Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 15

Week Ending April 10, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions April 4, 1999 to April 10, 1999

Bank Holding Companies

Citigroup Inc., New York, New York -- guidance on the scope of relationships that 

Travelers insurance underwriting subsidiaries and affiliates may have with closed-end 

investment funds.

- Approved, March 30, 1999 (AC)

Forms

Application for Prior Approval to Become a Bank Holding Company or for a Bank 

Holding Company to Acquire an Additional Bank or Bank Holding Company (FR Y3) -- extension with revision.

- Approved, April 2, 1999 (AC)

Application for Prior Approval to Engage Directly or Indirectly in Certain 

Nonbanking Activities (FR Y-4) -- extension with revision.

- Approved, April 2, 1999 (AC)

International Applications and Prior Notifications under Subparts A and C of 

Regulation K (FR K-1) -- extension without revision.

- Approved, April 2, 1999 (AC)

Notice for Prior Approval to Become a Bank Holding Company or for a Bank 

Holding Company to Acquire an Additional Bank or Bank Holding Company (FR Y3N) -- implementation of a new information collection report.

- Approved, April 2, 1999 (AC)

Notification of Foreign Branch Status (FR 2058) -- extension without revision.

- Approved, April 2, 1999 (AC)

Recordkeeping Requirements Associated with the Real Estate Lending Standards 

Regulation (FR H-5) -- extension without revision.

- Approved, April 2, 1999 (AC)

Reports Related to Public Welfare Investments of State Member Banks (FR H-6) -- 

extension with revision.

- Approved, April 2, 1999 (AC)

(AC) = Addition or Correction Board - Page 1 of 1
April 4, 1999 to April 10, 1999

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of Orange County, Fountain Valley, California -- to establish branches at 

12070 Telegraph Road, Suite 101, Santa Fe Springs, California, and 8345 East 

Firestone Boulevard, Downey.

- Approved, April 7, 1999 

San Francisco

Comerica Bank, Detroit, Michigan -- to establish a branch at 435 West Main, 

Zeeland, Michigan.

- Approved, April 9, 1999 

Chicago

Farmers & Merchants Bank of Rockford, Spokane, Washington -- to establish a 

branch at 933 East Mission.

- Approved, April 7, 1999 

San Francisco

Bank Holding Companies

1st State Bancorp, Inc., Burlington, North Carolina -- to acquire 1st State Bank.

- Approved, April 8, 1999 

Richmond

1st State Bank Foundation, Inc., Burlington, North Carolina -- to acquire 1st State 

Bancorp, Inc.

- Approved, April 8, 1999 

Richmond

Ameriwest Corporation, Omaha, Nebraska -- to acquire shares of Otoe County 

Bancorporation, Inc., Nebraska City, Nebraska, and Otoe County Bank & Trust 

Company.

- Approved, April 5, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority April 4, 1999 to April 10, 1999

Bank Holding Companies

Asian Financial Corporation, Philadelphia, Pennsylvania -- to acquire Asian Bank.

- Approved, April 9, 1999 

Philadelphia

Bank of Idaho Holding Company, Idaho Falls, Idaho -- waiver of application in 

connection with the acquisition of Eagle Rock Savings Bank, Kennewick, 

Washington.

- Approved, April 5, 1999 

San Francisco

Banterra Corp., Eldorado, Illinois -- to acquire Heartland Bancshares, Inc., Herrin, 

Illinois, and Heartland National Bank.

- Approved, April 5, 1999 

St. Louis

Capital City Group, Inc., Tallahassee, Florida -- to acquire Grady Holding Company, 

Cairo, Georgia, and First National Bank of Grady County.

- Approved, April 7, 1999 

Secretary

Central Financial Corporation, Hutchinson, Kansas -- to acquire shares of MidAmerica Bancorp, Inc., Jewell, Kansas.

- Withdrawn, April 6, 1999 

Kansas City

Citigroup, Inc., New York, New York -- to acquire, through Commercial Credit 

Corporation, Baltimore, Maryland, 128 offices of Associates Corporation of North 

America, Irving, Texas, and engage in extending credit and servicing loans and acting 

as agent or broker for insurance directly related to an extension of credit by its 

subsidiary finance company.

- Approved, March 31, 1999 (AC)

New York

Goodenow Bancorporation, Okoboji, Iowa, and Midwest Bancorporation, Inc. -- to 

acquire Southwest State Bank, Windom, Minnesota.

- Approved, April 9, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority April 4, 1999 to April 10, 1999

Bank Holding Companies

Guaranty, Inc., Beloit, Kansas -- to invest in Beloit Development, L.P. and engage in 

community development activities.

- Returned, April 9, 1999 

Kansas City

Letchworth Independent Bancshares Corporation, Castile, New York -- to acquire 

capital stock of The Mahopac National Bank, Mahopac, New York.

- Approved, April 6, 1999 

New York

M.R. Melton Limited Partnership, Mt. Sterling, Kentucky -- to retain shares of 

Morgantown Deposit Bancorp, Inc., Morgantown, Kentucky.

- Approved, April 7, 1999 

St. Louis

Manufacturers Bancshares, Inc., Tampa, Florida -- to acquire Manufacturers Bank of 

Florida.

- Returned, April 6, 1999 

Atlanta

Melton and Wirth, Inc., Mt. Sterling, Kentucky -- to become a bank holding 

company by acting as general partner of M.R. Melton Limited Partnership.

- Approved, April 7, 1999 

St. Louis

Piesco, Inc., Springfield, Minnesota -- to acquire Norwood Bancshares, Inc., 

Norwood Young America, Minnesota, and merge with Springfield Investment 

Company, Springfield.

- Approved, April 8, 1999 

Minneapolis

Stearns Financial Services, Inc. Employee Stock Ownership Plan and Trust, St. 

Cloud, Minnesota -- to acquire shares of Stearns Financial Services, Inc.

- Approved, April 7, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority April 4, 1999 to April 10, 1999

Bank Holding Companies

Suncoast Bancorp, Inc., Sarasota, Florida -- to acquire Suncoast National Bank.

- Approved, April 8, 1999 

Atlanta

Bank Mergers

Farmers Bank of Maryland, Annapolis, Maryland -- to merge with First Virginia 

Bank-Maryland, Upper Marlboro, Maryland.

- Approved, April 6, 1999 

Richmond

Banks, State Member

AmTrade International Bank of Georgia, Atlanta, Georgia -- payment of a dividend.

- Approved, March 30, 1999 (AC)

Atlanta

Change In Bank Control

Dakota Community Bancshares, Inc., Hebron, North Dakota -- change in bank 

control.

- Permitted, April 5, 1999 

Minneapolis

Minnequa Bancorp, Inc., Pueblo, Colorado -- change in bank control.

- Permitted, April 5, 1999 

Kansas City

Otoe County Bancorporation, Inc., Nebraska City, Nebraska -- change in bank 

control.

- Permitted, April 5, 1999 

Kansas City

PBG Financial Services, Inc., Graceville, Florida -- change in bank control.

- Permitted, April 6, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority April 4, 1999 to April 10, 1999

Competitive Factors Reports

Bank Hapoalim, B.M., Tel Aviv, Israel -- report on competitive factors of the 

proposal by its New York branch to acquire certain assets and assume certain 

liabilities of Bank Hapoalim's San Francisco, California, branch.

- Submitted, April 8, 1999 

New York

Commerce Bank, N.A., Kansas City, Missouri -- report on competitive factors of the 

proposed merger with The Columbus State Bank, Columbus, Kansas; The Citizens 

National Bank in Independence, Independence; and City National Bank of Pittsburg, 

Pittsburg.

- Submitted, April 5, 1999 

Kansas City

Community Bank Spring Green and Plain, Spring Green, Wisconsin -- report on 

competitive factors of the proposed acquisition of assets and assumption of liabilities 

of the Plain, Wisconsin, branch of M&I Bank of Southern Wisconsin, Madison.

- Submitted, April 9, 1999 

Chicago

Country Trust Bank, FSB, Bloomington, Illinois -- report on competitive factors of 

the proposed merger with IAA Trust Company.

- Submitted, April 7, 1999 

Chicago

Crown Bank, F.S.B., Casselberry, Florida -- report on competitive factors of the 

proposed merger with Delaware First Bank, F.S.B., Wilmington, Delaware.

- Submitted, April 7, 1999 

Atlanta

Dove Creek State Bank, Dove Creek, Colorado -- report on competitive factors of 

the proposed acquisition of assets and assumption of liabilities of the Cortez, 

Colorado, branch of Basin Industrial Bank, Englewood.

- Submitted, April 5, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority April 4, 1999 to April 10, 1999

Competitive Factors Reports

First American National Bank, Nashville, Tennessee -- report on competitive factors 

of the proposed purchase of assets and assumption of liabilities of eight branches of 

National Bank of Commerce, Memphis, Tennessee, and one branch of NBC Bank, 

FSB, Knoxville.

- Submitted, April 5, 1999 

Secretary

First Federal Savings & Loan of Hazelton, Hazelton, Pennsylvania -- report on 

competitive factors of the proposed purchase of the Danville, Pennsylvania, branch 

of Omega Bank, N.A., State College.

- Submitted, April 9, 1999 

Philadelphia

First Federal Savings and Loan Association of San Gabriel Valley, West Covina, 

California -- report on competitive factors of the proposed acquisition of the Covina, 

California, branch of Citibank, FSB, San Francisco, and the deposits of the La Verne, 

California, office of Citibank. 

- Submitted, April 5, 1999 

San Francisco

Interim National Bank of Rockport, Rockport, Massachusetts -- report on 

competitive factors of the proposed merger with Rockport National Bank.

- Submitted, April 8, 1999 

Boston

Local Oklahoma Bank, N.A., Oklahoma City, Oklahoma -- report on competitive 

factors of the proposed merger with Local Federal Bank, FSB.

- Submitted, April 5, 1999 

Kansas City

Minersville Safe Deposit Bank, Reading, Pennsylvania -- report on competitive 

factors of the proposed merger with Union Savings and Loan Association, 

Minersville, Pennsylvania.

- Submitted, April 5, 1999 

Philadelphia

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority April 4, 1999 to April 10, 1999

Competitive Factors Reports

Peoples State Bank, Mazomanie, Wisconsin -- report on competitive factors of the 

proposed acquisition of assets and assumption of liabilities of the Barneveld, 

Wisconsin, branch of M&I Bank of Southern Wisconsin, Madison.

- Submitted, April 9, 1999 

Chicago

Peoples State Bank, Prairie du Chien, Wisconsin -- report on competitive factors of 

the proposed acquisition of assets and assumption of liabilities of the Mt. Hope, 

Wisconsin, branch of M&I Bank of Southern Wisconsin, Madison.

- Submitted, April 9, 1999 

Chicago

Presidential Savings Bank, FSB, Bethesda, Maryland -- report on competitive factors 

of the proposed merger with Presidential Interim Federal Savings Bank.

- Submitted, April 5, 1999 

Richmond

Regions Bank, Birmingham, Alabama -- report on competitive factors of the 

proposed merger with Etowah Bank, Canton, Georgia.

- Submitted, April 7, 1999 

Atlanta

Solon State Bank, Solon, Iowa -- report on competitive factors of the proposed 

acquisition of assets and assumption of liabilities of the Ely, Iowa, branch of First 

Trust and Savings Bank, Cedar Rapids.

- Submitted, April 9, 1999 

Chicago

State Bank and Trust Company, Tulsa, Oklahoma -- report on competitive factors of 

the proposed acquisition of assets and assumption of liabilities of the Tulsa branch of 

Arvest Bank, Joplin, Missouri.

- Submitted, April 5, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority April 4, 1999 to April 10, 1999

Extensions Of Time

Cumberland Bancorp, Inc., Carthage, Tennessee -- extension to July 7, 1999, to 

acquire The Bank of Mason, Mason, Tennessee.

- Granted, April 5, 1999 

Atlanta

Legacy Bancorp, Inc., Milwaukee, Wisconsin -- extension to July 9, 1999, to acquire 

Legacy Bank.

- Granted, April 6, 1999 

Chicago

Union Bank & Trust Company, Bowling Green, Virginia -- extension to July 28, 

1999, to merge with King George State Bank, King George, Virginia.

- Granted, April 7, 1999 

Richmond

Warwick Community Bancorp, Inc., Warwick, New York -- extension to May 12, 

1999, to acquire shares of GSB Financial Corporation, Goshen, New York.

- Granted, April 8, 1999 

New York

Membership

Asian Bank, Philadelphia, Pennsylvania -- to become a member of the Federal 

Reserve System.

- Approved, April 9, 1999 

Philadelphia

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Moscow Narodny Bank, London, England, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Caixa Geral de Depositos, Lisbon, Portugal, to establish a

branch in New York, New York.

Newspaper – N/Avail

FBSEA Argentaria, Caja Postal y Banco Hipotecario, S.A., Madrid,

Spain, to establish an agency in Miami, Florida, and a branch in

New York, New York.

Newspaper – 04/28/1999

Branch European American Bank, New York, New York, to open a

branch office at 201 West 125 th Street, New York, New York.*

Newspaper – 05/04/1999

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Summit Bancorp, Princeton, New Jersey, and its subsidiary,

First Valley Corporation, Bethlehem, Pennsylvania, to acquire

Prime Bancorp, Inc., Fort Washington, Pennsylvania (“Prime”),

and merge Prime’s subsidiary, Prime Bank, Philadelphia,

Pennsylvania, into Summit Bank (Pennsylvania).*

Newspaper – N/Avail

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Barclays PLC, Barclays Bank PLC, both of London, England,

Bayerische Hypo-und Vereinsbank AG, Munich, Germany, and

Deutsche Bank AG, Frankfurt, Germany, through their affiliates,

to establish and operate, through Global Trust Organization,

LLC, in global interoperable network of participating financial

institutions that will operate as certification authorities.

Fed Reg – N/Avail
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Credit Suisse Group and Credit Suisse First Boston, both of

Zurich, Switzerland, to acquire Warburg, Pincus Asset

Management Holdings, Inc., New York, New York, and thereby

engage in certain nonbanking activities.

Fed Reg – N/Avail

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

Type Application

None

Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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 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:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) BB&T Corporation, Winston-Salem, North Carolina, to

acquire First Citizens Corporation, Newnan, Georgia .*

Fed Reg – 05/07/1999

Newspaper – N/Avail

4(c)(8) BB&T Corporation, Winston-Salem, North Carolina, to

engage in traditional thrift activities through First Citizens

Bank, Newnan, Georgia; and also to engage in real estate

appraisal services to both affiliates and third parties through

Newnan Financial Services, Inc., Newnan, Georgia.*

Fed Reg – 05/07/1999

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(1) Darlington County Bancshares, Inc., Darlington, South

Carolina, to become a bank holding company through the

acquisition of 100% of the voting shares of Darlington County

Bank, Darlington, South Carolina.

Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch AmSouth Bank, Birmingham, Alabama, to establish a branch

located at 11804 Bruce B. Downs Boulevard, Tampa, Florida.

04/15/1999*

*Subject to provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(1) Citizens Bancshares of Southwest Florida, Naples, Florida, to

become a bank holding company by acquiring Citizens National

Bank of Southwest Florida, Naples, Florida (in organization).

Fed Reg - 05/03/1999*

3(a)(1) Centon Bancorp, Inc., Richton, Mississippi, to become a bank

holding company by acquiring Richton Bank and Trust

Company, Richton, Mississippi.

Fed Reg - 04/30/1999*

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) Decatur Corporation*

Leon, Iowa

 Spectrum Bancorporation, Inc.

 Omaha, Nebraska

 Rushmore Financial Services, Inc.

 Omaha, Nebraska

 Rushmore Bank & Trust Company

 Rapid City, South Dakota

 F&M Bank

 Watertown, South Dakota

Fed Reg – 5/3/1999

Newspaper – N/Avail

3(a)(3) Capitol Bancorp Limited*

Lansing, Michigan

 East Valley Community Bank (in organization)

 Chandler, Arizona

Fed Reg – 3/26/1999

Newspaper – 3/29/1999

3(a)(3) Sun Community Bancorp Limited*

Phoenix, Arizona

 East Valley Community Bank (in organization)

 Chandler, Arizona

Fed Reg – 3/26/1999

Newspaper – 3/29/1999

CIC Fairmount Bancorp, Inc.

Fairmount, Illinois

 James V. Antonacci, Richard K. McCord, Charles E. Robbins

 & Richard H. Levi

Fed Reg – 4/19/1999

Newspaper – 4/15/1999

CIC F&M Bancorp of Tomah, Inc.

Tomah, Wisconsin

 By Timothy Joel Kress

Fed Reg – 4/29/1999

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Readlyn Bancshares, Inc.

St. Paul, Minnesota

 To engage in making and servicing loans

Fed Reg – 4/26/1999

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

Type Application

None

Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

282141 F&M Bank Northeast

160 E. Pulaski Street

Pulaski, Wisconsin 54162

(920) 732-7828

11/10/1998 4/5/1999 O X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by The Elberfeld State Bank, Elberfeld, Indiana, to

establish a branch in the REMAX Realty office located at 4424

Vogel Road, Evansville, Indiana.*

Newspaper – 4/16/1999

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Notice by MHBC Investments Limited Partnership, Little Rock,

Arkansas, to acquire Bank of England, England, Arkansas.

(Previously reported during the week ending March 27, 1999).*

Newspaper – 4/20/1999

Fed Reg – 4/26/1999

3(a)(1) Notice by Macks Creek Bancshares, Inc., Macks Creek,

Missouri, to acquire Bank of Macks Creek, Macks Creek,

Missouri.*

Newspaper – 5/3/1999

Fed Reg – 5/7/1999

3(a)(5) Notice by Sharon Bancshares, Inc., Martin, Tennessee, to

acquire, through merger, First Northwest Bancshares, Inc.,

Kenton, Tennessee, with the resulting bank holding company to

operate under the title of Community First Bancshares, Inc.*

Newspaper – 5/6/1999

Fed Reg – 5/10/1999

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Member State Bank of La Crosse, La Crosse, Wisconsin, to become a

member of the Federal Reserve System.
Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) BOK Financial Corporation, Tulsa, Oklahoma, to acquire 100

percent of the voting shares of Swiss Avenue State Bank, Dallas,

Texas

Newspaper – N/Avail

Fed Reg – 05/10/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Member American Bank of Baxter Springs, Baxter Springs, Kansas, for

membership in the Federal Reserve System.
Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, April 10, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Member Pacific Liberty Bank (In Organization), Huntington Beach,

California, to become a member of the Federal Reserve System.

3(a)(5)(C) BNW Bancorp, Bellingham, Washington, to become a bank

holding company by acquiring Bank Northwest, Bellingham,

Washington.
Section V – Availability of CRA public evaluations

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 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.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None