Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 2

Week Ending January 9, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions January 3, 1999 to January 9, 1999

Advisory Councils

Consumer Advisory Council -- appointment of ten new members and designation of 

Yvonne S. Sparks as Chair and Dwight Golann as Vice Chair for 1999.

- Approved, December 21, 1998 (AC)

(AC) = Addition or Correction Board - Page 1 of 1
January 3, 1999 to January 9, 1999

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

AmSouth Bank, Birmingham, Alabama -- to establish branches at 5830 Red Bug 

Lake Road, Winter Springs, Florida, and 950 South Apollo Boulevard, Melbourne, 

Florida.

- Approved, January 4, 1999 

Secretary

Colonial Bank, Montgomery, Alabama -- to establish a branch at 2055 Cherokee 

Road, Alexander City, Alabama.

- Approved, January 6, 1999 

Atlanta

Colonial Bank, Montgomery, Alabama -- to establish a branch at 3625 West Russell 

Road, Las Vegas, Nevada.

- Approved, January 8, 1999 

Atlanta

Crestar Bank, Richmond, Virginia -- to establish a branch in the Hannaford grocery 

store at 1356 Gaskins Road.

- Approved, January 7, 1999 

Richmond

First Southern Bank, Boca Raton, Florida -- to establish a branch at 401 North Lake 

Boulevard, North Palm Beach, Florida.

- Approved, January 6, 1999 

Atlanta

Johnson Bank, Racine, Wisconsin -- to establish a branch at 1801 Airport Road, 

Suite C2, Waukesha, Wisconsin.

- Returned, January 7, 1999 

Chicago

Metro Commerce Bank, San Rafael, California -- to establish a branch at 1371 

Redwood Way, Petaluma, California.

- Withdrawn, December 28, 1998 (AC)

San Francisco

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority January 3, 1999 to January 9, 1999

Bank Holding Companies

Bryn Mawr Bank Corporation, Bryn Mawr, Pennsylvania -- to engage in investment 

advisory activities through the acquisition of CDC Capital Management, Inc.

- Approved, January 5, 1999 

Philadelphia

Cardinal Bancorp, Inc., Everett, Pennsylvania -- transfer agent registration.

- Withdrawn, January 7, 1999 

Director, BS&R

Cardinal Financial Corporation, Fairfax, Virginia -- to establish Cardinal Wealth 

Services, Inc., and engage in nonbanking activities.

- Approved, January 8, 1999 

Richmond

Community First Bancshares, Inc., Harrison, Arkansas -- to acquire Community First 

Bank.

- Approved, January 7, 1999 

St. Louis

First Maryland Bancorp, Baltimore, Maryland -- request that the Board waive its 

requirement to conduct an annual inspection of First Maryland Bancorp's section 20 

securities subsidiary.

- Granted, January 4, 1999 

Director, BS&R

Firstbank of Illinois Company, Springfield, Illinois -- transfer agent registration.

- Withdrawn, January 7, 1999 

Director, BS&R

Marlborough Bancorp, Marlborough, Massachusetts -- to become a mutual bank 

holding company through the reorganization of Marlborough Co-operative Bank.

- Approved, January 7, 1999 

Boston

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority January 3, 1999 to January 9, 1999

Bank Holding Companies

Osceola Bancorporation, Inc., Osceola, Wisconsin -- to acquire Chisago 

Bancorporation, Inc., Chisago City, Minnesota, and Chisago State Bank.

- Approved, January 6, 1999 

Minneapolis

State National Bancshares, Inc., Lubbock, Texas -- to acquire UB&T Holding 

Company, Abilene, Texas, and United Bank and Trust.

- Approved, January 7, 1999 

Dallas

Superior Financial Holding Corporation, Minneapolis, Minnesota -- to acquire 

Commercial State Bancorporation, Two Harbors, Minnesota, and engage in lending 

activities and general insurance agency activities in a town with a population less 

than 5000 through the acquisition of Commercial State Insurance Agency, Inc.

- Approved, January 5, 1999 

Minneapolis

Wells Fargo & Company, San Francisco, California -- to acquire Century Business 

Credit Corporation, New York, New York, and engage in nonbanking activities.

- Approved, January 8, 1999 

San Francisco

Bank Mergers

First State Bank, Brunsville, Iowa -- to merge with Farmers State Bank, Merrill, 

Iowa, and establish branches at 201 N. Main Street and 225 N. Floyd Avenue, 

Hinton, Iowa.

- Approved, January 8, 1999 

Chicago

People First Bank, Hennessey, Oklahoma -- to merge with First State Bank, Hobart, 

Oklahoma, and establish an additional branch.

- Approved, January 4, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority January 3, 1999 to January 9, 1999

Change In Bank Control

First National Bancshares of Eunice, Inc., Eunice, Louisiana -- change in bank 

control.

- Permitted, January 7, 1999 

Atlanta

Greene County Bancshares, Inc., Greeneville, Tennessee -- change in bank control.

- Permitted, January 8, 1999 

Atlanta

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

- Returned, January 5, 1999 

Atlanta

San Francisco Company, San Francisco, California -- change in bank control.

- Permitted, January 4, 1999 

San Francisco

Security Bancshares, Inc., Dunseith, North Dakota -- change in bank control.

- Permitted, January 6, 1999 

Minneapolis

Competitive Factors Reports

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

proposed merger with Austin Bank, Rusk, Texas.

- Submitted, January 7, 1999 

Dallas

BancorpSouth Bank, Tupelo, Mississippi -- report on competitive factors of the 

proposed merger with The Home Bank, Guntersville, Alabama.

- Submitted, January 5, 1999 

St. Louis

Bank of America, National Association, Phoenix, Arizona -- report on competitive 

factors of the proposed merger with NationsBank of Delaware, National 

Association, Dover, Delaware.

- Submitted, January 5, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority January 3, 1999 to January 9, 1999

Competitive Factors Reports

Bank of America, National Trust and Savings Association, San Francisco, 

California -- report on competitive factors of the proposed merger with 

NationsBank, National Association, Charlotte, North Carolina.

- Submitted, January 5, 1999 

Richmond

First National Bank, Cleburne, Texas -- report on competitive factors of the 

proposed merger with Cleburne State Bank.

- Submitted, January 6, 1999 

Dallas

Mercantile Trust Company National Association, St. Louis, Missouri -- report on 

competitive factors of the proposed merger with Pennyrile Citizens Bank and Trust 

Company, Hopkinsville, Kentucky.

- Submitted, January 8, 1999 

Secretary

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

proposed merger with Greenville National Bank, Greenville, South Carolina.

- Submitted, January 6, 1999 

Atlanta

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

proposed merger with Valdosta Bank and Trust, Valdosta, Georgia.

- Submitted, January 6, 1999 

Atlanta

Richmond County Financial Corp., Staten Island, New York -- report on competitive 

factors of the proposed acquisition of Bayonne Bancshares, Inc., Bayonne, New 

Jersey, and First Savings Bank of New Jersey.

- Submitted, January 7, 1999 

New York

State Bank of Orion, Orion, Illinois -- report on competitive factors of the proposed 

purchase of the Cambridge, Illinois, branch of First Bank, Creve Coeur, Missouri.

- Submitted, January 8, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority January 3, 1999 to January 9, 1999

Competitive Factors Reports

U.S. Bank, N.A., Minneapolis, Minnesota -- report on competitive factors of the 

proposed merger with Zapp National Bank of St. Cloud, St. Cloud, Minnesota; The 

First National Bank of Little Falls, Little Falls, Minnesota; and Melrose State Bank, 

Melrose, Minnesota.

- Submitted, January 5, 1999 

Minneapolis

Extensions Of Time

Bank of the Ozarks, Inc., Little Rock, Arkansas -- extension to February 26, 1999, 

to acquire John R. Taylor Financial Group, Inc., Fort Smith, Arkansas, and engage in 

certain nonbanking activities.

- Granted, January 6, 1999 

St. Louis

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

acquire The Bank of Mason, Mason, Tennessee.

- Granted, January 6, 1999 

Atlanta

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

acquire Legacy Bank.

- Granted, January 5, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 6
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banco de la Ciudad de Buenos Aires, Buenos Aires, Argentina,

to establish a representative office in New York, New York.

Newspaper – N/Avail

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

representative office in New York, New York.

Newspaper – N/Avail

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

branch in New York, New York.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(1) Grand Bancorp, Inc., Kingston, New Jersey, to become a bank

holding company with respect to Grand Bank, N.A., Kingston,

New Jersey.*

Newspaper – 01/24/1999

Fed Reg – 01/29/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Twin River Community Bank, Easton, PA to establish two

branch offices: 3815 Linden Street, Bethlehem, PA and 2400

Schoenersville Rd, Bethlehem, PA, pursuant to Section 9 of the

Federal Reserve Act.

 01/28/1999

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Received application from LCNB Corp., Lebanon, OH on

01/08/1999 to acquire Lebanon Citizens National Bank,

Lebanon, OH.*

N/Avail -

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) First Virginia Bank-Southwest, Roanoke, Virginia, to merge

with First Virginia Bank-Piedmont, Lynchburg, Virginia; First

Virginia Bank – Franklin County, Rocky Mount, Virginia; and

First Virginia Bank-Clinch Valley, Tazewell, Virginia.*

Newspaper – 02/08/1999

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

679826 The Middleburg Bank

111 W. Washington Street

Middleburg, Virginia 20118

10/26/1998 01/01/1999 S X

99228 King George State Bank

10045 Kings Highway

King George, Virginia 22485

11/02/1998 01/02/1999 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Capital City Bank, Tallahassee, Florida, to establish a branch

located at 1456 Capital Circle, North West, Tallahassee, Florida.

 01/13/1999*

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at

the Roswell Village Publix 665 Holcomb Bridge Road, Roswell,

Georgia.

 01/13/1999*

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2616076 Riverside Bank of the Gulf Coast

521 Del Prado Boulevard

Cape Coral, FL 33990

 09/14/1998 12/30/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Oakfield

Oakfield, Wisconsin

 128 Main Street

 Oakfield, Wisconsin

Newspaper – 1/4/1999

18(c) &

 Branch

Baylake Bank

Sturgeon Bay, Wisconsin

 Baylake Bank, National Association

 (formerly Evergreen Bank, N.A.)

 Poy Sippi, Wisconsin

 and thereby establish four branch offices

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(1) Fox River Valley Bancorp, Inc.*

Appleton, Wisconsin

 First Business Bank of the Fox River Valley (in organization)

 Appleton, Wisconsin

Fed Reg – 1/28/1999

Newspaper – 1/20/1999

3(a)(1) Greenville Community Financial Corporation*

Greenville, Michigan

 Greenville Community Bank (in organization)

 Greenville, Michigan

Fed Reg – 1/22/1999

Newspaper – 1/20/1999

3(a)(3) First Business Bancshares, Inc*

Madison, Wisconsin

 Fox River Valley Bancorp, Inc.

 Appleton, Wisconsin

 First Business Bank of the Fox River Valley (in organization)

 Appleton, Wisconsin

Fed Reg – 1/28/1999

Newspaper – 1/20/1999

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

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2648 Firstar Bank – Illinois

30 N. Michigan Avenue

Chicago, Illinois 60602

(312) 641-1000

9/25/1998 1/8/1999 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Section 5(b) of the

Bank Service

Corporation Act

Companion notices by American National Bank and Trust

Company of Shawnee, Shawnee, Oklahoma, Oklahoma National

Bank of Duncan, Duncan, Oklahoma, and United Bank,

Oklahoma City, Oklahoma (all subsidiaries of Arvest Bank

Group, Inc., Bentonville, Arkansas), to invest in Security

BankCard Center, Inc., Norman, Oklahoma, a bank service

corporation, and thereby participate in its credit card program.

SMBOTH Notice by Effingham State Bank, Effingham, Illinois, to make a

dividend payment.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Fred C. Krahmer Irrevocable Trust, Fairmont, Minnesota to

acquire control of Truman Bancshares, Inc., Truman, Minnesota

Fed Reg - 01/25/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Johnson Holdings, Inc., East Central Holding Co., and Isanti

Agency, Inc., all of Isanti, Minnesota, to engage de novo in

securities brokerage activities through Isanti Agency, Inc.

Fed Reg – 01/25/1999

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Chelsea Bancshares, Inc., Chelsea, Oklahoma, to become a bank

holding company through the acquisition of 100 percent of the

voting shares of Bank of Chelsea, Chelsea, Oklahoma.

Newspaper – N/Avail

Fed Reg – 02/04/1999

3(a)(3) J.R. Montgomery Bancorporation, Lawton, Oklahoma, to

acquire an additional 1.0 percent, for a pro forma total of 38.3

percent, of the voting shares of Fort Sill National Bank, Fort

Sill, Oklahoma.

Newspaper – 01/22/1999

Fed Reg – 02/05/1999

CIC James S. Wake and Thomas S. Wake, III, both of Seward,

Nebraska, to acquire voting shares of Jones National

Corporation, Seward, Nebraska; and thereby indirectly acquire

Jones National Bank and Trust Company of Seward, Seward,

Nebraska.

Newspaper – N/Avail

Fed Reg – 12/28/1998

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

502550 Gunnison Bank & Trust Company

232 W. Tomichi Avenue

Gunnison, Colorado 81230-2724

10/12/1998 01/05/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3)

3(a)(3)

CIC

3(a)(1)

Central Bancshares, Inc., Houston, TX, to acquire

Caldwell Bancshares, Inc., Caldwell, TX,

Caldwell Bancshares of Delaware, Inc., Wilmington, DE, and

Caldwell National Bank, Caldwell, TX*

State National Bancshares, Inc., Lubbock, TX, to acquire

Valley Bancorporation, Inc., El Paso, TX, and

Montwood National Bank, El Paso, TX*

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

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

(Previously reported the week ending December 19, 1998)

Capital Bancorp, Inc., Delhi, LA, to acquire

Commercial Capital Bank, Delhi, LA (de novo)*

(Previously reported the week ending January 2, 1999)

Fed Reg – 02/04/1999

Newspaper – N/Avail

Fed Reg – 02/04/1999

Newspaper – N/Avail

Fed Reg – 01/07/1999

Newspaper – 01/12/1999

Fed Reg – 01/29/1999

Newspaper – 01/26/1999

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

Type Application

Ending date of

comment period

4(c)(8) South Plains Financial, Inc., Lubbock, TX, and

South Plains Delaware Financial Corporation, Dover, DE, to

acquire ARC Check Cashing, Inc., Lubbock, TX, and thereby

engage in check cashing services, wire transmission services,

bill payment services, issuing and selling consumer payment

instruments, credit and credit related activities,

government services distribution and incidental activities

(Previously reported the week ending January 2, 1999)

Fed Reg – 01/22/1999

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

495857 Memphis State Bank

P.O. Drawer 10

Memphis, TX 79245

09/02/1998 01/09/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, January 9, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Metro Commerce Bank, San Rafael, California, to establish a

branch office at 1371 Redwood Way, Petaluma, California. *

Newspaper – 12/21/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Monument Bancshares, Inc., Poland, Ohio, to become a bank

holding company by acquiring Monument National Bank,

Ridgecrest, California. *

Newspaper – N/Avail

Fed Reg – 01/25/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

208.22(d) of

Regulation H

Eldorado Bank, Laguna Hills, California, to: 1) make an equity

investment of $8,500; and 2) make a contribution to the loan

pool of $85,000, in Bankers’ Small Business Community

Development Corporation of Orange County, Orange,

California.

S/R Westamerica Bank, San Rafael, California, to pay a dividend of

$35 million to its parent, Westamerica Bancorporation, San

Rafael, California.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

785062 Santa Barbara Bank & Trust

1021 Anacapa Street

P.O. Drawer JJ

Santa Barbara, CA 93101-2036

(805) 564-6300

08/17/1998 01/05/1999 S X

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.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None