Federal Reserve Bank of Richmond

i .

First Virginia Bank - Commonwealth,
Grafton, Virginia, to establish a

branch in the Wal-Mart SuperCenter
at 12401 Jefferson Avenue, Newport

News, Virginia.* 7-11-97
ti = i
New: rc F 1
licati n Ei
None.
L = i ij 1 i
Application Comment Period Ending Date
None.
Section IV - Application Not Subject to
jeral . Tot N .
Application

Patapsco Valley Bancshares, Inc.,
Ellicott City, Maryland, to acquire
Central Maryland Services Corp-ration,
Ellicott City, Maryland, and engage in
data processing activities.

Independent Community Bankshares, Inc.,
Middleburg, Virginia, to acquire Tredegar
Trust Company, Richmond, Virginia, and
engage in trust activities.

*Application is subject to CRA requirements.



APPLICATION COMMENT PERIOD ENDING DATE
None.
TI -
OR NEWSPAPER NOTICE
APPLICATION
None.

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS
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.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Newspaper Notice Only

Comment Period

Application Ending Date
New North Shore Bank, Duluth, Minnesota for prior approval Not yet available

to merge with North Shore Bank of Commerce, Duluth, Minnesota
and incident thereto, to establish branches in the Minnesota
communities of Duluth and Hermantown. *

New North Shore Bank, Duluth, Minnesota, for prior approval to Not yet available
become a member of the Federal Reserve System.

The Peninsula Bank, Ishpeming, Michigan to establish a branch June 30, 1997
in Negaunee, Michigan. *

* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both
Newspaper and Federal Register Notice

Comment Period

Ending Date
First Bank System, Inc., Minneapolis, Minnesota July 3, 1997
for prior approval to acquire 100% of the voting shares (Federal Register)
of the First Bank National Association ND, Fargo, North
Dakota, a de novo bank. *
AMFED Financial, Inc., Minneapolis, Minnesota for prior July 14, 1997
approval to become a bank holding company upon conversion (Federal Register)
of its wholly-owned federal savings bank subsidiary to
a national bank to be named Norwest Bank Nevada, N.A.,
Las Vegas, Nevada. *
Norwest Corporation, Minneapolis, Minnesota for prior approval July 14, 1997
to continue to own AMFED Financial, Inc., Minneapolis, Minnesota (Federal Register)

("AMFED") upon conversion of AMFED's wholly-owned federal savings bank
subsidiary to a national bank, to be named Norwest Bank Nevada,
N.A., Las Vegas, Nevada. *

Norwest Corporation, Minneapolis, Minnesota for prior approval to July 3, 1997
acquire 100% of the voting shares of the Woodhaven National Bank, (Newspaper)
Fort Worth, Texas. *

Norwest Corporation, Minneapolis, Minnesota for prior approval to July 3, 1997
acquire 100% of the voting shares of the Myers Bancshares, Inc., (Newspaper)

Dallas, Texas. *

* Subject to CRA



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 6/13/97

es ; ' Jotice 0

Application Peri ing D;
Bank of Utah, Ogden, Utah, to establish a branch Newspaper: 6/13/97

office at 717 West 1981 North, Layton, Utah. *

. . we . h

Ee ee Rent Nees Federal Register Noti
Neighborhood Bancorp, San Diego, California, to Newspaper: 6/16/97
become a bank holding company by acquiring
Neighborhood National Bank (In Organization), Fed. Reg.: 6/23/97
San Diego, California. *
Randall M. Proctor, Sandy, Oregon, to increase Newspaper: Not available
his ownership up to 24.0 percent of CCB Financial
Corporation, Sandy, Oregon. * Fed. Reg.: 6/23/97

i = icati i | Regi

None

- i i

or Newspaper Notice (Cont'd.)

None

* Subject to CRA.



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

Ending Date
SECTIONT

Applications Subject to Newspaper
__ Notice Only

None.

SECTION II

Applications Subject to Both
Newspaper and Federal Register Notice

Application by NSS Bancorp, Inc., Norwalk, Connecticut,

a proposed bank holding company, to acquire 100 percent

of the shares of common stock of Norwalk Savings Society,

Norwalk, Connecticut. 1/ 7/10/97 3/

SECTION III

Nonbanking Applications
(subject to Federal Register Notice Only )

Anteilsverwaltung-Zentralsparkasse and Bank Austria Aktiengesellschaft,

both of Vienna, Austria, to retain certain nonbanking subsidiaries of
Creditanstalt-Bankverein, Vienna, Austria in connection with Notificant's
acquisition of a 69.45 percent voting interest in Creditanstalt, and thereby

engage indirectly in nonbanking activities. N/A

SECTION IV

Applications Not Involving
Public Comment

None.



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

First National Bancorp
of River Falls, Inc.,
River Falls, WI

First National
Bancshares of Gallatin,
Inc.,

Gallatin, MO

First State Bancshares of
Blakely, Inc.,
Blakely, GA

First United Bancshares,
Inc.,
El Dorado, AR

Firstbank Corporation,
Alma, MI

Florida Bancshares, Inc.,
Dade City, FL

Fulton Financial
Corporation,
Lancaster, PA

Gideon Bancshares
Company,
Dexter, MO

Gold Banc Corporation,
Inc.,
Prairie Village, KS

Greer, Elmo,
East Bernstadt, KY

The First National Bank of
River Falls,
River Falls, WI

Interim First National Bank
of Gallatin,

Gallatin, MO,

First National Bank of
Gallatin,

Gallatin, MO

First State Bank of
Donalsonville,
Donalsonville, GA

Fredonia Bancshares, Inc.,
Nacogdoches, TX, and
Fredonia State Bank,
Nacogdoches, TX

Lakeview Financial
Corporation,
Lakeview, MI, and
Bank of Lakeview,
Lakeview, MI

First National Bank of
Pasco,
Dade City, FL

The Peoples Bank of
Elkton,
Elkton, MD

First Midwest Bank of
Chaffee,
Chaffee, MO

Peoples Bancshares, Inc.,
Clay Center, KS, and
Peoples National Bank of
Clay Center, Clay Center,
KS

Cumberland Valley
Financial Company,
London, KY

3

CIBC

Minneapolis

Kansas City

Atlanta

St. Louis

Chicago

Atlanta

Philadelphia

St. Louis

Kansas City

Cleveland

June 26, 1997

June 27, 1997

June 20, 1997

June 30, 1997

June 9, 1997

April 21, 1997

June 23, 1997

June 20, 1997

June 13, 1997

May 23, 1997


Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Fields, Alvin L., Honey Quadco Bancshares, Inc., CIBC Dallas June 18, 1997
Grove, TX, and Ladonia, TX, and
Wilburn, Ronald L., San Farmers and Merchants
Antonio, TX State Bank,

Ladonia, TX
Fifth Third Bancorp, Suburban Bancorporation, 4 Cleveland May 27, 1997
Cincinnati, OH Inc.,

Cincinnati, OH,

Suburban Federal Savings

Bank,

Cincinnati, OH
First Bank System, Inc. US. Bancorp; U.S. Nat'l 3 and 4 Minneapolis May 16, 1997
qd), Bank of Oregon, Portland,
Minneapolis, MN OR; U.S. Bank of
CONTINUED Washington, N.A., Seattle,

WA; U.S. Bank of Nevada,

Reno, NV; U.S. Bank ot

Utah, Salt Lake City, UT;

U.S. Bank of Idaho, Boise,

ID; U.S. Bank of California,

Sacremento, CA;

CONTINUED
First Bank System, Inc. First State Bank of Oregon, 3 and 4 Minneapolis May 16, 1997
(2), Canby, OR; Sun Capital
Minneapolis, MN Bank, St. George, UT; and
CONTINUED Business & Professional

Bank, Woodland, CA; West

One Trust Co., Salt Lake

City, UT; LNB Corp.,

Alameda, CA; and U.S.

Bank Trust Co., Portland,

OR, CONTINUED
First Bank System, Inc. personal and institutional 3 and4 Minneapolis May 16, 1997

@),
Minneapolis, MN
CONTINUED

trust & fiduciary activities
(b)(3); U.S. Bancorp
Insurance Agency, Inc.,
Portland, OR, insurance
agency activities (b)(8)(i)
and (vii); U.S. Trade
Services, Inc., Portland,
OR, letter of credit
activities, (b)(1){iv);
CONTINUED



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

Meade Bancorp, Inc., Bedford Loan & Deposit 3 St. Louis June 20, 1997
Brandenburg, KY Bancorp, Inc.,

Bedford, KY, and

Bedford Loan & Deposit

Bank,
Bedford, KY
Midwest Midwest Bancshares, Inc., 3 St. Louis June 16, 1997
Bancorporation, Inc.; Poplar Bluff, MO, and
Midwest Bancshares, First Midwest Bank of
Inc., and Affiliated Dexter, Dexter, MO; First
Employee Midwest Bank of Piedmont,
Stock Ownership Plan, Piedmont, MO; and Carter
all of Poplar Bluff, MO County State Bank, Van
Buren, MO
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
Moody Bancshares, The Moody National Bank 3 Dallas June 27, 1997
Inc., Galveston, TX, and of Galveston,
Moody Bank Holding Galveston, TX
Company, Reno, NV
Morris Mayer Madison Bancshares, Inc., CIBC Kansas City April 7, 1997
Testamentary Trust, Madison, NE,
Walkenhorst, Dale as Bank of Madison,
Trustee, Madison, NE
Madison, NE
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
MSB Mutual Holding Manasquan Savings Bank, 3 New York June 27, 1997
Company, and MSB Wall Township, NJ
Financial
Corp., both of Wall
Township, NJ
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



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
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
PN Holdings, Inc., Pelican National Bank, 3 and 4 Atlanta April 21, 1997
Ann Arbor, MI Naples, FL (in

organization),

Washtenaw Mortgage

Company,

Ann Arbor, MI, lending

(by)
Provident Bankshares First Citizens Financial 4 Richmond June 30, 1997
Corporation, Corp., Gaithersburg, MD,
Baltimore, MD and Citizens

Savings Bank, F.S.B.,

Gaithersburg, MD,

operating a saving

association (b)(4)(ii);

originating & selling

residential mortgage loans

(b)(1); and selling mortgage

life insurance (b)(11)(i)
Randall M. Proctor, CCB Financial Corporation, | CIBC San Francisco June 23, 1997
Sandy, OR Sandy, OR, and Clackamas

County Bank, Sandy, OR
Reich Family Limited Blue Ridge Bancshares, CIBC Kansas City May 27, 1997
Partnership, Kansas City,  Inc., Kansas City, MO, and
MO, and general Blue Ridge Bank and Trust
partners Carolyn Reich Co., Kansas City, MO
Weir, Independence,
MO, and Nancy Reich
Esry, Sarasota, FL
Republic Bancshares, F.F.O. Financial Group, 4 Atlanta May 23, 1997
Inc., Inc.,
St. Petersburg, FL St. Cloud, FL, and First

he Federal Savings and Loan

Association of Ocelola

County, Kissimmee, FL,

operating a savings

association (b)(4)(ii)
Rossenberg, Clifford R., Security First Bank, CIBC San Francisco May 27, 1997
Sunset Beach, CA Fullerton, CA



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

CoVest Bancshares,
Tnc.,
Des Plaines, IL

Cox, Walter L., Sr.,
Naples, TX

Deer, Charlie,
Monroeville, AL

Deutsche Bank, AG
(Main)

Federal Republic of
Germany

Dresdner Bank
AG,Frankfurt,
Germany, and Dresdner
Kleinwort Benson,
New York, NY

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

Edgar County Banc
Shares, Inc.,
Paris, IL

CoVest Banc, N.A.
(formerly known as First
Federal Bank for Savings),
Des Plaines, IL

Morris County Bankshares,
Incorporated,

Naples, TX;

Morris County National
Bank,

Naples, TX

First Citizens Bancorp, Inc.,
Monroeville, AL

First Citizens Bank of
Monroe County,
Monroeville, AL.

Ganis Credit Corporation,
Newport Beach, CA,

lending (b)(1)

extending credit &
servicing loans (b)(1),
leasing personal/real
property (b)(3), trust
company functions (b)(5),
financial/investment advisor
(b)(6); agency transactional
services for customer
investment (b)(8); &
management consulting &
conseling (b)(9)

American National
Financial Corporation,
Panama City, FL and
First National Bank
Northwest Florida,
Panama City, FL

Kansas Banc Corporation,
Kansas, IL, and Kansas
State Bank, Kansas, IL, and
Edgar County Bank & Trust
Co., Paris, IL

3

CIBC

CIBC

Chicago

Dallas

Atlanta

New York

New York

Atlanta

Chicago

July 3, 1997

April 30, 1997

May 27, 1997

May 12, 1997

June 17, 1997

June 27, 1997

June 30, 1997


Federal Reserve Bank of Atlanta
lications Bulletin for W. nding J 13, 1997

ecti : jlability of CRA 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:

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 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
The Home Bank Satisfactory 03-03-97
Post Office Box 580

Guntersville, Alabama 35976
(205) 582-3252

Monroe County Bank Satisfactory 03-03-97
Post Office Box 806

Monroeville, Alabama 36461

(334) 575-3132



Needs to improve record of meeting community credit needs

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

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

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

CRA Public CRA
Bank/Location RSSD# Exam Date _ Date _ __ Rating —
Farmers State Bank & 504955 3-10-97 6-9-97 Satisfactory
Trust Co.
P.O. Box 737
Lexington, NE 68850-0737
Security State Bank of 955959 3-17-97 6-13-97 Satisfactory
Basin
P.O. Box 531
Basin, WY 82410-0531
The Bank of Star Valley 2396604 3-17-97 6-13-97 Outstanding

P.O. Box 8007
Afton, WY 83110

*Application is subject to CRA.



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 Carmudy (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 P: f Chicago
| 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 (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)

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



H.2
JUNE 9, 1997 TO JUNE 13, 1997
PAGE 5

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

BANK MERGERS

San Francisco Eldorado Bank, Irvine, California -- to merge with
Liberty National Bank, Huntington Beach; Commerce
Security Bank, Sacramento, and San Dieguito
National Bank, Encinitas, California.
Approved, June 11, 1997.

A

ee

CHANGE I

ie

SONTROL

Atlanta American Bancorp, Inc., Opelousas, Louisiana --
change in bank control.
Permitted, June 12, 1997.

Cleveland Cumberland Valley Financial Corporation, London,
Kentucky -- change in bank control.
Permitted, June 9, 1997.

Chicago First State Bancorp of Monticello, Inc., Monticello,
Illinois -- change in bank control.
Permitted, June 13, 1997.

St. Louis Fredonia Valley Bancorp, Inc., Fredonia, Kentucky --
change in bank control.
Permitted, June 11, 1997.

Richmond South Branch Valley Bancorp, Inc., Moorefield, West
Virginia -- change in bank control.
Permitted, June 13, 1997.

Dallas South Texas Capital Group, Inc., San Antonio, Texas -
- change in bank control.
Permitted, June 10, 1997.

COMPETITIVE FACTORS REPORTS

Philadelphia Advanta National Bank, Wilmington, Delaware, proposed
merger with Advanta National Bank USA, Wilmington,
Delaware -- report on competitive factors.
Submitted, June 13, 1997.

Atlanta Community Bank, Blountville, Alabama, proposed merger
with Community Bank, Pulaski, Tennessee -- report
on competitive factors.

Submitted, June 11, 1997.



RESERVE BANK APPLICATIONS BULLETIN For week ending June 13, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

Identificati so
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, ina
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.

Name of Bank Bank Address Examination
Date

-_ ==



Federal Reserve Bank of Richmond

. ilabili £ Li luati

Week ending June 13, 1997

finiti £ .

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
Number Name of Bank ——Date___ Rating
353023 Johnsonville State Bank

127 South Georgetown Highway
Johnsonville, South Carolina 29555 3-17-97 Satisfactory.



Type

Merger & Branch

Merger

Merger

Merger & Branch

Branch

Federal Reserve Bank of Chicago

t - Licatic bj. lew:
ice Onl: ,
Comment Period
Application Ending Date
M&I Lake Country Bank NP - **

Hartland, Wisconsin
Oconomowoc, Wisconsin branch office of
M&I Marshall & Isley Bank
Milwaukee, Wisconsin
and to establish a branch at
326 East Wisconsin Avenue
Oconomowoc, Wisconsin

M&I Merchants Bank NP - **
Rhinelander, Wisconsin

Rhinelander, Wisconsin branch office of

M&I Marshall & Ilsley Bank

Milwaukee, Wisconsin

M&i First American Bank NP - **
Wausau, Wisconsin

Wausau, Wisconsin & Rothschild, Wisconsin branch offices of

M&I Marshall & Isley Bank

Milwaukee, Wisconsin

M&I Bank of Racine NP - **
Racine, Wisconsin

Racine, Wisconsin branch office of

M&I Marshall & Isley Bank

Milwaukee, Wisconsin

and to establish branches at

468 College Avenue

Racine, Wisconsin

State Bank NP - 6-14-97
Everly, Iowa

301 North Main Street

Everly, Iowa


Application

None.

al Reserve Bank of Atl
Applications Bulletin for Week Ending June 13, 1997

Section 4 - Applications Not Subject

Federal Register Notice or Newspaper Notice



RESERVE BANK APPLICATIONS BULLETIN ~ For week ending June 13, 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



APPLICATIONS BULLETIN

(For the week ending June 14, 1997)
SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
Received Section 3(a)(1) notice from OSB Bancorp, Inc., * July 9, 1997
Osgood, OH on June 12, 1997, to become a bank holding
company by acquiring The Osgood State Bank, Osgood, OH.
Received notice from Fifth Third Bank of Northern Kentucky, *June 23, 1997
Florence, KY on June 12, 1997, of its intent to establish a
branch at 5018 Kentucky Route 16, Taylor Mill, KY.
SECTION I - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL
REGISTER NOTICE

NONE

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

NONE

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

NONE

* - Subject to CRA

N - Newspaper Comment Period

F - Federal Register Comment Period

# - Expected to End 30 Days from Date of Receipt



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Norwest Corporation, Woodhaven National 3 Minneapolis July 3, 1997
Minneapolis, MN Bank, Fort Worth, TX
Patel, Susma; Patel, First Bankshares, Inc., CIBC Atlanta June 26, 1997
Suketu Madhusudan Longwood, FL, and First
(Suku); Patel, Parimal National Bank of Central
Kantibhai (Perry); Florida, Longwood, FL.
Amin, Bharat Muljibhai,
London, England; and
King, Dennis John
Lloyd, Surrey, England;
collectively, as the Patel
Group
Patel, Susma;Patel First Bankshares, Inc., CIBC Atlanta May 30, 1997
(Suku), Suketu Longwood, FL, and
Madhusudan; Patel First National Bank of
(Perry), Parimal Central Florida, Longwood,
Kantibhai; Amin, Bharat Fl
Muljibhai, London,
England; and King,
Dennis John Lloyd,
Surrey, England;
collectively, as the Patel
Group
PBT Bancshares, Inc., Yoder Bankshares, Inc., 3 Kansas City June 6, 1997
McPherson, KS Yoder, KS, and Farmers

State Bank,

Yoder, KS
Peoples Bank Peoples-Marion Bancorp, 3 St. Louis June 12, 1997
Employee Stock Inc.,
Ownership Trust, Marion, KY
Marion, KY
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


H.2

JUNE 9, 1997 TO JUNE 13, 1997

PAGE 10

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

EXTENSIONS OF TIME

Minneapolis

Minneapolis

MEMBERSHIP

San Francisco

Chicago

Kansas City

RESERVE BANK SERVICES

Director, FRBO

TCF Financial Corporation, Minneapolis, Minnesota -~-
extension to September 21, 1997, to acquire TCF
Colorado Corp., Englewood, Colorado, and TCF
National Bank Colorado.

Granted, June 11, 1997.

Trimont Bancorporation, Inc., Trimont, Minnesota --
extension to September 11, 1997, to acquire
Financial Services of Winger, Winger, Minnesota.

Granted, June 11, 1997.

Eldorado Bank, Irvine, California -- to become a
member of the Federal Reserve System.
Approved, June 11, 1997.

F&M Bank-Brodhead, Brodhead, Wisconsin -- to become a
member of the Federal Reserve System.
Approved, June 10, 1997.

State Bank of Burrton, Burrton, Kansas -- to become a
member of the Federal Reserve System.
Approved, June 12, 1997.

Federal Reserve Bank of Dallas -- to provide net
settlement services to depository institutions that
participate in the Interdistrict Check Exchange and
Settlement Service and that utilize the Clearing
House Association of the Southwest as agent for the
service.

Approved, June 13, 1997.


Federal Reserve Bank of Chicago
Section V - ilability of CRA Public Evaluati

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 June 13, 1997. If you are interested in obtaining a copy of the evaluation document,
please contact the bank(s) directly.

Identification of 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

Isabella Bank and Trust 2/17/97 S
200 East Broadway

Mount Pleasant, Michigan 48858-2314

(517) 772-9471

RSSD# 74140

Eastern Michigan Bank 2/10/97 Oo
65 North Howard

Croswell, Michigan 48422-1222

(810) 679-2500

RSSD# 643340



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Enterbank Holdings, City Bancorp, 3 St. Louis July 14, 1997
Inc., Clayton, MO Springfield, MO, and THE
BANK (a
proposed de novo bank),
Springfield, MO
F & M Bancorporation, Clear Lake Bancorp, Inc., 3 Chicago July 3, 1997
Inc., Kaukauna, WI, Clear Lake, WI, and
and F & M Merger Landmark Bank, Clear
Corporation, Kaukauna, Lake, WI
wl
CORRECTION
Greenblatt, Leon A., III, Home Financial Bancorp, CIBC Chicago July 9, 1997
and Chiplease, Inc., Spencer, IN, and Owen
both of Chicago, IL Community Bank, S.B.,
Spencer, IN
Huntington Bancshares First Michigan 3 and 4 Cleveland July 18, 1997
Incorporated(1), Bancorporation, and
Columbus, OH Superior Financial Corp.,
CONTINUED Holland, MI; FMB-Sault
Bank, Saulte Ste. Marie, MI;
FMB-First Michigan Bank,
Zeeland, MI; FMB-First
Michigan
Bank, Grand Rapids, MI;
FMB-Lumberman's Bank,
Muskegon, MI;
CONTINUED
Huntington Bancshares FMB-Northwestern Bank, 3 and4 Cleveland July 18, 1997

Incorporated(2),
Columbus, OH
CONTINUED

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



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Peoples Community Farmers Bank of Malone, 3 Atlanta July 14, 1997
Bancshares, Inc., Malone, FL
Colquitt,
GA
Pioneer Bancshares, Pioneer Bancshares, Inc., 3 Kansas City July 18, 1997
Inc., ESOP, Ponca City, Ponca City, OK, and Bank
OK & Trust, Ponca City, OK;

Bancshares of Nichols

Hills, Inc., Oklahoma City,

OK; and Bank of Nichols

Hills, Oklahoma City, OK



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, IJ, 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, 10] 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



Type
3(a)(1)

3(a)G)

3(a)(5)

Federal Reserve Bank of Chicago

ecti - icati ject to Both
Register Notice cont’d

Comment Period

Application Endi ti
Edgar County Banc Shares, Inc.* FR - 6-30-97
Paris, Illinois NP - **

Kansas Banc Corporation

Kansas, Illinois

Edgar County Bank and Trust Co.
Paris, Illinos

F&M Bancorporation FR - 7-3-97
Kaukauna, Wisconsin NP - **
Clear Lake Bancorp, Inc.
Clear Lake, Wisconsin
Landmark Bank
Clear Lake, Wisconsin

F&M Merger Corporation FR - 7-3-97
Kaukauna, Wisconsin NP - **
Clear Lake Bancorp, Inc.
Clear Lake, Wisconsin
Landmark Bank
Clear Lake, Wisconsin



H.2
JUNE 9, 1997 TO JUNE 13, 1997
PAGE 7

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

COMPETITIVE FACTORS REPORTS

Secretary First Mountain Bank, Big Bear Lake, California,
Proposed merger with the Big Bear Lake branch of
Bank of America, National Trust and Savings
Association, San Francisco, California -- report on
competitive factors.
Submitted, June 11, 1997.

Minneapolis First National Bank of River Falls, River Falls,
Wisconsin, proposed merger with River Falls Interim
National Bank -- report on competitive factors.
Submitted, June 12, 1997.

St. Louis First National Bank of Russellville, Russellville,
Arkansas, proposed purchase of the assets and
assumption of the liabilities of the Dover and
Russellville, Arkansas, branches of First Bank of
Arkansas, Russellville, -- report on competitive
factors.

Submitted, June 12, 1997.

Philadelphia FNB Bank, National Association, Danville,
Pennsylvania, proposed acquisition of certain
assets and assumption of certain liabilities of two
branches of Mellon Bank, National Association,
Pittsburgh, Pennsylvania -- report on competitive
factors.

Submitted, June 13, 1997.

San Francisco Glendale Federal Bank, Federal Savings Bank,
Glendale, California, proposed merger with Glendale
Interim Federal Savings Bank -- report on
competitive factors.
Submitted, June 9, 1997.

Minneapolis Jackson Federal Savings and Loan Association,
Jackson, Minnesota, proposed merger with Interim
Savings Association -- report on competitive
factors.
Submitted, June 11, 1997.



H.2

JUNE 9, 1997 TO JUNE 13, 1997

PAGE 6

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

COMPETITIVE FACTORS REPORTS

San Francisco

Secretary

San Francisco

Minneapolis

Minneapolis

Secretary

Secretary

Community First Bank, Prineville, Oregon, proposed
merger with Prineville Interim Bank -- report on
competitive factors.

Submitted, June 9, 1997.

Deposit Guaranty National Bank of Louisiana, Hammond,
Louisiana, proposed acquisition of the assets and
assumption of the liabilities of Citizens Savings
Association, Baton Rouge, Louisiana -- report on
competitive factors.

Submitted, June 12, 1997.

Far West Bank, Provo, Utah, proposed acquisition of
the assets and assumption of the liabilities of the
Price, Utah, branch of Wells Fargo Bank, N.A., San
Francisco, California -- report on competitive
factors.

Submitted, June 9, 1997.

First American Bank, National Association,
Breckenridge, Minnesota, proposed merger with First
American Bank, National Association, Wahpeton,
North Dakota -- report on competitive factors.

Submitted, June 10, 1997.

First American Bank, National Association, Moorhead,
Minnesota, proposed merger with First American
Bank, National Association, Lisbon, North Dakota --
report on competitive factors.

Submitted, June 10, 1997.

First American National Bank, Nashville, Tennessee,
proposed acquisition of the assets and assumption
of the liabilities of First American National Bank
of Kentucky, Bowling Green, Kentucky -- report on
competitive factors.

Submitted, June 9, 1997.

First American National Bank, Nashville, Tennessee,
proposed acquisition of the assets and assumption
of the liabilities of two branches of First
American Federal Savings Bank, Roanoke, Virginia --
report on competitive factors.

Submitted, June 11, 1997.



AVAILABILITY OF CRA PUBLIC EVALUATIONS
(June 13, 1997)

The following state member banks have been examined by the Federal Reserve Bank of
Cleveland for compliance with The Community Reinvestment Act. A public evaluation document
became available from the bank(s) listed below during the week ended June 13, 1997. If you are
interested in obtaining a copy of an evaluation document, please contact the bank(s) directly.

There are four descriptive ratings for CRA:

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

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

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

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

NONE



H.2
JUNE 9, 1997 TO JUNE 13, 1997
PAGE 9

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

COMPETITIVE FACTORS REPORTS

Dallas San Angelo National Bank, San Angelo, Texas, proposed
acquisition of the assets and assumption of the
liabilities of branches at 3399 Knickerbocker and
222 South Koenighein Street, and the main office at
301 West Beauregard of Texas Commerce Bank-San
Angelo, N.A. -- report on competitive factors.

Submitted, June 13, 1997.

Kansas City State Bank of Oskaloosa, Oskaloosa, Kansas, proposed
merger with The State Bank of Oskaloosa -- report
on competitive factors.

Submitted, June 11, 1997.

Dallas Texas Bank, Brownwood, Texas, proposed acquisition of
the assets and assumption of the liabilities of a
branch at 301 North Patrick Street, Dublin, of
Pacific Southwest Bank, Corpus Christi, Texas --
report on competitive factors.

Submitted, June 11, 1997.

Boston Webster Bank, Waterbury, Connecticut, proposed merger
with People's Savings Bank & Trust, New Britain,
Connecticut -- report on competitive factors.
Submitted, June 9, 1997.

EXTENSIONS OF TIME

Dallas A.N.B. Holding Company, Ltd., Terrell, Texas --
extension to September 23, 1997, to acquire ANB
Corporation and American National Bank of Terrell.
Granted, June 13, 1997.

Richmond First Union Corporation, Charlotte, North Carolina;
NationsBank Corporation, Charlotte, North
Carolina; BB&T Corporation, Winston-Salem, North
Carolina; and Wachovia Corporation, Winston-Salem,
North Carolina -- extension to September 25, 1997,
to acquire more than 5 percent of the shares of
Education Financial Services, LLC, Winston-Salem,
North Carolina.

Granted, June 10, 1997.



Fei B:

ci Vv licati Approval Date

Republic Security Bank 06-07-97
West Palm Beach, Florida
To establish a branch located at 7300 Lake Worth Road, Lake Worth, Florida.

Southwest Georgia Bank 06-13-97
Moultrie, Georgia
To establish a drive-thru branch facility located at 205 Second Street, S.E., Moultrie, Georgia.

American Bancorp, Inc. 06-12-97
Opelousas, Louisiana

Change in control notice by Mr. Ronald L. Lashute to acquire an additional 13.33 percent of the

outstanding shares of American Bancorp, Inc., Opelousas, Louisiana, which will increase his total

ownership to 13.69 percent.



te ew eee

BOARD OF GOVERNORS
FEDERAL RESERVE SYSTEM

ANNOUNCEMENT

OF THE

H.2, 1997, No. 24

Actions of the Board, its Staff, and

the Federal Reserve Banks;

Applications and Reports Received

During the Week Ending June 14, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

ADVISORY COUNCILS

BANK HOLDING COMPANIES

2
ZY

Consumer Advisory Council -- Federal Reserve Board is
seeking nominations of qualified individuals for 13
appointments.

Announced, June 13, 1997.

Thrift Institutions Advisory Council.
Convened, June 13, 1997.

Allied Irish Banks, plc, Dublin, Ireland, and First
Maryland Bancorp, Baltimore, Maryland -- request
for reconsideration of the Board's approval of the
applications and notices to acquire Dauphin Deposit
Corporation, Harrisburg, Pennsylvania, and
Dauphin's banking and nonbanking subsidiaries.

Denied, June 12, 1997.

Banc One Corporation, Columbus, Ohio -- request for
reconsideration of the Board's approval of the
notification to merge with First USA, Inc., Dallas,
Texas, and engage in certain nonbanking activities.

Denied, June 12, 1997.

Bank SinoPac, Taipei, Taiwan, and SinoPac Bancorp,
Los Angeles, California -- to acquire Far East
National Bank, Los Angeles, California.

Approved, June 11, 1997.

Fortis AG, Brussels, Belgium, and Fortis AMEV,
Utrecht, the Netherlands -- request for temporary
exemption under section 4(c)(9) of the Bank Holding
Company Act.

Permitted, June 11, 1997.

National Canton Bancshares Inc., Canton, Illinois --
to acquire Sturm Investment, Inc., Denver,
Colorado, and Union National Bank of Macomb,
Macomb, Illinois.

Approved, June 11, 1997.

Consolidated Report of Condition and Income for Edge
and Agreement Corporations (FR 2886b) -- extension,
with revisions.

Approved, June 13, 1997.



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding

Companies; Change in Bank Control

Notices Filed as of June 13, 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

Ist United Bancorp,
Boca Raton, FL

Altus NBC Corporation,
Inc., Oklahoma City,
OK

Arrendale, Thomas A.,
Ill, Gainesville, GA,
Bussey, Cynthia A.,
Atlanta, GA, and
Arrendale, Nelle,
Clarkesville, GA, as
partners in the
Arrendale Undiversified
Family Limited
Partnership,

Baldwin, GA

Seaboard Savings Bank, 4
F.S.B.,

Stuart, FL,

operating a savings

association (b)(4)(ii)

NBC Corporation, Inc., 4
Oklahoma City, OK, and

NBC Technologies, Inc.,
Oklahoma City, OK

providing data

processing services (b)(14)

Habersham Bancorp, CIBC
Cornelia, GA, and

Habersham Bank,

Clarkesville, GA

Atlanta

Kansas City

Atlanta

June 12, 1997

June 25, 1997

June 5, 1997



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

SECTION I - APPLICATIONS SUBJECT TO
NEWSPAPER NOTICE ONLY
Appli ion Comment Period Ending Date

NONE

SECTION II - APPLICATIONS SUBJECT TO BOTH

EW FEDE.
A icati Comment Period Ending Date -
Northway Financial, Inc.,* Newspaper 07/17/97
Berlin New Hampshire -
3(a) (1)/ 3(a) (5) Federal Register 07/17/97

application to acquire
100% of the voting stock
of The Berlin City Bank,
Berlin, New Hampshire and
to acquire 100% of the
voting stock of PEMI
Bancorp, Inc., Plymouth,
New Hampshire

icatil mn i En

NONE

SECTION IV - APPLICATIONS NOT SUBJECT TO
FEDERAL REGIST: WSPAPER a

NONE



H.2 ADDITIONS AND CORRECTIONS
JUNE 9, 1997 TO JUNE 13, 1997
PAGE 11

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

RESERVE BANK SERVICES

Net settlement services -- request for comment on an
enhancement of Federal Reserve net settlement
services (R-0974).

Approved, June 4, 1997.

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

BANK BRANCHES, DOMESTIC

Cleveland Fifth Third Bank of Northeastern Ohio, Cleveland,
Ohio -- to establish a branch at 20220 Center Ridge
Road, Rocky River, Ohio.
Approved, June 6, 1997.

Cleveland PremierBank & Trust, Elyria, Ohio -- to establish a
branch at Sheffield Crossing, 5231 Detroit Road,
Sheffield Village, Ohio.
Approved, May 28, 1997.

BANK HOLDING COMPANIES

New York HSBC Holdings PLC, London, England; HSBC Finance
(Netherlands) Limited, Amsterdam, Netherlands, and
HSBC Holdings BV -- to engage de novo in lending,
leasing, financial advisory and investment advisory
activities, trust company functions, and management
and consulting activities.
Permitted, June 3, 1997.

BANK MERGERS

Chicago Old Kent Bank, Grand Rapids, Michigan -- to merge
with Old Kent Bank, Elmhurst, Illinois, and to
establish 26 branches.

Approved, June 13, 1996.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
NationsBank Citizens Bancshares of 3 Richmond June 26, 1997
Corporation, and NB Eldon, Missouri, Inc.,
Holdings Eldon, MO, and
Corporation, both of Citizens Bank of Eldon,
Charlotte, NC Eldon, MO
Neighborhood Bancorp, extending loand and credit 3and4 San Francisco June 23, 1997
San Diego, CA activities (b)(1) & (2), and
CONTINUED consumer financial

counseling (b)(6)
Neighborhood Bancorp, Neighborhood Nat'l Bank, 3 and 4 San Francisco June 23, 1997
San Diego, CA San Diego, CA; &
CONTINUED Neighborhood Capital

Advisors, San Diego, CA,

community development

(b)(12); financial &

investment advisory (b)(6);

Neighborhood Housing

Development Corp., San

Diego, CA, community

development (b)(12),

CONTINUED
New Prague Community Security Bank, 3 Minneapolis July 7, 1997
Bancshares, Inc., New ‘New Prague, MN,
Prague, MN a de novo bank
New Woodson Woodson Bancshares, Inc., 3 Dallas June 27, 1997
Bancshares, Inc., Woodson, TX, and
Graham, TX First State Bancorp, Inc.,

Carson

City, NV, and First State

Bank, Graham, TX
Norma McLane-Smith Midwest Bancorporation, 3 St. Louis July 3, 1997
Family Limited Inc.; Midwest Bancshares,
Partnership, Inc., Poplar Bluff, MI; First
Poplar Bluff, MO Midwest Bank of Piedmont,

Piedmont,

Mii; First Midwest Bank of

Dexter, Dexter, M1; and

Carter County State Bank,

Van Buren, MI
Norwest Corporation, Myers Bancshares, Inc., 3 Minneapolis July 3, 1997

Minneapolis, MN

Dallas, TX, and Continental
State Bank, Boyd, TX



SECTION III _- APPLICATIONS SUBJECT TO FEDERAL REGISTER

NOTICE ONLY
PPLICA NOT. EXP
None.
: N TI
OR NEWSPAPER NOTICE
APPLICATION
None.

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



Federal Reserve Bank of Chicago
: icati i ister or
Type Application
NONE



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Banco Bilbao Vizcaya,
S.A.
Bilbao, Spain

Bank of Idaho Holding
Company,
Idaho Falls, ID

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

Bedene, John B.,
Bedene, Bruce Fowler,
Bualle, Becky Suzanne,
and Bedene, Barry
William, as co-trustees
of the Trust Estate
established by the Will
of John H. Bedene,
Deceased, all of Arma,
KS

Bedford Bancshares,
Bedford, TX, and
Bedford Delaware
Bancshares, Inc.,
Dover, DE

Binger Agency, Inc.,
Binger, OK

Cabot Bankshares, Inc.,
Cabot, AR

BBV LatInvest Securities
Inc.,

New York, NY,

securities activities (b)(1),

(b)(4), (b)(15), and ()(16)

Bank of Eastern Idaho,
Idaho Falls, [A

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)

Bedene Insurance Agency,
Inc.,

Arma, KS, and

The First State Bank,
Arma, KS

Western American National
Bank,
Bedford, TX

Midstate Bancorp, Inc.,
Hinton, OK, and
Legacy Bank TC,
Blanchard, OK, and
Legacy Bank,

Hinton, OK

The Capital Bank, Cabot,
AR

3 and4

CIBC

3

New York

San Francisco

New York

Kansas City

Dallas

Kansas City

St. Louis

March 4, 1997

June 9, 1997

March 14, 1997

June 18, 1997

June 23, 1997

June 20, 1997

July 11, 1997



Federal Reserve Bank of Chicago

Section III - Applications Subject to Federal Register

Notice Only
Comment Period
Type Application Ending Date
4(c)(8) Caisse Nationale de Credit Agricole, S.A. FR - 6-13-97

Paris, France
Dean Witter Reynolds Inc.
New York, New York
Dean Witter International, Ltd.
London, England

4(c)(8) Credit Agricole Indosuez FR - 6-13-97
Paris, France
Dean Witter Reynolds Inc.
New York, New York
Dean Witter International, Ltd.
London, England

4(c)(8) Pinnacle Financial Services, Inc. FR - 6-19-97
St. Joseph, Michigan NP - 6-23-97
CB Bancorp, Inc.
Michigan City, Indiana
Community Bank, a Federal Savings Bank
Michigan City, Indiana

4(c)(8) Pinnacle Financial Services, Inc. FR - 6-19-97
St. Joseph, Michigan NP - 6-23-97
Indiana Federal Corporation
Valparaiso, Indiana
Indiana Federal Bank
Valparaiso, Indiana
IndFed Mortgage Company
Valparaiso, Indiana
IndFed Investment Services, Inc.
Valparaiso, Indiana
Forest Holdings, Inc.
Lisle, Illinois

4(c)(8) First Chicago NBD Corporation FR - 6-30-97
Chicago, Illinois
First Chicago Capital Markets, Inc.
Chicago, Illinois



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Bankers Trust New
York Corporation(2),
New York, NY
CONTINUED

Bankers Trust New
York Corporation(3),
New York, NY
CONTINUED

Banterra Corp,
Eldorado, IL

Biggs, Daniel Biggs;
Grimes, Merlin; ED&J,
Inc., c/2 David Marmie;
Carr, Ronald and Call,
Dennis; and Southard,
R. Joe, all of Great
Bend, KS

Cabot Bankshares, Inc.,
Cabot, AR
CORRECTION

Century South Banks,
Inc., Dahlonega, GA

Deposit Guaranty Corp.,
Jackson, MS

credit (b)(1); trust company
activities (b)(5); acting as
investment or financial
advisor (b)(6); securities
brokerage services (b)(7);
buying & selling securities
(b)(7); acting as agent for
the private placement of
securities (b)(7);
CONTINUED

underwriting & dealing in
obligations of the U.S.
(b)(8); providing
administrative & other
services to investment
companies.

Ist Bancorp Vienna, Inc.,
Vienna,

IL, First State Bank of
Vienna, Vienna, IL

First Wakeeney Agency,
Inc., Wakeeney, KS, and
Interstate Bank, Great
Bend, KS

The Capital Bank, Little
Rock, AR

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

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

CSF Acquisition Corp.,
Jackson,

MS; CitiSave Financial
Corporation, Baton

Rouge, LA; Citizens
Savings Association, F.A.,
Baton Rouge, LA operating
a savings association (b)(4)

4

CIBC

New York

New York

St. Louis

Kansas City

St. Louis

Atlanta

Atlanta

July 3, 1997

July 3, 1997

July 18, 1997

July 3, 1997

July 11, 1997

July 18, 1997

July 3, 1997



H.2

JUNE 9, 1997 TO JUNE 13, 1997

PAGE 8

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

COMPETITIVE FACTORS REPORTS

Richmond

Boston

Kansas City

Boston

St. Louis

Richmond

Lexington State Bank, Lexington, North Carolina,
proposed merger with Old North State Bank, Winston-
Salem, North Carolina -- report on competitive
factors.

Submitted, June 10, 1997.

Liberty Bank, Middletown, Connecticut, proposed
acquisition of certain assets and assumption of
certain liabilities of the Main Street,
Middlefield, Connecticut, branch of MidConn Bank,
Kensington, Connecticut -- report on competitive
factors.

Submitted, June 11, 1997.

Miami County National Bank of Paola, Paola, Kansas,
proposed acquisition of the assets and assumption
of the liabilities of the Nevada, Missouri, and
Lamar, Missouri, branches of Roosevelt Bank,
Chesterfield, Missouri -- report on competitive
factors.

Submitted, June 11, 1997.

New England Bank and Trust Company, Windsor,
Connecticut, proposed merger with First Bank of
West Hartford, Connecticut -- report on competitive
factors.

Submitted, June 13, 1997.

Old National Bank in Evansville, Evansville, Indiana,
proposed merger with People's Bank and Trust
Company, Mt. Vernon, Indiana -- report on
competitive factors.

Submitted, June 12, 1997.

Provident Bank of Maryland, Baltimore, Maryland,
proposed merger with Citizens Savings Bank F.S.B.,
Gaithersburg, Maryland -- report on competitive
factors.

Submitted, June 12, 1997.



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending June 13, 1997

Section 1 - lications Subj lewspaper Noti 1
Application Comment Period Ending Date
None.
Section 2 - Applications Subject to Both
Newspaper and Federal Register Notice
Application Comment Period Ending Date
Century South Banks, Inc. Not yet available*

Gainesville, Georgia

To merge with Bank Corporation of Georgia, Macon, Georgia, and thereby directly acquire its
subsidiaries, First South Banks, N.A., Macon, Georgia, and AmeriBank, N.A., Savannah, Georgia,
pursuant to Section 3(a)(5) of the Bank Holding Company Act.

Hibernia Corporation Not yet available*
New Orleans, Louisiana

To merge with Executive Bancshares, Inc., Paris, Texas, and thereby directly acquire First National
Bank of Paris, Paris, Texas, and Collin County National Bank, McKinney, Texas, pursuant to
Section 3(a)(5) of the Bank Holding Company Act.

Deposit Guaranty Corp. Not yet available*
Jackson, Mississippi

For its subsidiary, CSF Acquisition Corp., Jackson, Mississippi, to acquire CitiSave Financial
Corporation, Baton Rouge, Louisiana, and its subsidiary, Citizens Savings Association, F.A., Baton
Rouge, Louisiana, and thereby engage in 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.

Section 3 - Applications Subject to ral Register O:

Application Comment Period Ending Date

None.

*Subject to the provisions of the Community Reinvestment Act.


Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Lauritzen Corporation
(2),

Omaha, NE
CONTINUED

Lauritzen Corporation,
Omaha, NE

Lloyds TSB Group

PLC, and Lioyds Bank
PLC,

both of London, England

Mansfield Bancshares,
Inc.,
Mansfield, LA

Marshall & Ilsey
Corporation,
Milwaukee, WI

Mauldin, Leonard P.,
Town Creek, AL,
Mauldin, Macke B.,
Sheffield, AL, and
Mauldin, E. Fennel, Jr.,
Sheffield, AL, as the
MPEFM, II Limited
Partnership

North Platte, NE; and First
National Bank of Omaha,
Omaha, NE

First National of Nebraska,
Inc., Omaha, NE, and First
National Bank South
Dakota, Yankton, SD; First
National Bank, Fort Collins,
CO; Union Colony Bank,
Greeley, CO; and The Bank
of Boulder, Boulder, CO

IAI Holdings Inc.,
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

Riverside Bancshares, Inc.,
Logansport, LA,

and Bank of Logansport,
Logansport, LA

Security Capital
Corporation,
Milwaukee, WI,
Security Bank, S.S.B.,
Milwaukee, WI

BancIndependent, Inc.,
Sheffield, AL,
and Bank Independent,
Sheffield, AL

3

CIBC

Kansas City

Kansas City

New York

Dallas

Chicago

Atlanta

June 2, 1997

June 20, 1997

March 26, 1997

June 12, 1997

May 5, 1997

June 2, 1997


Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

The Bank of Mulberry
Employee Stock
Ownership

Trust,

Mulberry, AR

The Union Illinois 1995
Investment Limited
Partnership, Swansea,
IL

United Bankshares, Inc.,
Charleston, WV

United Rossevelt MHC,
and United Rossevelt
Bancorp,

both of Carteret, NJ

Valcourt, Jeffery T.,
Arlington, VA

Village Bancshares,
Inc.,
Springfield, MO

Waseca Bancshares,
Inc., Waseca, MN

Waymon Heriot Welch,
Jr., Memphis, TN

Zions Bancorporation,
Salt Lake City, UT

ACME Holding 3
Company, Inc.,

Mulberry, AR, and

The Bank of Mulberry,
Mulberry, AR

Union Illinois Company, 3
Swansea, IL, and Union.

Bank of Illinois, Swansea,

IL, and State Bank of
Jerseyville, Jerseyville, IL

First Patriot Bankshares 3
Corporation,

Reston, VA, and

Patriot National Bank,

Reston, VA

United Rossevelt 3
Savings Bank,
Carteret, NJ

United Financial Banking CIBC
Companies, Inc.,

Vienna, VA, and

The Business Bank,

Vienna, VA

Village Bank, 3
Springfield, MO (a de
novo state charted bank)

American Savings, Inc., 4
Farmington, MM, acquiring

an industrial loan and thrift
company (b)(4)(i)

Noshoba Bancshares, Inc., CIBC
Memphis,

TN, and Nashoba Bank,
Germantown, TN

Tri-State Bank, 3
Montpelier, 1D

St. Louis

St. Louis

Richmond

‘New York

Atlanta

St. Louis

Minneapolis

St. Louis

San Francisco

June 23, 1997

July 7, 1997

June 16, 1997

Sune 23, 1997

June 5, 1997

June 16, 1997

June 24, 1997

June 23, 1997

June 6, 1997


FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending June 13, 1997

ASSIGNMENT OF RATING
Identifi f Rati

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(S) EXAMINED DATE OF EXAMINATION CRA RATING
The State Bank of Ewen March 4, 1997 Satisfactory
Cedar Street

P.O. Box 290

Ewen, MI 49925



KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED
During the week ending June 13, 1997

SECTION I - APPLI ECT TO NEWSP.
APPLICATION P 1D ENDIN TE
First State Bank of Fort Collins, Fort Collins, Not available

Colorado, notice of intent to establish a branch facility
at 1112 Oak Ridge Drive, Suite 108, Fort Collins,

Colorado.
SECTION Ii - B
PAPER [D FEDERAL REGISTER NOTICE
APPLICATION IMMENT P! )D END] ATE
Roy Ferguson, Tulsa, Oklahoma, for prior approval to July 2, 1997

acquire a total of 25.5 percent; Beverly Carter Jackson
Q-TIP Trust, Stigler, Oklahoma, to acquire 39.0
percent, Michael S. Leonard, Trustee; Michael S.
Leonard, Muskogee, Oklahoma, directly and
indirectly, to acquire an additional 64.4 percent, of the
voting shares of Stigler Bancorporation, Inc., Stigler,
Oklahoma.

Daniel Biggs, Great Bend, Kansas, for prior approval Not Available
to increase ownership from 4.63 percent to 16.25
percent; Merlin Grimes, Great Bend, Kansas, to
increase ownership from 4.63 percent to 25.00
percent; ED&J, Inc., c/o David Marmie, Great Bend,
Kansas, to increase ownership from 4.63 percent to
22.00 percent; Ronald Carr, Great Bend, Kansas, to a
acquire 12.5 percent; Dennis Call, Great Bend,
Kansas, to acquire 12.5 percent; R. Joe Southard,
Great Bend, Kansas, to acquire 11.75 percent of the
voting shares of First Wakeeney Agency, Inc.,
Wakeeney, Kansas.



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

First Bank System, Inc.
@),

Minneapolis, MN
CONTINUED

First Bank System, Inc.
6),

Minneapolis, MN

First Bank System, Inc.,
Minneapolis, MN

First Chicago NBD
Corporation, Chicago, IL

First Citizens
BancShares, Inc.,
Raleigh, NC

First Eldorado
Bancshares, Inc.,
Eldorado,

IL

First Marshall
Bancshares, Inc.,
Marshall, TX,

and First Marshall
Delaware Bancshares,
Inc., Dover, DE

West One Life Insurance
Co., Portland, OR, credit
reinsurance (b)(8)(i); CBI
Mortgage, Modesto, CA,
mortgage banking
(b)(1)(iii); Compass Group,
Inc., Spokane, WA,
investment advisory
services (b)(4); Island
Bancorp Leasing, Inc.,
Alameda, CA,
CONTINUED

leasing & equipment
financing (b)(5); and
numerous partnerships,
community development
activities, (b)(6)

First Bank National
Association, Fargo, ND

First Chicago Capital
Markets, Inc., Chicago,
IL, underwriting & dealing
intoa

limited extent, equity
securities

First Savings Financial
Corp.,

Reidsville, NC, and

First Savings Bank of
Rockingham County, Inc.,
SSB, Reidsville, NC

Dana Bancorp, Inc., Dana,
IN, and First National Bank
of Dana, Dana, IN

First Marshall Corporation,
Marshall, TX, and

East Texas National Bank
of Marshall,

Marshall, TX

3 and 4 Minneapolis
3 and 4 Minneapolis
3 Minneapolis
4 Chicago

3 Richmond

3 St. Louis

3 Dallas

May 16, 1997

May 16, 1997

July 3, 1997

June 30, 1997

June 13, 1997

July 10, 1997

July 11, 1997



Federal Reserve Bank of Chicago

Section I - Applications Subject to N
Notice Only cont’d

Application
Branch 1st Source Bank

South Bend, Indiana
801 West Wayne Avent
Middlebury, Indiana

Branch Prairie Bank & Trust Company
Bridgeview, Illinois
Caton Farm Road and Route 59

Joliet, Illinois

Branch Old Kent Bank
Grand Rapids, Michigan
3711 Lapeer Road
Flint, Michigan

Branch 1st Source Bank
South Bend, Indiana
815-H South Centerville Road

Sturgis, Michigan

NP - Newspaper

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

** ~ Not available at this time

Comment Period

Ending Date

NP - 6-23-97

NP - 6-20-97

NP - 5-31-97

NP - 7-7-97



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Intra Financial
Corporation,
Clyde, KS

John Porter Pennington,
El Paso, TX

Johnson, Willard M., as
managing general
partner of the
WMJ/RMJ Family
Limited Partnership I,
Houston, TX

Kazi, Zubair and Khatija,
Studio City, CA;

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

Kazi, Zubair and Khatija,
Studio City, CA;

and Yahia and Magda
Abdul-Rahman,
Pasadena, CA

Lashute, Ronald J.,
Opelousas, LA

Lauritzen Corporation
(),

Omaha, NE
CONTINUED

Peoples Bancorp of 3
Belleville, Inc.,

Belleville, KS, and

Peoples Bank of Belleville,
Belleville, KS

Ruidoso Bank Corporation, CIBC
Ruidoso, NM, and
Ruidoso State Bank,

Ruidoso, NM

Jamestown Union CIBC
Bancshares, Inc.,

Jamestown, TN, and

Union Bank,

Jameston, TN

Greater Pacific Bancshares, CIBC
Whittier, CA;
Bank of Whittier, N.A.,

Whittier, CA

Kentucky Home Bank, 3
Bardstown, KY

American Bancorp, Inc., CIBC
Opelousas, LA

and American Bank &

Trust Company,

Opelousas, LA

First National of Nebraska, 3
Inc., Omaha, NE, & First
Nat'l Bank of Kansas,
Overland Park, KS; First
Nat'l Bank and Trust Co.,
Columbus, NE; Fremont
Nat'l Bank, Fremont, NE;
Platte Valley State Bank,
Kearney, NE; First Nat'l
Bank,

CONTINUED

Kansas City

Dallas

Atlanta

San Francisco

San Francisco

Atlanta

Kansas City

June 20, 1997

June 11, 1997

June 18, 1997

May 5, 1997

April 17, 1997

May 23, 1997

June 2, 1997



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 June 13, 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 ¥ (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

ABC Bancorp, Moultrie,
GA

AMFED Financial, Inc.,
Minneapolis, MN

Bankers Trust New
York Corporation(1),
New York, NY
CONTINUED

Irwin Bankcorp, Inc.,
Ocilla, GA and Bank of
Ocilla, Ocilla, GA

Norwest Bank Nevada,
National Association, Las
Vegas, NV

Alex Brown Inc.,
Baltimore, MD,
underwriting & dealing in,
to a limited extent, all types
of debt & equity securities
other than interests in open
end investment companies;
making, acquiring,
brokering & servicing loans
or other extensions of
CONTINUED

Atlanta July 18, 1997
Minneapolis July 14, 1997
New York July 3, 1997


H.2
JUNE 9, 1997 TO JUNE 13, 1997
PAGE 4

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

BANK HOLDING COMPANIES

Cleveland Mellon Bank Corporation, Pittsburgh, Pennsylvania --
to acquire 1st Business Corporation, Los Angeles,
California.

Approved, June 9, 1997.

St. Louis National City Bancshares, Inc., Evansville, Indiana -
- to acquire Bridgeport Bancorp, Inc., Bridgeport,
Illinois, and First National Bank of Bridgeport.
Approved, June 12, 1997.

Secretary National City Corporation, Cleveland, Ohio,
Louisville, Kentucky, and National Processing, Inc.
-- to acquire certain assets of InTraCon, Inc.,
Burton, Michigan, and engage in financial data
processing.
Approved, June 12, 1997.

Secretary National City Corporation, Cleveland, Ohio, and
National Processing, Inc., Louisville, Kentucky --
to acquire MRS Jamaica, Inc., Houston, Texas, and
engage in processing of healthcare claims and
payments.

Approved, June 13, 1997.

San Francisco Prineville Bancorporation, Prineville, Oregon -- to
acquire Community First Bank.
Approved, June 9, 1997.

San Francisco Security State Corporation, Centralia, Washington --
to acquire Security State Bank, Centralia,
Washington.
Approved, June 12, 1997.

San Francisco Zions Bancorporation, Salt Lake City, Utah -- to
acquire Tri-State Bank, Montpelier, Idaho.
Approved, June 11, 1997.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 6/13/97

ion V = Availability of CRA Public Evaluati

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.

Institut Locati Examination D Rating*

None

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

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

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

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

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

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



- AVAILA\ F EVi ONS
HE WEEK OF JUN 1

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to Improve record of meeting community credit needs.

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

Substantial Noncompliance in meeting community credit needs.

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

Date of
Bank Examination CRA Rating

None.



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Huntington Bancshares
Incorporated(3),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(4),
Columbus, OH.

J&L Holdings Limited
Partnership, and
Plainview

Holding Company, both
of Pilger, NE

Murfreesboro Bancorp,
Inc., Murfreesboro, TN

Northway Financial,
Inc., Berlin, NH

Norwest Corporation,
Minneapolis, MN

Norwest Corporation,
Minneapolis, MN

FMB-Reed City Bank, Reed 3 and4 Cleveland
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)(5); FMB-Brokerage
Services, Inc., Holland, M1
CONTINUED

Customer investments 3and4 Cleveland
(b)(7); and First Michigan

Life Insurance Co.,

Holland, MI insurance

agency underwriting

(b)11);

American National 3
Creighton
Company, Creighton, NE

Kansas City

Bank of Murfreesboro, 3
Murfreesboro, TN

Atlanta

The Berlin City Bank, 3 Boston
Berlin, NH, and

Pemi Bancorp, Inc.,

Plymouth,

NH, and Pemigewasset

National Bank of Plymouth,

Plymouth, NH

Revelation Mortgage 4
Company of America,
Washington, D.C.

residential mortgage

lending activities (b)(1) and
(b)(2)

Minneapolis

AMFED Financial, Inc., 3
Minneapolis, MN,

and Norwest Bank, Nevada,
N.A., Las

Vegas, NV

Minneapolis

July 18, 1997

July 18, 1997

July 18, 1997

July 18, 1997

July 17, 1997

July 8, 1997

July 14, 1997



SECTION V
Availability of CRA Public Evaluations

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

Outstanding record of meeting community credit needs.

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

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

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

Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated
community, including low- and moderate- income neighborhoods,
in a manner consistent with its resources and capabilities.
Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record
of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate income .
neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient
record of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate- income .
neighborhoods, in a manner consistent with its resources and capabilities.
Week Endi ine 14, 1997
NAME OF BANK. RATIN XAMINATION 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



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Harris Financial MHC,
Harrisburg, PA

Hibernia Corporation,
New Orleans, LA

Hohl Financial, Inc.,
Wahoo, NE

Huntington Bancshares,
Inc.,

Columbus, OH
CONTINUED

Huntington Bancshares,
Inc., Columbus, OH,
Huntington Capital
Corp.,

Columbus, OH
CONTINUED

Hyder, Ronald Hollis,
and McNabb, Garry
Wayne, both

of Livingston, TN, as co-
trustees of the Melissa
Lynn Oakley 1996 Trust

Industrial Bank of
Japan, Ltd.,
Tokyo, Japan

Harris Financial Inc.,
Harrisburg, PA;
Harris Savings Bank,
Harrisburg, PA

Executive Bancshares, Inc.,
Paris, TX, and First
National Bank of Paris,
Paris, TX, and Collin
County National Bank,
McKinney, TX

Wahoo State Bank,
Wahoo, Nebraska

The Chase Manhattan
Corp., Bankers Trust New
York Corp., Citicorp and
Security Pacific Corp. (75.
Fed. Res. Bull. 192 (1989)

underwriting & dealing toa
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

First Holding Company,
Inc.,

Livingston, TN,

First National Bank of the
Cumberlands,
Livingston, TN

Aubrey G. Lanston & Co.,
Inc.,

New York, NY, securities
activities (b)(7); data
processing (b)(14);
financial & investment
activities (b)(6); and
underwriting (b)(8)

3 Philadelphia
3 Atlanta

3 Kansas City
4 Cleveland

4 Cleveland
CIBC Atlanta

4 New York

March 27, 1997

June 14, 1997

May 16, 1997

June 17, 1997

June 17, 1997

June 2, 1997

May 12, 1997



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

Pinnacle Financial CB Bancorp Inc., Michigan 4 Chicago June 19, 1997
Services, Inc. (A), City, IN, & Community
St. Joseph, MI Bank,
CONTINUED FSB, Michigan City, IN,
operating a savings assoc.
(b)(4)(ii); Community
Bank, Community Financiai
Services Inc., &
Community Brokerage
Services Inc., Michigan
City, IN,
CONTINUED
Pinnacle Financial financial & investment 4 Chicago June 19, 1997
Services, Inc. (B), advisory (b)(6)(ii), (iii),
St. Joseph, MI (iv), (v) & (vi), & provide
CONTINUED securities brokerage

services, (b)(7)(i) & (ii)

Pinnacle Financial Indiana Federal Corp., & 4 Chicago June 19, 1997
Services, Inc., (1) Indiana Federal Bank for
St. Joseph, MI Savings, Valparaiso, IN,
CONTINUED operating a savings
association (b)(4)(ii);
IndFed Mortgage Co.,

Valparaiso, IN, community
development activities

(b)(12), &
CONTINUED
Pinnacle Financial provide advice in 4 Chicago June 19, 1997
Services, Inc., (2) connection with financing,
St. Joseph, MI transactions (b)(iii); IFB
CONTINUED Investment Services, Inc.,
Valparaiso, IN, financial &
investment advisory (b)(6);

& provide advice in
connection with financing
transactions (b\iii); &

provide
CONTINUED
Pinnacle Financial securities brokerage 4 Chicago June 19, 1997
Services, Inc., (3) services & riskless principal
St. Joseph, MI transactions (bX7), &
CONTINUED Forrest Holdings, Inc., &
Forrest Financial Corp.,

Lisle, IL, leasing
HBG ECii)



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

The following institutions were examinec for CRA. The 30-business day period the bank has
to make the evaluation public has lapsed during the week ending June 13, 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.

n ion Examination Date CRA Rating
NONE NONE NONE



H.2

JUNE 9, 1997 TO JUNE 13, 1997

PAGE 3

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

BANK BRANCHES, DOMESTIC

Kansas City

Atlanta

Atlanta

BANK HOLDING COMPANIES

St. Louis

Kansas City

Chicago

San Francisco

Chicago

Lafayette State Bank, Lafayette, Colorado -- to
establish branches at 785 Cheesman Street, Erie,
and 5720 120th Avenue, Broomfield, Colorado

Approved, June 11, 1997.

Republic Security Bank, West Palm Beach, Florida --
to establish a branch at 7300 Lake Worth Road, Lake
Worth, Florida.

Approved, June 13, 1997.

Southwest Georgia Bank, Moultrie, Georgia -- to
establish a drive-through branch at 205 Second
Street, S.E.

Approved, June 13, 1997.

Allegiant Bancorp, Inc., Clayton, Missouri -- to
acquire Reliance Financial, Inc., St. Louis,
Missouri, and indirectly acquire Reliance Federal
Savings and Loan Association of St. Louis County,
and engage in the operation of a thrift
association.

Permitted, June 12, 1997.

Allen Bancshares, Inc., Allen, Oklahoma -- to engage
in the activity of factoring accounts receivable.
Permitted, June 12, 1997.

Bancorp of New Glarus, Inc., New Glarus, Wisconsin --
to acquire The Bank of New Glarus, New Glarus,
Wisconsin.

Approved, June 11, 1997.

Bank of Idaho Holding Company, Idaho Falls, Idaho --
to acquire Bank of Eastern Idaho.
Approved, June 12, 1997.

Hawthorn Corporation, Mundelein, Illinois -- to
acquire Hawthorn Bank.
Approved, June 10, 1997.



NONE.

NONE.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject
to Federal Register Notice Only

Comment Period

Ending Date

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to
ral Register Noti W: Notice



Type

Merger & Branch

Merger & Branch

Merger

Merger

Merger

Merger

Merger

Federal Reserve Bank of Chicago

Secti - Applicati ubject t ws
Noti ni
Comment Period
Application Ending Date
M&I Bank of Fox Valley NP - **

Appleton, Wisconsin
5 branch offices of M&I Marshall & Ilsley Bank
Milwaukee, Wisconsin
and to establish 5 branches

M&I Bank Northeast NP - **
Green Bay, Wisconsin

10 branch offices of M&I Marshall & Ilsley Bank

Milwaukee, Wisconsin

and to establish 10 branches

M&I Bank of Eagle River NP - **
Eagle River, Wisconsin

Eagle River, Wisconsin & Three Lakes, Wisconsin branches of

M&I Marshall & Isley Bank

Milwaukee, Wisconsin

M&I Bank of Menomonee Falls NP - **
Menomonee Falls, Wisconsin

Menomonee Falls, Wisconsin branch office of

M&I Marshall & Isley Bank

Milwaukee, Wisconsin

M& Bank of Shawano NP - **
Shawano, Wisconsin

Shawano, Wisconsin branch office of

M&I Marshall & Iisley Bank

Milwaukee, Wisconsin

M&J Bank of South Central NP - **
Watertown, Wisconsin

Watertown, Wisconsin branch office of

MA&I Marshall & Ilsley Bank

Milwaukee, Wisconsin

M&I Central State Bank NP - **
Oshkosh, Wisconsin

Oshkosh, Wisconsin branch office of

M&I Marshall & Ilsley Bank

Milwaukee, Wisconsin



H.2
JUNE 9, 1997 TO JUNE 13, 1997
PAGE 2

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

Reports of Selected Borrowings -- two weekly reports
(FR 2415 and FR 2415t), the quarterly report (FR
2090q), and the annual report (FR 2090a) --
revision, with extension, and the Daily Telephone
Report (FR 2415a) -- to discontinue.

Approved, June 12, 1997.

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

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

BANK BRANCHES, DOMESTIC

New York Chase Manhattan Bank, New York, New York -- to
establish a branch on the premises of the Greely
Building, 132 West 31st Street.
Approved, June 13, 1997.

Richmond Crestar Bank, Richmond, Virginia -- to establish a
branch in the Liberty Fair Kroger, 240 West
Commonwealth Boulevard, Martinsville, Virginia.
Approved, June 9, 1997.

Richmond Crestar Bank, Richmond, Virginia -- to establish a
branch in the Willow Lawn Hannaford Supermarket,
1601 Willow Lawn Drive.
Approved, June 9, 1997.

Richmond Crestar Bank, Richmond, Virginia -- to establish a
branch in the Mechanicsville Wal-Mart, 7430 Bell
Creek Road, Mechanicsville, Virginia.
Approved, June 9, 1997.

Richmond Crestar Bank, Richmond, Virginia -- to establish a
branch in the Amherst Highway Wal-Mart at the
intersection of U.S. Route 29 and Woody's Lake
Road, Madison Heights, Virginia.

Approved, June 9, 1997.



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Caisse Nationale de
Credit Agricole and
Credit

Agricole Indosuez
(formerly Banque
Indosuez), both of Paris,
France

Central Bancompany,
Inc., Jefferson City, MO

Central Illinois Bancorp,
Sidney, IL

Century Bancorp, MHC,
Bridgeton, NJ;

and Century Bancorp,
Inc.,

Bridgeton, NJ

City Bancorp,
Springfield, MO

Cobb Limited
Partnership, St. Croix
Falls, WI

Indosuez Carr Futures, Inc., 4 Chicago
Chicago, IL, purchasing the

institutional futures

business of Dean Witter

Reynolds, Inc., & its

London, England, based

affiliate, Dean Witter

Reynolds, Internat'l.,Ltd.,

financial & investment

advise (b)(6) and (7)

Farmers and Traders 3 St. Louis
Bancshares, Inc.,

California, MO, and

Farmers and Traders Bank,

California, MO

First Ozaukee Capital 3 Chicago
Corporation,

Cedarburg, WI, and

First Ozaukee Savings

Bank,

Cedarburg, WI

Century Savings Bank, 3
Bridgeton, NJ

Philadelphia

THE BANK, Springfield, 3 St. Louis
MO, a de novo bank
Financial Services of St. CIBC Minneapolis

Croix Falls, Inc., St. Croix
Falls, WI, and First
National Bank of St. Croix
Falls, St. Croix Falls, WI

June 13, 1997

July 7, 1997

June 26, 1997

May 1, 1997

July 3, 1997

June 23, 1997



RESERVE BANK APPLICATIONS BULLETIN ______ For week ending June 13, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

1K : LI E
None.
T. : ‘ATI
NEWSPAPER AND FEDERAL REGISTER NOTICE
Application End of Comment Period

Change in control notification involving Nashoba

Bankshares, Inc., Memphis, Tennessee, by Waymon

H. Welch, Jr. (previously reported during the week

ending May 30, 1997). Federal Register: 6-23-97
* Section 3(a)(3) notification by First Eldorado

Bancshares, Inc., Eldorado, Illinois, to acquire Dana

Bancorp, Inc., Dana, Indiana. Newspaper: 7-10-97

* Section 3(a)(3) notification by Enterbank Holdings,
Inc., Clayton, Missouri, to acquire 8.33% of City
Bancorp, Springfield, Missouri. Newspaper: 7-13-97

None.

* This notification is subject to CRA.



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN

APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF JUNE 9, 1997

-_APP ECT T
NOTICE ONLY
APPLICATION NOTICE EXP
None.
SECTION I]_- APPLICATIONS SUBJECT TO BOTH
PER L T:
APPLICATION ** NOTICE EXP

*Section 3(a)(1) application by

Fannin Bancorp, Inc., Employee Stock Ownership

Plan & Trust, Windom, TX, to acquire

Fannin Bancorp, Inc., Windom, TX, and

Fannin Bank, Windom, TX 97/06/23
(Previously reported during the week of 97/05/12)

*Section 3(a)(1) application by

First Marshall Bancshares, Inc., Marshall, TX, to acquire

First Marshall Delaware Bancshares, Inc., Dover, DE,

First Marshall Corporation, Marshall, TX, and

East Texas National Bank, Marshall, TX 97/07/08

*Section 3(a)(1) application by

First Marshall Delaware Bancshares, Inc., Dover, DE,

to acquire First Marshall Corporation, Marshall, TX, and

East Texas National Bank, Marshall, TX 97/07/08

Change in Control Notice by

Alvin L. Fields, Honey Grove, TX, et al,

to acquire an interest in

Quadco Bancshares, Inc., Ladonia, TX 97/06/19



Federal Reserve Bank of Chicago

ction II - ications Subj Both New: nd ral
Register Notice
Comment Period
Type Application Ending Date
3(a)(1) Bancorp of New Glarus, Inc.* FR - 6-6-97
New Glarus, Wisconsin NP - 6-2-97
Bank of New Glarus
New Glarus, Wisconsin
CoC-HC First State Bancorp of Monticello, Inc. FR - 5-16-97
Monticello, Illinois NP - 6-03-97

by John W. Corley

3(a)(1) FBA Bancorp Inc.* FR - 6-12-97
Chicago, Illinois NP - **
First Bank of the Americas, S.S.B.
Chicago, Illinois

3(a)(3) Central Illinois Bancorp, Inc.* FR - 6-26-97
Sidney, Illinois NP - **
First Ozaukee Capital Corporation
Cedarburg, Wisconsin
First Ozaukee Savings Bank
Cedarburg, Wisconsin

3(a)(3) Firstbank Corporation* FR - 6-9-97
Alma, Michigan NP - 6-8-97
Lakeview Financial Corporation
Lakeview, Michigan
Bank of Lakeview
Lakeview, Michigan

3(a)Q) Covest Bancshares, Inc.* FR - 7-7-97
Des Plaines, Illinois NP - 6-30-97
Covest Bank, N.A.
(formerly First Federal Bank for Savings)
Des Plaines, Illinois



v_- AV ILITY OF B ALUATION:
Institution Examination D Rating**

NONE

*Subject to CRA.

**Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to
Improve; "SN" - Substantial Noncompliance
ION VI_- APPLICATIONS BULLE'

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.



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Security Bancshares,
Inc.,
Scott City, KS

Security State
Corporation,
Centralia, WA

Simmons First National
Corporation,
Pine Bluff, AR

State Bank of Hawley
Employee Stock
Ownership Plan and
Trust,

Hawley, MN

Steams Financial
Services, Inc.,
Employee Stock
Ownership Plan TI, St.
Cloud, MN, and Stearns
Financial

Services, Inc., St. Cloud,
MN

Sullivan, John C.,
Livingston, MT, and
Hornby, Mary C.,
Las Cruces, NM

Swiss Bank
Corporation, Basel,
Switzerland

Intra Financial Corp., and
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

Security State Bank,
Centralia, WA

First Bank of Arkansas,
Russellville, AR, and
First Bank of Arkansas,
Searcy, AR

Bankshares of Hawley, Inc.,
Hawley, MN, and

State Bank of Hawley,
Hawley, MN

Arizona Community Bank
of Scottsdale,
Scottsdale, AZ

Northeastern Wyoming
Bank Corporation,
Newcastle, WY, and
First State Bank of
Newcastle,

Newcastle, WY

Dillon, Read Holding, Inc.,
New York, NY, investment
advisory lending (b)(6);
futures commission
merchant (b)(7); brokerage
activities (b)(7);
underwriting

3 Kansas City

3 San Francisco
3 St. Louis

3 Minneapolis
3 Minneapolis
CIBC Kansas City
4 New York

June 20, 1997

June 9, 1997

June 27, 1997

June 27, 1997

June 6, 1997

June 17, 1997

June 27, 1997


Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Comerzbank AG, CAM Acquisition, LLC, 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
Commercial Bancshares The Commercial Bank of Atlanta July 3, 1997
of Ozark, Inc., Ozark, Ozark,
AL Ozark, AL
Cooperative Centrale Financial advisor (b)(1) & New York June 17, 1997
Raiffeisen- (2)
Boerenleenbank,
B.A., Rabobank
Nederland, Utrecht,
Netherlands; and
Smith Graham & Co.
Asset Managers L.P.,
Houston, TX
CoreStates Financial CoreStates Securities Corp., Philadelphia June 27, 1997
Corp., Philadelphia, PA Philadelphia, PA,
underwriting; lending
(b)(1); investment advice
(b)(6); and management
consulting (b)(9)
Corley, John William, First State Bancorp of Chicago May 16, 1997
(ql) 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, and First State Bank of Chicago May 16, 1997
(2) Atwood,
Monticelli, IL Atwood, IL



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Espeland, James A.,
Henning, MN

Ewen Bancshares, Inc.,
Ewen, MI

Exchange Bankshares
Corporation of Kansas,
Atchison, KS

F & M Bancorporation,
Inc., Kaukauna, WI,
and F & M Merger
Corporation, Kaukauna,
WI

Fannin Bancorp, Inc.,
Employee Stock
Ownership Plan

and Trust,

Windom, TX

FBA Bancorp, Inc.,
Chicago, IL

Ferguson, Roy, Tulsa,
OK; Leonard, Michael
S., Muskogee, OK,
directly

and indirectly; and
Jackson, Beverly Carter,
Q-TIP Trust, and
Leonard, Michael
S.,Trustee, both of
Stigler, OK

Henning Bancshares, Inc.,
Henning, MN,

and First National Bank of
Henning,

Henning, MN, and First
National Bank of Battle
Lake,

Battle Lake, MN

State Bank of Ewen,
Ewen, MI

The Farmers and Merchants
State Bank,
Effingham, KS

Clear Lake Bancorp, Inc.,
Clear Lake, WI, and
Landmark Bank, Clear
Lake, WI

Fannin Bancorp, Inc.,
Windom, TX, and
Fannin Bank,
Windom, TX

Interim First Bank, S.B.,
Chicago, IL, a de

novo bank,

First Bank of the Americas,
SSB,

Chicago, IL

Stigler Bancorporation, Inc.,
Stigler, OK, and First
National

Bank of Stigler, Stigler, OK

CIBC

CIBC

Minneapolis

Minneapolis

Kansas City

Chicago

Dallas

Chicago

Kansas City

June 26, 1997

June 26, 1997

May 2, 1997

July 3, 1997

June 12, 1997

June 12, 1997

July 2, 1997



FEDERAL RESERVE BANK OF PHILADELPHIA

JECTION I - APP! EIVED PAPER
NOTICE ONLY
dor B; of the Allentown, PA to establish a branch office at 1605

West Broad Street, Bethlehem, Lehigh County, PA, pursuant to Section 9 of the Federal
Reserve Act.

Newspaper comment period expires: 07/14/97

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

Fulton Financial Corp, Lancaster, PA to acquire 100 percent of the voting shares of The
Peoples Bank of Elkton, Elkton, MD., pursuant to Section 3(a)(3) of the Banking Holding
Company Act.

Newspaper comment period expires: 06/23/97
Federal Register comment period expires: N/Avail

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

CoreStates Financial Corp, Philadelphia, PA to expand the activities of CoreStates Securities
Corp to include Tier One Section 20 powers, pursuant to Section 4(c)(8) of the Bank Holding
Company Act.

Federal Register comment period expires: 06/27/97

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

NONE