Possible Merger Is One Item on the Table As Meridian Bancorp's Board

Directors of Meridian Bancorp are scheduled to meet today and one item on the agenda is sure to be a possible merger or sale of the Pennsylvania bank.

The meeting, a regularly scheduled annual strategy session, will include representatives of Meridian's investment banker, Goldman, Sachs & Co., and its management consultant, First Manhattan Consulting Group, according to bank officials.

Meridian, based in Reading, is an oft-mentioned takeover candidate, even though chief executive Samuel A. McCullough has stood firmly against the notion.

"The option of selling out is perhaps more pressing than it might have been in times past," said Mary Quinn, an analyst with Keefe, Bruyette & Woods Inc. "We could see an announcement or we may not. It's really a crapshoot right now."

Spokeswoman Constance Walker said Meridian executives and board members are keenly aware of the industry's takeover climate and would consider selling or merging along with other strategic options.

"Granted, because of the banking environment there's probably more scrutiny of (a merger or sale)," she said. "But we are not new to the takeover list."

Likely suitors include NationsBank Corp., Mellon Bank Corp., UJB Financial Corp., CoreStates Financial Corp., First Union Corp., National City Corp., and Keycorp.

Meridian, which has $15 billion of assets, would fetch $41 to $44 a share, or $3 billion, analysts said.

CoreStates and UJB could probably pay the most with the least dilution in shareholder value, and they would make good strategic fits, said Wheat, First Securities Inc. analyst Merrill H. Ross.

Other potential suitors, like PNC Bank Corp., seem less likely, said Ms. Ross.

"My feeling is that they're just too darn busy with what they have on their plate," she said of PNC. "You could probably say the same thing of Nat City."

Meridian, the nation's 45th-biggest bank holding company, has 300 branches in Pennsylvania, New Jersey, and Delaware. Last year, it announced the acquisition of $1.6 billion-asset United Counties Bancorp. of Cranford, N.J.

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