Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 19

Week Ending May 9, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 3, 1998 to May 9, 1998

Bank Holding Companies

North Fork Bancorporation, Melville, New York -- request for reconsideration of 

the Board's approval of the application to acquire up to 9.9 percent of Long Island 

Bancorp, Inc.

- Denied, May 5, 1998 

Banks, Foreign

HSBC Equator Bank plc, London, England -- to establish a representative office in 

Washington, D.C.

- Approved, May 4, 1998 

International Operations

Morgan Guaranty International Finance Corporation, Newark, Delaware -- to 

engage in futures commission merchant activities and options on the New Zealand 

Futures and Options Exchange.

- Permitted, May 4, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
May 3, 1998 to May 9, 1998

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of Belen, Belen, New Mexico -- to establish a branch at 307 West Broadway, 

Mountainair, New Mexico.

- Approved, May 8, 1998 

Kansas City

Bank of Nashville, Nashville, Tennessee -- to establish a branch at 100 Maple Drive, 

North, Hendersonville, Tennessee.

- Approved, May 8, 1998 

Atlanta

Baylake Bank, Sturgeon Bay, Wisconsin -- to establish a branch at 936 Furman 

Drive, Waupaca, Wisconsin.

- Approved, May 8, 1998 

Chicago

First Virginia Bank-Mountain Empire, Abington, Virginia -- to establish a branch 

inside the Kroger Supermarket, Gate City, Highway and Midway Street, Bristol, 

Virginia.

- Approved, May 7, 1998 

Richmond

First Virginia Bank-Southwest, Roanoke, Virginia -- to establish a branch in the WalMart SuperCenter at Riverbend Mall, 313 West Thacker Drive, Covington, Virignia.

- Approved, May 4, 1998 

Richmond

Santa Barbara Bank & Trust, Santa Barbara, California -- to establish a branch at 

2010 Mission Drive, Solvang, California.

- Approved, May 6, 1998 

San Francisco

Somerset Trust Company, Somerset, Pennsylvania -- to establish a branch at 116 

Market Street, Johnstown, Pennsylvania.

- Approved, May 4, 1998 

Cleveland

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority May 3, 1998 to May 9, 1998

Bank Branches, Domestic

Summit Bank, Bethlehem, Pennsylvania -- to establish a branch at Genuardi's Family 

Market, Huntington Valley Shopping Center, 737 Huntington Pike, Montgomery 

County, Pennsylvania.

- Approved, May 7, 1998 

Philadelphia

Bank Holding Companies

Bank Capital Corporation, Strasburg, Colorado -- to establish Bank Capital 

Mortgage, LLC, and engage de novo in certain mortgage related activities.

- Permitted, May 4, 1998 

Kansas City

Bankers' Bancorporation, Inc., Madison, Wisconsin -- to engage in lending activities.

- Permitted, May 5, 1998 

Chicago

Buena Vista Bancorp, Inc., Chester, Illinois -- to acquire Bank of Evansville, 

Evansville, Illinois.

- Approved, May 7, 1998 

St. Louis

Citizens Bancorp, Inc., Charleston, Missouri -- to acquire Citizens' Bank of 

Charleston, Charleston, Missouri.

- Approved, May 7, 1998 

St. Louis

Community Financial Services, Inc., Atlanta, Georgia -- to acquire Community Bank 

Marketing Inc., and engage in management consulting and counseling activities.

- Permitted, May 6, 1998 

Atlanta

FBC Financial Corporation, Claremore, Oklahoma -- request for relief from 

commitments made in connection with its acquisition of shares of Century 

Acquisition Corp., Hurst, Texas.

- Granted, May 6, 1998 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority May 3, 1998 to May 9, 1998

Bank Holding Companies

First Gilmer Bancshares, Inc., Gilmer, Texas, and First Gilmer Delaware Holdings, 

Inc., Wilmington, Delaware -- to acquire Wood County National Bank, Quitman, 

Texas.

- Approved, May 6, 1998 

Dallas

First Security Corporation, Salt Lake City, Utah -- to acquire California State Bank, 

West Covina, California.

- Approved, May 6, 1998 

Secretary

FirstFederal Financial Services Corp., Wooster, Ohio -- to acquire First Shenango 

Bancorp, Inc., New Castle, Pennsylvania.

- Approved, May 6, 1998 

Cleveland

F.N.B. Corporation, Hermitage, Pennsylvania -- to acquire Southwest Interim Bank, 

No. 4, National Association, Seminole, Florida.

- Approved, May 5, 1998 

Cleveland

Juniata Valley Financial Corp., Mifflintown, Pennsylvania -- to acquire Lewistown 

Trust Company.

- Approved, May 7, 1998 

Philadelphia

Lino Lakes Banc Shares, Inc., Forest Lake, Minnesota -- to acquire Lino Lakes State 

Bank.

- Approved, May 5, 1998 

Minneapolis

Norwest Corporation, Minneapolis, Minnesota -- to establish a joint venture, through 

the sale of shares of Norwest Mortgage of Hawaii, LLC, Honolulu, Hawaii, to Home 

Financial Services, Inc., and engage in residential mortgage lending.

- Permitted, May 7, 1998 

Secretary

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority May 3, 1998 to May 9, 1998

Bank Holding Companies

Norwest Corporation, Minneapolis, Minnesota -- to establish a joint venture, through 

the sale of shares of Edward Jones Mortgage LLC, to E.J. Mortgage, LLC, St. 

Louis, Missouri, and engage in residential mortgage lending. 

- Permitted, May 7, 1998 

Secretary

Osceola Bancorporation, Inc., Osceola, Iowa -- to acquire Huxley Bancorp, Huxley, 

Iowa, and First State Bank.

- Approved, May 7, 1998 

Chicago

Peoples Holding Company, Inc., Coldwater, Ohio -- to acquire The Peoples Bank 

Company.

- Approved, May 8, 1998 

Cleveland

Signature Bancshares, Inc., Springfield, Missouri -- to acquire Signature Bank.

- Approved, May 7, 1998 

St. Louis

Union Planters Corporation, Memphis, Tennessee -- request for waiver of 

notification to acquire through merger First Community Bancshares, Inc., Middleton, 

Tennessee, and Bank of Middleton.

- Granted, May 6, 1998 

St. Louis

USDB Bancorp, Stockton, California -- to acquire Union Safe Deposit Bank.

- Approved, May 7, 1998 

San Francisco

Valley National Corporation, Lanett, Alabama -- to merge with National Sylacauga, 

Corporation, Sylacauga, Alabama, and acquire First National-America's Bank.

- Approved, May 7, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Bank Mergers

FCNB Bank, Frederick, Maryland -- to acquire three branches of Farmers Bank of 

Maryland, Annapolis, and four branches of First Virginia Bank-Maryland, Upper 

Marlboro, Maryland.

- Approved, April 27, 1998 (AC)

Richmond

Banks, Nonmember, And Miscellaneous Institutions

Insituform Technologies, Inc., Chesterfield, Missouri -- registration statement.

- Withdrawn, May 6, 1998 

St. Louis

Banks, State Member

F&M Bank-Landmark, Clear Lake, Wisconsin -- to relocate its main office to 

Hudson, Wisconsin, and establish a branch in Clear Lake.

- Approved, May 4, 1998 

Minneapolis

Change In Bank Control

First Mutual Bancorp of Illinois Inc., Harvey, Illinois -- change in bank control.

- Permitted, May 5, 1998 

Chicago

Competitive Factors Reports

1st Choice Bank, Greeley, Colorado -- report on competitive factors of the proposed 

acquisition of the assets and assumption of the liabilities of the Fort Collins and 

Greeley branches of Liberty Savings Bank, F.S.B., Washington, Ohio.

- Submitted, April 27, 1998 (AC)

Kansas City

American National Bank, Omaha, Nebraska -- report on competitive factors of the 

proposed merger with Am Data, Inc.

- Submitted, April 27, 1998 (AC)

Kansas City

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Competitive Factors Reports

Bank of Oklahoma, N.A., Tulsa, Oklahoma -- report on competitive factors of the 

proposed acquisition of the assets and assumption of the liabilities of the Bartlesville, 

Oklahoma, branch of BancFirst, Oklahoma City, Oklahoma.

- Submitted, April 28, 1998 (AC)

Kansas City

Citizens Financial Services, F.S.B., Munster, Indiana -- report on competitive factors 

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

SuburbFed Financial Corp., Floosmoor, Illinois.

- Submitted, May 6, 1998 

Chicago

Commercial Federal Bank, F.S.B., Omaha, Nebraska -- report on competitive factors 

of the proposed merger with First Federal Bank of Colorado, F.S.B., Lakewood, 

Colorado.

- Submitted, April 27, 1998 (AC)

Kansas City

Direct Merchants Interim National Bank, Scottsdale, Arizona -- report on 

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

liabilities of the Direct Merchants Credit Card Bank, N.A., Salt Lake City, Utah.

- Submitted, May 5, 1998 

San Francisco

First National Bank of Dona Ana County, Las Cruces, New Mexico -- report on 

competitive factors of the proposed merger with First National Bank of Chaves 

County, Roswell, New Mexico.

- Submitted, May 5, 1998 

Dallas

Mechanics Savings Bank, Hartford, Connecticut -- report on competitive factors of 

the proposed purchase of certain assets and assumption of certain liabilities of two 

Connecticut branches of The Chase Manhattan Bank, New York, New York

- Submitted, May 8, 1998 

Boston

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Competitive Factors Reports

Peoples Bank & Trust Company, McPherson, Kansas -- report on competitive 

factors of the proposed merger with Nickerson State Bank, Nickerson, Kansas, and 

The farmers State Bank, Yoder, Kansas.

- Submitted, April 28, 1998 (AC)

Kansas City

Plymouth Bancorp, Inc., Wareham, Massachusetts -- report on competitive factors 

of the proposed merger with Plymouth Savings Bank.

- Submitted, May 8, 1998 

Boston

St. Paul Federal Bank for Savings, Chicago, Illinois -- report on competitive factors 

of the proposed merger with Beverly National Bank, Wilmington, Illinois.

- Submitted, May 6, 1998 

Chicago

Trans Financial Bank, N.A., Bowling Green, Kentucky -- report on competitive 

factors of the proposed purchase of certain assets and assumption of certain liabilities 

of eight branches of Bank One, Kentucky, N.A., Louisville, Kentucky.

- Submitted, May 7, 1998 

St. Louis

U.S. Bank National Association, Minneapolis, Minnesota -- report on competitive 

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

West One Trust Company, Salt Lake City, Utah.

- Submitted, May 8, 1998 

Minneapolis

Extensions Of Time

Carrollton Bancorp, Baltimore, Maryland -- extension to August 4, 1998, to acquire 

up to nine percent of the shares of Patapsco Valley Bancshares, Inc., Ellicott City, 

Maryland

- Granted, May 4, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority May 3, 1998 to May 9, 1998

Extensions Of Time

Great Southern Capital Corporation Employee Stock Ownership Trust, Meridian, 

Mississippi -- extension to August 4, 1998, to acquire shares of Great Southern 

Capital Corporation.

- Granted, May 4, 1998 

Atlanta

Inver Grove Bancshares, Inc., Inver Grove Heights, Minnesota -- 30-day extension 

to acquire Key Community Bank.

- Granted, May 5, 1998 

Minneapolis

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week of May 9, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) Salisbury Bancorp, Inc., Lakeville, Connecticut - notification to Newspaper - 6/08/98

acquire 100% of the outstanding common stock of Salisbury Federal Reg - N/Avail

Bank and Trust Company, Lakeville, Connecticut.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) Travelers Group, Inc., New York, New York, to become a bank N/Avail

holding company as a result of its proposed merger with Citicorp,

New York, New York, and related applications and notices,

pursuant to Sections 3 and 4 of the BHC Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and Notifications Filed During the Week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(3) Received application from Premier Financial Bancorp, on May 8, Newspaper - N/Avail

1998, to acquire The Bank of Philippi, Inc., Philippi, WV.

3(a)(3) Received application from Premier Financial Bancorp, on May 8, Newspaper - N/Avail

1998, to acquire Boone County Bank, Inc., Madison, WV.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

None
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

230610 The Hocking Valley Bank 12/15/97 5/4/98 Outstanding Small Bank

7 W. Stimson Avenue

Athens, OH 15203-45701

783910 The Bank of Corning Company 12/8/97 5/4/98 Satisfactory Small Bank

North Valley Street

Corning, OH 43730

846619 The Cortland Savings & Banking 12/1/97 5/5/98 Satisfactory Large Bank

Co.

194 West Main Street

Cortland, OH 44410

618423 Security Dollar Bank 9/22/97 5/7/98 Satisfactory Small Bank

One South Main Street

Niles, OH 44446

542528 The Citizens Banking Company 10/6/97 5/8/98 Satisfactory Small Bank

1000 East Eater Street

Sandusky, OH 44871-5016

443625 The Ottoville Bank Company 2/23/98 5/8/98 Satisfactory Small Bank

161 West 3rd Street

Ottoville, OH 45876
Section VI - CRA examinations scheduled 3rd Quarter of 1998

Institution Location

Apollo Trust Company 201 N. Warren Avenue, Apollo, PA 15613-0247

Community First Bank & Trust 225 N. Main Street, Celina, OH 45822-2201

Iron & Glass Bank 1114 Carson Street, Pittsburgh, PA 15203-1124

The Farmers Citizens Bank Washington Square, Bucyrus, OH 44820

The Ohio Bank 236 S. Main Street, Findlay, OH 45840-0300

Sabina Bank 135 N. Howard Street, Sabina, OH 45169-1152

Shore Bank & Trust Company 540 E. 105th Street, Cleveland, OH 44108

Somerset Trust Company 151 W. Main Street, Somerset, PA 15501-0777
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week of May 9, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch F&M Bank-West Virginia, Ranson, West Virginia, to establish a 6/1/98

branch in the Wal-Mart SuperCenter on State Route 220 South,

Keyser, West Virginia.*

18(c) Peninsula Trust Bank, Gloucester, Virginia, to acquire the Mattaponi, 6/8/98

Virginia, branch of First Virginia Bank-Commonwealth, Grafton,

Virginia.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

CIC Notice of Change in Control with respect to United Financial Fed Reg - 5/26/98

Banking Companies, Inc., Vienna, Virginia, filed by Manuel V. Newspaper - N/Avail

Fernandez.

3(a)(5) Union Bankshares Corporation, Bowling Green, Virginia, to Fed Reg - 6/8/98

acquire Rappahannock Bankshares, Inc., Washington, Virginia.* Newspaper - 6/8/98

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

25 NationsBank Corporation, Charlotte, North Carolina, to

establish a de novo bank in the Cayman Islands.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

1995.

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

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

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

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

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

906933 One Valley Bank of Summersville, Inc. 2/23/98 5/10/98 Satisfactory Large Bank

811 Main Street

Summersville, West Virginia 26651

777124 The First Bank of Stuart 3/2/98 5/7/98 Satisfactory Small Bank

Blue Ridge and Main Streets

Stuart, Virginia 24717
Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

18(c) Colonial Bank, Montgomery, Alabama, to merge with Commercial 6/05/98

National Bank, Daytona Beach, Florida.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(3) Regions Financial Corporation, Birmingham, Alabama, to acquire Fed Reg - 6/08/98

Jacobs Bank, Scottsboro, Alabama.*

3(a)(5) Regions Financial Corporation, Birmingham, Alabama, to merge with Fed Reg - 6/08/98

Villages Bankshares, Inc., Tampa, Florida, and thereby directly

acquire Villages Bank of Florida, Tampa, Florida.*

3(a)(3) Regions Financial Corporation, Birmingham, Alabama, to acquire Fed Reg - 6/08/98

Etowah Bank, Canton, Georgia.*

3(a)(5) Regions Financial Corporation, Birmingham, Alabama, to merge with Fed Reg - 6/08/98

First Community Banking Services, Peachtree City, Georgia (formerly

Fayette County Bancshares, Inc.), and thereby directly acquire Fayette

County Bank, Peachtree City, Georgia.*

CIC Valley National Corporation, Lanett, Alabama, after-the-fact notice Fed Reg - 5/27/98

filed by CM/FS Reeves Investments, L.P. (Charles M. Reeves and

Frances Skinner Reeves, general partners) to retain 64.8 percent of

Valley National Corporation, Lanett, Alabama.

3(a)(1) First TeleBanc Corp., Sanford, Florida, to become a bank holding N/Avail

company by acquiring First National Bank, Boca Raton, Florida.*

3(a)(3) First American Corporation, Nashville, Tennessee, to acquire Peoples N/Avail

Bank, Dickson, Tennessee.*
Section II - Applications subject to both newspaper and Federal Register notice

Type Application comment period

Ending date of 

4(c)(8) Republic Bancshares, Inc., St. Petersburg, Florida, to acquire Newspaper - 6/10/98

Republic Bank, F.S.B., St. Petersburg, Florida, and thereby engage in

operating a savings association.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

WAIVR Colonial BancGroup, Inc., Montgomery, Alabama, application waiver

request for the proposed merger with CNB Holding Company,

Daytona Beach, Florida, and indirect acquisition of Commercial

National Bank, Daytona Beach, Florida.
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Comerica Bank Newspaper - 5/13/98

Detroit, Michigan

 725 East Maple

 Birmingham, Michigan

Branch First American Bank Newspaper - 5/23/98

Carpentersville, Illinois

 356 Armitage Avenue

 Chicago, Illinois

Newspaper - Newspaper Comment Period Ending Date

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

Type Application comment period

Ending date of 

3(a)(1) Ploetz Investments Limited Partnership* Fed Reg - 6/4/98

Prairie du Sac, Wisconsin Newspaper - 5/27/98

 Bank of Prairie Du Sac

 Prairie du Sac, Wisconsin 

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

*Subject to the provisions of the Community Reinvestment Act

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

983448 M&I Bank - Milwaukee 11/17/97 5/5/98 Outstanding Large Bank

770 N. Water Street

P.O. Box 2035

Milwaukee, Wisconsin 53201

(414) 765-7700

1003549 First State Bank 2/4/98 5/4/98 Satisfactory Small Bank

300 East Main Street

P.O. Box 439

Manchester, Iowa 

(319) 927-3814
Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

CIC Notice involving Magnolia Bancshares, Inc., Hodgenville, Newspaper - 5/20/98

Kentucky, by the Clanton Investment LP, Louisville, Kentucky

(Jerry Clanton and Janys Clanton as general partners) (previously

reported during the week of April 27, 1998).

3(a)(3) Notice by Union Planters Corporation, Memphis, Tennessee, to Fed Reg - 5/26/98

indirectly acquire Alvin Bancshares, Inc., Alvin, Texas.*

3(a)(5) Companion notice by Union Planters Holding Corporation, Fed Reg - 5/26/98

Memphis, Tennessee, a wholly owned bank holding company

subsidiary of Union Planters Corporation, Memphis, Tennessee,

to acquire, through merger, Alvin Bancshares, Inc., Alvin, Texas.*

3(a)(3) Notice by Farmers Bancshares, Inc., Hardinsburg, Kentucky, to Newspaper - 6/9/98

acquire up to 30 percent of the voting shares of Leitchfield

Deposit Bancshares, Inc., Leitchfield, Kentucky.*

3(a)(1) Notice by Great Southern Bancorp, Inc., Springfield, Missouri, to N/Avail

become a bank holding company upon the conversion of its wholly

owned thrift subsidiary, Great Southern Bank, FSB, Springfield,

Missouri, to a statechartered bank to be titled Great Southern Bank.*

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

Type Application comment period

Ending date of 

4(c)(8) Companion notice by Great Southern Bancorp, Inc., Springfield, N/Avail

Missouri, to retain its existing wholly owned nonbank subsidiary,

Great Southern Capital Management, Inc., Springfield, Missouri, and

thereby continue to engage in discount securities brokerage activities a

nd related investment advisory activities, pursuant to Section

225.28(b)(7)(i) of Regulation Y.

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

719656 Callaway Bank 1/26/98 3/24/98 Satisfactory Small Bank

Fulton, Missouri

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

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) N.A. Corporation, Roseville, Minnesota, for prior approval to Fed Reg - 6/8/98

become a bank holding company through the acquisition of 100%

of the voting shares of North American Banking Company,

Roseville, Minnesota, a de novo bank.*

3(a)(1) Freedome Bancshares, Inc., La Crosse, Wisconsin, for prior N/Avail

approval to become a bank holding company through the

acquisition of at least 80% of the voting shares of Park Bank,

Holmen, Wisconsin.*

3(a)(3) Merchants Holding Company, Winona, Minnesota, for prior Fed Reg - 6/5/98

approval to increase its ownership interest to 32.1% of the voting

shares of BRAD, Inc., Black River Falls, Wisconsin.*

3(a)(3) First National Bank of St. James ESOP, St. James, Minnesota, for N/Avail

prior approval to increase its ownership interest to 24.2% of the

voting shares of First National Agency at St. James, Inc., St.

James, Minnesota.*

3(a)(3) U.S. Bancorp, Minneapolis, Minnesota, for prior approval to N/Avail

acquire at least 86.8% of the voting shares of Northwest

Bancshares, Inc., Vancouver, Washington.*

3(a)(5) Community First Bankshares, Inc., Fargo, North Dakota, for prior Fed Reg - 6/1/98

approval to merge with Western Bancshares of Las Cruces, Inc.,

Carlsbad, New Mexico.*

CIC The 1996 Radcliffe Family Irrevocable Trust to acquire control of Fed Reg - 5/12/98

35.0% of the voting shares of BRAD, Inc., Black River Falls,

Wisconsin.

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

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None
Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

CIC William and Marla Lastovica, Yutan, Nebraska, for prior approval Newspaper - 05/20/98

to acquire voting shares of Yutan Bancorp., Inc., Yutan, Fed Reg - 05/26/98

Nebraska; and thereby indirectly acquire Bank of Yutan, Yutan,

Nebraska.

3(a)(5) Farmers Bancshares, Inc., Lincoln, Kansas, for prior approval to Newspaper - N/Avail

merge with Beverly Bankshares, Inc., Beverly, Kansas, and Fed Reg - 06/08/98

thereby indirectly acquire Beverly State Bank, Beverly, Kansas.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, May 9, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) WTSB Bancorp, Inc., Snyder, TX, to acquire WTSB Delaware

Bancorp, Dover, DE, and West Texas State Bank, Snyder, TX*

Fed Reg - 05/30/1998

Newspaper - 06/08/1998

3(a)(1) WTSB Delaware Bancorp, Dover, DE, to acquire West Texas

State Bank, Snyder, TX*

Fed Reg - 05/30/1998

Newspaper - 06/08/1998

* Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

3(a)(1) CNBT Bancshares, Inc., Bellaire, TX, to acquire CNBT

Bancshares Delaware, Inc., Wilmington, DE, and Citizens National

Bank of Texas, Bellaire, TX

3(a)(1) CNBT Bancshares Delaware, Inc., Wilmington, DE, to acquire

Citizens National Bank of Texas, Bellaire, TX

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

961156 Texas Heritage Bank

500 W. Hwy 79

Hutto, TX 78634

01/26/1998 05/09/1998 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and Notifications Filed During the Week of May 9, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Ireland Bank, Malad City, Idaho, to establish a branch office at Newspaper - 5/26/98

420 North 4th Street, Montpelier, Idaho. *

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application period

Ending date of comment

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

COM Sunbelt Communications Company, Las Vegas, Nevada, requests to 

modify a commitment made in order to allow up to $1 million in

deposits and a $1 million line of credit in connection with its 14.63

percent interest in Nevada First Bank, Las Vegas, Nevada.
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of

Waiver BYL Bancorp, Yorba Linda, California, requests a waiver of any 

Bank Holding Company Act application requirement in connection

with its proposed merger of DNB Financial and its wholly-owned

subsidiary, De Anza National Bank, both of Riverside, California. 

As a result, De Anza National Bank will be merged into Bank of

Yorba Linda, Yorba Linda, California.

Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

None
Section VI - CRA examinations scheduled 3rd Quarter of 1998

Institution Location

Eldorado Bank Tustin, CA

Santa Barbara Bank & Trust Santa Barbara, CA

Valley Bank of Arizona Phoenix, AZ

North County Bank Escondido, CA

Barnes Banking Company Kaysville, UT

CivicBank of Commerce Oakland, CA

Community Bank of Nevada Las Vegas, NV

Footnotes: The above data are being provided for your information should you wish to share comments with this

Reserve Bank regarding the CRA performance of a scheduled bank's examination. 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. Written comments should be directed to Ms. Joy

Hoffman-Molloy, Division of Banking Supervision and Regulation (MS620), 101 Market Street, San Francisco,

California 94105.