____________

230 SOUTH LASALLE STREET
CHICAGO, ILLINOIS 60604-1413
August 3, 2005

Mr. Patrick S. Murphy
Godfrey & Kahn, S.C.
780 North Water Street
Milwaukee, Wisconsin 53202

Dear Mr. Murphy:

The Federal Reserve Bank of Chicago, acting under delegated authority from the Board
of Governors and having considered the relevant statutory factors, hereby approves the
application filed by Generations Bancorp, Inc. (Generations), Waukesha, Wisconsin, to
become a bank holding company through the acquisition of 100 percent of the voting shares of
Foundations Bank (in organization), Pewaukee, Wisconsin, pursuant to Section 3(a)(1) of the
Bank Holding Company Act.

The approval is specifically conditioned on Generations compliance with the
commitments and representations made in connection with the application, including the
commitment that Generations will not incur debt (including subordinated debt) without the prior
written approval of this Reserve Bank. Generations has agreed that this commitment is deemed
to be a condition imposed in writing in connection with the Federal Reserve Systems findings
and decision on this application to form a bank holding company and, as such, may be enforced
in proceedings under applicable law.

This acquisition may be consummated on or after August 18, 2005, the 15
th
calendar
day after approval. The acquisition may not be consummated after three months from the date
of this letter, unless such period is extended by the Federal Reserve System. In addition to a
written notice of consummation, the following information should be provided to this Reserve
Bank within 30 days of consummation:

1.
Mailing address for Generations to be used in the future, including street number or Post
Office Box number;

2.
Date of fiscal year-end for Generations;

3.
Parent-only balance sheet of Generations as of the close of business on the date of
consummation (prepared in accordance with generally accepted accounting principles);

4.
Number and percent of each class of voting shares of bank acquired by Generations;

5.
List of changes, if any, in directors, and principal officers and shareholders of
Generations since the bank holding company application was filed; and,

6.
A completed Form FR Y-10 (Report of Changes in Organizational Structure copy
enclosed). The form is also available online at
https://y10online.federalreserve.gov/prod/dispatcher/auth. Please contact Lynette
Grizzle at (312) 322-6058 to discuss this report and other reporting requirements.
Depending on the consummation date of this proposal, expeditious submission of
this/these report(s) may be required
. FEDERAL RESERVE BANK
OF CHICAGO
____________

230 SOUTH LASALLE STREET
CHICAGO, ILLINOIS 60604-1413
Mr. Patrick S. Murphy
Page 2


Generations first Annual Report on Form F.R. Y-6, which must be filed with the Reserve
Bank within three months of the fiscal year-end in which it becomes a bank holding company,
will complete the registration requirements pursuant to Section 5(a) of the Bank Holding
Company Act. Accordingly, the time for completing the registration requirements, pursuant to
Section 5(a) is hereby extended, as necessary, to the date of the filing of the F.R.Y-6.

If you have any questions regarding this matter, please contact Examiner Angela Nicoli
at (515) 241-1483 or Amy Hofner at (312) 322-5884.

Respectfully,








/s/ Patrick M. Wilder

Patrick M. Wilder
Assistant Vice President








/s/ Julie Williams

Julie Williams
Assistant Vice President
Regional Director Wisconsin



Enclosure


cc:
Mr. Gregory Kolton

Chairman, President and CEO

Generations Bancorp, Inc.

1201 Marlin Court

Waukesha, Wisconsin 53186