Federal Reserve Bank of Richmond

Section V - Availability of CRA Public Evaluations

Week ending July 25, 1997

De

is of

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.

RSSD Examination
Numbe: Name of Bank Date Ratin:

None.



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
B tion RSSD# Exam Date Date Rating

None.

*Application is subject to CRA.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Comment Period
licati Ending D
Le Sueur State Bank, Le Sueur, Minnesota to purchase Not yet available

certain assets and assume certain liabilities of the Cloquet,
Minnesota branch of TCF National Bank Minnesota,
Minneapolis, Minnesota, and, incident thereto, to establish

abranch. *
* Subject to CRA
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both
N i Federal Register Noti
Comment Period
licati Ending D

Bremer Financial Corporation and Otto Bremer Foundation, August 15, 1997
both of St. Paul, Minnesota for prior approval to acquire (Federal Register)
100% of the voting shares of the Halo Bancorporation, Inc.,
Devils Lake, North Dakota. *
Citizens Bancshares of Woodville, Inc., Woodville, Wisconsin Not yet available

for prior approval to merge with Investors Bancorporation, Inc.,
Hudson, Wisconsin. *

* Subject to CRA
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject
to Federal Register Notice Only
Comment Period
Application ing Dat
BCB Bancorp, Inc., Chippewa Falls, Wisconsin to engage August 11, 1997

de novo in data processing activities.
FEDERAL RESERVE BANK OF MINNEAPOLIS

Section IV - Applications Not Subject to
i tice or New: ice

NONE.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 7/25/97
= ilabili

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.

Instituti I . Examination D Rating*
Liberty Bank 500 Linden Avenue 3/17/97 Needs to Improve
PO Box 431

South San Francisco, CA 94083
(415) 871-2400

*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 Jow- 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.



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 July 26, 1997
N. F BAN RATING ION DAT.

None.

1/ Subject to provisions of Community Reinvestment Act.

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

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

4/ Date specified in Federal Register notice; a later date may be

specified in the newspaper notice.

N/A - Not Available



Information Requests

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

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

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

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

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

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

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

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

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

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

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

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

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

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



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Estrin Associates,
L.L.C. and Estrin
Family Limited
Partnership, Bethesda,
MD

F.N.B. Corporation,
Hermitage, PA

Fifth Third Bancorp,
Cincinnati, OH

First Fairland
Banshares, Inc.,
Fairland, OK

First Financial
Caribbean Corporation,
San Juan, Puerto Rico

First Midwest Bancorp,
Inc., Itasca, IL

First National
Bancshares of Gallatin,
Inc.,

Gallatin, MO

Estrin Associates, L.L.C. &
Estrin Family Limited
Partnership T1, Bethesda,
MD

CIBC Richmond

Sun Bancorp, Inc., 3and4 Cleveland
Selinsgrove, PA & Sun
Bank, Selinsgrove, PA, &
Pennsylvania Sun Life
Insurance Company,
Phoenix, AZ providing
credit life &

disability insurance
exclusively to customers of
Sun Bank, Sun Bancorp,
Inc.'s bank subsidiary

C11)

Suburban Bancorporation, 4 Cleveland
Inc.,

Cincinnati, OH,

Suburban Federal Savings

Bank,

Cincinnati, OH

Fairland Holding Company, 3
Inc., Neosho,
MO

Kansas City

Doral Bank, San Juan, 3 and 4 New York
Puerto Rico, and Doral

Mortgage Corporation,

Hato Rey, Puerto Rico

making, acquiring, or

servicing mortgage loans

(61)

SparBank, Incorporated, 3
McHenry, IL, and McHenry
State Bank, McHenry, IL

Chicago

Interim First National Bank = 3
of Gallatin,

Gallatin, MO,

First National Bank of

Gallatin,

Gallatin, MO

Kansas City

July 15, 1997

August 7, 1997

May 27, 1997

August 1, 1997

August 18, 1997

July 21, 1997

June 27, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Corley, John William, First State Bancorp of CIBC Chicago May 16, 1997
qQ Monticello, Inc.,
Monticello, IL Monticello, IL
CONTINUED State Bank of Hammond,

Hammond, IL; First State

Bank of Monticello,

Monticello, IL; First State

Bank of Bloomington,

Bloomington, IL; First State

Bank of Heyworth,

Heyworth, IL;

CONTINUED
Corley, John William, First State Bank of Atwood, CIBC Chicago May 16, 1997
Q) Atwood, IL
Monticelli, IL
CONTINUED
Cox, Walter L., Sr., Morris County Bankshares, CIBC Dallas April 30, 1997
Naples, TX Incorporated,

Naples, TX;

Morris County National

Bank,

Naples, TX
Crestar Financial American National 4 Richmond August 15, 1997
Corporation, Richmond, Bancorp, Inc., Baltimore,
VA MD,

and American National

Savings Bank,

F.S.B., Baltimore, MD

operating a

savings and loan

association (b)(4)
Crestar Financial American Nat'l Bancorp, 4 Richmond August 15, 1997
Corporation, Richmond, Inc., & American Nat'l
VA Savings Bank, F.S.B.,

Baltimore, MD acting as

agent in the sale of mutual

funds (b)(7); in the sale of

home mortgage redemption

insurance (b)(1 1)(i); and in

the sale of annuities

(OM) vii)
Cross County Bank Cross County Bancshares, CIBC St. Louis August 4, 1997
Employee Stock Inc., Wynne, AR, and
Ownership Plan, Cross County Bank,
Wynne, AR. Wynne, AR



Applicsat or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Jackson Boulevard
Fund, Ltd., Chicago, IL

Jasper Banking
Company Second
Amended and Restated
Employee Stock
Ownership Stock Bonus
Plan (ESOP), Jasper, GA

Kazi, Zubair and Khatija,
Studio City, CA;

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

Kazi, Zubair and Khatija,
Studio City, CA;

and Yakia and Magda
Abdul-Kahman,

KeyCorp(| ). Cleveland,
OH
CONTINUED

KeyCorp(1), Cleveland,
OH
CONTIVUED

Damen Financial CIBC Chicago
Corporation, Schaumburg,

IL, Damen National Bank,

Schaumburg, IL.

JBC Bancshares, Inc., CIBC Atlanta
Jasper, GA

Greater Pacific Bancshares, CIBC
Whittier, CA;

Bank of Whittier, N.A.,

Whittier, CA

Kentucky Home Bank, 3
Bardstown, KY

Key Capital Markets, Inc., 4 Cleveland
Cleveland, OH underwriting
& dealing in all types of
debt and equity securities
(other

than ownership interests in
open-end investment
companies) J.P. Moran &
%o., Inc., The Chase
Manhattan Corp.,
CONTINUED

Key Capital Markets, Inc., 4 Cleveland
Cleveland, OH, in

underwriting & dealing in,

to a limited extent, all types

of debt & equity securities

(other than ownership

interests in open-end

investment companies) J.P.

Morgan & Co., Inc., et al,

CONTINUED

San Francisco

San Francisco

August 1, 1997

August 12, 1997

May 5, 1997

April 17, 1997

August 1, 1997

August 11, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

NationsBank
Corporation(3),
Charlotte, NC
CONTINUED

NationsBank
Corporation(4),
Charlotte, NC
CONTINUED

NationsBank
Corporation(5),
Charlotte, NC
CONTINUED

NationsBank
Corporation(6),
Charlotte, NC
CONTINUED

NationsBank
Corporation(7),
Charlotte, NC
CONTINUED

of states and their political
subdivisions, and other
obligations that state
member banks of the
Federal Reserve System
may be authorized to
underwrite and deal in
under 12 U.S.C. 24 & 335
(b)(8); in acting as
investment or
CONTINUED

financial advisor (b)(6); in
providing securities
brokerage

services (including
securities clearing &
securities execution
services on an exchange),
alone & in combination with
investment advisory
services, & incidental
activities

CONTINUED

(including related securities
credit activities & custodial
services) (b)(7); in buying,
& selling in the secondary
market all types of
securities on the order of
customers as a riskless
principal to

CONTINUED

the extent of engaging in a
transaction in which the
company, after receiving an
order to buy (or sell) a
security from a customer,
purchases (or sells) the
security for its own account
to offset a contemporaneous
sale to (or purchase
CONTINUED

from) the customer (b)(7);
in acting as agent for the
private placement of
securities (b)(7)

Richmond

Richmond

Richmond

Richmond

Richmond

August 6, 1997

August 6, 1997

August 6, 1997

August 6, 1997

August 6, 1997


Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Citizens National Josephine Bancshares, Inc., 3 Cleveland July 28, 1997
Corporation, Paintsville, Prestonburg, KY, and The
KY Bank Josephine,

Prestonburg, KY
Comerzbank AG, CAM Acquisition, LLC, 4 New York May 14, 1997
Frankfurt am Main, Wilmington, DE
Germany Montgomery Asset

Mangement, L.P.,

Montgomery Services,

LLC,

all of San Francisco, CA,

securities activities (b)(7)(i)

and (iii); financial &

Investment advisory

services (b)(6);

administrative services
Commerce Bancshares, CNB Bancorp, Inc., 3 Kansas City August 8, 1997
Inc., Kansas City, MO, Independence,
and CBI-Kansas Inc., KS, and Citizens National
Kansas City, MO Bank,

Independence, KS
Commercial Citizens State 3 St. Louis July 29, 1997
Bancshares, Inc., Bank, Hempstead, TX
Texarkana, AR.
Community Bancshares, Citizens Bank, Appleton 3 Kansas City July 31, 1997
Inc., Butler, MO City, MO
Community Bancshares, Upper Rio Grande Bank 3 Kansas City July 28, 1997
Inc., Denver, CO Corporation, Del Norte,

CO, and Rio Grande

County Bank, Del Norte,

co
Community National Community National Bank 3 Chicago July 29, 1997
Bancorporation, (in organization),
Waterloo, IA Waterloo, [A



Federal Reserve Bank of Atlanta
Applications Bulletin for Weel i i 7

ction 10 - Availability of ic Ev:

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:

Outstandingrecord 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-incomeneighborhoods, 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-incomeneighborhoods, in a manner consistent
with its resources and capabilities.

Bank CRA Rating Examination Date



District 11
Federal Reserve Bank of Dallas
Applications and Notifications Filed During the Week of July 21, 1997

Section I - Applications subject to newspaper notice only

Comment period
Type Application ending date

None.

* Subject to CRA.

** Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.

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

Comment period
Type Application ending date

None.

* Subject to CRA.
** Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.


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

Addresses for Comments

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

Federal Reserve Bank of Boston

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

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

Federal Reserve Bank of Philadelphia

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

Federal Reserve Bank of Cleveland

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

Federal Reserve Bank of Richmond
A. Linwood Gill, III, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

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

Federal Reserve Bank of Chicago

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

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

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

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

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

Federal Reserve Bank of San Francisco

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

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



H.2 Page 3
July 20, 1997 to July 26, 1997

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

Kansas City

Century Acquisition Corporation, Hurst, Texas -- to acquire Century Capital
Financial, Inc., Kilgore, Texas.
- Approved, July 24, 1997

Kansas City
Davis Bancorporation, Inc., Davis, Oklahoma -- to acquire shares of Century
Acquisition Corporation, Hurst, Texas.
- Approved, July 24, 1997

Chicago
First Busey Corporation, Urbana, Illinois -- notification to engage in selling

insurance products through Nord Insurance Agency, LeRoy, Illinois.
- Returned, July 24, 1997

Kansas City
First Centralia Bancshares, Inc., Centralia, Kansas -- to acquire shares of Century

Acquisition Corporation, Hurst, Texas.
- Approved, July 24, 1997

Chicago

First State Bancshares, Inc., Ida Grove, Iowa -- to acquire First State Bank.
- Returned, July 21, 1997

Kansas City

J&L Holdings Limited Partnership, Pilger, Nebraska, and Plainview Holding
Company -- to acquire American National Creighton Company, Creighton,
Nebraska.

- Approved, July 23, 1997

Philadelphia

ML Bancorp, Inc., Villanova, Pennsylvania -- request for waiver of application to
acquire Penncore Financial Services Corporation, Newtown, Pennsylvania, and
Commonwealth State.

- Granted, July 23, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

BB&T Corporation(B),
Winston-Salem, NC
CONTINUED

BB&T Corporation(C),
Winston-Salem, NC
CONTINUED

BB&T Corporation(D),
Winston-Salem, NC
CONTINUED

BB&T Corporation(E),
Winston-Salem, NC
CONTINUED

providing securities
brokerage services on either
a stand-alone or full-service
basis (b)(7); acting as agent
for issuers & holders in the
private placement of
various types of securities
with financially
sophisticated counterparties
ina

CONTINUED

non-public offering (b}(7);
buying & selling on the
order of investors as a
tiskless principal (b)(7);
making, acquiring or
servicing loans or other
extensions of credit,
including purchasing &
selling such loans &
extensions of credit in the
CONTINUED

secondary market, &
engaging in mortgage
banking activities (b)(1);
acting as an investment or
financial advisor to the
extent of serving as the
advisory company for a
mortgage or real estate
investment trust; serving as
an investment
CONTINUED

adviser to an investment
company registered under
the 1940 Act, including
sponsoring, organizaing &
managing a closed-end
investment company;
providing portfolio
investment advice;
furnishing general
economic information &
advice, general
CONTINUED

Richmond

Richmond

Richmond

Richmond

August 20, 1997

August 20, 1997

August 20, 1997

August 20, 1997



i

H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding
Companies; Change in Bank Control

Notices Filed since the H.2A dated July 28, 1997

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

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

Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
ANB Corporation, Lakeside Bancshares, Inc., 3 Dallas August 25, 1997
Terrell, TX Rockwall, TX & Lakeside

National Bank, Rockwall,

TX
BB&T Corporation(A), Craigie Incorporated, 4 Richmond August 20, 1997
Winston-Salem, NC Richmond, VA in
CONTINUED underwriting & dealing in,

to a limited extent, all types
of debt & equity

securities, other than
interests in open end
investment companies;
underwriting & dealing in
bank-eligible securities,
()(8);

CONTINUED



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
BB&T Corporation(J), option contracts on bank- 4 Richmond August 20, 1997
Winston-Salem, NC eligible securities for
CONTINUED hedging purposes (b)(8);

engaging in securities credit

activities (Reg. T),

including acting as a

conduit or imermediary in

securities borrowing &

lending (b)(7); & serving as

the general partner

CONTINUED
BB&T Corporation(K), of & holding equity 4 Richmond August 20, 1997
Winston-Salem, NC interests in certain limited
CONTINUED partnerships that would be

exempt from registration

under the 1940 Act.
CB&T, Inc, CBT Insurance, Inc., 4 Atlanta August 20, 1997
McMinnville, TN Smithville, TN in insurance

activities, (b)(11)
First National of Platte Valley National 3 Dallas August 25, 1997
Nebraska, Inc., Omaha, Bank, Grand Island, NE &
NE, & its subsidiary First National of Nebraska,
First National of Lincoln, NE
Colorado, Inc., Fort
Collins, CO
FSB Bancorp, MHC, Franklin Savings Bank, 3 Boston August 28, 1997
and FSB Bancorp, both Farmington, ME

of Farmington, ME

Lagomarsino, Richard
A.; Lagomarsino,
Ramona; Ramona
Lagomarsino Family
Limited Partnership;
Lagomarsino, Robert J.,
all of Ventura, CA; &
Lagomarsino, Norma
M; Wood, Catherine S.;
& Wood, Jack W.;
acting in concert, all of
Carpinteria, CA

MidCity Financial
Corporation, Chicago, IL

Americorp , Ventura, CA, CIBC
and American Commerical
Bank, Ventura CA

Abrams Centre Bancshares, 3
Inc., Dallas, TX, and

Abrams Centre National

Bank, Dallas, TX

San Francisco

Chicago

August 20, 1997

August 28, 1997



RESERVE BANK APPLICATIONS BULLETIN

—
For week ending July 25, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

SECTION V - AVAILABILITY OF CRA PUBLIC DISCLOSURES
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
S7neighborhoods, 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.



lications Bi it k ing July 25.
- icati subject to t Notice Onl
Application Comment Period Ending Date
Colonial Bank 08-16-97*

Montgomery, Alabama
To merge with Dadeland Bank, Miami, Florida, pursuant to Section 18(c) of the Federal Deposit
Insurance Act.

Compass Bank Not yet available*
Birmingham, Alabama

To merge with Compass Bank, Jacksonville, Florida, pursuant to Section 18(c) of the Federal
Deposit Insurance Act.

Capital City Bank 08-26-97*
Tallahassee, Florida

To merge with Levy County State Bank, Chiefland, Florida, pursuant to Section 18(c) of the Federal
Deposit Insurance Act.

Capital City Bank 08-26-97*
Tallahassee, Florida

To merge with Farmers & Merchants Bank of Trenton, Trenton, Florida, pursuant to Section 18(c)
of the Federal Deposit Insurance Act.

Capital City Bank 08-26-97*
Tallahassee, Florida

To merge with Branford State Bank, Branford, Florida, pursuant to Section 18(c) of the Federal
Deposit Insurance Act.

ecti : licati ject to Bor
Newspaper and Federal Register Notice

Application mment Period Ending Dat
The Colonial BancGroup, Inc. 08-22-97*
Montgomery, Alabama Federal Register

To merge with Dadeland Bancshares, Inc., Miami, Florida, and thereby acquire Dadeland Bank,
Miami, Florida, pursuant to Section 3(a)(5) of the Bank Holding Company Act.

*Subject to provisions of the Community Reinvestment Act.



Type

Merger & Branch

Branch

Branch

Reg K

Reg K

Federal Reserve Bank of Chicago

Section L- lications Subj N
Notice Oni td
licati
Omni Bank

Macomb, Illinois
Farmers State Bank of Ferris
Ferris, Illinois
and to establish a branch at
Main Street, Ferris, Hlinois

Old Kent Bank

Grand Rapids, Michigan
4775 24th Avenue
Fort Gratiot, Michigan

F & M Bank - Appleton

Appleton, Wisconsin
3000 E. College Avenue
Appleton, Wisconsin

Caisse Nationale de Credit Agricole
Paris, France
To establish branches in
New York, New York and Chicago, Illinois

Caisse Nationale de Credit Agricole
Paris, France
To establish representative office in
San Francisco, California and
Houston, Texas

Comment Period

Ending Date
NP - 7-25-97

NP - 6-29-97

NP - 8-25-97

NP - 8-9-97

NP - 8-1-97



Licat ulleti
cti - ject to Feds
Application Peri ndi ts
The Colonial BancGroup, Inc. 08-22-97

Montgomery, Alabama
To acquire Dadeland Software Services, Inc., Miami, Florida, and thereby engage in data processing
activities, pursuant to Section 225.28(b)(14) of Regulation Y and Section 4(c)(8) of the Bank
Holding Company Act.

Section 4 - Applications Not Subject to
leral ister Notice or New: i
Application
SouthTrust Corporation

Birmingham, Alabama
Request for waiver of the application requirement of Section 3(a)(3) of the Bank Holding Company
Act to acquire Barnett Bank of Southwest Georgia, Columbus, Georgia.


RESERVE BANK APPLICATIONS BULLETIN .. For week ending July 25, 1997.

SECTION VI - CRA EXAMINATIONS SCHEDULED

Examinations may have to be rescheduled during the calendar quarter in which they are designated
to begin. If an institution's examination is rescheduled for a date later than the end of the date range
reflected in a published schedule, the institution's name will be republished in an appropriate later
listing. Any comments received as a result of either the first publication or subsequent publications
will be considered during the examination.

RSSD Name City State
Number



Section V - Availability of CRA public evaluations

Description of the CRA Goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which it has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

The federal bank regulators use the following four performance levels to rate an institution’s performance under
CRA.:

Outstanding

Satisfactory

Needs to Improve
Substantial noncompliance

RSSD Examination CRA CRA
number Institution/ Location date public date rating
362717 The Croghan Colonial Bank S/N2I97 VWAMIT Outstanding

323 Croghan Street
Fremont, OH 43420

Footnotes



~

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

BB&T Corporation(F), economic statistical 4 Richmond August 20, 1997
Winston-Salem, NC forecasting services &
CONTINUED industry studies; &/or

providing financial advice
to state & focal
governments, such as
wirespect to the issuance of
their securities (6)(6);
providing advice & acting
as arranger in connection

CONTINUED
BB&T Corporation(G), w/merger, acquisition, 4 Richmond August 20, 1997
Winston-Salem, NC divestiture & financial
CONTINUED transactions, including

public & private financings,
loan syndications, interest
tate & currency swaps,
interest rate caps & similar
transactions &/or furnishing
evaluation & fairness
opinions in

CONTINUED
BB&T Corporation(H), connection w/merger, 4 Richmond August 20, 1997
Winston-Salem, NC acquisition, & similar
CONTINUED transactions (b)(6) & (b)(7);

acting as agent or broker
w/respect to interests in
joan sundications, interest
rate & currency swaps,
interest rate caps, floors &
collars, & options on such

CONTINUED
BB&T Corporation(1), instruments (b)(7); leasing 4 Richmond August 20, 1997
Winston-Salem, NC personal or real property or
CONTINUED acting as agent, broker or

adviser in leasing such
property (b)(3); providing
management consulting
advice to non-affiliated
depository institution
(b)(9); engaging in futures,
forward &

CONTINUED



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Lexington B & L
Financial Corp.,
Lexington,

MO

Lloyds TSB Group

PLC, and Lloyds Bank
PLC,

both of London, England

Maries County Bancorp,
Inc., Vienna, MO

Marshall & Ilsey
Corporation,
Milwaukee, WI

Maypear! Bancshares,
Inc., Maypearl, TX, and
Maypearl Holdings,
Inc., Wilmington, DE

McGlasson, Harold
Edwin, McGlasson,
Karen Jane Veilon,
and Voorhies & Labbe
Profit Sharing Plan, all
of Lafayette,

LA

Middleburg Bancorp,
Inc., Middleburg, KY

Lafayette Bancshares, Inc., 3 and 4
Lexington, MO, and

Lafayette

County Bank of
Lexington/Wellington,

Lexington, MO; and B & L

Bank, Lexington, MO

operating a savings

association (b)(4)

TAI Holdings Inc., 4
Investment Advisers, Inc.,
Minneapolis, MN, trust

services (b)(3); investment
advisory services (b)(4);
full-service brokerage

(b)(15); foreign exchange
execution & advisory

services, and other advisory

& administrative services

Progress Bancshares, Inc., 3
Sullivan, MO, and Progress
Bank of Sullivan, Sullivan,

MO, a de novo bank

Security Capital 3
Corporation,

Milwaukee, WI,

Security Bank, $.S.B.,
Milwaukee, WI

First State Bank, Maypearl, 3
TX

Tri-Parish Bancshares, Ltd., CIBC
Eunice, LA, and Tri-Parish

Bank, Eunice, LA

Lincoln Federal Savings 4

Bank, Liberty, KY in the
operation of a federal
savings bank (b)(4)

Kansas City

New York

St. Louis

Chicago

Dallas

Atlanta

St. Louis

August 4, 1997

March 26, 1997

August 15, 1997

May 5, 1997

August 7, 1997

August 1, 1997

July 24, 1997



H2 Page 8
July 20, 1997 to July 26, 1997

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

Atlanta

Trustmark National Bank, Jackson, Mississippi -- report on competitive factors of
the proposed merger with Perry County Bank, New Augusta, Mississippi.
- Submitted, July 23, 1997

Chicago

U.S. Bank, Lansing, Illinois -- report on competitive factors of the proposed merger
with Manufacturers Bank, Chicago, Illinois.
- Submitted, July 23, 1997

Dallas

Western American National Bank, Bedford, Texas -- report on competitive factors of
the proposed merger with Bedford Interim National Bank.
~ Submitted, July 22, 1997

Secretary

Whitney National Bank, New Orleans, Louisiana -- Teport on competitive factors of
the proposed merger with First National Bank of Houma, Houma, Louisiana.
- Submitted, July 21, 1997

EXTENSIONS OF TIME

St. Louis

Arkansas National Bancshares, Inc., Bentonville, Arkansas -- extension to October
12, 1997, to engage de novo in data processing activities through Millenia, LLC.
- Permitted, July 25, 1997

Richmond

Carolina First Corporation, Greenville, South Carolina -- extension to October 31,
1997, to acquire shares of Net. Bank, Inc., Roswell, Georgia.
- Granted, July 23, 1997

St. Louis

Kentucky Home Bancshares, Inc., Bardstown, Kentucky -- extension to October 24,
1997, to acquire Kentucky Home Bank.
- Granted, July 22, 1997


Federal Reserve Bank of Chicago

Section V - Availability of CRA Public Evaluations

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 July 25, 1997. If you are interested in obtaining a copy of the evaluation document,
please contact the bank(s) directly.

Identificati f Rati

O- 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.

S- 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.

NI- 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.

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

BANK NAME/LOCATION EXAMINATION DATE RATINGS
Towa State Bank 3/31/97 (om
911 3rd Avenue
P.O. Box 329

Sheldon, Iowa 51201
(712) 324-8370
RSSD #982348



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Rockdale National
Bankshares, Inc.,
Conyers, GA

Rockdale National
Bankshares, Inc.,
Conyers, GA

Rossenberg, Clifford R.,
Sunset Beach, CA

Royal Bank of Canada,
Montreal, Canada and
Stitching

Prioriteir ABN AMRO
Holding; Stichting
Administratiekantoor
ABN AMRO Holding;
ABN AMRO Holding,
N.V.; ABN AMRO
Bank, N.V.,
Amsterdam, The
Netherlands; and ABN
AMRO North America,
Inc., Chicago, IL

Royal Bank of Canada,
Toronto, Canada

Santa Barbara Bancorp,
Santa Barbara, CA

Security Bancshares,
Inc.,
Scott City, KS

Rockdale National Bank, 3
Conyers, GA

Rockdale National Bank, 3
Conyers, GA.

Security First Bank, CIBC
Fullerton, CA

Integrion Financial 4

Network, LLC, Altanta,
GA, & acquire certain

assets & liabilites of VISA
Interactive, Inc., in data
processing & data
transmission services (b)(14)

RBC Dominion Securities 4
Corporation, New York,

NY securities and FCM

(b)(7) & (b8)

Citizens State 3
Bank of Santa Paula, Santa
Paula, CA

Intra Financial Corp., and 3
Exchange Bank of Clyde,
Clyde, KS; Farmers State
Bancshares

of Sabetha, Inc., Sabetha,
KS; Farmers

State Bank, Sabetha, KS;
Peoples Bancorp of
Belleville, Inc., and Peoples
Bank of

Belleville, Belleville, KS

Atlanta

Atlanta

San Francisco

New York

New York

San Francisco

Kansas City

August 25, 1997

August 22, 1997

May 27, 1997

August 11, 1997

July 30, 1997

July 25, 1997

June 20, 1997



Reston, VA, and
Patriot National Bank,
Reston, VA

Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
The Chase Manhattan Chase Manhattan Bank & 3 New York August 18, 1997
Corporation & Chase Trust Company, National
Holdings Delaware, Association, Los Angeles,
Inc., New York, NY CA
CORRECTION
The Chase Manhattan Chase Trust Company, 3 New York August 18, 1997
Corporation and Chase National Association, Los
Holding Angeles, CA
Delaware Inc., New
York, NY
The Commercial Commercial Bank of 3 Atlanta August 15, 1997
Bancorp, Inc., Ormond Volusia
Beach, County, Ormond Beach, FL
FL
TNB Bancorporation, Texas National Bank, 3 Dallas July 29, 1997
Inc., Brenham, TX, and Brenham, TX
TNB
Bancorporation of
Delaware, Inc.,
Wilmington, DE
Triangle Bancorp, Inc., Bank of Mecklenburg, 3 Richmond August 1, 1997
Raleigh, NC Charlotte, NC
Union Planters Magna Bancorp, Inc., 4 St. Louis August 15, 1997
Corporation(1), Hattiesburg, MS, &
Memphis, TN Magnolia Federal Bank for
CONTINUED Savings, Hattiesburg, MS
indirectly
acquiring a federal savings
bank (b)(4); & Magna
Mortgage Co., Hattiesburg,
MS originating & servicing
mortgage loans (b)(1)
CONTINUED
Union Planters & in providing real estate 4 St. Louis August 15, 1997
Corporation(2), appraisal & inspection
Memphis, TN services (b)(2)
CONTINUED
United Bankshares, Inc., First Patriot Bankshares 3 Richmond June 16, 1997
Charleston, WV Corporation,



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

United Community
Banks Inc., Blairsville,
GA

Valcourt, Jeffery T.,
Arlington, VA

Wachovia Corporation,
Winston-Salem, NC

West U. Limited,
Bradley F. Bracewell,
Jr., General

Partner, Houston, TX

Western Bank,
Albuquerque, New
Mexico ESOP & Trust,
Albuquerque, NM

Young, David E.,
Chattanooga, TN

Young, Susan Aileen,
Chicago, IL

First Clayton Bancshares,
Inc., Clayton, GA, and
First Clayton Bank and
Trust Company,

Clayton, GA.

United Financial Banking
Companies, Inc.,

Vienna, VA, and

The Business Bank,
Vienna, VA

Jefferson National Bank,
Charlottesville, VA and
Jefferson National Bank,
Charlottesville, VA

First University
Corporation, Houston, TX,
and West University Bank,
N.A.,

Houston, TX

Western Bancshares of
Albuquerque, Inc.,
Albuquerque, NM, and
Western Bank,
Albuquerque, NM

East Ridge

Bancshares, Inc., East
Ridge, TN, and Bank of
East Ridge, East Ridge, TN

C.S.B. Co., Cozad, NE, and
Cozad State bank & Trust
Company, Cozad, NE, and
First National Bank of
Chadron, Chardron, NE

CIBC

CIBC

CIBC

CIBC

Atlanta

Atlanta

Richmond

Dallas

Kansas City

Atlanta

Kansas City

August 8, 1997

June 5, 1997

August 18, 1997

August 8, 1997

August 21, 1997

July 22, 1997

August 5, 1997



Type
3@)()

3@G)

CoC-HC

3(a)G3)

3@()

3a)

Federal Reserve Bank of Chicago

Section II - Applications Subject to Both N. B

Register Noti
Comment Period
oe Ending D
Community National Bancorporation.* FR - 7-29-97
Waterloo, Iowa NP - 7-18-97

Community National Bank (in organization)
Waterloo, Iowa

Bank of Elmwood Employee Stock Ownership FR - 8-4-97
Plan and Trust* NP - 7-24-97
Racine, Wisconsin
Elmwood Financial Corporation
Racine, Wisconsin
Bank of Elmwood
Racine, Wisconsin

Damen Financial Corporation FR - 8-1-97

Schaumburg, Illinois NP - 8-5-97
By Jackson Boulevard Fund, Ltd.,

First Midwest Bancorp, Inc.* FR - 7-21-97

Itasca, Illinois NP - 7-28-97

SparBank, Incorporated
McHenry, Illinois
McHenry State Bank
McHenry, Illinois

Northwest Suburban Bancorp, Inc.* FR - 7-28-97
Arlington Heights, IHinois NP - 7-28-97
Mount Prospect National Bank
Mount Prospect, Illinois (in organization)
Progressive Bancorp, Inc.* FR - 8-15-97
Pekin, Illinois NP - 8-14-97

Pekin Savings, S.B.
Pekin, Illinois



H2 Page 5
July 20, 1997 to July 26, 1997

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

Atlanta

Ready Bank of Fort Walton Holding Company, Inc., Fort Walton Beach, Florida --
to acquire Ready Bank of West Florida.
- Approved, July 25, 1997

Kansas City

South Platte Bancorp, Julesburg, Colorado, and First National Bank of Julesburg
ESOP -- to acquire shares of South Platte Bancorp.
- Approved, July 24, 1997

San Francisco

Zions Bancorporation, Salt Lake City, Utah -- request for waiver of application
requirement in connection with proposed merger of Sun State Capital Corporation,
Las Vegas, Nevada, and Sun State Bank to merge with Nevada State Bank.

- Granted, July 21, 1997

BANKS, NONMEMBER, AND MISCELLANEOUS INSTITUTIONS

San Francisco

Sierra-Bay Production Credit Association, Stockton, California -- deregistration
under Regulation G.
- Approved, July 22, 1997

BANKS, STATE MEMBER

St. Louis

Citizens First Bank, Arkadelphia, Arkansas -- payment of a dividend.
- Approved, July 23, 1997

St. Louis
Farmers and Merchants Bank, Rogers, Arkansas -- payment of a dividend.
- Approved, July 25, 1997

CAPITAL STOCK.

Kansas City

Rawlins Bancshares, Inc., Atwood, Kansas -- redemption of shares.
- Approved, July 22, 1997


H2 Page 4
July 20, 1997 to July 26, 1997

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

Kansas City

Morrill Bancshares, Inc., Sabetha, Kansas -- to acquire shares of Century
Acquisition Corporation, Hurst, Texas.
- Approved, July 24, 1997

General Counsel

MPEFM, II Limited Partnership, Florence, Alabama -- determination that MPEFM
is a qualified family parternship under the Bank Holding Company Act.
- Granted, July 24, 1997

Boston

Northway Financial, Inc., Berlin, New Hampshire -- to acquire the Berlin City Bank,
and Pemi Bancorp, Inc., Plymouth, New Hampshire.
- Approved, July 22, 1997

Minneapolis

Norwest Corporation, Minneapolis, Minnesota -- to engage in servicing loans
through the acquisition of shares of Paragon Capital LLC, Newton, Massachusetts.
- Permitted, July 23, 1997

New York

NSS Bancorp, Inc., Norwalk, Connecticut -- to acquire Norwalk Savings Society.
- Approved, July 24, 1997

Kansas City

Onaga Bancshares, Inc., Onaga, Kansas -- to acquire shares of Century Acquisition
Corporation, Hurst, Texas.
- Approved, July 24, 1997

Philadelphia

Penncore Financial Service Corporation, Newtown, Pennsylvania -- request for
waiver of application to acquire Penncore Phantom Savings Bank.
- Granted, July 23, 1997

Kansas City

Pioneer Bancshares, Inc., ESOP, Ponca City, Oklahoma -- to acquire shares of
Pioneer Bancshares, Inc.
- Approved, July 23, 1997



Federal Reserve Bank of Richmond

Notice Only
Application Comment Period Ending Date
None.
a” . . Licati bi 1
1 Fed : oti

Wachovia Corporation, Winston-Salem, North
Carolina, to acquire Jefferson Bankshares,
Inc., Charlottesville, Virginia.* 8-18-97

i NationsBank Corporation, Charlotte, North

| Carolina, to acquire NationsBank, National

| Association (Glynn County), Brunswick,

, Georgia (the proposed successor by conversion

7 to First Federal Savings Bank of Brunswick,

Brunswick, Georgia) .* 8-22-97**

Applicat c period Endi

BB&T Corporation, Winston-Salem, North

Carolina, to acquire Craigie Incorporated,

Richmond, Virginia, and engage in securities

underwriting. Not yet available.

Section Iv - Application Not Subject to
Federal ister Noti Jot i

None.

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



H.2 Page 7
July 20, 1997 to July 26, 1997

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

Dallas

First State Bank of Texas, Denton, Texas -- report on competitive factors of the
proposed merger with Burleson State Bank, Burleson, Texas.
- Submitted, July 22, 1997

Minneapolis
Marquette Interim Bank, N.A., Rochester, Minnesota -- report on competitive

factors of the proposed merger with Marquette Bank.
- Submitted, July 21, 1997

Chicago

Mercantile Bank of Eastern lowa, Waterloo, Iowa -- report on competitive factors of
the proposed merger with Mercantile Bank of Dubuque, National Association,
Dubuque, Iowa, and Mercantile Bank, Galena, Illinois.

- Submitted, July 23, 1997

Chicago

Morton Community Bank, Morton, Illinois -- report on competitive factors of the
proposed merger with Republic Bank of Morton, Morton, Illinois.
- Submitted, July 21, 1997

San Francisco

Nevada State Bank, Las Vegas, Nevada -- report on competitive factors of the
proposed merger with Sun State Bank.
- Submitted, July 24, 1997

San Francisco

New Marine Bank, Bainbridge Island, Washington -- report on competitive factors
of the proposed merger with American Marine Bank.
- Submitted, July 23, 1997

Chicago

Pekin Savings, S.B., Pekin, Illinois -- report on competitive factors of the proposed
merger with Pekin Interim Savings Bank.
- Submitted, July 23, 1997


Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending July 25, 1997

entl roved ication: Approval Date
Commercial Bank of Florida 07-25-97

Miami, Florida
To establisha branch located at the intersection of Northwest 116th Way and Northwest South River
Drive, Medley, Florida.

Ready Bank of Fort Walton Holding Company, Inc. 07-25-97
Fort Walton Beach, Florida
Notice for 1-BHC formation, Ready Bank of West Florida, Fort Walton Beach, Florida.

ABC Bancorp 07-23-97
Moultrie, Georgia

To merge with Irwin Bankcorp, Inc., Ocilla, Georgia, and thereby directly acquire Bank of Ocilla,
Ocilla, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company Act.

JBC Bancshares, Inc. 07-22-97

Jasper, Georgia

Change in control notice by Mr. James Hugh Bryan to acquire at least 10 percent of the
outstanding shares of JBC Bancshares, Inc., Jasper, Georgia.



Federal Reserve Release

2

a

- x

Actions of the Board, Its Staff,
and the Federal Reserve Banks:

Applications and Reports Received

No. 30
Week Ending July 26, 1997

Board of Governors of the Federal Reserve System, Washington, DC 20551


Applicant or notificant

Acquiree or activity Section of law Reserve Bank End of comment period
Area Bancshares and Alliance Bank, FSB, 3 and4 St. Louis July 21, 1997
Corporation(2), Somerset, KY, and
Owensboro, KY operation of a federal
CONTINUED savings bank (b)(4), and
Cardinal Data Services
Corporation, Lexington,
KY, and data processing
activities (b)(14)
Area Bancshares Mutual Service 4 St. Louis July 21, 1997
Corporation, Corporation, Somerset,
Owensboro, KY KY riskless principal
CORRECTION transactions (b)(7)
Arrendale, Thomas A., Habersham Bancorp, CIBC Atlanta June 5, 1997
Ill, Gainesville, GA, Cornelia, GA, and
Bussey, Cynthia A., Habersham Bank,
Atlanta, GA, and Clarkesville, GA
Arrendale, Nelle,
Clarkesville, GA, as
partners in the
Arrendale Undiversified
Family Limited
Partnership,
Baldwin, GA
Associated Banc- First Financial Corporation, 4 Chicago August 15, 1997
Corp(1), Green Bay, WI Stevens Point, WI,
CONTINUED and First Financial Bank,
FSB, Stevens Point, WI
owning and operating a
savings and loan
association (b)(4);
Appraisal Services, Inc.,
Milwaukee, WI performing
appraisals of real estate &
CONTINUED
Associated Banc- tangible personal property 4 Chicago August 15, 1997

Corp(2), Green Bay, WI
CONTINUED

(b)(2); & First Financial
Card Services Bank, N.A.,
Stevens Point, WI operating
a

credit card bank (b)(1) and
Q)



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

TI I_- APPLI a T
[EWS PAPE. CE ON!
Application n i g_Da
NONE
SECTION II - APPLICATIONS SUBJECT TO BOTH
PAPE D_FE: T.
Application i inding Date »
FSB Bancorp, MHC and FSB Newspaper 08/24/97
Bancorp, both of Farmington, -
Maine -3(a) (1) application Federal Register Not Yet Established
to become bank holding
companies through the
acquisition of Franklin
Savings Bank, Farmington,
Maine*
N IIT - A ICATIO) BIE!
ED REGIST: LY
Application mment i Endi Dat
NONE
iv - A ION: Bi T
ERAL OR_NI P. TIC
Application
NONE
-_AV: I
Institution Examination Date Rating**
NONE
SECTION VI_- APPLICATIONS BULLETIN .

Effective April 21, 1997, information regarding the comment periods associated with
applications and notices submitted to the Federal Reserve Bank of Boston for
processing under section 3 and 4(c) (8) of the Bank Holding Company Act of 1956, as-
amended, will be available

24 hours a day by calling the following

toll-free number 1-800-896-9480.

*Subject to CRA.

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



H.2 Page 9

July 20, 1997 to July 26, 1997

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

St. Louis
Union Planters Community Bancorp, Inc., Memphis, Tennessee -- extension to
October 25, 1997, to acquire SBT Bancshares, Inc., Selmer, Tennessee.
- Granted, July 24, 1997

St. Louis
Union Planters Corporation, Memphis, Tennessee -- extension to October 25, 1997,
to acquire SBT Bancshares, Inc., Selmer, Tennessee, and Selmer Bank and Trust
Company.
- Granted, July 24, 1997

San Francisco
Whitman Employee Stock Ownership Plan, Colfax, Washington -- extension to
October 23, 1997, to acquire shares of Whitman Bancorporation, Inc.
- Granted, July 24, 1997

MEMBERSHIP

Chicago
Irwin Union Bank and Trust Company, Columbus, Indiana -- to become a member
of the Federal Reserve System.
- Approved, July 23, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

KeyCorp(2), Cleveland,
OH
CONTINUED

KeyCorp(2), Cleveland,
OH
CONTINUED

KeyCorp(3), Cleveland,
OH

Keystone Financial,
Inc., Harrisburg, PA

Lagomarsino, Richard
A, and Robert J.,

both of Ventura, CA, &
Wood, Catherine S.,
Carpinteria,

CA; acting in concert

Lashute, Ronald J.,
Opelousas, LA

Leake Family
Partnership, L.P.,
Jackson,

MS

Bankers Trust New York 4
Corp., Citicorp and Security
Pacific Corp., 75 Fed. Res.
Bull. 192 (1989); providing
certain financial &
investment advisory
services, providing certain
agency transactional
services for customer
investments

CONTINUED

75 Fed. Res. Bull. 192 4
(1989); financial &

investment advisory

activities (b)(6); agency
transactional services for
customer investments

(b)(7); and investment
transactions as principal

(8)

& engaging in certain 4
investment transactions &
principal (b)(6), (7) & (8)

MMC & P, Inc., Pittsburgh, 4
PA employee benfits
consulting services (b)(9)

Americorp, Ventura, CA, CIBC
and American Commercial
Bank, Ventura, CA

American Bancorp, Inc., CIBC
Opelousas, LA

and American Bank &

Trust Company,

Opelousas, LA

Citizens Capital CIBC
Corporation, Magee, MS,

and

Citizens State Bank, Magee,

MS

Cleveland

Cleveland

Cleveland

Philadelphia

San Francisco

Atlanta

Atlanta

August 1, 1997

August 11, 1997

August 1, 1997

July 29, 1997

August 6, 1997

May 23, 1997

July 23, 1997



Federal Reserve Bank of Dallas

Section V - Publicly available CRA evaluations

Description of the CRA goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which is has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

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

Outstanding

Satisfactory

Needs to improve
Substantial noncompliance

RSSD Examination CRA CRA
number Institution/ Location date public date rating

None.

Section VI - CRA examinations scheduled Quarter of

Institution Location

*N/A

* The examination schedule for the fourth quarter of 1997 will be published on August 16, 1997.


Federal Reserve Bank of Chicago

ion III - Applications Subject to Federal Regi

Notice Only
Comment Period
4(c)(8) Caisse Nationale de Credit Agricole FR - 7-25-97
Paris, France
Indosuez Investment Management Services, Inc.
Menlo Park, California
4(c)(8) First National Bancshares, Inc. FR - 8-7-97
East Lansing, Michigan
To engage de novo in making & servicing loans through
its subsidiary Finance Company of North America, LLC
East Lansing, Michigan
- Ap Register or N T ic

NONE



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Associated Banc-Corp,
Green Bay, WI

Banco Bilbao Vizcaya,
S.A,
Bilbao, Spain

Bank of Elmwood
Employee Stock
Ownership Plan and
Trust, Racine, WI

Bank of Idaho Holding
Company,
Idaho Falls, ID

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

Banterra Corp,
Eldorado, IL

Barnett Banks, Inc.,
Jacksonville, FL

First Financial Corporation,
Stevens Point, WI,

and First Financial Bank,
FSB, Stevens

Point, WI owning &
operating a

savings and loan
association (b)(4)

BBV LatInvest Securities
Inc.,

New York, NY,

securities activities (b)(1),
(b)(4), (b)(15), and (b)(16)

Elmwood Financial
Corporation, Racine, WI,
and Bank of Elmwood,
Racine, WI

Bank of Eastern Idaho,
Idaho Falls, ID

State Street Boston
Corporation,

Boston, MA;

State Street Bank and Trust
Company,

Boston, MA

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

1st Bancorp Vienna, Inc.,
Vienna,

IL, First State Bank of
Vienna, Vienna, IL

First of America Bank-
Florida, FSB, Tampa, FL
owning, controlling &
operating a savings
association (b)(4)

Chicago

New York

Chicago

San Francisco

New York

St. Louis

Atlanta

August 5, 1997

March 4, 1997

August 4, 1997

June 9, 1997

March 14, 1997

July 18, 1997

August 15, 1997



Type
3(a)(3)

Federal Reserve Bank of Chicago

section Il - Applications Subject to Both N. Fed

Register Noti 4
Comment Pericd
licati :
Mid City Financial Corporation* FR - **
Chicago, Illinois NP - 8-25-97

Abrams Centre Bancshares, Inc.
Dallas, Texas

Abrams Centre National Bank
Dallas, Texas



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Proffitt, Richard Todd,
Pigeon Forge, TN

Progress Bancshares,
Inc., Sullivan, MO

Progressive Bancorp,
Inc., Pekin, IL

Provident Financial
Group, Inc., & FGBI
Acquisition Corp., both
of Cincinnati, OH

RCB Holding Company,
Claremore, OK

Remington, Thomas J.,
and S. June, both of
Lincoln,

NE, and Remingrton,
Ada E., McCook,
Nebraska

Republic Bancshares,
Inc.,
St. Petersburg, FL

Reynolds, Marshall T.,
Huntington, WV

Tennessee State CIBC Atlanta
Bancshares, Inc., Pigeon

Forge, TN (formerly

Gatlinburg, TN), and

Tennessee State Bank,

Gatlinburg, TN

Progress Bank of Sullivan, 3 St. Louis
Sullivan, MO, a
de novo bank

Pekin Savings Bank, S.B., 3 Chicago
Pekin, IL

we

Florida Gulfcoast Bancorp,
Inc., Sarasota, FL, and
Enterprise National Bank of
Sarasota,

Sarasota, FL

Cleveland

Northeastern Oklahoma 3
Bancshares, Inc., Inola, OK,

and Bank of Inola, Inola,

OK

Clatonia Bancshares, Inc., CIBC
Clatonia, NE, and

Farmers Bank of Clatonia,

Clatonia, NE

FF.O. Financial Group, 4 Atlanta
Inc.,

St. Cloud, FL, and First

Federal Savings and Loan

Association of Ocelola

County, Kissimmee, FL,

operating a savings

association (b)(4(ii)

St. Mary Holding CIBC Atlanta
Corporation, and Saint

Mary Bank & Trust

Company, Franklin,

Louisiana

Kansas City

Kansas City

August 5, 1997

August 8, 1997

August 15, 1997

July 24, 1997

July 25, 1997

July 18, 1997

May 23, 1997

August 15, 1997



H2
July 20, 1997 to July 26, 1997

ACTIONS TAKEN BY THE STAFF AND THE F) EDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Page 6

CHANGE IN BANK CONTROL

Atlanta ~

JBC Bancshares, Inc., Jasper, Georgia -- change in bank control.
- Permitted, July 22, 1997

Kansas City
Lincoln Bancshares, Inc., Lincoln, Nebraska -- change in bank control.
- Permitted, July 23, 1997

COMPETITIVE FACTORS REPORTS

San Francisco

American Savings Bank, FSB, Honolulu, Hawaii -- report on competitive factors of
the proposed acquisition of the assets and assumption of the liabilities of 32
branches of Bank of America, FSB, Portland, Oregon.

- Submitted, July 24, 1997

Philadelphia

Commonwealth State Bank, Newtown, Pennsylvania -- report on competitive factors
of the proposed merger with Main Line Bank, Villanova, Pennsylvania.
- Submitted, July 21, 1997

Atlanta

Community Bank & Trust-Habersham, Clarksville, Georgia, -- report on
competitive factors of the proposed merger with a branch of SunTrust Bank,
Northeast, Georgia, N.A., Athens, Georgia.

- Submitted, July 23, 1997

Boston

Concord Savings Bank, Concord, New Hampshire -- report on competitive factors of
the proposed acquisition of certain assets and assumption of certain liabilities of the
82 -~tsmouth Avenue, Exeter, New Hampshire, branch of Family Bank, Haverhill,
Massachusetts.

- Submitted, July 23, 1997

Boston

Cushnoc Bank and Trust Company, Augusta, Maine -- report on competitive factors
of the proposed merger with Northeast Bank, FSB, Auburn, Maine.
- Submitted, July 25, 1997



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending July 25, 1997

ction 2 - ications Subje: Bot!
Newspaper ed i i
Application Comment Period Ending Date
Barnett Banks, Inc. 08-12-97
Jacksonville, Florida Newspaper

To acquire First American Bank-Florida, FSB, Tampa, Florida, and thereby engage in owning,
controlling, and operating a savings association, pursuant to Section 225.28(b)(4)(ii) of Regulation
Y and Section 4(c)(8) of the Bank Holding Company Act.

Big Lake Financial Corporation 08-18-97*
Okeechobee, Florida Federal Register

To merge with CNB Financial Corporation, Clewiston, Florida, and thereby directly acquire
Clewiston National Bank, Clewiston, Florida, pursuant to Section 3(a)(5) of the Bank Holding
Company Act.

JBC Bancshares, Inc. 08-12-97*

Jasper, Georgia Federal Register

Change in control by Jasper Banking Company Employee Stock Ownership Plan, Jasper, Georgia,
to acquire at least 10 percent of the outstanding shares of JBC Bancshares, Inc., Jasper, Georgia.

Rockdale National Bankshares, Inc. 08-22-97*
Conyers, Georgia Federal Register
1-BHC formation, Rockdale National Bank, Conyers, Georgia (in organization).

St. Mary Holding Corporation Not yet available*
Franklin, Louisiana

After-the-fact change in control notice by Mr. Marshall T. Reynolds to retain 11.1 percent of the
outstanding shares of St. Mary Holding Corporation, Franklin, Louisiana.

Murfreesboro Bancorp, Inc. 08-22-97*
Murfreesboro, Tennessee
1-BHC formation, Bank of Murfreesboro, Murfreesboro, Tennessee (in organization).

*Subject to provisions of the Community Reinvestment Act.


Applicant or notificant

Acquiree or activity Section of law

Reserve Bank

End of comment period

Huntington Bancshares
Incorporated(3),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(4),
Columbus, OH
CONTINUED

Huntington Bancshares,
Inc.(A), Columbus, OH,
Huntington Capital
Corp.,

Columbus, OH
CONTINUED

Huntington Bancshares,
Inc.(B),

Columbus, OH
CONTINUED

Industrial Bank of
Japan, Ltd.,
Tokyo, Japan

Intra Financial
Corporation,
Clyde, KS

FMB-Reed City Bank, Reed 3 and4
City, MI; FMB-Maynard
Allen Bank, Portland, MI;
FMB-Old State Bank,
Fremont, MI; FMB-Arcadia
Bank, Kalamazoo, MI; and
FMB-Trust, Holland, MI
trust company activities
(b)(S); FMB-Brokerage
Services, Inc., Holland, MI
CONTINUED

customer investments 3 and 4
(b)(7); and First Michigan

Life Insurance Co.,

Holland, MI insurance

agency underwriting

(A);

underwriting & dealingtoa 4
limited extent in all types of
debt securities, including
corporate debt, sovereign

debt securities, mortgage
revenue bonds, mortgage-
backed and consumer-
receivable securities J.P.

Morgan & Co.

CONTINUED

The Chase Manhattan 4
Corp., Bankers Trust New

York Corp., Citicorp and
Security Pacific Corp. (75.

Fed. Res. Bull. 192 (1989)
CONTINUED

Aubrey G.Lanston&Co, 4
Inc.,

New York, NY, securities
activities (b)(7); data

processing (b)(14);

financial & investment

activities (b)(6); and
underwriting (b)(8)

Peoples Bancorp of 3
Belleville, Inc.,

Belleville, KS, and

Peoples Bank of Belleville,
Belleville, KS

Cleveland

Cleveland

Cleveland

Cleveland

New York

Kansas City

July 18, 1997

July 18, 1997

June 17, 1997

June 17, 1997

May 12, 1997

June 20, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Patel, Susma;Patel
(Suku), Suketu
Madhusudan; Patel
(Perry), Parimal
Kantibhai; Amin, Bharat
Muljibhai, London,
England; and King,
Dennis John Lloyd,
Surrey, England,
collectively, as the Patel
Group

Pathfinder Bancorp,
MHC, Oswego, NY

PBT Bancshares, Inc.,
McPherson, KS

People's Community
Capital Corporation,
Aiken,

sc

Peoples Bancorp, Inc.,
Marietta, OH

Peoples Bank
Employee Stock
Ownership Trust,
Marion, KY

Peoples Community
Bancshares, Inc.,
Colquitt,

GA

First Bankshares, Inc.,
Longwood, FL, and

First National Bank of
Central Florida, Longwood,
Fl

Pathfinder Bancorp,
Oswego, NY, and Stock
Holding Company,
Oswego, NY

and Oswego City Savings
Bank, Oswego,

NY

Yoder Bankshares, Inc.,
Yoder, KS, and Farmers
State Bank,
Yoder, KS

People's Community Bank
of South
Carolina, Aiken, SC

Gateway Bancorp, Inc.,
Catlettsburg, KY, and
Catlettsburg Federal
Savings Bank, Catlettsburg,
KY operating a savings
association (b)(4)(ii)

Peoples-Marion Bancorp,
Inc.,
Marion, KY

Farmers Bank of Malone,
Malone, FL

CIBC

Atlanta

New York

Kansas City

Richmond

Cleveland

St. Louis

Atlanta

May 30, 1997

August 7, 1997

June 6, 1997

August 14, 1997

August 1, 1997

June 12, 1997

July 14, 1997



Federal Reserve Bank of Kansas City Week Ending July 25, 1997

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY

APPLICATION Col (OD ENDING DATE
First Bank of Hennessey, Hennessey, Oklahoma, for Not Available

prior approval to merge with The Peoples National
Bank of Kingfisher, Kingfisher, Oklahoma, and to
establish additional branches.

SECTION Il - APPLICATIONS SUBJECT TO BOTH
;WSPAPER AND FEDERAL REGISTER NOTICE

APPLICATION COMMENT PERIOD ENDING DATE
Leland Spanjer, Cozad, Nebraska, for prior approval August i1, 1997

to acquire 67.49 percent of the voting shares of
C.S.B., Cozad, Nebraska.

Joe Lecil Cates, and Roger Kevin Cates, both of August 11, 1997
Leedy, Oklahoma, for prior approval to acquire 20

percent of the voting shares of Western Oklahoma

Bancshares, Inc., Elk City, Oklahoma.

Lexington B & L Financial Corporation, Lexington, August 4, 1997
Missouri, for prior approval to become a bank holding

company through the acquisition of 100 percent of the

voting shares of Lafayette Bancshares, Inc., Lafayette,

Missouri, and thereby indirectly acquire Lafayette

County Bank of Lexington/Wellington, Lexington,

Missouri.

Western Bank, Albuquerque, New Mexico ESOP & August 21, 1997
Trust, Albuquerque, New Mexico, for prior approval

to become a bank holding company through the

acquisition of 26.14 percent of the voting shares of

Western Bancshares of Albuquerque, Albuquerque,

New Mexico, and thereby indirectly acquire Western

Bank, Albuquerque, New Mexico.



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Northside Banking Northside Bank of Tampa, 3 Atlanta August 29, 1997
Corporation, Tampa, FL Tampa, FL

Northwest Wisconsin Heartland Data Center, Inc, 4 Minneapolis August 11, 1997
Bancorp, Inc., & its Cameron, WI providing

wholly-owned data processing services to

subsidiary, BCB local, non-affilite financial

Bancorp, Inc., both of institutions (b)(14)

Chippewa Falls, WI

CORRECTION

Peoples Financial Corp., Elderton State Bank, 3 Cleveland August 25, 1997
Inc., Ford City, PA Elderton, PA



SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

APPLICATION [ENT PEI
Lexington B & L Financial Corp., Lexington, August 4, 1997

Missouri, to continue to engage in operating a savings
association through its ownership of B & L Bank,
Lexington, Missouri.

TION IV - Ni T

APPLICATION

First Bank of Hennessey, Hennessey, Oklahoma, for
prior approval to become a member of the Federal
Reserve System.

City Bank of Weatherford, Weatherford, Oklahoma,
for prior approval to become a member of the Federal
Reserve System.

V- BILIT F CRA
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 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.



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Dean Financial
Services, Inc., St. Paul,
MN

Deposit Guaranty Corp.,
Jackson, MS

Deutsche Bank, AG
(Main)

Federal Republic of
Germany

ECSB Holding
Company, Inc.,
Fort Walton Beach, FL

Edison Bancshares, Fort
Myers, FL

Eggemeyer Advisory
Corp., San Diego, CA,
and Castle Creek
Capital, L.L.C., San
Diego, CA, Castle Creek
Capita) Partners Fund -
I, L-P., San Diego, CA,
and Western Bancorp,
Laguna Niguel, CA.

The First National 3
Corporation of Aitkin, Inc.,
& The First National Bank
of Aitkin, Aitkin, MN; Mid-
Continent Financial
Services, Inc.,
Bloomington, MN, & State
Bank of Edgerton,
Edgerton, MN; & The First
State Bank of Eden Prairie,
Eden Prairie, MN

Minneapolis

CSF Acquisition Corp., 4 Atlanta
Jackson,

MS; CitiSave Financial

Corporation, Baton

Rouge, LA; Citizens

Savings Association, F.A.,

Baton Rouge, LA operating

a savings association (b)(4)

Ganis Credit Corporation, 4 New York
Newport Beach, CA,

lending (b)(1)

American National 3 Atlanta
Financial Corporation,

Panama City, FL and

First National Bank

Northwest Florida,

Panama City, FL

Edison 3 Atlanta
National Bank (in

organization), Fort Myers,

FL

SC Bancorp, Anaheim,CA, 3 San Francisco
and Southern California

Bank, Anaheim, CA

August 15, 1997

July 3, 1997

May 12, 1997

June 27, 1997

August 1, 1997

July 21, 1997



Federal Reserve Bank of Chicago

‘tion I - icati ject to Newspa:
ti nt’
Type Application
Reg K Credit Agricole Indosuez
Paris, France

To establish branches in
New York, New York and Chicago, Illinois

Reg K Credit Agricole Indosuez
Paris, France
To establish representative office in
San Francisco, California and
Houston, Texas

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

** ~ Not available at this time

Comment Period

Ending Date

NP - 8-9-97

NP - 8-1-97



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Hatch, Gordon M.,
Portales, NM.

Hibernia Corporation,
New Orleans, LA

Hometown Independent
Bancorp, Inc., Morton,
IL

Horizon Bancorp, Inc.,
Beckley, WV

Huntington Bancshares
Incorporated(1),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(2),
Columbus, OH
CONTINUED

Portales National CIBC Dallas
Bancshares, Inc., Portales,

NM, and Portales National

Bank, Portales, NM

Unicorp Bancshares-Texas 3 Atlanta
Inc., Orange, TX, and
OrangeBank, Orange, TX

Morton Community Bank, 3 Chicago
Morton,
IL

Beckley Bancorp, Inc., 4 Richmond
Beckley, WV, and

Beckley Federal Savings

Bank, Beckley,

WV operating a savings and

Joan

association (b)(4)

First Michigan 3 and 4
Bancorporation, and
Superior Financial Corp.,
Holland, MI; FMB-Sault
Bank, Saulte Ste. Marie, M1;
FMB-First Michigan Bank,
Zeeland, MI; FMB-First
Michigan

Bank, Grand Rapids, MI;
FMB-Lumberman’'s Bank,
Muskegon, MI;
CONTINUED

Cleveland

FMB-Northwestern Bank, 3 and4 Cleveland
Boyne City, MI; FMB-State

Savings Bank, Lowell, MI;

FMB-Commercial Bank,

Greenville, MI; FMB-

Security Bank, Manistee,

Mi; FMB-Community

Bank, Dowagiac, MI; FMB-

Oceana Bank, Hart, MI;

CONTINUED.

August 8, 1997

August 11, 1997

August 15, 1997

August 14, 1997

July 18, 1997

July 18, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Peoples Community Farmers Bank of Malone, 3 Atlanta August 11, 1997
Bancshares, Inc., Malone, FL
Colquitt,
GA
Peoples-Marion The Peoples Bank, 3 St. Louis June 12, 1997
Bancorp, Inc., Marion, KY
Marion, KY
PHS Bancorp, M.H.C., Peoples Home Savings 3 Cleveland May 1, 1997
Beaver Falls, PA Bank,

Beaver Falls, PA
Pioneer Bancshares, Pioneer Bank, F.S.B., 4 Atlanta July 25, 1997
Inc., Chattanooga, TN Chattanooga, TN operating

a savings

association (b)(4)
Plainview Holding American National 3 Kansas City June 23, 1997
Company, Creighton Co.,
Pilger, NE Creighton, NE, and

American National Bank of

Creighton,

Creighton, NE
Planters & Merchants Homestead Bank, S.S.B., 3 Dallas August 14, 1997
Bancshares, Inc., College Station, TX
Heame,
TX, & Planters &
Merchants Bancshares
of Delaware, Inc.,
Wilmington, DE
Porter, John D., Jr., Mount Hope Bancshares, CIBC Kansas City July 15, 1997
Mount Hope, KS, and Inc., Mount Hope, KS, and
Hill, Nancy L., Burrton, First National Bank of
KS Mount Hope, Mount Hope,

KS
Premier Financial The Sabina Bank, Sabina, 3 Cleveland August 21, 1997
Bancorp, Inc., OH
Georgetown,

KY



H2
July 20, 1997 to July 26, 1997

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

Page 2

St. Louis

Southern Commercial Bank, St. Louis, Missouri -- to establish a branch at 300 South
Truman Boulevard, Crystal City, Missouri.
- Approved, July 22, 1997

Richmond

Virginia Commerce Bank, Arlington, Virginia -- to establish a branch at 4230 John
Marr Drive, Annandale, Virginia.
- Approved, July 25, 1997

BANK HOLDING COMPANIES

Atlanta

ABC Bancorp, Moultrie, Georgia -- to merge with Irwin Bankcorp, Inc., Ocilla,
Georgia, and acquire Bank of Ocilla.
- Approved, July 23, 1997

General Counsel

Arrendale Undiversified Family Limited Partnership, Atlanta, Georgia --
determination that Arrendale is a qualified family partnership under the Bank
Holding Company Act.

- Granted, July 24, 1997

St. Louis

Banterra Corp, Eldorado, Illinois -- to retain ownership of 5.39 percent of Ist
Bancorp Vienna, Inc., Vienna, Illinois, and The First Bank of Vienna.
- Approved, July 23, 1997

Dallas

Bryan Family Management Trust, Bryan, Texas -- to acquire Bryan-Heritage
Limited Partnership and First National Bank of Bryan.
- Approved, July 24, 1997

Dallas

Bryan-Heritage Limited Partnership, Bryan, Texas -- to acquire First National Bank
of Bryan.
- Approved, July 24, 1997



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding
-Companies; Change in Bank Control

Notices Filed as of July 28, 1997

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

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

Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Altus NBC Corporation, NBC Corporation, Inc., 4 Kansas City June 25, 1997
Inc., Oklahoma City, Oklahoma City, OK, and
OK NBC Technologies, Inc.,
Oklahoma City, OK
providing data

processing services (b)(14)

AMFED Financial, Inc., Norwest Bank Nevada, 3 Minneapolis July 14, 1997
Minneapolis, MN National Association, Las

Vegas, NV
Area Bancshares Cardinal Bancshares, Inc., 3 and 4 St. Louis July 21, 1997
Corporation(1), Lexington, KY, & The Vine
Owensboro, KY Street Trust Company,
CONTINUED Lexington, KY, and First &

Peoples Bank, Springfield,
KY, and HNB Bank
National Associaton,
Harlan, KY, and Jefferson
Banking Company,
Louisville, KY,
CONTINUED



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 7/25/97

ion I - Applicati . Noti

None

Newspaper and Federal Register Notice
Robert Wayne St. Yves, Prineville, Oregon, to Newspaper: Not available
increas ehis ownership up to 10.99 percent of
Prineville Bancorporaiton, Prineville, Oregon. * Fed. Reg.: 8/05/97
Richard A. and Ramona Lagomarsino, the Ramona Newspaper: Not available
Lagomarsino Family Limited Partnership, Robert J. and
Norma M. Lagomarsino, and Catherine S. and Jack W. Fed. Reg.: Not available

Wood, Ventura, California, to retain their ownership of
19.06 percent of Americorp, Ventura, California. *

John I. Bloomberg, Park City, Utah, to acquire Newspaper: Not available
3.2 percent of Draper BanCorp, Draper,
Utah. * Fed. Reg.: 8/12/97

None

None

* Subject to CRA.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Security State Security State Bank, 3 San Francisco June 9, 1997
Corporation, Centralia, WA
Centralia, WA
Sephar, David L., First Community CIBC Kansas City July 25, 1997
Kansas City, KS Bancshares, Inc., Kansas

City,

KS, and First Community

Bank,

Kansas City, KS
Southwestern Southwestern Bank & Trust 3 Kansas City August 11, 1997
Bancshares, Inc., Company, Oklahoma City,
Oklahoma City, OK
OK
Spanjer, Leland, Cozad, C.S.B. Co., Cozad, NE, CIBC Kansas City August 1], 1997
NE, in his capacity as Cozad State Bank & Trust
Personal Representative Company, Cozad, NE, and
of the Estate of Clifford First National Bank of
G. Young Chadron, Chadron, NE
Spehar, David L. & First Community CIBC Kansas City August 5, 1997
Nancy A., Kansas City, Bancshares, Inc., Kansas
KS City, KS, and First

Community Bank, Kansas

City, KS
St. Yves, Robert W., Prineville Bancorporation, CIBC San Francisco August 5, 1997
Prineville, OR. Prineville, OR and

Community First Bank,

Prineville OR (formerly the

Prineville Bank)
Sterling Bancshares, First Houston Bancshares, 3 Dallas July 21, 1997
Inc., Houston, TX Houston, TX, and Houston

National Bank, Houston, TX
Stockmens Financial BankWest 3 Kansas City July 25, 1997
Corporation, Rushville, (a de novo bank), Castle
NE Rock, CO
The Bank of Mulberry ACME Holding 3 St. Louis June 23, 1997
Employee Stock Company, Inc.,
Ownership Mulberry, AR, and
Trust, The Bank of Mulberry,
Mulberry, AR Mulberry, AR



FEDERAL RESERVE BANK OF PHILADELPHIA

= T D T P.
NOTICE ONLY

First Sterling Bank, Devon, Pennsylvania to merge with Prime Bank, a savings bank,
Philadelphia, Pennsylvania, pursuant to Section 5(d)(3) of the Federal Deposit Insurance Act.

Newspaper comment period expires: N/Avail
T - TI IVED T R
IE] RE R
NONE
ION III - AP! ATION: Tr RAL

TER NOTI INLY

NONE
T = A T
REGIE T) P.

NONE



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

First National
Bancshares, Inc., East
Lansing, MI

First National Bank
Shares, LTD., Great
Bend,

KS

First State Bancshares,
Inc., Farmington, MO

First State Bancshares,
Inc., Ida Grove, 1A

Florida Bancshares, Inc.,
Dade City, FL

Gideon Bancshares
Company,
Dexter, MO

Gold Banc Corporation,
Inc., Leawood, KS

Greenblatt, Leon A., III,
and Chiplease, Inc.,
both of Chicago, IL

Greer, Elmo,
East Bernstadt, KY

Harris Financial MHC,
Harrisburg, PA

Finance Company of North = 4
America, LLC, East

Lansing, MI in making and
servicing loans (b)(1)

BankWest (a 3
de novo bank), Castle Rock,
co

Perry County Financial 4
Corporation, Perryville,

MO, and

Perry County Savings

Bank, FSB,

Perryville, MO operating a
savings

association (b)(4)

First State Bank, Ida Grove, 3
TA

First National Bank of 3
Pasco,
Dade City, FL

First Midwest Bank of 3
Chaffee,
Chaffee, MO

Farmers Bancshares of 3
Oberlin, Inc., Oberlin, KS,

and Farmers National Bank,
Oberlin, KS

Home Financial Bancorp, CIBC
Spencer, IN, and Owen
Community Bank, S.B.,

Spencer, IN

Cumberland Valley CIBC
Financial Company,

London, KY

Harris Financial Inc., 3
Harrisburg, PA;

Harris Savings Bank,

Harrisburg, PA

Chicago

Kansas City

St. Louis

Chicago

Atlanta

St. Louis

Kansas City

Chicago

Cleveland

Philadelphia

August 17, 1997

July 25, 1997

August 1, 1997

August 15, 1997

April 21, 1997

June 20, 1997

August 21, 1997

July 9, 1997

May 23, 1997

March 27, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Moody Bancshares, The Bank of Galveston, 3 Dallas June 30, 1997
Inc., Galveston, TX, and N.A.,
Moody Bank Holding Galveston, TX
Company, Reno, NV
Moyer, George H., Jr., Madison Bancshares, Inc., CIBC Kansas City June 26, 1997
Madison, NE, and Madison, NE, and The
Moyer, Jon M., Bank of Madison, Madison,
Madison, NE NE
Murfreesboro Bancorp, Bank of Murfreesboro, 3 Atlanta July 18, 1997
Inc., Murfreesboro, TN Murfreesboro, TN
National City Bridgeport Bancorp, Inc., 3 St. Louis, June 6, 1997
Bancshares, Inc., Bridgeport, IL, and First
Evansville, IN National Bank of

Bridgeport, Bridgeport, IL
NationsBank Montgomery Securities, 4 Richmond August 6, 1997
Corporation(1), Inc., & The Pyramid
Charlotte, NC Company,
CONTINUED San Francisco, CA

underwriting &

dealing in, to a limited

extent, all types of debt &

equity

securities other than

interests in open end

investment companies

CONTINUED
NationsBank (See J.P. Morgan & Co., 4 Richmond August 6, 1997
Corporation(2), Inc., The Chase Manhattan
Charlotte, NC Corp.,
CONTINUED Bankers Trust New York

Corp., Citicorp, & Security

Pacific

Corp., 75 Fed. Res. Bull.
192 (1989)); in
underwriting & dealing in
obligations of the United
States, general
CONTINUED



District
Federal Reserve Bank of Cleveland

Applications and notifications filed during the week of 7/26/97

Section I - Applications subject to newspaper notice only

Ending date of
Type Application comment period

NONE

Footnotes

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

Ending date of
Type Application comment period
3A3 Received notice from Premier Financial Bancorp, Inc., *Unknown
Georgetown, KY, on July 22, 1997, to acquire The Sabina
Bank, Sabina, OH.
Footnotes
Section III - Applications subject to Federal Register notice only
Ending date of
Type Application comment period
NONE
Footnotes
Section IV - Applications not subject to Federal Register or newspaper notice
Ending date of
Type Application comment period

NONE

Footnotes



H2
July 20, 1997 to July 26, 1997

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

‘Abbreviations: BS&R - Banking Supervision and Regulation; C&CA - Consumer and Community
Affairs; FOMC - Federal Open Market Committee; RBOPS - Reserve Bank Operations and Payment
Systems; IF - International Finance; OSDM - Office of Staff Director for Management

BANK BRANCHES, DOMESTIC

Philadelphia
Ambassador Bank of the Commonwealth, Allentown, Pennsylvania -- to establish a
branch at 1605 West Broad Street, Bethlehem, Pennsylvania.
- Approved, July 21, 1997

Secretary
Centura Bank, Rocky Mount, North Carolina -- to establish a branch at 4700 Six
Forks Road, Homewood Court, Raleigh, North Carolina.
- Approved, July 25, 1997

Richmond
Chesapeake Bank, Kilmarnock, Virginia -- to establish a branch at 1229 Lafayette
Street, Williamsburg, Virginia.
- Approved, July 25, 1997

Atlanta
Commercial Bank of Florida, Miami, Florida -- to establish a branch at the
intersection of northwest 116th Way and northwest South River Drive, Medley,
Florida.
- Approved, July 25, 1997

San Francisco
Harris Trust Bank of Arizona, Scottsdale, Arizona -- to establish a branch at 3567

East Sunrise, Suite 111, Tucson, Arizona.
- Approved, July 25, 1997

New York

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish
branches at 355 Orchard Park Road, West Seneca; 4777 Transit Road, Lancaster;
6150 South Park Avenue, Hamburg; and 9660 Transit Road, Amherst, New York.
~- Approved, July 21, 1997



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending July 25, 1997
S: 'T OF
Identificati
In connection with the assessment of each insured depository institution's CRA performance, a rating is oo

assigned from the following groups:
OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS. -

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

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs
of its entire delineated community, including low- and moderate-income neighborhoods, in a manner

consistent with its resources and capabilities.

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

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

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

BANK(S) EXAMINED. DATE OF EXAMINATION CRA RATING
Stockmens Bank April 14, 1997 Satisfactory
P.O. Box 345

Cascade, MT 59421-0345



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

Addresses for Comments

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

Federal Reserve Bank of Boston

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

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

Federal Reserve Bank of Philadelphia

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

Federal Reserve Bank of Cleveland

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

Federal Reserve Bank of Richmond
A. Linwood Gill, III, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

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

Federal Reserve Bank of Chicago

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

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

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

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

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

Federal Reserve Bank of San Francisco

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

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



Federal Reserve Bank of Chicago

Section L - Applications Subject to N
Notice Only

Comment Period

Type Application Ending Date

Merger & Branch = UnionBank NP - 7-25-97
Streator, Illinois
UnionBank/Sandwich
Sandwich, Illinois
and to establish a branch at
Route 34 and Center Street
Plano, Illinois

Merger & Branch _Tiskilwa State Bank NP - 7-25-97
Tiskilwa, Illinois

Tampico National Bank
Tampico, Illinois
First National Bank of Manlius
Manlius, Illinois
and to establish branches at
601 S. Main Street
Princeton, Illinois
1839 N. Main Street
Princeton, Illinois

Branch F & M Bank-Northeast NP - 7-28-97
Pulaski, Wisconsin
1926 & 1934 Dickinson Road
DePere, Wisconsin

Branch First American Bank NP - 8-7-97
Carpentersville, Illinois
Northeast corner of intersection of Roosevelt Road (Route 38)
and Bakerhill Road
Glen Ellyn, Illinois

Branch Fifth Third Bank of Central Indiana NP - 8-15-97
Indianapolis, Indiana
3060 Valley Farms Road
Indianapolis, Indiana



No. 30

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

TESTIMONY AND STATEMENTS

Monetary policy objectives -- statement by Chairman Greenspan before the
Subcommittee on Domestic and International Monetary Policy of the House
Committee on Banking and Financial Services, July 22, and before the Senate
Committee on Banking, Housing, and Urban Affairs, July 23, 1997.

- Published, July 22, 1997

Monetary policy -- statement by Vice Chair Rivlin before the House Committee on
Banking and Financial Services, July 23, 1997.
- Published, July 23, 1997

Monetary policy -- statement by Governor Meyer before the House Committee on
Banking and Financial Services, July 23, 1997.
- Published, July 23, 1997

BANK HOLDING COMPANIES

Bankers Trust New York Corporation. New York, New York -- to acquire Alex.
Brown Incorporated, Baltimore, Maryland.
- Approved, July 21, 1997

First Bank System, Inc., Minneapolis, Minnesota -- request for reconsideration of
the Board's approval of the applications and notices to acquire U.S. Bancorp,
Portland, Oregon.

- Denied, July 22, 1997

Neighborhood Bancorp, San Diego, California -- to acquire Neighborhood
National Bank.
- Approved, July 21, 1997

Royal Bank of Scotland Group ple, Edinburgh, Scotland, The Governor and
Company of the Bank of Ireland, Dublin, Ireland, and Citizens Financial Group,
Inc., Providence, Rhode Island -- request for review of action by the Federal
Reserve Bank of Boston waiving the application requirement concerning the
acquisition of BNH Bancshares, New Haven, Connecticut, and The Bank of New
Haven.

- Denied, July 25, 1997

SECURITIES REGULATION

Over-the-counter stocks -- revised list of OTC stocks subject to margin
Tequirements, and a list of foreign margin stocks.
- Published, July 25, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
BB&T Corporation, Virginia First Financial 4 Richmond August 18, 1997
Winston-Salem, NC Corporation, Petersburg,
VA, and Virginia Savings
Bank, F.S.B., Petersburg,
VA mortgage banking &
operating a savings & loan
association (b)(1) and (4)
BCB Bancorp, Inc., Heartland Data Center, Inc., 4 Minneapolis August 11, 1997
Chippewa Falls, WI Cameron, WI providing .
data processing services to
local, nonaffiliated financial
institutions (b)(14)
Big Lake Financial CNB Financial Corporation, 3 Atlanta August [8, 1997
Corporation, Clewiston, FL, and
Okeechobee, FL Clewiston National Bank,
Clewiston, FL
Biggs, Daniel Biggs; First Wakeeney Agency, CIBC Kansas City July 3, 1997
Grimes, Merlin; ED&J, Inc., Wakeeney, KS, and
Inc., c/o David Marmie; Interstate Bank, Great
Carr, Ronald and Call, Bend, KS
Dennis; and Southard,
R. Joe, all of Great
Bend, KS
Bloomberg, John Isaac, Draper BanCorp, Draper, CIBC. San Francisco August 12, 1997
Park City, UT UT and Draper Bank &
Trust, Draper, UT
Bryan Family Bryan-Heritage Limited 3 Dallas July 21, 1997
Management Trust, Partnership, Bryan, TX, and
Bryan, TX, and Bryan- The First National Bank of
Heritage Limited Bryan, Bryan, TX
Partnership, Bryan, TX
Cabot Bankshares, Inc., The Capital Bank, Cabot, 3 St. Louis July 11, 1997
Cabot, AR AR
Cabot Bankshares, Inc., The Capital Bank, Little 3 St. Louis August 11, 1997
Cabot, AR Rock, AR
Cabot Bankshares, Inc., The Capital Bank, Little 3 St. Louis July 11, 1997

Cabot, AR
CORRECTION

Rock, AR



RESERVE BANK APPLICATIONS BULLETIN For week ending July 25, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

- L I T "AP! E
Application End of Comment Period
None.
10 - APPLI B
AP] D ER T
Application En Peri

* Section 3(a)(5) expedited notification by Community
Financial Corp., Olney, Illinois, to acquire Egyptian

Bancshares, Inc., Carrier Mills, Illinois. Federal Register: 8-22-97
INI - ICATI T DERAL RE ICE
End of Comment Period
None.
Ki - APPLI N T TE)
OR NEWSPAPER NOTICE
Application End of Comment Period
None.

* This notification is subject to CRA.



Federal Reserve Bank of Dallas

Section III - Applications subject to Federal Register notice only

Comment period
Type Application ending date
None.
* Subject to CRA
Section IV - Applications not subject to Federal Register or newspaper notice

Comment period
Type Application ending date

None.



Type
3a)

3a)

4(©)(8)

3@Q)

3(a)3)

Federal Reserve Bank of Chicago

First State Bancshares, Inc.*
Ida Grove, Iowa

First State Bank

Ida Grove, lowa

Hometown Independent Bancorp, Inc.*
Morton, Illinois

Morton Community Bank

Morton, Illinois

Associated Banc-Corp

Green Bay, Wisconsin
First Financial Corporation
Stevens Point, Wisconsin
First Financial Bank, FSB
Stevens Point, Wisconsin
Appraisals Services, Inc.
Milwaukee, Wisconsin

First Financial Card Services Bank, N.A.

Stevens Point, Wisconsin

Builders Financial Corporation*
Chicago, Illinois
Builders Bank (in organization)
Chicago, Illinois

O.A.K. Financial Corporation*
Byron Center, Michigan
Caledonia Financial Corporation
Caledonia, Michigan
State Bank of Caledonia
Caledonia, Michigan

Comment Period

Ending Date

FR - 8-15-97
NP - **

FR - 8-15-97
NP - **

FR - 8-15-97
NP - 7-16-97

FR - 8-15-97
NP - 8-11-97



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

Ending Date
SECTIONT
Applications Subject to Newspaper

Notice Only
The Chasc Manhattan Bank to establish a branch on the premises of
the New York Mercantile Exchange, One North End Avenue, New York,
New York. 1/ 08/21/97

s TON Il

Applications Subject to Both
Newspaper and Federal Register Notice

The Chase Manhattan Bank Corporation and Chase Holding Delaware
Inc., to acquire 100% of the voting shares of Chase Manhattan Bank
and Trust Company, National Association, Los Angeles, California. 1/ 08/20/97 2/

SECTION II

Nonbanking Applications
(subject to Federal Register Notice Only )

None.
SECTION IV

Applications Not Involving
ublic Comme

None.

SECTION V
vailabili Public Ev: ti

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.



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

New Prague
Bancshares, Inc., New
Prague, MN

Northwest Suburban
Bancorp., Inc. (in
formation),

Arlington Heights, IL

Norwest Corporation,
Minneapolis, MN

NSB Holding Corp.,
Staten Island, NY

O.AK. Financial
Corporation, Byron
Center,

MI

Otto Bremer
Foundation, St. Paul,
MN

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

Patel, Susma; Patel,
Suketu Madhusudan
(Suku); Patel, Parimal
Kantibhai (Perry);
Amin, Bharat Muljibhai,
London, England; and
King, Dennis John
Lloyd, Surrey, England;
collectively, as the Patel
Group

Community Security Bank,
New Prague, MN,
a de novo bank

Mount Prospect
National Bank (in
organization), Mount
Prospect, IL

The Bank of the
Southwest, N.A., Pagosa
Springs, CO

Check Depot, Staten Island,
NY in check cashing, See
Midland Bank T1, PLC, 76
Fed. Res. Bull. 869 (1990)

Caledonia Financial
Corporation,
Caledonia, MI, & State
Bank of Caledonia,
Caledonia,

MI

Bremer Financial
Corporation, St. Paul,
MN, The

Halo Bancorporation, Inc.,
Devils Lake, ND, & First
National Bank of Devils
Lake, Devils

Lake, ND

Anchor Savings Bank,
F.S.B., St. Petersburg, FL
operating a savings
association (b)(4)

First Bankshares, Inc.,
Longwood, FL, and First
National Bank of Central
Florida, Longwood, FL

3 Minneapolis
3 Chicago

3 Minneapolis
4 New York

3 Chicago

3 Minneapolis
4 Atlanta
CIBC Atlanta

July 7, 1997

July 28, 1997

August 4, 1997

August 6, 1997

August 15, 1997

August 15, 1997

August 8, 1997

June 26, 1997



Information Requests

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

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

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

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

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

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

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

Brae

Federal Reserve F. hicago
Frank Skweres (TE!. >i .-322-4785; FAX: 312-322-5894)

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

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

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

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

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

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



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Caisse Nationale de
Credit Agricole Paris,
France

Cates, Joe Lecil and
Cates, Roger Kevin,
both of Leedy, OK

Central Illinois Bancorp,
Sidney, IL

Century Bancorp, MHC,
Bridgeton, NJ;

and Century Bancorp,
Inc.,

Bridgeton, NJ

Century South Banks,
Inc., Dahlonega, GA

Chaparral Bancshares,
Inc., Richardson, TX,
and

Chaparral Delaware
Bancshares, Inc., Dover,
DE

Citizens Bancshares
Company, Chillicothe,
MO

Citizens Bancshares of
Woodville, Inc.,
Woodville, WI

Credit Agricole Indosuez,
Paris, France, and Indosuez
Investment Management
Services, Inc.,

Menlo Park, CA investment
management and advisory
services (b)(6)

Western Oklahoma
Bancshares, Inc., Elk City,
OK, and Bank of Western
Oklahoma, Elk City, OK

First Ozaukee Capital
Corporation,
Cedarburg, WI, and
First Ozaukee Savings
Bank,

Cedarburg, WI

Century Savings Bank,
Bridgeton, NJ

Bank Corporation of
Georgia, Macon, GA, and
First South Banks, N.A.,
Macon,

GA, and AmeriBank, N.A.,
Savannah, GA

Van Alstyne Financial
Corporation, Van Alstyne,
TX, and First National
Bank of Van Alstyne, Van
Alstyne, TX

John Birchfield and Debbie
Keele, the purchase and
servicing of

accounts receivable (b)(1)

Investors bancorporation,
Inc., Hudson, WI & Bank
St. Croix, Roberts, WI

4

CIBC

Chicago

Kansas City

Chicago

Philadelphia

Atlanta

Dallas

Kansas City

Minneapolis

July 25, 1997

August 11, 1997

June 26, 1997

May 1, 1997

July 18, 1997

August 8, 1997

July 30, 1997

August 25, 1997



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

Cooperative Centrale Smith Graham & Co. Asset 4 New York July 10, 1997
Raiffeisen- Managers L.P., Houston,
Boerenleenbank, TX, & SGR Global
B.A.(1), Rabobank Advisers, Houston, TX, &
Nederland, Utrecht, The Robeco Institutional Asset
Netherlands Management US, Inc.,
CONTINUED Houston, TX, & AEA
. Global Advisors LLC, New
York, NY, & Robeco
Group, N.V., Rotterdam
aa CONTINUED
Cooperative Centrale Smith Graham & Co. Asset 4 New York July 10, 1997
Raiffeisen- Managers L.P., and SGR
Boerenleenbank, Global Advisors, and
B.A.(2), Rabobank Robeco Institutional Asset
Nederland, Utrecht, The Management US, Inc., and
Netherlands AEA Global Advisors,
CONTINUED LLC, and Smith Graham &
Co. Asset Managers L.P.,
and SGR Global Advisers,
CONTINUED
Cooperative Centrale Robeco Institutional Asset 4 New York July 10, 1997
Raiffeisen- Management US, Inc., and
Boerenleenbank, AEA Global Advisors LLC,
B.A.(3), Rabobank in investment (b)(6), as a
Nederland, Utrecht, the general partner to and
Netherlands providing administrative
CONTINUED services to investment

partnerships, including
placing interests in such

partnerships, CONTINUED
Cooperative Centrale in acting as a commodity 4 New York July 10, 1997
Raiffeisen- poo] operator, and in
Boerenleenbank, providing administrative
B.A.(4), Rabobank services to open-end
Nederland, Utrecht, the investment companies
Netherlands
CONTINUED
CoreStates Financial CoreStates Securities Corp, 4 Philadelphia June 27, 1997

Corp., Philadelphia, PA Philadelphia, PA,
underwriting; lending
(b)(1); investment advice
(b)(6); and management
consulting (b)(9)



FEDERAL RESERVE BANK OF PHILADELPHIA

- TL P IC EV.

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 July 28, 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

NONE NONE NONE