Charlie Bullock knows a thing or two about buying troubled financial institutions.

After all, he was with First Midwest Bancorp as a regional bank president when the Itasca, Ill., company bought five failed thrifts from 1989 to 1991. His subsidiary bank was responsible for turning around the largest of these thrifts, $109 million-asset Home Savings of Joliet, Ill., after it merged charters with the bank.

So Mr. Bullock did not turn up his nose up - as most bankers did - when regulators called him at his new company, S&C Banco, to invite him to bid on a failing Minnesota bank.

"We had wanted to expand into Minnesota for some time, but we had put those plans on the back burner," said Mr. Bullock, chief executive officer of $265 million-asset S&C in New Richmond, Wis. "When this opportunity came up, we knew it was time."

On July 14, Mr. Bullock's company took over Town and Country Bank in Almelund, Minn.

The $30.1 million-asset bank had been in trouble with state and federal regulators for months before they seized control and auctioned off its assets. Regulators said they had examined the 86 year-old bank last fall before doing a follow-up examination in April and May.

"This bank has been closely watched over the last year or so," said Bruce Gordon, a spokesman for the financial examinations division of the Minnesota Department of Commerce. "There were a number of bad loans," he said, "that affected the portfolio as a whole."

Town and Country lost $165,000 last year.

After deciding to seize the bank, regulators on June 21 held a bidders' meeting in St. Paul that was attended by 30 or 40 banks, said Kevin M. Murphy, assistant commissioner of the financial examinations division.

Despite the turnout, only about five banks bid on portions of Town and Country's portfolio, he said. Of these, the state accepted bids by S&C and Queen City Federal Savings Bank of Virginia, Minn.

S&C paid $2.9 million to take over $11.1 million of Town and Country's assets and its $26.5 million of deposits, according to the Federal Deposit Insurance Corp. Queen City bought $9 million of the assets for $399,000. The FDIC says it is trying to sell the remaining $10 million of assets.

Because S&C also assumed the deposits, it gained the right to buy Town and Country's three branches, which Mr. Bullock said S&C plans to do as soon as real estate appraisals are completed. Meanwhile, regulators have let S&C do business in the offices since July 15 - the day after Town and Country closed.

The three-branch bank - now operating as S&C Bank, Minnesota - is the company's fifth banking charter. It owns four banks in the St. Croix and Chippewa River valleys of northwestern Wisconsin. Town and Country was in east-central Minnesota. When it investigated expanding into the North Star State in the mid-1990s, it found that Minnesota law barred out-of-state companies from starting new banks and limited what they could buy.

"We look at purchasing this failed bank as simply another means of expanding," Mr. Bullock said. "Our company is highly capitalized. We have the capacity to grow and expand by absorbing this bank."

This is similar to First Midwest's strategy when it bought failed thrifts from the Resolution Trust Corp. a decade ago.

First Midwest, now a $5.7 billion-asset company, would buy thrifts near its existing banks and try to boost their performance by cross-selling, said Jim Roolf, who has worked at the company more than 20 years. First Midwest has a 23.3% return on equity, compared with an industry average of 15.5%.

"We were pretty successful with those acquisitions," said Mr. Roolf, who is First Midwest's regional banking president in Joliet.

Since Mr. Bullock took S&C's helm a little more than two years ago, it has unsuccessfully bid on portions of $114 million-asset Hartford-Carlisle Savings Bank in Iowa after regulators seized it in January.

"The one in Iowa wasn't in our backyard, so we weren't as excited or interested in it," Mr. Bullock said. "This one is in our backyard, so it's really a good opportunity for us."

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