= ay N
licatio C Period Ending D
AmSouth Bank of Alabama 03-28-97*

Birmingham, Alabama
To establish a branch located at 150 Ana Drive, Florence, Alabama.

AmSouth Bank of Florida 02-20-97*
Tampa, Florida
To establish a branch located at 2405 Thomas Drive, Panama City, Florida.

AmSouth Bank of Florida 03-28-97*
Tampa, Florida
To establish a branch located at 10109 West Hillsborough Avenue, Tampa, Florida.

AmSouth Bank of Florida ; 03-28-97*
Tampa, Florida
To establish a branch located at 6297 West Waters Avenue, Tampa, Florida.

AuburnBank 03-27-97*

Auburn, Alabama

To establish a branch located inside the Winn Dixie Supermarket at 1617 S. College Street,
Auburn, Alabama, to be known as the Winn Dixie Branch.

Banco de Credito de Peru Not yet available*
La Molina, Lima 12, Peru
To establish an International Agency to be located in Miami, Florida.

licati eriod Endi

Cumberland Bancorp, Inc. Not yet available*
Carthage, Tennessee

To acquire 9.2 percent of the outstanding shares of The Bank of Mason, Mason, Tennessee,

pursuant to Section 3(a)(3) of the Bank Holding Company Act.

*Subject to the provisions of the Community Reinvestment Act.



ECTION V - AVAILABILITY RA P LUATION:
THE K JARY 1997

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and is a
Teader in, ascertaining and helping to meet the credit needs of its
entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and
capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.

Needs to Improve record of meeting community credit needs.

An institution in this group need to improve its overall record of
ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods,
in a manner consistent with its resources and capabilities.

Substantial Noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient record of
ascertaining and helping to meet the credit needs of its entire
delineated community. including low- and moderate-income neighborhoods.
in a manner consistent with its resources and capabilities.

Date of

None.



KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED
During the week ending February 28, 1997

I - APPLICAT PAI NOTI Y
APPLICATION P ENDING DA’
None.
Ei IN I - ICATION: ECT BO!
AD AL STER TI
APPLICATION P NDING D,
Randall J. Hendricks, Elsie, Nebraska, and Warren March 14, 1997

Orr, North Platte, Nebraska, to each acquire an
additional 26.92 percent, for a total of 50 percent of
the voting shares of Elsie, Inc., Elsie, Nebraska.

Armstrong Financial Co., Minden, Nebraska, for March 28, 1997
prior approval to become a bank holding company

through the acquisition of 80.99 percent of the voting

shares of Minden Exchange Co., Minden, Nebraska.*

Commerce Bancshares, Inc., Kansas City, Missouri, March 28, 1997
and CBI Kansas, Inc., Kansas City, Missouri, for

prior approval to acquire 100 percent of the voting

shares of, and thereby merge with Shawnee Bank

Shares, Inc., Shawnee, Kansas.*

: TION: T R T!

None.



SECTION IV - APPLICATIONS RECEIVED AND NOT SUBJECT TO FEDERAL
af sui R
NONE

FEDERAL RESERVE BANK OF PHILADELPHIA

ECT - AVAILABIL F CRA IC EV, TION

The following institutions were examined for CRA. The 30-business day period the bank has
to make the evaluation public has lapsed during the week ending February 28, 1997.

Identification of Ratings
In connection with the assessment of each insured depository institution's CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and is a Jeader in, ascertaining and
helping to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record of ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of ascertaining and helping to

meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

NONE NONE NONE



Federal Reserve Bank of Chicago

Section I - Applications Subj N,
Notice Only

Comment Period
T licati Ending D
3(a)(1) Notice Community Bank Corp NP - 3-8-97
Park Ridge, Illinois
Park Ridge Community Bank
Park Ridge, Illinois
Branch Comerica Bank NP - 3-16-97
Detroit, Michigan
50 Douglas
Holland, Michigan
Branch Comerica Bank NP - 3-15-97
Detroit, Michigan

670 Highland Avenue
Milford, Michigan

NP - Newspaper

FR - Federal Register
* - Subject to Provisions of Community Reinvestment Act

** - Not available at this time



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 2/28/97

Section I - Applications Subject to Newspaper Notice Onl Date

Licati ( period Endina D

None

U.S. Bancorp, Portland, Oregon, to acquire Newspaper: 2/28/97
Business & Professional Bank, Woodland,

California. * Fed, Rea; 3/03/97
Eggemeyer Advisory Corporation, Castle Creek Newspaper: Not
available

Partners Fund LLP, and Castle Creek Capital LLC,

all of San Diego, California, to acquire at Fed. Rea.: 3/24/97

least 14.9 percent of Rancho Santa Fe National
Bank, Rancho Santa Fe, California, and at least
14.9 percent of First Community Bank of the Desert,
Yucca Valley, California. *

None



H.2
FEBRUARY 24, 1997 TO FEBRUARY 28, 1997
PAGE 5

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK MERGERS

Atlanta Tri-City Bank & Trust Company, Blountville, Tennessee
-- to acquire certain assets and assume certain
liabilities of the Kingsport branch of Greene
County Bank, Greenville, Tennessee, in the Wal-Mart
Supercenter #599 at 3200 Fort Henry Drive.

Approved, February 24, 1997.

BANKS, STATE MEMBER
Secretary Citizens Bank of Ardmore, Ardmore, Oklahoma -- to
exercise fiduciary powers.
Approved, February 28, 1997.
CAPITAL STOCK
Minneapolis Flathead Holding Company of Bigfork, Bigfork, Montana
-- redemption of shares.

Approved, February 25, 1997.

CHANGE IN BANK CONTROL

Minneapolis Flathead Holding Company of Bigfork, Bigfork, Montana
-- change in bank control.
Permitted, February 25, 1997.

Chicago Gilman Investment Company, Montezuma, Iowa ~- change
in bank control.
Permitted, February 26, 1997.

COMPETITIVE FACTORS REPORTS

Dallas American National Bank, Gonzales, Texas, proposed
merger with Interim American Bank -- report on
competitive factors.

Submitted, February 25, 1997.

Dallas American National Bank, Gonzales, Texas, proposed
merger with a branch of Pacific Southwest Bank,
FSB, Corpus Christi, Texas, at 121 South Magnolia
Street, Luling, Texas -- report on competitive
factors.
Submitted, February 26, 1997.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Newspaper Notice Only
Comment Period
Application Ending Date
Community Bank - Missoula, Inc., Missoula, Montana February 28, 1997

to establish a branch in Missoula, Montana. *
* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both

Newspaper and Federal Register Notice

Comment Period

Application —Ending Date _
Carl Jones, Christopher Jones, and Janet Jones to March 18, 1997
acquire control of 100% of the general partnership (Federal Register)

units of Harbourside, LP, Wayzata, Minnesota.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject
i i i

Comment Period
licati Ending D
NONE.
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to
Regi: i tt
licati

Malta Banquo, Inc., Malta, Montana to redeem 12.32%
of its common stock and 100% of its preferred stock.



i Wi ins ‘7
- It te ri
Application Comment Period Ending Date
United Community Banks, Inc. Not yet available

Blairsville, Georgia
After-the-fact notice to retain United Family Finance Company (formerly Mountain Mortgage &
Loan, Inc.), Blue Ridge, Georgia, and continue engaging in making, acquiring, or servicing loans
or other extensions of credit, pursuant to Section 225.25(b)(1) of Regulation Y and Section 4(c)(8)
of the Bank Holding Company Act.

Application

None.



Type
4(c)(8)

4(€)(8)

4(c)(8)

4(©)(8)

4()(8)

Federal Reserve Bank of Chicago

ti - licati ject to W:
ist tic ,
Application

Stichting Administratiekantoor ABN AMRO Holding
Amsterdam, The Netherlands

Standard Federal Bancorporation, Inc.

Troy, Michigan

Standard Federal Bank

Troy, Michigan

Standard Brokerage Service, Inc.

Troy, Michigan

ABN AMRO Bank, N.V.

Amsterdam, The Netherlands
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc.
Troy, Michigan

ABN AMRO Holding N.V.
Amsterdam, The Netherlands
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc
Troy, Michigan

Stichting Prioriteit ABN AMRO Holding
Amsterdam, The Netherlands
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc.
Troy, Michigan

ABN AMRO North America, Inc.
Chicago, Illinois
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc.
Troy, Michigan

Comment Period

Ending Date

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97

FR - 3-4-97
NP - 3-10-97



Recently Approved Applications Approval Date
Regions Financial Corporation 02-26-97

Birmingham, Alabama
To merge with West Carroll Bancshares, Inc., Oak Grove, Louisiana, and thereby directly acquire
its subsidiary, West Carroll National Bank of Oak Grove, Oak Grove, Louisiana, pursuant to
Section 3(a)(5) of the Bank Holding Company Act.

Emerald Coast Bancshares, Inc. 02-25-97
Panama City, Florida
1-BHC formation, Emerald Coast Bank, Panama City, Florida.

AmSouth Bank of Alabama 02-27-97
Birmingham, Alabama
To establish a branch office located at 1515 McFarland Boulevard, Tuscaloosa, Alabama.

AmSouth Bank of Alabama 02-27-97
Birmingham, Alabama
To establish a branch office located at 6639 Highway 431 South, Huntsville, Alabama.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending February 28, 1997

ASSIGNMENT OF RATING
Identification of Ratings

In connection with the assessment of each insured depository institution's CRA performance, a rating is
assigned from the following groups:

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs
of its entire delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group needs to improve its overall record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in
a manner consistent with its resources and capabilities.

SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS.
An institution in this group has a substantially deficient record of ascertaining and helping to meet the

credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING

The State Savings Bank November 18, 1996 Satisfactory
of Manistique

P.O. Box 399

Manistique, MI 49854

Security Bank Minnesota November 18, 1996 Satisfactory

437 Bridge Avenue

P.O. Box 891

Albert Lea, MN 56007

Belt Valley Bank November 18, 1996 Satisfactory

P.O. Box 196

Belt, MT 59412-0196



Section IV - Application Not Subject to
Federal . . ‘ Noti

None.

*Application is subject to CRA requirements.
**Expiration of comment period as specified in the Federal Register.

= aAvailabili fc i 1 .

Week ending February 28, 1997

Definiti £ Rati

Outstanding record of meeting community credit needs.
An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner con-
sistent with its resources and capabilities.

Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community,

including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.

Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record of ascer-
taining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

TION I - I N EC
APE! ONLY
ication Comment Period Ending Date

NONE

SECTION II - APPLICATIONS SUBJECT TO BOTH

NEW: R_ ANI RE R
Application mm: erio in
Alliance Bancorp of ws: x Not Yet Established
New England, Inc.,
Vernon, Connecticut Federal Register 03-27-97

- 3(a) (1) application
to acquire 100% of the
voting shares of

Tolland Bank, Tolland,

Connecticut*
SECTION III - APPLICATIONS SUBJECT TO
RAL ST NLY
ica mm. ri i Dat
NONE
ON IV - APPL ONS SUBJ] TO
ERAL ISTE NEW: R_N
ication
NONE
Ss NV - UBLI UAT I!
Institution minati D. Rating**
NONE
*Subject to CRA.
**Rating Definitions: "0" - Outstanding; "S" - Satisfactory; "N" - Needs to

Improve; "SN" - Substantial Noncompliance



Section 9 membership application by Citizens
First Bank, Fordyce, Arkansas.

Section 9 membership application by Citizens
First Bank, El Dorado, Arkansas.

Section 9 membership application by Clinton
State Bank, Clinton, Arkansas.

Section 9 membership application Benton
State Bank, Benton, Arkansas.

N/A

N/A

N/A

N/A



ROS-HC

Federal Reserve Bank of Chicago

FBOP Corporation
Oak Park, Illinois
To redeem $24 million of outstanding preferred stock



H.2

FEBRUARY 24, 1997 TO FEBRUARY 28, 1997

PAGE 7

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

St. Louis

Chicago

EXTENSIONS OF TIME

Chicago

Boston

Minneapolis

Chicago

Kansas City

Nashville Bank of Commerce, Nashville, Tennessee,
proposed purchase of certain assets and assumption
of certain liabilities of the Lawrence and St.
Joseph, branch of Boatmen's Bank of Tennessee,
Memphis, Tennessee ~~ report on competitive
factors.

Submitted, February 24, 1997.

Peoples Loan and Trust Bank, Winchester, Indiana,
proposed acquisition of certain assets and
assumption of certain liabilities of the Parker
City, Indiana, branch of NBD Bank, National
Association, Indianapolis, Indiana -- report on
competitive factors.

Submitted, February 27, 1997.

Anita Bancorporation, Newton, Iowa -- extension to
May 20, 1997, to redeem shares of Rolling Hills
Insurance Agency, L.C., Atlantic, Iowa.

Granted, February 25, 1997.

Campello Bancorp, Brockton, Massachusetts --
extension to engage in lending activities.
Granted, February 28, 1997.

Cattail Bancshares, Inc., Atwater, Minnesota --
extension to May 27, 1997, to engage in lending
activities.

Granted, February 28, 1997.

Comerica Bank, Detroit, Michigan -- extension to
March 2, 1998, to establish a branch at 3518
Plainfield, NE, and 5270 Eastern Avenue, SE, both
in Grand Rapids, Michigan.

Granted, February 25, 1997.

FirstBank Holding Company of Colorado Employee Stock
Ownership Plan, Lakewood, Colorado -- extension to
May 15, 1997, to acquire FirstBank Holding Company
of Colorado.

Granted, February 24, 1997.



H.2

FEBRUARY 24, 1997 TO FEBRUARY 28, 1997

PAGE 6

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

Dallas

Richmond

Kansas

Kansas

Kansas

Kansas

City

City

City

City

American National Bank, Wichita Falls, Texas,
proposed merger with New American National Bank --
report on competitive factors.

Submitted, February 28, 1997.

Atlanta Internet Bank, Columbus, South Carolina
(currently known as Premier Bank, FSB, Acworth,
Georgia), proposed acquisition of the assets and
assumption of the liabilities of the Internet
division of Carolina First Bank, Greenville, South
Carolina -- report on competitive factors.

Submitted, February 26, 1997.

Bank of Oklahoma, N.A., Tulsa, Oklahoma, proposed

merger with BancOklahoma Trust Company -- report on

competitive factors.
Submitted, February 27, 1997.

Colorado Community First National Bank, Fort Morgan,
Colorado, proposed merger with Colorado Community
First National Bank, Trinidad; Colorado Community
First State Bank, Steamboat Springs; and Mountain
Parks Bank, Denver, Colorado -- report on
competitive factors.

Submitted, February 25, 1997.

Commercial Federal Bank, F.S.B., Omaha, Nebraska,
vsoposed merger with Investors Federal Savings,
ainsley, Kansas -- report on competitive factors.
Submitted, February 27, 1997.

First Southwest Bank, Frederick, Oklahoma, proposed
acquisition of the assets and assumption of the
liabilities of The First Bank of Chattanooga,
Chattanooga, Oklahoma -- report on competitive
factors.

Submitted, February 28, 1997.



Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of ascer-
taining and helping to meet the credit needs of its entire delineated community,

including low- and moderate-income neighborhoods, in a manner consistent with

its resources and capabilities.

Sterling Bank & Trust Co.
Suite 201, 111 Water Street
Baltimore, Maryland 21202-1046

Citizens Bank of Tazewell, Inc.
643 East Riverside Drive
Tazewell, Virginia 24651

Potomac Valley Bank
4 North Main Street
Petersburg, West Virginia 26847

Farmers and Miners Bank
403 West Morgan Avenue
Pennington Gap, Virginia 24277-2319

Examination
—__Date__ Rating
11-18-96 Satisfactory
12-2-96 Satisfactory
12-2-96 Satisfactory
12-3-96 Satisfactory

Section V - Availability of CRA Public Evaluation--contd.

Page Valley Bank
17 West Main Street
Luray, Virginia 22835-123012

Examination
—_—_Date _ Rating
12-9-96 Satisfactory



H.2
FEBRUARY 24, 1997 TO
PAGE 9

ADDITIONS AND CORRECTIONS
FEBRUARY 28, 1997

ACTIONS TAKEN 8Y THE BOARD OF GOVERNORS

FORMS

INTERNATIONAL OPERATIONS

Bank Holding Company Forms; Bank Holding Company
Intercompany Transactions and Balances (FR Y-8) and
Report of Intercompany Transactions for Foreign
Banking and their U.S. Subsidiaries (FR Y-8f) --
extension without revision.

Proposed, January 30, 1997.

J.P. Morgan & Co., Incorporated, New York, New York -
- to make in an investment in Consorcio De
Alimentos Fabril Pacifico S.A., Lima, Peru.

Permitted, February 21, 1997.

ADDITIONS AND CORRECTIONS

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

San Francisco

EXTENSIONS OF TIME

New York

First Commerce Bank, Logan, Utah, proposed merger
with Merger Corporation -- report on competitive
factors.

Submitted, February 21, 1997.

Summit Bank, Hackensack, New Jersey -- extension to
June 6, 1997, to merge with The Bank of Mid-Jersey,
Bordentown, New Jersey, and to establish branches.

Granted, February 21, 1997.



COC-HC

COC-HC

(a1)

3(a)(3)

3(a)(1)

3(a(1)

3(a)2)

Federal Reserve Bank of Chicago

Section II - lications Subject
Register

Application

Antioch Holding Company
Antioch, Illinois
By Randolph S. Miles

Antioch Holding Company
Antioch, Illinois
By Cynthia M. Stout

AliKat Investments, Inc*
Gurnee, Illinois
NorthSide Community Bank
Gurnee, Illinois

Blackhawk Bancorp, Inc.*
Beloit, Wisconsin
Rochelle Bancorp, Inc.
Rochelle, Illinois
Rochelle Savings Bank, S.B.
Rochelle, Illinois

Venderbilt Holding Company, Inc.*
Fairfax, lowa
Fairfax State Savings Bank
Fairfax, Iowa

The Connor Trust*

Marshfield, Wisconsin
Pioneer Bancorp, Inc.
Auburndale, Wisconsin
Pioneer State Bank
Auburndale, Wisconsin

Coal City Corporation*
Chicago, Illinois
U.S. Bancorp
Lansing, Illinois
U.S. Bank
Lansing, Illinois

th News)

and Federal

Comment Period
Ending Date

FR - 3-20-97

NP - 2-21-97

FR - 3-20-97
NP - 2-28-97

FR - 3-3-97
NP - 2-28-97

FR - 3-3-97
NP - 3-1-97

FR - 1-24-97
NP - 3-1-97

FR - 2-28-97
NP - 2-24-97

FR - 3-21-97
NP - 3-22-97



ANNOUNCEMENT

BOARD OF GOVERNORS
OF THE

H.2, 1997, No. 9

Actions of the Board, its Staff, and

the Federal Reserve Banks;
Applications and Reports Received

FEDERAL RESERVE SYSTEM During the Week Ending March 1, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

TESTIMONY AND STATEMENTS

BANK HOLDING COMPANIES

BANKS, FOREIGN

REGULATIONS AND POLICIES

Private mortgage insurance -- statement to the Senate
Committee on Banking, Housing, and Urban Affairs on
S$. 318, the Homeowners Protection Act of 1997.

Approved, February 26, 1997.

Bank of Taiwan, Taipei, Taiwan -- to retain ownership
of shares of First Commercial Bank, and to acquire
more than 5 percent of FCB Taiwan California Bank,
Alhambra, California.

Approved, February 24, 1997.

First Commercial Bank, Taipei, Taiwan -- to acquire
FCB Taiwan California Bank, Alhambra, California.
Approved, February 24, 1997.

Marine Midland Bank, Buffalo, New York -- request for
reconsideration of the Board's approval of the
notice and applications to acquire First Federal
Savings and Loan of Rochester, Rochester, New York.

Denied, February 26, 1997.

Union Planters Corporation, Memphis, Tennessee -- to
acquire First National Bank of Pontotoc, Pontotoc,
Mississippi.

Approved, February 24, 1997.

Land Bank of Taiwan, Taipei, Taiwan -- to establish a
branch in Los Angeles, California.
Approved, February 24, 1997.

Regulations D and I -- request for comment on
proposed amendments to clarify the location of a
bank for membership, reserve account, and related
purposes under interstate banking (Docket R-0963).

Approved, March 1, 1997.



neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient ;

record of ascertaining and helping to meet the credit needs of its entire

delineated community, including low- and moderate- income .

neighborhoods, in a manner consistent with its resources and capabilities.

Weel dii re 1997

NAME OF BANK_ TIN EXAMINATI
Community Bank of Satisfactory October 15, 1997
Bergen County

125 West Pleasant Avenue
Maywood, New Jersey 07607

T/ Subject to provisions of Community Reinvestment Act.

2/ Later of dates specified in newspaper and Federal Register notices.

3/ Date specified in newspaper notice; a later date may be specified in
the Federal Register notice.

4/ Date specified in Federal Register notice; a later date may be
specified in the newspaper notice.
N/A - Not Available

A


FEDERAL RESERVE BANK OF NEW YORK

SECTION I

Applications Subject to Newspaper
Notice Only

None.

SECTION II

Applications Subject to Both
Newspaper and Federal Register Notice

None.
s I

Nonbanking Applications
(subject to Federal Register Notice Only )

None.

ECTION IV

Applications Not Involving
_—Public Comment _

None.
CTI Vv
Availability of CRA Public Evaluation
In connection with the assessment of each insured depository institution's
CRA performance, a rating is assigned from the following group:

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and

is a leader in, ascertaining and helping to meet the credit

needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated
community, including low- and moderate- income neighborhoods,
in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record

of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate income

Comment Period
in



Satisfactory record of meeting community credit needs: An institution has a
satisfactory record of ascertaining and meeting the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

Needs to Improve record of meeting community credit needs: An institution needs to
improve its overall record of ascertaining and helping to meet the credit needs of its
entire delineated community, including low- to moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

Substantial Noncompliance in meeting community credit needs: An institution has a
substantially deficient record of ascertaining and helping to meet the credit needs of
its entire delineated community, including low- to moderate-income neighborhoods, in
a manner consistent with its resources and capabilities.

The above listing has been
Francisco, and is not in
regulation; the Reserve By

jared as a courtesy by the Federal Reserve Bank of San
{ to replace formal notices required by statute or
umes no responsibility for errors or omissions.



Federal Reserve Bank of St. Louis

FOR THE WEEK ENDING FEBRUARY 28, 1997

ECTI - APPLICATI TT PAPE TI
Application mi nt Pr
* Section 9 application by Bank of

Bentonville, Bentonville, Arkansas, to
establish a branch at 406 South Walton

Boulevard, Bentonville, Arkansas. 3-17-97
TION II - ICATI T B
PAPE) FEDE ISTE) E

Change in control notification involving
FSB Financial Corporation, Francisco,
Indiana, by the Bose McKinney & Evans
Retirement Trust (R. J. McConnell is

a trustee and shares he owns jointly with
Karla J. McConnell are aggregated with

this trust). Newspaper: 3-21-97
10 - APP! A’ TT D) R
Application if at P

Section 4(c)(8) notification by Illinois Community
Bancorp, Inc., Effingham, Illinois, to continue

to engage in leasing by retaining its subsidiary,
Illinois Leasing Corporation, Inc., Effingham,
Illinois, following the thrift holding company’s
conversion into a bank holding company
(previously reported during the week ending

February 21, 1997). 3-24-97
- Al ATI T TO FED N
OR NEWSPAPER NOTICE
Section 9 membership application by Arkansas
State Bank, Clarksville, Arkansas. N/A

Section 9 membership application by Citizens
First Bank, Arkadelphia, Arkansas. N/A

* This application/notification is subject to CRA.



Federal Reserve Bank of Chicago

ion V - Availability of CRA Public Evaluati

The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance
with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week
ending February 28, 1997. If you are interested in obtaining a copy of the evaluation document, please contact
the bank(s) directly.

Identi ion of Ratings

O- An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

S- An institution in this group has a satisfactory record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

NI - An institution in this group has a needs to improve its overall record of ascertaining
and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilities.

SN - An institution in this group has a substantial noncompliance record of ascertaining
and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilies.

BANK NAME/LOCATION EXAMINATION DATE RATINGS

F&M Bank - Appleton 10/28/96 ce)
1935 East Calumet Street

Appleton, Wisconsin 54915-4711

(414) 739-3202



H.2

FEBRUARY 24, 1997 TO FEBRUARY 28, 1997

PAGE 8

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

EXTENSIONS OF TIME

St. Louis

Chicago

Minneapolis

Dallas

Dallas

REGULATIONS AND POLICIES

Seccetary

Hometown Bancshares, Inc., New Albany, Indiana --
extension to June 18, 1997, to acquire Hometown
National Bank.

Granted, February 24, 1997.

New Asia Bancorp, Chicago, Illinois -- extension to
June 7, 1997, to acquire NAB Bank.
Granted, February 24, 1997.

Norwest Corporation, Minneapolis, Minnesota, Norwest
Financial Services, Inc., Des Moines, Iowa; and
Norwest Financial, Inc. extension to May 23, 1997,
to engage in the issuance and sale at retail of
money orders.

Granted, February 28, 1997.

Paradigm Bancorporation, Inc., Houston, Texas --
extension to May 8, 1997, to acquire Paradigm
Delaware Bancorporation, Inc., Dover, Delaware, and
Woodcreek Bank, Houston, Texas.

Granted, February 24, 1997.

Paradigm Delaware Bancorporation, Inc., Dover,
Delaware -- extension to May 8, 1997, to acquire
Woodcreek Bank, Houston, Texas.

Granted, February 24, 1997.

Regulation Z -- revisions to the official staff
commentary (Docket R-0942).
Approved, February 28, 1997.



Section 10 - Availability of CRA Public Evatuati

The CRA public evaluations of the insured depository institutions listed below became available
during this week. Information about an institution's CRA evaluation may be obtained directly
from the institution. In connection with the assessment of an institution's CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs: An institution has an outstanding
record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs: An institution has a satisfactory record
of ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

Needs to improve record of meeting community credit needs: An institution needs to improve
its overall record of ascertaining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

Substantial noncompliance in meeting community credit needs: An institution has a
substantially deficient record of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

Fifth Third Bank of Florida Satisfactory 10-28-96

P. O. Box 413021
Naples, Florida 33941
(941) 261-1339



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN
APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF FEBRUARY 24, 1997

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER

NOTICE ONLY
APPLICATION NOTICE EXP
None.
CTI 1_- APPLICA’ JECT TO BOTH
NEWSPAPER AND FEDE! EGISTER_NO’
APPLICATION ** NOTICE EXP

*Section 3(a)(3) application by

Texas Financial Bancorporation. Inc., Minneapolis, MN, to

acquire Austin County Bankshares, Inc., Bellville, TX:

Austin County Bankshares-Delaware, Inc., Wilmington, DE; and

Austin County State Bank, Bellville. TX N/A

*Section 3(a)(3) application by

Delaware Financial Bancorporation, Inc.. Wilmington, DE, to

acquire Austin County Bankshares, Inc.. Bellville, TX:

Austin County Bankshares-Delaware. Inc., Wilmington, DE; and

Austin County State Bank, Bellville. 1X N/A

*Section 3(a)(3) application by
Eden Financial Corporation, San Angelo, TX. to
acquire First State Bank of Rankin, Rankin, TX N/A

*Section 3(a)(1) application by

ANB Bancshares, Inc., Gonzales, TX, to

acquire ANB Nevada Group, Inc., Carson

City, NV, and American National Bank,

Gonzales, TX

(Previously reported during the week of 2-10-97) 97/03/16

*Section 3(a)(1) application by

ANB Nevada Group, Inc., Carson City, NV,

to acquire American National Bank

Gonzales, TX

(Previously reported during the week of 2-10-97) 97/03/16



Change in Control Notice by

Deborah Yowell] Farley, et al, to acquire an

interest in Texas State Bancshares, Inc.,

Harker Heights, TX N/A

Change in Control Notice by

M. Dale McGill, Houston, TX, et al, to

acquire an interest in Farmers and Merchants

Bancshares, Inc., Mart, TX N/A

Change in Control Notice by

Cecil R. Simmons, trustee, San Benito, TX,
to acquire an interest in First San Benito
Bancshares, Inc., San Benito, TX

(Previously reported during the week of 2-10-97) 97/03/10
TION IIT - Tl DERAL RI
NOTICE ONLY
APPLICATION NOTICE EXP
None.
I : F E NOT
R PAPER NOTI
APPLICATION
None.

* SUBJECT TO CRA.

** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY.
N/A - NOT AVAILABLE AT THIS TIME.



‘Federal Reserve Bank of Chicago

Section II - Applic: is Subject to Federal Register
Notice Only
Comment Period
Type Application Ending Date
4(c)(8) Blackhawk Bancorp, Inc. FR - 3-3-97

Beloit, Wisconsin
Midland Acceptance Corporation
Rochelle, Illinois

4(c)(8) HPK Financial Corporation FR - 3-5-97
Chicago, Illinois
Mortgage Service America, Inc.
Lombard, Ilinois

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
IFB Investment Services, Inc.
Valparaiso, Indiana

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
Infed Mortgage Company
Valparaiso, Indiana

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
Indiana Federal Corporation
Valparaiso, Indiana
Indiana Federal Bank
Valparaiso, Indiana

4(c)(8) Pinnacle Financial Services, Inc. FR - 3-12-97
St. Joseph, Michigan
Forrest Holdings, Inc.
Lisle, Illinois



H.2

FEBRUARY 24, 1997 TO FEBRUARY 28, 1997

PAGE 4

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES

San Francisco

New York

San Francisco

Chicago

Chicago

San Francisco

BANK MERGERS

Secretary

San Francisco

Santa Barbara Bancorp, Santa Barbara, California --
to acquire First Valley Bank, Lompoc, California.
Approved, February 26, 1997.

Summit Bancorp, Princeton, New Jersey -- to acquire
9.2 percent of NYCE Corporation, Woodcliff Lake,
New Jersey.

Approved, February 28, 1997.

Valley Community Bank, Encino, California -- to
become a member of the Federal Reserve System.
Returned, February 28, 1997.

Vermillion Bancorp, Inc., Danville, Illinois -- to
acquire American Savings Bank.
Approved, February 27, 1997.

Vermillion Bancorp, Inc., Danville, Illinois -- to
engage de novo in lending to the Employee Stock
Ownership Plan.

Permitted, February 27, 1997.

Zions Bancorporation, Salt Lake City, Utah -- to
acquire Aspen Bancshares, Inc., Aspen, Colorado,
and Pitkin County Bank & Trust Company, Aspen,
Colorado, Valley National Bank of Cortez, Cortez,
Colorado, and Centennial Savings Bank, F.S.B.,
Durango, Colorado.

Approved, February 26, 1997.

Manufacturers and Traders Trust Company, Buffalo, New
York -- to merge with The East New York Savings
Bank, Brooklyn, New York.

Approved, February 28, 1997.

Santa Barbara Bank & Trust, Santa Barbara, California
-- to merge with First Valley Bank, Lompoc,
California.

Approved, February 26, 1997.



APPLICATIONS BULLETIN
(For the week ending March 1, 1997)

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
NONE

SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL
REGISTER NOTICE

Received notice from Banc One Corporation, Columbus, *Not Yet Known #
Ohio, on February 28, 1997, of its intent to acquire First

USA, Inc., Dallas, Texas, pursuant to Section 4(c)(8) of the

Bank Holding Company Act

Received application from CB Bancorp, Inc., Higginsport, *F; March 24, 1997
Ohio, on February 21, 1997, to acquire The Citizens Bank,

Higginsport, Ohio, purusant to Section 3(a)(1) of the Bank

Holding Company Act.

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

Received notice from PNC Bank Corp., Pittsburgh, Pennsylvania, Not Yet Known #
on February 28, 1997, of its intent to establish PNC GPI, Inc.,

as a de novo nonbank subsidiary that will serve as general partner

to private investment limited partnerships pursuant to Section 4(c)(8)

of the Bank Holding

Company Act.

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE

NONE

* ~ Subject to CRA

N - Newspaper Comment Period

F - Federal Register Comment Period

# - Expected to End 30 Days from Date of Receipt



Federal Reserve Bank of Richmond

Section I - Applications Subject to Newspaper

Notice Only

aApplicati

The Bank of Floyd, Floyd, Virginia, to
establish a branch at the intersection
of U. S. Route 221 and Conners Grove,
Willis, Virginia.*

Peoples Community Bank, Montross,
Virginia, to establish a branch at the
intersection of Route 3 and State Route
607 (Cool Springs Road), Fredericksburg,
Virginia.*

ion II = Applicati , :
' 1 Federal Regi ;

Notice of Change in Control filed by
Louis R. Jones with respect to Resource
Bank, Virginia Beach, Virginia.

Southern National Corporation, Winston-Salem,
North Carolina, to merge with United Carolina
Bancshares Corporation, Whiteville, North
Carolina.*

BP

3-30-97

3-25-97

3-18-97**

3-31-97**

Section III - Applications Subject to Federal Register Notice

Licati . ‘i

None.



H.2

FEBRUARY 24, 1997 TO FEBRUARY 28, 1997

PAGE 3

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES

Atlanta

Minneapolis

Secretary

Secretary

St. Louis

Minneapolis

San Francisco

Atlanta

Emerald Coast Bancshares, Inc., Panama City Beach,
Florida -- to acquire Emerald Coast Bank.
Approved, February 25, 1997.

Farmers State Financial Corp., Victor, Montana -- to
organize Farmers State Bank, fab, Stevensville,
Montana

Permitted, February 28, 1997.

FirstBank Holding Company of Colorado, Lakewood,
Colorado -- to acquire FirstBank of Evergreen,
Evergreen, Colorado.

Approved, February 27, 1997.

National City Corporation, Cleveland, Ohio ~-- to
acquire NTA, Inc., Federal Way, Washington, and
engage in data processing and transmission
services.

Approved, February 26, 1997.

New London Bancshares, Inc., New London, Missouri --
to acquire Behrens Bancshares, Inc., and Tasll
County State Bank.

Approved, February 25, 1997.

Otto Bremer Foundation and Bremer Financial
Corporation, St. Paul, Minnesota -- to acquire the
Paul E. Hedlund Insurance Agency, Inc., Boyceville,
Wisconsin.

Approved, February 25, 1997.

Regency Bancorp, Fresno, California -- to acquire
Regency Investment Advisors, Inc., and engage in
investment advisory and fiduciary activities.

Approved, February 25, 1997.

Regions Financial Corporation, Birmingham, Alabama --
to merge with West Carroll Bancshares, Inc., Oak
Grove, Louisiana, and acquire West Carroll National
Bank of Oak Grove.

Approved, February 26, 1997.



Identification of Ratings

In connection with the assessment of each insured depository institution's CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping

to meet the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

CRA Public CRA
Bank/Location Exam Date —Date_ —Rating__
Citizens State Bank in Galena 12/02/96 02/28/97 Satisfactory

215 East 7th
Galena, Kansas 66739-1230

*Application is subject to CRA.



Type

3(a)(3)

3a)

3@))

3(a)(3)

3(a)G)

4©)(8)

Federal Reserve Bank of Chicago

II - Applicati ject
Regi:

Applicati

Manufacturers National Corporation*
Chicago, Illinois

U.S. Bancorp, Inc.

Chicago, Illinois

U.S. Bank

Chicago, Illinois

Pioneer Bancorp, Inc.*

Auburndale, Wisconsin
Pioneer State Bank
Auburndale, Wisconsin

First Equity Corp.*
Skokie, Illinois
1st Equity Bank
Skokie, Illinois (in organization)

Country Bancorporation*
Crawfordsville, Indiana
Hiawatha Bank and Trust Company
Hiawatha, Iowa (in organization)

ABC Employee Stock Ownership Plan*
Anchor, Illinois

Anchor Bancorporation Inc.

Farmer City, Illinois

Anchor State Bank

Anchor, Illinois

Shoreline Financial Corporation
Benton Harbor, Michigan

SJS Bancorp, Inc.

St. Joseph, Michigan

SJS Federal Savings Bank

St. Joseph, Michigan

nt

Tal

Comment Period

Ending Date

FR - 3-21-97
NP - 3-22-97

FR - 2-28-97
NP - 2-24-97

FR - 2-27-97
NP - 3-10-97

FR - **
NP - **

FR - **
NP - **

FR - 3-13-97
NP - **


H.2
FEBRUARY 24, 1997 TO FEBRUARY 28, 1997
PAGE 2

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and
Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve
Bank Operations; IF - International Finance; OSDM - Office of Staff Director
for Management

BANK BRANCHES, DOMESTIC

Secretary AmSouth Bank of Alabama, Birmingham, Alabama -- to
establish a branch at 1515 McFarland Boulevard,
Tuscaloosa; and 6639 Highway 431 South, Huntsville,
Alabama.
Approved, February 27, 1997.

Richmond Bank of Northern Virginia, Arlington, Virginia -- to
establish a branch at 200 Little Falls Road, Falls
Church, Virginia.
Approved, February 24, 1997.

New York Manufacturers and Traders Trust Company, Buffalo, New
York -- to establish a branch at M&T Place, 255
East Avenue, Rochester, New York.
Approved, February 24, 1997.

St. Louis Teutopolis State Bank, Teutopolis, Illinois -- to
establish a branch at 202 South Main Street, Sigel,
Illinois.

Approved, February 24, 1997.

BANK HOLDING COMPANIES

Director, BS&R Banco Union C.A., Caracas, Venezuela, and Consorcio
Union S.A. -- request for relief from certain
commitments made in connection with applications
to acquire Union Chelsea National Bank, New York,
New York, and for permission to deregister as bank
holding companies.

Granted, February 26, 1997.

Minneapolis Bay Bancorp, Inc., Gladstone, Michigan -- to acquire
Baybank. -
Returned, February 26, 1997.
Chicago Country Bancorporation, Crawfordville, Iowa -- to
acquire Hiawatha Bank and Trust Company, Hiawatha,
Iowa.

Returned, February 27, 1997.



FEDERAL RESERVE BANK OF ST. LOUIS

FOR THE WEEK ENDING February 28, 1997
SECTION V - AVAILABILITY OF CRA PUBLIC DISCLOSURES

Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
mamner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping to meet

the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Lavaca, Arkansas 11/22/96 Satisfactory



%

None

* Subject to CRA.

FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 2/28/97

jon V_- Availabili ic Evaluation

The CRA public evaluations of the institution(s) below became available during this
week. Information about a particular institution's CRA evaluation may be obtained
directly from the institution.

Instituti . Examination_D Ratina*
Millennium Bank 180 Sansome Street 10/21/96 Satisfactory

P.O. Box 194247
San Francisco, CA 94104-4247

*Under the rating system an institution's CRA performance is assigned one of the
following four ratings:

Qutstanding record of meeting community credit needs: An institution has an
outstanding record of, and is a leader in, ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.



Type
4(6)(8)

48)

4(c)(8)

A(C)(8)

Federal Reserve Bank of Chicago

Secti = icati j Federal ister

Notice Only cont’d

Application

Stichting Administratiekantoor ABN AMRO Holding
Amsterdam, The Netherlands

Citicorp Futures Corporation

New York, New York

Citifutures Limited

London, England

Citicorp Futures Limited

Singapore

Stichting Prioritiet ABN AMRO Holding
Amsterdam, The Netherlands

Citicorp Futures Corporation

New York, New York

Citifutures Limited

London, England

Citicorp Futures Limited

Singapore

ABN AMRO Bank N.V.
Amsterdam, The Netherlands
Citicorp Futures Corporation
New York, New York
Citifutures Limited
London, England
Citicorp Futures Limited
Singapore

ABN AMRO Holding, N.V.
Amsterdam, The Netherlands
Citicorp Futures Corporation
New York, New York
Citifutures Limited
London, England
Citicorp Futures Limited
Singapore

Comment Period

Ending Date
FR - 3-17-97

FR - 3-17-97

FR - 3-17-97

FR - 3-17-97



FEDERAL RESERVE BANK OF PHILADELPHIA

ECTI - APPLI IVED AN! T PAPER
NOTICE ONLY
NONE
ECTI - APPLI IN: ND TO BOT PAL
AND FEDERAL REGISTER NOTICE
Patriot Bank Corp., Pottstown, PA to become a bank holding company through the

acquisition of 100 percent of the voting shares of Patriot Bank, Pottstown, PA, pursuant to
Section 3(a)(1) of the Bank Holding Company Act.

Newspaper comment period expires: 3/17/97
Federal Register comment period expires: 3/21/97

arris Fi ial, In arris Financial, MHC, Harrisburg, PA to acquire all of the
common stock of Harris Savings Bank, Harrisburg, PA and Harris Financial Inc.,
respectively, pursuant to Sections 3(a)(1) and 3(a)(3) of the Bank Holding Company Act.
(This is a corporate reorganization which will result in a multi-tier mutual holding company
structure.)

Newspaper comment period expires: 3/31/97
Federal Register comment period expires: 3/27/97

T - AP. ATI D B. D
REGISTER NOTICE ONLY

USA BancShares, Inc., Philadelphia, PA to engage in brokerage activities through the
acquisition of The Knox Financial Service Group, Inc., pursuant to Section 4(c)(8) of the Bank
Holding Company Act and Section 225.25(b)(15) of Regulation Y.

Federal Register comment period expires: N/Avail

Keystone Financial. Inc., Harrisburg, PA to acquire two nonbank subsidiaries of Financial
Trust Corp, Carlisle, PA: Financial Trust Services Company, Carlisle, PA, which engages in
providing trust services to banks, pursuant to Section 4(c)(8) of the Bank Holding Company
Act and Section 225.25(b)(3) of Regulation Y and Financial Life Insurance Company,
Phoenix, AZ, which engages in providing credit related life insurance, pursuant to Section
4(c)(8) of the Bank Holding Company Act and Section 225.25(b)(8) of Regulation Y.

Federal Register comment period expires: 3/17/97



AVAILABILITY OF CRA PUBLIC EVALUATIONS
(February 28, 1997)

The following state member banks have been examined by the Federal Reserve Bank of
Cleveland for compliance with The Community Reinvestment Act. A public evaluation document
became available from the bank(s) listed below during the week ended February 28, 1997. If you
are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly.

There are four descriptive ratings for CRA:

OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

NEEDS TO IMPROVE: a bank in this group needs to improve its overall record of
ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

SUBSTANTIAL NON COMPLIANCE: a bank in this group has a substantially deficient
record of ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

NONE