Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 5

Week Ending January 29, 2000

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions January 23, 2000 to January 29, 2000

Testimony And Statements

Hearing on nomination -- statement by Alan Greenspan before the Senate Committee 

on Banking, Housing, and Urban Affairs at hearing on his nomination for a fourth 

term as Chairman of the Board.

- Published, January 26, 2000 

Bank Holding Companies

Centura Banks, Inc., Rocky Mount, North Carolina -- to merge with Triangle 

Bancorp, Raleigh, and thereby acquire Triangle Bank and Bank of Mecklenburg, 

Charlotte, and nonbanking subsidiary Coastal Leasing, LLC, Greenville; and for 

Centura Bank, Rocky Mount, to merge with Triangle Bank and Bank of 

Mecklenburg, and thereby establish branches.

- Approved, January 27, 2000 

First Security Corporation, Salt Lake City, Utah -- commenter's request for 

reconsideration of the Board's approval of the proposed merger with Zions 

Bancorporation.

- Denied, January 20, 2000 (AC)

Old Kent Financial Corporation, Grand Rapids, Michigan -- to merge with 

Merchants Bancorp, Inc., Aurora, Illinois, and thereby acquire Merchants National 

Bank of Aurora; and for Old Kent Bank to merge with Merchants National Bank of 

Aurora and thereby establish branches.

- Approved, January 27, 2000 

Banks, Foreign

E.Sun Commercial Bank, Limited, Taipei, Taiwan -- to establish a branch in Los 

Angeles, California.

- Approved, January 24, 2000 

Forms

Recordkeeping and disclosure requirements in connection with Regulation Z (Truth 

in Lending) -- proposed extension without revision.

- Approved, January 24, 2000 

Enforcement

First Western Bank, Cooper City, Florida -- issuance of a consent order against 

Solomon King, an institution-affiliated party.

- Announced, January 19, 2000 (AC)

(AC) = Addition or Correction Board - Page 1 of 2
H.2 Board Actions January 23, 2000 to January 29, 2000

Enforcement

Midwest Bank and Trust Company, Elmwood Park, Illinois -- issuance of an order 

of prohibition against Christopher J. Woods, a former assistant vice president and 

institution-affiliated party. 

- Announced, January 19, 2000 (AC)

(AC) = Addition or Correction Board - Page 2 of 2
January 23, 2000 to January 29, 2000

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of Bentonville, Bentonville, Arkansas -- to establish a branch at 2214 

Fayetteville Road, Van Buren.

- Approved, January 26, 2000 

St. Louis

Centura Bank, Rocky Mount, North Carolina -- to establish a branch at 823 S. Main 

Street, Kernersville.

- Approved, January 27, 2000 

Secretary

Citizens State Bank, Cortez, Colorado -- to establish a de novo branch at 1835 East 

Main, Cortez.

- Approved, January 24, 2000 (AC)

Kansas City

The Farmers State Bank of Waupaca, Waupaca, Wisconsin -- to establish a branch at 

205 N. Main Street, Wild Rose.

- Approved, January 24, 2000 

Chicago

First Bank of Berne, Berne, Indiana -- to establish a branch at 185 Industrial Drive, 

Portland.

- Approved, January 24, 2000 

Chicago

North Side Bank & Trust Company, Cincinnati, Ohio -- to establish a branch at 5329 

Foley Road, Cincinnati.

- Approved, January 24, 2000 

Cleveland

Texas Bank, Weatherford, Texas -- to establish a branch at 3141 U.S. Highway 180, 

Hudson Oaks.

- Approved, January 28, 2000 

Dallas

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority January 23, 2000 to January 29, 2000

Bank Branches, Domestic

United Central Bank, Garland, Texas -- to establish a branch at 5910 Hillcroft, 

Houston.

- Withdrawn, January 27, 2000 

Dallas

Virginia Heartland Bank, Fredericksburg, Virginia -- to establish a branch at Route 

17 and Greenbank Road, Falmouth.

- Approved, January 28, 2000 

Richmond

Bank Holding Companies

Appalachian Bancshares, Inc., Ellijay, Georgia -- modification of a commitment.

- Withdrawn, January 27, 2000 

Atlanta

Bank of America Corporation, Charlotte, North Carolina, and NB Holdings 

Corporation -- to acquire Bank of America Oregon, National Association, Portland, 

Oregon, a de novo bank.

- Approved, January 25, 2000 

Richmond

Berkshire Bancorp Inc., New York, New York -- to engage de novo in certain credit 

card authorization and processing activities.

- Approved, January 26, 2000 

New York

Capitol Bancorp, Ltd., Lansing, Michigan -- to acquire shares of Sunrise Bank of 

Albuquerque, Albuquerque, New Mexico, a de novo bank.

- Withdrawn, January 26, 2000 

Chicago

Capitol Bancorp, Ltd., Lansing, Michigan -- to acquire shares of Black Mountain 

Community Bank, Henderson, Nevada, a de novo bank.

- Returned, January 28, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority January 23, 2000 to January 29, 2000

Bank Holding Companies

CenterState Banks of Florida, Inc., Winter Haven, Florida -- to become a bank 

holding company through the acquisition of First National Bank of Polk County, 

Winter Haven; First National Bank of Osceola County, Kissimmee; and Community 

National Bank of Pasco County, Zephyrhills.

- Approved, January 28, 2000 

Atlanta

Central Progressive Bancshares, Inc., Hammond, Louisiana -- to engage de novo in 

making, acquiring, brokering, or servicing loans or other extensions of credit.

- Approved, January 28, 2000 

Atlanta

Century South Banks, Inc., Dahlonega, Georgia -- to merge with Lanier Bankshares, 

Inc. and thereby acquire Lanier National Bank, Gainesville.

- Approved, January 28, 2000 

Atlanta

Deutsche Bank AG, Frankfurt, Germany -- to acquire Keyboard Acceptance 

Corporation and Signature Leasing Company, both of Mason, Ohio, through its 

subsidiary, Deutsche Financial Services, Inc., St. Louis, Missouri, and thereby 

engage in certain nonbanking activities.

- Approved, January 26, 2000 

New York

First Farmers Financial Corporation, Converse, Indiana -- to acquire shares of 

Independent Bankers Life Reinsurance Company of Indiana Ltd., Turks and Caicos 

Islands, and thereby engage in the reinsurance of credit life, accident, and health 

insurance.

- Approved, January 27, 2000 

Chicago

First Mountain Company KSOP Plan, Montrose, Colorado -- to acquire shares of 

First Mountain Company.

- Approved, January 25, 2000 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority January 23, 2000 to January 29, 2000

Bank Holding Companies

Humboldt Bancorp, Eureka, California -- to acquire Global Bancorp and its 

subsidiary, Capitol Thrift & Loan Association, both in Napa, and thereby engage in 

industrial banking.

- Approved, January 27, 2000 

San Francisco

Nevada Community Bancorp Limited, Las Vegas Nevada -- to acquire shares of 

Black Mountain Community Bank, Henderson, Nevada, a de novo bank.

- Returned, January 28, 2000 

Chicago

Northern Missouri Bancshares, Inc., Unionville, Missouri -- to acquire First National 

Bancshares of Gallatin, Inc., Gallatin.

- Approved, January 26, 2000 

Kansas City

Old National Bancorp, Evansville, Indiana -- to merge with ANB Corporation, 

Muncie, and thereby acquire American National Bank and Trust Company; Peoples 

Loan and Trust Bank, Winchester; and Farmers State Bank of Union City, Union 

City, Ohio; and ANB's nonbank subsidiary, American National Trust and Investment 

Management Company, Muncie.

- Approved, January 27, 2000 

Secretary

Old National Bancorp, Evansville, Indiana -- to merge with Heritage Financial 

Services, Inc., Clarksville, Tennessee, and thereby acquire Heritage Bank.

- Approved, January 27, 2000 

Secretary

PremierWest Bancorp, Medford, Oregon -- to become a bank holding company 

through the acquisition of Bank of Southern Oregon, and to merge with United 

Bancorp, Roseburg, and thereby acquire Douglas National Bank and DNB Mortgage 

Company.

- Approved, January 26, 2000 

San Francisco

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority January 23, 2000 to January 29, 2000

Bank Holding Companies

Sun Community Bancorp Limited, Phoenix, Arizona -- to acquire shares of Sunrise 

Bank of Albuquerque, Albuquerque, New Mexico, a de novo bank.

- Withdrawn, January 26, 2000 

Chicago

Sun Community Bancorp Limited, Phoenix, Arizona -- to acquire shares of Black 

Mountain Community Bank, Henderson, Nevada, a de novo bank.

- Returned, January 28, 2000 

Chicago

Sunrise Capital Corporation, Phoenix, Arizona -- to acquire shares of Sunrise Bank 

of Albuquerque, Albuquerque, New Mexico, a de novo bank.

- Withdrawn, January 26, 2000 

Chicago

Bank Mergers

Gold Bank, Leawood, Kansas -- to merge with First Business Bank of Kansas City, 

NA, Kansas City, Missouri, and thereby establish a branch at 800 W. 47th Street.

- Approved, January 24, 2000 

Kansas City

Capital Stock

Madison Holding Company, Winterset, Iowa -- redemption of shares.

- Approved, January 25, 2000 

Chicago

Second Century Financial Corporation, Perry, Kansas -- treasury stock transaction.

- Approved, January 27, 2000 

Kansas City

Change In Bank Control

Horizon Bancorp, Michigan City, Indiana -- change in bank control.

- Returned, January 28, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority January 23, 2000 to January 29, 2000

Competitive Factors Reports

American Federal Savings Bank, Helena, Montana -- report on competitive factors of 

its proposed reorganization as a mutual holding company.

- Submitted, January 24, 2000 

Minneapolis

Bank of Kampsville, Kampsville, Illinois -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Pleasant Hill branch 

of First Bank, Creve Coeur, Missouri.

- Submitted, January 24, 2000 

St. Louis

Bank of Southern Oregon, Medford, Oregon -- report on competitive factors of the 

proposed merger with Douglas National Bank, Roseburg.

- Submitted, January 24, 2000 

San Francisco

The Columbia Bank, Columbia, Maryland -- report on competitive factors of the 

proposed merger with Suburban Bank of Maryland, Greenbelt, Maryland.

- Submitted, January 28, 2000 

Richmond

Dairyman's State Bank, Clintonville, Wisconsin -- report on competitive factors of 

the proposed merger with Neighborhood State Bank, Nichols.

- Submitted, January 24, 2000 

Chicago

First South Bank, Washington, North Carolina -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain deposit liabilities of six 

branches of Triangle Bank, Raleigh, in Tarboro, Dortches, and Rocky Mount.

- Submitted, January 28, 2000 

Richmond

Gateway Bank & Trust, Elizabeth City, North Carolina -- report on competitive 

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

Plymouth and Roper branches of Triangle Bank, Raleigh.

- Submitted, January 28, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority January 23, 2000 to January 29, 2000

Competitive Factors Reports

Liberty Bank, FSB, Arnolds Park, Iowa -- report on competitive factors of the 

proposed acquisition of two branches of Mercantile Bank Midwest, Des Moines.

- Submitted, January 24, 2000 

Chicago

NB Merger Corporation, Ontario, California -- report on competitive factors of the 

proposed merger with Network Bank USA.

- Submitted, January 25, 2000 

San Francisco

Norwest Bank Arizona, N.A., Phoenix, Arizona -- report on competitive factors of 

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

Arizona branches of Wells Fargo Bank, N.A., San Francisco, California.

- Submitted, January 27, 2000 

San Francisco

Peoples Building Loan and Savings Co., Lebanon, Ohio -- report on competitive 

factors of the proposed merger with Peoples Community Bancorp, Inc., and The 

Oakley Improved Building & Loan Company, Cincinnati.

- Submitted, January 24, 2000 

Cleveland

Sacramento Commercial Bank, Sacramento, California -- report on competitive 

factors of the proposed merger with Sacramento Merger Co.

- Submitted, January 25, 2000 

San Francisco

The Savings Bank of Manchester, Manchester, Connecticut -- report on competitive 

factors of the proposed merger with The Interim Savings Bank, formerly Connecticut 

Bankshares, M.H.C.

- Submitted, January 25, 2000 

Boston

Waccamaw Bank, Whiteville, North Carolina -- report on competitive factors of the 

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

branch of Centura Bank, Rocky Mount.

- Submitted, January 28, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority January 23, 2000 to January 29, 2000

Competitive Factors Reports

Wyoming Trust and Management Company, Gillette, Wyoming -- report on 

competitive factors of the proposed merger with U.S. Bank National Association, 

Minneapolis, Minnesota.

- Submitted, January 25, 2000 

Kansas City

Extensions Of Time

Interim First Capital Corporation, Norcross, Georgia -- extension to April 25, 2000, 

to become a bank holding company through the acquisition of First Capital Bank.

- Granted, January 25, 2000 

Atlanta

U.S. Bancorp, Minneapolis, Minnesota -- extension to January 24, 2001, to divest of 

certain real estate investments.

- Granted, January 24, 2000 

Director, BS&R

Membership

Heritage Bank of Commerce, San Jose, California -- membership in the Federal 

Reserve System.

- Approved, January 26, 2000 

San Francisco

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, January 29, 2000

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, January 29, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

New York, New York, and to establish representative offices in

Chicago, Illinois and San Francisco, California.

Newspaper – N/Avail

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

office in Boston, Massachusetts.

Newspaper – N/Avail

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

representative office in New York, New York.

Newspaper – N/Avail

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

representative office in Miami, Florida.

Newspaper – N/Avail

FBSEA Turkiye Is Bankasi A.S., Ankara, Turkey, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Arab Banking Corporation (B.S.C.), Manama, Bahrain, to

establish a federally licensed uninsured branch in Greenwich,

Connecticut.

Newspaper – N/Avail

18(c) European American Bank, New York, New York, to merge with

Olympian Bank, Brooklyn, New York.*

Newspaper – 02/17/2000

* 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

None
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Societe Generale, Paris, France, to purchase, through its indirect

wholly owned subsidiary, Societe Generale Investment

Corporation, the equivalent of 27 percent of the outstanding

voting equity securities of IPO.COM, Inc, a Delaware

corporation, and thereby engage in data processing activities.

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, January 29, 2000

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, January 29, 2000

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) Received application from Citizens, Incorporated, Evans City,

PA on 01/25/2000 to acquire up to 10.00% of the outstanding

voting shares of Bay National Corporation, Lutherville

Timonium, MD.

Not Yet Known

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Received notification from Fifth Third Bancorp, Cincinnati, OH

on 01/25/2000 of its intent to engage de novo in certain

commercial lending activities that are encompassed by Section

225.28(b)(1) of Regulation Y. These activities will be

conducted by a new, wholly-owned subsidiary, Fifth Third

Capital Funding. LLC.

Not Yet Known

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

368522 Apollo Trust Company

201 North Warren Avenue

Apollo, PA 15613

11/01/1999 01/31/2000 S X

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, January 29, 2000

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) First Charter Corporation, Durham, North Carolina, to acquire

Carolina First BancShares, Inc., Lincolnton, North Carolina.*

Fed Reg – N/Avail

 Newspaper –N/Avail

3(a)(5) BB&T Corporation, Winston-Salem, North Carolina, to acquire

First Banking Company of Southeast Georgia, Statesboro,

Georgia.*

Fed Reg –N/Avail

Newspaper - 02/22/2000

*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

1162549 Triangle Bank

4800 Six Forks Road

Raleigh, North Carolina 27609

09/27/1999 01/27/2000 S X

629223 County Bank of Chesterfield

10400 Hull Street Road

Midlothian, Virginia 23112

11/08/1999 01/28/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, January 29, 2000

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) Vision Bancshares, Inc., Gulf Shores, Alabama, to become a

bank holding company by acquiring Vision Bank, Gulf Shores,

Alabama (in organization).

Fed Reg – 02/17/2000*

*Subject to 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) Exchange Bankshares, Inc., Milledgeville, Georgia, prior notice

to acquire Exchange Insurance Agency, Inc., Gray, Georgia, and

thereby engage in insurance agency activities.

02/18/2000

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

1217485 1

ST Vantage Bank – TN

P.O. Box 200

Knoxville, TN 37901

(423) 549-5100

06/21/1999 01/26/2000 S X

184834 Tri-City Bank & Trust Company

P.O. Box 277

Blountville, TN 37617

(423) 323-3161

06/21/1999 01/26/2000 S X

567231 Bank of Alabama

2340 Woodcrest Place

Birmingham, AL 35209

(205) 870-1939

10/04/1999 01/27/2000 S X

1192733 Friendship Community Bank

8375 S.W. State Road 200

Ocala, FL 34481-9604

(352) 854-2265

10/18/1999 01/27/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, January 29, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branches

CSB Bank, Capac, Michigan, Yale & Memphis, Michigan,

branches of Old Kent Bank, Grand Rapids, Michigan, and

thereby establish branches at 3 North Main Street, Yale,

Michigan, 81111 Main Street, Memphis, Michigan

Newspaper – N/Avail

Branch First American Bank, Carpentersville, Illinois, Willow Road

and Ravine Way, Glenview, Illinois

Newspaper – 02/17/2000

18(c) &

 Branches

Old Kent Bank, Grand Rapids, Michigan, Grand National Bank

 Wauconda, Illinois, Grand Premier Trust and Investment,

Inc., N.A., Freeport, Illinois, and thereby establish 24

branches

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

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

Bank (in organization), Oak Brook, Illinois

Fed Reg – 02/22/2000

Newspaper – 11/24/1999

3(a)(1) Woodland Financial Group L.L.C.*, Oak Brook, Illinois, The

Leaders Group, Inc., Oak Brook, Illinois, The Leaders Bank

(in organization), Oak Brook, Illinois

Fed Reg – 02/22/2000

Newspaper – 02/12/2000

3(a)(5) Old Kent Financial Corporation*, Grand Rapids, Michigan,

Grand Premier Financial, Inc., Wauconda, Illinois, Grand

National Bank, Wauconda, Illinois

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

None

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, January 29, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by Bank of Bentonville (fictitious name of Arvest Bank),

Bentonville, Arkansas, to establish a branch office at 2214

Fayetteville Road, Fayetteville, Arkansas.*

1/21/2000

* 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

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Notice by National Commerce Bancorporation, Memphis,

Tennessee, to utilize it existing wholly owned nonbank

subsidiary, TransPlatinum Service Corp., Nashville, Tennessee,

to acquire Fleet One, L.L.C., Nashville, Tennessee, and thereby

expand TransPlatinum Service Corp.’s existing data processing

and data transmission activities, pursuant to Section

225.28(b)(14) of Regulation Y.

N/Avail.

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

Type Application

3(a)(5)(C) Notice by Petit Jean Bancshares, Inc., Morrilton, Arkansas, to

acquire Petit Jean State Bank, Morrilton, Arkansas.
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

856748 The Citizens Bank

Batesville, Arkansas

11/1/1999 1/28/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, January 29, 2000

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

4(c)(8)THE Northern Star Financial, Inc., Mankato, Minnesota, proposes to

acquire 100% of First Federal Holding Company of Morris, Inc.,

Morris, Minnesota, which owns First Federal Savings Bank,

Morris, Minnesota.*

Newspaper – 02/25/2000

*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)LLD Dakota Bancshares, Inc., Mendota Heights, Minnesota, and its

subsidiary, Olivia Bancorporation, Inc., Olivia, Minnesota, to

engage de novo in general insurance agency activities in a place

with a population not exceeding 5,000 through American State

Insurance Agency, Inc., Olivia, Minnesota.

02/18/2000

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

Type Application

SRNEW Donnelly Bancshares, Inc., Morris, Minnesota, to redeem 49%

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

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, January 29, 2000

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) Northstar Bancshares, Inc., Riverside, Missouri, for prior

approval to acquire 100 percent of the voting shares of Northstar

Bank National Association, Kansas City, Missouri.

FedReg – 02/25/2000

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) Citizens Bancshares, Farmington, New Mexico, for prior

approval to acquire Citizens Trust and Investment Corporation,

Farmington, New Mexico, and thereby, engage in trust company

functions.
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

547550 Bank of CMRC

Rawlins, Wyoming

10/25/1999 01/24/2000 O X

865759 Union State Bank

Clay Center, Kansas

11/15/1999 01/28/2000 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, January 29, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch PNB Financial Bank, Lubbock, TX, to establish a branch office

at 17304 Preston Road, Dallas, TX, 75252*

02/12/2000

*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

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

Member First National Bank, Seminole, TX, to become a member of the

Federal Reserve System
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

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, January 29, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Santa Lucia Bank, Atascadero, California, to establish a branch

office at 1801 South Broadway, Santa Maria, California. *

Newspaper - 02/11/2000

* 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) Wells Fargo & Company, San Francisco, California, to acquire

Napa National Bancorp, Napa, California, and thereby indirectly

acquire their wholly-owned subsidiaries. *

Newspaper - 02/18/2000

Fed Reg - 02/22/2000

3(a)(3) Wells Fargo & Company, San Francisco, California, to acquire

Michigan Financial Corporation, Marquette, Michigan, and

thereby indirectly acquire their wholly-owned subsidiares. *

Newspaper - 02/28/2000

Fed Reg - N/Avail

3(a)(1) Scottsdale Bancorp, Woodbury, Minnesota, to become a bank

holding company by acquiring Scottsdale Community Bank,

Scottsdale, Arizona. *

Newspaper - N/Avail

Fed Reg - 02/22/2000

* 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) Wells Fargo & Company, San Francisco, California, to acquire

Michigan Financial Life Insurance Company, in connection with

their proposed acquisition of Michigan Financial Corporation,

both of Marquette, Michigan.

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