Memorandum on findings

ALLY BANK

6985 UNION PARK CENTER, SUITE 435
MIDVALE, Utah 84047

STAR RATING: 3 G
Predictive Indicator
As of June 30, 2009
Federal Reserve System Identifier 3284070

HOLDING COMPANY INFORMATION

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INTRODUCTION

U.S. commercial banks are chartered under either federal or state jurisdiction for the purposes of accepting funds for deposit and extending loans to either individual or business borrowers. Banks are subject to credit, interest rate, and operational risk, and, because of both their public purpose and their importance to the nation's economy, banks are the object of intense regulatory scrutiny.

The Bankrate proprietary commercial bank rating model analyzes capitalization, asset quality, earnings, and liquidity and produces composite and component "Star" ratings that can be used as a measure of the rated entity's financial safety and soundness. Additionally, early warning components of the model highlight operating characteristics of immediate concern and recommended follow-up actions.

Institution Commentary

OVERVIEW of Institution
Organized in 2004, ALLY BANK is a state chartered commercial bank, which, as of June 30, 2009, reported $42.4602 billion in total assets. At that date, loans and deposits held by the bank amounted to $22.6007 billion and $25.4224 billion, respectively. The bank's June 30, 2009 equity base of $5.8640 billion produced an Equity/Assets ratio of 13.81%, as of that date.

COMPOSITE SUMMARY
Bankrate believes that, as of June 30, 2009, this bank exhibited a generally satisfactory condition, characterized by substantially lower than normal overall, sustainable profitability, satisfactory asset quality, very strong capitalization and much lower than normal liquidity.

EARNINGS ANALYSIS
For the six months ended June 30, 2009, the bank recorded a net loss of $-323,135.00 thousand, which represented a return on average assets (ROA) of -1.27%. Year earlier six month results amounted to a net profit of $23.5510 million, or a 0.16% annualized ROA. An ROA of at least 1.0% is deemed satisfactory in accordance with banking industry standards, and the industry's ROA for the first six months of 2009 was approximately 0.4%. We have concluded that for the first six months of 2009, the bank achieved substantially below average return on equity , and, as noted, sustained an actual loss for that six month period . We deem net interest margin to have been substantially below average, and the reported percentage should cause inquiry into balance sheet composition, asset yields, and liability costs. Noninterest income was normal. We also observed overhead ratios that were below standard, a sign of good expense control. Importantly, net interest margins, noninterest income components, and overhead expense levels represent operating factors that combine to impact overall operating results.

ASSET QUALITY ANALYSIS
The bank revealed, as previously stated, satisfactory asset quality. Our conclusion with respect to asset quality incorporates our analysis of data depicting regional economic conditions as well as our computations of a somewhat higher than standard June 30, 2009 nonperforming asset ratio, approximately normal reserve coverage for nonperforming loans, and apparently acceptable quality, or no greater than average, holdings of commercial real estate and construction loans, two categories that can intensify credit risk.

Other asset categories, such as farm and consumer loans, which may carry more than usual default potential, should not have a substantial negative impact upon future results.

Loan yield can measure financial reward versus credit risk. Excessive loan yield may be an indicator of existing or future problems. Our loan review indicates that the bank has assumed a seemingly prudent position between credit risk and financial reward. Likewise, for banking institutions, substantially higher than normal asset growth can be deemed speculative and can lead to financial deterioration. This bank exhibits such growth which, if unrelated to merger activity, should be subject to further inquiry.

CAPITAL ANALYSIS
For the one year period ended June 30, 2009, the bank reported a strong rate of growth in equity capital. Balance sheet structural changes, through the one year period of time ended June 30, 2009, have highly improved the bank's capital position. Our analytical methodology does take into account the quantity, quality, and durability of net worth, and, as set forth above, we have determined, based upon our series of tests, that the bank demonstrates very strong capitalization. We have calculated the bank's June 30, 2009 Total Risk-Based Capital position, a computation used by industry regulators, and have concluded that this bank substantially exceeded the requirement, set by regulation, for this test.

LIQUIDITY ANALYSIS
As of June 30, 2009, the bank displayed modest balance sheet liquidity and a seemingly greater than prudent reliance upon wholesale, or non-core liabilities, which include all borrowings, such as Federal Home Loan Bank Advances, and CD's greater than $100,000.

Accounting principles require some securities to be categorized as "Available-for-Sale." Changes in market value of these securities are reflected through the GAAP (Generally Accepted Accounting Principles) net worth of the institution. Based upon the bank's present balance sheet, changes in the value of the current level of securities reported as "Available-for-Sale" are almost certain to have a substantial impact upon future net worth of the bank.

INSTITUTION SUMMARY
This bank has been rated generally satisfactory.
Negative factors that impacted that rating follow:

• Earnings
• Liquidity

Positive factors that impacted that rating follow:

• Capitalization

As noted previously, early warning indicators, possibly requiring specific investigation include:

• Net Interest Margin
• Asset Growth
• Brokered Deposits
• Puchased Liabilities

PREDICTIVE INDICATOR
As stated, we have determined a composite Star rating for this bank of 3 G , indicative of a generally satisfactory financial condition. At times, financial conditions of banks change rapidly and significantly. Hence, our Safe & Sound Star ratings should not be deemed predictive of likely future ratings. However, in view of early warning indicators set forth within this report, in combination with the institution's financial data, we believe that the Star rating for this institution is likely to decline within the ensuing twelve month period.