Federal Reserve Release

H.2

Actions ofthe Board, Its Staff,

and the Federal Reserve Banks:

Applications and Reports Received

No. 42

WeekEnding October 18,1997

Board ofGovernors ofthe Federal Reserve System, Washington, DC 20551
-IH.2

------ - --- -----------

Additions/Corrections

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

REGULATIONS AND POLICIES

Rules Regarding Availability ofInformation -- final amendments. - Approved, October 1, 1997
..

H.2

October 12, 1997 to October 18, 1997

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; RBOPS - Reserve Bank Operations and Payment

Systems; IF - International Finance; OSDM - Office of Staff Director for Management

BANK BRANCHES, DOMESTIC

San Francisco

CivicBank ofCommerce, Oakland, California -- to establish a branch at 250

Cambridge Avenue, Palo Alto, California.

- Approved, October 14, 1997

Kansas City

MontroseBank, Montrose, Colorado -- to establish a branch at the comer of South

11 th Street and Highway 65, Cedaredge, Colorado.

- Approved, October 17, 1997

Dallas

Texas Heritage Bank, Hutto, Texas -- to establish a branch at 800 South Austin

Avenue, Georgetown, Texas.

- Approved, October 15, 1997

BANK HOLDING COMPANIES

Chicago

Albrecht Financial Services, Inc., Norwalk, Iowa -- to acquire Heartland Bancshares,

Inc., Madrid, and City State Bank, Grimes, Iowa.

- Approved, October 15, 1997

Minneapolis

Community First Bankshares, Inc., Fargo, North Dakota -- to acquire First National

Summit Bankshares, Inc., Gunnison, Colorado, and First National Summit Bank.

- Approved, October 16, 1997

Community First Bankshares, Inc., Fargo, North Dakota -- to acquire Republic

National Bancorp, Inc.,. Phoenix, Arizona, and Republic National Bank of Arizona,

N.A.

- Approved, October 16, 1997

Kansas City

Cortez Investment Co., Cortez, Colorado -- to acquire shares ofThe Cortez State

Bank.

- Approved, October 15, 1997
------- - --- ------------

H.2

October 12, 1997 to October 18, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Page 2

St. Louis

First United Bancshares, Inc., El Dorado, Arkansas -- to acquire City Bank & Trust

of Shreveport, Shreveport, Louisiana.

- Approved, October 14, 1997

Secretary

HSBC Holdings pIc, London, England; HSBC Finance (Netherlands) Limited,

Amstedam, the Netherlands; HSBC Holdings BV; and HSBC Securities, Inc., New

York, New York -- to acqurie the Clearwater, Florida, office ofNatWest Securities

Corporation, New York, New York, and engage in providing financial and

investment advisory services.

- Permitted, October 16, 1997

St. Louis

Little Rock·Bankshares, Inc., Little Rock, Arkansas -- to acquire Bank ofLittle

Rock.

- Approved, October 16, 1997

Richmond

MainStreet BankGroup Incorporated, Martinsville, Virginia -- to acquire Commerce

Bank Corporation, College Park, Maryland.

- Permitted, October 14, 1997

Boston

Medford Bancorp, Inc., Medford, Massachusetts -- to acquire MedfQrd Savings

Bank.

- Approved, Octo~er 17, 1997

Chicago

Mercantile Bank Corporation, Grand Rapids, Michigan -- to acquire Mercantile

Bank ofWest Michigan.

- Approved, October 15, 1997

Boston

Mutual Bancorp ofThe Berkshire, Inc., Pittsfield, Massachusetts -- to acquire City

Savings Bank ofPittsfield, Pittsfield, Massachusetts, and Lee National Bancorp,

Lee, Massachusetts.

- Approved, October 17, 1997
H.2

October 12, 1997 to October 18, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Page 3

•

Boston

Mutual Bancorp ofThe Berkshires, Inc., Pittsfield, Massachusetts -- to engage in

trust company activities through Trust Company ofthe Berkshires, N.A., Pittsfield,

Massachusetts.

- Permitted, October 17, 1997

New York

Olympian New York Corporation, Brooklyn, New York -- to acquire Olympian

Bank.

- Approved, October 15, 1997

Richmond

One Valley Bancorp, Inc., Charleston, West Virginia -- to acquire One Valley

Bank-Central Virginia, National Association, Lynchburg, Virginia.

- Approved, October 16, 1997

Atlanta

Premier Bancshares, Inc., Atlanta, Georgia -- to expand its lending activities through

acquisition ofTraditional Mortgage Corporation.

- Permitted, October 16, 1997

Minneapolis

Spectrum Bancorporation, Inc., Omaha, Nebraska -- to engage in the operation of a

savings association through the acquisition of First Savings & Loan Association of

South Dakota, Inc., Aberdeen, South Dakota.

- Permitted, October 16, 1997

BANK MERGERS

S1. Louis

First Bank, Creve Coeur, Missouri -- to merge with First Bank, A Federal Savings

Bank, Clayton, Missouri, and First Bank, O'Fallon, Illinois.

- Approved, October 14, 1997

COMPETITIVE FACTORS REPORTS

S1. Louis

Bank ofDardanelle, Dardanelle, Arkansas -- report on competitive factors ofthe

proposed acquisition of certain assets and assumption of certain liabilities ofthe

Atkins, Arkansas, branch ofNationsBank, N.A., Charlotte, North Carolina.

- Submitted, October 16, 1997
H.2

October 12, 1997 to October 18, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Page 4

Secretary

Bank ofthe West, San Francisco, California -- report on competitive factors ofthe

proposed purchase of certain assets and assumption of certain liabilities ofthe

Clearlake branch ofBank ofAmerica National Trust & Savings Association.

- Submitted, October 17, 1997

Atlanta

First National Bank of AsWand, AsWand, Alabama -- report on competitive factors

ofthe proposed merger with Citizens Bank at Talladega, Talladega, Alabama.

- Submitted, October 15, 1997

San Francisco

Golden State Bancorp, Inc., Glendale, California -- report on competitive factors of

the proposed acquisition ofthe assets and assumption ofthe liabilities ofCenFed

Financial, Pasadena, California.

- Submitted, October 16, 1997

Minneapolis

HMN Financial, Inc., Spring Valley, Minnesota -- report on competitive factors of

the proposed purchase ofMarshalltown Financial Corporation, Marshalltown, Iowa,

and the proposed merger ofMarshalltown Savings Bank, FSB, with Home Federal

Savings Bank, Spring Valley, Minnesota.

- Submitted, October 16, 1997

Minneapolis

New Nicollet County Bank of St. Peter, St. Peter, Minnesota -- report on competitive

factors ofthe proposed merger with The Nicollet County Bank ofSt. Peter.

- Submitted, October 15, 1997

Minneapolis

New State Bank of Faribault, Faribault, Minnesota -- report on competitive factors

ofthe proposed merger with The State Bank ofFaribault.

- Submitted, October 15, 1997

Secretary

Plumas Bank, Quincy, California -- report on competitive factors ofthe proposed

acquisition of certain assets and assumption ofliabilities ofthe Chester and Fall

River Mills branches ofBank ofAmerica National Trust & Savings Association,

San Francisco, California.

- Submitted, October 17, 1997
------- - --- - ----------------- --

H.2

October 12, 1997 to October 18, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Page 5

Richmond

Shore Bank, Onley, Virginia -- report on competitive factors ofthe proposed merger

with SB Interim Federal Savings Bank.

- Submitted, October 14, 1997

St. Louis

Union Planters Bank of Southwest Missouri, Ozark, Missouri -- report on

competitive factors ofthe proposed merger with 1st Savings Bank, F.S.B., Mt.

Vernon, Missouri.

- Submitted, October 16, 1997

Minneapolis

United Community Bank ofNorth Dakota, Leeds, North Dakota -- report on

competitive factors ofthe proposed purchase of assets and assumption ofthe

liabilities ofthe Bottineau branch ofRamsey Bank, fsb., Cando, North Dakota.

- Submitted, October 17, 1997

EXTENSIONS OF TIME

Chicago

Friendship State Bank, Friendship, Indiana -- extension to October 25, 1998, within

which to establish a branch at 401 Main Street, Risin Sun, Indiana.

- Granted, October 17,1997

Cleveland

OSB Bancshares, Inc., Osgood, Ohio - extension to January 15, 1998, to acquire

The Osgood State Bank.

- Granted, October 15, 1997

MEMBERSHIP

Chicago,

Tama State Bank, Tama, Iowa - to become a member ofthe Federal Reserve

System.

- Approved, October 15,1997

_.. --- _.~_..~--=--------"-
District 1

Federal Reserve Bank ofBoston

Applications and notifications filed during the week of 10-17-97

Section I - Applications subject to newspaper notice only

Type

NONE

Application

Ending date of

comment period

Section n - Applications subject to both newspaper and Federal Register notice

Type

*3(a)(1)

Ending date of

Application comment period

North Shore Bancorp, Peabody, MA - Section 3(a)(l) notification Newspaper-1 1110/97

to become a bank holding company through the reorganization of

North Shore Bank, a Co-operative Bank, Peabody, Massachusetts Fed Reg - 11/14/97

*Subject to the provisions ofthe Community Reinvestment Act

Section m -Applications subject to Federal Register notice only

Type

NONE

Application

Ending date of

commentperiod

Section IV - Applications not subject to Federal Register or newspaper notice

Type

NONE

Application

Ending date of

comment period
Section V - Availability of CRA public evaluations

RSSD

number Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs

ofthe communities in which they operate, including low- and moderate-income neighborhoods. It was enacted

by the Congress in 1977 (12 U.S.C. 290 I) and is implemented by Regulation BB (12 CFR 228). The regulation

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs ofits entire

community be evaluated periodically. That record is taken into account in considering an institution's application

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Banlc

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number

NONE

Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type

Section VI - CRA examinations scheduled for Quarter of

Institution Location

NONE

-- --- --- -------------------------------~
Section III - Applications subject to Federal Register notice only

Type

4(c)(8)

Ending date of

Application comment period

Popular Inc., Hato Rey, Puerto Rico, to acquire, through its N/Avail

wholly-owned subsidiary, Popular Cash Express, Inc., eleven

outlets ofFlorida Exchange, Ltd., an Illinois corporation, and

Mirando-J., Inc., a Florida corporation, and thereby engage in

certain nonbanking activities.

Section IV - Applications not subject to Federal Register or newspaper notice

Type

None.

Application

Ending date of

comment period
Section V - Availability of eRA public evaluations

RSSD

number Institution/Location

Examination CRA

date public date

CRA

rating Exam type

The Community Reinvestment Act is intended to encourage depository institutions to help meet the

credit needs ofthe communities in which they operate, including low- and moderate-income

neighborhoods. It was enacted by the Congress in 1977 (12 U.S.c. 2901) and is implemented by

Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs ofits entire

community be evaluated periodically. That record is taken into account in considering an institution's

application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve

Bank.

The federal bank regulators use the following four performance levels to rate an institution's

performance under CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their eRA public evaluations are now

available.

RSSD

number

None.

Institution/Location

Examination CRA

date public date

CRA

rating Exam type
Section VI - eRA examinations scheduled

for

Institution

Footnotes

Quarter

of

Location
------- - --- - -------------

DISTRlCT03

FEDEDERAL RESERVE BANK OF PHILADELPHIA

Applications and notifications filed during the week of 10/17/97

Section I - Applications subject to newspaper notice only

Section II - Applications subject to both newspaper and Federal Reeister notice

Sections III - Applications subject to Federal Reeister notice only

Type

l8(c)

Footnotes

Type

3(a)(3)

3(a)(3)

Footnotes

Type

Footnotes

Application

Community Bank and Trust Co, Forst City, PA

to acquire certain assets and assume deposit liabilities

associated with two branch offices of First Union National

Bank, Charlotte, NC

Application

Penn Woods, Williamsport, PA to acquire up to 10 percent

of Columbia Financial Institution, Bloomsburg, PA

MBNA Corporation, Wilmington, DE, to acquire MBNA

America Bank, (Delaware), Wilmington, DE

Application

NONE

Ending date of

comment period

N/Ayail

Ending date of

comment period

Fed Reg. N/AyaH

Newspaper 10/17/97

Fed Reg. N/Ayail

Newspaper 11/03/97

Ending date of

comment period

Section IV - Applications not subject to Federal Reeister or newspaper notice

Type

Footnotes

Application

NONE

Ending date of

comment period
Section V - Availability of eRA public evaluations

RSSD

number InstitutionILocation

Examination

date

CRA

public

CRA

rating Exam type

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of

the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the

Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR228). The regulation was

revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs ofits entire community

be evaluated periodically. That record is taken into account in considering an institution's application for deposit

facilities.

A copy ofan institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

The Federal bank regulations use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number InstitutionILocation

NONE

Footnotes

Section VI - eRA examinations scheduled for

Examination

date

CRA RA

public rating

Ouarterof

Exam type

Institution

NONE

Footnotes

Locations

---------------------------------------
District

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending 10/18/97

Section 1- Applications subject to newspaper notice only

Type, Application

Ending date of

comment period

BKBRX

, Footriotes

Notice byCitizens Deposit Bank & Trust, Vanceburg, KY * November 15, 1997

ofits intent to establish a branch at HC 73 Box 20,

Vanceburg, KYreceived on October 17, 1997.

Section n -Applications subject to both newspaper and Federal Register notice

Type

cc

3A3A'"

Footnotes

Ending date of

"Application comment period

"Notice ofChange in Controlfor Billy Miller Smith; Marcia *Not Yet Known

, Smith Lawrence; Valerie Smith Bartley; Tracey Smith

Weinberg; Carew Smith Bartley; Benjamin Lee Smith; Stuart

G. Smith; Dirk Smith Trust; William D. Smith; William Samuel

Smith; National City Bank, Trustee for UIW Philip Lawrence

, involving Hindman Bancshares, Inc. located in Hindman, KY

received on 10/9/97.

Notice by F.N.B. Corporation, Hermitage, PA to acquire West *N: November 10,

Coast Bank, Sarasota, FL received on October 17,1997. 1997

Section m - Applications subject to Federal Register notice only

Type

Footnotes,

Application

NONE

Ending date of

commentperiod
Section IV - Applications not subject to Federal Register or newspaper notice

Type

SRNEW

4C8LLEX

Footnotes

Ending date of

Application comment period

Notice ofproposed redemption ofcapital stock by Commerce N/A

Exchange Bank, Beachwood; OHreceived on October 8, I997

Notice by Huntington Bancshares Incorporated, Columbus, OH N/A

-to acquire a proportionate interest in Solutions By Design, Inc.,

Atlanta, GA.

Section V - Availability ofeRA pubUc evaluations

Description ofthe eRA Goal against which institutions are evaluated, the four performance levels, and the

institutionsfor which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which it has

ascertained, and helped meet, the credit needs ofits entire delineated community, including low- and moderateincome neighborhoods, in a manner cqnsistent with its resources and capabilities.

The federal bank regulators use the fol1owing four performance levels to rate an institution's performance under

CRA.:

Outstanding

Satisfactory

Needs to Improve

Substantial noncompliance

RSSD

nJJmber

Footnotes

Institution!Locatio~"

None

.. '

Examination

date

CRA

public date

CRA

rating
Section VI - CRA examinations scheduled for Fourth Quarter of 1997

Institution Location

Andover Bank P.O. Box 1300, Public Square, Andover, OH 44003-1300

Bank of Corning Company P.O. Box 428, N. Valley Street, Coming, OH 43730-0428

Commercial & Savings Bank Co. P.O. Box 50, 701 S. Market Street, Danville, Oll 43014-0050

Fifth Third ofNortheastern Ohio 1404 E. Ninth Street, Cleveland, OH 44114

Genoa Banking Company P.O. Box 98,801 Main Street, Genoa, OH 43430-0098

Hamler State Bank P.O. Box 358,210 Randolph Street, Hamler, OH 43524-0358

Hocking Valley Bank P.O. Box 4847,7 W. Stimson, Athens, OH 45701-4847

The Citizens Banking Company P.O. Box 5016, 100 E. Water Street, Sandusky, OH 44871-5016

The Corn City State Bank P.O. Box 197, 120 W. Main Street, Deshler, OH 43516-0197

The Cortland Savings & Banking Co. P.O. Box 98, 194 W. Main Street, Cortland, OH 44410-0098

The Custar State Bank P.O. Box 127, Main Street, Custar, OH 43511-0127

The Farmers Citizen Bank P.O. Box 567, Washington Square, Bucyrus, OH 44820-0567

The Metamora State Bank P.O. Box F, 120 E. Main Street, Metamora, OH 43540-0270

The Minster State Bank P.O. Box 90,96 W. Fourth Street, Minster, OH 45865-0090

The Provident Bank 1 E. 4th Street, Cincinnati, OH 45202

Towne Bank P.O. Box 202,610 E. South Boundary, Perrysburg, OH 43551

Footnotes
-----_.- - --- -------------

District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week of October 17, 1997

Section I - Applications subject to newspaper notice only

Type

None.

Application

Ending date of

comment period

Section II - Applications subject to both newspaper and Federal Register notice

Type

3(a)(5)

Application

NationsBank Corporation, Charlotte, North Carolina, to acquire

Barnett Banks, Inc., Jacksonville, Florida.

Ending date of

comment period

11-13-97*

*Expiration of comment period as specified in the Federal Register.

Section III - Applications subject to Federal Register notice only

..

Type

None.

Application

Ending date of

comment period

Section IV - Applications not subject to Federal Register or newspaper notice

Type

None.

Application

Ending date of

commentperiod
Section V - Availability ofCRA public evaluations

RSSD

number Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs

ofthe communities in which they operate, including low- and moderate-income neighborhoods. It was enacted

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire

community be evaluated periodically. That record is taken into account in considering an institution's application

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number

None.

Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type
...

Section VI - eRA examinations scheduled for Quarter of

Institution Location

None.
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week of October 17, 1997

Section I - Applications subject to newspaper notice only

Type Application

Ending date of

commentperiod

18(c) Colonial Bank, Montgomery, Alabama, to merge with Ashville 11-15-97*

Savings Bank, Ashville, Alabama.

18(c) Colonial Bank, Montgomery, Alabama, to merge with First

Central Bank, St. Petersburg, Florida.

11-15-97*

*Subject to provisions ofthe Community Reinvestment Act.

Section n - Applications subject to both newspaper and Federal Register notice

Type

3(a)(I)A

3(a)(l)A

Application

Covenant Bancgroup, Inc., Leeds, Alabama, to become a bank

holding company by acquiring Covenant Bank, Leeds, Alabama.

First State Financial Corporation, Sarasota, Florida, to become a

bank holding company by acquiring First State Bank, Sarasota,

Florida (formerly known as First State Bank of Sarasota).

Ending date of

comment period

11-14-97*

Federal Register

11-15-97*

Newspaper

3(a)(l)A GulfCoast Bancorp, Inc., Port Charlotte, Florida, to become a bank Not yet available*

holding company by acquiring GulfCoast Community Bank, N.A.,

Port Charlotte, Florida.

3(a)(I)A

3(a)(5)A

Citizens Effingham Bancshares, Inc., Springfield, Georgia, to

become a bank holding company by acquiring Citizens Bank of

Effingham, Springfield, Georgia.

Skylake Bankshares, Inc., North Miami Beach, Florida, to merge

with KisJak Financial Corporation, Miami Lakes, Florida, and

thereby acquire Kislak National Bank, North Miami, Florida.

11-14-97*

Federal Register

Not yet available*

*Subject to provisions ofthe Community Reinvestment Act.
Section III - Applications subject to Federal Register notice only

Type

None.

Application

Ending date of

comment period

Section IV - Applications Dot subject to Federal Register or newspaper notice

Type

COM

WAIVR

Application

AmSouth Bank, Binningham, Alabama, commitment waiver

request.

Colonial BancGroup, Inc., Montgomery, Alabama, request for

waiver ofthe application requirements of Section 3(a)(3) ofthe

Bank Holding Company Act to merge with ASB Bancshares, Inc.,

and thereby directly acquire its subsidiary, Ashville Savings Bank,

both ofAshville, Alabama.

Ending date of

comment period
Section V - Availability ofCRA public evaluations

RSSD

number Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs

ofthe communities in which they operate, including low- and moderate-income neighborhoods. It was enacted

by the Congress in 1977 (12 U.S.C. 290]) and is implemented by Regulation BB (12 CFR 228). The regulation

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs ofits entire

community be evaluated periodically. That record is taken into account in considering an institution's application

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number

None.

Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type
Section VI - eRA examinations scheduled for

Institution

Footnotes

Quarter of

Location
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week of October 17, 1997

Section I - Applications subject to newspaper notice only

Type

Branch

Branch

Application

First Banking Center - Burlington

Burlington, Wisconsin

Park Street

Lake Geneva, Wisconsin

NBDBank

Detroit, Michigan

34400 Utica Road

Fraser, Michigan

Ending date of

comment period

Newspaper - 1013 ]/97

Newspaper - 10114/97

Newspaper - Newspaper Comment Period Ending Date

Section II - Applications subject to both newspaper and Federal Register notice

Type

3(a)(l)

3(a)(3)

3(a)(3)

Application

Verona Bancshares, Limited*

Verona, Wisconsin

Bank ofVerona

Verona, Wisconsin

Capitol Bancorp, Ltd*

Lansing, Michigan

Muskegon Commerce Bank (in organization)

Muskegon, Michigan

Johnson International, Inc.*

Racine, Wisconsin

Bank of Fort Atkinson

Fort Atkinson, Wisconsin

Ending date of

comment period

N/Avail

Fed Reg - 10/31/97

Newspaper - 1112/97

Fed Reg - 11/17/97

Newspaper - N/Avail

Footnotes

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail- Not Available at this time

*- Subject to the provisions ofthe Community Reinvestment Act
Section II - Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

Section Ill- Applications subject to Federal Register notice only

Type

NONE

Application

Ending date of

comment period

Section IV - Applications not subject to Federal Register or newspaper notice

Type

ROS

Application

Bankers Trust Company

Des Moines, Iowa

To redeem $2 million of noncumulative perpetual preferred stock

Ending date of

commentperiod
Section V - Availability ofCRA public evaluations

RSSD

number Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs

ofthe communities in which they operate, including low- and moderate-income neighborhoods. It was enacted

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs ofits entire

community be evaluated periodically. That record is taken into account in considering an institution's application

for deposit facilities.

A copy of an institution's eRA evaluation may be obtained directly from the institution or Reserve Bank.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number Institution/Location

Examination

date

eRA

public date

CRA

rating Exam type

11546 St. Ansgar State Bank

237 West 4th Street

P.O. Box 219

St. Ansgar, Iowa 50472-0219

(515) 736-4510

7/14/97 Satisfactory Small Bank

Section VI - CRA examinations scheduled for Quarter of

Institution Location
RESERVE BANK APPLICATIONS BULLETIN For week ending October 17, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE

Application

None.

End of Comment Period

SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL

REGISTER NOTICE

Application

* Section 3(a)(1) notification by Mid America Mortgage

Services, Inc., Columbia, Missouri, to acquire up to 15%

of Mid America Banking Corporation, Columbia, Missouri.

End of Comment Period

Newspaper: 11-9-97

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE

Application

Section 4(c)(8) notification by Area Bancshares Corporation,

Owensboro, Kentucky, for its affiliate, Security First

Technologies, Inc., Atlanta, Georgia, to merge with Solutions

By Design, Inc., Atlanta, Georgia.

Section 4(c)(8) notification by Mid America Mortgage

Services, Inc., Columbia, Missouri, to continue to make,

acquire and service mortgage loans.

End of Comment Period

N/A

N/A

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE

OR NEWSPAPER NOTICE

Application

None.

* This notification is subject to CRA.

End of Comment Period
RESERVE BANK APPLICATIONS BULLETIN

---------------------

For week ending October 17. 1997

FEDERAL RESERVE BANK OF ST. LOUIS

SECTION V - AVAILABILITY OF CRA PUBLIC DISCLOSURES

Identification of Ratings:

Outstanding record ofmeeting 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 ofmeeting 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 ofmeeting 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.

lBankRSSD Name of Bank Bank Address Examination Examination

Number Date Rating

None
-------~~ ~-_._--

•

RESERVE BANK APPLICATIONS BULLETIN For week ending OCtober 17, 1997

SECTION VI- CRA EXAMINATIONS SCHEDULED

Examinations may have to be rescheduled during the calendar quarter in which they are designated

to begin. If an institution's examination is rescheduled for a date later than the end of the date range

reflected in a published schedule, the institution's name will be republished in an appropriate later

listing. Any comments received as a result of either the first publication or subsequent publications

will be considered during the examination.

Name City State
FEDERAL RESERVE BANK OF MINNEAPOLIS

Section I - Applications Subject to

Newspaper Notice Only

Application

NONE.

FEDERAL RESERVE BANK OF MlNNEAPOUS

Section II - Applications Subject to Both

Newspaper and Federal Register Notice

Application

Thomas B. Jones, Jerry P. Jones, Morris W. Jones, and

Ralph D. Jones to acquire control of 47.3% and by Charles

Ekstrom to acquire control of25.5% ofthe voting shares of

Philip Bancorporation, Inc., Philip, South Dakota.

FEDERAL RESERVE BANK OF MINNEAPOLIS

Section III - Applications Subject

to Federal Register Notice Only

Application

NONE.

FEDERAL RESERVE BANK OF MINNEAPOLIS

Section IV - Applications Not Subject to

Federal Register Notice or Newspaper Notice

Application

Philip Bancorporation, Inc., Philip, South Dakota to redeem 18.0%

of its voting shares.

Comment Period

Ending Date

Comment Period

Ending Date

Not yet available

Comment Period

Ending Date
FEDERAL RESERVE BANK OF MINNEAPOLIS

Section V - Availability of

CRA Public Evaluations

week ending October 17, 1997

ASSIGNMENT OF RATING

Identification ofRatings

In connection with the assessment ofeach 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 ofits 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 ofascertaining and helping to meet the credit needs

ofits 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 ofascertaining and helping to meet the

credit needs ofits 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 ofits entire delineated community, including low-and moderate-income neighborhoods, in a

manner consistent with its resources and capabilities.

BANK(S) EXAMINED

NONE.

DATE OF EXAMINATION CRARATING
Federal Reserve Bank of Kansas City Week Ending October 17, 1997

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLy

None.

APPUCATION COMMENTPERIOD ENDING DATE

SECTION II - APPLICATIONS SUBJECT TO BOTH

NEWSPAPER AND FEDERAL REGISTER NOTICE

APPLICATION COMMENT PERIOD ENDING DATE

Midland First Financial Corporation, Lee's Summit, November 5, 1997

Missouri, for prior approval to become a bank: holding

company through the acquisition of 100 percent of the

voting shares of Midland Bank:, Lee's Summit,

Missouri.*

Light Bancshares Corporation, Liberal, Kansas, for Not Available

prior approval to become a bank holding company

through the acquisition of 100 percent of the voting

shares of The Community Bank:, Liberal, Kansas, a

llQYQ bank: in organization.*

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLy

APPLICATION

None.

COMMENT PERIOD ENDING DATE

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE

OR NEWSPAPER NOTICE

APPLICATION

None.
---_.- - --- -- ------------

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

Identification of Ratings

In connection with the assessment of each insured depository institution's eRA 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.

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 moderateincome 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 moderateincome neighborhoods, in a manner consistent with its resources and capabilities.

Bank/Location

None.

RSSD# Exam Date

CRA Public

Date

CRA

Rating

*Application is subject to CRA.
District 11

Federal Reserve Bank of Dallas

Applications and Notifications Filed During the Week of October 14, 1997

Section I - Applications subject to newspaper notice only

Type

None.

Application

Ending date of

comment period

* Subject to the provisions of the Community Reinvestment Act.

** Comment period ending date is the date specified in the newspaper only.

N/Avail- Not available at this time.

Section II - Applications subject to both newspaper and Federal Register notice

Type

*3(a)(3)

crc

Ending date of

Application comment period

WNB Bancshares, Inc., Odessa, TX, to acquire N/Avail

City National Bank, Austin, TX

Smith Mustang, Ltd., Rio Vista, TX, only notificant, to acquire **97/10/28

an interest in First State Bank, Rio Vista, TX

(Previously reported during the week of October 6, 1997)

* Subject to the provisions of the Community Reinvestment Act.

** Comment period ending date is the date specified in the newspaper only.

N/Avail- Not available at this time.

Section III - Applications subject to Federal Register notice only

Type

None.

AppUcation

Ending date of

comment period

* Subject to the provisions of the Community Reinvestment Act.
Section IV - Applications not subject to Federal Register or newspaper notice

Type

3(a)(1)

3(a)(l)

Application

Texas Central Bancshares, Inc., Dallas, TX, to acquire Texas

Central Bancshares of Delaware, Inc., Wilmington, DE, and

Texas Central Bank, N.A., Dallas, TX

Texas Central Bancshares of Delaware, Inc., Wilmington, DE, to

acquire Texas Central Bank, N.A., Dallas, TX

Ending date of

comment period
_.

Section V - Publicly available CRA evaluations

RSSD

number Institution/ Location

Examination CRA

date public date

CRA

rating Exam type

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit

needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was

enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CPR 228). The

regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire

community be evaluated periodically. That record is taken into account in considering an institution's

application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

The federal bank regulators use the following four performance levels to rate an institution's performance

under CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number

None.

Institution/ Location

Examination

date

CRA

public date

CRA

rating Exam type

Section VI - CRA examinations scheduled Quarter of

Institution Location

N/Avail

N/Avail - Not available at this time.
District 12

Federal Reserve Bank of San Francisco

Applications and Notifications Filed During the Week ofOctober 13, 1997

Section I - Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Southern California Bank, Anaheim, California, to merge with Newspaper: 11/07/97

Naitoinal Bank of Southern California, Newport Beach,

California. *

Section II - Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(l)

3(a)(l)

* Subject to CRA

Timberland Bancorp, Inc., to become a bank holding company by Newspaper N/Avail

acquiring Timberland Savings Bank, SSB, both of Hoquiam,

Washington. * Fed Reg N/Avail

Pedcor Bancorp, Indianapolis, Indiana, to become a bank holding Newspaper N/Avail

company by acquiring International City Bank, National

Association, Long Beach, California. * Fed Reg N/Avail

Section III - Applications subject to Federal Register notice only

Type

None

Application

Ending date of

comment period
Section III - Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

Section IV - Applications not subject to Federal Register or newspaper notice

Type

Member

Application

Hacienda National Bank, Santa Maria, California, to become a

member ofthe Federal Reserve System.

Ending date of

commentperiod

None
------- - --- - -------------

Section V - Publicly available eRA evaluations

RSSD

number Institution/Location

Examination

date

CRA

public date

CRA

rating

Exam type

Large Small

bank bank

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs

ofthe communities in which they operate, including low- and moderate-income neighborhoods. It was enacted

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire

community be evaluated periodically. That record is taken into account in considering an institution's applicatiOl

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number

None

Institution/ Location

Examination

date

CRA

public date

CRA

rating

Exam type

Large Small

bank bank

...

Footnotes: 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.

------ - ----- -----------------------------------
--------.- ------

H.2A

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

Companies; Change in Bank Control

Notices Filed as of October 17, 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 ofGovernors, no

later than the end ofthe public comment period. Addresses for the Board and Federal Reserve Banks

are listed at the end ofthis release.

,The public portions ofthe 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 ofthis 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

1867 Western Financial Capital Corp ofthe West, 4 San Francisco August 26, 1997

Corporation(1), Merced, CA, & Town &

Stockton, CA Country Finance & Thrift

CONTINUED Co., Turlock, CA &

Capital West Group, Inc.,

Stockton, CA operating an

industrial loan co. (b)(4);

providing credit life

insurance (b)(ll);

management consulting

(b)(9); CONTINUED

1867 Western Financial & investment & fmancial 4 San Francisco August 26, 1997

Corporation(2), advice (b)(6)

Stockton, CA

CONTINUED

1867 Western Financial Capital Corp ofthe West, 3 San Francisco September 2, 1997

Corporation, Stockton, Merced, CA & County

CA Bank, Merced, CA

Alabama National First American Bancorp, 3 Atlanta October 24, 1997

BanCorporation, Decatur, AL & First

Birmingham, AL American Bank, Decatur,

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

Albrecht Financial Heartland Bankshares, Inc., 3 Chicago October 9, 1997

Services, Inc., Norwalk, Madrid, IA & City State

IA Bank, Grimes, IA

Amador Merger Citizens Bank ofLas 3 Dallas October 31,1997

Corporation, Las Cruces, Las Cruces, NM

Cruces, NM

Amador Merger Amador Bancshares, Inc., 3 Dallas October 31, 1997

Corporation, Las Las Cruces, NM & Citizens

Cruces, NM Bank ofLas Cruces, Las

CORRECTION Cruces, NM

CORRECTION

Area bancshares Security First Network 4 St. Louis November 5, 1997

Corporation, Bank, Altanta, GA &

Owensboro, KY Solutions by Design, Inc.,

Atlanta, GA in data

processing & data

transmission services (b)(14)

Arrendale Undiversified CIBC Atlanta October 16, 1997

Family Limited

Partnership(2), Baldwin,

GA

CONTINUED

Cynthia Bussey, in their

individual capacities

Arrendale Undiversified Habersham Bancorp, crnc Atlanta October 16, 1997

Family Ltd. Cornelia, GA, &

Partnership(1), Baldwin, Habersham Bank,

GA; its general partners, Clarkesville, GA

Thomas A. Arrendale, CONTINUED

III, Gainsville, GA;

Cynthia Bussey,

Altanta, GA; & Thomas

A. Arrendale, Jr.,

Clarkesville, GA;

Thomas A. Arrendale,

III, &

CON1l1";l:'::::~

Banco Bilbao Vizcaya, BBV Latlnvest Secuntlt::. 4 New York March 4, 1997

S.A., Inc.,

Bilbao, Spain New York, NY,

securities activities (b)(1),

(b)(4), (b)(l5), and (b)(16)
_.

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

Bank Capital Guaranty Corporation, 3 Kansas City September 26, 1997

Corporation, Strasburg, Denver, CO

CO

Bank ofNew York State Street Boston 3 and 4 New York March 14, 1997

Company, Inc., Corporation,

New York, NY Boston,MA;

State Street Bank and Trust

Company,

Boston, MA

trust, securities and data

processing activities (b)(3),

(b)(4), and (b)(7)

Bennett, James(I), Citizens Development Co., CIBC Minneapolis October 23, 1997

Billings, MT; First Billings, MT, & First

PREMIER Bank as Security Bank ofLaurel,

Custodian/FBO Emil Laurel, MT; First Citizens

Erhardt IRA, Bank ofBillings, Billings,

Stevensville, MT; MT; Citizens State Bank,

Donald Bennett, Hamilton, MT; First

Columbia Falls, MT; Citizens Bank, N.A.,

Steven Tostenrud, Columbia Falls, MT: First

Billings, MT; Alex Zier, National Bank

Lewistown, MT; CONTINUED

William Thomdal,

Laurel, MT;

CONTINUED

Bennett, James(2), ofLewistown, Lewistown, CIBC Minneapolis October 23, 1997

Billings, MT; Robert MT & Western Bank of

Sizemore, Chinook, Chinook, N.A., Chinook,

MT; Willam Curley, MT

Oyenette, WI; Jon

Sustarich, Cambridge,

WI; Kenneth Baker,

Osceola, IA; Gregory

Bormann, Stickney, SD;

Duncan Flann, Iroquois,

SD; Ronald Homischer,

Merrill, WI;

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

Bennett, James(4), United Bancorporation, CIBC Minneapolis October 23, 1997

Billings, MT; D.A. Billings, MT & Bank of

Davidson & Co., as Poynette,Poynette, ~;

custodian/FBO William Cambridge State bank,

Thomdal IRA, Laurel, Cambridge, ~; Clarke

MT; and James County State Bank,

Bennett, et al Osceola, IA; Fanners State

CONTrNUED Bank, Stickney, SD;

Fanners & Merchants State

Bank, Iroquois, SD;

CONTINUED

Bennett, James(5), Lincoln County Bank, CIBC Minneapolis October 23, 1997

Billings, MT Merrill, & United Bank,

CONTINUED Osseo,

Boston Private Bancorp, Westfield Capital 4 Boston October 14, 1997

Inc., Boston, MA Management Company,

Inc., Boston, MA, in

fmandal & investment

advisory activities (b)(6)

Boston Private Bancorp, Westfield Capital 4 Boston October 21, 1997

Inc., Boston, MA Management Company,

Inc., Boston, MA, fmancial

investment advisory

activities (b)(6)

Bradley Investments, Evergreen Bancorporation, CIBC Kansas City October 10, 1997

L.L.L.P., Golden, CO, Evergreen, CO &

Bradley, Leo N., Evergreen National Bank,

Golden, CO, Bradley, Evergreen, CO

Susan Q., Denver, CO,

and Bradley, Jeffrey N.,

Denver, CO

Broun Family Georgia National Bancorp, CIBC Atlanta November 3, 1997

Partnership LLP & Inc., Athens, GA & The

Conway C. Broun, Georgia Bank, Athens, GA

Managing Partner,

Athen, GA

Builders Financial Builders Bank, Chicago, IL 3 Chicago October 23, 1997

Corporation, Chicago, IL
Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

California Community Securities First Bank, 3 San Francisco September 29, 1997

Financial Institutions Fulleton, CA

Fund Limited

Partnership; Belvedere

Capital Partners, Inc., &

Newco, all of San

Francisco, CA &

National Bancorp of

Alaska, Inc.,

Anchorage, AL

Calvin R Taylor Calvin RTaylor Banking 3 Richmond September 15, 1997

Bankshares, Inc., Berlin, Company ofBerlin

MD Maryland, Berlin, MD, &

Calvin R Taylor Bank of

Delaware, Ocean View, DE

Canadian Impercial agency transactional 4 New York August 28, 1997

Bank ofCommerce(3), services (b)(7); in

Toronto, CA underwriting & delaing in

CONTINUED government obligations &

money market instruments,

providing investments &

trading services & buying

& selling bullion & related

activities (b)(8)

Canadian Imperial Bank CIBC Wood Gundy 4 New York August 28, 1997

ofCommerce(l), Securities Corp. CCIBC

Toronto, Canada Wood Gundy"), New York,

CONTINUED NY, all the outstanding

shares of Oppenheimer

Holdings, Inc., New York,

NY, & its subsidiaries,

including

Oppenheimer & Co., Inc.,

New York, NY in

underwriting &

CONTINUED
---------------

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

Canadian Imperial Bank dealing to a limited extent 4 New York August 28, 1997

ofCommerce(2), in all types of equity & debt

Toronto, Canada securities; lending (b)(1),

CONTINUED (b)(2); fmancial &

investment advisory

services (b)(6); securities

brokerage, riskless

principal, private

placement, futures

commission merchant &

other

CONTINUED

Canisteo Valley First State Bank, Canisteo, 3 New York October 30, 1997

Corporation, Canisteo, NY

NY

Capitol Bancorp, Ltd., Muskegon Commerce 3 Chicago October 31, 1997

Lansing, MI Bank, Muskegon, MI

Carolina First First Southeast Financial 4 Richmond September 3, 1997

Corporation, Greenville, Corporation, Anderson, SC

SC & First Federal Savings &

Loan Association of

Anderson, Anderson, SC in

operating a savings & loan

association (b)(4)(ii)

Cashin, Stuart A., Jr., Embry Bankshares, Inc., CIBC Atlanta October 21, 1997

Duluth, GA Duluth, GA & Embry

National Bank,

Larenceville, GA

Centre I Bancorp, Inc., First Winnebago 3 Chicago September 26, 1997

Beloit, WI Corporation, Winnebago,

IL & First National Bank of

Winnebago

Citizens Bancshares Trenton Trust Bancshares, 3 Kansas City November 7, 1997

Company, Chillicothe, Inc., Trenton, MO &

MO Trenton Trust Company,

Trenton, MO

Citizens Bankers, Inc., First National Bank ofBay 3 Dallas October 6, 1997

Baytown,TX City, Bay City, TX
Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

Citizens Bankers, Inc., First National Bank ofBay 3 Dallas September 18, 1997

Baytown, TX, and City, Bay City, TX

Citizens Bankers of

Delaware, Wilmington,

DE

Citizens Development Citizens Development Col., 4 Minneapolis October 23, 1997

Co., Billings, MT Billings, MT, in making &

servicing loans, (b)(I)

Citizens Effmgham Citizens Bank of 3 Atlanta November 14, 1997

Bancshares, Inc., Leeds, Effmgham, Springfield, GA

AL

Citizens Financial U.S. National Bank, 3 Kansas City October 16, 1997

Corp., Midwest City, OK Midwest City, OK

City National Harbor Bancorp, Long 3 San Francisco November 7,1997

Corporation, Beverly Beach, CA & Harbor Bank,

Hills, CA Long Beach, CA

Coddle Creek Financial Mooresville Savings Bank, 3 Richmond October 16, 1997

Corp., Mooresville, NC SSB, Mooresville, NC

Community Bancshares Community First National 3 St. Louis October 24, 1997

ofWest Plains, Inc., Bank of West Plains, West

West Plains, Plains,

MO MO

Community Bankshares, Dove Creek State Bank, 3 Kansas City October 20, 1997

Inc., Denver, CO Dover Creek, CO

Community First Community First National 3 Minneapolis November 17,1997

Bankshares, Inc., Fargo, Bank, Globe, AZ

ND

Community First First National Summit 3 Minneapolis October 6, 1997

Bankshares, Inc., Fargo, Bankshares, Inc., Gunnison,

ND CO & First National

Summit Bank, Gunnison,

CO

Community First Republic National Bancorp, 3 Minneapolis October 6, 1997

Bankshares, Inc., Fargo, Inc., Pehoenix, AZ &

ND Republic National Bank of

Arizona, N.A., Phoenix, AZ
Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

Community National Community National Bank 3 St. Louis October 17,1997

Corporation, Lexington, ofTennessee, Lexington,

TN TN

Compass Bancshares, GSB Investments, Inc., 3 Atlanta October 6, 1997

Inc., Birmingham, AL Gainesville, FL &

Gainsville State Bank,

Gainesville, FL

Cortez Investment Co., The Cortez State Bank, 3 Kansas City October 6, 1997

Cortez, CO Cortez, CO

Covenant Bancgroup, Covenant Bank, Leeds, AL 3 Atlanta November 14, 1997

Inc., Leeds, AL

CSB Bancshares, Inc., Wilson Bancshares, Inc., 3 Kansas City October 23, 1997

Ellsworth, KS Wilson, KS & Wilson State

Bank, Wilson, KS

Davis, John Francis, and Tri-County Bancshares, CIBC Kansas City October 15, 1997

Davis, Carman Lee, Inc., Linn, KS,

both ofConcordia, KS & Tri-County National

Bank, Washington, KS

Deutsche Bank, AG Ganis Credit Corporation, 4 New York May 12, 1997

(Main) Newport Beach, CA,

Federal Republic of lending (b)(1)

Germany

Douglas, Ronald B., Washington Commercial CIBC San Francisco October 29, 1997

Medina, WA Bancorp, Redmond, WA &

Redmond National Bank,

Redmond, WA

Exchange National Union State Bancshares, 3 St. Louis October 2, 1997

Bancshares, Inc., Inc., Clinton, MO & Union

Jefferson City, MO State Bank & Trust

Company ofClinton,

Clinton, MO

F.N.B. Corporation, Mercantile Bank of 3 Cleveland October 10, 1997

Hermitage PA & Southwest Florida, Naples,

Southwest Banks, Inc., FL

Naples, FL

F.N.B. Corporation, Indian Rocks State Bank, 3 Cleveland September 2, 1997

Hermitage, PA Largo, FL
-------------- ---- --- --

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

FBOP Corporation, Oak First Capital Bank of 3 Chicago October 2, 1997

Park,IL Arizona, Phoenix, AZ

FBOP Corporation, Oak California Bank, N.A., 3 Chicago October 27, 1997

Park,IL Beverly Hills, CA

Fidelity Ban Benton County Savings 3 Chicago November 10, 1997

Corporation, Bank, NOIway, IA

Independence, IA

First Banks, Inc., St. Surety Bank, Vallejo, CA 3 St. Louis October 14, 1997

Louis,MO

First Citizens Bank ofTroy, Troy, TN 3 St. Louis October 3D, 1997

Bancshares, Inc.,

Dyersburg, 1N

First Commercial First Charter Bancshares, 3 St. Louis September 19, 1997

Corporation, Little Inc., North Little Rock, AR,

Rock, AR & Charter State Bank,

Beebee, Arkansas, Beebe,

AR

First National Bancorp, First National Bank of 3 St. Louis November 3, 1997

Inc., Green Forest, AR Green Forest, Green Forest,

AR

First National Finance Company ofNorth 4 Chicago August 17,1997

Bancshares, Inc., East America, LLC, East

Lansing, MI Lansing, MI in making and

servicing loans (b)(1)

First National Bank of First Bankshares ofLas 3 Kansas City October 6, 1997

Las Animas ESOP, Las Animas, Inc., Las Animas,

Animas, CO CO & First National Bank,

Las Animas, CO

First National of Platte Valley National 3 Dallas August 25, 1997

Nebraska, Inc., Omaha, Bank, Grand Island, NE &

NE, & its subsidiary First National ofNebraska,

First National of Lincoln, NE

Colorado, Inc., Fort

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

First National Security First Financial Corporation 3 St. Louis November 7, 1997

Company, DeQueen, AR ofIdabel, Idabel, OK &

First State Bank of Idabel,

Idabel, OK

First State Bancshares, Perry County Financial 4 St. Louis August 1, 1997

Inc., Farmington, MO Corporation, Perryville,

MO,and

Perry County Savings

Bank, FSB,

Perryville, MO operating a

savings

association (b)(4)

First State Financial First State Bank, Sarasot, 3 Atlanta November 14, 1997

Corporation, Sarasot, FL FL (formerly First State

Bank of Sarasota)

First United Bancshares, City Bank & Trust of 3 St. Louis October 9, 1997

Inc., EI Dorado, AR Shreveport, Shreveport, LA

FirstBank Holding FirstBank Holding 3 Kansas City October 9, 1997

Company ofColorado, Company ofColorado,

ESOP, Lakewood, CO Lakewood, CO

Fischer Bancorp, Inc., Fisher National Bank, 3 Chicago October 24, 1997

Fischer,IL Fisher,IL

Frame, Chark S. & Premier Bancorp, Inc., CIBC Philadelphia October 22, 1997

David C., Doylestown, Doylestown, PA & Premier

PA Bank, Doylestown, PA

FSB Bancorp, MHC & Franklin Savings Bank, CIBC Boston August 28, 1997

FSB Bancorp, both of Farmington, MN

Farmington, ME

CORRECTION

FSB Bancorp, MHC, Franklin Savings Bank, 3 Boston August 28, 1997

and FSB Bancorp, both Farmington, ME

ofFarmington, ME

George Washington, George Washington 3 Chicago October 6, 1997

Bancorp, Inc., Oak Savings Bank, Oak Lawn,

Lawn,IL IL

Gilinski, Jaime, Santafe Eagle National Holding CIBC Atlanta October I, 1997

de Bogota, Columbia Company, Inc., Miami, FL
Applicant or notifieant Aequiree or activity Section of law Reserve Bank End of comment period

Gold Banc Corporation, Fanners Bancshares of 3 Kansas City August 21, 1997

Inc., Leawood, KS Oberlin, Inc., Oberlin, KS,

and Fanners National Bank,

Oberlin, KS

Great Southern Capital Great Southern Capital 3 Atlanta October 30, 1997

Corporation Employee Corporation, Meridian, MS,

Stock Ownership Trust, & Great Southern National

Meridian, MS Bank, Meridian, MS

Greater Bay Bancorp, Peninsula Bank of 3 San Francisco October 31, 1997

Palo Alto, CA Commerce, Millbrae, CA

Greenblatt, Leon A., III, Home Financial Bancorp, CIBC Chicago July 9, 1997

and Chiplease, Inc., Spencer, IN, and Owen

both ofChicago, IL Community Bank, S.B.,

Spencer, IN

Greer, Elmo, Cumberland Valley CIBC Cleveland May 23, 1997

East Bernstadt, KY Financial Company,

London, KY

Grell, Steven; Bovee Albert City Bankshares, CIBC Chicago August 29, 1997

Investment Trust, Inc., Albert City, IA &

Bovee, Michael R., Albert City Savings Bank,

Trustee; Tamisiea, Albert City, IA & The

Bruce; Nystrom, Bruce; Citizens State Bank,

Grave, Gary; Cotton, Marathon, IA

John M.; & Hultgren,

David M.; all of

Spencer, lA, acting in

concert

Griffm Investment, L.P. Griffm Bancshares, Inc., 3 Kansas City October 16, 1997

& Griffin General Cameron, MO & Pony

Partner, Inc., both of Express Bank, Braymer,

Cameron,MO MO

Harbor, Lacy 1., Marble Falls National CIBC Dallas September 4, 1997

Denison, TX Bancshares, Inc., Marble

Falls, TX, & Marble Falls

National Bank, Marble

Falls, TX
-------------------- -

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

Hardin County Majors Insurance Agency, 4 St Louis August 26, 1997

Bancshares, Inc., Inc.,

Savannah, TN Adamsville, TN general

insurance agency activities

in a town ofless than 5,000

(bXll)

Hazard, Charles Boston Private Bancorp, CIBC Boston October 15, 1997

Michael, Boston, MA Inc., Boston,

MA, & Boston Private

Bank & Trust

Company, Boston, MA

Hazard, Charles Boston Private Bancorp, CIBC Boston October 15, 1997

Michael, Boston, MA Inc., Boston, MA & Boston

CORRECTION Private Bank & Trust

Company, Boston, MA

CORRECTION

Heath, Craig Dwight, Texico Bancshares CIBC St Louis October 1, 1997

Phoenix, AZ Corporation, Texico, IL &

Texico State Bank, Texico,

IL

Heritage Financial Heritage Savings Bank, 3 San Francisco October 31, 1997

Corporation, Olympia, Olympia, WA

WA

Hibernia Corporation, Northwest Bancshares of 3 Atlanta October 24, 1997

New Orleans, LA Louisiana, Inc., Mansfield,

LA & First National Bank

in Mansfield, Mansfield, LA

Hibernia Corporation, Unicorp Bancshares-Texas 3 Atlanta August II, 1997

New Orleans, LA Inc., Orange, TX, and

OrangeBank, Orange, TX

Horizon Bancorp of Horizon Bank ofColumbia 3 St Louis October 20, 1997

South Arkansas, Inc., County, Magnolia, AR

Magnolia, AR

Industrial Bank of Aubrey G. Lanston & Co., 4 New York May 12,1997

Japan, Ltd., Inc.,

Tokyo, Japan New York, NY, securities

activities (b)(7); data

processing (b)(l4);

fmancial & investment

activities (b)(6); and

underwriting (b)(8)
Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

Iron Bancshares, Inc., The National Iron Bank, 3 Boston October 2, 1997

Salisbury, CT Salisbury, CT

Jackson Boulevard Damen Financial CIBC Chicago September 3, 1997

Fund, Ltd.; Jackson Corporation, Schaumburg,

Boulevard Equities, L.P. IL & Darnen National

& Paul J. Duggan, all of Bank, Schaumburg, IL

Chicago,IL

Jacobsen, Sam J., First Business Bancshares, CIBC Chicago August 28, 1997

Middleton, WI Madison, WI & First

Business Bank, Madison,

WI

Jacobson, Wendell A. & Bank ofEphraim, Ephraim, CIBC San Francisco October 30, 1997

Melba B., Fountain UT

Green, UT

CORRECTION

Jacobson, Wendell A., Bank ofEphraim, Ephraim, CIBC San Francisco October 30, 1997

Fountain Green, UT UT

Jasper Banking JBC Bancshares, Inc., CIBC Atlanta August 12, 1997

Company Second Jasper, GA

Amended and Restated

Employee Stock

Ownership Stock Bonus

Plan (ESOP), Jasper, GA

Johnson International, The Bank of Fort Atkinson, 3 Chicago November 17,1997

Inc., Racine, WI Fort Atkinson, WI

Kazi, Zubair and Khatija, Kentucky Home Bank, 3 San Francisco April 17, 1997

Studio City, CA; Bardstown, KY

and Yahia and Magda

Abdul-Rahman,

Pasadena, CA

Kroll, Rodney, G; First Riesel Corporation, CIBC Dallas September 30, 1997

Copeland, Newman E.; Riesel, TX & First State

Slamans, Scott J.; Gray, bank, Riesel, TX

Rondy, T.; Turner,

Charles B.; DuBois,

James H., all ofWaco,

TX, and Salome,

Tommy G., Crawford,

TX,& Time

Manufacturing

Company., Waco, TX
Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

Lagomarsino, Richard Americorp, Ventura, CA, CIBC San Francisco August 6, 1997

A., and Robert J., and American Commercial

both ofVentura, CA, & Bank, Ventura, CA

Wood, Catherine S.,

Carpinteria,

CA; acting in concert

Lagomarsino, Richard Americorp, Ventura, CA, CIBC San Francisco August 20, 1997

A.; Lagomarsino, and American Commerical

Ramona; Ramona Bank, Ventura CA

Lagomarsino Family

Limited Partnership;

Lagomarsino, Robert J.,

all ofVentllra, CA; &

Lagomarsino, Norma

M; Wood, Catherine S.;

& Wood, Jack W.;

acting in concert, all of

Carpinteria, CA

Landen, Michael P., Security National CIBC Kansas City October 22, 1997

Dallas, TX Corporation, Omaha, NE &

Security National Bank of

Omaha, Omaha, NE

Leake Family Citizens Capital CIBC Atlanta July 23, 1997

Partnership, L.P., Corporation, Magee, MS,

Jackson, and

MS Citizens State Bank, Magee,

MS

Lexington B & L Lafayette Bancshares, Inc., 3 and 4 Kansas City August 4, 1997

Financial Corp., Lexington, MO, and

Lexington, Lafayette

MO County Bank of

LexingtonIWellington,

Lexington, MO; and B & L

Bank, Lexington, MO

operating a savings

association (b)(4)

Lloyds TSB Group IAI Holdings Inc., 4 New York March 26, 1997

PLC, and Lloyds Bank Investment Advisers, Inc.,

PLC, Minneapolis, MN, trust

both ofLondon, England services (b)(3); investment

advisory services (b)(4);

full-service brokerage

(b)(15); foreign exchange

execution & advisory

services, and other advisory

& administrative services
_.------- -

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

Louisville Development Louisville Enterprise 4 St. Louis November 4, 1997

Bancorp, Inc., Center, Inc., Louisville,

Louisville, KY KY, in community

development activities

(b)(l2)

Mahaska Investment Pella State Bank, Pella, IA 3 Chicago September 12, 1997

Company, Oskaloosa, IA

MainStreet BankGroup Commerce Bank 3 Richmond October 6, 1997

Incorporated, Corporation, College Park,

Martinsville, VA MD

Marengo Bancshares, Prairie State Bank, 3 Chicago October 2, 1997

Inc., Marengo, IL Marengo,IL

MBNA Corporation, MBNA America Bank 3 Philadelphia November 1, 1997

Wilmington, DE (Delaware), Wilmington,

DE

Mercantile Bancorp, Golden Bancshares, Inc., 3 St. Louis October 27,1997

Inc., Quincy, Illinois, Golden, IL & Golden State

QuincY,IL Bank, Golden, IL & Brown

County State Bank, Mount

Sterling, IL

Mercantile Bank Mercantile Bank of West 3 Chicago October 9, 1997

Corporation, Grand Michigan, Grand Rapids, MI

Rapids, MI

Mid America Banking Pulaski Bancshares, Inc., 3 St. Louis October 27, 1997

Corporation, Columbia, Dixon, MO & State Bank of

MO Dixon, Dixon, MO

Mid America Mortgage Mid America Banking 3 St. Louis October 27, 1997

Services, Inc., Corporation, Columbia,

Columbia, MO; Mid MO, & Pulaski Bancshares,

America Mortgage Inc., Dixon, MO, & State

Services of St. Louis, Bank ofDixon,

Inc., St. Louis, MO; Mid Dixon, MO

America Mortgage

Services of Springfield,

Inc.,

Springfield, MO

Midland Bancshares, The Midland Community 3 Chicago October 31,1997

Inc., Kincaid, IL Bank, Kincaid, IL
Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

Midland First Financial Midland Bank, Lee's 3 Kansas City November 3, 1997

Corporation, Lee's Summit,MO

Summit,MO

MidSouth Bancorp, Inc., MidSouth Bancorp, Inc., CIBC Atlanta September 30, 1997

ESOP, Lafayette, LA Lafayette, LA & MidSouth

National Bank, Lafayette,

LA

Midwest Community The Bank ofMarion, 3 S1. Louis September 2, 1997

Bancshares, Inc., Marion, IL

Marion,IL

Mutual Bancorp ofthe Trust Company ofthe 4 Boston October 10, 1997

Berkshires, Inc., Berkshires, N.A., Pittsfield,

Pittsfield, MA MA, perfomring trust

company functions (b)(S)

Mutual Bancorp ofthe Pittsfield Central 4 Boston October 10, 1997

Berkshires, Inc., Development Company,

Pittsfield, MA LLC., Pittsfield, MA,

community development

activities (b)(12)

Mutual Bancorp ofthe Lee National Bane Corp., 3 Boston September 19, 1997

Berkshires, Inc., Lee, MA, & First National

Pittsfield, MA Bank ofthe Berkshires,

Lee, MA & City Savings

Bank ofPittsfield,

Pittsfield, MA

Myers, Judy Noe, Rusk County Bancshares, CIBC Dallas September 24, 1997

Dallas, TX Inc., Henderson, TX &

Peoples State Bank,

Henderson, TX

National Bank of Natbank, N.A., Hollywood, 3 New York October 3, 1997

Canada, Montreal, FL & Natbank, N.A.

Canada & NatBC

Holding Corporation,

Hollywood, FL

National City Fourth First Bancorp, Inc., 3 S1. Louis October 3, 1997

Bancshares, Inc., Huntingburg, IN & First

Evansville, IN Bank ofHuntingburg,

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

National Commerce First Market Banks, FSB, 4 St. Louis October 10, 1997

Bancorporation, Memphis, TN, operation of

Memphis,1N a federal savings bank

(b)(4).

NationsBank Barnett Banks, Inc., & 3 and 4 Richmond November 13, 1997

Corporation(1), & NB Barnett Bank, Nat'l

Holdings Corporation, Association,

both ofCharlotte, NC Jacksonville, FL &

CONTINUED Community Bank ofthe

Islands, Sanibel, FL, &

acquire a savings assoc.,

(b)(4); Barnett Community

Development Corp.,

Jacksonville, FL, in

community development

(b)(12);

CONTINUED

NationsBank EquiCredit Corp., 3 and 4 Richmond November 13, 1997

Corporation(2), & NB Jacksonville, FL, in lending

Holdings Corporation, (b)(l); EquitylProtect

Jacksinville, FL Reinsurance Co.,

CONTINUED Jacksonville, FL in credit

realted insurance (b)(ll) &

Honor Technologies, Inc.,

Maitland, FL, in data

processing & management

consulting (b)(9) & (b)(l4)

CONTINUED

New Amboy, Inc., Old Amboy Bancorporation, 3 New York September 26, 1997

Bridge, NJ Old Bridge, NJ & Amboy

National Bank, Old Bridge,

NJ

North Shore Bancorp, North Shore Bank, 3 Boston November 14, 1997

Peabody, MA Peabody, MA

Northside Banking Northside Bank ofTampa, 3 Atlanta August 29, 1997

Corporation, Tampa, FL Tampa,FL
Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

Norwest Corporation, Cityside Fin.'l Serv.s ofWI, 4 Minneapolis October 17, 1997

Minneapolis, MN, Inc., Cityside Savings &

through its wholly Fin.'1 Services, Co., &

owned subsidiaries Cityside Insurance Co.,

Norwest Financial Ltd., Eden Prairie, MN, in

Services, Inc., and consumer fm. (b)(1); the

Norwest Financial, Inc., sale ofinsur. (b)(lI)(i), (ii)

both ofDes Moines, lA & (iii) & the operation of a

nonbank depository

institution (b)(4)

O.A.K. Financial Caledonia Financial 3 Chicago August 15, 1997

Corporation, Byron Corporation,

Center, Caledonia, MI, & State

MI Bank ofCaledonia,

Caledonia,

MI

Olney Bancshares of First National Bank of 3 Dallas October 16, 1997

Texas, Inc., Olney, TX Borger, Borger, TX;

& Olney Bancorp of Citizens National Bank of

Delaware, Inc., Childress, Childress, TX &

Wilimington, DE First State Bank of

Canadian, N.A., Canadian,

TX

Olympian New York Olympian Bank, Brooklyn, 3 New York October 9, 1997

Corporation, Brooklyn, NY

NY

Olympic Bancorp, Port Kitsap Bank, Port Orchard, 3 San Francisco September 19,1997

Orchard, WA WA

One Valley Bancorp, One Valley Bank-Central 3 Richmond October 9, 1997

Inc., Charleston, WV Virginia, N.A., Lynchburg,

VA

P.C.B. Bancorp, Inc., Anchor Savings Bank, 4 Atlanta August 8, 1997

Largo, FL F.S.B., 81. Petersburg, FL

operating a savings

association (b)(4)

Paradigm First National Bank of 3 Dallas October 3, 1997

Bancorporation, Inc., Dayton, Dayton, TX

Houston, TX &

Paradigm Delaware

Bancorporation, Inc.,

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

Pederson, Richard Paul Page Bank Holding CIBC Minneapolis October 17, 1997

II, Page, ND Company, Page, ND, &

Page State Bank, Page, NO

Penns Wood Bancorp, Columbia Financial 3 Philadelphia October 20, 1997

Inc., Williamsport, PA Corporation, Bloomsburg,

PA & First Columbia Bank

& Trust Company,

Bloomsburg, PA

Peoples Bancorp, Inc., Gateway Bancorp, Inc., 4 Cleveland August I, 1997

Marietta,OH Catlettsburg, KY, and

Catlettsburg Federal

Savings Bank, Catlettsburg,

KY operating a savings

association (b)(4Xii)

Peoples Bancorporation, Peoples Investment 3 St. Louis October 17, 1997

Inc., Cuba, MO Corporation, Cuba, MO &

Peoples Bank, Cuba, MO

Peoples Commercial Bank ofCommerce, 3 Kansas City September 26, 1997

Bancorp, Inc., Stilwell, Stilwell, OK & Peoples

OK Bank, Westville, OK

Peoples Community Farmers Bank ofMalone, 3 Atlanta August II, 1997

Bancshares, Inc., Malone, FL

Colquitt,

GA

Peoples Financial Corp., Elderton State Bank, 3 Cleveland August 25, 1997

Inc., Ford City, PA Elderton, PA

Plainview Holding American National 3 Kansas City June 23, 1997

Company, Creighton Co.,

Pilger, NE Creighton, NE, and

American National Bank of

Creighton,

Creighton, NE

Planters & Merchants Homestead Bank, S.S.B., 3 Dallas August 14, 1997

Bancshares, Inc., College Station, TX

Hearne,

TX, & Planters &

Merchants Bancshares

ofDelaware, Inc.,

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

Platt, Michael D., B-K Agency, Inc. Hardtner, CIBC Kansas City September 10, 1997

Hardtner, KS; Molz, KS, & The Fanners State

James L., Kiowa, KS; Bank, Hardtner, KS

Collins, David C., &

Pederson, Roland

C., both ofBurlington,

OK

Popular, Inc., Hato Rey, Houston Bancorporation, 3 New York October 16, 1997

Puerto Rico Inc., Houston, TX, &

Citizens National Bank,

Houston, TX

Preimer Bancorp, Inc., Preimer Bank, Doylestown, 3 Philadelphia October 23, 1997

Doylestown, PA PA

Premier Bancshares, Citizens Gwinnett 3 Atlanta October 31, 1997

Inc., Atlanta, GA Bankshares, Inc., Duluth,

GA & Citizens Bank of

Gwinnett, Duluth, GA

Prillaman, Bob Maurice Independent Bancshares, CIBC Atlanta August 29, 1997

& Lillias B., Marietta, Inc., Powder Springs, GA

GA

Proffitt, Richard Todd, Tennessee State CIBC Atlanta August 5, 1997

Pigeon Forge, TN Bancshares, Inc., Pigeon

Forge, TN (formerly

Gatlinburg, TN), and

Tennessee State Bank,

Gatlinburg, TN

Progress Bancshares, Progress Bank ofSullivan, 3 St. Louis August 8, 1997

Inc., Sullivan, MO Sullivan, MO, a

de novo bank

Provident Financial Florida Gulfcoast Bancorp, 3 Cleveland July 24, 1997

Group, Inc., & FGB! Inc., Sarasota, FL, and

Acquisition Corp., both Enterprise National Bank of

ofCincinnati, OH Sarasota,

Sarasota, FL

Rice Lake Bancorp, TALCO, Inc., Menomonie, 3 Minneapolis October 9, 1997

Inc., Rice Lake, WI WI & Menomonie Shares,

Inc., Menomonie, WI;

Menomonie Financial

Services, Inc., Menomonie,

WI & First Bank and Trust,

Menomonie, WI
_.

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

Riverside GulfCoast Riverside Bank ofthe Gulf 3 Atlanta October 24, 1997

Banking Company, Coast, Cape Coral, FL

Cape Coral, FL

Rockdale National Rockdale National Bank, 3 Atlanta August 22, 1997

Bankshares, Conyers, Conyers,GA

GA • CORRECTION

Rockdale National Rockdale National Bank, 3 Atlanta August 25, 1997

Bankshares, Inc., Conyers, GA

Conyers, GA

Rockdale National Rockdale National Bank, 3 Atlanta August 22, 1997

Bankshares, Inc., Conyers, GA

Conyers, GA

Rogers Family Limited Rogers Bancshares, Inc., eme St. Louis November 4, 1997

Partnership No.2 & Little Rock, AR &

Doyle W. Rogers, Metropolitan National

General Partner, Bank, Little Rock, AR

Batesville, AR

Roscoe Community Roscoe Financial Services, 3 Minneapolis October 28, 1997

Bankshares, Inc., Inc., Roscoe, SD & First

Roscoe, SD State Bank ofRoscoe,

Roscoe, SD

Roseau Realty Co., Inc., Citizens State Bank of 3 and 4 Minneapolis October 23, 1997

Roseau, MN Roseau, Roseau, MN, in

general insurance agency

activities (b)(11)(iii)(A)

Security Bank Holding Pacific State Bank, 3 San Francisco October 20, 1997

Company ESOP and Reedsport, OR

Security Bank Holding

Company, both ofCoos

Bay, OR

Security State Merchants and Planters 3 St. Louis October 24,1997

Bancshares, Inc., Bank ofHornersville,

Charleston, MO Hornersville, MO

Shields, James Homer, Sebastian Bankshares, Inc., eIBe St. Louis September 24, 1997

III, London, England Barling, AR & River Valley

Bank and Trust, Lavaca, AR
Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

SIS Bancorp, Inc., Glastonbury Bank & Trust 3 Boston October 16, 1997

Springfield, MA Company, Glastonbury, CT

Smith Mustang Ltd., Mustang Financial CIBC Dallas October 28, 1997

Rio Vista, TX; Lowell Corporation, Rio Vista,

Smith, Jr., General TX, & First State Bank of

Partner Rio Vista, Rio Vista, TX

Smith(l), Billy, Miller; Hindman Banchsares, Inc., CIBC Cleveland October 30, 1997

VVeinberg, Tracey Kindman, KY & Hindman

Smith; Dirk Smith Bank, Hindman, KY

Trust; Smith, VVilliam CONTINUED

Dirk, Hindman, KY;

Larwence, Marcia,

Lexington, KY; Bartley,

Valerie Smith; Barley,

Carew Smith, Pikeville,

KY; Smith, Benjamin

Lee;

CONTINUED

Smith(2), Billy Miller; CIBC Cleveland October 30, 1997

Smith, VVilliam Samuel,

Archbold, OH; National

City Bank, Trustee for

U/VV Philip Lawrence,

Cleveland, OH

collectively referred to

as the Smith Family

CONTINUED

Smith, Carmen P. AmeriBancShares, Inc., CIBC Dallas September 24, 1997

Family Limited VVichita Falls, TX &

Partnership; Smith, AmeriBancShares of

Carmen P.; & Delaware, Inc.,

VVoodruff, Peggie J., as VViIrnington, DE &

General Partners, all of American National Bank,

Wichita Falls, TX VVichita Falls, TX

Smith, James Randel, Tabor Enterprises, Inc., CIBC Chicago October 1, 1997

Auburn, NE; Jobe, Jerry Tabor, IA & First State

A. Tabor, IA; and Bank, Tabor, IA

Schaaf, Grant, T.,

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

Smith, James Randel, Tabor Enterprises, Inc., CIBC Chicago October 1, 1997

Auburn, NE; Jobe, Jerry Tabor, lA, & First State

A., Tabor, lA, and Bank, Tabor, IA

Schaaf, Grant T., CORRECTION

Randolph, IA

CORRECTION

Spanjer, Leland, Cozad, C.S.B. Co., Cozad, NE, CIBC Kansas City August 11, 1997

NE, in his capacity as Cozad State Bank & Trust

Personal Representative Company, Cozad, NE, and

ofthe Estate ofClifford First National Bank of

G. Young Chadron, Chadron, NE

Sparta Union Union National Bank & 3 Chicago November 3,1997

Bancshares, Inc., Sparta, Trust Company, Sparta, WI

WI

Spectrum First Savings & Loan 4 Minneapolis September 26, 1997

Bancorporation, Inc., Association of South

Omaha, NE Dakota, Inc., Aberdeen, SD

in the operation of a savings

association (b)(4)

Spehar, David 1. & First Community CIBC Kansas City August 5, 1997

Nancy A., Kansas City, Bancshares, Inc., Kansas

KS City, KS, and First

Community Bank, Kansas

City, KS

State Financial Services Richmond Bancorp, Inc., 3 and 4 Chicago November 14, 1997

Corporation, Hales Gurnee, IL & Richmond

Corners, WI Bank, Richmond, IL &

Ricmond Financial

Services, Inc., Richmond,

IL, in discount brokerage,

insurance agency activities

& management advisory

services (b)(7), (b)(11) &

(b)(6)(iii)

SWB Bancshares, Inc., Southwest Bank, Fort 3 Dallas October 23, 1997

Fort Worth, TX & SW Worth, TX

Financial, Inc., Dover,

DE

TCA Financial Trust Company ofAmerica, 3 Kansas City October 31, 1997

Corporation, Boulder, CO

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

The First national Bank The First National Agency 3 Minneapolis October 20, 1997

of St. James ESOP, St. at St. James, St. James, MN,

James,MN & The First National Bank

of St. James, St. James, MN

The Marine BancCorp, The Marine Bank, 3 Richmond October 6, 1997

Inc., Chincoteague, VA Chincoteague, VA

The Sanwa Bank Morcroft Capital 4 San Francisco October 21, 1997

Limited, Osaka, Japan Corporation, Fairfield, NJ,

leasing& fmancing

activities, (b)(3) & (b)(I)

The Toronto-Dominion Kennedy Cabot & Co., 4 New York November 4, 1997

Bank, Toronto, Canada, Beverly Hills, CA, in

& Waterhouse Investors investment advisory

Services, Inc., New activities & securities

York, NY brokerage & riskless

principal activities (b)(6)

and (7)

Triangle Bancorp, Inc., Bank of Mecklenburg, 3 Richmond August 1, 1997

Raleigh, NC Charlotte, NC

Trust No.3 Under Will Pea River Capital 3 Atlanta November 3, 1997

of Charles Henderson, Corporation, Elba, AI., &

Troy, AI. The Peoples Bank ofCoffee

County, Elba, AI.

Trust No.3 Under Will Pea River Capital, 3 Atlanta October 24, 1997

ofCharles Henderson, Corporation, Elba, AI" &

Troy, AI., Peoples Bank ofCoffee

& Henderson County, Elba, AI,

Bancshares, Inc., Troy,

AL

Trustbank Financial Trust Bank ofColorado, 3 Kansas City October 20, 1997

Corporation, Denver, CO Denver, CO

U.S. Bancorp(2), arranging commercial real 4 Minneapolis October 29, 1997

Minneapolis, MN estate equity fmancing,

CONTINUED asset manamange servicing

& collection activities, &

acquiring debt in default

(b)(2)(ii), (vi), & (vii);

leasing personal or real

property (b)(3); [mancial &

investment advisory (b)(6);

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

U.S. Bancorp(3), agency transactional 4 Minneapolis October 29,1997

Minneapolis, MN services for customer

CONTINUED investments (b)(7);

investment transactions as

principal (bX8);

management consulting &

counseling (b)(9);(i)(AX1)

and (2); & insurance agency

activities (b)(II)(vii)

U.S. Bancorp, Zappco, Inc., St. Cloud, 3 and 4 Minneapolis October 24, 1997

Minneapolis, MN MN & The First National

Bank ofLittle Falls, Little

Falls, MN; Melrose State

Bank, Melrose, MN; &

Zapp National Bank ofSt

Cloud, St. Cloud, MN &

Zapp Data, Inc., St. Cloud,

MN, providing data

processing services (b)(14)

Union Planters Capital Bancorp, Miami, FL 3 St. Louis October 3, 1997

Corporation, Memphis, & Capital Bank, Miami, FL

TN

US Bancorp(l), U.S.BancorpInvestmen~ 4 Minneapolis October 29,1997

Minneapolis, MN Inc., Minneapolis, MN, in

CONTINUED underwriting & dealing in

commercial paper,

municipal revenue bons,

mortgage-backed securities,

& consumer-receivablerelated securities; in

extending credit &

servicing loans (bXI);

CONTINUED

UST Corp. Boston, MA Firestone Financial Corp., 4 Boston September S, 1997

CORRECTION Newton, MA in installment

loan and lease financing

activities to commercial

customer (b)(l) & (bX3)

UST Corp., Boston, MA Firestone Financial Corp., 4 Atlanta September IS, 1997

Newton, MA in installment

loan & lease fmancing

activities to commercial

customers (b)(l) & (b)(3)
Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

Vail Banks, Inc., Vail, Cedaredge Financial 3 Kansas City October 6, 1997

CO Services, Inc., Cedaredge,

CO

Voorhees, Steven L., Harvard State Company, CIBC Kansas City September 29, 1997

Harvard, NE Harvard, NE & Harvard

State Bank, Harvard, NE

Wachovia Corporation, Central Fidelity Banks, 3 and 4 Richmond September 26, 1997

Winston-Salem, NC Inc., & Central Fidelity

National Bank, Richmond,

VA; Central Fidelity

Insurance Agency,

Inc., Richmond, VA acting

as an agent or broker in the

sale of credit related

insurance (b)(11 )

Wachovia Corporation, 1st United Bancorp, Boca 3 Richmond September 15, 1997

Winston-Salem, NC Raton, FL, & First United

Bank, Boca Raton, FL, &

United Bancorp's

subsidiary, Island

Investment Service, Inc.,

Palm Beach, FL in

securities brokerage

activities (b)(7)(i)

Warwick Community WarwiCk Savings Bank, 3 New York October 24, 1997

Bancorp, Inc., Warwick, Warwick, NY

NY

Washington Bancorp, Rubio Savings Bank of 3 and 4 Chicago October 23, 1997

Washington, IA Brighton, Brighton, IA &

Washington Federal

Savings Bank, operating a

savings association (b)(11)

Wingate, J. Alton, Community Bankshares, CIRC Atlanta October 16, 1997

Cornelia, GA Inc., Cornelia, GA, &

Community Bank & TrustJackson, Commerce,

GA; Community Bank &

Trust-Troup, LaGrange,

GA, & Community Bank &

Trust-Alabama, Union

Springs, AL
------ -- - ----------------------

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

Winter-Park Owen-Curtiss Financial 3 Minneapolis October 23, 1997

Bancshares, Inc., Corporation, Rice Lake, WI

Cameron, WI & Brill Bancshares, Inc.,

Rice Lake, WI & Brill State

Bank, Brill, WI

WNB Bancshares, Inc., City National Bank, Austin, 3 Dallas November 14, 1997

Odessa, TX TX, a de novo bank

Yaeger, Marion P., Litchfield Bancshares CIBC St. Louis September 26, 1997

Trust, Grand Rapids, MI Company, Litchfield, IL &

Litchfield National Bank,

Litchfield, IL

Young, David E., EastRidge CIBC Atlanta July 22, 1997

Chattanooga, TN Bancshares, Inc., East

Ridge, TN, and Bank of

EastRidge,EastRidge, TN

Young, Susan Aileen, C.S.a. Co., Cozad, NE, and CIBC Kansas City August 5, 1997

Chicago,IL Cozad State Bank & Trust

Company, Cozad, NE, and

First National Bank of

Chadron,Chardron,NE

Zions Bancorporation, GB Bancorporation, San 3 San Francisco September 22, 1997

Salt Lake City, UT Diego, CA & Grossmont

Bank, San Diego, CA;

Rancho Vista National

Bank, Vista, CA & Pacific

Commerce Bank, Chula

Vista, CA

Zions Bancorporation, GB Bancorporation, San 3 San Francisco September 15, 1997

SaIt Lake City, UT Diego, CA, & Grossmont

Bank, San Diego, CA
Addresses for Comments and Information Requests

Addresses for comments differ from those for information requests.

Addressesfor 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 Philadelphia

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, III, Assistant Vice President, 701 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, S1. 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

...

t"
Information Requests

The public portions ofthe applications and notices currently listed in this release are available on an

expedited basis from the appropriate Federal Reserve Banle The public portion ofthe 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 ofRichmond

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 ofChicago

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 ofInformation Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)

---------.-
_.

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 October 17, 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 ofGovernors, no

later than the end ofthe public comment period. Addresses for the Board and Federal Reserve Banks

are listed at the end ofthis release.

The public portions ofthe 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 ofthis 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

Brown, Raymond D. & Pinnacle Bancshares, Inc., CIBC Atlanta November 12, 1997

RDB Family Ltd. Thomson, GA & McDuffie

Partnership, North Bank & Trust Company,

Augusta, SC & Gay, Thomson,GA

Arthur J., Jr.; Hall,

James R.; Inman,

George H.; Lee, John

W.; Miller, Alfred M.;

Osbon, Julian W.;

Hatcher, William G.; &

Hamilton, Hugh, Jr.,

Augusta, GA; acting

collectively

Central Bancshares, Central Bank. F.S.B., 4 Cleveland November 17, 1997

Inc., Lexington, KY Nicholasville, KY through a

federal-chartered savings

bank, in permissible savings

& loan association activities

(b)(4)
Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

Ekstrum, Charles W., Philip Bancorporation, Inc., CIBC Minneapolis November 10, 1997

Philip, SD, & Jones, Philip, SD & First National

Morris W.; Jones, Jerry Bank in Philip, Philip, SD

P.; Jones, Ralph D.; and

Jones, Thomas B., all of

Midland, SD, acting in

concert

F.N.B. Corporation, West Coast Bank, Sarasota, 3 Cleveland November 17, 1997

• Hermitage, PA & FL

• Southwest Banks, Inc.,

Naples, FL

First Union Wheat First Butcher Singer, 4 Richmond November 10, 1997

Corporation( 1), Inc., Richmond, VA;

Charlotte, NC underwriting debt & equity

CONTINUED securities; underwriting &

dealing in obligations ofthe

U.S.; investment or

financial advisor (b)(6);

securities brokerage

services (b)(7); riskless

principal (b)(7);

CONTINUED

First Union private placement (b)(7); 4 Richmond November 10, 1997

Corporation(2), futures commission

Charlotte, NC merchant (b)(7); &

CONTINUED engaging as principal in

foreign exchange (b)(8)

GulfCoast Bancorp, Gulf Coast Community 3 Atlanta November 20, 1997

Inc., Port Charlotte, FL Bank, N.A., Port Charlotte,

FL

J.P. Morgan & Inc., American Century C., 4 New York November 10, 1997

New York, NY Kansac City, MO

investment or financial

advice (b)(6); securities

brokerage services (b)(7) &

providing certain

administrative services, see

Bankers Trust Corp., 83

Fed. Res. Bull. 780 (1997)

Light Bancshares The Community bank, 3 Kansas City November 17,1997

Corporation, Liberal, KS Liberal, KS
AppUcant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

MBNA Corporation, MBNA Bank America 3 Philadelphia November 17, 1997

Wilmington, DE Bank (Delaware),

Wilmington, DE

Mid America Mortgage to engage in making, 4 81. Louis November 21, 1997

Services, Inc., acquiring, & servicing

Columbia, MO mortgage loans (b)(1)

MNB Bancshares, Inc., Freedom Bancshares, Inc., 3 Kansas City November 20, 1997

Manhattan, KS Osage City, KS & Citizens .. State bank, Osage City, KS

NationsBank NationsBank option to 3 and 4 Richmond November 13, 1997

Corporation(3) & NB acquire Barnett Shares &

Holdings Corporation, Barnett option to acquire

both ofCharlotte, NC NationsBank shares

CONTINUED

Pedcor Bancorp, International City Bank, 3 San Francisco November 20, 1997

Indianapolis, IN N.A., Long Beach, CA

Premier Bancshares, Citizens Gwinnett 3 Atlanta November 21, 1997

Inc., Atlanta, GA Bankshares, Inc., Duluth,

GA & Citizens Bank of

Gwinnett, Duluth, GA

Skylake Bankshares, Kislak Financial 3 Atlanta November 20, 1997

Inc., North Miami Corporation, Miami Lakes,

Beach, FL FL & Kislak National Bank,

North Miami, FL

Southern Missouri Southern Missouri Bank, 3 St. Louis November 17, 1997

Bancshares, Inc., Marshfield, MO

Marshfield, MO

Star Bank Corporation, Great Financial 4 Cleveland November 17,1997

Cincinnati, OH Corporation, Louisville, KY

& Great Financial Bank,

F.S.B., Louisville, KY,

permissible savings & loan

association activities (b)(4)

Strasburg Bancorp, Inc., Strasburg Savings, 3 Cleveland November 21,1997

Strasburg, OH Strasburg, OH

Timberland Bancorp, Timberland Savings Bank, 3 San Francisco November 21, 1997

Inc., Hoquiam, WA SSB, Hoquiam, WA
Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

Verona Bancshares, Bank ofVerona, Verona, 3 Chicago November 17,1997

Limited, Verona, WI WI

WiUs Point Financial Citizens National Bank of 3 Dallas November 20, 1997

Corporation, Wills Wills Point, Wills Point, TX

Point, TX

... Zions Bancorporation, Vectra Bancorporation, 3 San Francisco November 20,1997

Salt Lake City, UT Denver, CO & Vectra

Bank, Denver, CO
Addresses for Comments and Information Requests

Addresses for comments differ from those for information requests.

Addressesfor 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 Philadelphia

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, III, Assistant Vice President, 701 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 ofChicago

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 1. 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 ofAnalytical 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

,

.
Information Requests

The public portions ofthe applications and notices currently listed in this release are available on an

expedited basis from the appropriate Federal Reserve Bank. The public portion ofthe 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 CarmvJy (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 Resen'.: e;J~;;·. ,~f Chicago

Frank Skwer(':> (TEL j i.:-322-4785; FAX: 312-322-5894)

Federal Reserve Bank ofSt. 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 ofInformation Office (TEL: 202-452-3684; FAX: 204-872.7562. and 202.872-7565)