Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 13

Week Ending March 28, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions March 22, 1998 to March 28, 1998

Testimony And Statements

Over-the-counter derivatives market -- statement by Governor Phillips before the 

International Swaps and Derivatives Association, Rome, Italy.

- Published, March 26, 1998 

Bank Holding Companies

Banco Bilbao Vizcaya, S.A., Bilbao, Spain -- to retain and convert BBV LatInvest 

Securities, Inc., New York, New York, into a section 20 company and engage in 

various securites-related activities.

- Permitted, March 23, 1998 

Commerce Bancorp, Inc., Cherry Hill, New Jersey -- to acquire A.H. Williams & 

Co., Inc., Philadelphia, Pennsylvania, and engage in various securities-related 

activities.

- Permitted, March 23, 1998 

Change In Bank Control

Penn Bancshares, Inc., Pennsville, New Jersey -- change in bank control.

- Permitted, March 25, 1998 

Regulations And Policies

Joint Study on the Regulatory System for Government Securities -- submission of 

the study to Congress.

- Approved, March 25, 1998 

Regulation B -- revisons to model forms.

- Approved, March 25, 1998 

Regulation D -- amendment to move to a system where reserves are maintained on a 

lagged basis.

- Approved, March 23, 1998 

Regulation Y -- clarification of the customer disclosure operating standard for 

section 20 subsidiaries of bank holding companies.

- Announced, March 24, 1998 

Small Entities Report -- draft report to Congress to implement the Small Business 

Regulatory Enforcement Act.

- Approved, March 25, 1998 

Enforcement

(AC) = Addition or Correction Board - Page 1 of 2
H.2 Board Actions March 22, 1998 to March 28, 1998

Habib Bank Ag Zurich, Zurich, Switzerland -- joint issuance with the Federal 

Deposit Insurance Corporation of an order of assessment of a civil money penalty 

against the bank and its Los Angeles, California, branch.

- Announced, March 25, 1998 

(AC) = Addition or Correction Board - Page 2 of 2
March 22, 1998 to March 28, 1998

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of Clarke County, Berryville, Virginia -- to operate a branch at 40 West 

Piccadilly Street, Winchester, Virginia.

- Approved, March 27, 1998 

Richmond

Bank of Suffolk, Suffolk, Virginia -- relocation of its main office to 1514 Holland 

Road and maintenance of its former main office as a branch.

- Approved, March 24, 1998 

Richmond

Barnes Banking Co., Kaysville, Utah -- to establish a branch at 4800 South 1900 

West, Roy, Utah.

- Approved, March 23, 1998 

San Francisco

Colonial Bank, Montgomery, Alabama -- to establish a branch at 309 Broad Street, 

Gadsden, Alabama

- Approved, March 23, 1998 

Atlanta

Commerce Warren County Bank, Warrenton, Missouri -- to establish a branch at 

1145 West Pearce Boulevard, Wentzville, Missouri.

- Approved, March 27, 1998 

St. Louis

Friendship Community Bank, Ocala, Florida -- to establish a branch at 1626 SE 36th 

Avenue.

- Approved, March 24, 1998 

Atlanta

Old Kent Bank, Grand Rapids, Michigan -- to establish a branch at 2280 Big Beaver 

Road, Troy, Michigan.

- Approved, March 27, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 March 22, 1998 to March 28, 1998

Bank Branches, Domestic

Ronan State Bank, Ronan, Montana -- to establish a branch in Polson, Montana.

- Approved, March 26, 1998 

Minneapolis

Suntrust Bank, Atlanta, Georgia -- to establish branches at 11800 Haynes Bridge 

Road #100, Alpharetta, Georgia; 2774 North Cobb Parkway, Kenesaw; 1100 

Hammond Drive, Building 300, Atlanta; 3200 Holcomb Bridge Road, Norcross; 

1115 Tara Boulevard, Hampton; 3435 Ashford-Dunwoody Road, Atlanta; and 

Centerville Highway, Lithonia.

- Approved, March 27, 1998 

Atlanta

Bank Holding Companies

1st Choice Financial Corporation, Greeley, Colorado -- to engage in lending 

activities, and in offering mutual funds, discount brokerage services, and other 

investment services.

- Permitted, March 25, 1998 

Kansas City

BancFirst Corporation, Oklahoma City, Oklahoma -- to acquire Lawton Security 

Bancshares, Inc., Lawton, Oklahoma.

- Approved, March 25, 1998 

Kansas City

BYL Bancorp, Yorba Linda, California -- request for waiver of application in 

connection with proposed merger with DNB Financial, Riverside, California, and the 

merger of De Anza National Bank into Bank of Yorba Linda, Yorba Linda, 

California.

- Returned, March 23, 1998 

San Francisco

Commerce Security Bancorp, Inc., Huntington Beach, California -- request for relief 

from commitment.

- Granted, March 27, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 March 22, 1998 to March 28, 1998

Bank Holding Companies

Davis Bancorporation, Inc., Davis, Oklahoma -- to control a savings association 

through the acquisition of 8.1 percent of the shares of FBC Financial Corporation, 

Claremore, Oklahoma.

- Permitted, March 24, 1998 

Kansas City

First American Corporation, Nashville, Tennessee -- to acquire Victory Bancshares, 

Inc., Cordova, Tennessee, and Victory Bank and Trust Company.

- Approved, March 23, 1998 

Secretary

First Azle Bancshares, Inc., Employee Stock Ownership Plan, Azle, Texas -- to 

acquire First Azle Bancshares, Inc., and First Bank.

- Approved, March 24, 1998 

Dallas

First Centralia Bancshares, Inc., Centralia, Kansas -- to control a savings association 

through the acquisition of 8.1 percent of the shares of FBC Financial Corporation, 

Claremore, Oklahoma.

- Permitted, March 24, 1998 

Kansas City

First Cherokee Bancshares, Inc., Woodstock, Georgia -- application to redeem stock.

- Withdrawn, March 26, 1998 

Atlanta

First Liberty Financial Corporation, Atlanta, Georgia -- request for waiver of 

application in connection with the proposed acquisition of Southland Bank 

Corporation of Georgia, Douglas, Georgia; Southland Bank, Butler; and Coffee 

County Bank, Douglas.

- Granted, March 23, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 March 22, 1998 to March 28, 1998

Bank Holding Companies

Hogan Investments, Inc., Forsyth, Georgia -- extension to June 23, 1998, to acquire 

an interest in Hogan Investments, Limited; for Hogan Investments, Limited, to 

acquire shares of Laurens Bancshares, Inc., Dudley, Georgia; and for Laurens 

Bancshares, Inc., to acquire The Bank of Dudley.

- Granted, March 23, 1998 

Atlanta

Morrill & Janes Bancshares, Inc., Hiawatha, Kansas -- to control a savings 

association through the acquisition of 8.1 percent of the shares of FBC Financial 

Corporation, Claremore, Oklahoma.

- Permitted, March 24, 1998 

Kansas City

Morrill Bancshares, Inc., Sabetha, Kansas -- to control a savings association through 

the acquisition of shares of FBC Financial Corporation, Claremore, Oklahoma.

- Permitted, March 24, 1998 

Kansas City

Morrill Bancshares, Inc., Sabetha, Kansas -- to acquire shares of Century Acquisition 

Corporation, Hurst, Texas.

- Approved, March 24, 1998 

Kansas City

Onaga Bancshares, Inc., Onaga, Kansas -- to control a savings association through 

the acquisition of 8.1 percent of the shares of FBC Financial Corporation, 

Claremore, Oklahoma.

- Permitted, March 24, 1998 

Kansas City

Royal Bank of Canada, Montreal, Quebec, Canada -- to acquire through Integrion 

Financial Network, LLC, Atlanta, Georgia, shares of Checkfree Corporation, 

Norcross, Georgia.

- Approved, March 27, 1998 

New York

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 March 22, 1998 to March 28, 1998

Bank Holding Companies

Traditional Bancorp, Inc., Mount Sterling, Kentucky -- to acquire Traditional Bank 

of Kentucky, Inc., Lexington, Kentucky.

- Approved, March 23, 1998 

Cleveland

Zions Bancorporation, Salt Lake City, Utah, and Val Cor Bancorporation, Inc., 

Cortez, Colorado -- to acquire SBT Bankshares, Inc., Colorado Springs, Colorado, 

and to acquire an interest in SBT Mortgage, LLC.

- Approved, March 24, 1998 

San Francisco

Bank Mergers

Peoples Bank and Trust Company, Selma, Alabama -- to merge with Merchants & 

Planters Bank, Montevallo, Alabama.

- Approved, March 24, 1998 

Atlanta

Bank Premises

First American Bank, Ames, Iowa -- investment in bank premises.

- Approved, March 27, 1998 

Chicago

Banks, State Member

Eldorado Bank, Tustin, California -- payment of a dividend.

- Approved, March 27, 1998 

San Francisco

Richwood Banking Company, Richwood, Ohio -- to acquire the LaRue, Ohio, 

branch of National City Bank of Columbus, Columbus, Ohio, and to establish a 

branch.

- Approved, March 25, 1998 

Cleveland

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 March 22, 1998 to March 28, 1998

Change In Bank Control

Anderson Financial Group, Inc., Golden Valley, Minnesota -- change in bank control.

- Withdrawn, March 27, 1998 

Minneapolis

Bank of Belen, Belen, New Mexico -- change in bank control.

- Permitted, March 23, 1998 

Kansas City

Gulf Bank, Miami, Florida -- change in bank control.

- Permitted, March 23, 1998 

Atlanta

Longview Capital Corporation, Newman, Illinois -- change in bank control.

- Permitted, March 25, 1998 

Chicago

Competitive Factors Reports

Bank of South Wayne, South Wayne, Wisconsin -- report on competitive factors of 

the proposed merger with F&M Bank-Darlington, National Association, Darlington, 

Wisconsin.

- Submitted, March 24, 1998 

Chicago

Century Bank and Trust Company, Medford, Massachusetts -- report on competitive 

factors of the proposed acquisition of Haymarket Co-operative Bank, Boston, 

Massachusetts.

- Submitted, March 25, 1998 

Boston

Citizens State Bank of Petersburg, Petersburg, Indiana -- report on competitive 

factors of the proposed merger with Community Trust Bank, Otwell, Indiana.

- Submitted, March 24, 1998 

St. Louis

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 March 22, 1998 to March 28, 1998

Competitive Factors Reports

Colorado Community First National Bank, Fort Morgan, Colorado -- report on 

competitive factors of the proposed merger with Colorado Community First National 

Bank, Gunnison, Colorado.

- Submitted, March 26, 1998 

Kansas City

Community Trust Bank, Otwell, Indiana -- report on competitive factors of the 

proposed merger with FSB Bank, Francisco, Indiana.

- Submitted, March 24, 1998 

St. Louis

De Anza National Bank, Riverside, California -- report on competitive factors of the 

proposed merger with Bank of Yorba Linda, Yorba Linda, California

- Submitted, March 24, 1998 

San Francisco

First Liberty Corporation, Macon, Georgia, and First Liberty Bank -- report on 

competitive factors of the proposed acquisition by merger of Southland Bank 

Corporation of Georgia, Douglas, Georgia; and the proposed merger of Southland 

Bank, Butler, and Coffee County Bank, Douglas, with First Liberty Bank, Macon, 

Georgia.

- Submitted, March 25, 1998 

Atlanta

Founders Trust Personal Bank, Grand Rapids, Michigan -- report on competitive 

factors of the proposed merger with Founders Interim Bank.

- Submitted, March 24, 1998 

Chicago

Jefferson Savings Bank, West Jefferson, Ohio, and PremierBank and Trust, Elyria, 

Ohio -- report on competitive factors of the proposed merger with FirstMerit Bank, 

N.A., Akron, Ohio.

- Submitted, March 25, 1998 

Cleveland

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 March 22, 1998 to March 28, 1998

Competitive Factors Reports

Mt. Diablo National Bank, Danville, California -- report on competitive factors of the 

proposed merger with Mt. Diablo National Interim Bank.

- Submitted, March 24, 1998 

San Francisco

Star Bank, N.A., Cincinnati, Ohio -- report on competitive factors of the proposed 

purchase of the assets and assumption of the liabilities of 48 branches of Bank One, 

N.A., Columbus, Ohio, and 5 branches of Bank One Wheeling-Steubenville, N.A., 

Wheeling, West Virginia.

- Submitted, March 23, 1998 

Cleveland

Western Nebraska National Bank, Valentine, Nebraska -- report on competitive 

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

the Valentine and Mullen loan production offices of Western Nebraska National 

Bank, North Platte, Nebraska.

- Submitted, March 26, 1998 

Kansas City

Extensions Of Time

Bank of Tokyo-Mitsubishi, Ltd., Tokyo, Japan -- extension to divest certain 

property. 

- Granted, March 25, 1998 

San Francisco

Community Bancshares of Mississippi, Inc., Forest, Mississippi -- extension to June 

23, 1998, to acquire Community Bank, Southaven, Mississippi (in organization).

- Granted, March 23, 1998 

Atlanta

Dai-Ichi Kangyo Bank, Limited, Tokyo, Japan -- extension to divest certain property.

- Granted, March 25, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 March 22, 1998 to March 28, 1998

Extensions Of Time

East Coast Bank Corporation Employee Stock Ownership Plan Trust, Ormond 

Beach, Florida -- extension to June 27, 1998, to acquire shares of East Coast Bank 

Corporation.

- Granted, March 25, 1998 

Atlanta

Hometown Bancorp, Ltd., Fond du Lac, Wisconsin -- extension to June 15, 1998, to 

acquire St. Cloud Bancshares, Inc., St. Cloud, Wisconsin, and State Bank of St. 

Cloud.

- Granted, March 25, 1998 

Chicago

Landmark Bancorp, Inc., Margate, Florida -- extension to June 24, 1998, to acquire 

Sunniland Bank, Fort Lauderdale, Florida.

- Granted, March 24, 1998 

Atlanta

Membership

Leitchfield Deposit Bank & Trust Company, Leitchfield, Kentucky -- to become a 

member of the Federal Reserve System and to retain its branches at their current 

locations.

- Approved, March 25, 1998 

St. Louis

Reserve Bank Operations

Federal Reserve Bank of San Francisco -- to proceed with renovation of the third 

floor and part of the first floor of Salt Lake City branch.

- Approved, March 27, 1998 

Director, RBOPS

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week of March 28, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(3) Notice by the Fuji Bank, Tokyo, Japan, to acquire up to 16.84 4/27/98

percent of the Yasuda Trust and Banking Co., Ltd., Tokyo, Japan.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Bayerische Verinsbank AG, Munich, Federal Republic of 4/17/98

Germany, to engage in credit derivative activities through VB Risk

Management Products Inc., New York, New York.

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

1129382 Banco Popular de Puerto Rico 6/2/97 3/26/98 Outstanding Large Bank

P.O. Box 2708 

San Juan, Puerto Rico 00936-2708

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

18(c)/Branch Received application from The Fifth Third Bank of Kentucky, N/Avail

Inc., Louisville, KY on March 4, 1998, to merge with Fifth Third

Bank of Central Kentucky, Inc., Paris, KY and Fountain Square

Bank of Southern Indiana, Inc., Sellersburg, IN and to establish

branches.

18(c)/Branch Received application from Fifth Third Bank of Central Kentucky, N/Avail

Inc., Paris, KY on March 4, 1998, to merge with The Fifth Third

Bank of Kentucky, Inc., Louisville, KY and to establish branches.

18(c)/Branch Received application from Fountain Square Bank of Southern N/Avail

Indiana, Inc., Sellersburg, IN on March 4, 1998, to merge with

Fifth Third Bank of Central Kentucky, Inc., Paris, KY and

establish branches.

Member Received application from Fifth Third Bank of Central Kentucky, N/Avail

Inc., Paris, KY on March 4, 1998, to become a member of the

Federal Reserve System.

Member Received application from Fountain Square Bank of Southern N/Avail

Indiana, Inc., Clarksville, IN on March 4, 1998 to become a

member of the Federal Reserve System.

18(c)/Branch Received application from The Fifth Third Bank of Southern 4/20/98

Ohio, Hillsboro, OH on March 11, 1998, to acquire a branch

office of Fifth Third Bank of Western Ohio, Dayton, OH located

at 140 West Main Street and to establish a branch.

18(c)/Branch Received application from The Fifth Third Bank, Cincinnati, OH 4/20/98

on March 11, 1998, to acquire seven branch offices currently

owned by Fifth Third Bank of Western Ohio, Dayton, OH and to

establish branches.

18(c)/5(d)(3)/Branch Received notice from Fifth Third Bank of Western Ohio, Dayton, 4/20/98

OH on March 11, 1998, to merge with Citizens Federal Bank,

FSB, Dayton, OH and to establish branches.

Branch Received notice from Fifth Third Bank, Cincinnati, OH on March 4/18/98

23, 1998, of its intent to establish the Liberty Bank Mart, 5420

Liberty-Fairfield, Hamilton, OH.

Branch Received notice from the Apple Creek Bank, Apple Creek, OH

on March 27, 1998, of its intent to establish a branch at 5091

Manchester Rd., Mancester, OH.
Section II - Applications subject to both newspaper and Federal Register notice

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

4(c)(8) Notice by Mid Am, Inc., Bowling Green, OH received on March 23, None

1998, of its intent to offer debt cancellation contracts through its

wholly-owned subsidiary, Mid Am Credit Corp., Columbus, OH.
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

533227 Metamora State Bank 12/15/97 3/23/97 Satisfactory Small Bank

120 East Main Street

Metamora, OH 43540

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

Citizens Deposit Bank & Trust P.O. Box 9, 400 Second Street, Vanceburg, KY 41179-0009

Enterprise Bank 6150 Enterprise Parkway, Solon, OH 44139

Farmers Bank & Savings Company P.O. Box 626, 211 W. 2nd Street, Pomeroy, OH 45769-1037

Heartland Bank P.O. Box 7, 12 N. Main Street, Croton, OH 43013-0007

The Citizens Banking Company P.O. Box 247, 10 E. Main Street, Salineville, OH 43945-0247

The St. Henry Bank P.O. Box 330, 231 E. Main Street, St. Henry, OH 45883

Towne Bank 610 East South Boundary, Perrysburg, OH 43551
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week of March 28, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

18(c) FCNB Bank, Frederick, Maryland, to acquire three branch 4/18/98

offices of Farmers Bank of Maryland, Annapolis, Maryland,

and four branch offices of First Virginia Bank-Maryland,

Upper Marlboro, Maryland.*

18(c) Union Bank and Trust Company, Bowling Green, Virginia, 4/18/98

to establish a branch at 2811 Fall Hill Avenue, Fredericksburg,

Virginia.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(1) Cardinal Financial Corporation, Fairfax, Virginia, to become 4/23/98

a bank holding company through the acquisition of 100% of

the voting shares of Cardinal Bank, N.A., Fairfax, Virginia

(in organization).*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

1995.

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

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

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

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

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

144829 First Virginia Bank-Piedmont 10/6/97 3/25/98 Satisfactory Large Bank

7901 Timberlake Road

Lynchburg, Virginia 24502

1190074 Virginia Commerce Bank 1/12/98 3/27/98 Satisfactory Small Bank

5350 Lee Highway

Arlington, Virginia 22207

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Colonial Bank, Montgomery, Alabama, to establish a branch located 4/18/98

at 7401 Highway 43, Florence, Alabama.*

Branch Republic Security Bank, West Palm Beach, Florida, to establish a 3/03/98

branch located at 8411 Pines Boulevard, Pembroke Pines, Florida.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(5) Alabama National BanCorporation, Birmingham, Alabama, to merge Fed Reg - 4/20/98

with Public Bank Corporation, and thereby directly acquire Public

Bank, both of St. Cloud, Florida.*

3(a)(1) Southern Heritage Bancorp, Inc., Oakwood, Georgia, to become a N/Avail

bank holding company by acquiring Southern Heritage Bank,

Oakwood, Georgia.*

3(a)(1) Unity Holdings, Inc., to become a bank holding company by Fed Reg - 4/25/98

acquiring Unity National Bank, both of Cartersville, Georgia.*

3(a)(3) Employee Stock Ownership Trust of Peoples Bank and Trust Co. Of Fed Reg - 4/24/98

Pickett County, Byrdstown, Tennessee, to acquire 40 percent of

Upper Cumberland Bancshares, Inc., Byrdstown, Tennessee.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

642437 Bank of Forest 12/15/97 3/25/98 Satisfactory Small Bank

Post Office Box 60

Forest, Mississippi 39074

(601) 469-3663

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Fifth Third Bank of Central Indiana Newspaper - 4/15/98

Indianapolis, Indiana

 5025 W. 71st Street

 Indianapolis, Indiana

 905 N. Green Street

 Brownsburg, Indiana

Newspaper- Newspaper Comment Period Ending Date

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

Type Application comment period

Ending date of 

CIC Shields Agency, Inc. Fed Reg - 3/17/98

Rowley, Iowa Newspaper - 3/25/98

 By Gregory D. Shields

3(a)(1) First Neighborhood Bancshares, Inc. Fed Reg - 4/6/98

 Employee Stock Ownership Plan* Newspaper - 4/13/98

Toledo, Illinois

 First Neighborhood Bancshares, Inc.

 Toledo, Illinois

 First State Bank of Newman

 Newman, Illinois

 First National Bank of Toledo

 Toledo, Illinois

 Greenup National Corporation

 Greenup, Illinois

 Greenup National Bank 

 Greenup, Illinois

3(a)(3) Capitol Bancorp, Ltd.* Fed Reg - 4/16/98

Lansing, Michigan Newspaper - 4/6/98

 Southern Arizona Community Bank (in organization)

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

Type Application comment period

Ending date of 

3(a)(3) Sun Community Bancorp Limited* Fed Reg - 4/16/98

Phoenix, Arizona Newspaper - 4/6/98

 Southern Arizona Community Bank (in organization)

 Tucson, Arizona

3(a)(3) Capitol Bancorp, Ltd* Fed Reg - 4/16/98

Lansing, Michigan Newspaper - 4/6/98

 Biltmore Community Bank (in organization)

 Phoenix, Arizona

3(a)(3) Sun Community Bancorp Limited* Fed Reg - 4/16/98

Phoenix, Arizona Newspaper - 4/6/98

 Biltmore Community Bank (in organization)

 Phoenix, Arizona

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

*Subject to the provisions of the Community Reinvestment Act

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

927947 M&I Lake Country Bank 12/11/97 3/24/98 Satisfactory Large Bank

112 E. Capitol Drive

Hartland, Wisconsin 53029

 

40042 M&I Northern Bank 12/1/97 3/26/98 Satisfactory Large Bank

3155 N. 124th Street

Brookfield, Wisconsin 53005

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(5) Notice by CNB Bancshares, Inc., Evansville, Indiana, to merge Fed Reg - 4/25/98

with National Bancorp, Tell City, Indiana.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Notice by Bainum Bancorp, Glenwood, Arkansas, to continue to Fed Reg - 4/16/98

engage, directly, in lending activities, pursuant to Section

225.28(b)(1) of Regulation Y.

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and Notifications Filed During the Week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch American Bank of Montana, Bozeman, Montana, to establish a 4/15/98

branch in Bozeman, Montana.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application period

Ending date of comment

CIC Donald O. Gilmer Revocable Trust to acquire control of 50.5% of Fed Reg - 4/13/98

the voting shares of Delano State Agency, Inc., Delano,

Minnesota.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

None
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

354253 The Onida Bank 12/15/97 3/23/98 Satisfactory Small Bank

Onida, South Dakota

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch WestStar Bank, Vail, Colorado, for prior approval to establish Newspaper - N/Avail

branch facilities at 40 Sunset Drive #10A, Basalt, Colorado, and

205 Independence, Cedaredge, Colorado.

Branch Citizens Bank, Westminster, Colorado, to establish a branch Newspaper - 04/16/98

facility at 7180 West 103rd Street, Westminster, Colorado.

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

Type Application comment period

Ending date of 

3(a)(3) Hall Properties, LP, Perry, Oklahoma, for prior approval to Newspaper - 04/20/98

acquire 13.40 percent for a total of 40 percent, of the voting Fed Reg - 04/14/98

shares of Perry Bancshares, Inc., Perry, Oklahoma; and thereby

indirectly acquire Exchange Bank & Trust Company, Perry,

Oklahoma.

CIC The Korell Family Limited Partnership, McCook, Nebraska, for Newspaper - 04/21/98

prior approval to acquire voting shares of AmFirst Financial Fed Reg - N/Avail

Services, Hayes Center, Nebraska; and thereby indirectly acquire

State Bank, Benkleman, Nebraska, and AmFirst Bank, N.A.,

McCook, Nebraska.

CIC Charles R. Hall, Perry, Oklahoma, for prior approval to acquire Newspaper - N/Avail

voting shares of Perry Bancshares, Perry, Oklahoma; and thereby Fed Reg - 04/14/98

indirectly acquire Exchange Bank & Trust Company, Perry,

Oklahoma.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

Membership Bank of Inola, Inola, Oklahoma, for membership in the Federal

Reserve System.

Membership Kearney Commercial Bank, Kearney, Missouri, for membership in the

Federal Reserve System.

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

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998 

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) LCNB Bancorporation, Inc., Houston, TX, to acquire LCNB Newspaper - 4/26/98

Bancorporation of Delaware, Inc., Wilmington, DE, and Langham

Creek National Bank, Houston, TX*

3(a)(1) LCNB Bancorporation of Delaware, Inc., Wilmington, DE, to Newspaper - 4/26/98

acquire Langham Creek National Bank, Houston, TX

CIC Thomas Peters, et al, Walnut Strings, TX, to acquire an interest in Newspaper - N/Avail

Southwestern Bancshares, Inc., Glen Rose, TX

*Subject to the provisions of the Community Reinvestment Act.

Newspaper - Comment period ending date is the date specified in the newspaper only.

N/Avail - Not available at this time.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

24A Notice by Wellington State Bank, Wellington, TX, to increase its

investment in bank premises.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and Notifications Filed During the Week of March 28, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application period

Ending date of comment

CIC Learner Family 1998 Trust, Walnut Creek, California, to acquire Newspaper - N/Avail

all of the outstanding shares of Learner Financial Corporation, Fed Reg - 4/14/98

Walnut Creek, California.*

3(a)(1) Home Valley Bancorp, Cave Junction, Oregon, to become a bank Newspaper - 4/13/98

holding company by acquiring Home Valley Bank, Cave Junction, Fed Reg - 4/13/98

Oregon.*

*Subject to the provisions of the Community Reinvestment Act 

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

None
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

None

Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

None