Section V - Availability of CRA public evaluations

Description of the CRA Goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which it has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

The federal bank regulators use the following four performance levels to rate an institution’s performance under
CRA.:

Outstanding

Satisfactory

Needs to Improve
Substantial noncompliance

RSSD “ Examination CRA CRA
number Institution/ Location date public date rating

NONE

Footnotes



District 11
Federal Reserve Bank of Dallas
Applications and Notifications Filed During the Week of September 2, 1997

Section I - Applications subject to newspaper notice only

Comment period
Type Application ending date

None.

* Subject to CRA.
** Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.

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

Comment period
Type Application ending date

Change in Control Carmen P. Smith Family Limited Partnership, Wichita Falls, N/A
Notice TX, only notificant, to acquire an interest in
AmeriBancshares, Inc., Wichita Falls, TX

Change in Control Judy Noe Myers, Dallas, TX, only notificant, to acquire an N/A

Notice interest in Rusk County Bancshares, Inc., Henderson, TX

Change in Control Johnny Bob Carruth, Haskell, TX, et al, to acquire an **97/09/19
Notice interest in First Haskell Bancorp, Inc., Haskell, TX

*Section 3(a)(3) Citizens Bankers, Inc., Baytown, TX, to acquire First N/A

National Bank of Bay City, Bay City, TX

*Section 3(a)(3) Texas Financial Bancorporation, Inc., Minneapolis, MN, and **97/09/27
Delaware Financial Inc., Wilmington, DE, to acquire CNB
Bancshares of Victoria, Victoria, TX, and its subsidiaries,
Citizens Bancorp of Delaware, Inc. Wilmington, DE, and
Citizens National Bank, Victoria, TX (Previously reported
during the week of August 25, 1997)

* Subject to CRA.
** Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to
Newspaper Notice Only

Comment Period

tion Ending Date
Rocky Mountain Bank, Billings, Montana, to establish a branch in September 5, 1997
Big Fork, Montana. *
Rocky Mountain Bank, Billings, Montana, to establish a branch in September 5, 1997

Stevensville, Montana.

* Subject to CRA

Application
NONE.

Application
NONE.

Application

NONE.

*

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both
Newspaper and Federal Register Notice

Comment Period

—Ending Date _

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section HI - Applications Subject
to Federal Register Notice Only

Comment Period

—Ending Date _

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to

Federal Register Notice or Newspaper Notice



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding
Companies; Change in Bank Control

Notices Filed as of September 5, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817()), Regulation ¥ (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the

Board.

Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

1867 Western Financial
Corporation(1),
Stockton, CA
CONTINUED

1867 Western Financial
Corporation(2),
Stockton, CA
CONTINUED

1867 Western Financial
Corporation, Stockton,
CA

Capital Corp of the West,
Merced, CA, & Town &
Country Finance & Thrift
Co., Turlock, CA &
Capital West Group, Inc.,
Stockton, CA operating an
industrial loan co. (b)(4);
providing credit life
insurance (b)(11);
management consulting
(b)(9); CONTINUED

& investment & financial
advice (b)(6)

Capital Corp of the West,
Merced, CA & County
Bank, Merced, CA

4 San Francisco
4 San Francisco
3 San Francisco

August 26, 1997

August 26, 1997

September 2, 1997



SECTION VI_- APPLICATIONS BULLETIN

Effective April 21, 1997, information regarding the comment periods associated with
applications and notices submitted to the Federal Reserve Bank of Boston for
processing under section 3 and 4(c) (8) of the Bank Holding Company Act of 1956, as
amended, will be available 24 hours a day by calling the following

toll-free number 1-800-896-9480.

*Subject to CRA.

**Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to
Improve; "SN" - Substantial Noncompliance



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Union Planters
Corporation, Memphis,
TN, and its wholly-
owned bank holding
company

subsidiary, Capital
Bancorporation, Inc.,
Memphis, TN

United Bankshares, Inc.,
Charleston, WV

UST Corp. Boston, MA
CORRECTION

UST Corp., Boston, MA

Vail Banks, Inc., Vail,
co

Valcourt, Jeffery T.,
Arlington, VA

Valley National
Corporation, Lanett, AL

Wachovia Corporation,
Winston-Salem, NC

Sho-Me Financial 4
Corporation, Mt. Vernon,

MO, and its wholly-owned
savings association

subsidiary, 1st Savings

Bank, f.s.b., Mt. Vernon,

MO in operating a savings
institution (b)(4)(ii)

St. Louis

First Patriot Bankshares 3
Corporation,

Reston, VA, and

Patriot National Bank,

Reston, VA

Richmond

Firestone Financial Corp., 4 Boston
Newton, MA in installment

loan and lease financing

activities to commercial

customer (b)(1) & (b)(3)

Firestone Financial Corp., 4 Atlanta
Newton, MA in installment

loan & lease financing

activities to commercial

customers (b)(1) & (b)(3)

Cedaredge Financial 3
Services, Inc., Cedaredge,
co

Kansas City

United Financial Banking CIBC Atlanta
Companies, Inc.,

Vienna, VA, and

The Business Bank,

Vienna, VA

Valley National Bank of 3 Atlanta
Lannett, Lanett, AL

Central Fidelity Banks, 3 and 4
Inc., & Central Fidelity

National Bank, Richmond,

VA; Central Fidelity

Insurance Agency,

Inc., Richmond, VA acting

as an agent or broker in the

sale of credit related

insurance (b)(11)

Richmond

September 4, 1997

June 16, 1997

September 5, 1997

September 15, 1997

October 6, 1997

June 5, 1997

September 5, 1997

September 26, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Cortez Investment Co.,
Cortez, CO

Cox, Walter L., Sr.,
Naples, TX

Crestar Financial
Corporation, Richmond,
VA

Crestar Financial
Corporation, Richmond,
VA

Cross County Bank
Employee Stock
Ownership Plan,
Wynne, AR

Dean Financial
Services, Inc., St. Paul,
MN

The Cortez State Bank,
Cortez, CO .

Morris County Bankshares,
Incorporated,

Naples, TX;

Morris County National
Bank,

Naples, TX

American Nat'l Bancorp,
Inc., & American Nat'l
Savings Bank, F.S.B.,
Baltimore, MD acting as
agent in the sale of mutual
funds (b)(7); in the sale of
home mortgage redemption
insurance (b)(11)(i); and in
the sale of annuities

(YL (ii)

American National
Bancorp, Inc., Baltimore,
MD,

and American National
Savings Bank,

F.S.B., Baltimore, MD
operating a

savings and loan
association (b)(4)

Cross County Bancshares,
Inc., Wynne, AR, and
Cross County Bank,
Wynne, AR

The First National
Corporation of Aitkin, Inc.,
& The First National Bank
of Aitkin, Aitkin, MN; Mid-
Continent Financial
Services, Inc.,
Bloomington, MN, & State
Bank of Edgerton,
Edgerton, MN; & The First
State Bank of Eden Prairie,
Eden Prairie, MN

3

CIBC

CIBC

Kansas City

Dallas

Richmond

Richmond

St. Louis

Minneapolis

October 6, 1997

April 30, 1997

August 15, 1997

August 15, 1997

August 4, 1997

August 15, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Citizens National Josephine Bancshares, Inc, 3 Cleveland July 28, 1997
Corporation, Paintsville, Prestonburg, KY, and The
KY Bank Josephine,

Prestonburg, KY
Commerce Bancshares, CNB Bancorp, Inc., 3 Kansas City August 8, 1997
Inc., Kansas City, MO, Independence,
and CBI-Kansas Inc., KS, and Citizens National
Kansas City, MO Bank,

Independence, KS
Commercial Citizens State 3 St. Louis July 29, 1997

Bancshares, Inc.,
Texarkana, AR

Community Bancshares,
Inc., Butler, MO

Community Bancshares,
Inc., Denver, CO

Community Financial
Corp., Olney, IL

Community First
Bankshares, Inc., Fargo,
ND

Community First
Bankshares, inc., Fargo,
ND

Community Holding
Company, Inez, KY

Bank, Hempstead, TX

Citizens Bank, Appleton 3 Kansas City July 31, 1997
City, MO
Upper Rio Grande Bank 3 Kansas City July 28, 1997

Corporation, Del Norte,
CO, and Rio Grande
County Bank, Del Norte,
co

MidAmerica Bank of St. 3 St. Louis September 12, 1997
Clair County, O'Fallon, IL

Republic National Bancorp, 3 Minneapolis October 6, 1997
Inc., Pehoenix, AZ &

Republic National Bank of

Arizona, N.A., Phoenix, AZ

First National Summit 3 Minneapolis October 6, 1997
Bankshares, Inc., Gunnison,

CO & First National

Summit Bank, Gunnison,

co

The First National Bank of 4 Cleveland August 26, 1997
Louisa, Louisa, KY, into a

federal-charted stock

savings bank, Inez Deposit

Bank, F.S.B., Inez, KY

savings & loan activities

(b)(4)



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
First Union Signet Banking Corp., & 3 and 4 Richmond September 19, 1997
Corporation(1), Signet Bank, Richmond, .
Charlotte, NC VA; Signet Commercial
CONTINUED Credit Corp., Richmond,

VA making loans that are

typcially secured by

inventory, accounts

receivable or like security

& are generally structured

ona revolving basis (b)(1);

CONTINUED
First Union and other nonbanking 3and4 Richmond September 19, 1997
Corporation(2), activities (b)(1 1)(iv); (b)(5)
Charlotte, NC (b)(7), (b)(8), (b)(6)
CONTINUED
FirstBank Holding FirstBank of Parker, Parker, 3 Kansas City September 19, 1997
Company of Colorado, co
Lakewood, CO
Firstbank of Ifinois Co., Geneva Capital 4 Chicago August 26, 1997
Springfield, IL. Corporation, Springfield,

IL serving as a broker in IL,

IN & St. Louis, MO for

mortgage loans to

companies engaged in

operating income-

producing commercial real

estate & in extending credit

& servicing loans (b)(1)
Florida Bancshares, Inc., First National Bank of 3 Atlanta April 21, 1997
Dade City, FL. Pasco,

Dade City, FL
FSB Bancorp, MHC & Franklin Savings Bank, CIBC Boston August 28, 1997
FSB Bancorp, both of Farmington, MN
Farmington, ME
CORRECTION
FSB Bancorp, MHC, Franklin Savings Bank, 3 Boston August 28, 1997
and FSB Bancorp, both Farmington, ME
of Farmington, ME
George Washington, George Washington 3 Chicago October 6, 1997

Bancorp, Inc., Oak
Lawn, IL

Savings Bank, Oak Lawn,
IL



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Lexington B & L
Financial Corp.,
Lexington,

MO

Lloyds TSB Group

PLC, and Lloyds Bank
PLC,

both of London, England

Locke, E. David,
McFarland, WI

Mahaska Investment
Company, Oskaloosa, IA

Marengo Bancshares,
Inc., Marengo, IL

Maries County Bancorp,
Inc., Vienna, MO

Marshall & Ilsey
Corporation,
Milwaukee, WI

Metcalf, Imogene and
Butler, Charles W., both
of Hooker, OK

Lafayette Bancshares, Inc.,
Lexington, MO, and
Lafayette

County Bank of
Lexington/Wellington,
Lexington, MO; and B & L
Bank, Lexington, MO
operating a savings
association (b)(4)

IAI Holdings Inc.,
Investment Advisers, Inc.,
Minneapolis, MN, trust
services (b)(3); investment
advisory services (b)(4);
full-service brokerage
(b)(15); foreign exchange
execution & advisory
services, and other advisory
& administrative services

Northern Bancshares, Inc.,
McFarland, WI &
McFarland State Bank,
McFarland, WI

Pella State Bank, Pella, IA

Prairie State Bank,
Marengo, IL

Progress Bancshares, Inc.,
Sullivan, MO, and Progress
Bank of Sullivan, Sullivan,
MO, a de novo bank

Security Capital
Corporation,
Milwaukee, WI,
Security Bank, S.S.B.,
Milwaukee, WI

Hooker National
Bancshares, Inc., Hooker,
OK, & First National Bank,
Hooker, OK

3and4

CIBC

CIBC

Kansas City

New York

Chicago

Chicago

Chicago

St. Louis

Chicago

Kansas City

August 4, 1997

March 26, 1997

August 29, 1997

September 12, 1997

October 2, 1997

August 15, 1997

May 5, 1997

September 10, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Canadian Impetial Bank
of Commerce(2),
Toronto, Canada
CONTINUED

Canadian Imperial Bank
of Commerce(3),
Toronto, CA
CONTINUED

Canadian Imperial Bank
of Commerce(4),
Toronto, Canada
CONTINUED

Carolina First
Corporation, Greenvilie,
sc

Cates, Joe Lecil and
Cates, Roger Kevin,
both of Leedy, OK

dealing to a limited extent
in all types of equity & debt
securities that a state .
member bank may not
underwrite and deal in,
except ownership interests
in open-end investment
companies;in making loans
or other extensions of credit
by);

CONTINUED

in activities related to
extending credit (b)(2); in
providing financial &
investment advisory
services (b)(6); in providing
securities brokerage,
riskless principal, private
placement, futures
commission merchant &
other agency transactional
CONTINUED

services (b)(7); in
underwriting & dealing in
government obligations &
money market instruments,
providing investments &
trading services & buying
& selling bullion & realted
activities (b)(8)

First Southeast Financial
Corporation, Anderson, SC
& First Federal Savings &
Loan Association of
Anderson, Anderson, SC in
operating a savings & loan
association (b)(4)(ii)

Western Oklahoma
Bancshares, Inc., Elk City,
OK, and Bank of Western
Oklahoma, Elk City, OK

4

CIBC

New York

New York

New York

Richmond

Kansas City

August 28, 1997

August 28, 1997

August 28, 1997

September 3, 1997

August 11, 1997



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending September 5, 1997

Section 1 - Applications Subject to Newspaper Notice Only

Application Comment Period Ending Date
Compass Bank 10-03-97*

Birmingham, Alabama
To merge with Gainesville State Bank, Gainesville, Florida, pursuant to Section 18(c) of the Federal
Deposit Insurance Act.

Section 2 - Applications Subject to Both
Newspaper and Federal Register Notice

Application Comment Period Ending Date
Compass Bancshares, Inc. 10-06-97*
Birmingham, Alabama Federal Register

To acquire GSB Bancshares, Inc., Gainesville, Florida, and thereby indirectly acquire Gainesville
State Bank, Gainesville, Florida, pursuant to Section 3(a)(3) of the Bank Holding Company Act.

MidSouth Bancorp, Inc. Not yet available*
Employee Stock Ownership Plan

Lafayette, Louisiana

After-the- fact change in control by MidSouth Bancorp, Inc., Employee Stock Ownership Plan,

Lafayette, Louisiana, to retain 10.57 percent of the outstanding shares of MidSouth Bancorp, Inc.,

Lafayette, Louisiana, pursuant to the Change in Bank Control Act of 1978.

Section 3 - Applications Subject to Federal Register Only

Application Comment Period Ending Date
None. ~

Section 4 - Applications Not Subject to
Federal Register Notice or Newspaper Notice

Application

AmTrade International Bank of Georgia
Atlanta, Georgia
Commitment waiver request.

*Subject to provisions of the Community Reinvestment Act.



Federal Reserve Bank of Dallas

Section III - Applications subject to Federal Register notice only

Comment period
Type Application ending date
None.
* Subject to CRA.
Section IV - Applications not subject to Federal Register or newspaper notice

Comment period
Type Application ending date

Stock Redemption Notice by G-6 Corporation, Mesquite, TX, to repurchase
29,140 shares of its common stock.



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

The Chase Manhattan
Corporation & Chase
Holdings Delaware,
Inc., New York, NY
CORRECTION

The Chase Manhattan
Corporation and Chase
Holding

Delaware Inc., New
York, NY

The Marine BancCorp,
Inc., Chincoteague, VA

TNB Bancorporation,
Inc., Brenham, TX, and
TNB

Bancorporation of
Delaware, Inc.,
Wilmington, DE

Triangle Bancorp, Inc.,
Raleigh, NC

Union Bancshares, Inc.,
Fargo, ND

Union Planters
Corporation(1),
Memphis, TN
CONTINUED

Union Planters
Corporation(2),
Memphis, TN
CONTINUED

Union Planters
Corporation, Memphis,
TN

Chase Manhattan Bank &
Trust Company, National
Association, Los Angeles,
CA

Chase Trust Company,
National Association, Los
Angeles, CA

The Mariné Bank,
Chincoteague, VA

Texas National Bank,
Brenham, TX

Bank of Mecklenburg,
Charlotte, NC

Union State Bank of Fargo,
Fargo, ND

Magna Bancorp, Inc.,
Hattiesburg, MS, &
Magnolia Federal Bank for
Savings, Hattiesburg, MS
indirectly

acquiring a federal savings
bank (b)(4); & Magna
Mortgage Co., Hattiesburg,
MS originating & servicing
mortgage loans (b)(1)
CONTINUED

& in providing real estate
appraisal & inspection
services (b)(2)

Capital Bancorp, Miami, FL
& Capital Bank, Miami, FL

New York

New York

Richmond

Dallas

Richmond

Minneapolis

St. Louis

St. Louis

St. Louis

August 18, 1997

August 18, 1997

October 6, 1997

July 29, 1997

August 1, 1997

September 15, 1997

August 15, 1997

August 15, 1997

October 3, 1997



H2 Page 2
August 31, 1997 to September 6, 1997

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

Chicago
Bank of Montreal, Toronto, Canada, Bankmont Financial Corp., Chicago, Illinois,
Harris Bankcorp, Inc., and Harris Bankmont, Inc. -- to retain shares and acquire
additional shares of Cash Station Inc., and engage in certain data processing
activities.
- Permitted, September 3, 1997

Minneapolis
Citizens Bancshares of Woodville, Inc., Woodville, Wisconsin -- to acquire

Investors Bancorporation, Inc., Hudson, Wisconsin.
- Approved, September 4, 1997

San Francisco

Columbia Banking Systems Inc., Tacoma, Washington -- waiver of application to
acquire and merge with Cascade Bancorp, Inc., Auburn, Washington
- Granted, September 2, 1997

Cleveland
F.N.B. Corporation, Hermitage, Pennsylvania -- to acquire Indian Rocks State Bank,

Largo, Florida.
- Approved, September 5, 1997

Kansas City

Gold Banc Corporation, Inc., Leawood, Kansas -- to acquire Farmers Bancshares of
Oberlin, Inc., Oberlin, Kansas.
- Approved, September 5, 1997

Dallas
International Bancshares Corporation, Laredo, Texas -- to acquire University
Bancshares, Inc., Houston, Texas
- Approved, September 3, 1997

General Counsel

JS Investments Limited Partnership, Billings, Montana -- determination that it is a
qualified family partnership under the Bank Holding Company Act.
~- Granted, September 3, 1997



Addresses for Comments and Information Requests
Addresses for comments differ from those for information requests.

Addresses for Comments

Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or
the Board.

Federal Reserve Bank of Boston

Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA
02106-2204

Federal Reserve Bank of New York 7
Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001

Federal Reserve Bank of Philadelphia

Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia,
PA 19105-1521 |

Federal Reserve Bank of Cleveland

Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

Federal Reserve Bank of Richmond
A, Linwood Gill, III, Assistant Vice President, 70] East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA
30303-2713

Federal Reserve Bank of Chicago

Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL.
60690-1413

Federal Reserve Bank of St. Louis
Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034

Federal Reserve Bank of Minneapolis
Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171

Federal Reserve Bank of Kansas City
D. Michael Manis, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001

Federal Reserve Bank of Dallas
Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272 ‘

Federal Reserve Bank of San Francisco

Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San
Francisco, CA 94105-1579

Board of Governors of the Federal Reserve System
William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001



Applicant or notificant

Acquiree or activity Section of law

Reserve Bank

End of comment period

Wachovia Corporation,
Winston-Salem, NC

Wachovia Corporation,
Winston-Salem, NC

Young, David E.,
Chattanooga, TN

Young, Susan Aileen,
Chicago, IL

Zions Bancorporation,
Salt Lake City, UT

Zions Bancorporation,
Salt Lake City, UT

Jefferson National Bank, 3
Charlottesville, VA and
Jefferson National Bank,
Charlottesville, VA

Ist United Bancorp, Boca 3
Raton, FL, & First United

Bank, Boca Raton, FL, &
United Bancorp's

subsidiary, Island

Investment Service, Inc.,

Palm Beach, FL in

securities brokerage

activities (b)(7)(i)

East Ridge

Bancshares, Inc., East
Ridge, TN, and Bank of
East Ridge, East Ridge, TN

CIBC

C.S.B. Co., Cozad, NE, and
Cozad State Bank & Trust
Company, Cozad, NE, and
First National Bank of
Chadron, Chardron, NE

CIBC

GB Bancorporation, San 3
Diego, CA & Grossmont

Bank, San Diego, CA;

Rancho Vista National

Bank, Vista, CA & Pacific
Commerce Bank, Chula

Vista, CA

GB Bancorporation, San 3
Diego, CA, & Grossmont
Bank, San Diego, CA

Richmond

Richmond

Atlanta

Kansas City

San Francisco

San Francisco

August 18, 1997

September 15, 1997

July 22, 1997

August 5, 1997

September 22, 1997

September 15, 1997



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding
Companies; Change in Bank Control

Notices Filed since the H.2A dated September 5, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817()), Regulation Y (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the
Board.

Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Albrecht Financial Heartland Bankshares, Inc., 3 Chicago October 9, 1997
Services, Inc., Norwalk, Madrid, IA & City State

IA Bank, Grimes, IA

Carruth, Johnny Bob, First Haskell Bancorp, Inc., CIBC Dallas September 26, 1997
Lubbock, TX; Haskell, TX & First

Cleveland, Walter National Bank, Haskell, TX

Charles, Idalou, TX;
Hobgood, Robert
Charles, Haskel, TX;
Morris, Kim Holder,
Houston, TX; Thigpen,
Joseph Emitt, Haskell,
TX; Toliver, Bailey Lee,
Haskell, TX, & Toliver,
Samuel Ray, Haskell,

TX

Citizens Bankers, Inc., First National Bank of Bay 3 Dallas October 6, 1997
Baytown, TX City, Bay City, TX

F.N.B. Corporation, Mercantile Bank of 3 Cleveland October 10, 1997
Hermitage PA & Southwest Florida, Naples,

Southwest Banks, Inc., FL

Naples, FL



RESERVE BANK APPLICATIONS BULLETIN For week ending September 5, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

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 RSSD Name of Bank Examination | Examination|
Number Bank Address Date Rating
——
None



Section VI - CRA examinations scheduled for Fourth Quarter of 1997

Institution Location
Andover Bank P.O. Box 1300, Public Square, Andover, OH 44003-1300
Bank of Corning Company P.O. Box 428, N. Valley Street, Corning, OH 43730-0428

Commercial & Savings Bank Co.
Fifth Third of Northeastern Ohio
Genoa Banking Company
Hamler State Bank

Hocking Valley Bank

The Citizens Banking Company
The Corn City State Bank

The Cortland Savings & Banking Co.
The Custar State Bank

The Farmers Citizen Bank

The Metamora State Bank

The Minster State Bank

The Provident Bank

Towne Bank

P.O. Box 50, 701 S. Market Street, Danville, OH 43014-0050
1404 E. Ninth Street, Cleveland, OH 44114

P.O. Box 98, 801 Main Street, Genoa, OH 43430-0098

P.O. Box 358, 210 Randolph Street, Hamler, OH 43524-0358
P.O. Box 4847, 7 W. Stimson, Athens, OH 45701-4847

P.O. Box 5016, 100 E. Water Street, Sandusky, OH 44871-5016
P.O. Box 197, 120 W. Main Street, Deshler, OH 43516-0197
P.O. Box 98, 194 W. Main Street, Cortland, OH 44410-0098
P.O. Box 127, Main Street, Custar, OH 43511-0127

P.O. Box 567, Washington Square, Bucyrus, OH 44820-0567
P.O. Box F, 120 E. Main Street, Metamora, OH 43540-0270
P.O. Box 90, 96 W. Fourth Street, Minster, OH 45865-0090

1 E. 4th Street, Cincinnati, OH 45202

P.O. Box 202, 610 E. South Boundary, Perrysburg, OH 43551

Footnotes


Federal Reserve Bank of Atlanta

lications Bulleti k Ending Septem! 1997
R Approved licati Approval Date
Colonial Bank 09-05-97
Montgomery, Alabama

To establish a branch located at 2941 North Poinciana Boulevard, Kissimmee, Florida, pursuant to
Section 9 of the Federal Reserve Act.

Pioneer Bankcorp, Inc. 09-04-97
Clewiston, Florida

Expedited notice to acquire Development Investments, Inc., Clewiston, Florida, and thereby increase
its investmentin community developmentactivities, pursuant to Section 225.28(b)(12)of Regulation
Y and Section 4(c)(8) of the Bank Holding Company Act.

St. Mary Holding Corporation 09-02-97

Franklin, Louisiana

After-the-factnotification by Marshall T. Reynolds to retain 11.1 percent of the outstanding shares
of St. Mary Holding Corporation, Franklin, Louisiana, pursuant to the Change in Bank Control Act
of 1978.



Federal Reserve Bank of Richmond

valu

Week ending September 5, 1997

£ . £ F

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.

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.

RSSD Examination
Number Name of Bank ——Date___ Rating

None.



RESERVE BANK APPLICATIONS BULLETIN For week ending September 5,1997

SECTION VI - CRA EXAMINATIONS SCHEDULED

Examinations may have to be rescheduled during the calendar quarter in which they are designated
to begin. If an institution's examination is rescheduled for a date later than the end of the date range
reflected in a published schedule, the institution's name will be republished in an appropriate later
listing. Any comments received as a result of either the first publication or subsequent publications
will be considered during the examination.

RSSD Name City State
Number



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

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 September 5, 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 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/Locati Examination D CRA Ratin

NONE NONE NONE



Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federal Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252)

Federal Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System
, Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Industrial Bank of
Japan, Ltd.,
Tokyo, Japan

International
Bancorporation, Golden
Valley, MN

Intra Financial
Corporation,
Clyde, KS

Tron Bancshares, Inc.,
Salisbury, CT

Jackson Boulevard
Fund, Ltd.; Jackson
Boulevard Equities, L-P.
& Paul J. Duggan, all of
Chicago, IL

Jacobsen, Sam J.,
Middleton, WI

Jasper Banking
Company Second
Amended and Restated
Employee Stock
Ownership Stock Bonus
Plan (ESOP), Jasper, GA

Kazi, Zubair and Khatija,
Studio City, CA;

and Yahia and Magda
Abdul-Rahman,
Pasadena, CA

Aubrey G. Lanston & Co.,
Inc.,

New York, NY, securities
activities (b)(7); data
processing (b)(14);
financial & investment
activities (b)(6); and
underwriting (b)(8)

Northern National Bank,
Nisswa, MN

Peoples Bancorp of
Belleville, Inc.,

Belleville, KS, and
Peoples Bank of Belleville,
Belleville, KS

The National Iron Bank,
Salisbury, CT

Damen Financial
Corporation, Schaumburg,
IL & Damen National
Bank, Schaumburg, IL

First Business Bancshares,
Madison, WI & First
Business Bank, Madison,
WI

JBC Bancshares, Inc.,
Jasper, GA

Kentucky Home Bank,
Bardstown, KY

CIBC

CIBC

CIBC

New York

Minneapolis

Kansas City

Boston

Chicago

Chicago

Atlanta

San Francisco

May 12, 1997

September 18, 1997

June 20, 1997

October 2, 1997

September 3, 1997

August 28, 1997

August 12, 1997

April 17, 1997



H.2 Page 7
August 31, 1997 to September 6, 1997

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

Chicago

Star Financial Bank, Anderson, Indiana -- report on competitive factors of the
proposed merger with Star Financial Bank, Columbia City; Star Financial Bank,
Marion; Star Financial Bank, New Castle; Star Financial Mortgage Company,
Marion; Star Financial Systems, Inc.; and Star Financial Card Services.

- Submitted, September 3, 1997

Dallas

Texas National Bank, Baytown, Texas, Texas Bank; and First Bank of Deer Park,
Deer Park, Texas -- report on competitive factors of the proposed merger with
Bayshore National Bank of LaPorte, LaPorte, Texas.

- Submitted, September 5, 1997

Dallas

Texas National Bank, Baytown, Texas -- report on competitive factors of the
proposed merger with New Bayshore National Bank, LaPorte, Texas.
- Submitted, September 5, 1997

St. Louis

Union Planters Bank of Mississippi County, East Prairie, Missouri -- report on
competitive factors of the proposed merger with Union Planters Bank of Southeast
Missouri, Cape Girardeau, Missouri.

- Submitted, September 4, 1997

Chicago

University National Bank, Chicago, Illinois -- report on competitive factors of the
proposed merger with UBN Interim Bank.
- Submitted, September 3, 1997

San Francisco

Western Holdings Merger Company, Los Altos, California -- report on competitive
factors of the merger with Bank of Los Altos.
- Submitted, September 3, 1997

EXTENSIONS OF TIME

Boston

Campello Bancorp, Brockton, Massachusetts -- to engage in loan servicing
activities.

- Permitted, September 2, 1997



Federal Reserve Bank of Chicago

Section V - Availability of CRA Public Evaluations

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 September 5, 1997. If you are interested in obtaining a copy of the evaluation document, please

_ contact the bank(s) directly.

Identification 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
jow- 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
jow- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilies.

BANK NAME/LOCATION EXAMINATION DATE RATINGS
NAB Bank 4/21/97 ce)

222 West Cermak Road
Chicago, Illinois 60616-1997
(312) 225-5991

RSSD #209139



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Plainview Holding American National 3 Kansas City June 23, 1997
Company, Creighton Co.,
Pilger, NE Creighton, NE, and
American National Bank of
Creighton,
Creighton, NE
Planters & Merchants Homestead Bank, S.S.B., 3 Dallas August 14, 1997
Bancshares, Inc., College Station, TX
Hearne,
TX, & Planters &
Merchants Bancshares
of Delaware, Inc.,
Wilmington, DE
Platt, Michael D., B-K Agency, Inc. Hardiner, CIBC Kansas City September 10, 1997
Hardtner, KS; Molz, KS, & The Farmers State
James L., Kiowa, KS; Bank, Hardtner, KS
Collins, David C., &
Pederson, Roland
C., both of Burlington,
OK
Premier Financial The Sabina Bank, Sabina, 3 Cleveland August 21, 1997
Bancorp, Inc., OH
Georgetown,
KY
Prestige Financial Corp., PSC Financial Services, 4 ‘New York September 16, 1997
Flemington, NJ Inc., Flemington, NJ
securities brokerage
activities (b)(7(i)
Prillaman, Bob Maurice Independent Bancshares, CIBC Atlanta August 29, 1997
& Lillias B., Marietta, Inc., Powder Springs, GA
GA
Proffitt, Richard Todd, Tennessee State CIBC Atlanta August 5, 1997
Pigeon Forge, TN Bancshares, Inc., Pigeon
Forge, TN (formerly
Gatlinburg, TN), and
Tennessee State Bank,
Gatlinburg, TN
Progress Bancshares, Progress Bank of Sullivan, 3 St. Louis August 8, 1997

Inc., Sullivan, MO

Sullivan, MO, a
de novo bank



Inc.,
Scott City, KS

Security State
Corporation,
Centralia, WA.

Sephar, David L.,
Kansas City, KS

Shields, James Homer,
Ill, London, England

Smith, Carmen P.
Family Limited
Partnership; Smith,
Carmen P.; &
Woodruff, Peggie J., as
General Partners, all of
Wichita Falls, TX

Exchange Bank of Clyde,
Clyde, KS; Farmers State
Bancshares

of Sabetha, Inc., Sabetha,
KS; Farmers

State Bank, Sabetha, KS;
Peoples Bancorp of
Belleville, Inc., and Peoples
Bank of

Belleville, Belleville, KS

Security State Bank,
Centralia, WA

First Community
Bancshares, Inc., Kansas
City,

KS, and First Community
Bank,

Kansas City, KS

Sebastian Bankshares, Inc.,
Barling, AR & River Valley
Bank and Trust, Lavaca, AR

AmeriBancShares, Inc.,
Wichita Falls, TX &
AmeriBancShares of
Delaware, Inc.,
Wilmington, DE &
American National Bank,
Wichita Falls, TX

CIBC

CIBC

CIBC

San Francisco

Kansas City

St. Louis

Dallas

Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Santander Holding Banco Santander Puerto 3 New York September 10, 1997
Internacional, S.A., and Rico, San Juan, Puerto
Santusa Holding, S.L., Rico, Santander Holding
both of Madrid, Spain Invernacional, S.A.,

Santusa Holding, S.L., &

Banco Santander Puerto

Rico all currently are

subsidiaries of Banco

Santander, S.A., Madrid,

Spain
Security Bancshares, Intra Financial Corp., and 3 Kansas City June 20, 1997

June 9, 1997

July 25, 1997

September 24, 1997

September 24, 1997


Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Spanjer, Leland, Cozad,
NE, in his capacity as
Personal Representative
of the Estate of Clifford
G. Young

Spectrum
Bancorporation, Inc.,
Omaha, NE

Spehar, David L. &
Nancy A., Kansas City,
KS

Sterling Bancshares,
Inc., Houston, TX

Suez Lyonnaise des
Euax, Paris, France;
Societe Generale de
Belgique, Brussels,
Belguim; and Generale
de Banque, Brussels,
Belguim

Texas Financial
Bancorporation, Inc.,
Minneapolis, MN &
Delaware Financial,
Inc., Wilmington, DE

The Bank of Mulberry
Employee Stock
Ownership

Trust,

Mulberry, AR

C.S.B. Co., Cozad, NE,
Cozad State Bank & Trust
Company, Cozad, NE, and
First National Bank of
Chadron, Chadron, NE

First Savings & Loan
Association of South
Dakota, Inc., Aberdeen, SD
in the operation of a savings
association (b)(4)

First Community
Bancshares, Inc., Kansas.
City, KS, and First
Community Bank, Kansas
City, KS

First Houston Bancshares,
Houston, TX, and Houston
National Bank, Houston, TX

Harbor Capital
Management, Inc., Boston,
MA investment advisory
activities (b)(6); investment
transactions as principal
(b)(8); & serve as general
partner of & provide
management & private
placement services to
unregistered investment
funds

CNB Bancshares of
Victoria, Victoria, TX &
Citizens Bancorp of
Delaware, Inc.,
Wilimington, DE &
Citizens National Bank,
Victoria, TX

ACME Holding
Company, Inc.,
Mulberry, AR, and
The Bank of Mulberry,
Mulberry, AR

CIBC

CIBC

Kansas City

Minneapolis

Kansas City

Dallas

New York

Dallas

St. Louis

August 11, 1997

September 26, 1997

August 5, 1997

July 21, 1997

August 21, 1997

September 26, 1997

June 23, 1997



Federal Reserve Bank of Chicago

I - icatic js ni
Register Noti
Comment Period
CoC-HC Damen Financial Corporation FR - 9-3-97
Schaumburg, Illinois NP - 9-1-97

By Jackson Boulevard Fund, Ltd. and
Paul J. Duggan

CoC-HC First Business Bancshares, Inc. FR - 8-28-97
Madison, Wisconsin NP - 9-7-97
By Sam Jacobsen
3(a)(1) Heartland Bancshares, Inc.* FR - 9-12-97
Franklin, Indiana NP - 9-8-97

Heartland Community Bank (in organization)
Franklin, Indiana

3(a)(3) Centre 1 Bancorp, Inc.* FR - 9-26-97
Beloit, Wisconsin NP - 9-21-97
First Winnebago Corporation
Winnebago, Illinois
First National Bank of Winnebago
Winnebago, Illinois

3(a)(3) Mahaska Investment Company* FR - 9-12-97
Oskaloosa, Iowa NP - 7-27-97
Pella State Bank (in organization)
Pella, Iowa

3(a)(1) Marengo Bancshares, Inc.* FR - 10-2-97
Marengo, Illinois NP - 10-15-97
Prairie State Bank (in organization)
Marengo, Illinois



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Rice Lake Bancorp,
Inc., Rice Lake, W1

Smith, James Randel,
Auburn, NE; Jobe, Jerry
A. Tabor, IA; and
Schaaf, Grant, T.,
Randolph, [A

Voorhees, Steven L.,
Harvard, NE

Yaeger, Marion P.,
Trust, Grand Rapids, MI

TALCO, Inc., Menomonie,
WI & Menomonie Shares,
Inc., Menomonie, WI,
Menomonie Financial
Services, Inc., Menomonie,
WI & First Bank and Trust,

Menomonie, WI

Tabor Enterprises, Inc.,
Tabor, IA & First State
Bank, Tabor, IA

Harvard State Company,
Harvard, NE & Harvard
State Bank, Harvard, NE

Litchfield Bancshares
Company, Litchfield, TL &
Litchfield National Bank,
Litchfield, IL

3 Minneapolis
CIBC Chicago
CIBC Kansas City
CIBC St. Louis

October 9, 1997

October 1, 1997

September 29, 1997

September 26, 1997


H.2 Page 4
August 31, 1997 to September 6, 1997

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

BANK MERGERS

Chicago
F&M Bank - Fennimore, Fennimore, Wisconsin -- to merge with F&M Bank-Potosi,
Potosi, Wisconsin, and establish branches.
- Approved, September 3, 1997

Richmond

First Community Bank, Inc., Buckhannon, West Virginia -- to acquire certain assets
and assume certain liabilities of the Man, West Virginia, branch of The Huntington
National Bank, Columbus, Ohio.

- Approved, September 4, 1997

CHANGE IN BANK CONTROL

Dallas

First Bancshares of Texas, Inc., Houston, Texas -- change in bank control.
- Permitted, September 3, 1997

Dallas

Grimes County Capital Corporation, Houston, Texas -- change in bank control.
- Permitted, September 2, 1997

Chicago
Northern Bankshares, Inc., McFarland, Wisconsin -- change in bank control.
- Permitted, September 4, 1997

Atlanta

St. Mary Holding Corporation, Franklin, Louisiana -- change in bank control.
- Permitted, September 2, 1997

Kansas City

Western Oklahoma Bancshares, Inc., Elk City, Oklahoma -- change in bank control.
- Permitted, September 4, 1997



H.2 Page 3
August 31, 1997 to September 6, 1997

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

General Counsel
Leake Family Partnership, Jackson, Mississippi -- determination that it is a qualified
family partnership under the Bank Holding Company Act.
- Granted, September 3, 1997

Chicago

MidCity Financial Corporation, Chicago, Illinois -- to acquire Abrams Centre
Bancshares, Inc., Dallas, Texas, and Abrams Centre National Bank.
- Approved, September 3, 1997

St. Louis

Midwest Community Bancshares, Inc., Marion, Illinois -- to acquire Bank of
Marion.
- Approved, September 5, 1997

General Counsel

Nbar 5 Limited Partnership, Billings, Montana -- determination that it is a qualified
family partnership under the Bank Holding Company Act.
- Granted, September 3, 1997

Minneapolis

Norwest Corporation, Minneapolis, Minnesota -- to acquire First Valley Bank
Group, Inc., Los Fresnos, Texas.
- Approved, September 5, 1997

Minneapolis
Norwest Corporation, Minneapolis, Minnesota -- to acquire Packers Management
Company, Inc., Omaha, Nebraska.
- Approved, September 5, 1997

Atlanta

Pioneer Bankcorp, Inc., Clewiston, Florida -- to acquire Development Investments,
Inc., and increase its investment in community development activities.
- Permitted, September 4, 1997

General Counsel

Smith Mustang Ltd., Rio Vista, Texas -- determination that it is a qualified family
partnership under the Bank Holding Company Act.
- Granted, September 3, 1997



District
Federal Reserve Bank of Cleveland
Applications and notifications filed during the week ending 9/6/97

Section I - Applications subject to newspaper notice only

Ending date of
Type Application comment period

NONE

Footnotes

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

Ending date of
Type Application comment period

NONE

Footnotes

Section III - Applications subject to Federal Register notice only

Ending date of
Type Application comment period

NONE

Footnotes

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

Ending date of
Type Application comment period

NONE

Footnotes



H.2 Page 6
August 31, 1997 to September 6, 1997

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

St. Louis

Mercantile Bank of Southeast Missouri, Poplar Bluff, Missouri -- report on
competitive factors of the proposed purchase of the assets and assumption of the
liabilities of the Hayti, Portageville, Malden, Cape Girardeau, Dexter, Poplar Bluff,
and Sikeston, Missouri, branches of Roosevelt Bank, Chesterfield, Missouri.

- Submitted, September 4, 1997

Chicago
Mutual Federal Savings Bank, Muncie, Indiana -- report on competitive factors of
the proposed purchase of the assets and assumption of the liabilities of the Albany,
Indiana, branch of NBD Bank, NA, Indianapolis, Indiana.
- Submitted, September 3, 1997

Minneapolis
New Community Bank of New Ulm, New Ulm, Minnesota -- report on competitive

factors of the proposed merger with Community Bank of New Ulm.
- Permitted, September 3, 1997

Minneapolis
New Peoples State Bank, Bloomer, Wisconsin -- report on competitive factors of the

proposed merger with Peoples State Bank.
- Submitted, September 3, 1997

St. Louis

Paducah Bank and Trust Company, Paducah, Kentucky -- report on competitive
factors of the proposed purchase of certain assets and assumption of certain
liabilities of the Republic Bank & Trust Company's two branches in Paducah,
Kentucky.

- Submitted, September 2, 1997

Chicago

Southeast National Bank of Moline, Moline, Illinois -- report on competitive factors
of the proposed merger with Southeast Interim National Bank of Moline.
- Submitted, September 3, 1997



Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-32 19)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federal Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 3 14-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 8 16-881-2464; FAX: 816-881-2252)

Federal Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System
Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Endin: ter 5.

Section 4 - lications Not Subject t
Federal Register Notice or Newspaper Notice (cont'd)

Application

MC Bancshares, Inc.

Morgan City, Louisiana
Request for waiver of the application requirements of Section 3(a)(5) of the Bank Holding Company
Act in connection with its proposed merger with Guaranty Bancshares Holding Corporation, Morgan
City, Louisiana, and indirect acquisition of Guaranty Bank and Trust Company of Morgan City,
Morgan City, Louisiana.



Federal Reserve Release

H.2

Actions of the Board, Its Staff,
and the Federal Reserve Banks:

Applications and Reports Received

No. 36
Week Ending September 6, 1997

Board of Governors of the Federal Reserve System, Washington, DC 20551


Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Associated Banc- tangible personal property 4 Chicago August 15, 1997
Corp(2), Green Bay, WI (b)(2);, & First Financial
CONTINUED Card Services Bank, N.A.,

Stevens Point, WI operating

a

credit card bank (b)(1) and

@)
Banco Bilbao Vizcaya, BBV Latinvest Securities 4 New York March 4, 1997
S.A., Inc.,
Bilbao, Spain New York, NY,

securities activities (b)(1),

(b)(4), (6)(15), and (6X16)
Bank Capital Guaranty Corporation, 3 Kansas City September 26, 1997
Corporation, Strasburg, Denver, CO
co
Bank of Elmwood Elmwood Financial 3 Chicago August 4, 1997
Employee Stock Corporation, Racine, Wi,
Ownership Plan and and Bank of Elmwood,
Trust, Racine, WI Racine, WI
Bank of Idaho Holding Bank of Eastern Idaho, 3 San Francisco June 9, 1997
Company, Idaho Falls, ID

Idaho Falls, ID

Bank of New York
Company, Inc.,
New York, NY

BankAmerica
Corporation(1), San
Francisco, CA
CONTINUED

State Street Boston 3 and 4
Corporation,

Boston, MA;

State Street Bank and Trust

Company,

Boston, MA

trust, securities and data

processing activities (b)G),

(6)(4), and (6)(7)

New York

all of the assets, & assume 4 San Francisco
all of the liabilities of
Robertson Stephens &
Company Group
(°Group"), & Robertson
Stephen & Company, Inc.
(RS&Co., Inc."),
worldwide in underwriting
& dealing in, to a limited
extent, all types of
CONTINUED

March 14, 1997

September 9, 1997



H.2 Additions/Corrections

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

EXTENSIONS OF TIME

Atlanta

First Citizens Bancorp, Cleveland, Tennessee -- extension to November 2, 1997, to
convert The Home Bank, Ducktown, Tennessee, to a savings bank and engage in
operating a savings association.

- Granted, August 1, 1997



H.2 Page 8

August 31, 1997 to September 6, 1997

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

Chicago
Community Financial Corp., Edgewood, Iowa -- extension to December 3, 1997, to
acquire Community Savings Bank, Robins, Iowa.
- Granted, September 2, 1997

Chicago
Community Savings Bank, Robins, Iowa -- extension to June 3, 1998, to become a
member of the Federal Reserve System.
- Approved, September 2, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Gideon Bancshares
Company,
Dexter, MO

Gold Banc Corporation,
Inc., Leawood, KS

Greenblatt, Leon A., III,
and Chiplease, Inc.,
both of Chicago, IL

Greer, Elmo,
East Bernstadt, KY

Grell, Steven; Bovee
Investment Trust,
Bovee, Michael R.,
Trustee; Tamisiea,
Bruce; Nystrom, Bruce;
Grave, Gary; Cotton,
John M.; & Hultgren,
David M.; all of
Spencer, IA, acting in
concert

Harbor, Lacy J.,
Denison, TX

Hardin County
Bancshares, Inc.,
Savannah, TN

Heartland Bancshares,
Inc., Franklin, IN

Hibernia Corporation,
New Orleans, LA

First Midwest Bank of
Chaffee,
Chaffee, MO

Farmers Bancshares of
Oberlin, Inc., Oberlin, KS,
and Farmers National Bank,
Oberlin, KS

Home Financial Bancorp,
Spencer, IN, and Owen
Community Bank, S.B.,
Spencer, IN

Cumberland Valley
Financial Company,
London, KY

Albert City Bankshares,
Inc., Albert City, [A &
Albert City Savings Bank,
Albert City, IA & The
Citizens State Bank,
Marathon, IA

Marble Falls National
Bancshares, Inc., Marble
Falls, TX, & Marble Falls
National Bank, Marble
Falls, TX

Majors Insurance Agency,
Inc.,

Adamsville, TN general
insurance agency activities
in a town of less than 5,000

(b)1)

Heartland Community
Bank, Franklin, IN

Unicorp Bancshares-Texas
Inc., Orange, TX, and
OrangeBank, Orange, TX

3

CIBC

CIBC

CIBC

CIBC

St. Louis

Kansas City

Chicago

Cleveland

Chicago

Dallas

St. Louis

Chicago

Atlanta

June 20, 1997

August 21, 1997

July 9, 1997

May 23, 1997

August 29, 1997

September 4, 1997

August 26, 1997

September 12, 1997

August 11, 1997



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 9/5/97

Section L = Applications Subj Nott

None
. 7 oe .

SC a eect Noke Federal Register Noti
Saehan Bancorp, Los Angeles, California, to become a Newspaper: Not Available
bank holding company by acquiring Saehan Bank, Los
Angeles, California. * Fed. Reg.: 9/19/97
Belvedere Capital Partners, Inc., San Francisco, California; Newspaper: Not Available
California Community Financial Institutions Fund Limited
Partnership, San Francisco, California; and Newco, San Fed. Reg: 9/29/97

Francisco, California; to each become bank holding
companies through the acquisition of 63.2 percent of
Security First Bank, Fullerton, California.*

National Bancorp of Alaska, Inc., Anchorage, Alaska, to Newspaper: Not Available
indirectly acquire 9.9 percent of Security First Bank,

Fullerton, California.* Fed. Reg.: 9/29/97
United Security Bancorporation, Spokane, Washington Newspaper: 9/29/97

to merge with Community Bancorporation, Pullman,

Washington. * Eed Reg: 9/29/97

Section III -Applications Subj Federal Register O
None

Section IY = Applications Not Subjent io Federal Register Notice Notice (Cont'd.)

Citizens Bancorp, Agana, Guam to become a bank
holding company through the acquisition of Citizens
Security Bank (Guam), Agana, Guam.

* Subject to CRA.



Federal Reserve Bank of Chicago

Section IIL - Applications Subj Federal Regi

Notice Only
Comment Period
NONE
| Apriicati . 1B
Type Application .

NONE



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

BankAmerica
Corporation(2), San
Francisco, CA
CONTINUED

Banterra Corp,
Eldorado, IL

Barnett Banks, Inc.(1),
Jacksonville, FL; BB&T
Corp., Winston-Salem,
NC; Central Fidelity
Banks, Inc., & Crestar
Financial Corp.,
Richmond, VA; First
American Corp.,
Nashville, TN; First
Citizens BancShares,
Inc., Raleigh, NC;
CONTINUED

Barnett Banks, Inc.(2),
Jacksonville, FL; First
Union Corp., Charlotte,
NC; First Virginia
Banks, Inc., Falls
Church, VA; Jefferson
Bankshares, Inc.,
Charlottesville, VA;
NationsBank Corp.,
Charlotte, NC; Riggs
Nat'l Corp.,”
Washington, D.C.;
CONTINUED

Barnett Banks, Inc.(3),
Jacksonville, FL; Signet
Banking Corp.
Richmond, VA;
SunTrust banks, Inc.,
Atlanta, GA; Synovus
Financial Corp.,
Columbus, GA, &
Wachovia Corporation,
Winston-Salem, NC

and other securities
activities

1st Bancorp Vienna, Inc.,
Vienna,

IL, First State Bank of
Vienna, Vienna, IL

through HONOR
Technologies, Inc.,
Maitland, FL, Monetary
Transfer System, L.L.C., St.
Louis, MO, directly &
indirectly in certain data
processing & electronic
funds

transfer services (b)(14)

San Francisco

St. Louis

Richmond

Richmond

Richmond

September 9, 1997

July 18, 1997

September 3, 1997

September 3, 1997

September 3, 1997



Type
3(a)3)

3a)

3(a)(1)

3(a)G)

Federal Reserve Bank of Chicago

Section II - Applications Subject to Both Newspaper and Federal
Register Notice cont'd

Comment Period
Application Ending Date

First State Bancorp of Monticello, Inc. FR - 9-12-97

Employee Stock Ownership Plan* NP - 9-12-97
Monticello, Illinois

First State Bancorp of Monticello, Inc.

Monticello, Illinois

First State Bank of Monticello

Monticello, Illinois

State Bank of Hammond

Hammond, Illinois

First State Bank of Bloomington

Bloomington, Illinois

First State Bank of Heyworth

Heyworth, Illinois

First State Bank of Atwood

Atwood, Illinois

George Washington Bancorp, Inc.* FR - 10-6-97
Oak Lawn, Illinois NP - **
George Washington Savings Bank
Oak Lawn, Illinois

Mercantile Bank Corporation* FR - **
Grand Rapids, Michigan NP - **
Mercantile Bank of West Michigan (in organization)
Grand Rapids, Michigan

FBOP Corporation* FR - 10-2-97
Oak Park, Illinois NP - 9-21-97
First Capital Bank of Arizona
Phoenix, Arizona



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Patel, Susma;Patel
(Suku), Suketu
Madhusudan; Patel
(Perry), Parimat
Kantibhai; Amin, Bharat
Muljibhai, London,
England; and King,
Dennis John Lloyd,
Surrey, England;
collectively, as the Patel
Group

PBT Bancshares, Inc.,
McPherson, KS

Peoples Bancorp, Inc.,
Marietta, OH

Peoples Bank
Employee Stock
Ownership Trust,
Marion, KY

Peoples Commercial
Bancorp, Inc., Stilwell,
OK

Peoples Community
Bancshares, Inc.,
Colquitt,

GA

Peoples Community
Bancshares, Inc.,
Colquitt,

GA

Peoples Financial Corp.,
Inc., Ford City, PA

Peoples-Marion
Bancorp, Inc.,
Marion, KY

First Bankshares, Inc.,
Longwood, FL, and

First National Bank of
Central Florida, Longwood,
Fl

Yoder Bankshares, Inc.,
Yoder, KS, and Farmers
State Bank,

Yoder, KS

Gateway Bancorp, Inc.,
Catlettsburg, KY, and
Catlettsburg Federal
Savings Bank, Catlettsburg,
KY operating a savings
association (b)(4)(ii)

Peoples-Marion Bancorp,
Tnc.,
Marion, KY

Bank of Commerce,
Stilwell, OK & Peoples
Bank, Westville, OK

Farmers Bank of Malone,
Malone, FL

Farmers Bank of Malone,
Malone, FL

Elderton State Bank,
Elderton, PA

The Peoples Bank, .
Marion, KY

Atlanta

Kansas City

Cleveland

St. Louis

Kansas City

Atlanta

Atlanta

Cleveland

St. Louis

May 30, 1997

June 6, 1997

August 1, 1997

June 12, 1997

September 26, 1997

July 14, 1997

August 11, 1997

August 25, 1997

June 12, 1997



H2 Page 5
August 31, 1997 to September 6, 1997

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

COMPETITIVE FACTORS REPORTS

Chicago
AMCORE Bank, N.A., South Central, Monroe, Wisconsin -- report on competitive
factors of the proposed merger with AMCORE Bank, Belleville, Belleville,

Wisconsin. :
- Submitted, September 3, 1997

Chicago
DuPage National Bank, West Chicago, Illinois -- report on competitive factors of the

proposed merger with DuPage National Bank (Interim),
- Submitted, September 3, 1997

Minneapolis
First National Bank in Winnebago, Winnebago, Minnesota -- report on competitive
factors of the proposed merger with Winnebago Interim National Bank.
- Submitted, September 4, 1997

Chicago
Kentland Bank, Newton, Indiana -- report on competitive factors of the proposed
acquisition of the assets and assumption of the liabilities of the NBD branch in

Rensselaer, Indiana.
- Submitted, September 3, 1997

St. Louis

Mercantile Bank of Central Missouri, Washington, Missouri -- report on competitive
factors of the proposed purchase of the assets and assumption of the liabilities of the

Columbia, Jefferson City, Marshall, Mexico, St. James, Sedalia, Rolla, Washington,

and Clinton, Missouri, branches of Roosevelt Bank, Chesterfield, Missouri.

- Submitted, September 4, 1997

St. Louis

Mercantile Bank of South Central Missouri, Springfield, Missouri -- report on
competitive factors of the proposed purchase of the assets and assumption of the
liabilities of the four Springfield, Missouri, branches of Roosevelt Bank,
Chesterfield, Missouri.

- Submitted, September 4, 1997



Federal Reserve Bank of Richmond

Application Peri ing Da

Centura Bank, Rocky Mount, North
Carolina, to establish a branch at
1604 South Madison Street, Whiteville,

North Carolina.* 10-2-97
Section IT - Applications Subject to Both
jew: er i Noti
ication

The Marine BanCorp, Inc., Chincoteague,
Virginia, to become a bank holding
company through the acquisition of
100% of the voting shares of The

Marine Bank, Chincoteague, Virginia.* 9-30-97
Secti = Ay ications j R

Application i Endi

None.

Section IV - Application Not Subject to
Federal Register Notice or Newspaper Notice

ication

Bank of Granite Corporation, Granite
Falls, North Carolina, to acquire

GLL & Associates, Inc., Winston-Salem,
North Carolina, and engage in mortgage
banking, providing home, condominium
and planned urban development loans.

*Application is subject to CRA requirements.
‘PP.



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

First National Finance Company of North 4 Chicago August 17, 1997
Bancshares, Inc., East America, LLC, East
Lansing, MI Lansing, MI in making and

servicing loans (b)(1)

First National Bank BankWest (a 3 Kansas City July 25, 1997
Shares, LTD., Great de novo bank), Castle Rock,
Bend, co
KS
First National of Platte Valley National 3 Dallas August 25, 1997
Nebraska, Inc., Omaha, Bank, Grand Island, NE &
NE, & its subsidiary First National of Nebraska,
First National of Lincoln, NE
Colorado, Inc., Fort
Collins, CO
First State Bancorp of First State Bancorp of 3 Chicago September 12, 1997
Monticello, Inc., Monticello, Inc., ‘
Employee Stock Monticello, IL & State
Ownership Plan(1), Bank of Hammond,
Monticello, IL Hammond, IL; First State
CONTINUED Bank of Monticello,
Monticello, IL; First State
Bank of Bloomington,
Bloomington, IL; First State
Bank of Heyworth,
Heyworth, IL
CONTINUED
First State Bancorp of & First State Bank of 3 Chicago September 12, 1997
Monticello, Inc., Atwood, Atwood, IL
Employee Stock
Ownership Plan(2),
Monticello, IL
CONTINUED
First State Bancshares, Perry County Financial 4 St. Louis August 1, 1997
Inc., Farmington, MO Corporation, Perryville,
MO, and
Perry County Savings
Bank, FSB,
Perryville, MO operating a
savings

association (b)(4)



Addresses for Comments and Information Requests
Addresses for comments differ from those for information requests.

Addresses for Comments

Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or
the Board.

Federal Reserve Bank of Boston

Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA
02106-2204

Federal Reserve Bank of New York
Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001

Federal Reserve Bank of Philadelphia -

Michael £. Collins, Senior Vice President, 100 North 6th Street, Philadelphia,
PA 19105-1521

Federal Reserve Bank of Cleveland

Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

Federal Reserve Bank of Richmond
A. Linwood Gill, Il, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA
30303-2713

Federal Reserve Bank of Chicago

Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL
60690-1413

Federal Reserve Bank of St. Louis
Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034

Federal Reserve Bank of Minneapolis
Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171

Federal Reserve Bank of Kansas City
D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001

Federal Reserve Bank of Daflas
Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272

Federal Reserve Bank of San Francisco

Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San
Francisco, CA 94105-1579

Board of Governors of the Federal Reserve System
William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
National City Caribbean Data Services, Cleveland September 9, 1997
Corporation, Cleveland, Ltd., Dallas, TX in data
OH, acting through its processing activities
wholly-owned (b)(14); See Banc One
subsidiary, National Corp. 80 Fed. Res. Bull 139
Processing, Inc., (1994)
Louisville, KY
New Amboy, Inc., Old Amboy Bancorporation, New York September 26, 1997
Bridge, NJ Old Bridge, NJ & Amboy

Nationa! Bank, Old Bridge,

NJ
New Broadway, Inc., Broadway Bancshares, Inc., Dallas September 4, 1997
San Antonio, TX San Antonio, TX &

Broadway Bancshares of

Delaware, Inc.,

Wilmington, DE; Broadway

National Bank, San

Antonio, TX & Eisenhower

National Bank, San

Antonio, TX
New Prague Community Security Bank, Minneapolis July 7, 1997
Bancshares, Inc., New New Prague, MN,
Prague, MN a de novo bank
Nichols Bancshares, First-Nichols National Bank Dallas September 2, 1997
Inc., Kenedy, TX & of Kenedy, Kenedy, TX
J.M. Nichols, Inc.,
Dover, DE
North Fork Branford Savings Bank, New York September 18, 1997
Bancorporation, Inc., Branford, CT
Melville, NY
Northside Banking Northside Bank of Tampa, Atlanta August 29, 1997
Corporation, Tampa, FL Tampa, FL
Northwest Suburban Mount Prospect Chicago July 28, 1997
Bancorp., Inc. (in National Bank (in
formation), organization), Mount
Arlington Heights, IL Prospect, IL



Federal Reserve Bank of Kansas City Week Ending September 5, 1997
SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
APPLICATION COMMENT PERIOD ENDING DATE

WestStar Bank, Vail, Colorado, for prior approval to September 15, 1997
merge with Western Community Bank, Cedaredge,
Colorado, and to establish additional branches.

Vail Banks, Inc., Vail, Colorado, for prior approval to October 6, 1997
acquire 100 percent of the voting shares of Cedaredge
Financial Services, Inc., Cedaredge, Colorado.*

= FED) TT
APPLICATION INT PERI DATE
None.
- APPLICATI! NOT
OR NEWSPAPER NOTICE
‘ATI
None.

- AVAILAB) 'Y

Identification of Ratings

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


Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
First National Bank of First Bankshares of Las 3 Kansas City October 6, 1997
Las Animas ESOP, Las Animas, Inc., Las Animas,
Animas, CO CO & First National Bank,
Las Animas, CO
Gilinski, Jaime, Santafe Eagle National Holding CIBC Atlanta October 1, 1997
de Bogota, Columbia Company, Inc., Miami, FL
Heath, Craig Dwight, Texico Bancshares CIBC St. Louis October 1, 1997
Phoenix, AZ Corporation, Texico, IL &
Texico State Bank, Texico,
IL
Kroll, Rodney, G; First Riesel Corporation, CIBC. Dallas September 30, 1997
Copeland, Newman E.; Riesel, TX & First State
Slamans, Scott J.; Gray, bank, Riesel, TX
Rondy, T.; Turner,
Charles B.; DuBois,
James H., all of Waco,
TX, and Salome,
Tommy G., Crawford,
TX, & Time
Manufacturing
Company., Waco, TX
MainStreet BankGroup Commerce Bank 3 Richmond October 6, 1997
Incorporated, Corporation, College Park,
Martinsville, VA MD
Mercantile Bank Mercantile Bank of West 3 Chicago October 9, 1997
Corporation, Grand Michigan, Grand Rapids, MI
Rapids, MI
MidSouth Bancorp, Inc., MidSouth Bancorp, Inc., CIBC Atlanta September 30, 1997
ESOP, Lafayette, LA Lafayette, LA & MidSouth
National Bank, Lafayette,
LA
Olympian New York Olympian Bank, Brooklyn, 3 New York October 9, 1997
Corporation, Brooklyn, NY
NY
Patel, Sushilaban, First Bankshares, Inc., CIBC Atlanta September 30, 1997
London, England, acting Longwood, FL & First
in concert National Bank of Central

CORRECTION

Florida, Longwood, FL
CORRECTION



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 RSSD# Exam Date —Date__ —Rating__
Farmers State Bank 385958 06-09-97 09-03-97 Outstanding
& Trust of Superior
411 N. National Street
Superior, Nebraska 68978
St. Marys State Bank 315357 06-16-97 09-03-97 Satisfactory
602 W. Bertrand
St. Marys, Kansas 66536-1620
Farmers State Bank 727156 06-16-97 09-04-97 Satisfactory

Main Street
Wallace, Nebraska 69169

*Application is subject to CRA.



Applicant oy notifieant

Aequiree or activity

Section of aw Reserve Bank

End of comment period

Comraunity National
Bancorporation,
Waterloo, IA

Compass Bancshares,
Inc., Birmingham, AL

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(1), Rabobank
Nederland, Utrecht, The
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(2), Rabobank
Nederland, Utrecht, The
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(3), Rabobank
Nederland, Utrecht, the
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(4), Rabobank
Nederland, Utrecht, the
Netherlands
CONTINUED

Community Nationa! Bank
(in organization),
Waterloo, [A

GSB Investments, Inc.,
Gainesville, FL &
Gainsville State Bank,
Gainesville, FL

Smith Graham & Co. Asset
Managers L.P., Houston,
TX, & SGR Global
Advisers, Houston, TX, &
Robeco Institutional Asset
Management US, Inc.,
Houston, TX, & AEA
Global Advisors LLC, New
York, NY, & Robeco
Group, N.V., Rotterdam
CONTINUED

Smith Graham & Co. Asset
Managers L.P., and SGR.
Global Advisors, and
Robeco Institutional Asset
Management US, Inc., and
AEA Global Advisors,
LLC, and Smith Graham &
Co. Asset Managers L.P.,
and SGR Global Advisers,
CONTINUED

Robeco Institutional Asset
Management US, Inc., and
AEA Global Advisors LLC,
in investment (b)(6), as a
general partner to and
providing administrative
services to investment
partnerships, including
placing interests in such
partnerships, CONTINUED

in acting as a commodity
pool operator, and in
providing administrative
services to open-end
investment companies

3

4

Chicago

Atlanta

New York

New York

New York

New York

July 29, 1997

October 6, 1997

July 10, 1997

July 10, 1997

July 10, 1997

July 10, 1997



Federal Reserve Bank of Chicago

Section I - Applications Subject to Newspaper
Notice Only
Comment Period
Merger & Branch F & M Bank-Fennimore NP - 8-28-97

Fennimore, Wisconsin
F & M Bank - Potosi
Potosi, Wisconsin
F & M Bank - Lancaster
Lancaster, Wisconsin
to establish branches at
302 South Madison
Lancaster, Wisconsin
102 South Main Street
Potosi, Wisconsin
100 Rosalyn Avenue
Dickeyville, Wisconsin

Merger & Branch First Farmers Bank & Trust Company NP - **
Converse, Indiana
Sheridan, Indiana branch office of
NBD Bank, N.A.
to establish a branch at
322 South Main Street
Sheridan, Indiana

Merger & Branch F&M Bank-Portage County NP - **
Stevens Point, Wisconsin
Antigo branch of Security Bank, S.S.B.
Antigo, Wisconsin
to establish a branch at 724 Fifth Avenue
Antigo, Wisconsin

Branch Valley Ridge Bank NP - 9-13-97
Kent City, Michigan
47 S. Charles Street
White Cloud, Michigan

Branch Citizens Bank and Trust Company NP - 9-13-97
Hudson, Iowa
209 West Fifth Street
Waterloo, lowa


Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

F.N.B. Corporation,
Hermitage, PA

FBOP Corporation, Oak
Park, IL

Fifth Third Bancorp,
Cincinnati, OH

First Commercial
Corporation, Little
Rock, AR

First Fairland
Banshares, Inc.,
Fairland, OK.

First Financial
Bankshares, Inc.,
Abilene, TX

First Midwest Bancorp,
Inc., Itasca, IL

First National
Bancshares of Gallatin,
Inc.,

Gallatin, MO

Sun Bancorp, Inc., 3 and4
Selinsgrove, PA & Sun
Bank, Selinsgrove, PA, &
Pennsylvania Sun Life
Insurance Company,
Phoenix, AZ providing
credit life &

disability insurance
exclusively to customers of
Sun Bank, Sun Bancorp,
Inc.'s bank subsidiary

(1)

First Capital Bank of 3
Arizona, Phoenix, AZ

Suburban Bancorporation, 4
Inc.,

Cincinnati, OH,

Suburban Federal Savings

Bank,

Cincinnati, OH

First Charter Bancshares, 3
Inc., North Little Rock, AR,

& Charter State Bank,

Beebee, Arkansas, Beebe,

AR

Fairland Holding Company, 3
Inc., Neosho,
MO

Southlake Bancshares, Inc., 3
Southlake, TX & Texas

National Bank, Southlake,

TX

SparBank, Incorporated, 3
McHenry, IL, and McHenry
State Bank, McHenry, IL

Interim First National Bank = 3
of Gallatin,

Gallatin, MO,

First National Bank of

Gallatin,

Gallatin, MO

Cleveland

Chicago

Cleveland

St. Louis

Kansas City

Dallas

Chicago

Kansas City

August 7, 1997

October 2, 1997

May 27, 1997

September 19, 1997

August 1, 1997

September 19, 1997

July 21, 1997

June 27, 1997



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Norwest Corporation,
Minneapolis, MN

O.A.K. Financial
Corporation, Byron
Center,

MI

Olympic Bancorp, Port
Orchard, WA

P.C.B. Bancorp, Inc.,
Largo, FL

Paradigm
Bancorporation, Inc.,
Houston, TX &
Paradigm Delaware
Bancorporation, Inc.,
Dover, DE

Patel, Susma; Patel,
Suketu Madhusudan
(Suku); Patel, Parimal
Kantibhai (Perry);
Amin, Bharat Muljibhai,
London, England; and
King, Dennis John
Lloyd, Surrey, England;
collectively, as the Patel
Group

Int'l Bancorp, Golden 3 and4
Valley, MN & Northern
Nat'l Bank, Int'l Falls, MN;
City Nat'l Bank of Cloquet,
Cloquet, MN & Northern
Nat'l Bank, Nisswa, MN &
Norwest Investment
Services, Inc., Minneapolis,
MN securities &
underwriting activites (b)(7)
& (b)(8)

Minneapolis

Caledonia Financial 3
Corporation,

Caledonia, MI, & State

Bank of Caledonia,

Caledonia,

MI

Chicago

Kitsap Bank, Port Orchard, 3 San Francisco

WA

Anchor Savings Bank, 4 Atlanta
F.S.B., St. Petersburg, FL
operating a savings

association (b)(4)

First National Bank of 3 Dallas

Dayton, Dayton, TX

First Bankshares, Inc., CIBC Atlanta
Longwood, FL, and First
National Bank of Central

Florida, Longwood, FL

September 12, 1997

August 15, 1997

September 19, 1997

August 8, 1997

October 3, 1997

June 26, 1997



H2-
August 31, 1997 to September 6, 1997

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; RBOPS - Reserve Bank Operations and Payment
Systems; IF - International Finance; OSDM - Office of Staff Director for Management

BANK BRANCHES, DOMESTIC

Atlanta

Colonial Bank, Montgomery, Alabama -- to establish a branch at 2941 North
Poinciana Boulevard, Kissimmee, Florida.
- Approved, September 5, 1997

Chicago

F&M Bank - Fennimore, Fennimore, Wisconsin -- to establish branches at 302
South Madison, Lancaster; 102 South Main Street, Potosi; and 100 Rosalyn Avenue,
Dickeyville, Wisconsin.

- Approved, September 3, 1997

Chicago

F&M Bank-Appleton, Appleton, Wisconsin -- to establish a branch at 3000 East
College Avenue.
- Approved, September 2, 1997

Chicago

First American Bank, Kankakee, Illinois -- to establish a branch at the northwest
corner of Naperville Road and Boughton Road, Bolingbrook, Illinois.
- Approved, September 3, 1997

San Francisco

_, Santa Barbara Bank & Trust, Santa Barbara, California -- to establish a branch at
695 Channel Island Boulevard, Port Hueneme, California.
- Approved, September 2, 1997

BANK HOLDING COMPANIES

Boston

Alliance Bancorp of New England, Inc., Vernon, Connecticut -- to acquire Tolland
Bank, Tolland, Connecticut.
- Approved, September 5, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
ALBANK, FSB ALBANK Financial CIBC New York September 10, 1997
Incentive Savings and Corporation, Albany, NY,
Employee Stock & ALBANK Commercial,
Ownership Plan, Albany, NY, & ALBANK,
Albany, NY FSB, Albany, NY
Altus NBC Corporation, NBC Corporation, Inc., 4 Kansas City June 25, 1997
Inc., Oklahoma City, Oklahoma City, OK, and
OK NBC Technologies, Inc.,
Oklahoma City, OK
providing data
processing services (b)(14)
ANB Corporation, Lakeside Bancshares, Inc., 3 Dallas August 25, 1997
Terrell, TX Rockwall, TX & Lakeside
National Bank, Rockwall,
TX
Anderson Financial Northern National Bank, 3 Minneapolis September 18, 1997
Group, Inc., Golden Nisswa, MN
Valley, MN
Arrendale, Thomas A., Habersham Bancorp, CIBC Atlanta June 5, 1997
II, Gainesville, GA, Cornelia, GA, and
Bussey, Cynthia A., Habersham Bank,
Atlanta, GA, and Clarkesville, GA
Arrendale, Nelle,
Clarkesville, GA, as
partners in the
Arrendale Undiversified
Family Limited
Partnership,
Baldwin, GA
Associated Banc- First Financial Corporation, 4 Chicago August 15, 1997

Corp(1), Green Bay, WI
CONTINUED

Stevens Point, WI,

and First Financial Bank,
FSB, Stevens Point, WI
owning and operating a
savings and loan
association (b}(4);
Appraisal Services, Inc.,
Milwaukee, WI performing
appraisals of real estate &
CONTINUED



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 9/5/97

Section V_- Availability of CRA Public Evaluations

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.

Institution "Location Examination Date —_Rating*
None

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

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 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 prepared as a courtesy by the Federal Reserve Bank of San Francisco, and
is not intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no
responsibility for errors or omissions.


Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Provident Financial Florida Gulfcoast Bancorp, 3 Cleveland July 24, 1997
Group, Inc., & FGBI Inc., Sarasota, FL, and
Acquisition Corp., both Enterprise National Bank of
of Cincinnati, OH Sarasota,

Sarasota, FL
Regions Financial Griffin Federal Savings 4 Atlanta September 15, 1997
Corporation, Bank, Griffin, GA operating
Birmingham, AL a savings association (b)(4)
Remington, Thomas J., Clatonia Bancshares, Inc., CIBC Kansas City July 18, 1997
and S. June, both of Clatonia, NE, and
Lincoln, Farmers Bank of Clatonia,
NE, and Remingrton, Clatonia, NE
Ada E., McCook, NE
Republic Bancshares, F.F.O, Financial Group, 4 Atlanta May 23, 1997
Inc., Inc.,
St. Petersburg, FL St. Cloud, FL, and First

Federal Savings and Loan

Association of Ocelola

County, Kissimmee, FL,

operating a savings

association (b)(4)(ii)
Rockdale National Rockdale National Bank, 3 Atlanta August 22, 1997
Bankshares, Conyers, Conyers, GA
GA
CORRECTION
Rockdale National Rockdale National Bank, 3 Atlanta August 25, 1997
Bankshares, Inc., Conyers, GA
Conyers, GA.
Rockdale National Rockdale National Bank, 3 Atlanta August 22, 1997
Bankshares, Inc., Conyers, GA
Conyers, GA
Rossenberg, Clifford R., Security First Bank, CIBC San Francisco May 27, 1997
Sunset Beach, CA Fullerton, CA
Saehan Bancorp, Los Saehan Bank, Los Angeles, 3 San Francisco September 19, 1997
Angeles, CA CA



FEDERAL RESERVE BANK OF NEW YORK

Comment Period
din:

SECTION I
Applications Subject to Newspaper
—__—Notice Only __

Great Eastern Bank, Flushing, New York, to establish a branch at
235 Fifth Avenue, New York, New York. 1/ 10/01/97

SECTION II

Applications Subject to Both
Newspaper and Federal Register Notice

Olympian New York Corporation, Brooklyn, New York, to become a

bank holding company by acquiring 100% of the voting shares of

Olympian Bank, Brooklyn, New York. N/A
SECTION TT

Nonbanking Applications
ubject to eral ister Noti

None.

SECTION IV

Applications Not Involving
Public Comment

None.
SECTION V
lity o! Public ion:

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.



Applieant or notificant Acquiree or activity Seetion of law Reserve Bank End of comment period
Deposit Guaranty Corp., CSF Acquisition Corp., . 4 Atlanta July 3, 1997
Jackson, MS Jackson,

MS; CitiSave Financial

Corporation, Baton

Rouge, LA; Citizens

Savings Association, F.A.,

Baton Rouge, LA operating

a savings association (b)(4)
Deutsche Bank, AG Ganis Credit Corporation, 4 New York May 12, 1997
(Main) Newport Beach, CA,
Federal Republic of lending (b)(1)
Germany
ECSB Holding American National 3 Atlanta June 27, 1997
Company, Inc., Financial Corporation,
Fort Walton Beach, FL Panama City, FL and

First National Bank

Northwest Florida,

Panama City, FL
Edison Bancshares, Fort Edison 3 Atlanta August 1, 1997
Myers, FL National Bank (in

organization), Fort Myers,

FL
Emprise Financial Mid Continent Bancshares, 4 Kansas City September 2, 1997
Corporation, Wichita, Inc., El Dorado, KS, & Mid
KS Continent Federal Savings

& Loan Association, E!

Dorado, KS operating a

savings association (b)(4)
Estrin Associates, Estrin Associates, L.L.C. & CIBC Richmond July 15, 1997
L.L.C. and Estrin Estrin Family Limited
Family Limited Partnership T1, Bethesda,
Partnership, Bethesda, MD
MD
Exchange National Union State Bancshares, 3 St. Louis October 2, 1997
Bancshares, Inc., Inc., Clinton, MO & Union
Jefferson City, MO State Bank & Trust

Company of Clinton,

Clinton, MO
F.N.B. Corporation, Indian Rocks State Bank, 3 Cleveland September 2, 1997
Hermitage, PA Largo, FL



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Keene Bancorp
Employee Stock
Ownership Plan &
Trust, Keene, TX

Keystone Financial,
Inc., Harrisburg, PA

Lagomarsino, Richard
A., and Robert J.,

both of Ventura, CA, &
Wood, Catherine S.,
Carpinteria,

CA; acting in concert

Lagomarsino, Richard
A.; Lagomarsino,
Ramona; Ramona
Lagomarsino Family
Limited Partnership;
Lagomarsino, Robert J.,
all of Ventura, CA; &
Lagomarsino, Norma
M; Wood, Catherine S.;
& Wood, Jack W.;
acting in concert, all of
Carpinteria, CA

Landmark Bancorp,
Inc., Margate, FL

Lashute, Ronald J.,
Opelousas, LA

Leake Family
Partnership, L.P.,
Jackson,

MS

Keene Bancorp, Inc.,
Keene, TX & First State
Bank, Keene, TX

MMC & P, Inc., Pittsburgh,
PA employee benfits
consulting services (b)(9)

Americorp, Ventura, CA,
and American Commercial
Bank, Ventura, CA

Americorp , Ventura, CA,
and American Commerical
Bank, Ventura CA

Sunniland Bank, Fort
Lauderdale, FL

American Bancorp, Inc.,
Opelousas, LA

and American Bank &
Trust Company,
Opelousas, LA

Citizens Capital
Corporation, Magee, MS,
and

Citizens State Bank, Magee,
MS

CIBC

CIBC

CIBC

CIBC

Dallas

Philadelphia

San Francisco

San Francisco

Atlanta

Atlanta

Atlanta

September 2, 1997

July 29, 1997

August 6, 1997

August 20, 1997

September 19, 1997

May 23, 1997

July 23, 1997



FEDERAL RESERVE BANK OF PHILADELPHIA

- APPLICATI RECE) AN!
. NOTICE ONLY

Sterling Bank, Mount Laurel, NJ, to establish a branch in Mount Laurel Township, Burlington
NJ, pursuant to Section 9 of the Federal Reserve Act.

Newspaper comment period expires: N/Avail

SECTION HE - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER
AND FEDERAL REGISTER NOTICE

NONE

HI - APPLICATION: D. T D) L
REGISTER NOTICE ONLY

NONE

‘TION IV - IC. D Ni T )H
I Ni E SWSPAPER

NONE



H.2 Additions/Corrections

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES

Swiss Bank Corporation, Basel, Switzerland -- request for reconsideration or
modification of the Board's approval to acquire Dillon, Read Holding, Inc., New
York, New York.

- Denied, August 21, 1997

REGULATIONS AND POLICIES

Interstate deposit production offices -- prohibition against use of interstate branches
primarily for deposit production (Board Federal Register document R- 0962).
- Approved, August 22, 1997



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending September 5, 1997

ASSIGNMENT OF IG

Identification of Ratings

Tn 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) EXAMINE! DATE OF EXAMINATION CRA RATING

NONE.


Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also

may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federal Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252)

Federal Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System

Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending September 5, 1997

Section 10 - Availability of CRA Public Evaluations

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 institutionhas 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-incomeneighborhoods, 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.

Bank CRA Rating Examination Date
Coconut Grove Bank Satisfactory 05-19-97

2701 S. Bayshore Drive
Miami, Florida 33133
(305) 856-6666



No. 36

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES

Huntington Bancshares Incorporated, Columbus, Ohio -- to acquire First Michigan
Bank Corporation, Holland, Michigan, and engage in certain trust, securities
brokerage, and credit life insurance activities.

- Permitted, September 2, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Bamett Banks, Inc.,
Jacksonville, FL

BB&T Corporation(A),
Winston-Salem, NC
CONTINUED

BB&T Corporation(B),
Winston-Salem, NC
CONTINUED

Biggs, Daniel Biggs;
Grimes, Merlin; ED&J,
Inc., c/o David Marmie;
Carr, Ronald and Call,
Dennis; and Southard,
R. Joe, all of Great
Bend, KS

Bloomberg, John Isaac,
Park City, UT

Bloomer Bancshares,
Inc., Bloomer, WI

Bryan Family
Management Trust,
Bryan, TX, and Bryan-
Heritage Limited
Partnership, Bryan, TX

Cabot Bankshares, Inc.,
Cabot, AR

Cabot Bankshares, Inc.,
Cabot, AR

First of America Bank- 4
Florida, FSB, Tampa, FL
owning, controlling &

operating a savings

association (b)(4)

Craigie Incorporated, 4
Richmond, VA in
underwriting & dealing in,
to a limited extent, all types
of debt & equity

securities, other than
interests in open end
investment companies;
underwriting & dealing in
bank-eligible securities,
(by);

CONTINUED

and other securities and 4
related activities

First Wakeeney Agency, CIBC
Inc., Wakeeney, KS, and
Interstate Bank, Great

Bend, KS

Draper BanCorp, Draper, CIBC
UT and Draper Bank &

Trust, Draper, UT

Peoples State Bank, 3
Bloomer, WI

Bryan-Heritage Limited 3
Partnership, Bryan, TX, and

The First National Bank of
Bryan, Bryan, TX

The Capital Bank, Cabot, 3
AR

The Capital Bank, Little 3
Rock, AR

Atlanta

Richmond

Richmond

Kansas City

San Francisco

Minneapolis

Dallas

St. Louis

St. Louis

August 15, 1997

August 20, 1997

August 20, 1997

July 3, 1997

August 12, 1997

September 5, 1997

July 21, 1997

July 11, 1997

August 11, 1997



RESERVE BANK APPLICATIONS BULLETIN For week ending September 5, 1997

FEDERAL RESERVE BANK OF ST. LOUIS
10 - APP’ iP; TI

Application mment Peri

* Section 9 branch notification by BankTennessee,
Collierville, Tennessee, to establish a branch at 315

Cleveland Street, Ripley, Tennessee. 9-5-97
JECTION HI - ATI BOTH
APER IE TER ICE
lication En miment Peri

* Section 3(a)(3) notification by Union Planters
Corporation, Memphis, Tennessee, to acquire Capital
Bancorp, Miami, Florida. Newspaper: 10-4-97

Change in control notification involving Sebastian
Bankshares, Inc., Barling, Arkansas, by James H.
Shields, III, Wimbledon, England. N/A

Change in control notification involving Litchfield
Bancshares Company, Litchfield, Illinois, by the

Marion P. Yaeger Trust, Grand Rapids, Michigan. Newspaper: 9-20-97
SECTION III - APPLICATIO! D) ISTER (CE

Application En nt Peri
None.

JECTION IV - APPLICATI IE] ISTER (CE

OR NEWSPAPER NOTICE

Application End of Comment Period
None.

* This notification is subject to CRA.



Federal Reserve Bank of Dallas

Section V - Publicly available CRA evaluations

Description of the CRA goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which is has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

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

Outstanding

Satisfactory

Needs to improve
Substantial noncompliance

RSSD Examination CRA CRA
number Institution/ Location date public date rating
None.

Section VI - CRA examinations scheduled Quarter of

Institution Location

*N/A

* Not Available.



Federal Reserve Bank of Chicago

Section I - Applications Subject to Newspaper
i nt ”
: Comment Period
Type Application Ending Date
Branch Bloomingdale Bank and Trust NP - 9-3-97
Bloomingdale, Illinois

Northeast corner of Touhy and

Clifton Avenue

Park Ridge, Illinois
Branch Bloomindale Bank and Trust NP - 9-8-97

Bloomingdale, Illinois
Southeast corner of Arlington Heights Road
and Pierce Road
Itasca, Illinois

NP - Newspaper
FR - Federal Register

* ~ Subject to Provisions of Community Reinvestment Act
** - Not available at this time



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

SECTION I= AP A s
NEWSPAPER NOTICE ONLY
licatio Comment Period Ending Date

NONE

SECTION IT - APPLICATIONS SUBJECT TO BOTH

SP. R iD FE REG EI TT
Application eri ndin ite
Iron Bancshares, Inc., Newspaper Not Yet Established
Salisbury, Connecticut -
to become a bank holding Fe al ist 10-02-97

company by acquiring 100%
of the voting shares of The
National Iron Bank,
Salisbury, Connecticut*

TION III - APPLICATI ECT_TO
FE EG R Ic) Li
Application Comment Period Ending Date
NONE

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

Application
NONE
TION V_- AVATLABILI F_CRA PUBLIC EVAL ON:
Institution Examination Date Rating**

NONE



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Middleburg Bancorp, Lincoln Federal Savings 4 St. Louis July 24, 1997
Inc., Middleburg, KY Bank, Liberty, KY in the
operation of a federal
savings bank (b)(4)
Midwest Community The Bank of Marion, 3 St. Louis September 2, 1997
Bancshares, Inc., Marion, IL
Marion, IL
Moody Bancshares, The Bank of Galveston, 3 Dallas June 30, 1997
Inc., Galveston, TX, and NA,
Moody Bank Holding Galveston, TX
Company, Reno, NV .
Moyer, George H., Jr., Madison Bancshares, Inc., CIBC Kansas City June 26, 1997
Madison, NE, and Madison, NE, and The
Moyer, Jon M., Bank of Madison, Madison,
Madison, NE NE
Mutual Bancorp of the Lee National Banc Corp., 3 Boston September 19, 1997
Berkshires, Inc., Lee, MA, & First National
Pittsfield, MA Bank of the Berkshires,
Lee, MA & City Savings
Bank of Pittsfield,
Pittstield, MA
Myers, Judy Noe, Rusk County Bancshares, CIBC Dallas September 24, 1997
Dallas, TX Inc., Henderson, TX &
Peoples State Bank,
Henderson, TX
National Bank of Natbank, N.A., Hollywood, 3 New York October 3, 1997
Canada, Montreal, FL & Natbank, N.A.
Canada & NatBC
Holding Corporation,
Hollywood, FL
National City Bridgeport Bancorp, Inc., 3 St. Louis June 6, 1997
Bancshares, Inc., Bridgeport, IL, and First
Evansville, IN National Bank of
Bridgeport, Bridgeport, IL
National City Fourth First Bancorp, Inc., 3 St. Louis. October 3, 1997

Bancshares, Inc.,
Evansville, IN

Huntingburg, IN & First
Bank of Huntingburg,
Huntingburg, IN



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

First National Bank of
Las Animas ESOP, Las
Animas, CO

Gilinski, Jaime, Santafe
de Bogota, Columbia

Heath, Craig Dwight,
Phoenix, AZ

Kroll, Rodney, G;
Copeland, Newman E.;
Slamans, Scott J.; Gray,
Rondy, T.; Tuner,
Charles B.; DuBois,
James H., all of Waco,
TX, and Salome,
Tommy G., Crawford,
TX, & Time
Manufacturing
Company., Waco, TX

MainStreet BankGroup
Incorporated,
Martinsville, VA

Mercantile Bank
Corporation, Grand
Rapids, MI

MidSouth Bancorp, Inc.,
ESOP, Lafayette, LA

Olympian New York
Corporation, Brooklyn,
NY

Patel, Sushilaban,
London, England, acting
in concert
CORRECTION

First Bankshares of Las 3
Animas, Inc., Las Animas,

CO & First National Bank,

Las Animas, CO

Eagle National Holding CIBC
Company, Inc., Miami, FL

Texico Bancshares CIBC
Corporation, Texico, IL &

Texico State Bank, Texico,

IL

First Riesel Corporation, CIBC
Riesel, TX & First State
bank, Riesel, TX

Commerce Bank 3
Corporation, College Park,
MD

Mercantile Bank of West 3
Michigan, Grand Rapids, MI

MidSouth Bancorp, Inc., CIBC
Lafayette, LA & MidSouth

National Bank, Lafayette,

LA

Olympian Bank, Brooklyn, 3
NY

First Bankshares, Inc., CIBC
Longwood, FL & First

National Bank of Central

Florida, Longwood, FL
CORRECTION

Kansas City

Atlanta

St. Louis

Dallas

Richmond

Chicago

Atlanta

New York

Atlanta

October 6, 1997

October 1, 1997

October 1, 1997

September 30, 1997

October 6, 1997

October 9, 1997

September 30, 1997

October 9, 1997

September 30, 1997


Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Cabot Bankshares, Inc., The Capital Bank, Little 3 St. Louis July 11, 1997
Cabot, AR Rock, AR
CORRECTION
Caisse Nationale de Credit Agricole Indosuez, 4 Chicago July 25, 1997
Credit Agricole Paris, Paris, France, and Indosuez
France Investment Management
Services, Inc.,
Menlo Park, CA investment
management and advisory
services (b)(6)
California Community Securities First Bank, 3 San Francisco September 29, 1997
Financial Institutions Fulleton, CA
Fund Limited
Partnership; Belvedere
Capital Partners, Inc., &
Newco, all of San
Francisco, CA &
National Bancorp of
Alaska, Inc.,
Anchorage, AL
Calvin B. Taylor Calvin B.Taylor Banking 3 Richmond September 15, 1997
Bankshares, Inc., Berlin, Company of Berlin
MD Maryland, Berlin, MD, &
Calvin B. Taylor Bank of
Delaware, Ocean View, DE
Canadian Imperial Bank CIBC Wood Gundy 4 New York August 28, 1997

of Commerce(1),
Toronto, Canada
CONTINUED

Securities Corp. (*CIBC
Wood Gundy"), New York,
NY, all the outstanding
shares of Oppenheimer
Holdings, Inc., New York,
NY, & its subsidiaries,
including

Oppenheimer & Co., Inc.,
New York, NY in
underwriting &
CONTINUED



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Central Illinois Bancorp,
Sidney, 1.

Centre 1 Bancorp, Inc.,
Beloit, WI

Century Bancorp, MHC,
Bridgeton, NJ;

and Century Bancorp,
Inc.,

Bridgeton, NJ

Century South Banks,
Inc., Dahlonega, GA

Chaparral Bancshares,
Inc., Richardson, TX,
and

Chaparral Delaware
Bancshares, Inc., Dover,
DE

Citizens Bancshares
Company, Chillicothe,
MO :

Citizens Bankers, Inc.,
Baytown, TX, and
Citizens Bankers of
Delaware, Wilmington,
DE

Citizens National Bank
of Waxahachie
Employee Stock
Ownership Plan,
Waxahachie, TX

First Ozaukee Capital
Corporation,
Cedarburg, WI, and ~
First Ozaukee Savings
Bank, ~

Cedarburg, WI

First Winnebago
Corporation, Winnebago,
IL & First-National Bank of
Winnebago

Century Savings Bank,
Bridgeton, NJ

Bank Corporation of
Georgia, Macon, GA, and
First South Banks, N.A.,
Macon,

GA, and AmeriBank, N.A.,
Savannah, GA.

Van Alstyne Financial
Corporation, Van Alstyne,
TX, and First National
Bank of Van Alstyne, Van
Alstyne, TX

John Birchfield and Debbie
Keele, the purchase and
servicing of

accounts receivable (b)(1)

First National Bank of Bay
City, Bay City, TX

First Citizens Bancshares,
Inc. Waxahachie, TX&
Citizens National Bank,
Waxahachie, TX

CIBC

Chicago

Chicago

Philadelphia

Atlanta

Dallas

Kansas City

Dallas

Dallas

June 26, 1997

September 26, 1997

May 1, 1997

July 18, 1997

August 8, 1997

July 30, 1997

September 18, 1997

September 3, 1997



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
h

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

Week Ending September 6, 1997
NAME OF BANK TIN EXAMINATION DATE

None

1/ 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 ister notice.
4/ Date Specified in Federal Register notice; a later date may be
ecified in the newspaper notice.
/A - Not Available