Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 11

Week Ending March 13, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions March 7, 1999 to March 13, 1999

Forms

Annual Daylight Overdraft Capital Report for U.S. Branches and Agencies of 

Foreign Banks (FR 2225) -- extension with revision.

- Approved, March 3, 1999 (AC)

Annual Financial Statements of Nonbank Subsidiaries of Bank Holding Companies 

(FR Y-11I) -- revision without extension.

- Approved, March 3, 1999 (AC)

Annual Report (FR G-4) -- extension with revision.

- Approved, March 3, 1999 (AC)

Consolidated Financial Statements for Bank Holding Companies (FR Y-9C) -- 

extension with revision.

- Approved, March 3, 1999 (AC)

Deregistration Statement for Persons Registered Pursuant to Regulation U (FR G2) -- extension with revision.

- Approved, March 3, 1999 (AC)

Parent Company Only Financial Statements for Large Bank Holding Companies (FR 

Y-9LP) -- extension with revision.

- Approved, March 3, 1999 (AC)

Parent Company Only Financial Statements for Small Bank Holding Companies (FR 

Y-9SP) -- extension with revision.

- Approved, March 3, 1999 (AC)

Quarterly Financial Statements of Nonbank Subsidiaries of Bank Holding Companies 

(FR Y-11Q) -- revision without extension.

- Approved, March 3, 1999 (AC)

Registration Statement for Persons Who Extend Credit Secured by Margin Stock 

(Other than Banks, Brokers, or Dealers) (FR G-1) -- extension with revision.

- Approved, March 3, 1999 (AC)

Report of Net Debit Capital (FR 2226) -- extension without revision.

- Approved, March 3, 1999 (AC)

(AC) = Addition or Correction Board - Page 1 of 2
H.2 Board Actions March 7, 1999 to March 13, 1999

Forms

Statement of Purpose for an Extension of Credit by a Creditor (FR T-4) -- extension 

with revision.

- Approved, March 3, 1999 (AC)

Statement of Purpose for an Extension of Credit Secured by Margin Stock (FR U1) -- extension with revision.

- Approved, March 3, 1999 (AC)

Statement of Purpose for an Extension of Credit Secured by Margin Stock by a 

Person Subject to Registration Under Regulation U (FR G-3) -- extension with 

revision.

- Approved, March 3, 1999 (AC)

Supplement to the Consolidated Financial Statements for Bank Holding Companies 

(FR Y-9CS) -- extension without revision.

- Approved, March 3, 1999 (AC)

Regulations And Policies

Allowance for loan losses -- joint letter with the Securities and Exchange 

Commission, Federal Deposit Insurance Corporation, Office of the Comptroller of 

the Currency, and Office of Thrift Supervision to financial institutions.

- Approved, March 10, 1999 

(AC) = Addition or Correction Board - Page 2 of 2
March 7, 1999 to March 13, 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

BancFirst, Oklahoma City, Oklahoma -- to establish a branch at 1204 E. Ross Street, 

Tahlequah, Oklahoma.

- Approved, March 10, 1999 

Kansas City

Bank of Jackson Hole, Jackson, Wyoming -- to establish a branch at 10 East Pearl 

Street.

- Approved, March 10, 1999 

Kansas City

Citizens Trust Bank, Atlanta, Georgia -- to establish a branch at Cascade Crossing 

Phase II, Sub-Plot B.

- Approved, March 12, 1999 

Atlanta

Colonial Bank, Montgomery, Alabama -- to establish a branch at 1326 13th Street, 

Columbus, Georgia.

- Approved, March 12, 1999 

Atlanta

F&M Bank-Darlington, Darlington, Wisconsin -- to establish a branch at 640 Dodge 

Street, Mineral Point, Wisconsin.

- Approved, March 8, 1999 

Chicago

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 38 Village Square, 

Glendale, Ohio.

- Approved, March 11, 1999 

Cleveland

First Vantage Bank - Tennessee, Knoxville, Tennessee -- to establish a branch at 

4525 Highway 411, Madisonville, Tennessee.

- Approved, March 9, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Bank Branches, Domestic

Middleburg Bank, Middleburg, Virginia -- to establish a branch at 20955 

Professional Plaza, Ashburn, Virginia, and 4 South King Street, Leesburg.

- Approved, March 9, 1999 

Richmond

Ravalli County Bank, Hamilton, Montana -- to establish a branch at 1070 Eastside 

Highway, Corvallis, Montana.

- Approved, March 10, 1999 

Minneapolis

Rockingham Heritage Bank, Harrisonburg, Virginia -- to establish a branch at 51 

Franklin Street, Weyers Cave, Virginia.

- Approved, March 9, 1999 

Richmond

Triangle Bank, Raleigh, North Carolina -- to establish a branch at 211 17th Street 

Extension, Wilmington, North Carolina.

- Approved, March 11, 1999 

Richmond

Bank Holding Companies

Ameri-National Corporation, Overland Park, Kansas -- to acquire Horizon National 

Bank, Leawood, Kansas.

- Approved, March 11, 1999 

Kansas City

Capital Bancshares, Inc., Little Rock, Arkansas -- to acquire The Capital Bank.

- Approved, March 10, 1999 

St. Louis

Centon Bancorp, Inc., Richton, Mississippi -- to acquire Richton Bank & Trust 

Company.

- Returned, March 4, 1999 (AC)

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Bank Holding Companies

Century South Banks, Inc., Dahlonega, Georgia -- to merge with Independent 

Bancorp, Inc., Oxford, Alabama, and acquire Independent Bank.

- Approved, March 8, 1999 

Atlanta

Charter Banking Corporation, Tampa, Florida -- waiver of application in connection 

with the proposed merger of City First Bank with Southern Exchange Bank.

- Granted, March 5, 1999 (AC)

Atlanta

Community Trust Financial Services Corp., Hiram, Georgia -- to acquire, through 

Community Loan Company, certain assets of the Flowery Branch, Georgia, office of 

Grace Financial Services, Inc., Oakwood, Georgia, and engage in lending activities, 

providing tax planning and preparation services, and acting as agent or broker for 

insurance directly related to an extension of credit by its subsidiary finance company.

- Approved, March 8, 1999 

Atlanta

Cumberland Bancorp, Inc., Carthage, Tennessee -- to acquire an interest in The 

Murray Bank, Murray, Kentucky, and engage in operating a savings association.

- Approved, March 8, 1999 

Atlanta

Eggemeyer Advisory Corp., Rancho Santa Fe, California; WJR Corp.; Castle Creek 

Capital LLC; Castle Creek Capital Partners Fund IIa, LP; and Castle Creek Capital 

Partners Fund IIb, LP -- to acquire shares of State National Bancshares, Inc., 

Lubbock, Texas.

- Approved, March 11, 1999 

San Francisco

Eggemeyer Advisory Corp., Rancho Santa Fe, California; WJR Corp.; Castle Creek 

Capital LLC; Castle Creek Capital Partners Fund I, LP; Castle Creek Capital 

Partners Fund IIa, LP; and Castle Creek Capital Partners Fund IIb, LP -- to acquire, 

through State National Bancshares, Inc., Lubbock, Texas, shares of Valley Bancorp, 

Inc., El Paso, Texas, and Montwood National Bank.

- Approved, March 11, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Bank Holding Companies

First Financial Bancorp, Hamilton, Ohio -- to acquire Sand Ridge Financial 

Corporation, Highland, Indiana.

- Approved, March 11, 1999 

Cleveland

First National Agency, Inc., Wayne, Nebraska -- to acquire shares of B.W. Bancorp, 

Woodbury, Minnesota.

- Withdrawn, March 8, 1999 

Kansas City

Franklin Bancshares, Inc., Franklin, Illinois -- to acquire Franklin Bank.

- Approved, March 9, 1999 

St. Louis

Huntsville Holdings, Inc., Wilmington, Delaware -- to acquire The First State Bank, 

Kosse, Texas.

- Approved, March 10, 1999 

Dallas

Independent Financial Inc., Lubbock, Texas -- to acquire Whisperwood Mortgage, 

L.L.C., Amarillo, Texas, and engage in mortgage lending and brokerage activities.

- Approved, March 10, 1999 

Dallas

Israel Discount Bank of New York, New York, New York -- request to modify a 

commitment made in connection with the determination that IDB Holding 

Corporation was no longer a bank holding company.

- Approved, March 12, 1999 

Director, BS&R

PB Financial Services Corporation, Duluth, Georgia -- to acquire The Peachtree 

Bank.

- Returned, March 9, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Bank Holding Companies

Pedcor Bancorp, Indianapolis, Indiana -- to acquire shares of Fidelity Federal 

Bancorp, Evansville, Indiana.

- Withdrawn, March 5, 1999 (AC)

San Francisco

Reliance Bancshares, Inc., Des Peres, Missouri -- request for an exemption under the 

Depository Institution Management Interlocks Act and Regulation L.

- Granted, March 12, 1999 

General Counsel

Sam Houston Financial Corp., Huntsville, Texas -- to acquire Huntsville Holdings, 

Inc., Wilmington, Delaware, and The First State Bank, Kosse, Texas.

- Approved, March 10, 1999 

Dallas

WestDeutsche Landesbank Girozentrale, Dusseldorf, Federal Republic of Germany -- 

to engage, through WestLB Pannmure Securities Inc., New York, New York, in 

financial and investment advisory activities.

- Approved, March 12, 1999 

New York

Banks, Nonmember, And Miscellaneous Institutions

Financial Trust Services Company, Carlisle, Pennsylvania -- transfer agent 

registration.

- Withdrawn, March 8, 1999 

Director, BS&R

Change In Bank Control

Clarkfield Holding Company, Clarkfield, Minnesota -- change in bank control.

- Permitted, March 8, 1999 

Minneapolis

Greater Financial Corp., Chicago, Illinois -- change in bank control.

- Returned, March 9, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Competitive Factors Reports

City National Bank of West Virginia, Charleston, West Virginia -- report on 

competitive factors of the proposed merger with Bank of Raleigh, Beckley, West 

Virginia; Greenbrier Valley National Bank, Lewisburg; First National Bank in 

Marlinton, Marlinton; The National Bank of Summers, Hinton; and The Twentieth 

Street Bank, Huntington.

- Submitted, March 8, 1999 

Richmond

Concordia Bank and Trust Company, Vidalia, Louisiana -- report on competitive 

factors of the proposed merger with Wilkinson County Savings Bank, Woodville, 

Mississippi.

- Submitted, March 11, 1999 

Dallas

FBDC Financial Corporation, Fort Payne, Alabama -- report on competitive factors 

of the proposed acquisition of First Federal Bank, through a merger of First Federal 

Interim Savings Bank with First Federal Bank.

- Submitted, March 3, 1999 (AC)

Atlanta

Hartland Bank, N.A., Austin, Texas -- report on competitive factors of the proposed 

merger with Hartland Interim Bank, N.A.

- Submitted, March 11, 1999 

Dallas

Hibernia National Bank, New Orleans, Louisiana -- report on competitive factors of 

the proposed purchase of assets and assumption of liabilities of four Beaumont, 

Texas, branches of Chase Bank of Texas, National Association, Houston, Texas, and 

proposed merger with Beaumont Trust Company, National Association, Beaumont.

- Submitted, March 10, 1999 

Atlanta

Home Federal Savings Bank, Sioux Falls, South Dakota -- report on competitive 

factors of the proposed merger with Dakota State Bank, Colman, South Dakota.

- Submitted, March 12, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Competitive Factors Reports

Kennebunk Savings Bank, Kennebunk, Maine -- report on competitive factors of the 

proposed acquisition of certain assets and assumption of certain liabilities of the 

Kennebunk branch of Coastal Bank, Westbrook, Maine. 

- Submitted, March 8, 1999 

Boston

Lincoln Savings Bank, Reinbeck, Iowa -- report on competitive factors of the 

proposed merger with First Nashua State Bank, Nashua, Iowa.

- Submitted, March 8, 1999 

Chicago

Morton Community Bank, Morton, Illinois -- report on competitive factors of the 

proposed merger with Sunstar Bank, Washington, Illinois.

- Submitted, March 4, 1999 (AC)

Chicago

Peachtree Bank, Duluth, Georgia -- report on competitive factors of the proposed 

merger with Interim PB Corporation.

- Submitted, March 10, 1999 

Atlanta

South Pointe Bank, Marion, Illinois -- report on competitive factors of the proposed 

purchase of certain assets and assumption of certain liabilities of the Johnston City, 

Illinois, branch of Mercantile Bank of Illinois, Mount Vernon.

- Submitted, March 8, 1999 

Secretary

Union Planters Bank, N.A., Memphis, Tennessee -- report on competitive factors of 

the proposed merger with AmBank Indiana, N.A., Vincennes, Indiana, and AmBank 

Illinois, N.A., Robinson, Illinois.

- Submitted, March 8, 1999 

St. Louis

Union State Bank, Nanuet, New York -- report on competitive factors of the 

proposed merger with Tarrytowns Bank, FSB, Tarrytown, New York.

- Submitted, March 9, 1999 

New York

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Competitive Factors Reports

Webster Financial Corporation, Waterbury, Connecticut -- report on competitive 

factors of the proposed merger with Village Bank & Trust Company, Ridgefield, 

Connecticut.

- Submitted, March 9, 1999 

Boston

Wilkinson County Savings Bank, Woodville, Mississippi -- report on competitive 

factors of the proposed merger with Concordia Interim Bank and Trust Company, 

Vidalia, Louisiana.

- Submitted, March 11, 1999 

Dallas

Extensions Of Time

Frontier Financial Corporation, Everett, Washington -- extension to June 3, 1999, to 

acquire shares of Washington Banking Company, Oak Harbor, Washington.

- Approved, March 5, 1999 (AC)

San Francisco

Jacksonville Bancorp, Inc., Jacksonville, Florida -- extension to June 15, 1999, to 

acquire The Jacksonville Bank.

- Granted, March 11, 1999 

Atlanta

Northpointe Bancshares, Inc., Grand Rapids, Michigan -- extension to June 7, 1999, 

to acquire Northpointe Bank, Grand Rapids Township, Michigan.

- Granted, March 1, 1999 (AC)

Chicago

State National Bancshares, Inc., Lubbock, Texas -- extension to June 11, 1999, to 

acquire Continental National Bancshares, Inc., El Paso, Texas, and Continental 

National Bank.

- Granted, March 11, 1999 

Dallas

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority March 7, 1999 to March 13, 1999

Membership

Adrian Bank, Adrian, Missouri -- to become a member of the Federal Reserve 

System.

- Approved, March 11, 1999 

Kansas City

FNB Southeast, Reidsville, North Carolina -- to become a member of the Federal 

Reserve System.

- Approved, March 8, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 9 of 9
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, March 13, 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

Regulation K State Street Corporation, Boston, Massachusetts - prior

notification filed pursuant to section 211.3(a)(3) to establish a

foreign branch of State Street Global Advisors, U.K. Ltd.,

London, United Kingdom to be located in Brussels, Belgium
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, March 13, 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 Banco Santander, S.A., Madrid, Spain to establish a branch in

New York, New York, and an agency in Miami, Florida.

Newspaper – 04/07/1999

Branch The Chase Manhattan Bank, New York, New York, to establish

a branch office at the Pathmark Supermarket located at 160 East

125th Street, New York, New York.*

Newspaper – 04/08/1999

* 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)(3) Greater Community Bancorp, Totowa, New Jersey, to acquire

100 percent of the voting shares of Rock Community Bank,

Glen Rock, New Jersey (in organization).*

Newspaper – 03/24/1999

Fed Reg – 04/02/1999

* 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

4(c)(8) NYCE Corporation, Woodcliff Lake, New Jersey (“NYCE”), to

acquire all of the stock of Magic Line, Inc., Dearborn, Michigan

(“Magic Line”), and to merge Magic Line with and into NYCE

Midwest, Inc., a wholly-owned subsidiary of NYCE, thereby

engaging in data processing and check verification services.

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, March 13, 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, March 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)

Branch

Received application from Fifth Third Bank, Florida, Naples, FL

on 03/12/1999 to merge with South Florida Bank, Ft. Myers, FL

and incident thereto establish branches.*

N/Avail

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

Type Application

Ending date of

comment period

3(a)(5)

4(c)(8)

Received application from Fifth Third Bancorp, Cincinnati, OH

on 03/12/1999 to acquire South Florida Bank Holding

Corporation, Ft. Myers, FL.*

Received application from GLB Bancorp, Inc., Mentor, OH on

03/12/1999 to acquire Maple Leaf Financial, Inc., and its

subsidiary, Geauga Savings Bank, both of Newbury, OH.*

N/Avail

Newspaper – 04/12/1999

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

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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, March 13, 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) First Citizens Bancorporation of South Carolina, Inc.,

Columbia, South Carolina, to acquire The Exchange

Bank of South Carolina, Kingstree, South Carolina.*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) New Commerce BanCorp, Greenville, South Carolina, to

become a bank holding company through the acquisition

of 100% of the voting shares of New Commerce Bank,

N.A., Simpsonville, South Carolina, in organization.*

Fed Reg – N/Avail

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

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 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, March 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Republic Security Bank, West Palm Beach, Florida, to establish

a branch located at 1 N. Federal Highway, Boca Raton, Florida.

03/16/1999*

*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

CIC Eagle National Holding Company, Miami, Florida, prior

notification by the GNB Holdings Trust, to acquire 100 percent

of the outstanding shares of Eagle National Holding Company,

Miami, Florida, pursuant to the Change in Bank Control Act of

1978. The beneficial owners are Isaac Gilinski; Perla Bacal;

Raquel Kardonski de Gilinski; Joshua Moises Gilinski; Gabriel

Gilinski; Dorita Gilinski; Benjamin Walter Gilinski; and David

Warren Sloan as trustee.

N/Avail

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

COM AmTrade International Bank, Atlanta, Georgia, commitment

waiver request.

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, March 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch CSB Bank

Capac, Michigan

 Vicinity of Main Street and Prospect Street

 Emmett, Michigan

Newspaper – 3/10/1999

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

Type Application

Ending date of

comment period

CIC Greater Chicago Financial Corp.

Chicago, Illinois

 By Edward S. Salomon and Salvatore T. Scambietterra

 a/k/a Sam Scott

Fed Reg – N/Avail

Newspaper – 3/26/1999

CIC Peoples Holding Corp.

Winfield, Iowa

 By Florence Adele Peterson

Fed Reg – 3/22/1999

Newspaper – 3/24/1999

3(a)(1) Southeast Bancshares, Inc.*

Mediapolis, Iowa

 Southeast Security Bank

 Mediapolis, Iowa

Fed Reg – 4/8/1999

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

* 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 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, March 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by Bank of Rogers, Rogers, Arkansas, to establish a

branch at 319 North Bloomington, Lowell, Arkansas.*

Newspaper – 3/24/1999

Branch Notice by State Bank of Dixon, Dixon, Missouri, to establish a

branch at 434 Highway Y, St. Robert, Missouri.*

Newspaper – 3/25/1999

Branch Notice by Springdale Bank & Trust, Springdale, Missouri, to

establish a branch at 1301 East Robinson Avenue, Springdale,

Missouri.*

Newspaper – 3/15/1999

* 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

CIC Notice involving Ohio County Bancshares, Inc., Beaver Dam,

Kentucky, by a group acting in concert to acquire total

ownership of 50 percent of the bank holding company’s

outstanding voting stock. The group consists of A. Brooks

Mitchell, II, Stephen B. Catron, John B. Holland, Lester Key, C.

Peter Mahurin, and E. Suzanne Vitale.

Newspaper – 4/71999

Fed Reg – 4/5/1999

3(a)(1) Notice by Community Commercial Bancshares, Inc.,

Germantown, Tennessee, to acquire Community Commercial

Bank, Germantown, Tennessee (in organization).*

Newspaper – 4/8/1999

Fed Reg - 4/9/1999

3(a)(1) Notice by USAccess Holdings, Inc., Louisville, Kentucky, to

acquire USAccess Bank, Inc., Louisville, Kentucky.*

Newspaper – 4/12/1999.

Fed Reg – 4/9/1999

* 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, March 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Ravalli County Bank, Hamilton, Montana, to establish a branch

in Corvallis, Montana.*

03/03/1999

18(c) & Branch First Interstate Bank, Billings, Montana, to purchase certain

assets and assume certain liabilities of two branches of First

National Bank of Montana, Libby, Montana, located in Helena,

Montana, and Belgrade, Montana, and incident thereto establish

two branches. *

04/02/1999

*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

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Guaranty Development Company, Livingston, Montana, to

engage in mortgage banking activities through a joint venture,

Kennedy American Mortgage, LLC, Bozeman, Montana

03/29/1999

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

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, March 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch WestStar Bank, Vail, Colorado, to acquire the assets and assume

the liabilities of the Glenwood Springs, Colorado, branch of

World Savings Bank, FSB, Oakland, California, and World

Savings and Loan Association, Oakland, California.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(5) Commerce Bancshares, Adair, Oklahoma, to acquire and merge

with Chelsea Bancshares, Inc., Chelsea, Oklahoma, and thereby

indirectly acquire Bank of Chelsea, Chelsea, Oklahoma.

Newspaper – 04/05/99

Fed Reg – 04/08/99

CIC Lester L. Ward, Jr., Denver, Colorado, as trustee of Mahlon T.

White CRT No. 3, Mahlon T. White CRT No. 4, Mahlon T.

White CRT No. 5, and Mahlon T. White CRT No. 6; to acquire

voting shares of Minnequa Bancorp, Inc., Pueblo, Colorado, and

thereby indirectly acquire Minnequa Bank, Pueblo, Colorado.

Newspaper – 03/31/99

Fed Reg – 03/26/99

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

4(c)(8) McClain County Bancorporation, Purcell, Oklahoma, to form a

community development corporation and thereby indirectly

engage in community development activities.

4(c)(8) Consolidated Equity Corporation, Purcell, Oklahoma, to form a

community development corporation and thereby indirectly

engage in community development activities.

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

25659 First Security Bank

Fort Lupton, Colorado

11/30/1998 03/10/1999 S X

283054 Lafayette State Bank

Lafayette, Colorado

12/07/1998 03/11/1999 S X

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, March 13, 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)(1)

3(a)(1)

CIC

3(a)(3)

3(a)(1)

Mercantile Bancorp, Inc., Dallas, TX, to acquire

Mercantile Delaware Bancorp, Inc., Dover, DE, and

First Mercantile Bank, N.A., Dallas, TX*

Mercantile Delaware Bancorp, Inc., Dover, DE, to acquire

First Mercantile Bank, N.A., Dallas, TX*

Dudley Althaus, Fredericksburg, TX, only notificant, to acquire

an interest in Pioneer Bancshares, Inc., Fredericksburg, TX

(Previously reported the week ending February 27, 1999)

Violeta Investments, Ltd., Hebbronville, TX, to acquire

Hebbronville State Bank, Hebbronville, TX*

Bank of De Soto, N.A., Employee Stock Ownership Trust,

De Soto, TX, to acquire

Dbancorp, De Soto, TX, and

Bank of De Soto, N.A., De Soto, TX*

Fed Reg – 04/08/1999

Newspaper – 04/03/1999

Fed Reg – 04/08/1999

Newspaper – 04/03/1999

Fed Reg – 03/22/1999

Newspaper – 03/23/1999

Fed Reg – N/Avail

Newspaper – N/Avail

Fed Reg – N/Avail

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

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, March 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First American Bank, Rosemead, California, to establish a

branch office in the vicinity of Hope Street and Wilshire

Boulevard, Los Angeles, California. *

Newspaper – 02/28/1999

Branch Millennium Bank, San Francisco, California, to establish a

branch office at 1111 Broadway, Oakland, California. *

Newspaper – 03/20/1999

* 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)(3) First National Bank of Nevada Holding Company, Scottsdale,

Arizona, to acquire First Bank of Arizona, N.A. (In

Organization), Scottsdale, Arizona. *

Newspaper – N/Avail

Fed Reg – 03/23/1999

3(a)(5) Horizon Financial Corp., Bellingham, Washington, to merge

with Bellingham Bancorporation, Bellingham, Washington. *

Newspaper – 04/12/1999

Fed Reg – 04/09/1999

* 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

3(a)(5)(C) Stockmans Financial Group, Elk Grove, California, to become a

bank holding company by acquiring Stockmans Bank, Elk

Grove, California.

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