Wachovia Corporation, Winston-Salem,

North Carolina, to invest through its

subsidiary, Wachovia International

Capital Corporation, in WSH Holdings .
LTD, a Cayman Islands corporation,

which would invest in Banco Portugues

do Atlantico-Brasil, S. A., Sao Paulo,

Brazil.

*Application is subject to CRA requirements.
**Expiration of comment period as specified in the Federal Register.

Week ending April 25, 1997

Defi £ Rati

Outstanding record of meeting community credit needs.
An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated
community, including low- and moderate~income neighborhoods, in a manner con-
sistent with its resources and capabilities.

Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.

Needs to improve record of meeting community credit needs. .
An institution in this group needs to improve its overall record of ascer-
taining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.



KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED
During the week ending April 25, 1997

SECTION I - APPLICATIONS SUBJ \WSPAPER NOTICE ON
APPLICATION COMMENT PERIOD ENDING DATE
None.
SECTION II - APPLICATIONS SUBJECT TO BOTH
NEW: P. ‘EDERAL REGISTER NOTI
APPLICATIO PERIO ING D.
Hohl Financial, Inc., Wahoo, Nebraska, for prior May 16, 1997

approval to become a bank holding company through
the acquisition of 100 percent of the voting shares of
Wahoo State Bank, Wahoo, Nebraska.*

FECTION Il - APPLICATI SUB. Le) STER NOTICE ONLY
APPLICATION COMMENT PE! D.
None.

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE

APPLICATION

None.
SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS
Identification of Ratings

Inconnection with the assessment of each insured depository institution's CRA performance, a rating
is assigned from the following groups:

Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of ascertaining and helping to meet

the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.



RESERVE BANK APPLICATIONS BULLETIN For week ending April 25, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

T : ICAT! R
Application mI ri

*Section 9 branch application by McIlroy Bank & Trust,

Fayetteville, Arkansas, to establish a branch in a Wal-Mart

Supercenter located at 3919 North Mall Avenue, Fayetteville,

Arkansas. 5-13-97

*Section 9 branch application by MidSouth Bank, Monette,
Arkansas, to establish a branch at 211 East Washington Street,

Jonesboro, Arkansas. 4-30-97
i J - APPLICATI T
ER L NOTICE
Application End of Comment Period

*Section 4(c)(8) notification by Concord EFS, Inc., Memphis,
Tennessee, to acquire EFS Federal Savings Bank, Oakland,
Tennessee, a proposed de novo thrift. Federal Register: 5-13-97

Change in control notification involving Citizens Bancshares
of Batesville, Inc., Batesville, Arkansas, by Southerland Family
Limited Partnership, Batesville, Arkansas. Federal Register: 5-15-97

Change in control notification involving Seligman

Bancshares, Inc., Seligman, Missouri, by Charles L. Spangler. Federal Register: 5-15-97
Il - LICATI: CT TO FEDERAL REGISTER NOTICE
Application f nt Peri

Section 4(c)(8) notification by Union Illinois Company, Swansea,

Illinois, to engage in finance company activities through the

acquisition of the assets of Missouri PayDay Loan Company, Inc.,

Missouri Budget, Inc. d/b/a Missouri PayDay Loan, and Budget

Finance, Inc., all of St. Louis, Missouri. N/A

= T DI ISTER T
APE) TT.

Section 3(a)(5)(C) notification by OneFinancial Corporation,
Little Rock, Arkansas, to acquire One National Bank,
Little Rock, Arkansas. N/A

*This application/notification is subject to CRA.


FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 4/25/97
i = Li
lication ment Peri i
First Security Bank of Nevada, Las Vegas, Nevada, Newspaper: 5/22/97
to merge with American Bank of Commerce, Las
Vegas, Nevada. *
ion I] - lication js Be
Newspaper and Federal Register Notice
Imperial Bancorp, Inglewood, California, to acquire Newspaper: Not available
Imperial Bank of Arizona, Phoenix, Arizona. *
Fed. Reg.: 5/01/97
First Security Corporation, Salt Lake City, Utah, to Newspaper: 5/22/97
acquire by merger American Bancorp of Nevada,
Las Vegas, Nevada. * Fed, Reg.: Not available
jon III - Feder: r Onl
None
i - Appli Feder: i
or Newspaper Notice
None

* Subject to CRA.



FEDERAL RESERVE BANK OF PHILADELPHIA

T. I- T! D T
NOTICE ONLY
Johnstown Bank and Trust Company, Johnstown, PA to acquire branches of National City

Bank of Pennsylvania, Pittsburgh, PA, located at: 1) 210 East Main Street, Everett, PA; 2)
229 Main Street Meyersdale, PA; and 3) 102 North Grant Street, Salisbury, PA, pursuant to
Section 18(c) of the Federal Deposit Insurance Act.

Newspaper comment period expires: 04/04/97
Ambassador Ba: T ‘o nwealth, Allentown, PA to merge with thrift (Pennsylvania

chartered saving bank) Wilbur Savings Bank, Bethlehem, PA, pursuant to Section 5(d)(3) of
the Federal Deposit Insurance Act.

Newspaper comment period expires: N/Avail
T TI_- APPL! T E D T T) PAPE)
FEDE ISTER NOT!

ry Ban M an ntur’ c inc., both of Bridgeton, NJ to become bank
holding companies through the acquisition of Century Bancorp, Inc., and Century Savings
Bank, Bridgeton, NJ, respectively, pursuant to Section 3(a)(1) of the Bank Holding Company
Act.

Newspaper comment period expires: 04/25/97
Federal Register comment period expires: 05/01/97

Susquehanna Bancshares. Inc., Lititz , PA to acquire 100 percent of the voting shares of
Founders Bank, Bryn Mawr, PA, pursuant to Section 3(a)(3) of the Bank Holding Company
Act.

Newspaper comment period expires: N/Avail
Federal Register comment period expires: 05/19/97
First National Community Bancorp, Inc., Dunmore, PA to become a bank holding company

through the acquisition of First National Community Bank, Dunmore, PA, pursuant to Section
3(a)(1) of the Bank Holding Company Act.

Newspaper comment period expires: 05/15/97
Federal Register comment period expires: 05/10/97



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

First Bank System, Inc. First State Bank of Oregon, 3 and 4 Minneapolis May 16, 1997
(2), Canby, OR; Sun Capital

Minneapolis, MN Bank, St. George, UT; and

CONTINUED Business & Professional

Bank, Woodland, CA; West
One Trust Co., Salt Lake
City, UT; LNB Corp.,
Alameda, CA; and U.S.
Bank Trust Co., Portland,

OR, CONTINUED
First Bank System, Inc. personal and institutional 3 and 4 Minneapolis May 16, 1997
(3), trust & fiduciary activities
Minneapolis, MN (b)(3); U.S. Bancorp
CONTINUED Insurance Agency, Inc.,

Portland, OR, insurance
agency activities (b)(8)(i)
and (vii); U.S. Trade
Services, Inc., Portland,
OR, letter of credit

activities, (b)(1)(iv):
CONTINUED
First Bank System, Inc. West One Life Insurance 3 and 4 Minneapolis May 16, 1997
(4), Co., Portland, OR, credit
Minneapolis, MN reinsurance (b)(8)(i); CBI
CONTINUED Mortgage, Modesto, CA,

mortgage banking
(b)(1)(iii); Compass Group,
Inc., Spokane, WA,
investment advisory
services (b)(4); Island
Bancorp Leasing, Inc.,
Alameda, CA,
CONTINUED

First Bank System, Inc. leasing & equipment 3 and4 Minneapolis May 16, 1997
(5), financing (b)(5); and
Minneapolis, MN numerous partnerships,

community development

activities, (b)(6)

First Bank System, Inc., First Bank of South Dakota, 3 Minneapolis May 1, 1997
Minneapolis, MN Sioux Falls, SD;

First Interim Bank of

Cheyenne, FSB,

Cheyenne, WY
First Citizens Bancorp, The Home Bank FSB, 4 Atlanta April 25, 1997
Cleveland, TN Ducktown, TN

savings association (b)(9)



Applicant or notificant

Acquiree or activity

Section of law

Creditanstalt-
Bankverein,
Vienna, Austria

Criswell, Thomas E.,
Ada, OK;

Home, Bill J., Sr.,
Ada, OK;

Howard, C.B.,

Ada, OK;
Thompson, Richard J.,
Oklahoma City, OK;
Wall, James N.,
Shawnee, OK,

all as co-trustees,

Cumberland Bancorp,
Inc.,
Carthage, TN

Dartmouth Capital
Group, Inc.,

Huntington Beach, CA;
Dartmouth Capital
Group, L.P., Huntington
Beach, CA; Commerce
Security Bancorp, Inc.,
Huntington Beach, CA;
and SDN Bancorp, Inc.,
Encinitas, CA

Deutsche Bank, AG
(Main)

Federal Republic of
Germany

DUNN Investment Co.,
Eagle Grove, IA

Eden Financial
Corporation,
San Angelo, TX

community investments

(b)(6)

First Ada Bancshares, Inc.,

Ada, OK;

First National Bank and
Trust Company,

Ada, OK

The Bank of Mason,
Mason, TN

Eldorado Bancorp,
Irvine, CA;
Eldorado Bank,
Tustin, CA

Ganis Credit Corporation,

Newport Beach, CA
lending (b)(1)

Dunn Shares, Inc.,
Eagle Grove, IA;
Security Savings Bank,
Eagle Grove, IA;

and F&M Shares Corp.,
Eagle Grove, IA;
Farmers & Merchants
Savings Bank,
Manchester, IA

The First State Bank of
Rankin,
Rankin, TX

New York

Kansas City

Atlanta

San Francisco

New York

Chicago

Dallas

Reserve Bank End of comment period

February 24, 1997

April 30, 1997

April 4, 1997

April 25, 1997

May 12, 1997

May 16, 1997

March 24, 1997


Applicant or notificant

Imperial Bancorp,
Inglewood, CA

Industrial Bank of
Japan, Ltd.,
Tokyo, Japan

Kale, Denis L. and
Sandra,
Osceola, IA

Karge, Carl L.,
Wolf Point, MT

Kazi, Zubair and Khatija,
Studio City, CA;

and Abdul-Rahman,
Yahia and Magda,
Pasadena, CA

Kazi, Zubair and Khatija,
Studio City, CA;

and Yahia and Magda
Abdul-Rahman,
Pasadena, CA

Korea Long Term
Credit Bank,
Seoul, Korea

Kremlin Bancshares,
Inc.,
Kremlin, OK

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Imperial Bank Arizona,
Phoenix, AZ

Aubrey G. Lanston & Co.,
Inc.,

New York, NY

securities activities (b)(7);
data processing (b)(14);
financial & investment
activities (b)(6); and
underwriting (b)(8)

Osceola Bancorporation,
Osceola, 1A;

American State Bank,
Osceola, 1A

Western Holding Company,
Wolf Point, MT;

Western Bank of Wolf
Point,

Wolf Point, MT

Greater Pacific Bancshares,
Whittier, CA;

Bank of Whittier, N.A.,
Whittier, CA

Kentucky Home Bank,
Bardstown, KY

Nara Bank, National
Association,
Los Angeles, CA

Bank of Kremlin,
Kremlin, OK.

3

4

CIBC

CIBC

CIBC

San Francisco

New York

Chicago

Minneapolis

San Francisco

San Francisco

New York

Kansas City

May 1, 1997

May 12, 1997

April 16, 1997

May 8, 1997

May 5, 1997

April 17, 1997

May 1, 1997

April 11, 1997


Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Norwest Corporation,
Minneapolis, MN

Norwest Corporation,
Minneapolis, MN

Norwest Corporation,
Minneapolis, MN

Norwest Corporation,
Minneapolis, MN

P.C.B. Bancorp, Inc.,
Largo, FL

Parkway Bancorp, Inc.,
Harwood Heights, IL,
and Parkway
Acquisition Corporation,
Harwood Heights, IL

Penns Woods Bancorp,
Inc.,
Williamsport, PA

Peoples Financial
Services, Inc.,
Hamtramck, MI

PHS Bancorp, M.H.C.,
Beaver Falls, PA

Trinty Mortgage Affiliates,
Atlanta, GA

residential mortgage
jending (b)(1)

Ohio Executive Mortgage
Company,

Mansfield, OH
residential mortgage
lending (b)(1)

The First National
Bankshares, Inc.,
Tucumcari, NM;

The First National Bank of
Tucumcari,

Tucumcari, NM

IMS Mortgage Company,
Cedar Rapids, IA
residential mortgage
lending (b)(1)

Anchor Savings Bank,
F.S.B.,

St. Petersburg, FL
savings association (b)(9)

Jefferson Holding Corp.,
Chicago, IL;

Jefferson State Bank,
Chicago, IL

Columbia Financial
Corporation,
Bloomsburg, PA;

First Columbia Bank &
Trust Company,
Bloomsburg, PA

Peoples State Bank,
Hamtramck, MI

Peoples Home Savings
Bank,
Beaver Falls, PA

Minneapolis

Minneapolis

Minneapolis

Minneapolis

Atlanta

Chicago

Philadelphia

Chicago

Cleveland

May 8, 1997

May 8, 1997

May 9, 1997

May 9, 1997

May 8, 1997

April 21, 1997

April 25, 1997

May 23, 1997

May 1, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Central Bancompany, Warrensburg Bancshares, 3 St. Louis May 8, 1997
Inc., Inc.,
Jefferson City, MO Warrensburg, MO;
Bank of Warrensburg,
Warrensburg, MO
Century Bancorp, MHC, Century Savings Bank, 3 Philadelphia May 1, 1997
Bridgeton, NJ; Bridgeton, NJ
and Century Bancorp,
Inc.,
Bridgeton, NJ
CH and JD Byrum, LLC, — American State Bank, 3 Chicago April 14, 1997

Indianapolis, IN

Citizens Bancorp,
Corvallis, OR

Citizens Banking
Corporation,
Flint, MI

Comerzbank AG,
Frankfurt am Main,
Germany

Community Financial
Corp.,
Edgewood, IA

Lawrenceburg, IN;
American State Corporation,
Lawrenceburg, IN

Citizens Bank, 3
Corvallis, OR

San Francisco

CB Financial Corporation, 3
Jackson, MI;

CB North,

Charleviox, MI;

City Bank & Trust,

Jackson, MI;

City Bank,

Saint Johns, MI

Chicago

CAM Acquisition, LLC, 4
Wilmington, DE
Montgomery Asset
Mangement, L.P.,
Montgomery Services,
LLC,

all of San Francisco, CA
securities activities (b)(7)(i)
and (iii); financial &
Investment advisory
services (b)(6);
administrative services

New York

Community Savings Bank, 3
Robbins, [A

Chicago

April 7, 1997

May 8, 1997

May 14, 1997

May 16, 1997



i = F ut
Application Peri ing D:
None.
Section 4 - lications Not Subj
egister Noti r i
Application

The Colonial BancGroup, Inc.

Montgomery, Alabama
Request for waiver of the application requirement of Section 3(a)(5) of the Bank Holding
Company Act, to merge with Great Southern Bancorp, West Palm Beach, Florida, and thereby
directly acquire Great Southern Bank, West Palm Beach, Florida.

The Colonial BancGroup, Inc.

Montgomery, Alabama
Request for waiver of the application requirement of Section 3(a)(5) of the Bank Holding
Company Act, to merge with First Commerce Banks of Florida, Inc., Winter Haven, Florida, and
thereby directly acquire First Commerce Banks of Polk County, Winter Haven, Florida.



Satisfactory record of meeting community credit needs

An institution in this group has a satisfactory record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping

to meet the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

CRA Public CRA
Bank/Location RSSD# ExamDate = __Date__ —Rating__
Castle Rock Bank 896856 01/21/97 04/23/97 Satisfactory
501 Wilcox Street
Castle Rock, CO 80104-1736
Farmers State Bank & Trust 337452 02/03/97 04/25/97 Satisfactory
P.O. box 229
Aurora, NE 68815-0229
First Mountain Bank 295356 01/27/97 04/25/97 Satisfactory

409 Harrison Avenue
Leadville, CO 80461-0000

* Application is subject to CRA.



Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federal Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252)

Federal Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System
Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)



H.2

APRIL 21, 1997 TO APRIL 25, 1997

PAGE 5

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANKS, STATE MEMBER

San Francisco

CHANGE IN BANK CONTROL

Dallas

Kansas City

Richmond

Dallas

Humboldt Bank, Eureka, California -- to invest in a
community development project.
Approved, April 25, 1997.

Farmers & Merchants Bancshares, Inc., Mart, Texas --
change in bank control.
Permitted, April 21, 1997.

Farmers Bancapital Corporation, Carnegie, Oklahoma --
change in bank control.
Permitted, April 21, 1997.

Resource Bank, Virginia Beach, Virginia -- change in
bank control.
Permitted, April 24, 1997.

Tejas Bancshares, Inc., Fritch, Texas -- change in
bank control.
Permitted, April 25, 1997.

COMPETITIVE FACTORS REPORTS

Richmond

Atlanta

Cleveland

Cleveland

American Trust Bank, National Association,
Cumberland, Maryland, proposed merger with
Washington County National Bank, Williamsport,
Maryland -- report on competitive factors.

Submitted, April 22, 1997.

Anchor Savings Bank, FSB, St. Petersburg, Florida,
proposed merger with Anchor Interim Savings Bank,
FSB -- report on competitive factors.

Submitted, April 22, 1997.

Big Prairie Interim State Bank, proposed merger with
Big Prairie State Bank -- report on competitive
factors.

Submitted, April 23, 1997.

Brookville Interim National Association, Brookville,
Ohio, proposed merger with Brookville National Bank
-- report on competitive factors.

Submitted, April 23, 1997.



Federal Reserve Bank of Chicago

tion V_- ilabilit lic Eval

The following state member banks have been examined by the Federal Reserve Bank of Chicago for
compliance with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed
during the week ending April 25, 1997. If you are interested in obtaining a copy of the evaluation document,
please contact the bank(s) directly.

O-

NI -

SN -

An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

An institution in this group has a satisfactory record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

An institution in this group has a needs to improve its overall record of ascertaining
and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilities.

An institution in this group has a substantial noncompliance record of ascertaining
and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilities.

BANK NAME/LOCATION EXAMINATION DATE RATINGS
Cole Taylor Bank 1/12/96 oO

850 West Jackson Boulevard
Chicago, Illinois 60607-3058
(312) 738-2000

G.W. Jones Exchange Bank 12/16/96 Ss
115 West Main Street

Marcellus, Michigan 49067-9766

(616) 646-2151

Lake Forest Bank and Trust Company 12/23/96 Ss
727 North Bank Lane
Lake Forest, Illinois 60045


Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of ascer-
taining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with
its ‘resources and capabilities.

RSSD Examination
Number Name _of Bank ——Date__ Rating
436823 Central Virginia Bank

2501 Anderson Highway
Powhatan, Virginia 23139-9271 2-10-97 Satisfactory



i Metin fe ek Endi 7.
Recentt: TOV icati Approval Date
PAB Bankshares, Inc. 04-23-97

Valdosta, Georgia
To acquire First Community Bank of Southwest Georgia, Bainbridge, Georgia (Bank), following
its conversion from a thrift, First Federal Savings Bank (Thrift).

Deposit Guaranty Corp. 04-21-97

Jackson, Mississippi
Request for waiver of the application requirement of Section 3(a)(3) of the Bank Holding
Company Act to consolidate its national bank subsidiaries through the merger of its subsidiaries,
Merchants National Bank of Fort Smith, Fort Smith, Arkansas, Commercial National Bank in
Shreveport, Shreveport, Louisiana, and Deposit Guaranty National Bank of Louisiana, Hammond,
Louisiana, into Deposit Guaranty National Bank, Jackson, Mississippi.



Section’2 - ications Subj Bott
e ister Noti
icati i ing Dat
Regions Financial Corporation 05-05-97*
Birmingham, Alabama Federal Register

To merge with SB&T Corporation, Smyrna, Georgia, and thereby directly acquire Smyrna Bank
and Trust Company, Smyrna, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company
Act.

Regions Financial Corporation 05-05-97*
Birmingham, Alabama Federal Register

To merge with First Bankshares, Inc., East Point, Georgia, and thereby directly acquire First

Bank of Georgia, East Point, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company

Act.

Regions Financial Corporation 05-05-97*
Birmingham, Alabama Federal Register

To merge with The New Iberia Bancorp, Inc., New Iberia, Louisiana, and thereby directly acquire

The New Iberia Bank, New Iberia, Louisiana, pursuant to Section 3(a)(5) of the Bank Holding

Company Act.

First Security Corporation Employee Stock Ownership Plan 05-12-97*
Norcross, Georgia Federal Register
1-BHC formation, First Security Corporation, Norcross, Georgia.

Liberty Bank Employee Stock Ownership Plan 05-15-97*

New Orleans, Louisiana Newspaper
After-the-fact change in control notice to retain 1.99 percent of the outstanding shares of Liberty
Financial Services, Inc., New Orleans, Louisiana. The acquisition will increase Liberty Bank
Employee Stock Ownership Plan’s total ownership to 14,53 percent.

First Citizens Bancorp 04-25-97*

Cleveland, Tennessee Federal Register
To acquire The Home Bank F.S.B., Ducktown, Tennessee, through the conversion of its
wholly-owned subsidiary, The Home Bank, Ducktown, Tennessee, from a state-chartered
commercial bank, into a federally chartered savings bank, and thereby engage in operating a
savings association, pursuant to Section 225.25(b)(9) of Regulation Y and Section 4(c)(8) of the
Bank Holding Company Act.

* Subject to the provisions of the Community Reinvestment Act.


Federal Reserve Bank of Chicago

Section V - Availability of CRA Public E .
cont'd

BANK NAME/LOCATION EXAMINATION DATE RATINGS

Libertyville Bank & Trust Company 12/30/96 s

507 North Milwaukee Avenue
Libertyville, Illinois 60048
(847) 367-68000

Bartonville Bank 1/06/97 Ss
5600 South Adams Street

Bartonville, Illinois 61607-1995

(309) 697-2100

The Fairmount State Bank 1/06/97 oO
101 North Main Street

P.O. Box 8

Fairmount, Indiana 46928-0008

(317) 948-4330



AVAILABILITY OF CRA PUBLIC EVALUATIONS
(April 25, 1997)

The following state member banks have been examined by the Federal Reserve Bank of
Cleveland for compliance with The Community Reinvestment Act. A public evaluation
document became available from the bank(s) listed below during the week ended April 25,
1997, If you are interested in obtaining a copy of an evaluation document, please contact the
bank(s) directly.

There are four descriptive ratings for CRA:

OUTSTANDING: a bank in this group has an outstanding record of, and is a leader
in, ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilities.

SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

NEEDS TO IMPROVE: a bank in this group needs to improve its overall record of
ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

SUBSTANTIAL NON COMPLIANCE: a bank in this group has a substantially
deficient record of ascertaining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner consistent with
its resources and capabilities.

NONE



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Mahurin, Dixi,
Bowling Green, KY;
Mahurin, Peter and
Dixie ,

Bowling Green, KY,
acting in concert

Marshall & Ilsey
Corporation,
Milwaukee, WI

MASSBANK Corp.,
Reading, MA

MAXLOU Bancshares,
Inc.,
Tahlequah, OK.

McConnell, Richard J. ,
Franklin, IN

Medina Bankshares,
Inc.,

D'Hanis, TX, and
Medina Financial Inc.,
Carson City, NV

Mercantile
Bancorporation Inc.,
St. Louis, MO, and
Ameribanc, Inc.,

St. Louis, MO

First Cecilian Bancorp, Inc.,
Cecilia, KY,

Cecilian Bank,

Cecilia, KY

Security Capital
Corporation,
Milwaukee, WI,
Security Bank, S.S.B.,
Milwaukee, WI

Glendale Co-operative
Bank Bank,
Everett, MA

First State Bank,
Tahlequah, OK;
Liberty Finance, Inc.,
Tahlequah, OK
lending (b(1)

FSB Financial Corporation,
Francisco, IN;

FSB Bank,

Francisco, IN

D'Hanis State Bank,
D. Hanis, TX

Roosevelt Financial Group,
Inc.,

Chesterfield, MO;
Missouri State Bank &
Trust Company,

St. Louis, MO;

Roosevelt Bank,
Chesterfield, MI

savings association (b)(9)

CIBC

3 and4

CIBC

3 and 4

St. Louis

Chicago

Boston

Kansas City

St. Louis

Dallas

St. Louis

April 30, 1997

May 5, 1997

May 23, 1997

April 11, 1997

March 21, 1997

April 22, 1997

April 4, 1997



H.2 ADDITIONS AND CORRECTIONS
APRIL 21, 1997 TO APRIL 25, 1997
PAGE 10

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK BRANCHES, DOMESTIC

Chicago Quad City Bank and Trust Company, Bettendorf, Iowa --
to establish a branch at 3551 Seventh Street,
Moline, Illinois.
Returned, April 14, 1997.

io
>

HOLDING COMPANIES

Chicago Quad City Holdings, Inc., Bettendorf, Iowa -- request
for waiver of application to acquire Quad City Bank
& Trust-Illinois, Moline, Illinois -- report on
competitive factors.
Returned, April 14, 1997.

BANK MERGERS

Chicago Quad City Bank and Trust Company, Bettendorf, Iowa,
proposed merger with Quad City Bank & Trust-
Illinois, Moline, Illinois, and to establish a
branch.
Returned, April 14, 1997.



Federal Reserve Bank of Chicago

tion II - licati je Ni nd Feder:
Register Notice cont’

Comment Period

‘Type Application Ending Date
3(a)(1) Peoples Financial Services, Inc.* FR - 5-23-97
- Hamtramck, Michigan NP - 5-10-97
Peoples State Bank
Hamtramck, Michigan
3¢a)(1) Dunn Investment Co.* FR - 5-16-97
Eagle Grove, lowa NP - **
Dunn Shares

Eagle Grove, lowa

Security Savings Bank

Eagle Grove, Iowa

F & M Shares Corp.

Eagle Grove, Iowa

Farmers & Merchants Savings Bank
Manchester, Iowa

3(a)(3) Shorebank Corporation* FR - 5-17-97
Chicago, Illinois NP - 5-11-97
Shorebank Pacific Corporation
Tlwaco, Washington
Shoretrust Bank
Seattle, Washington

3(a)(1) Shorebank Pacific Corporation* FR - 5-17-97
Ilwaco, Washington NP - 5-11-97
Shoretrust Bank
Seattle, Washington



Applicant or notificant

Acquiree or activity

United Community
Banks, Inc.,
Blairsville, GA

United Community
Banks, Inc.,
Blairsville, GA

Vermont Financial
Services Corp.,
Brattleboro, VT

West Point Bancorp,
Inc.,
West Point, NE

Whipple Family Limited
Partnership,
Arkadelphia, AR

United Family Finance Co., = 4 Atlanta
Blairsville, GA

credit insurance activities

(by(8)Gi)

United Family Finance Co., 4 Atlanta
Blue Ridge, GA

(formerly Mountain

Mortgage & Loan, Inc.)

making, acquiring, or

servicing loans or

other extensions of credit

)\)

Eastern Bancorp, Inc., 4 Boston
Dover, NH

savings association,

Vermont Federal Bank,

FSB,

Williston, VT

(b)(9)

Dakota Bancshares, Inc., 3 Kansas City
West Point, NE;
Dakota County State Bank,

West Point, NE

Horizon Bancorp, Inc., 3 St. Louis
Arkadelphia AR;

Horizon Bank, Inc.

Malvern, AR

End of comment period

April 25, 1997

March 25, 1997

April 14, 1997

April 18, 1997

May 27, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

Farmers State Holding
Company,
Marion, SD

Fifth Third Bancorp,
Cincinnati, OH

First Security
Borporation,
Salt Lake City, UT

Fishback Financial
Corporation,
Brookings, SD

InvestorsBancorp, inc.,
Pewaukee, WI

Mellon Bank
Corporation,
Pittsburgh, PA

Rossenberg, Clifford R.,
Sunset Beach, CA

Schonath Family
Partnership, LP,
Oconomiwoc, WI

Union Illinois Company,
Swansea, IL

First State Financial
Services, Inc.,
Bridgewater, SD, and
First State Bank,
Bridgewater, SD

Suburban Bancorporation,
Inc.,

Cincinnati, OH,
Suburban Federal Savings
Bank,

Cincinnati, OH

American Bancorp of
Nevada, Inc.,

Las Vegas, NV;
American Bank of
Commerce,

Las Vegas, NV

lending activities (b)(1)

InvestorsBank,
Pewaukee, WI

ist Business Corporation,
Los Angeles, CA, and

1st Business Bank,

Los Angeles, CA

Security First Bank,
Fullerton, CA

InvestorsBancorp, Inc.,
Pewaukee, WI, and
InvestorsBank,
Pewaukee, WI

Missouri PayDay Loan
Company, Inc.,

St. Louis, MO;
Missouri Budget, Inc.,
St. Louis, MO, and
Budget Finance, Inc.,
St. Louis, MO
consumer credit (b)(1)

3

CIBC

Minneapolis

Cleveland

San Francisco

Minneapolis

Chicago

Cleveland

San Francisco

Chicago

St. Louis

End of comment period

May 30, 1997

May 27, 1997

May 27, 1997

May 16, 1997

May 30, 1997

May 30, 1997

May 27, 1997

May 30, 1997

May 19, 1997



Addresses for Comments and Information Requests
Addresses for comments differ from those for information requests.

Addresses for Comments

Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or
the Board.

Federal Reserve Bank of Boston

Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA
02106-2204

Federal Reserve Bank of New York
Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001

Federal Reserve Bank of Phitadelphia

Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia,
PA 19105-1521

Federal Reserve Bank of Cleveland

Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

Federal Reserve Bank of Richmond
A, Linwood Gill, 1, Assistant Vice President, 70] East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA.
30303-2713

Federal Reserve Bank of Chicago

Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL
60690-1413

Federal Reserve Bank of St. Louis
Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034

Federal Reserve Bank of Minneapolis
Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171

Federal Reserve Bank of Kansas City
D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001

Federal Reserve Bank of Dallas
Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272

Federal Reserve Bank of San Francisco

Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San
Francisco, CA 94105-1579

Board of Governors of the Federal Reserve System
William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001



Type
CoC-HC

3(a))

COC-HC

CoC-HC

3(a)(3)

3(a)(3)

Federal Reserve Bank of Chicago

. ee subi ws

Regi ;

licat

Osceola Bancorporation
Osceola, lowa
By Denis L. And Sandra Kale

Parkway Bancorp, Inc.*

Harwood Heights, Illinois
Jefferson Holding Corp.
Chicago, Illinois
Jefferson State Bank
Chicago, Illinois

Leighton Investment Company
Leighton, Iowa
By Helen Glending and Harold A. and Ethel R. DeBruin

First State Bancorp of Monticello, Inc.
Monticello, Illinois
By John W. Corley

Capitol Bancorp, Ltd.*

Lansing, Michigan
Valley First Community Bank (in organization)
Scottsdale, Arizona

Sun Community Bancorp, Ltd.*

Tucson, Arizona
Valley First Community Bank (in organization)
Scottsdale, Arizona

Comment Period

Ending Date
FR - 4-16-97
NP RK

FR - 4-21-97
NP - 4-20-97

FR - 4-11-97
NP - 4-26-97

FR - **
NP - **

ER - **
NP - 5-14-97

FR - *
NP - 5-14-97



H.2

APRIL 21, 1997 TO APRIL 25, 1997

PAGE 7

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

Minneapolis

Cleveland

Cleveland

Cleveland

Cleveland

First Interim Bank of Cheyenne, fsb, Cheyenne,
Wyoming, proposed purchase of the assets and
assumption of the liabilities of the Cheyenne,
Evanston, Green River, Laramie, Rock Springs, and
Torrington, Wyoming, branches of First Bank, fsb,
Fargo, North Dakota -- report on competitive
factors.

Submitted, April 24, 1997.

First National Bank of Carlisle, Carlisle, Kentucky,
and The Garrard Bank & Trust Company, Lancaster,
Kentucky, proposed merger with Whitaker Bank,
National Association, Lexington, Kentucky -- report
on competitive factors.

Submitted, April 25, 1997.

Key Trust Company of Florida, National Association,
Naples, Florida, proposed merger with KeyBank
National Association, Cleveland, Ohio -- report on
competitive factors.

Submitted, April 23, 1997.

KeyBank National Association, Salt Lake City, Utah,
proposed merger with KeyBank National Association,
Cleveland, Ohio -- report on competitive factors.

Submitted, April 23, 1997.

KeyBank National Association, Anchorage, Alaska,
KeyBank National Association, Fort Collins,
Colorado; KeyBank National Association, Boise,
Idaho; KeyBank National Association, Portland,
Maine; KeyBank National Association, Bedford, New
Hampshire; KeyBank National Association, Albany,
New York; KeyBank National Association, Portland,
Oregon; KeyBank National Association, Burlington,
Vermont, and KeyBank National Association, Tacoma
Washington, proposed merger with KeyBank National
Association, Salt Lake City, Utah -- report on
competitive factors.

Submitted, April 23, 1997.



H.2

APRIL 21, 1997 TO APRIL 25, 1997

PAGE 6

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

Cleveland

New York

Dallas

Dallas

St. Louis

Minneapolis

Cape Coral National Bank, Cape Coral, Florida,
proposed purchase of certain assets and assumption
of certain liabilities of four branches of First
National Bank of Southwest Florida -- report on
competitive factors.

Submitted, April 23, 1997.

Community Bank, National Association, Canton, New
York, proposed acquisition of the assets and
assumption of the liabilities of twelve branches of
Fleet Bank, Albany, New York -- report on
competitive factors.

Submitted, April 24, 1997.

Del Rio Bank & Trust Company, Del Rio, Texas,
proposed merger with The First State Bank,
Brackettville, Texas -- report on competitive
factors.

Submitted, April 23, 1997.

First Bank & Trust, Groves, Texas, proposed
acquisition of the assets and assumption of the
liabilities of a branch of Wells Fargo Bank
(Texas), N.A., Houston, Texas, at 3400 Highway 365,
Port Arthur, Texas -- report on competitive
factors.

Submitted, April 21, 1997.

First Financial Banc Corporation, El Dorado,
Arkansas, proposed acquisition of the assets and
assumption of the liabilities of First Financial
Bank, F.S.B. -- report on competitive factors.

Submitted, April 25, 1997.

First Interim Bank of Casper, fsb, Casper, Wyoming,
proposed purchase of the assets and assumption of
the liabilities of the Casper, Cody, Gillette,
Lander, Riverton, Sheridan, and Worland, Wyoming,
branches of First Bank, fsb, Fargo, North Dakota --
report on competitive factors.

Submitted, April 24, 1997.



Federal Reserve Bank of Richmond

Section I_- Applications Subject to Newspaper
Noti. mn.

Application mnt Pi

The Bank of Newberry County, Newberry,
South Carolina, for membership in the
Federal Reserve System.* 5-18-97

Virginia Commerce Bank, Arlington,

Virginia, to establish a branch at

5140 Duke Street, Alexandria,

Virginia.* 5-19-97

Section II - Applications Subject to Both
Newspaper and Federal Register Notice

Appli ion lomment Perio nding D:

South Branch Valley Bancorp, Inc.,

Moorefield, West Virginia, to acquire

up to 40.1% of the voting shares of

Capital State Bank, Inc., South

Charleston, West Virginia.* 5-23-97**

Section III - Applications Subject to Federal Register Notice

A ication omm« Peri Endi D:

None.

Section IV - Application Not Subject to
le Regi 4 ice Ne L ice

Application

Southern National Corporation, Winston-
Salem, North Carolina, to acquire Phillips
Factors Corporation, and its subsidiary,
Phillips Financial Corporation, both of
High Point, North Carolina.


H.2
APRIL 21,
PAGE 9

1997 TO APRIL 25,

1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

EXTENSIONS OF TIME

San Francisco

Cleveland

INTERNATIONAL OPERATIONS

Director, BS&R

MEMBERSHIP

Kansas city

San Francisco

RESERVE BANK OPERATIONS
Director, FRBO
SECURITIES REGULATION

Director, BS&R

First Commerce Bancorp, Inc., Logan, Utah --
extension to July 21, 1997, to acquire Nubanc Corp.
(dba First Commerce Bank), Logan, Utah.

Granted, April 21, 1997.

FJSB Bancshares, Inc., Fort Jennings, Ohio --
extension to acquire The Fort Jennings State Bank.
Granted, April 24, 1997.

NationsBank Corporation, Charlotte, North Carolina --
waiver of the remainder of the 45-day notice period
to make an investment in Valecom, a Brazilian
company.

Granted, April 21, 1997.

Mercantile Bank of Topeka, Topeka, Kansas -- to
become a member of the Federal Reserve System.
Approved, April 22, 1997.

Pierce County Bank, Tacoma, Washington -- to become a
member of the Federal Reserve System.

Approved, April 24, 1997.

Federal Reserve Bank of Minneapolis -- to purchase
reader/sorters

Approved, April 23, 1997.

Over-the-counter stocks -~- revised list of OTC stocks

subject to margin requirements, and a list of
foreign margin stocks.

Published, April 25, 1997.



Applicati Hetin for W i ril i

- ilabili ‘ic luati

The CRA public evaluations of the insured depository institutions listed below became available
during this week. Information about an institution's CRA evaluation may be obtained directly
from the institution. In connection with the assessment of an institution’s CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs: An institution has an outstanding
record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs: An institution has a satisfactory record
of ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

Needs to improve record of meeting community credit needs: An institution needs to improve
its overall record of ascertaining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

Substantial noncompliance in meeting community credit needs: An institution has a
substantially deficient record of ascertaining and helping to meet the credit needs of its entire

delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

AmSouth Bank of Alabama Satisfactory 10-07-96
Post Office Box 11007

Birmingham, Alabama 35288

(205) 326-5120

AmSouth Bank of Walker County Satisfactory 10-07-96
110 20th Street

Jasper, Alabama 35501

(205) 384-3848

Intervest Bank Satisfactory 10-07-96

Post Office Box 5088
Clearwater, Florida 34618
(813) 791-6115



ANNOUNCEMENT H.2, 1997, No. 17
Actions of the Board, its Staff, and

BOARD OF GOVERNORS the Federal Reserve Banks;
OF THE Applications and Reports Received
FEDERAL RESERVE SYSTEM During the Week Ending April 26, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES

G.B. Financial Services, Inc., Greenbush, Minnesota -
- to merge with Border Bancshares, Inc., and
acquire Border State Bank, Roseau, Minnesota.

Approved, April 21, 1997

Shoreline Financial Corporation, Benton Harbor,
Michigan -- to acquire SJS Bancorp, Inc., St.
Joseph; and SJS Federal Savings Bank, and engage in
operating a savings association; and for SJS
Financial Corporation to engage in credit-related
life insurance activities.

Approved, April 21, 1997.

BOARD OPERATIONS

Effect of Truth in Lending Act provisions on the home
equity loan market -- hearings to be held on
Tuesday, June 3, at the Los Angeles Branch of the
Federal Reserve Bank of San Francisco, 950 South
Grand Avenue, Los Angeles, California, beginning at
8:15 A.M., PDT; Thursday, June 5 at the Federal
Reserve Bank of Atlanta, 104 Marietta Street,
Atlanta, Georgia, beginning at 8:15 A.M., EDT; and
Tuesday, June 17 at the Federal Reserve Board's
Martin Building, 20th and C Streets, N.W.,
Washington, D.C., beginning at 8:15 A.M., EDT.

Announced, April 24, 1997.

REGULATIONS AND POLICIES

Steps taken by the Federal Reserve to help those in
financial stress caused by flooding in Minnesota,
North Dakota, and South Dakota,

Announced, April 24, 1997.

ENFORCEMENT

Provident Bancorp of Texas, Inc., Dallas, Texas --
public administrative hearing to commence on
April 23, 1997, in connection with an enforcement
action against Park T. Jones, a former officer of
Provident Bancorp.

Announced, April 22, 1997.



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding

Companies; Change in Bank Control

Notices Filed as of April 25, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the

Board.

Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Adams Bancshares, Inc.
Employee Stock
Ownership Plan,
Adams, MN

Allied Irish Banks, p.l.c.,
Dublin, Ireland,

and First Maryland
Bancorp,

Baltimore, MD

Adams Bancshares, Inc.,
Adams, MN;

Farmers State Bank of
Adams,

Adams, MN

Dauphin Deposit Corp.;
Dauphin Deposit Bank and
Trust Co., Harrisburg, PA;
Hopper Soliday & Co., Inc.,
Lancaster, PA; Dauphin
Life Insurance Co.,
Harrisburg, PA, securities
(b)(8)(i); Loans USA, Inc.,
Pasadena, MD (b)(1),
(b)(21), (6X7), (08)(ii)

3

3 and 4

Minneapolis

Richmond

April 24, 1997

May 1, 1997



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

Ending Date
SECTION I
Applications Subject to Newspaper

Notice Onk
The Chase Manhattan Bank, New York, New York, to establish a branch
at 1755 University Avenue, Bronx, New York. 1/ 05/22/97

SECTION I

Applications Subject to Both
Newspaper and Federal Register Notice

Summit Bancorp, Princeton, New Jersey (1) to merge with Collective
Bancorp, Inc., Egg Harbor City, New Jersey, and engage in operating a
federal savings bank, and alternatively to acquire, under certain
circumstances, up to 19.9 percent of the voting shares of Collective
Bancorp, Inc.; and (2) to acquire indirectly Collective Financial Services,
Inc., a wholly owned subidiary of Collective Bancorp, Inc., and thereby
engage in securities brokerage and insurance activities. 05/14/97 3/

SECTION Ii

Nonbanking Applications
‘subject to Federal ister Notice On}

None.
SECTION IV
Applications Not Involving
Public Comment
None.

SECTION V
Availabilii ‘ublic Evaluations

In connection with the assessment of each insured depository institution's
CRA performance, a rating is assigned from the following group:

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and

is a leader in, ascertaining and helping to meet the credit

needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

SECTION I - APPLICATIONS SUBJECT TO
NEW: ER NOTI ONLY

Application Comment Period Endi Date
NONE

SECTION I] - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE

Application Comment Period Ending Date
‘MASSBANK Corp., Reading, Newspaper 5-16-97
Massachusetts - 3 (a) (3)

.application to acquire up Federal ister 5-23-97

to 19.9% of the outstanding
voting stock of Glendale
Co-operative Bank, Everett,

Massachusetts*
SECTION IIT - APPLICATIONS SUBJECT TO
E L_ REGISTER NOTICE iY
Application Comment Period Ending Date
NONE
SECTION IV _- APPLICATIONS NOT SUBJECT TO
FEDERAL REGISTER OR NEWSPAPER NOTICE
Application
NONE
SECTION V_- AVAILABILITY OF CRA PUBLIC EVALUATIONS
Institution Examination Date Rating**

NONE

SECTION VI_- APPLICATIONS BULLETIN

Effective April 21, 1997, information regarding the comment periods associated
with applications and notices submitted to the Federal Reserve Bank of Boston
for processing under section 3 and 4(c) (8) of the Bank Holding Company Act of
1956, as amended, will be available 24 hours a day by calling the following
toll-free number 1-800-896-9480.

*Subject to CRA.

**Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to
Improve; "SN" - Substantial Noncompliance



Applicant or notificant Acquiree or activity Section of law Reserve Bank
Lane, Richard E.(1); South Texas Capital Group, © CIBC Dallas
McFadin, Nick, Jr; Inc.,
Krause, Charles San Antonio, TX;
F.; Rockwald Ltd.; Plaza International Bank,
Wolff, Gary W.; NA,
Meadows, Gilbert R.; G. San Antonio, TX;
G. Gale Family CONTINUED
Partners, Ltd.; BGG
Associates, LC;
Schroeder, George F.;
all of San Antonio, TX;
CONTINUED
Lane, Richard E.(2), South Texas Capital Group, CIBC Dallas
San Antonio, TX; Inc.,
Garrett, Michael L. San Antonio, TX;
Garrett; Jack B. Plaza International Bank,
Sommerfield Defined N.A.,
Benefit Pension Plan, San Antonio, TX;
both of Dallas, TX; CONTINUED
Wolff, George A.;
Friddle, Paul R., both of
Boerne, TX;
CONTINUED
Lane, Richard E.(3), South Texas Capital Group, CIBC Dallas
San Antonio, TX; Inc.,
Garrett, J. Patrick; and San Antonio, TX;
McDonie, Karen Plaza International Bank,
Wynne, NA.,
Both of Houston, TX San Antonio, TX
Liberty Bank Liberty Financial Services, CIBC Atlanta
Employee Stock Inc.,
Ownership Plan, New Oreleans, LA;
New Orleans, LA Liberty Bank and Trust

Company,

New Orleans, LA
Lloyds TSB Group IAI Holdings Inc., 4 New York
PLC, and Lloyds Bank Investment Advisers, Inc.,
PLC, Minneapolis, MN
both of London, England _ trust services (b)(3);

investment advisory
services (b)(4); full-service
brokerage (b)(15); foreign
exchange execution &
advisory services, and other
advisory & administrative
services

End of comment period

May 2, 1997

May 2, 1997

May 2, 1997

April 8, 1997

March 26, 1997


*Section 3(a)(1) application by

Hawkins Delaware Financial Corporation,

Wilmington, DE, to acquire

The First State Bank of Hawkins, Hawkins, TX 05-16-97

*Section 3(a)(3) application by
Premier Bancshares, Inc., La Grange, TX,
to acquire Citizens State Bank, Hempstead, TX 05-12-97

(Previously reported during the week of 03-31-97)

*Section 3(a)(3) application by

Premier Holdings Nevada, Inc., Carson City, NV,

to acquire Citizens State Bank, Hempstead, TX 05-12-97
(Previously reported during the week of 03-31-97)

IN IIT - APPLICAT: UBJECT D T|

NOTICE ONLY
APPLICATION NOTICE EXP
None.

TION IV - APPLICATI T_SUB. T ISTER N

NEWSPAPE| T.
APPLICATION
None.

* SUBJECT TO CRA.
** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY.
N/A - NOT AVAILABLE AT THIS TIME.



Type
3(a)(5)

3(a)(5)

3(a)(5)

3(a)(5)

3(a)3)

3(a)(3)

Federal Reserve Bank of Chicago

if - icatis i Ww

Register Notice cont’d

F & M Bancorporation, Inc.*
Kaukauna, Wisconsin
€itizens National Bancorp, Inc.
Darlington, Wisconsin
Citizens National Bank of Darlington
Darlington, Wisconsin

F & M Merger Corporation*
Kaukauna, Wisconsin
Citizens National Bancorp, Inc.
Darlington, Wisconsin
Citizens National Bank of Darlington
Darlington, Wisconsin

F & M Bancorporation, Inc.*
Kaukauna, Wisconsin
Wisconsin Ban Corp.
Prairie du Chien, Wisconsin
Prairie City Bank
Prairie du Chien, Wisconsin

F & M Merger Corporation*
Kaukauna, Wisconsin
Wisconsin Ban Corp.
Prairie du Chien, Wisconsin
Prairie City Bank
Prairie du Chien, Wisconsin

Country Bancorporation*

Crawfordsville, lowa
Hiawatha Bank and Trust Company (in organization)
Hiawatha, Iowa

Community Financial Corp.*

Edgewood, Iowa
Community Savings Bank (in organization)
Robins, Iowa

1

Comment Period

Ending Date

FR - 5-12-97
NP - 5-12-97

FR - 5-12-97
NP - 5-12-97

FR - 5-12-97
NP - 5-7-97

FR - 5-12-97
NP - 5-7-97

FR - 5-12-97
NP - 4-7-97

FR - 5-16-97
NP - 3-31-97


Applicant or notificant

Acquiree or activity

Section of law

AMCORE Financial,
Inc.,
Rockford, IL

Banc One Corporation,
Columbus, OH

Banc One Corporation,
Columbus, OH and
Banc One Oklahoma
Corporation,
Oklahoma City, OK

Banco Bilbao Vizcaya,
S.A,
Bilbao, Spain

Bancorp Hawaii, Inc.,
Honolulu, HI

Bank of New York
Company, Inc.,
New York, NY

County Bank Shares Corp.;
State Bank of Mt. Horeb;
Mt. Horeb, WI; Belleville
Bancshares Corp.,
Belleville, WI; Montello
State Bank, Montello, WI;
State Bank of Argyle,
Argyle, WI; Citizens State
Bank, Clinton, WI;
Belleville State Bank,
Belleville, WI

First USA, Inc.,
Dallas, TX

lending (b)(1); data
processing (b)(7)

Liberty Bancorp Inc.;
Liberty Bank and Trust
Company of Oklahoma
City, N.A., Oklahoma City,
OK; Liberty Bank and Trust
Company of Tulsa, N.A.,
Tulsa, OK

insurance (b)(8); trust
services (b)(3); and lending
(b)(1) and (5)

BBV LatInvest Securities
Inc.,

New York, NY

securities activities (b)(1),

(b)(4), (b)(15), and (b)(16)

CU Bancorp,

Encino, CA;

California United Bank,
Encino, CA

State Street Boston
Corporation,

Boston, MA;

State Street Bank and Trust
Company,

Boston, MA

trust, securities and data
processing activities (b)(3),
(b)(4), and (6)(7)

3

3 and4

4

3 and 4

Reserve Bank

Chicago

Cleveland

Cleveland

New York

San Francisco

New York

End of comment period

April 22, 1997

March 27, 1997

March 14, 1997

March 4, 1997

May 5, 1997

March 14, 1997


Federal Reserve Bank of Chicago

i = ications Subject to Both Newspaper and Federal
Register Notice cont’d

Comment Period

Type Application , Ending Date

3(a)(3) Amcore Financial, Inc.* FR - 4-22-97
Rockford, Illinois NP - 4-17-97

Country Bank Shares Corporation
Mount Horeb, Wisconsin
Citizens State Bank

Clinton, Wisconsin

Montello State Bank

Montello, Wisconsin

State Bank of Argyle

Argyle, Wisconsin

State Bank of Mount Horeb
Mount Horeb, Wisconsin
Belleville Bancshares Corporation
Belleville, Wisconsin

Belleville State Bank

Belleville, Wisconsin

3(a)(5) Marshall & Ilsey Corporation* FR - 5-5-97
Milwaukee, Wisconsin NP - 4-27-97
Security Capital Corporation
Milwaukee, Wisconsin
Security Bank, S.S.B.
Milwaukee, Wisconsin

3(a)(5) Citizens Banking Corporation* FR - 5-8-97
Flint, Michigan NP - 5-1-97
CB Financial Corporation
Jackson, Michigan
City Bank & Trust Company
Jackson, Michigan
City Bank
St. Johns, Michigan
CB North
Charlevoix, Michigan

3(a)(3) NEB Corporation* FR - 5-5-97
Fond du Lac, Wisconsin NP - 4-30-97
State Bank of St. Cloud
St. Cloud, Wisconsin



Acquiree or activity Section of law

Applicant or notificant Reserve Bank End of comment periou
Stichting Prioriteit (2), and providing execution- 4 Chicago March 17, 1997
The Netherlands only or cleaing-only

services with respect to

financial and non-fianncial

futures and options on

futures contracts
Summit Bancorp, Collective Bancorp, Inc., 4 New York May 23, 1997
Princeton, NJ Egg Harbor, NJ;

Collective Bank,

Egg Harbor, NJ

operating a federal savings

bank (b)(4)(ii)

Collective Financial

Services, Inc.,

securities brokerage &

insurance agency activities

(6)(7)(1) and (b)(11) ii)
Susquehana Bancshares, Founders Bank, 3 Philadelphia May 19, 1997
Inc., Bryn Mawr, PA
Lititz, PA
Tehama Bancorp, Tehema Bank, 3 San Francisco May 12, 1997
Red Bluff, CA. Red Bluff, CA
Tehama Bancorp, Bancorp Financial Services, 4 San Francisco May 5, 1997

Red Bluff, CA

Texas Financial
Bancorporation, Inc.,
Minneaplis, MN,

and Delaware Financial
Bancorporation, Inc.,
Wilmington, DE

Union Illinois 1995
Investment Limited
Partnership,
Swansea, IL.

Sacramento, CA
leasing activities (b)(5)

Austin County Bancshares, 3 Dallas
Inc.,

Belleville, TX;

Austin County Bancshares-

Delaware,

Wilmington, DE;

and Austin County State

Bank,

Belleville, TX

Union Illinois Company, 3 St. Louis
Swansea, IL,

Union Bank of Ollinois,

Swansea, IL,

State Bank of Jerseyville,

Jerseyville, IL

March 27, 1997

May 10, 1997



H.2

APRIL 21, 1997 TO APRIL 25, 1997

PAGE 8

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

New York

Minneapolis

San Francisco

EXTENSIONS OF TIME

Minneapolis

New York

Dallas

Dallas

National Union Bank of Kinderhook, Kinderhook, New
York, proposed merger with One Hudson Street
Kinderhook -- report on competitive factors.

Submitted, April 23, 1997.

State Bank of Towner, Towner, North Dakota, proposed
merger with Western State Bank, Devils Lake, North
Dakota -- report on competitive factors.

Submitted, April 23, 1997.

Tehama Merger Corporation, Red Bluff, California,
proposed merger with Tehama Bank -- report on
competitive factors.

Submitted, April 22, 1997.

BankWest Financial, Inc., Kalispell, Montana --
extension to July 24, 1997, to acquire BankWest,
N.A.

Granted, April 22, 1997.

Bessemer Group, Incorporated, Woodbridge, New
Jersey -- extension to December 31, 1997, to engage
de novo in establishing and serving as general
partner of limited partnerships that would invest
in commodities and exchange-traded and over-the-
counter instruments through Bessemer Asset
Management Inc., New York, New York.

Granted, April 25, 1997.

Buckeye Bancshares, Inc., Dover, Delaware --
extension to July 28, 1997, to acquire First
Community Bank, N.A., Alice, Texas

Granted, April 25, 1997.

Coastal Bend Bancshares, Inc., Alice, Texas --
extension to July 28, 1997, to acquire Buckeye
Bancshares, Inc., Dover, Delaware, and First
Community Bank, N.A., Alice, Texas

Granted, April 25, 1997.



Federal Reserve Bank of Atlanta

icati Bulletin for ing April 25, 1997
Secti - icati subj News, Notice Ont
Application Comment Period Ending Date
Colonial Bank 04-10-97*

Montgomery, Alabama
To become a member of the Federal Reserve System, pursuant to Section 208.4 of Regulation H
and Section 9 of the Federal Reserve Act.

Colonial Bank Q5-11-97*
Montgomery, Alabama

To merge with Colonial Bank, Ardmore, Tennessee, pursuant to Section 18(c) of the Federal

Deposit Insurance Act.

Colonial Bank 05-11-97*
Montgomery, Alabama

To merge with Colonial Bank, Orlando, Florida, pursuant to Section 18(c) of the Federal Deposit

Insurance Act.

Colonial Bank Q5-15-97*
Montgomery, Alabama

To merge with Great Southern Bank, West Palm Beach, Florida, pursuant to Section 18(c) of the

Federal Reserve Act.

Colonial Bank 05-15-97*
Montgomery, Alabama

To merge with First Commerce Bank of Polk County, Winter Haven, Florida, pursuant to Section

18(c) of the Federal Reserve Act.

Gulf Bank 05-25-97*

Orange Beach, Alabama

To acquire the assets and assume substantially all of the liabilities of its affiliate, First Bank of
Baldwin County, Robertson, Alabama, pursuant to Section 18(c) of the Federal Deposit Insurance
Act.

*Subject to the provisions of the Community Reinvestment Act.



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

GBC Bancorp, Inc.,
Lawrenceville, GA

Giltner Investment
Partnership, Ltd.,
Omaha, NE

Glendening, Helen,
Pella, IA,

and

DeBruin, Harold A. and
Ethel R.,

Pella, 1A

Habberstad, Stephen D.,
Blooming Prairie, MN;
and Susan A. Boschetti,
Lubbock, TX

Harris Financial MHC,
Harrisburg, PA

Hawkins Financial
Corporation,

Hawkins, TX;

and Hawkins Deleware
Financial Corporation,
Wilmington, DE

Hendricks, Randall J. ,
Elsie, NE;

and Orr, Warren ,
North Platte, NE

Hofer, Theodore J. ,
Freeman, SD

Hohl Financial, Inc.,
Wahoo, NE

Gwinnett Banking
Company,
Lawrenceville, GA
(in organization)

The Avoca Company,
Avoca, NE;

Farmers State Bank,
Bennett, NE

Leighton Investment
Company,

Leighton, IA;

Farmers Savings Banks,
Leighton, IA

Country Bankers, Inc.,
Blooming Prairie, MN;
Farmers & Merchants State
Bank of Blooming Prairie,
Blooming Prairie, MN

Harris Financial Inc.,
Harrisburg, PA;
Harris Savings Bank,
Harrisburg, PA

The First State Bank of
Hawkins,
Hawkins, TX

Elsie, Inc.,

Elsie, NE;

Commercial State Bank,
Elsie, NE

H& W Holding Company,
Freeman, SD;

Merchants State Bank,
Freeman, SD

Wahoo State Bank,
Wahoo, Nebraska

3

CIBC

CIBC

CIBC

CIBC

Atlanta

Kansas City

Chicago

Minneapolis

Philadelphia

Dallas

Kansas City

Minneapolis

Kansas City

April 10, 1997

May 5, 1997

April 11, 1997

April 21, 1997

March 27, 1997

May 27, 1997

March 14, 1997

April 7, 1997

May 16, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Regions Financial The New Iberia Bancorp, 3 Atlanta May 5, 1997
Corporation, Inc.,
Birmingham, AL New Iberia, LA;

The New Iberia Bank,

New Iberia, LA;

First Bankshares, Inc., East

Point, GA;

First Bank of Georgia, East

Point, GA;

SB&T Corporation,

Smyma, GA; and

Smyrna Bank and Trust

Company,

Smyma, GA
Regions Financial First Mercantile National 3 Atlanta April 14, 1997
Corporation, Bank,
Birmingham, AL Longwood, FL
Sankovitz Family Bank of Ellendale, 3 Minneapolis April 28, 1997
Limited Partnership, and Ellendale, MN
Frankson Investment
Corporation,
both of Waseca, MN
Scott, Ben Jay, Coleman Bancshares, Inc., CIBC Dallas April 25, 1997
Coleman, TX Coleman, TX;

Coleman County State

Bank,

Coleman, TX
Seacoast Banking Port St. Lucie National 3 and 4 Atlanta April 24, 1997
Corporation of Florida, Bank Holding Corporation,
Stuart, FL Port St. Lucie, FL;

Port St. Lucie National

Bank,

Port St. Lucie, FL;

Spirit Mortgage Company,

Port St. Lucie, FL

lending (b)(1)(iii)
Shorebank Corporation, Shorebank Pacific Corp., 3 Chicago May 17, 1997
Chicago, IL Ilwaco, WA;

ShoreTrust Bank,

Seattle, WA

ShoreTrust Trading Group,
Inc. (b)(6)



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to
Newspaper Notice Only

Comment Period

Application Ending Date
NONE.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both
Newspaper and Federal Register Notic

Comment Period
Application Ending Date

NONE.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject
to Federal Register Notice Only

Comment Period

Application Ending Date
Norwest Corporation, Minneapolis, Minnesota to engage in May 9, 1997

residential mortgage lending through the acquisition
of IMS Mortgage Company, a joint venture with East Brook Corporation
of Iowa, d/b/a Skogman Realty, Cedar Rapids, Iowa.

Fishback Financial Corporation, Brookings, South Dakota Not yet available
to engage de novo in lending activities.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to
Federal Register Notice or Newspaper Notice

Application

NONE.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending April 25, 1997

ASSIGNMENT OF RATING

Identification of Ratings

In connection with the assessment of each insured depository institution's CRA performance, a rating is
assigned from the following groups:

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs
of its entire delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group needs to improve its overall record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in
a manner consistent with its resources and capabilities.

SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS.
An institution in this group has a substantially deficient record of ascertaining and helping to meet the

credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

BANK(S) EXAMINED. DATE OF EXAMINATION CRA RATING
First State Bank of Warner January 21, 1997 Satisfactory
One Main Street

P.O. Box 8

Warner, South Dakota 57479



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank End of comment period

Eggemeyer Advisory
Corp.,

San Diego, CA;

Castle Creek Capital,
LLC,

San Diego, CA;

Castle Creek Capital
Partners Fund - I, L.P.,
San Diego, CA;

and Monarch Bancorp,
Laguna Niguel, CA

Exchange Bankshares
Corporation of Kansas,
Atchison, KS

F&M Bancorporation,
Inc.,

Kaukana, WI;

F&M Merger
Corporation,
Kaukana, WI

F&M Bancorporation,
Inc.,

Kaukana, WI;

F&M Merger
Corporation,
Kaukana, WI

F.N.B. Corporation,
Hermitage, PA

First Bank System, Inc.
(),

Minneapolis, MN
CONTINUED

California Commercial
Bankshares,

Newport Beach, CA;
National Bank of Southern
California,

Newport Beach, CA;
Venture Partners, Inc.,
Newport Beach, CA;

trust services (b)(3)(ii)

3 and 4 San Francisco April t8, 1997

The Farmers and Merchants 3
State Bank,
Effingham, KS

Kansas City May 2, 1997

Citizen's National 3
Bancorporation,

Darlington, WI;

Citizen's National Bank of
Darlington,

Darlington, WI

Chicago May 12, 1997

Wisconsin Ban Corp., 3
Prairie Du Chien, WI;

Prairie City Bank,

Prairie Du Chien, WI

Chicago May 12, 1997

Sun Bancorp, Inc., Cleveland
Selinsgrove, PA;

Sun Bank,

Selinsgrove, PA;

Pennsylvania Sun Life

Insurance Company,

Phoenix, AR

insurance (b)(8)(i)

3 and4 April 10, 1997

U.S. Bancorp; U.S. Nat'l 3 and 4
Bank of Oregon, Portland,
OR; U.S. Bank of
Washington, N.A., Seattle,
WA; USS. Bank of Nevada,
Reno, NV; U.S, Bank ot
Utah, Salt Lake City, UT;
U.S. Bank of Idaho, Boise,
ID; U.S. Bank of California,
Sacremento, CA;
CONTINUED

Minneapolis May 16, 1997



Type

Merger & Branch

Merger & Branch

Merger & Branch

Merger & Branch

Federal Reserve Bank of Chicago

ion 1 - Appli
Notice Only

Application

Security Savings Bank
Farnhamville, lowa
Boxholm, Iowa branch office of
Boone Bank and Trust Company
Boone, Iowa
Branch at 200 2nd Street
Boxholm, Iowa

M&I Madison Bank
Madison, Wisconsin
M&I Bank Southwest
Spring Green, Wisconsin
and to establish 11 branches

Huron Community Bank
East Tawas, Michigan
Au Gres Michigan branch of Citizens Bank
Flint, Michigan
Branch at 3150 East Huron Road
Au Gres, Michigan

Citizens Bank
Flint, Michigan
City Bank and Trust Company
Jackson, Michigan
City Bank
St. Johns, Michigan
CB North
Charlevoix, Michigan
and to establish 33 branches

Comment Period

Ending Date

NP - 4-30-97

NP - 4-18-97

NP - 5-7-97

NP - 5-1-97



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
First Virginia Banks, Premier Bankshares 3 and 4 Richmond April 7, 1997
Inc., Corporation, Bluefield, VA;
Falls Church, VA. Premier Bank, N.A.,

Tazewell, VA; Premier

Bank-South, National

Association, Wytheville,

VA; and Premier Bank-

Central, N.A., Honaker,

VA; Premier Trust Co.,

Bluefield, VA

trust services (b)(3)
FirstFederal Financial Summit Bancorp, Inc., 3 and4 Cleveland May 12, 1997
Services, Corp., Akron, OH;
Wooster, OH Summit Bank,

Arkron, OH;

Summit Banc Investment

Corporation,

Akron, OH

investment advisory &

securities brokerage (b)(6)

and (7)
FirstFederal Financial FirstFederal Bank, N.A., 3 and 4 Cleveland May 12, 1997
Services, Corp., Wooster, OH;
Wooster, OH Mobile Consultants, Inc.,

Wooster, OH

lending (b)(1) & (b)(2)
Florida Bancshares, Inc., First National Bank of 3 Atlanta April 21, 1997
Dade City, FL Pasco,

Dade City, FL
Foffman Family, LLC, Mountain Home CIBC St. Louis May 2, 1997
Harrison, AR bancshares, Inc.,

Mountain Home, AR;

First national Bank & Trust

Company of Mountain

Home,

Mountain Home, AR.
Ford, Thomas Riley; Alamosa Bancorporation CIBC Kansas City May 1, 1997
Nelson, Paul Emil; and Ltd.,
Southway, Henry Alamosa, CO;
Thomas, Alamosa National Bank,
Alamosa, CO. Alamosa, CO



Applicant or notificant Acquiree or activity Section of law Reserve Bank
South Branch Valley Capital State Bank, Inc., 3 Richmond
Bancorp, Inc., Charleston, WV
Moorefield, WV
Southeast Bancorp, Inc., First Bank of East 3 Cleveland
Corbin, KY Tennessee, National

Association,

La Follette, TN
Southerland Family Citizens Bancshares of CIBC St. Louis
Limited Partnership, Batesville, Inc.,
Batesville, AR Batesville, AR
Southern National United Carolina Bancshares 3 Richmond
Corporation, Corporation,
Winstom-Salem, NC Whiteville, NC;

United Carolina Bank,

Whiteville, NC;

United Carolina Bank of

South Carolina,

Greer, SC
Southern Security Southern Security Bank 3 Atlanta
Financial Corporation, Corporation,
Hollywood, FL Hollywood, FL;

Southern Security Bank of

Hollywood,

Hollywood, FL
Spangler, Charles Leon, Seligman Bancshares, Inc., CIBC St. Louis
Aurora, MO Seligman, MO;

First Independent Bank,

Seligman, MO
Stichting Prioriteit (1) Citicorp Futures Corp., 4 Chicago
ABN AMRO Holding, New York, NY; Citifutures

Amsterdam, The
Netherlands; Stichting
Administratiekantoor
ABN AMRO Holding,
Amsterdam, The
Netherlands; ABN
AMRO Holding N.V.,
Amsterdam, The
Netherlands; and ABN
AMRO Bank, N.V.,
Amsterdam,
CONTINUED

Ltd., London, England; &
Citicorp Futures Ltd.,
Singapore

acting as FCM (b)(17);
investment advice (b)(18);
acting as FCM in the
execution & clearance of
futures & options on futures
contracts; CONTINUED

End of comment period

May 23, 1997

April 4, 1997

May 15, 1997

March 31, 1997

April 10, 1997

May 15, 1997

March 17, 1997



H.2

APRIL 21, 1997 TO APRIL 25, 1997

PAGE 4

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES

Kansas City

Cleveland

Atlanta

Chicago

San Francisco

BANK MERGERS

Kansas City

Chicago

Lindoe, Inc., Ordway, Colorado ~~ to acquire up to
9.9 percent of Delta Federal Savings, F.S.B.,
Delta, Colorade, and engage in the operation of a
savings association.

Permitted, April 23, 1997.

Mellon Bank Corporation, Pittsburgh, Pennsylvania --
to acquire the stock transfer business of Boatmen's
Trust Company, St. Louis, Missouri.

Approved, April 24, 1997.

PAB Bankshares, Valdosta, Georgia -- to acquire First
Community Bank of Southwest Georgia, Bainbridge,
Georgia, and to retain Empire Financial Services.

Approved, April 22, 1997.

Parkway Bancorp, Inc., Harwood Heights, Illinois --
to acquire Jefferson Holding Corp., Chicago.
Illinois, and Jefferson State Bank.

Approved, April 23, 1997.

Pierce County Bancorp, Tacoma, Washington -- to
acquire Pierce Commercial Bank.
Approved, April 24, 1997.

Mercantile Bank of Topeka, Topeka, Kansas -- to merge
with Mercantile Bank, Overland Park, Kansas.
Approved, April 22, 1997.

Old Kent Bank, Grand Rapids, Michigan -- to merge
with Commercial and Savings Bank of St. Clair,
Saint Clair, and Algonac Savings Bank, Algonac,
Michigan, and establish 15 branches.

Approved, April 24, 1997.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 4/25/97

ion V - Availabili A Public Ev:

The CRA public evaluations of the institution(s) below became available during this week. Information
about a particular institution's CRA evaluation may be obtained directly from the institution.

Institution Location Examination Date Rating*
None

*Under the rating system an institution's CRA performance is assigned one of the following four ratings:

Outstanding record of meeting community credit needs: An institution has an outstanding record of,
and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

Satisfactory record of meeting community credit needs: An institution has a satisfactory record of
ascertaining and meeting the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

Needs to Improve record of meeting community credit needs: An institution needs to improve its
overall record of ascertaining and helping to meet the credit needs of its entire delineated community,
including low- to moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

Substantial Noncompliance in meeting community credit needs: An institution has a substantially
deficient record of ascertaining and helping to meet the credit needs of its entire delineated community,
including low- to moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is
not intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no
responsibility for errors or omissions.



TION V_- AVA F EV,
R_TI F_APR 7

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and is a
leader in, ascertaining and helping to meet the credit needs of its
entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and
capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.

Needs to Improve record of meeting community credit needs.

An institution in this group need to improve its overall record of
ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods,
in a manner consistent with its resources and capabilities.

Substantial Noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient record of
ascertaining and helping to meet the credit needs of its entire
delineated community. including low- and moderate-income neighborhoods,
in a manner consistent with its resources and capabilities.

Date of
Bank Examination CRA Rating
United Bank & Trust
P.O. Box 3157

1049 North 3rd Street
Abilene, TX 79601
326652 97/01/06 Satisfactory



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding

Companies; Change in Bank Control

Notices Filed since the H.2A dated April 25, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817G)), Regulation Y (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the

Board.

Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank End of comment period.

Community Capital
Corporation,
Greenwood, SC

Corley, John William,
q)y

Monticello, IL.
CONTINUED

Corley, John William,
(2)
Monticelli, IL

The Bank of Newberry 3 Richmond
County,

Newberry, SC

May 29, 1997

First State Bancorp of CIBC
Monticello, Inc.,
Monticello, IL

State Bank of Hammond,
Hammond, IL; First State
Bank of Monticello,
Monticello, IL; First State
Bank of Bloomington,
Bloomington, IL; First State
Bank of Heyworth,
Heyworth, IL;
CONTINUED

Chicago May 16, 1997

and First State Bank of
Atwood,
Atwood, IL

CIBC Chicago May 16, 1997



TION III - APPLICATI EIVED ECT TO FEDERAL
ISTER T

NONE
JECTION IV - APPLICATIONS RECEIVED AND NOT ECT TO FEDE
EGISTER I IR NEWSPAPER

NONE


Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

First Coastal Bancshares,
El Segundo, CA

First Commerical
Corporation,
Little Rock, AR

First Financial Bancorp,
Hamilton, OH

First National
Community Bancorp,
Inc.,

Dunmore, PA

First National Security
Company,
DeQueen, AR

First Robinson Financial
Corporation,
Robinson, IL

First Security Bank of
Havre Profit Sharing
Plan and Trust,
Havre, MT

First Security
Corporation Employee
Stock Ownership Plan,
Norcross, GA

First Coastal Bank, N.A.,
El Segundo, CA

First Central Corporation,
Searcy, AR;

First National Bank,
Search, AR

Southeastern Indiana
Bancorp,

Vevay, IN;

Vevay Deposit Bank,
Vevay, IN

First National Community
Bank,
Dunmore, PA

First National Bancshares
of Hempstead County, Inc.,
Hope, AR;

First National Bank of
Hope,

Hope, AR;

Bank of Blevins,

Blevins, AR;

First National Bank of
Lewisville,

Lewisville, AR

First Robinson Savings
Bank, National Association,
Robinson, IL

Montana Security, Inc.,
Havre, MT;

First Security Bank of
Havre,

Havre, MT

First Security Corporation,
Norcross, GA;

First Security National
Bank,

Norcross, GA

CIBC

San Francisco

St. Louis

Cleveland

Philadelphia

St. Louis

St. Louis

Minneapolis

Atlanta

End of comment period

April 11, 1997

April 22, 1997

April 14, 1997

May 10, 1997

May 5, 1997

May 19, 1997

April 22, 1997

May 12, 1997


Applicant or notificant Acquiree or activity Section oflaw Reserve Bank
Mercantile Roosevelt Bank, 4 St. Louis
Bancorporation, Inc., Chesterfield, MI;
St. Louis, MI; Roosevelt Mortgage
Ameribanc, Inc., Company,
St. Louis, MI Kansas City, MI;
operation of a federal
savings bank (b)(9) and
mortgage banking activities
(b)(1)
Midstate Bancorp, Inc., Binger Agency, Inc., 3 Kansas City
Hinton, OK Binger, OK;
First Community Bank.
Binger, OK
Montgomery, Tammy Independent Bancshares, CIBC Atlanta
Bolton. Inc..
Golden, MS, Red Bay, AL,
as Trustee for The Bank of Red Bay.
Weaterford Foundation Red Bay, AL
of Red Bay, Alabama,
Inc.,
Red Bay, AL.
Morris Mayer Madison Bancshares, Inc., CIBC Kansas City
Testamentary Trust, Madison, NE,
Walkenhorst, Dale as Bank of Madison,
Trustee, Madison, NE.
Madison, NE
National Canton Sturm Investment, Inc., 3 Chicago
Bancshares, Inc., Denver, CO,
Canton, IL The Union National Bank
of Macomb,
Macomb, IL
NEB Corporation, State Bank of St. Cloud, 3 Chicago
Fond du Lac, WL St. Cloud, WI
Northeast Kansas Valley Falls Insurance, Inc., 3 and 4 Kansas City

Bancshares, Inc.,
Valley Falls, KS

Valley Falls, KS,
Kendall State Bank,
Valley Falls, KS
insurance activities

(b)(8)(iii)

End of comment period

May 8, 1997

May 8, 1997

April 28, 1997

April 7, 1997

April 18, 1997

May 5, 1997

May 5, 1997



APPLICATIONS BULLETIN
(For the week ending April 26, 1997)
SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
Received notice from The Provident Bank of Kentucky, *April 21, 1997
Alexandria, KY, of its intent to establish a branch facility at
Mt. Zion Road and Sam NeaceBlvd., Florence, KY.
Received notice from Minster State Bank, Minster, OH, of its *April 24, 1997

intent to establish a branch facility in Wagner’s IGA, 257 E.
Fourth street, Minster, OH.

SECTION Il - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL
REGISTER NOTICE

NONE
SECTION IIE - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY
NONE

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE

NONE

* - Subject to CRA

N - Newspaper Comment Period

F - Federal Register Comment Period

# - Expected to End 30 Days from Date of Receipt


H.2

APRIL 21, 1997 TO APRIL 25, 1997

PAGE 3

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

. BANK HOLDING COMPANIES

New York

Dallas

San Francisco

Chicago

Secretary

Dallas

Kansas City

Minneapolis

New York

BanPonce Corporation, Hato Rey, Puerto Rico; Popular
International Bank, Inc.; and BanPonce Financial
Corp., Wilmington, Delaware -- to acquire CBC
Bancorp, Ltd., Chicago, Illinois; Capitol Bank and
Trust; and Capitol Bank of Westmont, Westmont,
Illinois.

Approved, April 25, 1997.

Buckeye Bancshares, Inc., Dover, Delaware -- to
acquire First Community Bank, N.A., Alice, Texas.
Approved, April 25, 1997.

Cascade Financial Corporation, Everett, Washington --
request for waiver of application for proposed
acquisition and merger with AmFirst Bancorporation.

Granted, April 21, 1997.

CH and JD Byrum, LLC, Indianapolis, Indiana -- to
acquire American State Corporation, Lawrenceburg,
Indiana, and American State Bank.

Approved, April 23, 1997.

Deposit Guaranty Corporation, Jackson, Mississippi --
determination that an application is not required
for the formation of Deposit Guaranty Interim
National Bank, Jackson, Mississippi

Granted, April 21, 1997.

Eden Financial Corporation, San Angelo, Texas -- to
acquire First State Bank of Rankin, Rankin, Texas.
Approved, April 25, 1997.

Fleming Community Agency, Inc., Fleming, Colorado --
to acquire The First Bank of Fleming.
Permitted, April 25, 1997.

KES Bancshares, Inec., Virginia, Minnesota -- to
acquire Northern State Bank of Virginia.
Approved, April 22, 1997.

Kinderhook Bank Corp., Kinderhook, New York -- to
acquire National Union Bank of Kinderhook.
Approved, April 23, 1997.



RESERVE BANK APPLICATIONS BULLETIN For week ending April 25, 1997

FEDERAL RESERVE BANK OF ST. LOUIS
- P Ic D
nti ji f Ratings:
Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping
to meet the credit needs of its ‘entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.
Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a mamner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping to meet

the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

RSSD Name of Bank Bank Examination | Examination|
Number Address Date Rating

833646 City Bank & Trust of Moberly | Moberly, MO 1/13/97 Satisfactory



Bank

AmSouth Bank of Georgia
1400 Turner McCall Boulevard
Rome, Georgia 30162

(706) 236-3950

AmSouth Bank of Tennessee
601 Market Center
Chattanooga, Tennessee 37402

Vi

il

yr Wi

CRA Rating

Satisfactory

Satisfactory

10-07-96

10-07-96



H.2

APRIL 21, 1997 TO APRIL 25, 1997

PAGE 2

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and

Community Affairs; FOMC -

Federal Open Market Committee; FRBO - Federal Reserve

Bank Operations; IF - International Finance; OSDM - Office of Staff Director

for Management
BANK BRANCHES, DOMESTIC

Secretary

St. Louis

Kansas City

aan Francisco

Richmond

San Francisco

BANK HOLDING COMPANIES

New York

Bank of Cushing and Trust Company, Cushing,
Oklahoma -- to establish a branch at 2106 East Main
Street.

Approved, April 25, 1997.

Farmers and Merchants Bank, Stuttgart, Arkansas -- to
establish a branch at 102 East 22nd Street.
Approved, April 21, 1997.

Mercantile Bank of Topeka, Topeka, Kansas -- to
establish additional branches after merger with
Mercantile Bank, Overland Park, Kansas.

Approved, April 22, 1997.

Oregon Pacific Banking Company, Florence, Oregon ~-
to establish a mobile branch in Lane County,
Oregon.

Approved, April 25, 1997.

Signet Bank, Richmond, Virginia -- to establish a
branch inside the Amoco Gas Mart at 4690 Pouncey
Tract Road, Glen Allen, Virginia.

Approved, April 22, 1997.

WestAmerica Bank, San Rafael, California -- to
establish a branch at 4550 Mangels Boulevard,
Fairfield, California.

Approved, April 22, 1997.

BanPonce Corporation, Hato Rey, Puerto Rico; Popular
International Bank, Inc.; and BanPonce Financial
Corp., Wilmington, Delaware -- to acquire National
Bancorp, Inc., Streamwood, Illinois, and
AmericanMidwest Bank and Trust, Melrose, Park,
Illinois.

Approved, April 25, 1997.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
BanPonce Corporation, CBC Bancorp, Ltd., 3 New York April 21, 1997
Hato Rey, PuertoRico; Chicago, IL;

Popular International Capitol Bank of Westmont,

Bank, Inc., Westmont, IL;

Hato Rey, Puerto Rico; Chicago Bank and Trust,

and BanPonce Financial Chicago, IL;

Corp., .

Wilmington, DE

BanPonce Corporation, National Bancorp, Inc., 3 New York April 21, 1997
and Streamwood, IL;

Poplar International AmericanMidwest Bank

Bank, Inc., and Trust,

both of Hato Rey, Melrose Park, IL

Puerto Rico

Bay Bankcorp, Inc., Baybank, 3 Minneapolis April 28, 1997
Gladstone, MI Gladstone, MI

BNB Bancorp, Inc., Brookville National Bank, 3 Cleveland April 28, 1997
Brookville, OH Brookville, OH

BonState Bancshares, Bonham State Bank, 3 Dallas April 25, 1997
Inc., Bonham, TX

Bonham, TX,

and Bonham Financial

Services, Inc.,

Dover, DE

CORRECTION

BonState Bancshares, Bonham Financial Services, 3 Dallas April 25, 1997
Inc., Inc.,

Bonham, TX, and Dover, DE;

Bonham Financial Bonham State Bank,

Services, Inc., Bonham, TX

Dover, DE

Briscoe, Dolph, Jr., Zavala Bankshares, Inc., CIBC Dallas April 16, 1997
Uvalde, TX Crystal City, TX

Buffalo Bancorp, Inc., Citizens State Bank, 3 Dallas May 8, 1997
Buffalo, TX; Buffalo, TX

Buffalo Corp.,

Dover, DE

California Community First Coastal Bancshares, 3 San Francisco April 11, 1997
LLC, El Segundo, CA ;

Los Angeles, CA First Coastal Bank, N.A.,

E] Segundo, CA



Type

4(c)(8)

Type
NONE

Federal Reserve Bank of Chicago

- ications Subject to Feder:

Notice Only

Shorebank Pacific Corporation

Tiwaco, Washington
Shoretrust Trading Group
Ilwaco, Washington

Section IV - Applications Not Subj

Application

Tal Register

iste!

Comment Period
Ending Date

FR - 5-17-97

lotice


FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN

APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF APRIL 21, 1997

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER

N ONLY
APPLICATION NOTICE EXP
*Section 9 Application by
Texas Bank, Weatherford, TX
to establish a branch at
3212 Long Prairie Road,
Flower Mound, TX 75028 04-25-97
SECTION I] - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
APPLICATION ** NOTICE EXP

Change in Control Notice by

Ben J. Scott, Coleman, TX, only notificant,

to acquire an interest in

Coteman Bankshares, Inc., Coleman, TX 05-05-97
(Previously reported during the week of 03-31-97)

Change in Control Notice by

Richard E. Lane, San Antonio, TX, et al,

to acquire an interest in

South Texas Capital Group, Inc., San Antonio, TX 05-04-97

*Section 3(a)(1) application by

Buffalo Bancorp, Inc., Buffalo, TX,

to acquire Buffalo Corporation, Dover, DE, and

Citizens State Bank, Buffalo, TX 05-09-97

(Previously reported during the week of 04-07-97)

*Section 3(a)(1) application by

Buffalo Corporation, Dover, DE,

to acquire Citizens State Bank, Buffalo, TX 05-09-97
(Previously reported during the week of 04-07-97)

*Section 3(a)(1) application by

Hawkins Financial Corporation, Hawkins, TX,

to acquire Hawkins Delaware Financial Corporation,

Wilmington, DE, and

The First State Bank of Hawkins, Hawkins, TX 05-16-97


Federal Reserve Bank of Chicago

ion J - Applications Subject t Wi
Notice Only cont’d

Branch Old Kent Bank
Grand Rapids, Michigan
to establish a mobile branch

Branch Bank of [Ilinois in Normal
Normal, Illinois
to establish a branch at 403 North Veterans Parkway
Bloomington, Illinois

Merger & Branch M&I Bank of Janesville
Janesville, Wisconsin
M&I Bank of Beloit
Beloit, Wisconsin
M&I Bank of Delavan
Delavan, Wisconsin
and to establish 7 branches

Branch M&I Bank of Burlington
Burlington, Wisconsin
5455 Sheridan Road
Kenosha, Wisconsin

Membership Community Savings Bank (in organization)
Robins, Iowa
To become a member of the Federal Reserve System

Merger & Branch M&I Marshall & IIsley Bank
Milwaukee, Wisconsin
Security Bank, S.S.B.
Milwaukee, Wisconsin
and to establish 34 branches

NP - Newspaper
FR - Federal Register

* ~ Subject to Provisions of Community Reinvestment Act
** ~ Not available at this time

Comment Period

Ending Date

NP - 4-28-97

NP - 4-22-97

NP - **

NP - 4-25-97

NP - **

NP - **



Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated
community, including low- and moderate- income neighborhoods,
in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record
of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate income
neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient .
record of ascertaining and helping to meet the credit needs of its entire

delineated community, including low- and moderate- income a
neighborhoods, in a manner consistent with its resources and capabilities.

Week Ending April 26, 1997
NAME OF BANK RATING EXAMINATION DATE

None.

1/ Subject to provisions of Community Reinvestment Act.

2/ Later of dates specified in newspaper and Federal Register notices.

3/ Date specified in newspaper notice; a later date may be specified in
the Federal Register notice.

4/ Date specified in Federal Register notice; a later date may be
specified in the newspaper notice.
N/A - Not Available



Applicant or notificant

Acquiree or activity

Section of law

Pierce County Bancorp,
Tacoma, WA

Pinnacle Bancorp, Inc.,
Central City, NE

Pinnacle Bancshares,
Inc.,
Thomson, GA

PN Holdings, Inc.,
Ann Arbor, MI

Poteau Bancshares, Inc.,
Poteau, OK

Powell, Donald Edward,
Amarillo, TX.

Premier Bancshares,
Inc.,
Atlanta, GA.

Premier Bancshares,
Inc.,

LaGrange, TX,

and Premier Holdings -
Nevada, Inc.,

Carson City, NV

Pierce Commercial Bank,
Tacoma, WA

First Ogallala Investment,
Inc.,

Ogallala, NE;

First National Bank of
Ogallala,

Ogallala, NE

McDuffie Bank & Trust,
Thomson, GA

Pelican National Bank,
Naples, FL (in
organization);
Washtenaw Mortgage
Company,

Ann Arbor, MI
lending (b)(1)

First Poteau Corporation,
Poteau, OK;

Poteau State Bank,
Poteau, OK

Tejas Bancshares, Inc.
Fritch, TX;

Fritch State Bank,
Fritch, TX

Central and Southern
Holding Company,
Milledgeville, GA;

Central and Southern Bank

of Georgia,
Milledgeville, GA;

Central and Southern Bank

of North Georgia,
Greensboro, GA
savings association (b)(9)

Citizens State Bank,
Hempstead, TX

3

3and4

CIBC

3and4

Reserve Bank

San Francisco

Kansas City

Atlanta

Atlanta

Kansas City

Dallas

Atlanta

Dallas

End of comment period

April 21, 1997

April 25, 1997

May 5, 1997

April 21, 1997

May 17, 1997

April 7, 1997

May 12, 1997

May !, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

Capitol Bancorp, Ltd., Valley First Community 3 Chicago May 27, 1997
Lansing, MI Bank,
and Sun Community Scottsdale, AZ
Bancorp, Ltd.,
Tucson, AZ
Carson, Frank L,, III, Mulvane Bankshares, Inc., CIBC Kansas City April 23, 1997
Mulvane, KS Mulvane, KS;
Mulvane State Bank,
Mulvane, KS
Castle Creek Capital Rancho Santa Fe National 3 San Francisco March 24, 1997
Partners Fund-I, L.P., Bank,
Castle Creek Capital, Rancho Santa Fe, CA;
L.L.C., and First Community Bank of
Eggemeyer Advisory Desert,
Corporation, Yucca Valley, CA

all of San Diego, CA

Castle Creek Capital Rancho Santa Fe National 3 San Francisco April 25, 1997
Partners Fund-l, L.P.; Bank,

Castle Creek Capital, Rancho Santa Fe, CA;

L.L.C.; and First Community Bank of

Eggemeyer Advisory the Desert,

Corporation, Yucca Valley, CA

all of San Diego, CA

Castle Creek Capital Rancho Santa Fe National 3 San Francisco April 25, 1997
Partners Fund-I, L.P.; Bank,

Castle Creek Capital, Rancho Santa Fe, CA

L.L.C.; and Eggemeyer

Advisory Corporation,

all of San Diego, CA

CB Bancorp, Inc., The Citizens Bank, 3 Cleveland March 24, 1997
Higginsport, OH Higginsport, OH

CCB Financial American Federal Banks, 4 Richmond May 16, 1997
Corporation, FSB.

Durham, NC Greenville, SC

mortgage lending; acting as
agent in the sale of certain
credit related insurace;
savings association; and
brokerage services
(b)(1}Ciii), (8), (9), and
(15)



Applicant or notificant

Compass Bancshares,
Inc.,

Birmingham, AL;
Compass Banks of
Texas, Inc.,
Birmingham, AL;
Compass
Bancorporation of
Texas, Inc.,
Wilmington, DE

Concord EFS, Inc.,
Memphis, TN

Concordia Capital
Corporation,
Vidalia, LA

Conrad Company,
Minneapolis, MN

Country Bancorporation,
Crawfordsville, IA

Covenant Bancorp, Inc.,
Haddonfield, NJ

Cox, Walter L., Sr.,
Naples, TX

Credit Suisse Group,
Zurich, Switzerland,
and Credit Suisse First
Boston Corp.,

New York, NY

Acquiree or activity

Centra] Texas Bancorp, Inc., 3
Waco, TX;

The Texas National Bank of
Waco,

Waco, TX

EFS Federal Savings Bank. 4
Oakland, TN;

First Federal Bank, FSB,
Memphis, TN;

operating a savings

association (b}(4)(ii)

Cordia Bank & Trust
Company,
Vidalia, LA

we

we

National Mercantile
Bancorp,

Los Angeles, CA;
Mercantile National Bank,
Los Angeles, CA

we

Hiawatha Bank and Trust
Company,
Hiawatha, IA

Covenant Bank, 3
Haddonfield, NJ

Morris County Bankshares, CIBC
Incorporated,

Naples, TX;

Morris County National

Bank,

Naples, TX

TradeWeb, L.L.C., 4
data processing (b)(7)

Section of law Reserve Bank

Atlanta

St. Louis

Dallas

Minneapolis

Chicago

Philadelphia

Dallas

New York

End of comment period

May 12, 1997

May 13, 1997

April 21, 1997

April 7, 1997

May 12, 1997

April 22, 1997

April 30, 1997

April 16, 1997



FEDERAL RESERVE BANK OF PHILADELPHIA

Et : I J P

The following institutions were examined for CRA. The 30-business day period the bank has
to make the evaluation public has lapsed during the week ending April 25, 1997.

Identification of Ratings
In connection with the assessment of each insured depository institution's CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and is a leader in, ascertaining and
helping to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record of ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient record of ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

NONE NONE NONE