Federal Reserve Bank of Richmond

i I_- Appli ion: i ra

Four Oaks Fincorp, Inc., Four Oaks, North

Carolina, to become a bank holding company

through the acquisition of 100% of the

voting shares of Four Oaks Bank & Trust

Company, Four Oaks, North Carolina.* 3-14-97

. . Licati wubi Bott
Newspaper and Federal Register Notice

First Virginia Banks, Inc., Falls Church,
Virginia, to merge with Premier Bankshares
Corporation, Bluefield, Virginia.* 4-7-97**

Licati iod Ending p

Crestar Financial Corporation, Richmond,
Virginia, First Union Corporation, Charlotte,
North Carolina, NationsBank Corporation,
Charlotte, North Carolina, Southern National
Corporation, Winston-Salem, North Carolina,
Wachovia Corporation, Winston-Salem, North
Carolina, and Barnett Banks, Inc., Jacksonville,
Florida, to continue to control over 5% of the
shares of HONOR Technologies, Maitland, Florida,
after its acquisition of over 5% of the shares of
Card Alert Services, Inc., Arlington, Virginia. 3-27-97**



KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED
During the week ending March 7, 1997

TON I - L, T T
ICATIO! COMMENT PERIOD ENDING DATE
None.
T I - aL T T
NEWSPAPER AND FEDERAL REGISTER NOTICE
APPLICATION COMMENT PERIOD ENDING DATE
Lawrence D. And Debra D. Johnson, both of March 27, 1997

Carnegie, Oklahoma, to acquire an additional .97
percent, for a total of 25.90 percent, of the voting
shares of The Farmers Bancapital Corporation,
Carnegie, Oklahoma.

Wauneta Falls Bancorp, Wauneta, Nebraska, for prior None Yet
approval to acquire 100 percent of the stock to be

issued by a de novo bank, Ogallala National Bank,

Ogallala, Nebraska.*

TION II - APPLICA’ T FE) ISTER Ni E
APPLICATION Cc NT PERIOD EN. T)
None.
iE : LICATION: T ER ICE

OR NEWSPAPER NOTICE

PLICATIO

None.



Federal Reserve Bank of St. Louis

FOR THE WEEK ENDING MARCH 7, 1997

TION IV - FEDE
OR NEWSPAPER NOTICE

Applicati

Section 4(c)(8) 12 business-day prior
notification by First Citizens Bancshares, Inc.,
Dyersburg, Tennessee, to acquire between 6.9
percent and 7.1 percent of SecurAmerica
Holding Corporation, and engage, de novo, in
making, acquiring, brokering and/or servicing
loans or other extensions of credit.

N/A~



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 3/07/97
Section L- ications Subi N Noti

. C Period Ending D
Comstock Bancorp to become a bank holding company Newspaper: 3/20/97
by acquiring Comstock Bank, both of Reno, Nevada. *

Newspaper and Federal Register Notice

Eggemeyer Advisory Corporation, Castle Creek Newspaper: Not available
Partners Fund LLP, and Castle Creek Capital LLC,
all of San Diego, California, to acquire at Fed, Reg.: 3/24/97
least 14.9 percent of Rancho Santa Fe National
Bank, Rancho Santa Fe, California, and at least
14.9 percent of First Community Bank of the Desert,
Yucca Valley, California. *
Citizens Bancorp to become a bank holding company Newspaper: 4/04/97
by acquiring Citizens Bank, both of Corvallis,
Oregon. * Fed. Reg.: Not available

ion Ill -Anplications Subj Jcral Register Onl:

None

Section IV = Applications Not Subject 10 Federal Register Noti
or Newspaper Notice

First Hawaiian, Inc., Honolulu, Hawaii, to engage directly in community development activities in
excess of 5% of its consolidated capital plus surplus.

* Subject to CRA.



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

_Ending Date
SECTION IT

Applications Subject to Newspaper
Notice Only

Application by Banco Popular de Puerto Rico, Hato Rey, Puerto Rico

(“Banco Popular”), to merge with Roig Commercial Bank, Humacao,

Puerto Rico, under the charter and title of Banco Popular, and incident

thereto to establish branches. 1/ 04/01/96

Summit Bank, Hackensack, New Jersey, to establish branches at

Pathmark Supermarkets at the following locations, all in New

Jersey: Randolph & Ackerman, Clifton; 22-00 Maple Avenue,

Fair Lawn; 517 Route 72, Manahawkin; 1933 Highway 35, Wall;

3020 Highway 35, Hazlet; 242 Lincoln Boulevard, Middlesex;

6301 Hadley Road, South Plainfield; Route 22 and Springfield

Road, Union; 1556 North Olden Avenue, Trenton; Route | and

Emmons Drive, West Windsor; and, 50 Racetrack Road, East Brunswick. 1/ 03/28/97

Credit Suisse, Zurich, Switzerland, to establish branches in New
York and Los Angeles, and an agency in Miami pursuant to Section
7(d) of the International Banking Act (the “IBA”), and to establish
representative offices in Miami, Houston, and San Francisco pursuant

to Section 10(a) of the IBA. N/A
SECTION IT
Applications Subject to Both
er and F. 1 Register
None.
SECTI Lif
Nonbanking Applications
subject ‘ederal ister Noti I
None.
ECTI Iv

Applications Not Involvin
Public Comment 8

None.



1 E 7
- Ay Subj
Ww! id Fi istes ice
Application Comment Period Ending Date
Florida Bancshares, Inc. Not yet available*

Dade City, Florida.
1-BHC formation, First National Bank of Pasco, Dade City, Florida.

Southern Security Financial Corporation Not yet available*
Hollywood, Florida

1-BHC formation, Southern Security Bank Corporation, Hollywood, Florida.

GBC Bancorp, Inc. Not yet available*
Lawrenceville, Georgia

1-BHC formation, Gwinnett Banking Company, Lawrenceville, Georgia.

ion 3 - Applicati subj di egii
Application Peri ing Dat

United Community Banks, Inc. 03-25-97

Blairsville, Georgia
After-the-fact notice to retain United Family Finance Company (formerly Mountain Mortgage &
Loan, Inc.), Blue Ridge, Georgia, and continue engaging in making, acquiring, or servicing loans
or other extensions of credit, pursuant to Section 225.25(b)(1) of Regulation Y and Section 4(c)(8)
of the Bank Holding Company Act.

None.

*Subject to the Provisions of the Community Reinvestment Act.



SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

Identification of Ratings

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

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

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

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

Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping

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

CRA Public CRA
Bank/Location Exam Date Date Rating
Clayton State Bank 12/02/96 03/03/97 Satisfactory
P.O. Box 580
Clayton, Oklahoma 74536-0580
Wahoo State Bank 12/02/96 03/04/97 Satisfactory

P.O. Box 188
Wahoo, Nebraska 68066-0188

*Application is subject to CRA.



H.2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 5

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

BANK HOLDING COMPANIES

Minneapolis

Chicago

Director, BS&R

Richmond

Richmond

Chicago

Atlanta

Atlanta

Norwest Corporation, Minneapolis, Minnesota -- to
establish a joint venture, UDC Mortgage, Tempe,
Arizona, and engage in residential mortgage lending
activities, with UDC Homes, Inc.

Approved, March 6, 1997.

O'Connor Trusts, Marshfield, Wisconsin -- to acquire
shares of Pioneer Bancorp, Inc., Auburndale,
Wisconsin, and indirectly acquire Pioneer State
Bank.

Approved, March 4, 1997.

Oneida Tribe of Indians of Wisconsin; Bay Bank, Green
Bay, Wisconsin; and Bay Bancorporation -- request
for relief from a commitment made in connection
with application by Bay Bancorporation to acquire
Bay Bank.

Approved, March 7, 1997.

Peoples Bancorp, Inc., Chestertown, Maryland -- to
acquire Peoples Bank of Kent County.
Approved, March 5, 1997.

Pinnacle Bankshares Corporation, Altavista,
Virginia -~- to acquire First National Bank of
Altavista.

Approved, March 3, 1997.

Pioneer Bancorp, Inc., Auburndale, Wisconsin -- to
acquire shares of Pioneer State Bank.
Approved, March 4, 1997.

Pioneer Bankcorp, Inc., Clewiston, Florida -- to make
an investment in Development Investments, Inc.
Approved, March 7, 1997.

Republic Bancshares, Inc., St. Petersburg, Florida --
to acquire Firstate Financial, F.A. Orlando,
Florida, and engage in operating a savings
association.

Approved, March 7, 1997.



The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance
with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week
ending March 7, 1997. If you are interested in obtaining a copy of the evaluation document, please contact the
bank(s) directly.

Federal Reserve Bank of Chicago

| Availabili ic Evaluati

Identification of Ratings

oO-

NI-

SN -

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

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

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

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

BANK NAME/LOCATION EXAMINATION DATE RATINGS

4th Street Plaza
Kaukauna, Wisconsin 54130

(414) 766-8160 10/28/96 Oo
The Garrett State Bank

120 West King

Garrett, Indiana 46738-1148

(219) 357-3133 11/12/96 re)

Midwest Bank and Trust Company

1606 North Harlem Avenue

Elmwood Park, Illinois 60635-4396

(708) 456-4700 10/28/96 Ss



Section IV - Application Not Subject to
Federal Register Notice or Newspaper Notice

Li .

The Patapsco Bank, Dundalk, Maryland,
to reduce its capital stock.

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

Section IV - Application Not Subject to
Federal Register Notice or Newspaper Notice--contd.

Application

Centura Bank, Rocky Mount, North
Carolina, to establish a branch in
the Grand Cayman, Cayman Islands,
British West Indies.



Recently Approved Applications Approval Date

Pioneer Bankcorp, Inc. 03-07-97
Clewiston, Florida

To invest an additional $150,000 in Development Investments, Inc., Clewiston, Florida, which

engages in community development activities, pursuant to Section 225.25(b)(6) of Regulation Y

and Section 4(c)(8) of the Bank Holding Company Act.

Republic Bancshares, Inc. 03-07-97

St. Petersburg, Florida
To acquire Firstate Financial, F.A., Orlando, Florida, and thereby engage in operating a savings
association, pursuant to Section 225.25(b)(9) of Regulation Y and Section 4(c)(8) of the Bank
Holding Company Act.

SunTrust Banks, Inc. 03-03-97
Atlanta, Georgia
To establish an Agreement Corporation, pursuant to Section 211.4(a)(ii) of Regulation K.

Community Bancorp of Louisiana, Inc. 03-05-97
Raceland, Louisiana

To merge with American Security Bancshares, Inc., Welsh, Louisiana, and thereby directly

acquire its subsidiary bank, American Bank, Welsh, Louisiana, pursuant to Section 3(a)(5) of the

Bank Holding Company Act.



Application Comment Period Ending Date

AmSouth Bank of Alabama 02-27-97*
Birmingham, Alabama

To merge with AmSouth Bank of Florida, Tampa, Florida, pursuant to Section 18(c) of the

Federal Deposit Insurance Act.

AmSouth Bank of Alabama 02-27-97*
Birmingham, Alabama

To merge with AmSouth Bank of Tennessee, Chattanooga, Tennessee, Florida, pursuant to

Section 18(c) of the Federal Deposit Insurance Act.

AmSouth Bank of Alabama 02-27-97*
Birmingham, Alabama

To merge with AmSouth Bank of Georgia, Rome, Georgia, pursuant to Section 18(c) of the

Federal Deposit Insurance Act.

AmSouth Bank of Alabama 02-27-97*
Birmingham, Alabama

To merge with AmSouth Bank of Walker County, Jasper, Alabama, pursuant to Section 18(c) of

the Federal Deposit Insurance Act.

Pointe Bank 03-17-97*
Pembroke Pines, Florida

To merge with Pointe Federal Savings Bank, Boca Raton, Florida, pursuant to Section 18(c) of

the Federal Reserve Act.

= subj
Newspaper and Federal Register Notice
licati C Period Ending D
The Colonial Bancorp 03-27-96*
Montgomery, Alabama Newspaper

To merge with Fort Brooke Bancorporation, Brandon, Florida, and thereby directly acquire Fort
Brooke Bank, Brandon, Florida.

* Subject to the provisions of the Community Reinvestment Act.



Federal Reserve Bank of St. Louis
FOR THE WEEK ENDING MARCH 7, 1997

I- TT ER.
licati End of C Period

* Section 3(a)(1) notification by Citizens

Bancorporation, Inc., Mascoutah, Illinois,

to acquire Citizens Community Bank,

Mascoutah, Illinois. 3-21-97

* Section 3(a)(3) application by Mercantile

Bancorporation Inc., St. Louis, Missouri,

to acquire Roosevelt Financial Group, Inc.,

Chesterfield, Missouri, and thereby acquire

Missouri State Bank and Trust Company,

St. Louis, Missouri. Newspaper: 3-31-97

* Section 4(c)(8) notification by Mercantile
Bancorporation Inc., St. Louis, Missouri,

to acquire Roosevelt Financial Group, Inc.,
Chesterfield, Missouri, and thereby acquire

Roosevelt Bank, Chesterfield, Missouri. Newspaper: 3-31-97
- APPLICATI: ‘T
Application End of Comment Period
None.
= T T TT
OR NEWSPAPER NOTICE

Section 9 membership application by First

Federal Bank, FSB, Memphis, Tennessee,

which will become a member of the Federal

Reserve System following its conversion into

a state-chartered bank to be known as

BankTennessee, Memphis, Tennessee. N/A

* This application/notification is subject to CRA.



APPLICATIONS BULLETIN
(For the week ending March 8, 1997)

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
NONE

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

Received notice from Banc One Corporation, Columbus, *Not Yet Known #
Ohio, on February 28, 1997, of its intent to acquire First

USA, Inc., Dallas, Texas, pursuant to Section 4(c)(8) of the

Bank Holding Company Act.

Received Section 3(a)(3) application from F.N.B. Corporation, *Not Yet Known #
Hermitage, Pennsylvania, on March 6, 1997, to acquire 13.8%

of the outstanding voting shares of Sun Bancorp, Inc., Selinsgrove

Pennsylvania.

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

Received Section 4(c)(8) notice from F.N.B. Corporation, Not Yet Known #
Hermitage, Pennsylvania, on March 6, 1997, of its intent

to acquire a 13.8% interst in Sun Life Insurance Company,

the nonbank subsidiary of Sun Bancorp, Inc., Selinsgrove,

Pennsylvania.

Received notice from PNC Bank Corp., Pittsburgh, Pennsylvania, Not Yet Known #
on February 28, 1997, of its intent to establish PNC GPI, Inc.,

as a de novo nonbank subsidiary that will serve as general partner

to private investment limited partnerships pursuant to Section 4(c)(8)

of the Bank Holding Company Act.

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

NONE

* — Subject to CRA

N - Newspaper Comment Period

F - Federal Register Comment Period

# - Expected to End 30 Days from Date of Receipt



H.2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 10

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

COMPETITIVE FACTORS REPORTS

EXTENSIONS

St. Louis

Philadelphia

Atlanta

Minneapolis

Richmond

OF TIME

San Francisco

San Francisco

Richmond

Mercantile Bank of Northern Illinois, Freeport,
Illinois, proposed merger with Mercantile Bank of
Sterling-Rock Falls, NA, Sterling, Illinois --
report on competitive factors.

Submitted, March 5,

1997.

Mifflinburg Bank and Trust Company, Mifflinburg,
Pennsylvania, proposed assumption of the
liabilities of the Richfield branch of Northern
Central Bank at Route 35, Richfield, Pennsylvania -
- report on competitive factors.

Submitted, March 4,

1997.

Security First Holdings, Inc., Atlanta, Georgia,
proposed acquisition of certain assets and
assumption of the liabilities of Security First
Network Bank, Atlanta, Georgia -- report on
competitive factors.

Submitted, March 5,

1997,

Security State Bank of Kenyon, Kenyon, Minnesota,
proposed merger with New Kenyon Bank -- report on
competitive factors.

Submitted, March 7,

1997.

WesBanco Bank South Hills, Charleston, West Virginia,
proposed merger with Shawnee Bank, Inc., Dunbar,
West Virginia -- report on competitive factors.

Submitted, March 4,

1997.

BankAmerica Corporation, San Francisco, California --
extension to divest certain stock.

Granted, March 3,

1997.

California Commercial Bancshares, Newport Beach,
California -- extension to divest certain property.

Granted, March 4,

1997.

Capon Valley Bank, Wardensville, West Virginia --
extension to June 9,
State Route 259, Baker, West Virginia.

Granted, March 6,

1997.

1997, to establish a branch on



Type
4(©)(8)

4(©)(8)

4(c)(8)

4(c)(8)

Federal Reserve Bank of Chicago

ection JIT - Appli js es

Notice Only cont’d

Application

Stichting Administratiekantoor ABN AMRO Holding
Amsterdam, The Netherlands

Citicorp Futures Corporation

New York, New York

Citifutures Limited

London, England

Citicorp Futures Limited

Singapore

Stichting Prioritiet ABN AMRO Holding
Amsterdam, The Netherlands

Citicorp Futures Corporation

New York, New York

Citifutures Limited

London, England

Citicorp Futures Limited

Singapore

ABN AMRO Bank N.V.
Amsterdam, The Netherlands
Citicorp Futures Corporation
New York, New York
Citifutures Limited
London, England
Citicorp Futures Limited
Singapore

ABN AMRO Holding, N.V.
Amsterdam, The Netherlands
Citicorp Futures Corporation
New York, New York
Citifutures Limited
London, England
Citicorp Futures Limited
Singapore

ist

Comment Period

Ending Date
FR - 3-17-97

FR - 3-17-97

FR - 3-17-97

FR - 3-17-97



Type
3(a)B)

3(a))

3(a)3)

3(a)(3)

4()(8)

Federal Reserve Bank of Chicago

Section II - Applications Subject to Both Newspaper and Federal
ister Noti ,

Applicat

Manufacturers National Corporation*
Chicago, Illinois

U.S. Bancorp, Inc.

Chicago, Illinois

U.S. Bank

Chicago, Illinois

First Equity Corp.*
Skokie, Illinois
1st Equity Bank
Skokie, Illinois (in organization)

Country Bancorporation*
Crawfordsville, Indiana
Hiawatha Bank and Trust Company
Hiawatha, Iowa (in organization)

ABC Employee Stock Ownership Plan*
Anchor, Illinois

Anchor Bancorporation Inc.

Farmer City, Illinois

Anchor State Bank

Anchor, Illinois

Shoreline Financial Corporation
Benton Harbor, Michigan

SJS Bancorp, Inc.

St. Joseph, Michigan

SJS Federal Savings Bank

St. Joseph, Michigan

Comment Period

Ending Date

FR - 3-21-97
NP - 3-22-97

FR - 2-27-97

NP - 3-10-97

FR - **
NP -**

FR - 4-3-97
NP - 4-1-97

FR - 3-13-97
NP - #*


H.2
MARCH 3, 1997 TO MARCH 7, 1997

PAGE 7

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

COMPETITIVE FACTORS REPORTS

Atlanta

Cleveland

St. Louis

Kansas City

Cleveland

Atlanta

Atlanta

Kansas City

Assumption Bank and Trust Company, Napoleonville,
Louisiana, proposed merger with Assumption
Bancshares, Inc. -- report on competitive factors.

Submitted, March 5, 1997.

Banc One Trust Company, N.A., Milwaukee, Wisconsin
proposed merger with Bank One Trust Company, N.A.,
Columbus, Ohio -- report on competitive factors.

Submitted, March 7, 1997.

Bank of Mississippi, Tupelo, Mississippi, proposed
merger with Volunteer Bank, Jackson, Tennessee ~~
report on competitive factors.

Submitted, March 5, 1997.

Bank of the West, Thomas, Oklahoma, proposed merger
with First National Bank of Leedy, Leedy,
Oklahoma -- report on competitive factors.

Submitted, March 6, 1997.

Bank One Alpha Interim Trust Company, N.A.,
Milwaukee, Wisconsin, proposed merger with Bank One
Wisconsin Trust Company, N.A. -- report on
competitive factors.

Submitted, March 7, 1997.

Colonial Bank, Orlando, Florida, proposed merger with
Fort Brooke Bank, Brandon, Florida -- report on
competitive factors.

Submitted, March 5, 1997.

Colonial Bank, Orlando, Florida, proposed merger with
First Family Bank, FSB, Eustis, Florida -- report
on competitive factors.

Submitted, March 5, 1997.

Commerce Bank, N.A., Kansas City, Missouri, proposed
acquisition of Shawnee State Bank, Shawnee,
Kansas -- report on competitive factors.
Submitted, March 6, 1997.



H.2
MARCH 3, 1997 TO MARCH 7, 1997
PAGE 6

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

BANK HOLDING COMPANIES

Richmond Tri-County Financial Corporation, Waldorf, Maryland -
- to acquire Community Bank of Tri-County.
Approved, March 7, 1997.

Chicago Vanderbilt Holding Company, Fairfax, Iowa -- to
acquire Fairfax State Savings Bank.
Approved, March 5, 1997.

BANKS, NONMEMBER, AND MISCELLANEOUS INSTITUTIONS

Director, BS&R Firstbank of Illinois Company, Springfield,

Illinois -- transfer agent registration.
Approved, March 6, 1997.

CHANGE IN BANK CONTROL

Atlanta First Corporation, Opelika, Alabama -- change in bank
control.
Permitted, March 3, 1997.

Atlanta Hamilton Bancorp, Inc., Miami, Florida -- change in
bank control.
Permitted, March 6, 1997.

St. Louis Omni Bancorp, Inc., Effingham, Illinois -- change in
bank control.
Permitted, March 4, 1997.

COMPETITIVE FACTORS REPORTS

Dallas Alamogordo Financial Corporation, Wilmington,
Delaware, proposed merger with Alamogordo Federal
Savings and Loan Association, Alamogordo, New
Mexico -- report on competitive factors.
Submitted, March 4, 1997.

Atlanta Argentbank, Thibodaux, Louisiana, proposed merger
with Assumption Bank and Trust Company,
Napoleonville, Louisiana -- report on competitive
factors.
Submitted, March 5, 1997.



AVAILABILITY OF CRA PUBLIC EVALUATIONS
(March 7, 1997)

The following state member banks have been examined by the Federal Reserve Bank of
Cleveland for compliance with The Community Reinvestment Act. A public evaluation document
became available from the bank(s) listed below during the week ended March 7, 1997. If you are
interested in obtaining a copy of an evaluation document, please contact the bank(s) directly.

There are four descriptive ratings for CRA:

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

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

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

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

NONE



H.2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 9

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

COMPETITIVE FACTORS REPORTS

Atlanta

Cleveland

Boston

San Francisco

Atlanta

Cleveland

Hinesville Bank, Hinesville, Georgia, proposed
acquisition of certain assets and assumption of the
liabilities of Wachovia Bank of Georgia, N.A.,
Augusta, Georgia -- report on competitive factors.

Submitted, March 5, 1997.

Huntington National Bank of Florida, Maitland,
Florida; Huntington National Bank of Indiana,
Noblesville, Indiana; Huntington National Bank West
Virginia, Charleston, West Virginia; Huntington
Banks of Michigan, Troy, Michigan; Huntington Trust
Company, N.A., Columbus, Ohio; and Huntington Trust
Company of Florida, N.A., Naples, Florida, proposed
merger with Huntington National Bank, Columbus,
Ohio -- report on competitive factors.

Submitted, March 7, 1997.

Laconia Savings Bank, Laconia, New Hampshire,
proposed transfer of a majority of its assets and
all of its liabilities to a stock savings bank, in
connection with the conversion of Laconia Savings
Bank to a mutual holding company -- report on
competitive factors.

Submitted, March 7, 1997.

Life Interim Federal Savings Bank, San Bernardino,
California, proposed merger with Life Savings Bank,
F.S.B. -- report on competitive factors.

Submitted, March 6, 1997.

Louisiana Bank & Trust Company, Baton Rouge,
Louisiana, proposed merger with LaBanc State Bank -
- report on competitive factors.

Submitted, March 3, 1997.

Marion Center National Bank, Marion Center,
Pennsylvania, proposed acquisition of the assets
and assumption of the liabilities of the Big Run
and Dayton, Pennsylvania branches of National City
Bank of Pittsburgh, Pittsburgh, Pennsylvania --
report on competitive factors.

Submitted, March 7, 1997.



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

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

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

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

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

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

None.



ANNOUNCEMENT H.2, 1997, No. 10
Actions of the Board, its Staff, and

BOARD OF GOVERNORS the Federal Reserve Banks;
OF THE Applications and Reports Received
FEDERAL RESERVE SYSTEM During the Week Ending March 8, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

TESTIMONY AND STATEMENTS

Consumer Price Index -- statement by Chairman
Greenspan before the House Committee on the Budget,
March 4, 1997.

Published, March 4, 1997.

Monetary policy objectives -- statement by Chairman
Greenspan before the Subcommittee on Domestic and
International Monetary Policy of the House Banking
Committee, March 5, 1997.

Published, March 5, 1997.

BANK HOLDING COMPANIES
Pontotoc Bancshares Corporation, Pontotoc,
Mississippi -- to acquire First National Bank of
Pontotoc.

Approved, March 3, 1997.

ENFORCEMENT

Bank of Corning, Corning, Ohio -- order to cease and
desist, order of restitution, and order of
assessment of a civil money penalty against John
Gillogly, a former officer and institution-
affiliated party of the bank.

Announced, March 7, 1997.

BT Co., Tokyo, Japan -- order to cease and desist and
order of assessment of a civil money penalty
against Oliver Lu, a former employee of BT Co.

Announced, March 7, 1997.

Interbank Holding Company, Miami, Florida, and Luis
A. Ortega, an institution-affiliated party --
written agreement dated March 6, 1997, with the
Federal Reserve Bank of Atlanta and the Department
of Banking and Finance of the State of Florida.

Announced, March 7, 1997.

Interbank Holding Company, Miami, Florida and Glenn
Goldhagen, a former institution-affiliated party --
written agreement dated March 6, 1997, with the
Federal Reserve Bank of Atlanta and the Department
of Banking and Finance of the State of Florida.

Announced, March 7, 1997.



H.2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 12

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

INTERNATIONAL OPERATIONS

Secretary

MEMBERSHIP

Minneapolis

Richmond

St. Louis

San Francisco

SunTrust Banks of Florida, Inc., Orlando, Florida --
to establish SunTrust Banks Trust Company Limited,
Grand Cayman, Cayman Islands, British West Indies,
to act as a fiduciary and provide investment
advisory services.

Approved, March 3, 1997.

Bankfirst, Sioux Falls, South Dakota -- to become a
member of the Federal Reserve System.
Approved, March 6, 1997.

Community Bank of Tri-County, Waldorf, Maryland -- to
become a member of the Federal Reserve System.
Approved, March 7, 1997.

Midsouth Bank, Monette, Arkansas -- to become a

member of the Federal Reserve System and to retain
its current branches.
Approved, March 4, 1997.

Santa Lucia National Bank, Atascadero, California --
to become a member of the Federal Reserve System.
Approved, March 6, 1997.



H,2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 11

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

EXTENSIONS OF TIME

Richmond

Richmond

Chicago

Chicago

San Francisco

St. Louis

San Francisco

St. Louis

Farmers Bank of Appomattox, Appomattox, Virginia --
extension to September 8, 1997, to establish a
branch near the intersection of State Route 20 and
U.S. Route 15, Dillwyn, Virginia.

Granted, March 6, 1997.

First Citizens BancShares, Inc., Raleigh, North
Carolina -- extension to June 4, 1997, to establish
Atlantic States Bank.

Granted, March 4, 1997.

Lewis Family Partners, L.P., Morris, Illinois --
extension to June 6, 1997, to acquire shares of
Illinois Valley Bancorp, Inc., and indirectly
acquire Grundy County National Bank.

Granted, March 4, 1997.

Lewis Management Company, Morris, Illinois --
extension to June 6, 1997, to acquire shares of
Illinois Valley Bancorp, Inc., and indirectly
acquire Grundy National Bank.

Granted, March 4, 1997.

Liberty Bay Financial Corporation, Poulsbo.
Washington -- extension to divest certain property.
Granted, March S, 1997.

Mercantile Bancorporation Inc., St. Louis, Missouri,
and Ameribanc, Inc. -- extension to May 22, 1997,
to acquire Mark Twain Bancshares, Inc.

Granted, March 7, 1997.

Union Bancal Corporation, San Francisco, California -
~ extension to divest certain property.
Granted, March 4, 1997.

Union Planters Corporation, Memphis, Tennessee --
extension to June 5, 1997, to acquire Eastern
National Bank, Miami, Florida.

Granted, March 5, 1997.



-_APPLICATI TO Fl

NOTICE ONLY
P. TI NOTICE EXP
None.
ECTION ~_APP| NOT SUBJECT T REGISTER NOT.
OR NEWSPAPER NOTICE
APPLICATION
None.

* SUBJECT TO CRA.

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



Federal Reserve Bank of Chicago

= licati ject to Fed ister
Notice Only
Comment Period
A(c)(8) Blackhawk Bancorp, Inc. FR - 3-3-97

Beloit, Wisconsin
Midland Acceptance Corporation
Rochelle, Illinois

A(c)(8) HPK Financial Corporation FR - 3-5-97
Chicago, IHinois
Mortgage Service America, Inc.
Lombard, Ilinois

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
IFB Investment Services, Inc.
Valparaiso, Indiana

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
Infed Mortgage Company
Valparaiso, Indiana

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
Indiana Federal Corporation
Valparaiso, Indiana
Indiana Federal Bank
Valparaiso, Indiana

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
Forrest Holdings, Inc.
Lisle, Illinois



Type
4(c)(8)

4(©)(8)

4(€)(8)

4(C)(8)

4()(8)

Federal Reserve Bank of Chicago

- Applicati bj Ww
Register Noti 4

ets

Stichting Administratiekantoor ABN AMRO Holding
Amsterdam, The Netherlands

Standard Federal Bancorporation, Inc.

Troy, Michigan

Standard Federal Bank

Troy, Michigan

Standard Brokerage Service, Inc.

Troy, Michigan

ABN AMRO Bank, N.V.

Amsterdam, The Netherlands
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc.
Troy, Michigan

ABN AMRO Holding N.V.
Amsterdam, The Netherlands
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc
Troy, Michigan

Stichting Prioriteit ABN AMRO Holding
Amsterdam, The Netherlands
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc.
Troy, Michigan

ABN AMRO North America, Inc.
Chicago, Illinois
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc.
Troy, Michigan

Comment Period

Ending Date

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97



H.2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 8

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

COMPETITIVE FACTORS REPORTS

Atlanta

Chicago

Atlanta

St. Louis

Dallas

St. Louis

St. Louis

Dallas

Deposit Guaranty National Bank, Jackson, Mississippi,
proposed merger with Deposit Guaranty Interim
National Bank -- report on competitive factors.

Submitted, March 5, 1997.

FCB Financial Corp, Neenah, Wisconsin, proposed
merger with Oshkosh Savings Bank, FSB, Oshkosh,
Wisconsin -- report on competitive factors.

Submitted, March 7, 1997.

First Alliance Bank, Marietta, Georgia, proposed
acquisition of the assets and assumption of the
liabilities of Premier Bank, FSB, Acworth,
Georgia -- report on competitive factors.

Submitted, March 5, 1997.

First City Bank, Springfield, Missouri, proposed
merger with Mercantile Bank of South Central
Missouri -- report on competitive factors.

Submitted, March 3, 1997.

First National Bank of Livingston, Livingston, Texas,
proposed merger with New First Bank of Livingston -
- report on competitive factors.

Submitted, March 4, 1997.

First State Bank of Fayette County, Somerville,
Tennessee, proposed merger with Whiteville Bank,
Whiteville, Tennessee -- report on competitive
factors.

Submitted, March 5, 1997.

First United Bank, Stuttgart, Arkansas, proposed
merger with Citizens Bank & Trust Company,
Carlisle, Arkansas; Hazen First State Bank, Hazen,
Arkansas; and Firstbank of Arkansas, Brinkley,
Arkansas -- report on competitive factors.

Submitted, March 5, 1997.

Guaranty Federal Bank, FSB, Dallas, Texas, proposed
merger with Stockton Savings Bank, FSB, Stockton,
California -- report on competitive factors.

Submitted, March 7, 1997.



Federal Reserve Bank of Richmond

Public Evalu:

Week ending March 7, 1997

Definiti £ Rati

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

Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community,

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

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

Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of ascer-
taining and helping to meet the credit needs of its entire delineated community,

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

Examination
Date Ratine

Bank of Lancaster
100 South Main Street
Kilmarnock, Virginia 22482 12-9-96 Satisfactory
Peoples Community Bank
King Highway
Montross, Virginia 22520 12-9-96 Satisfactory



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Newspaper Notice Only
Comment Period
Application Ending Date _
NONE.
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both
Newspaper and Federal Register Notice
Comment Period
ication Ending Date
Larry Jochim to acquire control of 11.68% of the March 24, 1997
voting shares of Mountain Bank System, Inc., Whitefish, (Federal Register)
Montana.
Conrad Company, Minneapolis, Minnesota for prior approval April 7, 1997
to acquire up to 62% of the voting preferred stock of the National (Federal Register)

Mercantile Bancorp, Los Angeles, California. *

Community First Bankshares, Inc., Fargo, North Dakota for prior Not yet available
approval to acquire 100% of the voting shares of the KeyBank
National Association (Wyoming), Cheyenne, Wyoming. *

* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject

to Federal Register Notice Only
Comment Period
ication Ending Date
NONE.
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to

Federal Register Notice or Newspaper Notice

Application

Mountain Bank System, Inc., Whitefish, Montana
to redeem 82.5% of its voting shares.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of
RA Public ions
week ending March 7, 1997

ASSIGNMENT OF RATING
Identification of Ratings

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

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

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

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

BAN EXAMIN] DATE OF EXAMINATION TING

NONE.



Federal Reserve Bank of Chicago

Section I - Applications Subj
Notice Only

Type Application
3(a)(1) Notice Community Bank Corp
Park Ridge, Illinois

Park Ridge Community Bank
Park Ridge, Illinois

Branch Comerica Bank
Detroit, Michigan
50 Douglas
Holland, Michigan

Branch Comerica Bank
Detroit, Michigan
670 Highland Avenue
Milford, Michigan

NP - Newspaper

FR - Federal Register
* - Subject to Provisions of Community Reinvestment Act

** ~ Not available at this time

Comment Period

Ending Date

NP - 3-8-97

NP - 3-16-97

NP - 3-16-97



H.2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 4

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

BANK HOLDING COMPANIES

Atlanta

Atlanta

New York

Chicago

Chicago

St. Louis

Dallas

Minneapolis

Barnett Banks, Inc., Jacksonville, Florida -- to
acquire Oxford Resources Corporation, Melville, New
York, and engage in consumer finance and leasing
activities.

Approved, March 4, 1997.

Community Bancorp of Louisiana, Ine., Raceland,
Louisiana -- to merge with American Security
Bancshares, Inc., Welsh, Louisiana, and acquire
American Bank.

Approved, March 5, 1997.

Creditanstalt-Bankverein, Vienna, Austria -- to
engage in making equity investments in corporations
or projects designed primarily to promote community
welfare.

Approved, March 3, 1997.

FBIC Subsidiary, Inc., Springfield, Illinois -- to
acquire BanCentral Corporation, Mattoon, Illinois,
and Central National Bank.

Approved, March 7, 1997.

Firstbank of Illinois Co., Springfield, Illinois --
to acquire BanCentral Corporation, Mattoon,
Illinois, and Central National Bank of Mattoon.

Approved, March 7, 1997.

Marshfield Investment Company, Springfield,
Missouri -- to acquire Metropolitan Bancshares,
Inc., and Metropolitan National Bank.

Approved, March 4, 1997.

Mercedes Delaware Financial Corporation, Dover,
Delaware -- request for waiver of application to
acquire Mercedes National Bank, Mercedes, Texas.

Granted, March 7, 1997.

Norwest Corporation, Minneapolis, Minnesota -- to
acquire Farmers National Bancorp, Inc., Geneseo,
Illinois.

Approved, March 5, 1997.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 3/07/97

Section V - Availability of CRA Public Evaluat

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

ae . Examination D oe

None

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

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

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

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

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

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

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



EC’ -A LITY_0} PUBLIC EVALUATIO
FOR K_OF 1997

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to Improve record of meeting community credit needs.

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

Substantial Noncompliance in meeting community credit needs.

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

Date of
Bank Examination CRA Rating
Central Bank
300 DeSiard Street
P. 0. Box 4928
Monroe, LA 71211 96/10/21 Outstanding

981257



SECTION V

Availability of Public Evaluations

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

Outstanding record of meeting community credit needs.

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

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

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

Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record

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

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

Week Ending Marc! 199’

NAME OF BANK E INATI DATE
None.

T/ Subject to provisions of Community Reinvestment Act.

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

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

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



FEDERAL RESERVE BANK OF PHILADELPHIA

- AV. J ‘ALUATI

The following institutions were examined for CRA. The 30-business day period the bank has
to make the evaluation public has lapsed during the week ending March 7, 1997.

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

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

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

Substantial noncompliance in meeting community credit needs.

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

Bank/Location Examination Date CRA Rating
Bank of Landisburg 10/7/96 Satisfactory
P.O. Box 179

Landisburg, PA 17040



H.2

MARCH 3, 1997 TO MARCH 7, 1997

PAGE 3

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

BANK BRANCHES, DOMESTIC

Kansas City

Minneapolis

Richmond

Cleveland

Richmond

Cleveland

BANK HOLDING COMPANIES

Chicago

Kansas City

Community Bank of Parker, Parker, Colorado -- to
establish a branch at 165 Main Street, Elizabeth,
Colorado.

Approved, March 4, 1997.

Community Bank-Missoula, Inc., Missoula, Montana --
to establish a branch at 218 East Main Street.
Approved, March 7, 1997.

Crestar Bank, Richmond, Virginia -- to establish a
drive-in branch in the Blair Park Shopping Center,
1330 East-West Highway, Silver Spring, Maryland.

Approved, March 5, 1997.

Fifth Third Bank of Northern Kentucky, Florence,
Kentucky -- to establish a branch at 8825 U.S. 42,
Union, Kentucky.

Permitted, March 7, 1997.

Marathon Bank, Stephens City, Virginia -- to
establish branches at 1447 North Frederick Pike,
Winchester, Virginia, and in the 1000 block of
South Main Street, Woodstock, Virginia.

Approved, March 7, 1997.

Provident Bank, Cincinnati, Ohio -- to establish a
branch at 550 Old State Route 74.
Permitted, March 7, 1997.

AliKat Investments, Inc., Gurnee, Illinois -- to
acquire NorthSide Community Bank (in organization).
Approved, March 5, 1997.

BancFirst Corporation, Oklahoma City, Oklahoma -- to
acquire common stock of First Ada Bancshares, Inc.,
Ada, Oklahoma.

Approved, March 3, 1997.



FEDERAL RESERVE BANK OF ST. LOUIS

FOR THE WEEK ENDING March 7, 1997
ECTI! - AV. ILI F B. I

Iaenti ion of Ratings:
Outstanding record of meeting community credit needs

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

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

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



Recently Approved Applications Approval Date

AuburnBank 03-06-97

Auburn, Alabama
To establish a branch office located at 1617 South College Street, Auburn, Alabama, to be known
as the Winn Dixie Branch.

The First Corporation 03-03-97

Opelika, Alabama
After-the-fact change in control notification by Joseph Lowrie Dean, Jr., to retain 12.68 percent
of the outstanding shares, pursuant to the Change in Bank Control Act of 1978.

AmSouth Bank of Florida 03-03-97

Tampa, Florida
To establish a branch office located at 2405 Thomas Drive, Panama City, Florida, pursuant to
Section 9 of the Federal Reserve Act.

AmSouth Bank of Florida 03-05-97

Tampa, Florida
To establish a branch office located at 10109 West Hillsborough Avenue, Tampa, Florida,
pursuant to Section 9 of the Federal Reserve Act.

AmSouth Bank of Florida 03-05-97

Tampa, Florida
To establish a branch office located at 6297 West Waters Avenue, Tampa, Florida, pursuant to
Section 9 of the Federal Reserve Act.

Barnett Banks, Inc. 03-04-97
Jacksonville, Florida

To acquire Oxford Resources Corp., Melville, New York, and thereby engage in consumer

finance and leasing personal or real property or acting as agent, broker or adviser in leasing such

Property, pursuant to Sections 225.25(b)(1) and 225.25(b)(5) of Regulation Y and Section 4(c)(8)

of the Bank Holding Company Act.

Hamilton Bancorp, Inc. 03-06-97

Miami, Florida
Change in control notification by Eduardo A. Masferrer to acquire an additional 9.31 percent of
the outstanding shares, pursuant to the Change in Bank Control Act of 1978. The acquisition will
increase Mr. Masferrer’s total owenrship to 15.20 percent.



H.2

MARCH 3, 1997 TO MARCH 7, 1997
PAGE 2

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

ENFORCEMENT

Midland Bank, ple, London, England (New York
Branch) -- order of prohibition against Damian
Cope, a former trader and institution-affiliated
party of the New York Branch.

Announced, March 3, 1997.

INTERNATIONAL OPERATIONS

Morgan Guaranty International Finance Corporation,

Newark, Delaware -- to make an investment in J.P.
Morgan (Bahamas) Portfolio Co., Nassau, the
Bahamas.

Permitted, March 3, 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; FRBO - Federal Reserve

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

BANK BRANCHES, DOMESTIC

Atlanta Amsouth Bank of Florida, Tampa, Florida -- to
establish a branch at 2405 Thomas Drive, Panama
City, Florida.
Approved, March 3, 1997.

New York Bank of New York, New York, New York -- to establish

branches at 372 Broadway, Hillsdale, New Jersey,
and 14 Post Road, Oakland, New Jersey.
Approved, March 6, 1997.



Federal Reserve Bank of Chicago

Section IV - Applications Not Subject to Federal Register or Newspaper Notice
Type Application
ROS-HC FBOP Corporation

Oak Park, Illinois
To redeem $24 million of outstanding preferred stock



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN
APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF MARCH 3, 1997

ECTION I - APP ECT TO NEWSPAP.
NOTICE ONLY

APPLICATION NOTICE EXP

*Section 9 application by

SecurityBank of Arlington, Arlington, TX

to establish a branch to be located at

(6300 Precinct Line Rd., Hurst, TX 76054) 97/03/24

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

APPLICATION ** NOTICE EXP

Change in Contro? Notice by

Edwin & Mittis Bower, Palacios, TX

to acquire an interest in

City State Bancshares, Inc., Palacios, TX 97/03/11
(Previously reported during the week of 1-13-97)

*Section 3(a)(3) application by

Texas Financial Bancorporation, Inc., Minneapolis, MN, to

acquire Austin County Bankshares, Inc., Bellville, TX:

Austin County Bankshares-Delaware, Inc., Wilmington, DE: and

Austin County State Bank, Bellville, TX 97/03/29
(Previously reported during the week of 2-24-97)

*Section 3(a)(3) application by

Delaware Financial Bancorporation, Inc., Wilmington, DE, to

acquire Austin County Bankshares, Inc., Bellville. TX:

Austin County Bankshares-Delaware, Inc., Wilmington, DE: and

Austin County State Bank, Bellville, TX 97/03/29
(Previously reported during the week of 2-24-97)



Federal Reserve Bank of Chicago

Section Il - Applications Subject to Both Newspaper and Federal

Register Noti
Comment Period
COC-HC Antioch Holding Company FR - 3-20-97
Antioch, Illinois NP - 2-21-97
By Randolph S. Miles
COC-HC Antioch Holding Company FR - 3-20-97
Antioch, Illinois NP - 2-28-97
By Cynthia M. Stout
3(a)(1) AliKat Investments, Inc* FR - 3-3-97
Gurnee, Illinois NP - 2-28-97
NorthSide Community Bank
Gurnee, Illinois
3(a)(3) Blackhawk Bancorp, Inc.* FR - 3-3-97
Beloit, Wisconsin NP - 3-1-97
Rochelle Bancorp, Inc.
Rochelle, Illinois
Rochelle Savings Bank, S.B.
Rochelle, Illinois
3(a)(3) Coal City Corporation* FR - 3-21-97
Chicago, Illinois NP - 3-22-97
U.S. Bancorp
Lansing, Illinois
U.S. Bank

Lansing, Illinois



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

SECTION I_- APPLICATIONS SUBJECT TO

NEWSPAPER NOTICE ONLY
li . C Period Endi D
NONE
EB = T
FE) I
Application Comment Period Ending Date
Alliance Bancorp of Newspaper 03-19-97
New England, Inc.,
Vernon, Connecticut Federal Register 03-27-97
- 3(a) (1) application
to acquire 100% of the
voting shares of
Tolland Bank, Tolland,
Connecticut*
IN = ECT
D) RE E

Application Comment Period Ending Date

NONE

Bi = LI T_T
E TER E

Application

NONE

EC -_AV. ABILIT B: V:

Institution Examination Date Rating**

NONE
*Subject to CRA.
**Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to

Improve; "SN" - Substantial Noncompliance



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER
NOTICE ONLY

‘in D. it Bank and Trust Cony Harrisburg, PA to establish a branch office at
Shrewsbury WalMart, Shrewsbury, PA, pursuant to Section 9 of the Federal Reserve Act.

Newspaper comment period expires: 03/28/97

SECTION II - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER
(D FEDERAL REGISTER NOTICE

NONE

SECTION III - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL
ISTER NOTICE ONLY

USA BancShares, Inc., Philadelphia, PA to engage in brokerage activities through the
acquisition of The Knox Financial Service Group, Inc., pursuant to Section 4(c)(8) of the Bank

‘Holding Company Act and Section 225.25(b)(15) of Regulation Y.

Federal Register comment period expires: N/Avail

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

NONE