Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 31

Week Ending July 31, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions July 25, 1999 to July 31, 1999

Bank Holding Companies

Security Pecos Bancshares, Inc., Pecos, Texas; and Security Delaware Pecos 

Bancshares, Inc., Dover, Delaware -- to become bank holding companies through the 

acquisition of Security State Bank of Pecos.

- Approved, July 28, 1999 

Banks, Foreign

Banco de la Ciudad de Buenos Aires, Buenos Aires, Argentina -- to establish a 

representative office in New York, New York.

- Approved, July 26, 1999 

Regulations And Policies

Clearing House Interbank Payments Company, LLC, New York, New York -- 

proposed changes for intraday finality of Clearing House Interbank Payment System 

(CHIPS) payments.

- Approved, July 26, 1999 

Enforcement

Great Eastern Bank, Flushing, New York -- suspension action against Joseph C. Liu, 

an institution-affiliated party.

- Approved, July 28, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
July 25, 1999 to July 31, 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

BankTennessee, Collierville, Tennessee -- to establish a branch at 1125 W. Poplar.

- Approved, July 29, 1999 

St. Louis

The Chase Manhattan Bank, New York, New York -- to establish a branch at 

Lincoln Plaza Shopping Mall, 875 Route 17 South, Ramsey, New Jersey.

- Approved, July 29, 1999 

New York

Crestar Bank, Richmond, Virginia -- to establish branches at 2749 McRae Road and 

at 2736 Hannaford Plaza.

- Approved, July 26, 1999 

Richmond

East County Bank, Antioch, California -- to establish a branch at 742 Bancroft Road, 

Walnut Creek.

- Approved, July 30, 1999 

San Francisco

First American Bank of Carpentersville, Illinois -- to establish a branch at New York 

Street and Oakhurst Road, Aurora.

- Approved, July 30, 1999 

Chicago

Lemay Bank and Trust Company, St. Louis, Missouri -- to establish a branch at 1007 

Bowles Avenue, Fenton.

- Approved, July 26, 1999 

St. Louis

Port Byron State Bank, Port Byron, Illinois -- to establish a branch at 801 1st Street, 

Colona.

- Approved, July 26, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Bank Branches, Domestic

Salin Bank and Trust Company, Indianapolis, Indiana -- to establish a branch in a 

supermarket at 8801 U.S. 24 West, Fort Wayne.

- Approved, July 28, 1999 

Chicago

SunTrust Bank, Gulf Coast, Sarasota, Florida -- to establish a branch at 6155 

Exchange Way, Bradenton.

- Approved, July 28, 1999 

Atlanta

Bank Holding Companies

Bank of America Corporation, Charlotte, North Carolina -- to acquire shares of 

PaymentNet, Inc., Pleasanton, California.

- Approved, July 29, 1999 

Richmond

Banque Nationale de Paris, Paris, France -- to acquire shares of Charter Atlantic 

Corporation, New York, New York, and thereby engage in investment management 

of fixed-income portfolios and related services.

- Approved, July 28, 1999 

San Francisco

BB&T Corporation, Winston-Salem, North Carolina. -- to acquire First Liberty 

Financial Corp., Macon, Georgia.

- Approved, July 30, 1999 

Richmond

Cullen/Frost Bankers, Inc., San Antonio, Texas -- determination that Cullen/Frost 

Bankers and its subsidiaries had established satisfactory policies and procedures in 

conformance with the Board's requirements, and that Frost Securities, Inc. may 

engage in underwriting and dealing in debt and equity securities subject to the 

conditions of the Board's approval order.

- Granted, July 26, 1999 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 2 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Bank Holding Companies

Ebenezer Pan-African Development Organization, Inc. Trust, Lauderdale Lakes, 

Florida -- to become a bank holding company through the acquisition of NGLC, Inc., 

Miami, and Peoples National Bank of Commerce.

- Returned, July 27, 1999 

Atlanta

First Flo Corporation, Florence, Colorado -- to become a bank holding company 

through the acquisition of FAM Financial, Inc., Macksville, Kansas, and thereby 

acquire The Farmers and Merchants Bank of Macksville.

- Approved, July 29, 1999 

Kansas City

Georgia Community Bancorp, Inc., Reynolds, Georgia -- to acquire Bank of Terrell, 

Dawson, and Commercial State Bank, Donalsonville, both de novo banks.

- Approved, July 30, 1999 

Atlanta

Guaranty Bancshares, Inc., Mount Pleasant, Texas; and Guaranty Financial 

Corporation, Sulphur Springs -- request for a waiver in connection with the 

proposed merger with First American Financial Corporation.

- Approved, July 26, 1999 

Dallas

Jesup Bancshares, Inc., Jesup, Iowa -- modification of a commitment.

- Approved, July 29, 1999 

Chicago

Kercheval Limited Partnership, Largo, Florida -- to become a bank holding company 

through the acquisition of shares of Montezuma State Bank, Montezuma, Iowa.

- Withdrawn, July 29, 1999 

Chicago

New Commerce BanCorp, Simpsonville, South Carolina -- transfer agent registration.

- Approved, July 27, 1999 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 3 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Bank Holding Companies

Peoples Bancorp, Inc., Lubbock, Texas -- to become a bank holding company 

through the acquisition of Peoples Bancorp of Delaware, Inc., Dover, Delaware; and 

for both to acquire Lorenzo Bancshares, Inc., Lorenzo, Texas, and Lorenzo State 

Bank at Lorenzo.

- Approved, July 27, 1999 

Dallas

Stichting Administratiekantoor ABN AMRO Holding, Amsterdam, The Netherlands; 

Stichting Prioritiet ABN AMRO Holding; ABN AMRO Bank N.V.; and ABN 

AMRO Holding N.V. -- to acquire an interest in ABN AMRO Rothschild LLC, a de 

novo Delaware limited liability company, and thereby engage in providing securities 

brokerage, financial advisory, and investment advisory services.

- Withdrawn, July 21, 1999 (AC)

Chicago

SunTrust Banks, Inc., Atlanta, Georgia -- to purchase a limited partnership interest in 

Atlantic Financial Group, Ltd., Arlington, Texas, and thereby engage in leasing 

personal or real property.

- Approved, July 23, 1999 (AC)

Atlanta

Bank Mergers

Compass Bank, Birmingham, Alabama -- to merge with Arizona Bank, Tucson, 

Arizona, and establish branches at the locations of the main office and branches of 

Arizona Bank.

- Approved, July 28, 1999 

Secretary

First American Bank, Carpentersville, Illinois -- to merge with First American Bank, 

Joliet, and First American Bank, Kankakee, and thereby establish branches at 1818 

West Jefferson, Joliet; 3205 Mall Loop Drive; 101 Meadowview Center, Kankakee; 

6200 W. 95th Street, Oak Lawn; 228 Main Street, Bourbonnais; and 1290 West 

Boughton, Bolingbrook.

- Approved, July 27, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Bank Mergers

First Interstate Bank, Billings, Montana -- to merge with Security State Bank and 

Trust Company, Polson, and establish branches.

- Approved, July 29, 1999 

Minneapolis

Banks, National

First Community Bank of Mercer County, Inc., Princeton, West Virginia -- transfer 

agent registration.

- Withdrawn, July 27, 1999 

Director, BS&R

Banks, Nonmember, And Miscellaneous Institutions

Columbine Life Insurance Company, Denver, Colorado -- termination as a registered 

lender under Regulation U.

- Approved, July 29, 1999 

Kansas City

Smith Barney Private Trust Company, New York, New York -- transfer agent 

registration.

- Approved, July 27, 1999 

Director, BS&R

Woodmen of the World Life Insurance Society, Omaha, Nebraska -- termination as a 

registered lender under Regulation U.

- Approved, July 26, 1999 

Kansas City

Banks, State Member

Clear Lake Bank & Trust Co., Clear Lake, Iowa -- to purchase the assets and 

assume the liabilities of the Clear Lake branch of U.S. Bank. N.A., Minneapolis, 

Minnesota.

- Approved, July 30, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Banks, State Member

Tower Bank & Trust Company, Fort Wayne, Indiana -- to exercise fiduciary powers.

- Approved, July 22, 1999 (AC)

Chicago

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

- Approved, July 26, 1999 

Kansas City

Capital Stock

Spring River Bancshares, Inc., Imboden, Arkansas -- redemption of shares.

- Approved, July 30, 1999 

St. Louis

Competitive Factors Reports

Amcore Bank National Association, Rockford, Illinois -- report on competitive 

factors of the proposed merger with Amcore Bank National Association, South 

Beloit.

- Submitted, July 29, 1999 

Chicago

Bank Midwest, N.A., Kansas City, Missouri -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Atchison, Kansas, 

branch of Valley State Bank.

- Submitted, July 28, 1999 

Kansas City

Cecil Federal Savings Bank, Elkton, Maryland -- report on competitive factors of the 

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

Elkton branches of Susquehanna Bank, Baltimore.

- Submitted, July 28, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 6 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Competitive Factors Reports

Century National Bank, Washington, D.C. -- report on competitive factors of the 

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

Dumfries, Virginia, branch of One Valley Bank-Central Virginia, National 

Association, Lynchburg.

- Submitted, July 26, 1999 

Richmond

Community Bank, Meridian, Mississippi -- report on competitive factors of the 

proposed purchase of assets and assumption of deposit liabilities of the Meridian 

branch of Community Bank of Mississippi, Inc., Forest.

- Submitted, July 28, 1999 

Atlanta

Factory Point National Bank of Manchester Center, Manchester Center, Vermont -- 

report on competitive factors of the proposed purchase of certain assets and 

assumption of certain liabilities of the Ludlow branch and one Rutland branch of 

Vermont National Bank, Brattleboro.

- Submitted, July 29, 1999 

Boston

First National Bank South Dakota, Yankton, South Dakota -- report on competitive 

factors of the proposed merger with Commercial Trust & Savings Bank, Mitchell.

- Submitted, July 26, 1999 

Minneapolis

Guaranty Bank, Dallas, Texas -- report on competitive factors of the proposed 

merger with First American Bank, N.A., Sulphur Springs.

- Submitted, July 27, 1999 

Dallas

Hamlin National Bank, Hamlin, Texas -- report on competitive factors of the 

proposed merger with The Farmers National Bank of Rule, Rule.

- Submitted, July 27, 1999 

Dallas

(AC) = Addition or Correction Delegated - Page 7 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Competitive Factors Reports

Hartford-Carlisle Savings Bank, Carlisle, Iowa -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Carlisle branch of 

Liberty Savings Bank, FSB, Arnolds Park.

- Submitted, July 29, 1999 

Chicago

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

merger with Compass Interim National Bank.

- Submitted, July 30, 1999 

Dallas

Hillcrest Bank, Overland Park, Kansas -- report on competitive factors of the 

proposed merger with American Bank, Wichita.

- Submitted, July 28, 1999 

Kansas City

Hudson United Bank, Union City, New Jersey -- report on competitive factors of the 

proposed acquisition of Jefferson Bank New Jersey, Mount Laurel, and Jefferson 

Bank, Philadelphia, Pennsylvania.

- Submitted, July 29, 1999 

New York

Inwood National Bank, Dallas, Texas -- report on competitive factors of the 

proposed merger with Provident Bank.

- Submitted, July 27, 1999 

Dallas

Marquette Bank, National Association, Golden Valley, Minnesota -- report on 

competitive factors of the proposed merger with Marquette Bank Rochester, 

National Association, Rochester.

- Submitted, July 29, 1999 

Minneapolis

Merchants Bank, Burlington, Vermont -- report on competitive factors of the 

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

Bellows Falls branch and a Rutland branch of Vermont National Bank, Brattleboro.

- Submitted, July 29, 1999 

Boston

(AC) = Addition or Correction Delegated - Page 8 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Competitive Factors Reports

Peoples State Bank, Ellettsville, Indiana -- report on competitive factors of the 

proposed merger with Peoples Merger Bank.

- Submitted, July 29, 1999 

Chicago

Security Savings Bank, Monmouth, Illinois -- report on competitive factors of the 

proposed merger with SSB Interim Two Savings Bank.

- Submitted, July 29, 1999 

Chicago

The Central Trust Bank, Jefferson City, Missouri -- report on competitive factors of 

the proposed merger with Fulton Savings Bank, FSB, Fulton.

- Submitted, July 26, 1999 

St. Louis

Extensions Of Time

Allfirst Financial, Inc., Baltimore, Maryland -- extension of time to dispose of an 

impermissible investment.

- Granted, July 28, 1999 

Richmond

BCC Bancshares, Inc., Hardin, Illinois -- extension of time to become a bank holding 

company through the acquisition of the Bank of Calhoun County.

- Denied, July 27, 1999 

St. Louis

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

Pickett County, Byrdstown, Tennessee -- extension to October 29, 1999, to acquire 

an interest in Upper Cumberland Bancshares, Inc.

- Granted, July 29, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 9 of 10
H.2 Actions under delegated authority July 25, 1999 to July 31, 1999

Extensions Of Time

Trustmark Corporation, Jackson, Mississippi -- extension to October 27, 1999, to 

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

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

credit.

- Granted, July 27, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 10 of 10
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, July 31, 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) Norway Bancorp, M.H.C. and Norway Bancorp, Inc., both of

Norway, Maine – application to become a mutual holding

company and a bank holding company, respectively, through the

reorganization of Norway Savings Bank, Norway, Maine

Newspaper – 08/20/1999

Fed Reg – 08/23/1999

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, July 31, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

representative office in New York, New York.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(1) Canadian Imperial Bank of Commerce, Toronto, Canada, and

certain of its subsidiaries, to become bank holding companies by

establishing a de novo national bank, CIBC National Bank,

Maitland, Florida.*

Newspaper – 08/15/1999

Fed Reg – 08/16/1999

3(a)(1) Boiling Springs, MHC and Boiling Springs Bancorp, both of

Rutherford, New Jersey, to become bank holding companies

with respect to Boiling Springs Savings Bank, also of

Rutherford, New Jersey.*

Newspaper – 08/30/1999

Fed Reg – 08/23/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Citigroup, New York, New York, through its wholly-owned

indirect subsidiary, Citicorp Strategic Technology Corporation,

to make an investment in GlobeSet, Inc., Austin, Texas, and

thereby engage in nonbanking activities.

Fed Reg – N/Avail

4(c)(8) Bank of Nova Scotia, Toronto, Canada, to engage de novo

through Scotiabanc, Inc., Atlanta, Georgia, in acting as principal

in the structuring and sale of forward contracts, swaps

transactions, and similar contracts based on the equity and debt

securities of a single issuer.

Fed Reg – N/Avail
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, July 31, 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, July 31, 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

Section 3(a)(1) Received application on 7/26/1999 from Buckeye Bancshares,

Inc., Lorain, OH to acquire Buckeye Community Bank, Lorain,

OH. *

N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Membership

4(c)(8)

Received application on 7/26/1999 from Buckeye Community

Bank, Lorain, OH to become a member of the Federal Reserve

System.

Received notice on 7/26/1999 from National City Corporation,

Cleveland, OH of its intent to acquire First Franklin Financial

Companies, Inc., San Jose, CA.
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, July 31, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Southern Financial Bank, Warrenton, Virginia, to merge with

The Horizon Bank of Virginia, Vienna, Virginia.*

Newspaper – N/Avail

*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) BCC Bankshares, Inc., Phenix, Virginia, to become a bank

holding company through the acquisition of 100% of the

voting shares of The Bank of Charlotte County, Phenix,

Virginia.*

Fed Reg – 08/23/1999

Newspaper – 08/09/1999

3(a)(3) Southern Financial Bancorp, Inc., Warrenton, Virginia, to

acquire 100% of the voting shares of The Horizon Bank

of Virginia, Vienna, Virginia.*

Fed Reg – N/Avail

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

Membership AmericasBank, Towson, Maryland, for membership in the

Federal Reserve System.

4(c)(8) Wachovia Corporation, Winston-Salem, North Carolina, to

acquire the outstanding stock of Barry, Evans, Josephs &

Snipes, Inc., Charlotte, North Carolina.

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

708623 FCNB Bank

7200 FCNB Court

Frederick, Maryland 21703*

02/01/1999 05/19/1999 S X

47920 Crestar Bank

919 East Main Street

Richmond, Virginia 23219

05/11/1998 07/31/1999 S X

*This report was inadvertently omitted from Bulletin No. 21 for week ending May 22, 1999.

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, July 31, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch SunTrust Bank, North Central Florida, to establish a branch

located at 10970 S.E. 175 th Place, Summerfield, Florida, to be

known as the Stonecrest Office.

08/05/1999*

*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

3(a)(1) First Security Group, Inc., Dalton, Georgia, to become a bank

holding company by acquiring Dalton Whitfield Bank, Dalton,

Georgia (in organization).

N/Avail*

3(a)(5) Synovus Financial Corporation, Columbus, Georgia, to merge

with Ready Bank of Fort Walton Beach Holding Company, Fort

Walton Beach, Florida, and thereby acquire its subsidiary,

Ready Bank of West Florida, Fort Walton Beach, Florida.

Fed Reg - 08/26/1999*

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

Member Palm Beach County Bank, Boynton Beach, Florida, to become a

member of the Federal Reserve System.
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 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, July 31, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Clear Lake Bank & Trust Co.

Clear Lake, Iowa

 Clear Lake, Iowa branch of U.S. Bank, N.A.

 Minneapolis, Minnesota

Newspaper – 07/24/1999

18(c)

 & Branches

Citizens Bank

Flint, Michigan

 To acquire and establish 17 branches from

 Bank One, Michigan

 Detroit, Michigan

Newspaper – 08/15/1999

Branch Lapeer County Bank & Trust Co.

Lapeer, Michigan

 1875 S. Cedar Street

 Imlay City, Michigan

Newspaper – 07/29/1999

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

Type Application

Ending date of

comment period

CIC Freedom Holdings, L.C.

West Des Moines, Iowa

 By David Hill

Fed Reg – 07/14/1999

Newspaper – 07/15/1999

3(a)(3) Fidelity Company*

Dyersville, Iowa

 First Postville Bancorporation, Inc.

 Postville, Iowa

 Citizens State Bank

 Postville, Iowa

Fed Reg – 08/09/1999

Newspaper – 08/13/1999

3(a)(3) Fayette Bancorporation*

Marion, Iowa

 Shell Rock Bancorporation

 Shell Rock, Iowa

 Security State Bank

 Waverly, Iowa

Fed Reg – 08/12/1999

Newspaper – 08/12/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) Illini Corporation*

Springfield, Illinois

 Farmers State Bank of Camp Point

 Camp Point, Illinois

Fed Reg – 08/23/1999

Newspaper – N/Avail

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

Lansing, Michigan

 Elkhart Community Bank (in organization)

 Elkhart, Indiana

Fed Reg – 06/11/1999

Newspaper – 06/12/1999

3(a)(1) Indiana Community Bancorp Limited*

Goshen, Indiana

 Elkhart Community Bank (in organization)

 Elkhart, Indiana

Fed Reg – 06/11/1999

Newspaper – 06/12/1999

* 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

None

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

Type Application

S/R Capital Commerce Bancorp, Inc.

Milwaukee, Wisconsin

 To redeem 750 shares of its 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

650843 State Bank of Howards Grove

211 N. Wisconsin Drive

Howards Grove, Wisconsin 53083

(920) 565-3351

04/05/1999 07/27/1999 S X

802848 Central Trust & Savings

401 W. Main Street

Cherokee, Iowa 51012-0518

(712) 225-2546

04/05/1999 07/29/1999 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, July 31, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by First State Bank of DeQueen, DeQueen, Arkansas, to

establish a branch at 402 West Collin Raye Drive, DeQueen,

Arkansas.*

8/9/1999

* 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 Notice involving Mercantile Bancorp, Inc., Quincy, Illinois, by

Dean Phillips, Quincy, Illinois.

Newspaper – N/Avail.

Fed Reg – N/Avail.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, July 31, 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

4(c)(8) Community First Bankshares, Inc., Fargo, North Dakota, to

engage in general insurance agency activities in a place with a

population not exceeding 5,000 through the acquisition of assets

of B & I Insurance, Inc., Gordon, Nebraska

N/Avail.

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

289757 Merchants State Bank

Freeman, South Dakota

04/12/1999 07/26/1999 S X

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, July 31, 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) Rae Valley Financials, Inc., Petersburg, Nebraska, to become a

bank holding company through the acquisition of 100 percent of

the voting shares of Petersburg State Bank, Petersburg, Nebraska.

Newspaper – 08/26/1999

Fed Reg – 08/27/1999

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 Bennington, Bennington, Nebraska, 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.

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

59754 Bank of Wyandotte

Wyandotte, Oklahoma

05/10/1999 07/26/1999 S X

702050 First State Bank

Picher, Oklahoma

05/10/1999 07/27/1999 S X

139553 Citizens Security Bank & Trust

Company

Bixby, Oklahoma

05/02/1999 07/29/1999 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, July 31, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Michael Weeks, Alice, TX, et ux, to acquire an interest in

Coastal Bend Bancshares, Inc., Alice, TX

(previously reported the week ending July 17, 1999)

Fed Reg – 08/03/1999

Newspaper – 08/11/1999

CIC James Matteucci, Roswell, NM, only notifican, to acquire an

interest in New Mexico National Financial Corporation,

Roswell, NM

Fed Reg – N/Avail

Newspaper – N/Avail

CIC Anna Maria Mateucci, Roswell, NM, only notificant, to acquire

an interest in New Mexico National Financial Corporation,

Roswell, NM

Fed Reg – N/Avail

Newspaper – N/Avail

4(c)(8) Eagle Bancshares, Inc., Fairfield, TX, and Fairfield Holdings,

Inc., Fairfield, TX, to acquire Texas Bank, S.S.B., Buffalo, TX

(de novo), and thereby engage de novo operating of a savings

association

Fed Reg – N/Avail

Newspaper – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, July 31, 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) Bank On It, Inc., Stockton, California, to become a bank holding

company by acquiring Community Bank of San Joaquin (In

Organization, Stockton, California. *

Newspaper – 08/12/1999

Fed Reg – 08/30/1999

3(a)(5) InterWest Bancorp, Inc., Oak Harbor, Washington, to acquire by

merger NBT Northwest Bancorp, Tukwila, Washington. *

Newspaper – 08/22/1999

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) Umpqua Holdings Corporation, Roseburg, Oregon, to engage

through its wholly-owned subsidiary, South Umpqua Bank, in

securities and underwriting through the acquisition of Strand,

Atkinson, Williams, & York, Inc., Portland, Oregon.

Fed Reg – 08/18/1999
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