% 0 0.0% 0.0% 8.8% 4.2%

Moderate 0 0.0% 0 0.0% 17.6% 0 0.0% 0.0% 17.3% 11.5%

Middle 0 0.0% 0 0.0% 21.1% 0 0.0% 0.0% 21.2% 17.0%

Upper 0 0.0% 0 0.0% 40.8% 0 0.0% 0.0% 48.1% 63.0%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 4.5% 4.3%

Total 0 0.0% 0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 20.5% 0 0.0% 0.0% 0.0% 0.0%

Moderate 0 0.0% 0 0.0% 17.6% 0 0.0% 0.0% 0.0% 0.0%

Middle 0 0.0% 0 0.0% 21.1% 0 0.0% 0.0% 0.0% 0.0%

Upper 0 0.0% 0 0.0% 40.8% 0 0.0% 0.0% 0.0% 0.0%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 100.0% 100.0%

Total 0 0.0% 0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%


Borrower Distribution of HMDA Loans

Assessment Area: Atlanta, GAP

RO

DU

CT

TY

PE

Borrower

Income

Levels


2009 2009

Bank Bank

RE

FIN

AN

CE

HO

ME

IMP

RO

VE

ME

NT

MU

LT

I FA

MIL

Y

Aggregate

Count $ (000s) Count

HM

DA

TO

TA

LS

HO

ME

PU

RC

HA

SE

The bank’s percentage of HMDA lending to low-income borrowers at 27.3 percent was greater than the percentage of low-income families in the assessment area at 20.5 percent. The bank’s HMDA lending to moderate-income borrowers at 27.3 percent is also greater than the percentage of moderate-income families in the assessment area at 17.6 percent. When comparing to the 2009 aggregate data, the bank’s HMDA lending to low-income borrowers at 27.3 percent far exceeds the aggregate performance at 8.9 percent. The bank’s HMDA lending to moderate-income borrowers at 27.3 percent also exceeds aggregate performance at 18.4 percent. The bank’s HMDA lending to low- and moderate-income borrowers far exceeded the demographics as well as the aggregate performance in the assessment area. The bank’s distribution of HMDA loans among borrowers of different income levels is considered excellent.



19

Consumer LendingThe following table shows the distribution of the bank’s 2009 consumer loans by the income level of the borrowers.

Demographics

Households by

Household Income

# % $ % %

Low 80 36.0% 471 11.5% 21.7%

Moderate 53 23.9% 255 6.2% 17.4%

Middle 28 12.6% 334 8.1% 20.0%

Upper 25 11.3% 1,565 38.1% 40.9%

Unknown 36 16.2% 1,488 36.2% 0.0%

Total 222 100.0% 4,113 100.0% 100.0%


Borrower Distribution of Consumer Loans


Borrower Income

Levels


2009

Bank

Count $ (000s)

The bank’s consumer lending to low-income borrowers at 36.0 percent is greater than the percentage of low-income households in the assessment area at 21.7 percent. Likewise, consumer lending to moderate-income borrowers at 23.9 percent is higher than the percentage of moderate-income households in the assessment area at 17.4 percent. As previously discussed in the consumer loans geographic distribution discussion, a majority of the consumer loans are through the bank’s Community Relief Loan Program, which is targeted to the traditionally under-banked population. The program was designed to provide small-dollar loans to low- and moderate-income individuals who would typically utilize high-cost non-bank lending options. The bank’s high levels of consumer lending to low- and moderate-income individuals as a result of this Community Relief Loan Program reflect the bank’s efforts to serve the needs of its community in this assessment area. Based on the bank’s lending levels as compared to the demographics, Citizens Trust Bank exhibits an excellent distribution of loans to borrowers of different income levels.


The table on the following page shows, by loan size, the number and dollar volume of small business loans originated by Citizens Trust Bank in 2009.



20

$ (000s) Count $ (000s)

# % $ % # % % % %

$1million or Less 10 76.9% $874 89.7% 10 76.9% 89.7% 21.0% 35.2%

Over $1 Million 3 23.1% $100 10.3% *- - - -

Total where Rev is available 13 100.0% $974 100.0% - - - -

Rev. Not Known 0 0.0% $0 0.0% - - - -

Total 13 100.0% $974 100.0% - - - -

$100,000 or Less 11 84.6% $226 23.2% 11 84.6% 23.2% 92.0% 24.4%

$100,001 - $250,000 1 7.7% $178 18.3% 1 7.7% 18.3% 3.6% 16.2%

$250,000 - $1 Million 1 7.7% $570 58.5% 1 7.7% 58.5% 4.4% 59.4%

Total 13 100.0% $974 100.0% 13 100.0% 100.0% 100.0% 100.0%

$100,000 or Less 8 80.0% $126 14.4% - - - -

$100,001 - $250,000 1 10.0% $178 20.4% - - - -

$250,000 - $1 Million 1 10.0% $570 65.2% - - - -

Total 10 100.0% $874 100.0% - - - -


Small Business Loans by Business Revenue & Loan Size

Business Revenue & Loan Size


2009 2009

Bank Demographics Bank Aggregate


Count $ (000s) Total Businesses

%

Count

BU

SIN

ES

S

RE

VE

NU

E 89.6%

5.4%

95.0%

5.0%

100.0%

LO

AN

SIZ

ELO

AN

SIZ

E

* Aggregate data is unavailable for loans to businesses w ith revenue over $1 million or revenue unknow n, and for loan size by revenue category.

The distribution of small business lending across business revenue sizes was compared with available demographic information. Of the 13 small business loans in the sample, 10 (or 76.9 percent) were originated to business with gross annual revenues of $1 million or less, which is lower than the percentage of total businesses that have gross annual revenues of $1 million or less at 89.6 percent. However, when compared to 2009 aggregate data, the 76.9 percent of small business loans made to businesses with revenues of $1 million or less significantly exceeds the aggregate performance at 21.0 percent. In addition, 80.0 percent of these small business loans to businesses with revenues of $1 million or less had loan amounts of $100,000 or less, which shows the bank’s willingness to lend small dollar amounts to small businesses. Considering the bank’s performance in comparison to the market aggregate and its willingness to lend small dollar amounts, the distribution of small business loans to businesses of different sizes is considered excellent in the Atlanta assessment area.

COMMUNITY DEVELOPMENT TEST

OverviewCitizens Trust Bank’s community development performance demonstrates excellent responsiveness to the community development needs of the assessment area through community development loans, qualified investments and donations, and community development services, considering the institution’s capacity and the need and availability of such opportunities for community development in the Atlanta assessment area. Community development activities since the previous examination of February 9, 2009 to January 24, 2010 were considered in this analysis.

Community Development LendingCitizens Trust Bank originated four community development loans in the Atlanta assessment area totaling approximately $4.7 million which are listed in the table on the following page.



21

Citizens Trust Bank Community Development Loans - Atlanta Assessment Area

Purpose $ Amount # of Loans

Revitalize and Stabilize low- to moderate-income geographies $ 4,575,480.82 2

Affordable Housing for low- or moderate-income individuals or families $ 94,000.00 2

Total $ 4,669,480.82 4

The two loans shown in the table above with the purpose of revitalization and stabilization in the amount of $4.575 million were made to fund two different mixed-use development projects in low-income census tracts in Atlanta that will provide permanent jobs to the area as well as some affordable housing units. The two loans shown in the table above with the purpose of affordable housing for low- and moderate-income individuals in the amount of $94,000 were made to fund two different affordable housing multifamily duplex projects.

Through the community contact, the needs of the Atlanta assessment area were identified as revitalization of certain areas of the city along with affordable housing for the area, which were the needs addressed by the bank’s community development lending. Citizens Trust Bank is also a participant in SBA lending programs, specifically offering the SBA 7(a) and 504 loan products. Also, as previously mentioned, the bank was one of 30 institutions nationwide selected to participate in the FDIC’s Affordable Small Dollar Loan Pilot Program; the bank’s resulting Community Relief Loan Program was also taken into consideration as a program that is particularly responsive to community needs. Citizens Trust Bank has demonstrated excellent responsiveness to the community’s needs in the highly competitive Atlanta market area, and it has addressed specific needs of the community through its community development lending and innovative lending programs.

Qualified InvestmentsThe bank made numerous qualified investments and donations during the review period in the Atlanta assessment area totaling $672,263. The following table lists the bank’s qualified donations and investments for the review period.

Citizens Trust Bank Community Development Investments - Atlanta Assessment Area

Type Amount

Investment in Pool of Mortgage-Backed Securities for Affordable Housing targeted toward Low- and Moderate-

Income Individuals $656,263

Mayor's Youth Internship Program targeted to Low- to Moderate-Income High-School Students $9,000

Nonprofit Loan Fund that provides loans and financial literacy training to small businesses in Atlanta $5,000

Atlanta Business League - Seminar and Workshop for Small Businesses $2,000

Total $672,263

Of these investments, the $656,263 investment is a prior period mortgage-backed security with underlying residential mortgage loans made to low- and moderate-income individuals in the Atlanta assessment area. Current period donations and investments total $16,000.



22

Community Development ServicesThe bank’s staff members have used their financial expertise to provide services that benefit low- and moderate-income residents and small businesses in the Atlanta assessment area. In total, the bank has contributed 422 hours of community development services during the review period. These community development services are detailed in the following table. The community development services demonstrate excellent responsiveness to the needs of low- and moderate-income individuals as well as small businesses in the area. Particularly noteworthy is the economic summit organized and presented by Citizens Trust Bank – a conference that promoted economic development and provided financial education to small businesses in the Atlanta area.

Citizens Trust Bank Community Development Services - Atlanta Assessment Area

Organization Position/Service

Atlanta Urban League

Bank representative serves as a board member for this organization, which provides financial education, housing assistance, and job training targeted to low- and moderate-income individuals.

Affordable Housing Solutions Incorporated

Bank representative serves as a board member for this nonprofit organization, which uses various funding sources to foster the development of affordable housing targeted towards low-income and underserved areas.

Atlanta Development Authority

Bank representative provides financial expertise by serving on a credit review committee for this City of Atlanta economic development agency.

Citizens Trust Bank - Economic Summit

The bank organized and presented an economic summit conference promoting economic development and financial education for small businesses in the Atlanta area.

Tri Cities High School Bank representative taught in a financial literacy program targeted to low- and moderate-income high school students.

The following table provides a breakdown of the bank’s branch locations in the Atlanta assessment area by census tract income levels:

Extended

Hours

Weekend

Hours

Drive

ThruDeposit

Taking

Cash-

OnlyHouseholds Total

Businesses

# % # # # # # # % % %

Low 2 25.0% 0 0 2 1 4 68 15.5% 8.0% 6.0%

Moderate 4 50.0% 0 1 4 4 2 112 25.5% 23.1% 11.8%

Middle 2 25.0% 1 2 2 2 1 129 29.3% 33.6% 32.9%

Upper 0 0.0% 0 0 0 0 0 131 29.8% 35.3% 43.2%

Unknown 0 0.0% 0 0 0 0 0 0 0.0% 0.0% 0.0%

Total 8 100.0% 1 3 8 7 7 440 100.0% 100.0% 100.0%

Geographic Distribution of Branches and ATMs


Tract Income Levels

Branches ATMs Demographics

Total Branches Census Tracts

The table shows that two (25.0 percent) of the bank’s eight branches are located in low-income census tracts and four (50.0 percent) of its branches are located in moderate-income tracts. In addition, five (35.7 percent) of the bank’s 14 ATMs are located in low-income tracts, while six (42.9 percent) of the ATMs are located in moderate-income tracts. This illustrates the bank’s extensive presence in low- and moderate-income tracts within the Atlanta assessment area and underscores the bank’s willingness to lend in and serve these tracts.



23

Extended weekday hours and weekend hours along with the bank’s website enhance the bank’s accessibility. Delivery systems for this bank are considered highly accessible particularly to low- and moderate-income individuals in the Atlanta assessment area.



24

METROPOLITAN AREA- Columbus, Georgia

LIMITED-SCOPE REVIEW

The Columbus assessment area is a portion of the Columbus, GA-AL MSA, and is composed of Muscogee County, GA and Russell County, AL. The Columbus assessment area was not reviewed as a multistate MSA assessment area because the bank does not have branches in both states in the MSA. The Columbus assessment area was reviewed using limited-scope examination procedures and did not impact the state of Georgia analysis. Through these procedures, conclusions regarding the institution’s CRA performance are drawn from the review of available facts and data, including performance and demographic information. The limited-scope review revealed the bank’s CRA performance in this assessment area is not consistent with the areas that received a full-scope review. Please refer to the tables in Appendix B for additional information regarding this area.

DESCRIPTION OF INSTITUTION’S OPERATIONS IN COLUMBUS, GA

The bank operates one branch office and one branch-based ATM in the Columbus, GA assessment area. The bank maintains a very small presence in the assessment area. According to the FDIC’s Deposit Market Share report, the bank ranks 14th out of 14 banks that operate in the area with a market share of 0.16 percent with its competition coming from both national and regional banks. The Columbus assessment area is composed of 68 total census tracts, ten (14.7 percent) are low-income tracts and 19 (27.9 percent) are moderate-income tracts. The bank’s only office is located in a moderate-income tract.

CONCLUSION(S) WITH RESPECT TO PERFORMANCE TESTS IN COLUMBUS, GA

Due to the bank’s small presence in the Columbus assessment area, lending levels were considerably lower than the bank’s full-scope assessment area. However, based on the small number of loans originated in this area, the bank’s lending performance was generally consistent with the bank’s performance overall. The bank’s community development performance was lower in this assessment area than the bank’s overall performance. This is due to the bank’s small presence and the level of competition in the market area. The following table compares conclusions regarding the bank’s performance in the Columbus, GA assessment area to the bank’s overall performance.

Performance in the Limited-scope Review

Metropolitan Assessment Areas

Assessment Area Lending Test Community Development Test

Columbus, Georgia Consistent Below



25

STATE - ALABAMA

CRA RATING FOR ALABAMA: Satisfactory.


The Community Development Test is rated: Satisfactory.

Citizens Trust Bank operates in two assessment areas in the state of Alabama – the Birmingham assessment area and the Tuscaloosa assessment area. The bank’s performance in the state of Alabama was primarily based on the bank’s performance in the Birmingham assessment area, which received a full-scope review because the bank has a greater amount of deposits and loan volume in the Birmingham area compared to its operations in the Tuscaloosa assessment area. Of the bank’s total lending inside its four assessment areas, these assessment areas contained 14.3 percent of the HMDA loans, 27.3 percent of the small business loans, and 25.5 percent of the consumer loans by number originated during 2009.


The bank’s performance in Alabama was evaluated by reviewing the Birmingham assessment area using full-scope examination procedures and the Tuscaloosa assessment area using limited-scope examination procedures. The universes of HMDA loans, small business loans, and consumer loans originated between January 1, 2009 and December 31, 2009 were reviewed. For the Tuscaloosa assessment area, only consumer loans were reviewed because no HMDA or small business loans were originated during the review period. Community development activities between February 9, 2009 and January 24, 2011 were considered for the community development test.

DESCRIPTION OF INSTITUTION’S OPERATIONS IN ALABAMA

OverviewCitizens Trust Bank operates two branches and two branch-based ATMs in the state of Alabama – one branch and one ATM in each of its assessment areas. This represents 18.1 percent of the bank’s branching network. The bank’s assessment areas have not changed since the previous examination and are as follows:

! Birmingham Assessment Area – which consists of Jefferson and Shelby counties and is part of the Birmingham-Hoover, Alabama MSA

! Tuscaloosa Assessment Area – which consists of Greene and Hale counties and is part of the Tuscaloosa, Alabama MSA

Population InformationBased on 2000 census data, the two Alabama assessment areas have a combined population of 832,499, representing 18.7 percent of the state’s total population of 4,447,100. The Birmingham assessment area has grown 6.5 percent according to 2009 estimates, while the Tuscaloosa assessment area has declined in population 1.3 percent. There were 225,445 families in the two assessment areas combined. Of the total number of families, 21.0 percent were low-income, 16.3 percent were moderate-income, 19.6 percent were middle-income, and 43.0 percent were upper-income families. Furthermore, 10.8 percent of families were below the poverty level in these assessment areas.

Demographic Data by Census TractsThe Alabama assessment areas consist of 188 census tracts. Of these census tracts, 16 (8.5 percent) are low-income, 53 (28.2 percent) are moderate-income, 59 (31.4 percent) are middle-income, and 60 (31.9 percent) are upper-income.



26

Housing CharacteristicsDuring the 2000 census, total housing units in the Alabama assessment areas equaled 360,337; 63.1 percent were owner-occupied, 28.0 percent were rental units, and 8.9 percent were vacant units. The median housing value for the Birmingham assessment area was $96,147, while the median housing value for the Tuscaloosa assessment area was $47,534. The state of Alabama’s median housing value was $76,700. More detailed information on housing characteristics can be found in the Birmingham assessment area section of the evaluation.

CompetitionCitizens Trust Bank ranks 28th out of 38 financial institutions operating in the Birmingham assessment area according to the FDIC’s Deposit Market Share report; in the Tuscaloosa assessment area, it ranks 5th out of 5 banks. The bank operates only one branch in each of the two assessment areas and has a minimal presence in each of the assessment areas.

Community ContactsAs part of the CRA examination, information was obtained from a community development organization in the Birmingham assessment area in regards to local economic conditions and community needs. Refer to the full-scope examination analysis of the Birmingham assessment area for more information specific to that area.

CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS IN ALABAMA

LENDING TESTThe lending test for the state of Alabama is outstanding. The geographic distribution of HMDA loans, consumer loans, and small business loans all reflect excellent dispersion throughout the assessment areas. The distribution of borrowers reflects excellent penetration among individuals of different income levels and businesses of different sizes. While the bank’s geographic and borrower distributions were excellent, the bank’s volume of lending in Alabama was low even taking into consideration its limited presence in the state. The analyses of the bank’s lending within each assessment area are discussed in detail later in this report.

COMMUNITY DEVELOPMENT TESTThe community development test for the state of Alabama is satisfactory. The bank’s community development performance demonstrates adequate responsiveness to community development needs in its assessment areas through community development loans, qualified investments, and community development services, as appropriate, considering the bank’s capacity and the need and availability of such opportunities for community development in the bank’s assessment areas.

The bank did not originate any community development loans in the state of Alabama during the review period, but it did serve the credit needs of the low- and moderate-income individuals in the assessment areas by offering and originating its small-dollar Community Relief Program loans. The bank made a total of $76,348 of qualified investments and donations in its Alabama assessment areas during the review period. Bank employees have used their financial expertise to provide services that benefit low- and moderate-income residents and small businesses in the assessment areas, totaling 152 hours of service in the state. Delivery systems, including the ATMs and branch locations, are considered highly accessible, particularly to the low- and moderate-income individuals and families and individuals in low- and moderate-income tracts.



27

METROPOLITAN AREA – Birmingham, Alabama

FULL-SCOPE REVIEW

DESCRIPTION OF INSTITUTION’S OPERATIONS IN BIRMINGHAM, AL

Overview

Citizens Trust Bank has designated a portion of the Birmingham-Hoover, Alabama MSA as its Birmingham assessment area. The Birmingham assessment area is composed of Jefferson and Shelby counties, which remains the same from the previous examination. The bank’s performance in the Birmingham assessment area was evaluated using full-scope examination procedures. The bank operates one branch and one ATM (branch-based) in the Birmingham assessment area. The bank has not opened or closed any branches in the Birmingham assessment area since the previous examination in February 2009.

Population InformationThe 2000 census indicates that the population of Birmingham assessment area was 805,340 persons, which represents 18.1 percent of the state of Alabama’s population of 4,447,100 persons. The assessment area population has grown since 2000 with estimates from 2009 of 857,530, representing growth of 6.5 percent. The state of Alabama has also grown at a similar pace to 4,708,708 persons for a 5.9 percent growth rate since 2000. !

Income CharacteristicsThe following table sets forth the estimated median family income for 2009 for the Birmingham-Hoover, Alabama MSA. It also provides a breakdown of the estimated median family income by income level category.

0 - 49.99% 50% - 79.99% 80% - 119.99% 120% - & above

2009 $60,900 0 - $30,449 $30,450 - $48,719 $48,720 - $73,079 $73,080 - & above

Borrower Income Levels

Birmingham, AL MSA

HUD Estimated Median

Family Income

Low Moderate Middle Upper

The HUD estimated median family income for the Birmingham-Hoover, Alabama MSA in 2009 was $60,900. According to the 2000 census data, there were 218,106 families in the assessment area. Of those families, 20.4 percent were low-income, 16.2 percent were moderate-income, 19.7 percent were middle-income, and 43.6 percent were upper-income. Of the total families, 10.3 percent had incomes below the poverty level.

Demographic Data by Census TractsThe table on the following page provides demographic characteristics of the bank’s assessment area based on the 2000 census. Certain components of the data in the table are discussed in this evaluation as they apply to specific parts of the analysis.



28

!


Assessment Area: Birmingham, AL

Families by Family

Income

Families < Poverty

Level as % of

Families by Tract

Families by

Tract Income

Tract

Distribution

Income Categories

# # # # %%%%

Low-income 16 12,468 5,203 44,593 8.9 5.7 41.7 20.4

Moderate-income 46 46,037 9,514 35,442 25.7 21.1 20.7 16.2

Middle-income 57 70,970 5,533 42,965 31.8 32.5 7.8 19.7

Upper-income 60 88,631 2,281 95,106 33.5 40.6 2.6 43.6

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0



Housing Units


# # # %%%%

Low-income 25,276 6,654 14,136 4,486 3.0 26.3 55.9 17.7

Moderate-income 80,182 41,564 29,582 9,036 19.0 51.8 36.9 11.3

Middle-income 112,941 74,576 29,248 9,117 34.0 66.0 25.9 8.1

Upper-income 129,065 96,408 25,728 6,929 44.0 74.7 19.9 5.4

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0

Total Assessment Area 347,464 219,202 98,694 29,568 100.0 63.1 28.4 8.5

Revenue Not

Reported

Over $1

Million

Less Than or = $1

Million

Total Businesses by

Tract


# # # #% % % %

Low-income 4,883 3,999 537 347 10.4 18.6 15.8 11.2

Moderate-income 6,086 5,377 397 312 14.0 13.7 14.2 14.0

Middle-income 12,473 11,137 722 614 29.0 25.0 27.9 28.7

Upper-income 19,991 17,829 1,236 926 46.5 42.7 42.1 46.0

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0



100.0 100.0 100.0 100.0

88.3 6.7 5.1

43,433 38,342 2,892 2,199


Using 2000 census data, the Birmingham assessment area contains a total of 179 census tracts. Of these tracts, 16 (8.9 percent) are classified as low-income census tracts and 46 (25.7 percent) are classified as moderate-income tracts. The majority of tracts are either middle-income tracts (31.8 percent) or upper-income tracts (33.5 percent).



29

Housing CharacteristicsTotal housing units in the Birmingham assessment area totaled 347,464 according to the 2000 census. 63.1 percent of housing units were owner-occupied, 28.4 percent were rental units, and 8.5 percent were vacant. The median value of housing units in the assessment area was $96,147, which was significantly higher than the state of Alabama’s median housing value of $76,700. The median age of housing in the area was 29 years, which is higher than the state of Alabama at 25 years. The affordability ratio, which as previously noted is the median household income divided by the median housing value, for the assessment area is 0.40 compared to the state affordability ratio of 0.44. This means thatt housing in the Birmingham area is less affordable than for the entire state.

Employment StatisticsAccording to 2008 REIS data, employment in the Birmingham assessment area was concentrated in the sectors of retail trade, state and local government, health care and social assistance, and construction. The following table shows the unemployment rate percentages according to Bureau of Labor Statistics (BLS) for the counties in the bank’s assessment area, the Birmingham-Hoover, AL MSA, and the State of Alabama for 2008, 2009, and the month of October 2010.

UNEMPLOYMENT RATES

(Not Seasonally Adjusted)

Area 2008 (annualized) 2009 (annualized) October 2010

Jefferson County 4.9% 9.8% 9.2%

Shelby County 3.4% 7.1% 6.8%

Birmingham-Hoover, AL MSA 4.6% 9.4% 8.7%

State of Alabama 5.2% 10.1% 9.1%

Like the Atlanta assessment area, the unemployment data shows the impact that the nationwide recession had on the Birmingham assessment area especially in 2009 and continuing on into 2010. The unemployment rate for the Birmingham-Hoover, AL MSA increased from 4.6 percent in 2008 to 9.4 percent in 2009, and is now still elevated at 8.7 percent as of October 2010. Heightened job loss in the area typically hinders the ability of potential applicants to obtain credit, which highlights the difficulty banks faced in the area during the economic downturn.

CompetitionThe Birmingham assessment area is a highly competitive market based on the number of banks and offices in the area according to the June 30, 2010 FDIC Deposit Market Share report. There are 38 financial institutions operating 274 offices in the assessment area. Citizens Trust Bank ranks 28th in the area with a market share of 0.25 percent. The banks with the highest market share in the area are Regions Bank, Compass Bank, and Wells Fargo Bank with 29.5 percent, 18.9 percent, and 17.6 percent of the deposit market share, respectively.

Community ContactsAs part of the CRA examination, information was obtained from a local community development organization regarding the current economic conditions and credit needs in the Birmingham assessment area, specifically in regards to small businesses. The contact stated that Birmingham has been hurt by the recession, but not as much as the rest of Alabama. The contact’s organization reached out to local community banks to be more proactive with government loan programs for small businesses, as this is a primary need in the area.



30

General Economic and Business CharacteristicsAccording to bank management and the community contact, economic conditions in the assessment area are depressed due to the effects of the nationwide recession. The community contact stated that Birmingham had not been affected as much as other parts of Alabama; however, bank management, along with the economic indicators during the review period, indicate that Birmingham was significantly affected in an adverse manner. Bank management sought out community leaders involved in Birmingham real estate to discuss the community needs of the area. These discussions were the primary reason the bank decided to pursue approval to become an FHA lender.

CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS IN BIRMINGHAM, AL

LENDING TESTOverviewFor this analysis, HMDA, consumer, and small business loans originated from January 1, 2009 to December 31, 2009 were reviewed. The bank has only one location in the highly competitive Birmingham market, so the bank’s lending in the area is considerably less than in its primary market – Atlanta, Georgia. The bank originated a greater number and dollar amount of small business loans in 2009 compared to HMDA loans, so small business loans were weighed more heavily. Consumer loans represented the largest number of loans of the three categories and were also taken into consideration for this test.

Geographic Distribution of LoansBased on the following analysis, the overall geographic distribution of the bank’s HMDA, consumer, and small business loans reflects excellent dispersion throughout the Birmingham assessment area and does not reveal any unexplained gaps in lending patterns. For this analysis, the geographic distribution of HMDA, consumer, and small business lending was compared with available demographic information and aggregate lending data. Performance context issues considered includes the economic climate, business strategy, competition, and information obtained from the community contact.


The table on the following page shows the geographic distribution of the bank’s HMDA-reportable loans for 2009 within its Birmingham assessment area and also includes a comparison of the bank’s HMDA lending to the aggregate HMDA lenders within the assessment area.



31

Demographic

s Owner


# % $ % % # % % % %

Low 0 0.0% $0 0.0% 3.0% 0 0.0% 0.0% 0.8% 0.7%

Moderate 1 50.0% $37 43.5% 19.0% 1 50.0% 43.5% 5.9% 2.8%

Middle 0 0.0% $0 0.0% 34.0% 0 0.0% 0.0% 30.1% 24.0%

Upper 1 50.0% $48 56.5% 44.0% 1 50.0% 56.5% 63.2% 72.5%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 2 100.0% $85 100.0% 100.0% 2 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% $0 0.0% 3.0% 0 0.0% 0.0% 0.8% 0.6%

Moderate 0 0.0% $0 0.0% 19.0% 0 0.0% 0.0% 6.1% 2.9%

Middle 0 0.0% $0 0.0% 34.0% 0 0.0% 0.0% 34.3% 28.3%

Upper 1 100.0% $48 100.0% 44.0% 1 100.0% 100.0% 58.8% 68.2%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 1 100.0% $48 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% $0 0.0% 3.0% 0 0.0% 0.0% 0.8% 0.4%

Moderate 1 100.0% $37 100.0% 19.0% 1 100.0% 100.0% 5.5% 2.6%

Middle 0 0.0% $0 0.0% 34.0% 0 0.0% 0.0% 27.7% 21.9%

Upper 0 0.0% $0 0.0% 44.0% 0 0.0% 0.0% 66.0% 75.1%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 1 100.0% $37 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% $0 0.0% 3.0% 0 0.0% 0.0% 1.7% 0.8%

Moderate 0 0.0% $0 0.0% 19.0% 0 0.0% 0.0% 13.1% 6.6%

Middle 0 0.0% $0 0.0% 34.0% 0 0.0% 0.0% 39.0% 30.8%

Upper 0 0.0% $0 0.0% 44.0% 0 0.0% 0.0% 46.1% 61.8%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%


Units

Low 0 0.0% $0 0.0% 15.2% 0 0.0% 0.0% 13.7% 15.0%

Moderate 0 0.0% $0 0.0% 22.7% 0 0.0% 0.0% 29.4% 6.5%

Middle 0 0.0% $0 0.0% 29.9% 0 0.0% 0.0% 33.3% 31.0%

Upper 0 0.0% $0 0.0% 32.3% 0 0.0% 0.0% 23.5% 47.5%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 0 0.0% $0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%




2009


2009

Bank Aggregate

MU

LT

I F

AM

ILY

Count $ (000s)

HM

DA

TO

TA

LS

HO

ME

PU

RC

HA

SE

RE

FIN

AN

CE

HO

ME

IMP

RO

VE

ME

NT

PR

OD

UC

T T

YP

E

Tract Income

Levels


Count

Bank

The bank did not make any HMDA loans in low-income tracts although 3.0 percent of owner-occupied units are located in low-income tracts; however, aggregate performance for HMDA lending in low-income tracts was only 0.8 percent. HMDA lending in moderate-income tracts at 50.0 percent was significantly higher than the percentage of owner-occupied units in these tracts at 19.0 percent. Compared to the 2009 aggregate, the bank’s HMDA lending in moderate-income tracts at 50.0 percent far outpaced the aggregate performance at 5.9 percent. The bank is primarily a commercial and small business lender and it faces a highly competitive banking environment in Birmingham where it has only one branch location, so its HMDA lending in this area is considerably less than its level of lending in the Atlanta assessment area. Given the bank’s performance compared to the aggregate, the bank has shown its willingness to lend to census tracts of all income levels; however, due to the low number of HMDA loans in this assessment area, consumer lending and small business lending were given more weight for the lending test.



32

Consumer LendingThe following table shows the geographic distribution of the bank’s 2009 consumer loans as a percentage of the total number of loans by type in the Birmingham assessment area. Selected demographic information about the census tracts are included as a basis for comparison.

Demographics

Households

# % $ % %

Low 1 3.0% $9 8.1% 6.5%

Moderate 18 54.5% $71 64.0% 22.4%

Middle 11 33.3% $27 24.3% 32.7%

Upper 3 9.1% $4 3.6% 38.4%

Unknown 0 0.0% $0 0.0% 0.0%

Total 33 100.0% $111 100.0% 100.0%



Tract Income Levels


2009

Bank

Count $ (000s)


The bank originated 3.0 percent of its consumer loans in low-income tracts, which is lower than the percentage of households in low-income census tracts in the area at 6.5 percent. However, 54.5 percent of its consumer loans were made in moderate-income tracts, which is more than twice the percentage of households in moderate-income tracts in the assessment area at 22.4 percent. This level of consumer lending in low- and moderate-income tracts shows the bank’s willingness to serve the credit needs in the low- and moderate-income tracts in the Birmingham assessment area. Based on these factors, the bank’s consumer lending reflects excellent geographic distribution in the Birmingham assessment area.


The table on the following page shows the geographic distribution of small business loans as a percentage of the total number of loans by type within the Birmingham assessment area and also includes a comparison of the bank’s small business lending to the aggregate lenders within the assessment area.



33

Demographics


# % $ % % # % % % %

Low 1 16.7% $12 1.0% 10.4% 1 16.7% 1.0% 9.8% 15.9%

Moderate 3 50.0% $380 31.9% 14.0% 3 50.0% 31.9% 10.6% 9.1%

Middle 1 16.7% $625 52.4% 29.0% 1 16.7% 52.4% 24.7% 21.1%

Upper 1 16.7% $175 14.7% 46.5% 1 16.7% 14.7% 53.4% 53.2%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 6 100.0% $1,192 100.0% 100.0% 6 100.0% 100.0% 100.0% 100.0%



Tract Income

Levels


2009 2009

Bank Bank Aggregate

Count $ (000s)


Count

The bank originated 16.7 percent of its small business loans in low-income tracts, which is higher than the percentage of small businesses located in low-income tracts at 10.4 percent. The bank’s small business lending in moderate-income tracts at 50.0 percent was also significantly higher than the percentage of small business located in moderate-income tracts at 14.0 percent. The bank also outperformed the 2009 aggregate in the assessment area. The bank’s small business lending in low-income tracts at 16.7 percent is higher than the aggregate performance at 9.8 percent, and its business lending in moderate-income tracts at 50.0 percent is significantly higher than the aggregate performance at 10.6 percent. The bank’s small business lending performance in both low- and moderate-income tracts was much higher than comparable demographic and market aggregate peformance. Based on these factors, the bank’s small business lending geographic distribution reflects excellent dispersion among different census tract income levels in the Birmingham assessment area.

Lending to Borrowers of Different Incomes and Businesses of Different SizesBased on the following analysis, the overall distribution of the bank’s HMDA, consumer, and small business loans by borrower income and business revenue reflects excellent dispersion in the bank’s assessment area and does not reveal any unexplained gaps in lending patterns. For this analysis, the distribution of HMDA and consumer lending across borrower income levels and small business lending across business revenue sizes was compared with available demographic information and aggregate lending data for the Birmingham assessment area. Performance context issues, such as the bank’s small market presence in the competitive banking environment of Birmingham, were also taken into consideration.


The table on the following page shows the distribution of the bank’s 2009 HMDA-reportable loans by the income level of the borrowers.



34

Demographics

Families by


# % $ % % # % % % %

Low 1 50.0% $48 56.5% 20.4% 1 50.0% 56.5% 6.7% 3.3%

Moderate 1 50.0% $37 43.5% 16.2% 1 50.0% 43.5% 16.8% 11.3%

Middle 0 0.0% $0 0.0% 19.7% 0 0.0% 0.0% 21.0% 17.9%

Upper 0 0.0% $0 0.0% 43.6% 0 0.0% 0.0% 39.4% 51.7%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 16.0% 15.7%

Total 2 100.0% $85 100.0% 100.0% 2 100.0% 100.0% 100.0% 100.0%

Low 1 100.0% 48 100.0% 20.4% 1 100.0% 100.0% 10.2% 5.7%

Moderate 0 0.0% 0 0.0% 16.2% 0 0.0% 0.0% 23.9% 18.4%

Middle 0 0.0% 0 0.0% 19.7% 0 0.0% 0.0% 22.2% 21.3%

Upper 0 0.0% 0 0.0% 43.6% 0 0.0% 0.0% 29.8% 44.2%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 13.9% 10.5%

Total 1 100.0% 48 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 20.4% 0 0.0% 0.0% 4.8% 2.4%

Moderate 1 100.0% 37 100.0% 16.2% 1 100.0% 100.0% 13.3% 8.7%

Middle 0 0.0% 0 0.0% 19.7% 0 0.0% 0.0% 20.3% 16.9%

Upper 0 0.0% 0 0.0% 43.6% 0 0.0% 0.0% 44.3% 56.3%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 17.3% 15.7%

Total 1 100.0% 37 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 20.4% 0 0.0% 0.0% 12.8% 5.2%

Moderate 0 0.0% 0 0.0% 16.2% 0 0.0% 0.0% 18.2% 11.7%

Middle 0 0.0% 0 0.0% 19.7% 0 0.0% 0.0% 26.3% 25.0%

Upper 0 0.0% 0 0.0% 43.6% 0 0.0% 0.0% 37.0% 53.2%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 5.6% 4.9%

Total 0 0.0% 0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 20.4% 0 0.0% 0.0% 0.0% 0.0%

Moderate 0 0.0% 0 0.0% 16.2% 0 0.0% 0.0% 0.0% 0.0%

Middle 0 0.0% 0 0.0% 19.7% 0 0.0% 0.0% 0.0% 0.0%

Upper 0 0.0% 0 0.0% 43.6% 0 0.0% 0.0% 0.0% 0.0%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 100.0% 100.0%

Total 0 0.0% 0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%


RE

FIN

AN

CE

HO

ME

IMP

RO

VE

ME

NT

MU

LT

I FA

MIL

Y

Aggregate


HM

DA

TO

TA

LS

HO

ME

PU

RC

HA

SE


Assessment Area: Birmingham, ALP

RO

DU

CT

TY

PE

Borrower

Income

Levels


2009 2009

Bank Bank

The bank originated two HMDA loans in the Birmingham assessment area in 2009. Of those loans, one (50.0 percent) was to a low-income borrower, while the other one (50.0 percent) was to a moderate-income borrower. These percentages exceed the percentage of families in low-income tracts (20.4 percent) and moderate-income tracts (16.2 percent), as well as the aggregate performance for HMDA lending to low-income individuals (6.7 percent) and moderate-income individuals (16.8 percent). The bank’s HMDA lending performance shows its willingness to originate loans to individuals of all income levels, specifically low- and moderate-income borrowers. However, like the geographic distribution analysis for the Birmingham assessment area, the bank’s HMDA lending was not given much weight in the borrower distribution analysis due to the small number of loans made during the review period.



35

Consumer LendingThe following table shows the distribution of the bank’s consumer loans by the income level of the borrowers for 2009.

Demographics

Households by

Household Income

# % $ % %

Low 12 36.4% 24 21.6% 23.4%

Moderate 13 39.4% 37 33.3% 15.0%

Middle 4 12.1% 11 9.9% 17.9%

Upper 3 9.1% 37 33.3% 43.7%

Unknown 1 3.0% 2 1.8% 0.0%

Total 33 100.0% 111 100.0% 100.0%




Borrower Income

Levels


2009

Bank

Count $ (000s)

The bank originated 12 consumer loans to low-income borrowers in the Birmingham assessment area in 2009, representing 36.4 percent of its consumer loans, which is greater than the percentage of low-income households in the assessment area at 23.4 percent. The bank’s 13 consumer loans to moderate-income borrowers in the assessment area represent 39.4 percent of its consumer loans, which exceeds the percentage of moderate-income households (15.0 percent) in the assessment area. As previously discussed in the Atlanta assessment area analysis, this is in part due to the bank’s efforts targeting low- and moderate-income borrowers with its Community Relief Loan Program. Based on the bank’s consumer lending performance in comparison to the demographics, the bank exhibits an excellent distribution of loans to borrowers of different income levels with its consumer lending.


The table on the following page shows, by loan size, the number and dollar volume of small business loans originated by Citizens Trust Bank in 2009.



36

$ (000s) Count $ (000s)

# % $ % # % % % %

$1million or Less 5 83.3% $1,142 95.8% 5 83.3% 95.8% 19.8% 30.3%

Over $1 Million 0 0.0% $0 0.0% *- - - -

Total where Rev is available 5 83.3% $1,142 95.8% - - - -

Rev. Not Known 1 16.7% $50 4.2% - - - -

Total 6 100.0% $1,192 100.0% - - - -

$100,000 or Less 3 50.0% $64 5.4% 3 50.0% 5.4% 91.7% 31.8%

$100,001 - $250,000 1 16.7% $175 14.7% 1 16.7% 14.7% 3.9% 15.5%

$250,000 - $1 Million 2 33.3% $953 79.9% 2 33.3% 79.9% 4.4% 52.6%

Total 6 100.0% $1,192 100.0% 6 100.0% 100.0% 100.0% 100.0%

$100,000 or Less 2 40.0% $14 1.2% - - - -

$100,001 - $250,000 1 20.0% $175 15.3% - - - -

$250,000 - $1 Million 2 40.0% $953 83.5% - - - -

Total 5 100.0% $1,142 100.0% - - - -


LO

AN

SIZ

ELO

AN

SIZ

E


BU

SIN

ES

S

RE

VE

NU

E 88.3%

6.7%

94.9%

5.1%

100.0%




2009 2009




%

Count

Citizens Trust Bank made five of its six total small business loans, or 83.3 percent, to businesses with gross annual revenues of $1 million or less, which is slightly lower than the percentage of total businesses that have gross annual revenues of $1 million or less at 88.3 percent. The bank’s other small business loan was made to a business whose revenue is unknown. So of the loans made to businesses with known revenue, 100 percent were made to businesses with revenues of $1 million or less. When compared to 2009 aggregate data, the bank’s performance (83.3 percent) exceeds the aggregate performance at 19.8 percent. In addition, 40.0 percent of these loans to businesses with revenues of $1 million or less had loan amounts of $100,000 or less, while 60.0 percent had amounts of $250,000 or less. This shows the bank’s willingness to lend small dollar amounts to small businesses. Based on the bank’s performance in comparison to the demographics and the market aggregate, the distribution of small business loans to businesses of different sizes is considered excellent in the Birmingham assessment area.

COMMUNITY DEVELOPMENT TEST

OverviewCitizens Trust Bank’s community development performance demonstrates adequate responsiveness to the community development needs of the Birmingham assessment area through community development loans, qualified investments and donations, and community development services, given the institution’s capacity and the need and availability of such opportunities for community development in the assessment area. Community development activities between February 9, 2009 and January 24, 2011 were considered in this analysis.

Community Development LendingThe bank did not originate any loans that qualify as community development per the regulation in the Birmingham assessment area. Bank management demonstrated that it sought lending opportunities in the area and continues to do so. The bank did organize a meeting for real estate professionals in the Birmingham area to determine how it could better meet the needs of the community, specifically as it pertains to HMDA lending and affordable housing. As a direct result from this meeting, as previously mentioned, the bank pursued approval to become an FHA lender. In addition, the bank is given credit for its flexible small-dollar



37

Community Relief Loan Program that benefitted all of its assessment areas, including Birmingham. Given the high level of competition, the bank’s limited bank presence, and the economic climate the bank faced in this market, the bank has had difficulty finding community development lending opportunities in the Birmingham assessment area.

Qualified InvestmentsThe bank made one donation in the review period that benefitted the Birmingham assessment area. The bank donated $300 to a nonprofit organization whose primary purpose is providing resources and developing housing and economic opportunities for low- and moderate-income individuals and families throughout the state of Alabama, including the Birmingham assessment area.

Community Development ServicesThe bank has demonstrated its commitment to meeting the community development needs of the Birmingham assessment area primarily through community development services during the review period. Along with the aforementioned real estate meeting to discover community needs, bank representatives have provided financial expertise to help low- and moderate-income individuals in the Birmingham community. In total, the bank contributed 102 hours of community development services in the Birmingham assessment area during the review period. The following table shows the community development services provided in the Birmingham assessment area by representatives of the bank.

Citizens Trust Bank Community Development Services - Birmingham Assessment Area

Organization Position/Service

Housing Authority of Birmingham

Bank representative participated in an Economic Summit hosted by this organization with the primary purpose of providing financial education to community housing residents and low- and moderate-income individuals.

Operation New Birmingham Bank representative served on the board of directors of this nonprofit organization that promotes economic development in the Birmingham inner city area.

Housing Authority of Jefferson County

Bank representative served on the board of directors of this organization whose mission is to provide affordable housing to low- to moderate-income individuals and families in Jefferson County, AL.

The bank’s only branch office in the Birmingham assessment area is located in a low-income census tract. This location also has a cash-dispensing ATM. This branch office offers extended weekday hours as well as weekend hours. The branch’s location shows the bank’s willingness to lend in low- and moderate-income census tracts and to provide access to low- and moderate-income individuals.



38

METROPOLITAN AREA – Tuscaloosa, Alabama

LIMITED-SCOPE REVIEW

The Tuscaloosa assessment area is a portion of the Tuscaloosa, Alabama MSA composed of Greene and Hale counties. The Tuscaloosa assessment area was reviewed using limited-scope examination procedures. Through these procedures, conclusions regarding the bank’s CRA performance are drawn from the review of available facts and data, including performance and demographic information. The limited-scope review revealed the bank’s CRA performance in this assessment area is not consistent with the areas that received a full-scope review. Please refer to the tables in Appendix C for additional information regarding the area.

DESCRIPTION OF INSTITUTION’S OPERATIONS IN TUSCALOOSA, AL

The bank has a very small presence in the Tuscaloosa, AL assessment area. The bank operates one branch and one branch-based ATM in the area. The bank ranks 5th in deposit market share out of five banks that operate in the area with its competition coming from four local financial institutions. The Tuscaloosa assessment area is composed of nine census tracts, none of these tracts are low-income, while seven (77.8 percent) are moderate-income tracts. The bank’s branch is located in a moderate-income tract.

CONCLUSION(S) WITH RESPECT TO PERFORMANCE TESTS IN TUSCALOOSA, AL

The bank did not originate any HMDA loans or small business loans in this assessment area in 2009. This can be explained by the bank’s small presence in the assessment area along with local competition and availability of opportunities in the area. The bank did have a focus on providing this area with its small-dollar community relief loans during the review period. The bank’s lending performance in the area is lower than the bank’s performance overall.

The bank did make a community development investment of $76,048 to a Community Development Financial Institution (CDFI) in the area and also provided an in-depth service targeted towards the low- and moderate-income individuals and small businesses in the area. The bank’s community development performance is above the bank’s performance in the state. The following table compares conclusions regarding the Bank’s performance in the Tuscaloosa assessment area to the bank’s overall performance.

Performance in the Limited-scope Review

Metropolitan Assessment Areas

Assessment Area Lending Test Community Development Test

Tuscaloosa, Alabama Below Above



39

APPENDIX A


TIME PERIOD REVIEWED

January 1, 2009 to December 31, 2009 – Lending Test

February 9, 2009 to January 24, 2011 – Community Development Test

FINANCIAL INSTITUTION

Citizens Trust Bank – Atlanta, Georgia

PRODUCTS REVIEWED

HMDA Loans

Small Business Loans

Consumer Loans

AFFILIATE(S)

N/A

AFFILIATE RELATIONSHIP

N/A

PRODUCTS REVIEWED

N/A

LIST OF ASSESSMENT AREAS AND TYPE OF EXAMINATION

ASSESSMENT AREA

TYPE

OF EXAMINATION

BRANCHES

VISITED

OTHER

INFORMATION

Atlanta AA - Georgia Full-Scope Review Lithonia Branch

Wesley Chapel Branch

None

Birmingham AA – Alabama Full-Scope Review N/A None

Columbus AA – Georgia Limited-scope Review N/A None

Tuscaloosa AA – Alabama Limited-scope Review N/A None



40

APPENDIX B – DEMOGRAPHIC, GEOGRAPHIC, AND BORROWER DISTRIBUTION TABLES

(Columbus, GA)

!


Assessment Area: Columbus, GA-AL

Families by Family

Income

Families < Poverty

Level as % of

Families by Tract

Families by

Tract Income

Tract

Distribution

Income Categories

# # # # %%%%

Low-income 10 4,891 2,468 13,981 14.7 8.0 50.5 22.8

Moderate-income 19 15,353 3,017 11,080 27.9 25.0 19.7 18.1

Middle-income 21 23,695 2,357 12,570 30.9 38.6 9.9 20.5

Upper-income 16 17,386 528 23,694 23.5 28.4 3.0 38.6

Unknown-income 2 0 0 0 2.9 0.0 0.0 0.0



Housing Units


# # # %%%%

Low-income 9,985 1,573 6,724 1,688 3.0 15.8 67.3 16.9

Moderate-income 27,339 10,720 12,710 3,909 20.7 39.2 46.5 14.3

Middle-income 35,964 22,023 11,382 2,559 42.6 61.2 31.6 7.1

Upper-income 25,435 17,379 6,835 1,221 33.6 68.3 26.9 4.8

Unknown-income 290 5 209 76 0.0 1.7 72.1 26.2


Revenue Not

Reported

Over $1

Million

Less Than or = $1

Million

Total Businesses by

Tract


# # # #% % % %

Low-income 973 858 73 42 9.9 13.8 8.7 10.0

Moderate-income 1,954 1,761 102 91 20.3 19.3 18.8 20.2

Middle-income 3,167 2,860 155 152 33.0 29.4 31.4 32.7

Upper-income 3,207 2,882 160 165 33.2 30.3 34.1 33.1

Unknown-income 381 309 38 34 3.6 7.2 7.0 3.9



100.0 100.0 100.0 100.0

89.5 5.5 5.0

9,682 8,670 528 484




41


(Columbus, GA) - Continued

Demographic

s Owner


# % $ % % # % % % %

Low 1 100.0% $86 100.0% 3.0% 1 100.0% 100.0% 1.3% 0.7%

Moderate 0 0.0% $0 0.0% 20.7% 0 0.0% 0.0% 10.1% 7.1%

Middle 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 40.5% 34.0%

Upper 0 0.0% $0 0.0% 33.6% 0 0.0% 0.0% 48.0% 57.9%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.2% 0.2%

Total 1 100.0% $86 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 1 100.0% $86 100.0% 3.0% 1 100.0% 100.0% 1.1% 0.5%

Moderate 0 0.0% $0 0.0% 20.7% 0 0.0% 0.0% 11.5% 8.6%

Middle 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 47.3% 42.2%

Upper 0 0.0% $0 0.0% 33.6% 0 0.0% 0.0% 39.7% 48.2%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.3% 0.5%

Total 1 100.0% $86 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% $0 0.0% 3.0% 0 0.0% 0.0% 1.3% 0.6%

Moderate 0 0.0% $0 0.0% 20.7% 0 0.0% 0.0% 8.6% 5.5%

Middle 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 36.4% 29.3%

Upper 0 0.0% $0 0.0% 33.6% 0 0.0% 0.0% 53.7% 64.6%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%

Total 0 0.0% $0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%

Low 0 0.0% $0 0.0% 3.0% 0 0.0% 0.0% 2.3% 1.0%

Moderate 0 0.0% $0 0.0% 20.7% 0 0.0% 0.0% 19.5% 10.1%

Middle 0 0.0% $0 0.0% 42.6% 0 0.0% 0.0% 39.6% 33.2%

Upper 0 0.0% $0 0.0% 33.6% 0 0.0% 0.0% 38.6% 55.7%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 0.0% 0.0%


Units

Low 0 0.0% $0 0.0% 25.4% 0 0.0% 0.0% 9.5% 16.0%

Moderate 0 0.0% $0 0.0% 26.0% 0 0.0% 0.0% 28.6% 44.5%

Middle 0 0.0% $0 0.0% 22.4% 0 0.0% 0.0% 33.3% 32.3%

Upper 0 0.0% $0 0.0% 24.4% 0 0.0% 0.0% 23.8% 6.0%

Unknown 0 0.0% $0 0.0% 1.8% 0 0.0% 0.0% 4.8% 1.2%

Total 0 0.0% $0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%


Bank Aggregate

MU

LT

I F

AM

ILY

Count $ (000s)

HM

DA

TO

TA

LS

HO

ME

PU

RC

HA

SE

RE

FIN

AN

CE

HO

ME

IMP

RO

VE

ME

NT

PR

OD

UC

T T

YP

E

Tract Income

Levels


Count

Bank



2009


2009



42



Demographics

Households

# % $ % %

Low 0 0.0% $0 0.0% 9.3%

Moderate 7 29.2% $41 23.3% 26.2%

Middle 10 41.7% $56 31.8% 37.3%

Upper 7 29.2% $79 44.9% 27.0%

Unknown 0 0.0% $0 0.0% 0.2%

Total 24 100.0% $176 100.0% 100.0%



Tract Income Levels


2009

Bank

Count $ (000s)


Demographics


# % $ % % # % % % %

Low 0 0.0% $0 0.0% 9.9% 0 0.0% 0.0% 10.3% 10.9%

Moderate 1 33.3% $32 4.0% 20.3% 1 33.3% 4.0% 16.4% 17.6%

Middle 1 33.3% $750 92.9% 33.0% 1 33.3% 92.9% 29.3% 26.0%

Upper 1 33.3% $25 3.1% 33.2% 1 33.3% 3.1% 39.8% 39.0%

Unknown 0 0.0% $0 0.0% 3.6% 0 0.0% 0.0% 3.3% 6.2%

Total 3 100.0% $807 100.0% 100.0% 3 100.0% 100.0% 100.0% 100.0%



Tract Income

Levels


2009 2009

Bank Bank Aggregate

Count $ (000s)


Count



43



Demographics

Families by


# % $ % % # % % % %

Low 0 0.0% $0 0.0% 22.8% 0 0.0% 0.0% 4.9% 2.5%

Moderate 0 0.0% $0 0.0% 18.1% 0 0.0% 0.0% 13.0% 8.6%

Middle 0 0.0% $0 0.0% 20.5% 0 0.0% 0.0% 20.7% 17.8%

Upper 1 100.0% $86 100.0% 38.6% 1 100.0% 100.0% 35.9% 45.3%

Unknown 0 0.0% $0 0.0% 0.0% 0 0.0% 0.0% 25.4% 25.9%

Total 1 100.0% $86 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 22.8% 0 0.0% 0.0% 5.8% 2.9%

Moderate 0 0.0% 0 0.0% 18.1% 0 0.0% 0.0% 16.3% 11.7%

Middle 0 0.0% 0 0.0% 20.5% 0 0.0% 0.0% 26.6% 25.4%

Upper 1 100.0% 86 100.0% 38.6% 1 100.0% 100.0% 35.8% 46.9%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 15.5% 13.1%

Total 1 100.0% 86 100.0% 100.0% 1 100.0% 100.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 22.8% 0 0.0% 0.0% 4.1% 2.3%

Moderate 0 0.0% 0 0.0% 18.1% 0 0.0% 0.0% 10.7% 6.8%

Middle 0 0.0% 0 0.0% 20.5% 0 0.0% 0.0% 16.9% 13.5%

Upper 0 0.0% 0 0.0% 38.6% 0 0.0% 0.0% 36.1% 45.1%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 32.3% 32.4%

Total 0 0.0% 0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 22.8% 0 0.0% 0.0% 10.7% 4.2%

Moderate 0 0.0% 0 0.0% 18.1% 0 0.0% 0.0% 21.1% 13.8%

Middle 0 0.0% 0 0.0% 20.5% 0 0.0% 0.0% 27.9% 25.5%

Upper 0 0.0% 0 0.0% 38.6% 0 0.0% 0.0% 36.9% 49.8%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 3.4% 6.7%

Total 0 0.0% 0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%

Low 0 0.0% 0 0.0% 22.8% 0 0.0% 0.0% 0.0% 0.0%

Moderate 0 0.0% 0 0.0% 18.1% 0 0.0% 0.0% 0.0% 0.0%

Middle 0 0.0% 0 0.0% 20.5% 0 0.0% 0.0% 0.0% 0.0%

Upper 0 0.0% 0 0.0% 38.6% 0 0.0% 0.0% 0.0% 0.0%

Unknown 0 0.0% 0 0.0% 0.0% 0 0.0% 0.0% 100.0% 100.0%

Total 0 0.0% 0 0.0% 100.0% 0 0.0% 0.0% 100.0% 100.0%




PR

OD

UC

T T

YP

E

Borrower

Income

Levels


2009 2009

Bank Bank

RE

FIN

AN

CE

HO

ME

IMP

RO

VE

ME

NT

MU

LT

I FA

MIL

Y

Aggregate


HM

DA

TO

TA

LS

HO

ME

PU

RC

HA

SE



44



Demographics

Households by

Household Income

# % $ % %

Low 4 16.7% 6 3.4% 25.2%

Moderate 5 20.8% 9 5.1% 16.3%

Middle 5 20.8% 20 11.4% 18.3%

Upper 5 20.8% 57 32.4% 40.2%

Unknown 5 20.8% 84 47.7% 0.0%

Total 24 100.0% 176 100.0% 100.0%




Borrower Income

Levels


2009

Bank

Count $ (000s)

$ (000s) Count $ (000s)

# % $ % # % % % %

$1million or Less 2 66.7% $57 7.1% 2 66.7% 7.1% 22.8% 42.2%

Over $1 Million 1 33.3% $750 92.9% *- - - -

Total where Rev is available 3 100.0% $807 100.0% - - - -

Rev. Not Known 0 0.0% $0 0.0% - - - -

Total 3 100.0% $807 100.0% - - - -

$100,000 or Less 2 66.7% $57 7.1% 2 66.7% 7.1% 88.0% 22.3%

$100,001 - $250,000 0 0.0% $0 0.0% 0 0.0% 0.0% 5.7% 18.4%

$250,000 - $1 Million 1 33.3% $750 92.9% 1 33.3% 92.9% 6.2% 59.3%

Total 3 100.0% $807 100.0% 3 100.0% 100.0% 100.0% 100.0%

$100,000 or Less 2 100.0% $57 100.0% - - - -

$100,001 - $250,000 0 0.0% $0 0.0% - - - -

$250,000 - $1 Million 0 0.0% $0 0.0% - - - -

Total 2 100.0% $57 100.0% - - - -





2009 2009




%

Count

BU

SIN

ES

S

RE

VE

NU

E 89.5%

5.5%

95.0%

5.0%

100.0%

LO

AN

SIZ

ELO

AN

SIZ

E




45

APPENDIX C – DEMOGRAPHIC, GEOGRAPHIC, AND BORROWER DISTRIBUTION TABLES

(Tuscaloosa, AL)

!


Assessment Area: Tuscaloosa, AL

Families by Family

Income

Families < Poverty

Level as % of

Families by Tract

Families by

Tract Income

Tract

Distribution

Income Categories

# # # # %%%%

Low-income 0 0 0 2,772 0.0 0.0 0.0 37.8

Moderate-income 7 5,799 1,636 1,398 77.8 79.0 28.2 19.0

Middle-income 2 1,540 198 1,278 22.2 21.0 12.9 17.4

Upper-income 0 0 0 1,891 0.0 0.0 0.0 25.8

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0



Housing Units


# # # %%%%

Low-income 0 0 0 0 0.0 0.0 0.0 0.0

Moderate-income 10,557 6,425 1,904 2,228 79.1 60.9 18.0 21.1

Middle-income 2,316 1,693 324 299 20.9 73.1 14.0 12.9

Upper-income 0 0 0 0 0.0 0.0 0.0 0.0

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0


Revenue Not

Reported

Over $1

Million

Less Than or = $1

Million

Total Businesses by

Tract


# # # #% % % %

Low-income 0 0 0 0 0.0 0.0 0.0 0.0

Moderate-income 672 600 22 50 78.0 73.3 79.4 78.0

Middle-income 190 169 8 13 22.0 26.7 20.6 22.0

Upper-income 0 0 0 0 0.0 0.0 0.0 0.0

Unknown-income 0 0 0 0 0.0 0.0 0.0 0.0



100.0 100.0 100.0 100.0

89.2 3.5 7.3

862 769 30 63




46

APPENDIX C – DEMOGRAPHIC, GEOGRAPHIC, AND BORROWER DISTRIBUTION TABLES

(Tuscaloosa, AL) – Continued

Demographics

Households

# % $ % %

Low 0 0.0% $0 0.0% 0.0%

Moderate 50 98.0% $158 98.8% 80.2%

Middle 1 2.0% $2 1.3% 19.8%

Upper 0 0.0% $0 0.0% 0.0%

Unknown 0 0.0% $0 0.0% 0.0%

Total 51 100.0% $160 100.0% 100.0%



Tract Income Levels


2009

Bank

Count $ (000s)


Demographics

Households by

Household Income

# % $ % %

Low 28 54.9% 63 39.4% 38.3%

Moderate 7 13.7% 23 14.4% 15.7%

Middle 8 15.7% 30 18.8% 16.4%

Upper 7 13.7% 43 26.9% 29.7%

Unknown 1 2.0% 1 0.6% 0.0%

Total 51 100.0% 160 100.0% 100.0%




Borrower Income

Levels


2009

Bank

Count $ (000s)



47

APPENDIX D – DEFINITIONS AND GENERAL INFORMATION

Definitions

ATM - Automated Teller Machine

CDC - Community Development Corporation

CDFI - Community Development Financial Institution

CRA - Community Reinvestment Act (Regulation BB)

FDIC - Federal Deposit Insurance Corporation

FFIEC - Federal Financial Institutions Examination Council

HMDA - Home Mortgage Disclosure Act (Regulation C)

HUD - Department of Housing and Urban Development

LMI - Low- and Moderate-Income

LTD - Loan-to-Deposit

LTV - Loan-to-Value Ratio

MD - Metropolitan Division

MSA - Metropolitan Statistical Area

OMB - Office of Management and Budget

REIS - Regional Economic Information System

SBA - Small Business Administration

USDA - United States Department of Agriculture

Rounding Convention

Because the percentages presented in tables were rounded to the nearest tenth in most cases, some columns may not total exactly 100 percent.



48

General Information

The Community Reinvestment Act (CRA) requires each federal financial supervisory agency to use its authority when examining financial institutions subject to its supervision to assess the institution’s record of meeting the credit needs of its entire community, including low- and moderate-income neighborhoods, consistent with the safe and sound operation of the institution. Upon conclusion of such examination, the agency must prepare a written evaluation of the institution’s record of meeting the credit needs of its community.

This document is an evaluation of the CRA performance of Citizens Trust Bank prepared by the Federal Reserve

Bank of Atlanta, the institution’s supervisory agency, as of January 24, 2011. The agency rates the CRA performance of an institution consistent with the provisions set forth in Appendix A to 12 CFR Part 228.



49

APPENDIX E - GLOSSARY

Aggregate lending: The number of loans originated and purchased by all reporting lenders in specified income categories as a percentage of the aggregate number of loans originated and purchased by all reporting lenders in the metropolitan area/assessment area.

Census tract: A small subdivision of metropolitan and other densely populated counties. Census tract boundaries do not cross county lines; however, they may cross the boundaries of metropolitan statistical areas. Census tracts usually have between 2,500 and 8,000 persons, and their physical size varies widely depending upon population density. Census tracts are designed to be homogeneous with respect to population characteristics, economic status, and living conditions to allow for statistical comparisons.

Community development: All Agencies have adopted the following language. Affordable housing (including multi-family rental housing) for low- or moderate-income individuals; community services targeted to low- or moderate-income individuals; activities that promote economic development by financing businesses or farms that meet the size eligibility standards of the Small Business Administration’s Development Company or Small Business Investment Company programs (13 CFR 121.301) or have gross annual revenues of $1 million or less; or, activities that revitalize or stabilize low- or moderate-income geographies.

Effective September 1, 2005, the Board of Governors of the Federal Reserve System, Office of the Comptroller of the Currency, and the Federal Deposit Insurance Corporation have adopted the following additional language as part of the revitalize or stabilize definition of community development. Activities that revitalize or stabilize-

I. Low-or moderate-income geographies; II. Designated disaster areas; or

III. Distressed or underserved nonmetropolitan middle-income geographies designated by the Board, Federal Deposit Insurance Corporation, and Office of the Comptroller of the Currency, based on-

a. Rates of poverty, unemployment, and population loss; or b. Population size, density, and dispersion. Activities that revitalize and stabilize

geographies designated based on population size, density, and dispersion if they help to meet essential community needs, including needs of low- and moderate-income individuals.

Consumer loan(s): A loan(s) to one or more individuals for household, family, or other personal expenditures. A consumer loan does not include a home mortgage, small business, or small farm loan. This definition includes the following categories: motor vehicle loans, credit card loans, home equity loans, other secured consumer loans, and other unsecured consumer loans.

Family: Includes a householder and one or more other persons living in the same household who are related to the householder by birth, marriage, or adoption. The number of family households always equals the number of families; however, a family household may also include nonrelatives living with the family. Families are classified by type as either a married-couple family or other family, which is further classified into ‘male householder’ (a family with a male householder and no wife present) or ‘female householder’ (a family with a female householder and no husband present).



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APPENDIX E – GLOSSARY (Continued)

Full-scope review: Performance under the Lending, Investment, and Service Tests is analyzed considering performance context, quantitative factors (for example, geographic distribution, borrower distribution, and total number and dollar amount of investments), and qualitative factors (for example, innovativeness, complexity, and responsiveness).

Geography: A census tract delineated by the United States Bureau of the Census in the most recent decennial census.

Home Mortgage Disclosure Act (HMDA): The statute that requires certain mortgage lenders that do business or have banking offices in a metropolitan statistical area to file annual summary reports of their mortgage lending activity. The reports include such data as the race, gender, and the income of applications, the amount of loan requested, and the disposition of the application (for example, approved, denied, and withdrawn).

Home mortgage loans: Includes home purchase and home improvement loans as defined in the HMDA regulation. This definition also includes multi-family (five or more families) dwelling loans, loans for the purchase of manufactured homes and refinancings of home improvement and home purchase loans.

Household: Includes all persons occupying a housing unit. Persons not living in households are classified as living in group quarters. In 100 percent tabulations, the count of households always equals the count of occupied housing units.

Limited-scope review: Performance under the Lending, Investment, and Service Tests is analyzed using only quantitative factors (for example, geographic distribution, borrower distribution, total number and dollar amount of investments and branch distribution).

Low-income: Individual income that is less than 50 percent of the area median income, or a median family income that is less than 50 percent, in the case of a geography.

Market share: The number of loans originated and purchased by the institution as a percentage of the aggregate number of loans originated and purchased by all reporting lenders in the metropolitan area/assessment area.

Metropolitan area (MA): A metropolitan statistical area (MSA) or a metropolitan division (MD) as defined by the Office of Management and Budget. An MSA is a core area containing at least one urbanized area of 50,000 or more inhabitants, together with adjacent communities having a high degree of economic and social integration with that core. An MD is a division of an MSA based on specific criteria including commuting patterns. Only an MSA that has a population of at least 2.5 million may be divided into MDs.

Middle-income: Individual income that is at least 80 percent and less than 120 percent of the area median income, or a median family income that is at least 80 percent and less than 120 percent, in the case of a geography.

Moderate-income: Individual income that is at least 50 percent and less than 80 percent of the area median income, or a median family income that is at least 50 percent and less than 80 percent, in the case of a geography.



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APPENDIX E – GLOSSARY (Continued)

Multi-family: Refers to a residential structure that contains five or more units.

Other products: Includes any unreported optional category of loans for which the institution collects and maintains data for consideration during a CRA examination. Examples of such activity include consumer loans and other loan data an institution may provide concerning its lending performance.

Owner-occupied units: Includes units occupied by the owner or co-owner, even if the unit has not been fully paid for or is mortgaged.

Qualified investment: A qualified investment is defined as any lawful investment, deposit, membership share, or grant that has as its primary purpose community development.

Rated area: A rated area is a state or multistate metropolitan area. For an institution with domestic branches in only one state, the institution’s CRA rating would be the state rating. If an institution maintains domestic branches in more than one state, the institution will receive a rating for each state in which those branches are located. If an institution maintains domestic branches in two or more states within a multistate metropolitan area, the institution will receive a rating for the multistate metropolitan area.

Small loan(s) to business(es): A loan included in 'loans to small businesses' as defined in the Consolidated Report of Condition and Income (Call Report) and the Thrift Financial Reporting (TFR) instructions. These loans have original amounts of $1 million or less and typically are either secured by nonfarm or nonresidential real estate or are classified as commercial and industrial loans. However, thrift institutions may also exercise the option to report loans secured by nonfarm residential real estate as "small business loans" if the loans are reported on the TFR as nonmortgage, commercial loans.

Small loan(s) to farm(s): A loan included in ‘loans to small farms’ as defined in the instructions for preparation of the Consolidated Report of Condition and Income (Call Report). These loans have original amounts of $500,000 or less and are either secured by farmland, or are classified as loans to finance agricultural production and other loans to farmers.

Upper-income: Individual income that is more than 120 percent of the area median income, or a median family income that is more than 120 percent, in the case of a geography.

Documents

REPORTS, FRB, CITIZENS TR BK, ATLANTA, GA, 03-28-2011 ...The bank is primarily a small business and commercial lender, but also offers consumer real estate and other consumer loans