Charles J. Hamm wants it known that Independence Savings Bank plans to stay a part of its working-class and immigrant community after its shift to shareholder ownership later this year.

"We make it quite clear in our prospectus that if you think the only priority in the conversion is maximizing shareholder value, that is not our priority. We are doing this to become a better community bank," said Mr. Hamm, who is chairman, president, and chief executive officer.

In documents related to its initial public offering, Independence said it believes its commitment to Brooklyn and other parts of New York City "has permitted it to build strong customer identification and loyalty which is essential to the bank's ability to compete."

Until this spring, Mr. Hamm had insisted on retaining the traditional depositor-owned mutual status for Independence Community Bank Corp., holding company for the savings bank, despite the decade-long trend in the thrift industry toward becoming shareholder institutions.

Mr. Hamm said during a recent interview that he changed his mind because Independence needs stock available as currency for acquisitions to expedite its New York-area growth plans. He also said that the bank was able to develop a conversion plan that features a sizable community trust.

According to its recent S-1 registration statement with the Securities and Exchange Commission, the thrift will form a private charitable agency called Independence Community Foundation.

After its conversion, which will rank among the largest in the thrift industry, the company plans to fund the foundation by contributing unissued shares equivalent to 8% of the stock sold in its public offering. That will endow the foundation with $40 million.

"I would hope that half" the foundation's spending "will be in the form of low-income housing grants and investments and the rest will go toward health, education, welfare, and culture," Mr. Hamm said.

But the thrift executive emphasized that he is convinced that conversion to stock form was important for Independence from a business and economic standpoint.

Although the institution could have gone on as a mutual, growth would have been slower, he said. Alternative means of access to the capital markets was needed.

Principally, the company faced limits on expansion if it could not offer stock rather than cash as currency in acquisitions. And expansion is necessary, because growth in the thrift's own market area is slow.

Finally, with $4 billion of assets, Mr. Hamm think thinks Independence "has proven itself at a larger size, shown that it can earn some money and stay independent. Independence is not guaranteed, but I think we can do it."

Growth has not come easily in a part of New York populated mostly by working-class and immigrant families. "We speak eight languages," noted Mr. Hamm. "Our niche is new or 'middle' Americans. They want banks to help them participate more fully in the pursuit of happiness."

Mr. Hamm, 59, is a Brooklyn native whose own roots in the borough go back as far as the bank he leads. These ties illuminate his strong sense of attachment to the community.

In his office Mr. Hamm keeps a portrait of the Rev. Joseph Fransioli, his great-great-grand uncle, who emigrated from Ticino, Switzerland, and was ordained a Roman Catholic priest in Brooklyn in 1850.

"He reminds me every day of what can happen," the thrift executive said.

Besides forming a parish that still exists, St. Peters in Brooklyn, during the Civil War Father Fransioli helped found a hospital, now the Cobble Hill Nursing Home. He also helped found a youth charity now called the Brooklyn Bureau of Community Service, of which Mr. Hamm is chairman.

Moreover, the priest helped start a thrift institution, Atlantic Liberty Savings, which today is based across the street from Mr. Hamm's office.

More than other such institutions, Independence has been a lender to the small businesses that have traditionally been the route of advancement for immigrants. Besides working with loan brokers who serve ethnic communities, Mr. Hamm has helped develop merchant associations patterned after 19th- century immigrant lending societies.

While loans to immigrant merchants may not always carry the traditional security of other credits, they are backed by peer group pressure from the immigrant groups themselves. Mr. Hamm calls that a "greater moral instrument than the note itself."

But acquisitions are one of the biggest factors in the future. "Inward growth in a mature, overbanked urban environment meant a long, long road," he said.

At branches in some areas, deaths and out-of-area retirements meant the loss of up to 1,000 depositors annually.

"Because neighborhoods and communities served by the bank are fully developed and experiencing little population growth - and are highly competitive banking markets - the ability to grow has been largely dependent on acquisition of other financial institutions," the thrift said in its registration statement.

"But I want prospective shareholders to know that we are not going to California or Canada," Mr. Hamm said. "We are staying in the area, but of course I mean the New York media market."

Besides nearby Staten Island, this market includes Long Island, Westchester County, Southern Connecticut, and Northern New Jersey. It could also mean-but probably won't-Manhattan, Mr. Hamm said.

Independence now has just one branch office in New York's business center, but Mr. Hamm said he is not excited about launching more. "It's a low priority," he said.

Mr. Hamm spent much of his career in Manhattan-not in banking but on Madison Avenue. A 24-year career in advertising and marketing culminated in posts as vice chairman for domestic operations and international executive vice president of McCann-Erickson Worldwide.

Along the way, Mr. Hamm helped developed the Mean Joe Green television advertising campaign for Coca-Cola, among other campaigns. Not surprisingly, his marketing role at the bank is hands-on.

A Harvard College graduate, Mr. Hamm went to New York University's business school at night while pursing his advertising career. And he became a trustee of Independence Savings Bank.

When the thrift was looking for new leadership 12 years ago, the advertising executive decided to make "a fascinating change of careers at the top, going in as president."

In the tradition-bound mutual savings bank industry, the path was not always easy. "I was accused of radicalism," he said, "but I preferred to think I had a different view of the possible and a different outlook on the future."

Now it appears Mr. Hamm will have the chance to pursue his vision as the head of a public company with resources well beyond what could have been imagined a decade ago.

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