IN THE UNITED STATES DISTRICT COURT
                        FOR THE DISTRICT OF COLUMBIA

   UNITED STATES OF AMERICA,
   Plaintiff,

   v.

   CHEVY CHASE FEDERAL SAVINGS BANK,
   and B.F. SAUL MORTGAGE COMPANY,
   Defendants.

   __________________________________________

                               CONSENT DECREE

    I. INTRODUCTION AND SUMMARY
       This decree is entered, upon consent of the parties, to resolve
       claims of the United States and the Chevy Chase Federal Savings
       Bank and the B.F. Saul Mortgage Company (herein after referred to
       as the Bank and Mortgage Company) violated the Fair Housing Act,
       42 U.S.C. §§ 3601-3619, and the Equal Credit opportunity Act, 15
       U.S.C. §§ 1691-1691f, by discriminating on the basis of race in
       home mortgage financing and other types of credit transactions in
       the Washington, D.C. metropolitan area. The United States contends
       that the Bank and Mortgage Company have considered the racial
       composition of residential areas in determining where to market
       their products, and have avoided doing business in areas where
       African American persons reside. The United States further alleges
       that the challenged practices and policies are intended to deny,
       and have the effect of denying, an equal credit opportunity to
       residents of African American neighborhoods, on account of the
       racial identity of the neighborhood, to obtain mortgage financing
       and other types of credit transactions. The totality of the
       policies or practices challenged are commonly referred to as
       redlining.
       In June 1993, the United States began the investigation that
       resulted in this lawsuit. Before and after that date the Bank and
       Mortgage Company initiated an agressive effort to market their
       products to African American residential areas. Most notably, the
       Bank and Mortgage Company have opened three Chevy Chase Bank
       branches and four B.F. Saul Mortgage Company offices in African
       American residential neighborhoods of the Washington, D.C.
       metropolitan area, and have engaged in an aggressive campaign to
       solicit business in African American neighborhoods. Those effects
       will be continued and expanded by the terms of this Consent
       Decree.
       By this decree, the Bank and Mortgage Company have committed to a

                    IN THE UNITED STATES DISTRICT COURT
                        FOR THE DISTRICT OF COLUMBIA

   UNITED STATES OF AMERICA,
   c/o U.S Department of Justice
   P.O. Box 65998
   Washington, D.C. 20035-5998

   U.S. Attorney's Office
   555 4^th Street, NW
   Washington, D.C. 20001
   Plaintiff,

   v.

   CHEVY CHASE FEDERAL SAVINGS BANK,
   8401 Connecticut Avenue
   Chevy Chase, Maryland

   and

   B.F. SAUL MORTGAGE COMPANY,
   8401 Connecticut Avenue
   Chevy Chase, Maryland
   Defendants.

   __________________________________________

                                 COMPLAINT

   The United States of America alleges:

    1. This action is brought by the United States to enforce the
       provisions of Title VIII of the Civil Rights Act of 1968 (the Fair
       Housing Act),as amended by the Fair Housing Amendments Act of
       1988, 42 U.S.C. §§3601-3619, and the Equal Credit Opportunity Act,
       15 U.S.C. §§1691-1691f.
    2. This court has jurisdiction of this action pursuant to 28 U.S.C.
       §1345, 42 U.S.C §3614, and 15 U.S.C.§1691(h).
    3. Defendant Chevy Chase Federal Savings Bank (hereinafter "Chevy
       Chase"), is a federally chartered savings and loan association
       doing business in the District of Columbia, Maryland and Virginia.
       Chevy Chase offers the traditional services of a financial
       depository institution, including the receipt of monetary
       deposits, the financing of residential housing, business,
       commercial and consumer loans, and other types of credit
       transactions. As of March 31, 1993, Chevy Chase had over $3.8
       billion in total deposits, and consolidated assets of $4.7