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                                                                   EXHIBIT 99(a)


                             BAY STATE BANCORP, INC.

         The Company was organized in October 1997 at the direction of the Board
of Directors of the Bank for the purpose of acquiring all of the capital stock
to be issued by the Bank in the Conversion. The Company has applied to the OTS
to become a savings and loan holding company and, upon approval, will be subject
to regulation by the OTS. Upon consummation of the Conversion, the Company will
conduct business initially as a unitary savings and loan holding company. See
"Regulation--Holding Company Regulation." After completion of the Conversion,
the Company's assets will consist of all of the outstanding shares of the Bank's
capital stock issued to the Company in the Conversion and that portion of the
net proceeds of the Offerings retained by the Company. The Company intends to
use part of the net proceeds it retains to form and capitalize the ESOP Loan
Subsidiary which subsidiary will loan funds to the ESOP to enable the ESOP to
purchase 8% of the Common Stock issued in the Conversion, including shares
issued to the Foundation. Based on certain regulatory and market conditions, the
Company and Bank may, however, alternatively choose to fund the ESOP's stock
purchases through a loan by a third-party financial institution. The Company
intends to initially invest any remaining proceeds in federal funds and
short-term mortgage-backed and mortgage-related securities. See "Use of
Proceeds." Immediately after the Conversion, the Company will have no
significant liabilities. The management of the Company is set forth under
"Management of the Company." Initially, the Company will neither own nor lease
any property, but will instead use the premises, equipment and furniture of the
Bank. At the present time, the Company does not intend to employ any persons
other than officers of the Company who are also officers of the Bank, but will
utilize the support staff of the Bank from time to time. Additional employees
will be hired as appropriate to the extent the Company expands its business in
the future.

         Management believes that the holding company structure will provide the
Company with additional flexibility to diversify, should it decide to do so, its
business activities through existing or newly-formed subsidiaries, or through
acquisitions of other financial institutions and financial services related
companies. In addition, management believes that the Company will be in a
position after the Conversion, subject to regulatory limitations and the
Company's financial position, to take advantage of any acquisition and expansion
opportunities that may arise. There are no current arrangements, understandings
or agreements, written or oral, regarding any such opportunities or
transactions. The initial activities of the Company are anticipated to be funded
by the net proceeds retained by the Company and earnings thereon or,
alternatively, through dividends from the Bank.

         The Company's executive offices are located at 1299 Beacon Street,
Brookline, Massachusetts 02146 and the telephone number is (617) 739-9500.