0000950116-99-001212 Sample Contracts

FOX-PITT, KELTON CORPORATE FINANCE 380 Madison Avenue, 24th Floor Tel: 212 857 6200 New York, NY 10017-2513 Fax: 212 682 0779 June 23, 1999 The Board of Directors Prime Bancorp, Inc. 7111 Valley Green Road Fort Washington, Pennsylvania 19034...
Fairness Opinion Consent • June 23rd, 1999 • Summit Bancorp/Nj/ • National commercial banks

Pursuant to the letter agreement between Prime Bancorp, Inc. ("Prime" or the "Company") and Fox-Pitt, Kelton Inc. ("Fox-Pitt, Kelton") dated February 5, 1999, Fox-Pitt, Kelton consents to the fact that a copy of and references to its fairness opinion may be filed with the Securities and Exchange Commission and included as part of the proxy statement-prospectus contained in the registration statement on Form S-4 provided to the Company's stockholders.

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