HIL CO 73 page 5

 out, I was elected to the board, elected president and chairman of the board of
 the bank. That surprised me. I did not realize, had no idea, that would happen.
 Anyway, we went ahead and bought a piece of property right in what was then
 downtown Brandon and built a building. The building is still there, but it is not a
 bank building anymore. I think it is doctors' offices now. A very nice building, and
 it opened up January 5, 1961. In 1982, we had been approached by a half-dozen
 of the different holding companies that were expanding and growing in Florida at
 that time. In the beginning, you could only have a bank. You could not have
 branches when we started the bank. You could have a subsidiary bank, but you
 had to have half the stock owned by our stockholders, the Brandon State Bank
 stockholders. We formed one of those at Riverview, the Bank of Riverview.
 Then, a little later on, they said, well, if you want to put a branch in, you can put
 within a mile of your main office. So, the board of directors put up the money,
 and we bought a location within a mile of the Brandon State Bank home office.
 But we never used it. Banking was moving so fast at that time that the first thing
 you know, they had approved that you could branch anywhere within the county
 but you could not branch across county-lines. Then, the next thing you know, you
 could branch across county-lines, and the next thing you know, you could branch
 across state-lines. Today, you can go anywhere. So, we had a monopoly on the
 market out there for, oh, twelve or fifteen years, before another bank moved out
 there.

B: Was that because bigger banks could not branch themselves out into that area?

C: Well, once we opened the bank, at that time, it was not necessary to have
 another bank. It probably would not have been economically feasible. They could
 not prove to the regulator, the bank commissioner, that we needed another bank
 in that area. As time went by and the town grew--it was not incorporated, by the
 way. It was an unincorporated community of Hillsborough County. Barnett Bank
 established a branch there, but by that time, we were so far along that they really
 did not affect our business. But in 1982, and in the early 1980s and the latter part
 of the 1970s, all the holding companies were coming to Florida, and all of them
 were offering to buy banks. I originally looked at one in Fort Lauderdale named
 Landmark Bank, which, after looking into it very closely, I was not satisfied with.

B: To clarify, you were considering offers from banks.

C: Yes, because they were going to locate next door to us and we knew it was
 going to be tough.

B: And Landmark was one of these that was shooting offers?

C: Landmark was not even in the picture to move out there. Landmark owned a
 bank in St. Petersburg, and the president of that bank, the CEO of that bank,
 was a friend of mine. He talked to me about them making us an offer to acquire