Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 9

Week Ending February 27, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions February 21, 1999 to February 27, 1999

Testimony And Statements

Federal Reserve Board Retirement Portability Act -- statement by Governor Kelley 

before the House Subcommittee on Civil Service, February 25, 1999.

- Published, February 25, 1999 

Monetary policy objectives -- statement by Chairman Greenspan before the Senate 

Committee on Banking, Housing, and Urban Affairs, February 23, and the 

Subcommittee on Domestic and International Monetary Policy of the House 

Committee on Banking and Financial Services, February 24, 1999.

- Authorized, February 18, 1999 (AC)

Monetary policy report -- Monetary policy report to the Congress.

- Approved, February 16, 1999 (AC)

Need for Financial Modernization -- statement by Chairman Greenspan before the 

Senate Committee on Banking, Housing and Urban Affairs, February 23, 1999.

- Published, February 23, 1999 

Securities Regulation

List of Foreign Margin Stocks -- semiannual publication.

- Published, February 22, 1999 

Enforcement

Bankers Trust New York Corporation, New York, New York -- issuance of a 

combined order to cease and desist and order of assessment of a civil money penalty 

against Hogi Patrick Hyun, a former institution-affiliated party.

- Announced, February 25, 1999 

Farmers and Merchants Bank of Long Beach, Long Beach, California -- issuance of 

a consent order against Kenneth G. Walker, an institution-affiliated party.

- Announced, February 25, 1999 

Farmers and Merchants Bank of Long Beach, Long Beach, California -- issuance of 

a consent order against Daniel K. Walker, an institution-affiliated party.

- Announced, February 25, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
February 21, 1999 to February 27, 1999

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

AmSouth Bank, Birmingham, Alabama -- to establish a branch at 3535 Montgomery 

Highway, Dothan, Alabama.

- Approved, February 23, 1999 

Secretary

Crestar Bank, Richmond, Virginia -- to establish branches at 2400 Boston Street, 

Suite 110, Baltimore, Maryland, and 6225 North Charles Street.

- Approved, February 22, 1999 

Richmond

European American Bank, New York, New York -- to establish a branch at 

Waldbaum's Supermarket at 1141 Richmond Avenue, Staten Island, New York.

- Approved, February 26, 1999 

New York

First American Bank, Carpentersville, Illinois -- to establish a branch at Illinois State 

Route 64 and Kirk Road, St. Charles, Illinois.

- Approved, February 26, 1999 

Chicago

Johnson Bank, Racine, Wisconsin -- to establish a branch at S.C. Johnson Howard 

Packard Building, 1525 Howe Street.

- Approved, February 23, 1999 

Chicago

Main Street Bank, Reading, Pennsylvania -- to establish branches at 50 West Market 

Street, Chester, Pennsylvania; 65 North York Road, Montgomery; 225 West 

Lancaster Avenue; and Route 183 & MacArthur Road, Reading.

- Approved, February 22, 1999 

Philadelphia

One Bank & Trust, Little Rock, Arkansas -- to establish a branch at East 9th Street 

& Highway 65 North, Marshall, Arkansas.

- Approved, February 25, 1999 

St. Louis

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Bank Branches, Domestic

Wesbanco Bank Wheeling, Wheeling, West Virginia -- to establish a branch at 504-

506 Tenth Street, Moundsville, West Virginia.

- Approved, February 22, 1999 

Cleveland

Bank Holding Companies

Cameron Bancshares of Delaware, Inc., Wilmington, Delaware -- to acquire First 

National Bank in Cameron, Cameron, Texas.

- Approved, February 25, 1999 

Dallas

Cameron Bancshares, Inc., Cameron, Texas -- to acquire Cameron Bancshares of 

Delaware, Inc., Wilmington, Delaware, and First National Bank in Cameron, 

Cameron, Texas.

- Approved, February 25, 1999 

Dallas

Capital Savings Bancorp, Inc., Jefferson City, Missouri -- termination of registration 

under Regulation U.

- Approved, February 25, 1999 

St. Louis

Castle Creek Capital Partners Fund IIa, LP, Rancho Santa Fe, California; Castle 

Creek Capital Partners Fund IIb, LP; Eggemeyer Advisory Corp.; WJR Corp.; and 

Castle Creek Capital LLC -- to acquire shares of Union Acceptance Corp., 

Indianapolis, Indiana.

- Approved, February 25, 1999 

San Francisco

Coast Community Bancshares, Inc., Biloxi, Mississippi -- to acquire Coast 

Community Bank.

- Approved, February 25, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Bank Holding Companies

Community Bancshares of Mississippi, Forest, Mississippi -- to retain shares of Coast 

Community Bancshares, Biloxi, Mississippi, and Coast Community Bank.

- Approved, February 25, 1999 

Atlanta

Community Trust Financial Services, Hiram, Georgia -- to acquire, through 

Community Loan Company, certain assets of the Dalton, Georgia, office of First 

Family Financial Services of Georgia, Inc., Atlanta, Georgia, and engage in lending 

activities, providing tax planning and preparation services, and acting as agent or 

broker for insurance directly related to an extension of credit by its subsidiary finance 

company.

- Approved, February 17, 1999 (AC)

Atlanta

Concord EFS, Inc., Memphis, Tennessee -- to acquire shares of Electronic Payment 

Services, Inc., Wilmington, Delaware.

- Approved, February 26, 1999 

St. Louis

Eggemeyer Advisory Corp., Rancho Santa Fe, California; WJR Corp.; and Castle 

Creek Capital LLC -- to increase indirect ownership of Rancho Santa Fe National 

Bank through Castle Creek Capital Partners Fund I, LP; Castle Creek Capital 

Partners Fund IIa, LP; and Castle Creek Capital Partners Fund IIb, LP.

- Approved, February 25, 1999 

San Francisco

Extraco Bancshares, Inc., Waco, Texas -- to acquire Central Financial Corporation, 

Inc., Lorena, Texas; Central Delaware Financial Corporation, Inc., Dover, Delaware; 

Bank of Troy, Troy, Texas; and Lorena State Bank, Lorena.

- Approved, February 25, 1999 

Dallas

First Personal Financial Corp., Orland Park, Illinois -- to acquire First Personal Bank.

- Approved, February 24, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Bank Holding Companies

Fortis (B), Brussels, Belgium; Fortis (NL) N.V., Utrecht, The Netherlands; Fortis 

SA/NV, Brussels, Belgium; and Generale de Banque -- to engage, through Generale 

(USA) Finance LLC, New York, New York, in extending credit and servicing loans 

and leasing personal or real property; and to engage through Generale (USA) 

Financial Markets LLC in investing and trading activities, buying and selling bullion, 

and related activities.

- Approved, February 22, 1999 

New York

Lincoln Bancorp, Reinbeck, Iowa -- waiver of application to acquire First Nashua 

State Bank, Nashua, Iowa.

- Approved, February 25, 1999 

Chicago

M&T Bank Corporation, Buffalo, New York, and Olympia Financial Corporation -- 

to acquire by merger FNB Rochester Corp., Rochester, New York, and First 

National Bank of Rochester; and related application by Manufacturers and Traders 

Trust Company, Buffalo, to merge with First National Bank of Rochester, Rochester.

- Approved, February 22, 1999 

New York

MemphisFirst Corporation, Memphis, Tennessee -- to acquire MemphisFirst 

Community Bank.

- Approved, February 25, 1999 

St. Louis

Pacific Financial Corporation, Long Beach, Washington -- to acquire Bank of the 

Pacific.

- Approved, February 24, 1999 

San Francisco

PFSB Bancorporation, Inc., Pigeon Falls, Wisconsin -- to acquire Pigeon Falls State 

Bank.

- Approved, February 26, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Bank Holding Companies

Regions Financial Corporation, Birmingham, Alabama -- to merge with Arkansas 

Banking Company, Jonesboro, Arkansas, and acquire The Arkansas Bank; The 

Arkansas Bank, Walnut Ridge; The Planters Bank, Osceola; and The Arkansas Bank, 

N.A., Batesville.

- Approved, February 25, 1999 

Atlanta

Ripley County Bancshares, Inc., Piedmont, Missouri -- to acquire Ripley County 

State Bank, Doniphan, Missouri.

- Approved, February 23, 1999 

St. Louis

Sho-Me Financial Corporation, Mount Vernon, Illinois -- termination of registration 

under Regulation U.

- Approved, February 25, 1999 

St. Louis

State Street Corporation, Boston, Massachusetts -- to engage in data processing 

activities through FutureSource/Bridge LLC.

- Approved, February 25, 1999 

Boston

Tampa Banking Company, Tampa, Florida -- request for waiver of commitment.

- Granted, February 22, 1999 

Atlanta

United Community Banks, Inc., Blairsville, Georgia -- to acquire Adairsville 

Bancshares, Inc., Adairsville, Georgia, and Bank of Adairsville.

- Approved, February 26, 1999 

Atlanta

WJR Corp., Rancho Santa Fe, California -- to acquire shares of Castle Creek Capital 

LLC.

- Approved, February 25, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Bank Holding Companies

Woodforest Bancshares, Inc., Lubbock, Texas, and Sun Belt Bancshares 

Corporation, Wilmington, Delaware -- to acquire HB Financial Corporation, 

Highlands, Texas; HB Financial Corporation of Delaware, Wilmington, Delaware; 

and Highlands State Bank, Highlands, Texas.

- Approved, February 24, 1999 

Dallas

Banks, Nonmember, And Miscellaneous Institutions

Monumental Life Insurance Company, Baltimore, Maryland -- termination of 

registration under Regulation U.

- Approved, February 24, 1999 

Richmond

Banks, State Member

Effingham State Bank, Effingham, Illinois -- payment of a dividend.

- Approved, February 26, 1999 

St. Louis

Capital Stock

Heritage Bancshares Group, Inc., Minneapolis, Minnesota -- redemption of shares.

- Approved, February 23, 1999 

Chicago

Change In Bank Control

Central Louisiana Capital Corporation, Vidalia, Louisiana -- change in bank control.

- Permitted, February 26, 1999 

Dallas

Illinois Community Bancorp, Inc., Effingham, Illinois -- change in bank control.

- Permitted, February 26, 1999 

St. Louis

Stockman Financial Corporation, Miles City, Montana -- change in bank control.

- Permitted, February 25, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Competitive Factors Reports

American Bank of Locust Grove, N.A., Locust Grove, Oklahoma -- report on 

competitive factors of the proposed merger with The First State Bank, Porter, 

Oklahoma.

- Submitted, February 22, 1999 

Kansas City

Associates Capital Bank, Inc., Salt Lake City, Utah -- report on competitive factors 

of the proposed merger with Avco Bank, Aurora, California.

- Submitted, February 23, 1999 

San Francisco

Bank of Laeger, Laeger, West Virginia -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Sophia, West 

Virginia, branches of Bank of Raleigh, Inc., Beckley, West Virginia, and City 

National Bank of West Virginia d/b/a First State Bank & Trust Company, Inc., 

Charleston.

- Submitted, February 24, 1999 

Richmond

Founders National Bank-Skillman, Dallas, Texas -- report on competitive factors of 

the proposed merger with New Founders Bank.

- Submitted, February 24, 1999 

Dallas

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

proposed merger with Hemet FS&LC, Hemet, California.

- Submitted, February 22, 1999 

San Francisco

NBC Bank, FSB, Memphis, Tennessee -- report on competitive factors of the 

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

branches of First American Federal Savings Bank, Roanoke, Virginia.

- Submitted, February 22, 1999 

St. Louis

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Competitive Factors Reports

People's Bank of California, Los Angeles, California -- report on competitive factors 

of the proposed purchase of assets and assumption of liabilities of the Irvine, 

California, branch of East-West Bank, San Marino, California.

- Submitted, February 23, 1999 

San Francisco

Peoples National Bank of McLeansboro, McLeansboro, Illinois -- report on 

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

liabilities of the Dahlgren and Belle Rive, Illinois, branches of Mercantile Bank of 

Illinois, Springfield. 

- Submitted, February 25, 1999 

Secretary

Valley Bank of Maryland, Owings Mills, Maryland -- report on competitive factors 

of the proposed merger with Baltimore Interim Federal Savings & Loan Association.

- Submitted, February 24, 1999 

Richmond

Extensions Of Time

Citizens Financial Corporation, Chicago, Illinois -- extension to May 27, 1999, to 

acquire Citizens Bank & Trust Company of Chicago.

- Granted, February 26, 1999 

Chicago

Equitable Bank, Fort Lauderdale, Florida -- extension to February 19, 2000, to effect 

a change in bank control.

- Granted, February 19, 1999 (AC)

Atlanta

Western Sierra Bancorp, Cameron Park, California -- extension to June 11, 1999, to 

acquire Lake Community Bank, Lakeport, California.

- Granted, February 24, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority February 21, 1999 to February 27, 1999

Extensions Of Time

Western Sierra Bancorp, Cameron Park, California -- extension to June 17, 1999, to 

merge with Roseville 1st Community Bancorp, Roseville, California.

- Granted, February 24, 1999 

San Francisco

International Operations

Bankers International Corporation, New York, New York -- waiver of the remainder 

of the 45-day notification period to invest indirectly in two partnerships based in the 

United Kingdom.

- Granted, February 26, 1999 

Director, BS&R

Membership

Bank of Orange County, Fountain Valley, California -- to become a member of the 

Federal Reserve System.

- Approved, February 25, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 9 of 9
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, February 27, 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, February 27, 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

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

branch in New York, New York.

Newspaper – N/Avail

Branch Solvay Bank, Solvay, New York, to establish a branch at Peter’s

Plaza, Route 11, Village of North Syracuse, New York.*

Newspaper – 03/22/1999

* 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)(3) Banco Santander, S.A., Madrid, Spain, to acquire more than

5 percent of the common stock of Banco Central

Hispanoamericano, S.A., Madrid, Spain (“BCH”), and thereby

to acquire all of the outstanding stock of BCH-USA, New York,

New York.*

Newspaper – 03/24/1999

Fed Reg – 03/25/1999

3(a)(3) Letchworth Independent Bancshares Corporation, Castile, New

York, to acquire at least 61 percent of the capital stock of The

Mahopac National Bank, Mahopac, New York.*

Newspaper – N/Avail

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) Westdeutsche Landesbank Girozentrale, Duesseldorf, Federal

Republic of Germany, to engage, de novo, through its

subsidiary, WestLB Panmure Securities Inc., New York, New

York, in financial and investment advisory activities.

Fed Reg – 03/09/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(1)RN 1

st Constitution Bancorp, Cranbury, New Jersey, to become a

bank holding company with respect to 1st Constitution Bank,

Cranbury, New Jersey.

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, February 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Prime Bank, Philadelphia, PA, to establish branch offices at 12

Chestnut Road, Chester, PA, 473 York Road, Warminster, PA,

and 1401 Dreshertown Road, Dresher, PA, pursuant to Section 9

of the Federal Reserve Act.

03/15/1999

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8)LLEX USBANCORP, Inc., Johnstown, PA seeks prior approval

pursuant to Section 225.23 of Regulation Y to transfer

ownership of an indirect subsidiary engaged in insurance agency

services, USNB Financial Services Corporation, Windber, PA

from its direct banking subsidiary, U.S. Bank, Johnstown, PA to

its direct nonbanking subsidiary, USBANCORP Trust

Company, Johnstown, PA
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, February 27, 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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, February 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch The Middleburg Bank, Middleburg, Virginia, to establish

branches at 4 South King Street, Leesburg, Virginia, and

at 20955 Professional Plaza, Ashburn, Virginia.*

Newspaper – 03/04/1999

*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)(3) South Branch Valley Bancorp, Inc., Moorefield, West

Virginia, to acquire 100% of the voting shares of Shenandoah

Valley National Bank, Winchester, Virginia, in organization.*

Fed Reg – 03/19/1999

Newspaper – 03/05/1999

*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

MBR FNB Southeast, Reidsville, North Carolina, for membership

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

Type Application

Foreign First Union National Bank, Charlotte, North Carolina, to

contribute additional capital to its Edge Act Corporation

subsidiary, First Union International Banking Corporation.

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 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, February 27, 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) Suncoast Bancorp, Inc., Sarasota, Florida, to become a bank

holding company by acquiring Suncoast National Bank,

Sarasota, Florida (in organization).

N/Avail*

*Subject to provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Community Trust Financial Services Corporation, Hiram,

Georgia, to acquire the Flowery Branch, Georgia Office of

Grace Financial Services, Inc., Oakwood, Georgia, through its

wholly-owned subsidiary, Community Loan Company, and

thereby engage in extending credit and servicing loans,

providing tax planning, and tax preparation services, engaging in

credit insurance, and engaging in finance company subsidiary

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

Type Application

WAIVR Request by Charter Banking Corporation, Tampa, Florida

(f/k/a City Financial Corp. of Tampa), for waiver of the

application requirement of section 3 of the Bank Holding

Company Act, for its subsidiary, City First Bank, Tampa,

Florida, in connection with its proposed acquisition of Southern

Exchange Bank, Tampa, Florida.

3(a)(1) Centon Bancorp, Inc., Richton, Mississippi, notice to become a

bank holding company by acquiring Richton Bank & Trust

Company, Richton, Mississippi.

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, February 27, 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) C-B-G, Inc.*

Wilton, Iowa

 Peoples National Corporation

 Columbus Junction, Iowa

 Community Bank of Muscatine

 Muscatine, Iowa

Fed Reg – 3/1/1999

Newspaper – 3/2/1999

3(a)(3) Bloomfield Hills Bancorp, Inc.*

Bloomfield Hills, Michigan

 Bank of Rochester (in organization)

 Rochester, Michigan

Fed Reg – 3/18/1999

Newspaper – 3/15/1999

3(a)(3) First American Bank Group, Ltd.*

Fort Dodge, Iowa

 First American Bank (in organization)

 Sioux City, Iowa

Fed Reg – 3/8/1999

Newspaper – 3/12/1999

* 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

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

517441 Bank of Brodhead

806 E. Exchange Street

Brodhead, Wisconsin 53520

(608) 897-2121

10/14/1998 2/23/1999 O x

977942 Hedrick Savings Bank

2457 N. Court

Ottumwa, Iowa 52501

(515) 683-4422

11/9/1998 2/24/1999 O 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, February 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by MidSouth Bank, Jonesboro, Arkansas, to establish a

branch at 306 Elder Street, Bay, Arkansas. *

Newspaper – 3/20/1999

Branch Notice by One Bank & Trust, Little Rock, Arkansas, to establish

a branch at East 9th Street & Highway #65 North, Marshall,

Arkansas. *

Newspaper – 2/20/1999

18(c) Notice by Union Bank of Illinois, Swansea, Illinois (in

organization), to purchase certain assets and assume certain

liabilities of Union Bank, N.A., Ellisville, Missouri, successor

bank in interest to the existing bank, Union Bank of Illinois,

Swansea, Illinois. Companion Section 3(a)(3) and Membership

notices accompany this notice. *

Newspaper - 3/25/1999

18(c) Notice by Union Bank of Illinois, Swansea, Illinois (in

organization), to purchase certain assets and assume certain

liabilities of the 1100 Spotsylvania, New Athens, Illinois, branch

of Mercantile Bank, N.A., St. Louis, Missouri. *

Newspaper – 3/25/1999

* 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) Notice by Independence Bancorp, New Albany, Indiana, to

acquire Crawford Financial Corporation, Indianapolis, Indiana*

(previously reported during the week ending February 20, 1999).

Newspaper – 3/261999

Fed Reg – 3/25/1999

3(a)(3) Notice by Banterra Corp., Eldorado, Illinois, to acquire

Heartland Bancshares, Inc., Herrin, Illinois. *

Newspaper – 3/24/1999

Fed Reg – 3/29/1999

3(a)(1) Notice by Melton and Wirth, Inc., Mt. Sterling, Kentucky, to

serve as general parter of M. R. Melton Limited Partnership, Mt.

Sterling, Kentucky, and thereby indirectly acquire Morgantown

Deposit Bancorp, Inc., Morgantown, Kentucky. A companion

Section 3(a)(1) notice accompanies this notice. *

Newspaper – N/Avail.

Fed Reg – N/Avail.
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Notice by M. R. Melton Limited Partnership, Mt. Sterling,

Kentucky, to acquire Morgantown Deposit Bancorp, Inc.,

Morgantown, Kentucky. A companion Section 3(a)(1) notice

accompanies this notice. *

Newspaper – N/Avail.

Fed Reg – N/Avail.

3(a)(3) Notice by Union Financial Group, Ltd., Swansea, Illinois, to

acquire Union Bank of Illinois, Swansea, Illinois (in

organization). Companion Section 18(c) and Membeship

notices accompany this notice. *

Newspaper – 3/25/1999

Fed Reg – 3/26/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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

dividend payment.

Member Notice by Union Bank of Illinois, Swansea, Illinois (in

organization), to become a state chartered member of the Federal

Reserve System. Companion Section 3(a)(3) and 18(c) notices

accompany this notice.

Member Notice by First Financial Bank, F.S.B., El Dorado, Arkansas, to

become a state chartered member of the Federal Reserve

System.

3(a)(5)(C) Notice by Kentucky National Bancorp, Inc., Elizabethtown,

Kentucky, to acquire Kentucky National Bank, Elizabethtown,

Kentucky.
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, February 27, 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)

CIC

Piesco, Inc., Springfield, Minnesota, to become a bank holding

company through the acquisition of 100% of the voting shares of

Norwood Bancshares, Inc., Norwood Young America,

Minnesota ("Norwood"), and immediately merge with Norwood

and Springfield Investment Company, Springfield, Minnesota.*

Stan Sayler, Hebron, North Dakota, to acquire control of Dakota

Community Banshares, Inc., Hebron, North Dakota

Fed Reg - 03/26/1999

Fed Reg - 03/19/1999

* 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, February 27, 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 Byron K. and Sandra A. Moffet, both of Larned, Kansas, to

acquire voting shares of Pawnee Bancshares, Inc., Larned,

Kansas, and thereby indirectly acquire First National Bank &

Trust Company in Larned, Larned, Kansas.

Newspaper – N/Avail

Fed Reg – 03/17/1999

CIC John J. Hale, Dana Hale Nelson, Douglas L. Nelson, Lisa K.

Hale, Mollie Hale Carter, all of Shawnee Mission, Kansas;

Karen Hale Young and M. Alan Hale, both of Salina, Kansas, to

acquire voting shares of Sunflower Banks, Inc., Salina, Kansas,

and thereby indirectly acquire Sunflower Bank, N.A., Salina,

Kansas.

Newspaper – N/Avail

Fed Reg – 03/18/1999

CIC Chris J. Murphy, Omaha, Nebraska, to acquire voting shares of

Otoe County Bancorporation, Nebraska City, Nebraska, and

thereby indirectly acquire Otoe County Bank & Trust Company,

Nebraska City, Nebraska.

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(3) Ameriwest Corporation, Omaha, Nebraska, to acquire 32

percent of the voting shares of Otoe County Bancorporation,

Inc., Nebraska City, Nebraska, and thereby indirectly acquire

Otoe County Bank & Trust Company, Nebraska City, Nebraska.

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(5) / 4(c)(8) Farm & Home Insurance Agency, Inc., Lyons, Nebraska, to

acquire 100 percent of the voting shares of Oakland Financial,

Inc., Oakland, Nebraska, and thereby indirectly acquire Farmers

& Merchants National Bank of Oakland, Oakland, Nebraska.

Also, for applicant to acquire Tri-County Insurance, Inc.,

Oakland, Nebraska, and thereby engage in insurance activities in

a small town.

Newspaper – 03/22/1999

Fed Reg – 03/18/1999

3(a)(1) Community State Bancshares, Inc., Wichita, Kansas, to become

a bank holding company through the acquisition of 100 percent

of the voting shares of Community Bank of Wichita, Inc.,

Wichita, Kansas.

Newspaper – 03/15/1999

Fed Reg – 03/25/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Gregg P. and Janet L. Lewis, both of Osawatomie, Kansas, to

control 29.4 percent; and Gordon G. and Susette Lewis, both of

Naples, Florida, to control 28.01 percent of the voting shares of

Osawatomie Agency, Inc., Osawatomie, Kansas; and thereby

indirectly acquire First Option Bank, Osawatomie, Kansas.

Newspaper – 02/24/1999

Fed Reg – 03/12/1999

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

4(c)(8) First Ada Bancshares, Inc., Ada, Oklahoma, to acquire

Witherspoon Finance Company, Ada, Oklahoma, and thereby

engage in lending and credit related insurance activities.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

12656 State Bank of Burden

Burden, Kansas

12/07/1999 02/25/1999 S X

Section VI – CRA examinations scheduled for Second Quarter of 1999

Institution Location

Bank of Broadmoor Colorado Springs, CO

Bank of Durango Durango, CO

First State Bank Fort Collins, CO

Colorado Bank & Trust La Junta, CO

Farmers State Bank Pine Bluffs, CO

First Bank of Vail Vail, CO

First State Bank Ness City, KS

The St. Marys State Bank St. Marys, KS

Kearney Commercial Bank Kearney, MO

Citizens Security Bank & Trust Company Bixby, OK

Chickasha Bank & Trust Chickasha, OK

The First Bank of Haskell Haskell, OK

The Morris State Bank Morris, OK

The Bankers Bank Oklahoma City, OK

First State Bank Picher, OK

Weleetka State Bank Weleetka, OK

The Bank of Commerce Wetumka, OK

Bank of Wyandotte Wyandotte, OK

Canadian State Bank Yukon, OK

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, February 27, 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)

3(a)(1)

3(a)(1)

CIC

First Louisiana Bancshares, Inc., Shreveport, LA, to acquire

First Louisiana Bank, Shreveport, LA (de novo)*

(Previously reported the week ending February 20, 1999)

Security Pecos Bancshares, Inc., Pecos, TX, to acquire

Security Delaware Pecos Bancshares, Inc., Dover, DE, and

The Security State Bank of Pecos, Pecos, TX*

(Previously reported the week ending February 20, 1999)

Security Delaware Pecos Bancshares, Inc., Dover, DE, to

acquire The Security State Bank of Pecos, Pecos, TX*

(Previously reported the week ending February 20, 1999)

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

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

Fed Reg – 03/22/1999

Newspaper – 03/21/1999

Fed Reg – 03/22/1999

Newspaper – 03/13/1999

Fed Reg – 03/22/1999

Newspaper – 03/13/1999

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

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

706151 The State Bank of Texas

3330 Antoine

Houston, TX 77292-0978

11/16/1998 02/27/1999 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, February 27, 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)(5) Greater Bay Bancorp, Palo Alto, California, to merge with Bay

Area Bancshares, Inc., Redwood City, California, and thereby

indirectly acquire Bay Area Bank, Redwood City, California. *

Newspaper – 03/18/1999

Fed Reg – 03/15/1999

* 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) Pedcor Bancorp, Indianapolis, Indiana, to engage in nonbanking

activities through the acquisition of more than 5 percent of a

thrift holding company, Fidelity Federal Bancorp, Evansville,

Illinois.

Fed Reg – 03/26/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(5)(C) Silver State Bancorp, Henderson, Nevada, to become a bank

holding company by acquiring Silver State Bank, Henderson,

Nevada..

3(a)(5)(C) Farmers & Merchants Bancorp, Lodi California, to become a

bank holding company by acquiring Farmers & Merchants Bank

of Central California, Lodi, California.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None