Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 44

Week Ending October 30, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions October 24, 1999 to October 30, 1999

Bank Holding Companies

Canadian Imperial Bank of Commerce, Toronto, Canada -- commenter's request for 

reconsideration of the Board's approval of the application to acquire CIBC National 

Bank, Maitland, Florida.

- Denied, October 29, 1999 

Illini Corporation, Springfield, Illinois -- to acquire Farmers State Bank of Camp 

Point, Camp Point.

- Approved, October 25, 1999 

Banks, Foreign

Antwerpse Diamantbank N.V., Antwerp, Belgium -- to establish a representative 

office in New York, New York.

- Approved, October 27, 1999 

KBC Bank N.V., Brussels, Belgium -- to establish a branch in New York, New 

York; an agency in Atlanta, Georgia; and a representative office in Los Angeles, 

California.

- Approved, October 27, 1999 

Publications

Publications Survey -- request for public comment on the Board's publication 

activities.

- Approved, October 25, 1999 

Regulations And Policies

Regulation CC -- amendments concerning the electronic return of checks.

- Approved, October 26, 1999 

Regulation K -- interpretation to clarify the data processing provisions of Regulation 

K.

- Approved, October 25, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
October 24, 1999 to October 30, 1999

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Chickasha Bank & Trust Company, Chickasha, Oklahoma -- to establish a branch at 

1500 N. Council, Blanchard.

- Approved, October 27, 1999 

Kansas City

Citizens Bank, Flint, Michigan -- to establish a branch at 900 Victors Way, Ann 

Arbor.

- Approved, October 29, 1999 

Chicago

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish a 

branch at 3208 Latta Road, Town of Greece.

- Approved, October 26, 1999 

New York

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish a 

branch at 2277 Route 9, Town of Fishkill.

- Approved, October 28, 1999 

New York

Old Kent Bank, Grand Rapids, Michigan -- to establish a branch at 1332 Hilltop 

Road, St. Joseph.

- Approved, October 25, 1999 

Chicago

Old Kent Bank, Grand Rapids, Michigan -- to establish branches at 126 Cady Centre, 

Northville; 33505 Schoolcraft Road, Livonia; 9050 Highland Road, White Lake 

Township; and Canton Center, Canton.

- Approved, October 27, 1999 

Chicago

Union Bank of Chandler, Chandler, Oklahoma -- to establish a branch at 5727 S. 

Lewis, Tulsa.

- Approved, October 27, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority October 24, 1999 to October 30, 1999

Bank Holding Companies

ANB Bankcorp, Inc., Bristow, Oklahoma -- to engage de novo in data processing 

activities.

- Approved, October 27, 1999 

Kansas City

Arvest Bank Group, Inc., Bentonville, Arkansas -- to acquire The First National 

Bank of Huntsville, Huntsville.

- Approved, October 29, 1999 

St. Louis

Banco Santander Central Hispano, S.A., Madrid, Spain -- to engage de novo in 

certain leasing activities.

- Approved, October 28, 1999 

New York

Business Bancorp, San Bernardino, California -- to become a bank holding company 

with respect to Business Bank of California.

- Approved, October 25, 1999 

San Francisco

Cera Stichting VZW, Cera Beheersmaatschappij NV, Cera Holding, C.V., and Cera 

Ancora NV, all of Leuven, Belgium; Almanij, NV, Antwerp; KBC Bank & Insurance 

Holding Company, NV, and KBC Bank NV, both of Brussels -- to acquire certain 

assets and assume certain liabilities of D.E. Shaw & Co., LP, New York, New York, 

and thereby engage in financial and investment advisory activities, agency 

transactional services, and investment and trading activities.

- Approved, October 29, 1999 

New York

Charter Banking Corp., Tampa, Florida -- to acquire Columbia Bank.

- Approved, October 25, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority October 24, 1999 to October 30, 1999

Bank Holding Companies

Citigroup Inc., New York, New York -- waiver of remainder of notification periods 

for Citibank Overseas Investment Corporation, New Castle, Delaware, to invest in 

Canadian mutual fund companies Trimark Financial Corporation, Mackenzie 

Financial Corporation, and TD Asset Management, Inc. 

- Granted, October 27, 1999 

Director, BS&R

Commerce Bancorp, Inc., Cherry Hill, New Jersey -- to acquire shares of Chester 

Valley Bancorp, Inc., Downingtown, Pennsylvania, and its subsidiary First Financial 

Savings Bank.

- Approved, October 28, 1999 

Philadelphia

Eagle Bancshares, Inc., Fairfield, Texas, and Fairfield Holdings, Inc. -- to acquire 

Texas Bank, SSB, Buffalo, a de novo savings association.

- Approved, October 25, 1999 

Dallas

Hometown Bancorp, Ltd., Fond du Lac, Wisconsin -- to engage in making, 

acquiring, brokering, and servicing loans and extensions of credit through its 

subsidiary, Hometown Mortgage Services, Inc.

- Withdrawn, October 22, 1999 (AC)

Chicago

Interim First Capital Bancorp, Inc., Norcross, Georgia -- to become a bank holding 

company through the acquisition of First Capital Bancorp, Inc., and its subsidiary, 

First Capital Bank.

- Approved, October 25, 1999 

Atlanta

North Central Bancorp, Inc., Norfolk, Nebraska -- to become a bank holding 

company through the acquisition of Bank of Norfolk; and an application to acquire 

Columbus Financial Corporation, Columbus, and its subsidiary, Columbus Federal 

Savings Bank.

- Approved, October 27, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority October 24, 1999 to October 30, 1999

Bank Holding Companies

Provident Financial Group, Inc., Cincinnati, Ohio -- to acquire OHSL Financial 

Corporation, and for Provident Bank to merge with Oak Hill Savings and Loan 

Company and thereby establish branches.

- Approved, October 25, 1999 

Cleveland

SJNB Financial Corporation, San Jose, California -- request for waiver of application 

in connection with the proposed merger with Saratoga Bancorp, Saratoga, and the 

merger of Saratoga National Bank with San Jose National Bank.

- Approved, October 27, 1999 

San Francisco

SNB Holdings, Inc., Slocomb, Alabama -- to become a bank holding company 

through the acquisition of Slocomb National Bank.

- Approved, October 25, 1999 

Atlanta

Uwharrie Capital Corp., Albemarle, North Carolina -- to acquire Anson Bancorp, 

Inc., Wadesboro.

- Approved, October 28, 1999 

Richmond

Wilson & Muir Bancorp, Inc., Bardstown, Kentucky -- to acquire Farmers Bank of 

Vine Grove, Vine Grove.

- Withdrawn, October 28, 1999 

St. Louis

Bank Mergers

CalWest Bank, Downey, California -- to merge with National Business Bank, 

Torrance; and for Bank of Orange County, Fountain Valley, to merge with Security 

First Bank, Fullerton; all subsidiaries of California Financial Bancorp, Newport 

Beach.

- Approved, October 27, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority October 24, 1999 to October 30, 1999

Banks, Nonmember, And Miscellaneous Institutions

Malibu Entertainment Worldwide, Dallas, Texas -- deregistration under Regulation 

U.

- Approved, October 25, 1999 

Dallas

Rockwell Federal Credit Union, Downey, California. -- deregistration under 

Regulation U.

- Approved, October 26, 1999 

San Francisco

Steck-Vaughn Publishing Corporation, Austin, Texas -- deregistration under 

Regulation U.

- Approved, October 25, 1999 

Dallas

Banks, State Member

Midwest Bank of Western Illinois, Monmouth, Illinois -- to acquire the Aledo branch 

of Associated Bank Illinois, National Association, Rockford, and thereby establish a 

branch.

- Withdrawn, October 26, 1999 

Chicago

WestStar Bank, Bartlesville, Oklahoma -- to declare a dividend.

- Approved, October 27, 1999 

Kansas City

Change In Bank Control

Ennis Bancshares, Inc., Waco, Texas -- change in bank control.

- Permitted, October 27, 1999 

Dallas

Exchange Bancshares, Inc., Milledgeville, Georgia -- change in bank control.

- Permitted, October 29, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority October 24, 1999 to October 30, 1999

Competitive Factors Reports

American National Bank, Wichita Falls, Texas -- report on competitive factors of the 

proposed merger with Bank of America of Texas, National Association, Dallas.

- Submitted, October 25, 1999 

Dallas

Camco Financial Corporation, Cambridge, Ohio -- report on competitive factors of 

the proposed acquisition of Westwood Homestead Savings Bank, Cincinnati.

- Submitted, October 28, 1999 

Cleveland

Consumers National Bank, Minerva, Ohio -- report on competitive factors of the 

proposed purchase of certain assets and assumption of deposit liabilities of the 32 

North Park Avenue, Lisbon, branch of Firstar Bank, N.A., Cincinnati.

- Submitted, October 28, 1999 

Cleveland

Home Federal Savings Bank, Sioux Falls, South Dakota -- report on competitive 

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

of the Watertown branch of Commercial Federal Bank, Omaha, Nebraska.

- Submitted, October 27, 1999 

Minneapolis

Monogram Credit Card Bank of Georgia, Atlanta, Georgia -- report on competitive 

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

of the JC Penney Card Bank, N.A., Harrington, Delaware.

- Submitted, October 27, 1999 

Atlanta

Old National Bank, Evansville, Indiana, and ONB Bloomington, National 

Association, Bloomington -- report on competitive factors of the proposed merger 

with The People's National Bank in Lawrenceville, Lawrenceville, Illinois.

- Submitted, October 29, 1999 

Secretary

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

proposed merger with Peninsula Bank of San Diego, San Diego, California.

- Submitted, October 27, 1999 

Secretary

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority October 24, 1999 to October 30, 1999

Extensions Of Time

BB&T Corporation, Winston-Salem, North Carolina -- extension to January 30, 

2000, to acquire First Liberty Financial Corp., Macon, Georgia.

- Granted, October 29, 1999 

Richmond

Canadian Imperial Bank of Commerce, Toronto, Canada -- extension to November 

3, 2000, to fulfill a commitment to cease selling new insurance policies and annuities.

- Granted, October 22, 1999 (AC)

Director, BS&R

The Employee Stock Ownership Trust of People's Bank and Trust Company of 

Pickett County, Byrdstown, Tennessee -- extension to January 29, 2000, to acquire 

an interest in Upper Cumberland Bancshares, Inc.

- Granted, October 29, 1999 

Atlanta

Haleco Bancshares, Inc., Plainview, Texas -- extensions to January 15, 2000, for 

Haleco Bancshares and its subsidiaries, La Plata Bancshares, Inc., Hereford, and La 

Plata Delaware Bancshares, Inc., Dover, Delaware, to become bank holding 

companies through the direct and indirect acquisition of The First National Bank of 

Hereford, Hereford, Texas, a de novo bank.

- Granted, October 29, 1999 

Dallas

Southwest Georgia Bank, Moultrie, Georgia -- extension to November 4, 2000, to 

establish a branch at 720 West Fourth Street, Adel.

- Granted, October 26, 1999 

Atlanta

Trustmark Corporation, Jackson, Mississippi -- extension to January 27, 2000, to 

acquire Trustmark Bankcard, National Association, Columbus, Georgia, and thereby 

engage in making, acquiring, brokering, or servicing loans and other extensions of 

credit.

- Granted, October 26, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority October 24, 1999 to October 30, 1999

Extensions Of Time

Van Orin Bancorp, Inc., Van Orin, Illinois -- extension to February 6, 2000, to 

become a bank holding company through the acquisition of First State Bank of Van 

Orin.

- Granted, October 29, 1999 

Chicago

Wells Fargo & Company, San Francisco, California, and The Foothill Group, Inc., 

Los Angeles -- extension to October 17, 2000, to divest certain real estate acquired 

in connection with the collection of debts.

- Granted, October 26, 1999 

San Francisco

International Operations

First USA Bank, National Association, Wilmington, Delaware -- waiver of remainder 

of notification period for investment in Bank One Europe Limited, Cardiff, Wales.

- Granted, October 25, 1999 

Director, BS&R

Membership

Bank of Elgin, Elgin, Nebraska -- membership in the Federal Reserve System.

- Approved, October 26, 1999 

Kansas City

Southern Bank of Commerce, Paragould, Arkansas -- membership in the Federal 

Reserve System.

- Approved, October 29, 1999 

St. Louis

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banca Intessa S.P.A., Milano, Italy, to establish a branch in New

York, New York, and to establish representative offices in

Chicago, Illinois and San Francisco, California.

Newspaper – N/Avail

FBSEA UBS AG, Zurich, Switzerland, to establish a representative

office in Boston, Massachusetts.

Newspaper – N/Avail

FBSEA Credit Commercial de France, Paris, France, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Banco Comercial Portugues, S.A., Porto, Portugal, to establish a

representative office in Miami, Florida.

Newspaper – N/Avail

Branch European American Bank, New York, New York, to establish a

branch office located at 309-311 Main Street, Huntington, New

York.*

Newspaper – 11/29/1999

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1)/3(a)(3) China Trust Capital A/S, Denmark (“AS”), to form a bank

holding company and acquire direct or indirect control of China

Trust Capital BV, Amsterdam, Netherlands, China Trust

Holdings Corp., New York, New York, and China Trust Bank

(U.S.A.), Torrance, California; and for China Trust Holdings

N.V., Curacao, Netherlands Antilles, to acquire control of AS.*

Newspaper – N/Avail

Fed Reg – 11/26/1999

3(a)(1) Caisse Nationale de Credit Agricola, Paris, France, to become a

bank holding company through its investment in Banco Espirito

Santo e Comercial de Lisboa, S.A., Lisbon, Portugal

(“BESCL”), through BESCL’s acquisition of Espirito Santo

Bank, Miami, Florida.*

Newspaper – 11/15/1999

Fed Reg – N/Avail

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

Type Application

Ending date of

comment period

4(c)(8) Fuji Bank, Ltd., Tokyo, Japan, to establish through Heller

Financial, Inc., Chicago, Illinois (“Heller”), a joint-venture

between Heller’s indirect, wholly-owned subsidiary, Heller

Financial Leasing, Inc., Troy, Michigan, and SFS Holding

Corporation, Park Ridge, New Jersey, an indirect, wholly-owned

subsidiary of SONY Corporation, Tokyo, Japan, and thereby

engage in various nonbanking activities.

Fed Reg – 11/10/1999

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)

Branch

Received application on 10/26/1999 from Provident Bank,

Cincinnati, OH to merge with Centennial Bank, Cincinnati, OH

and incident thereto establish branches.

11/08/1999

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

Type Application

Ending date of

comment period

4(c)(8) Received notice on 10/26/1999 from Provident Financial Group,

Inc., Cincinnati, OH to acquire Fidelity Financial of Ohio, Inc.,

Cincinnati, OH.

Fed Reg – 11/12/1999

3(a)(1) Received application on 10/27/1999 from Rockhold-Brown

Bancshares, Inc., Bainbridge, OH to acquire The Rockhold,

Brown & Company Bank, Bainbridge, OH

Fed Reg – 11/26/1999

3(a)(3) Received application on 10/27/1999 from United Bancshares,

Inc., Columbus Grove, OH to acquire The Bank of Leipsic

Company, Leipsic, OH.

Fed Reg – 11/26/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Monarch Bank, Chesapeake, Virginia, to establish a branch

at 601 Battlefield Boulevard South, Chesapeake, Virginia.*

Newspaper – 11/9/1999

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

CIC John Walter Ratliff to retain 10.22% of the voting shares of

GNB Bankshares Corporation, Grundy, Virginia.*

Fed Reg - 11/15/1999

Newspaper - 11/18/1999

3(a)(1) Coastal Banking Company, Inc., Beaufort, South Carolina,

to become a bank holding company through the acquisition

of 100% of the voting shares of Lowcountry National Bank,

Beaufort, South Carolina, in organization.*

Fed Reg - N/A

Newspaper - N/A

4(c)(8) First Citizens Bancorporation of South Carolina, Inc.,

Columbia, South Carolina, to acquire up to 10% of the

voting shares of Heritage Bancorp, Inc., Laurens, South

Carolina.*

Fed Reg - N/A

Newspaper - N/A

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Foreign Bank of America, N.A., Charlotte, North Carolina, to have its

London branch acquire Corporate Leasing Facilities Limited,

London, England.

3(a)(1) Virginia Commerce Bancorp, Inc., Arlington, Virginia, to

become a bank holding company through the acquisition of

100% of the voting shares of Virginia Commerce Bank,

Arlington, Virginia.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2518705 Community Bank and Trust

1810 Main Street

Barnwell, South Carolina 29812

08/10/1999 10/24/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) SunTrust Bank, Atlanta, Georgia, to merge with STI Capital

Management, N.A., Orlando, Florida.

11/20/1999*

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Security Acadia Bancshares, Inc., Rayne, Louisiana, after-thefact notification filed by the Security Acadia Bancshares, Inc.

Employee Stock Ownership Plan (Russell James Guidry, Jr.,

James Marvin Cunningham, III, Jack Badoui Koury, Ulysses

Joseph Prevost, and Roland Joseph Guidry, as trustees), to

collectively retain 25.5% of the outstanding shares of Security

Acadia Bancshares, Inc., Rayne, Louisiana .

N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Florida Banks, Inc., Jacksonville, Florida, prior notice to engage

in making, acquiring, brokering, or servicing loans or other

extensions of credit, pursuant to section 4(c)(8) of the Bank

Holding Company Act and section 225.28(b)(1) of Regulation

Y.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

3598838 Bank of York

Post Office Box 96

York, Alabama 36925

(205) 392-5205

07/06/1999 10/28/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branch

Midwest Bank of Western Illinois

Monmouth, Illinois

 Aledo, Illinois branch of Associated Bank Illinois, National

 Association, Rockford, Illinois, and to establish a branch at

 104 Southeast 3rd Avenue

 Aledo, Illinois

Newspaper – 11/06/1999

18(c) &

 Branch

F&M Bank-Northeast

Pulaski, Wisconsin

 F&M Bank-Central

 Stevens Point, Wisconsin

 F&M Bank-East Troy

 East Troy, Wisconsin

 F&M Bank-Elkhorn

 Elkhorn, Wisconsin

 F&M Bank-Grant County

 Fennimore, Wisconsin

 F&M Bank-Jefferson

 Jefferson, Wisconsin

 F&M Bank-Kiel

 Kiel, Wisconsin

 F&M Bank-Lakeland

 Woodruff, Wisconsin

 F&M Bank-Landmark

 Hudson, Wisconsin

 F&M Bank-Prairie du Chien

 Prairie du Chien, Wisconsin

 F&M Bank-Superior

 Superior, Wisconsin

 F&M Bank-Winnebago County

 Omro, Wisconsin

 and thereby to establish branches

Newspaper – N/Avail

18(c) &

 Branch

F&M Bank-Northeast

Pulaski, Wisconsin

 F&M Bank-Kaukauna

 Kaukauna, Wisconsin

 and thereby to establish branches

Newspaper – N/Avail
Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branch

F&M Bank-Kaukauna

Kaukauna, Wisconsin

 F&M Bank-Appleton

 Appleton, Wisconsin

 F&M Bank-Algoma

 Algoma, Wisconsin

 F&M Bank-Brodhead

 Brodhead, Wisconsin

 F&M Bank-Darlington

 Darlington, Wisconsin

 F&M Bank-Hilbert

 Hilbert, Wisconsin

 F&M Bank-New London

 New London, Wisconsin

 F&M Bank-Waushara County

 Wautoma, Wisconsin

 F&M Trust Company

 Kaukauna, Wisconsin

 and thereby to establish branches

Newspaper – N/Avail

Branch Harris Trust & Savings Bank

Chicago, Illinois

 1242 N. Ashland Avenue

 Chicago, Illinois

Newspaper – 11/13/1999

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

Type Application

Ending date of

comment period

3(a)(1) JD Financial Group, Inc.*

Evanston, Illinois

 Pan American Bank

 Chicago, Illinois

Fed Reg – 11/05/1999

Newspaper – 11/01/1999

3(a)(1) Merchants Merger Corp*

New Berlin, Wisconsin

 Pyramid Bancorp, Inc.

 Grafton, Wisconsin

 Grafton State Bank

 Grafton, Wisconsin

Fed Reg – 11/18/1999

Newspaper – 11/5/1999

3(a)(3) Fentura Bancorp, Inc.*

Fenton, Michigan

 Davison State Bank (in organization)

 Davison, Michigan

Fed Reg – N/Avail

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) Capitol Bancorp, Ltd*

Lansing, Michigan

 Black Mountain Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg - 11/15/1999

Newspaper – 11/14/1999

3(a)(3) Sun Community Bancorp Limited*

Phoenix, Arizona

 Black Mountain Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg - 11/15/1999

Newspaper – 11/14/1999

3(a)(3) Nevada Community Bancorp Limited*

Las Vegas, Nevada

 Black Mountain Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg - 11/15/1999

Newspaper – 11/14/1999

3(a)(3) Capitol Bancorp, Ltd*

Lansing, Michigan

 Sunrise Bank of Albuquerque (in organization)

 Albuquerque, New Mexico

Fed Reg - 11/15/1999

Newspaper – 11/15/1999

3(a)(3) Sun Community Bancorp Limited*

Phoenix, Arizona

Sunrise Bank of Albuquerque (in organization)

 Albuquerque, New Mexico

Fed Reg - 11/15/1999

Newspaper – 11/15/1999

3(a)(1) Sunrise Capital Corporation*

Phoenix, Arizona

Sunrise Bank of Albuquerque (in organization)

 Albuquerque, New Mexico

Fed Reg - 11/15/1999

Newspaper – 11/15/1999

3(a)(1) The Leaders Group, Inc.*

Oak Brook, Illinois

 The Leaders Bank (in organization)

 Oak Brook, Illinois

Fed Reg - N/Avail

Newspaper – 11/24/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Hometown Bancorp, Ltd.

St. Cloud, Wisconsin

 Hometown Mortgage Services, Inc.

 Fond du Lac, Wisconsin

Fed Reg – 11/12/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

293941 F&M Bank-Waushara County

123 E. Main Street

Wautoma, Wisconsin 54982

(920) 787-3351

07/19/1999 10/26/1999 S X

667832 State Bank of Arthur

411 S. Vine Street

Arthur, Illinois 61911-1327

(217) 543-2111

06/14/1999 10/28/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) Notice by Wilson & Muir Bancorp, Inc., Bardstown, Kentucky,

to acquire Farmers Bank of Vine Grove, Vine Grove,

Kentucky.*

Newspaper N/Avail

Fed Reg – 11/22/1999

3(a)(1) Notice by Bob S. Prince Insurance Agency, Inc., McLeansboro,

Illinois, to become a bank holding company through the

retention of 7.12 percent of Market Street Bancshares, Inc., Mt.

Vernon, Illinois. A companion Section 4(c)(8) notice

accompanies this notice.*

Newspaper: 11/13/1999

Fed Reg – N/Avail

3(a)(3) Notice by Exchange National Bancshares, Inc., Jefferson City,

Missouri, to acquire Mid-Central Bancorp, Inc., Warsaw,

Missouri.*

Newspaper – 11/28/1999

Fed Reg – 11/22/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Notice by Bob S. Prince Insurance Agency, Inc., McLeansboro,

Illinois, to continue to engage in any insurance activities in a

small town, pursuant to Section 225.28(b)(11)(iii) of Regulation

Y. A companion Section 3(a)(3) notice accompanies this notice.

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

Type Application

4(j)(5)(B) Notice by M&F Bancorp, Inc., Holly Springs, Mississippi, to

indirectly engage in consumer finance activities through Fidelity

National Loans, Inc., Holly Springs, Mississippi, pursuant to

Section 225.28(b)(1) of Regulation Y.

Member Notice by The Capital Bank, Little Rock, Arkansas, to become a

member of the Federal Reserve System.

Member Notice by Southern Bank of Commerce, Paragould, Arkansas, to

become a member of the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

535641 Citizens Bank

Hartford, Kentucky

7/26/1999 10/25/1999 S X

16748 The State Bank of Elberfeld

Elberfeld, Indiana

7/19/1999 10/29/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Peregrine Corporation, Chaska, Minnesota, for prior approval to

become a bank holding company through the acquisition of

100% of the voting shares of Community Bank of Chaska,

Chaska, Minnesota, a de novo bank.*

Fed Reg - 11/22/1999

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch State Bank of Lancaster, Lancaster, Kansas, to establish a

branch at 4140 West 71st Street, Prairie Village, Kansas.

Newspaper - 11/14/1999

Branch Bank of Cherokee County, Hulbert, Oklahoma, to establish a

branch at 125 East First Street, Tahlequah, Oklahoma.

Newspaper - N/Avail

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

Type Application

Ending date of

comment period

3(a)(1) CSB Bancshares, Inc. Amended ESOP, Ellsworth, Kansas, to

become a bank holding company through the acquisition of

26.68 percent of the voting shares of CSB Bancshares, Inc.,

Ellsworth, Kansas.

Newspaper - 11/20/1999

Fed Reg - 11/29/1999

3(a)(3) MBT Bancshares, Inc., Kansas City, Missouri, to acquire 100

percent of the voting shares of Whiting Bankshares, Inc.,

Whiting, Kansas, and thereby indirectly acquire The State Bank

of Whiting, Whiting, Kansas, and The State Bank of Lancaster,

Lancaster, Kansas

Newspaper - 11/14/1999

Fed Reg - 11/14/1999

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

Member Bank of Cherokee County, Hulbert, Oklahoma, for membership

in the Federal Reserve System.
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

S/R Commerce Financial Corporation, Topeka, Kansas, to redeem

12.8 percent of its own outstanding common stock.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

898458 Bank of Jackson Hole

Jackson, Wyoming

08/02/1999 10/25/1999 S X

360852 People First Bank

Hennessey, Oklahoma

07/26/1999 10/28/1999 O X

116956 Pinnacle Bank

Neligh, Nebraska

08/09/1999 10/28/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Legacy Bank of Texas, Plano, TX, to establish a branch office

at 7031 Snider Plaza, University Park, TX, 75205*

11/02/1999

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Employee Stock Ownership Plan and Trust of First Grayson

Bancshares, Inc., Celeste, TX, to acquire

First Grayson Bancshares, Inc., Waco, TX, and

Security Bank, Whitesboro, TX*

(previously reported the week ending October 9, 1999)

Fed Reg – 11/05/1999

Newspaper – 11/06/1999

3(a)(1) Ruff Partners, Ltd., Longview, TX, to acquire

The First State Bank of Hallsville, Hallsville, TX*

Fed Reg – 11/29/1999

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

491569 Texas Bank

102 N. Main St.

Weatherford, Texas 76086-3241

07/19/1999 10/30/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, October 30, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch M & I Thunderbird Bank, Phoenix, Arizona, to establish a

branch office at the corner of 19th Avenue and Mohawk Lane,

Phoenix, Arizona.

Newspaper – 11/12/1999

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) FNB Bancorp, Layton, Utah, to become a bank holding

company by acquiring The First National Bank of Layton,

Utah.*

Newspaper – 11/26/1999

Fed Reg – 11/22/1999

CIC Imperial Credit Industries, Inc., Torrance, California, to acquire

approximately 14.7 percent of Bay View Capital Corporation,

San Mateo, California.*

Newspaper – 11/17/1999

Fed Reg – 11/12/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Banque Nationale de Paris, and Paribas T1, both of Paris,

France; to acquire Paribas Corporation, New York, New York,

and thereby indirectly acquire Paribas Asset Management, Inc.,

New York, New York, and Paribas Futures, Inc., New York,

New York,, and thereby engage in underwriting and dealing to a

limited extent in all types of equity securities and debt securities

that a member bank may not underwrite or deal in.

Fed Reg – 11/17/1999

* Subject to the provisions of the Community Reinvestment Act
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

528568 Harris Trust Bank of AZ

6720 N. Scottsdale Road, Suite 111

Scottsdale, AZ 85253-5401

(602) 951-4900

06/28/1999 10/27/1999 S X

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not

intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility

for errors or omissions.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None