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 5, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions August 30, 1998 to September 5, 1998

Bank Holding Companies

Norwest Corporation, Minneapolis, Minnesota, and Wells Fargo & Company, San 

Francisco, California -- public meeting to be held on Thursday, September 17, 1998, 

at 9 a.m. CDT at the Federal Reserve Bank of Minneapolis, 90 Hennepin Avenue, 

Minneapolis, Minnesota.

- Announced, August 31, 1998 

Forms

Annual Salary Survey, ad hoc surveys, and Compensation Trend Survey (FR 29a, b, 

and c) -- implementation of new information collection reports.

- Proposed, September 4, 1998 

Application for Employment with the Board of Governors of the Federal Reserve 

System (FR 28) -- extension with revision.

- Proposed, September 4, 1998 

Recordkeeping and Disclosure Requirements Associated with Securities 

Transactions Pursuant to Regulation H -- extension, without revision.

- Proposed, September 4, 1998 

International Operations

NationsBank N.A., Charlotte, North Carolina -- to invest an amount in excess of 10 

percent of its capital and surplus in its Edge corporations.

- Approved, September 2, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
August 23, 1998 to August 29, 1998

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Michigan Heritage Bank, Novi, Michigan -- to establish a branch at 28270 Orchard 

Lake Road, Farmington Hills, Michigan.

- Returned, August 27, 1998 (AC)

Chicago

Second Bank & Trust, Culpeper, Virginia -- to establish a branch at 134-136 West 

Main Street, Orange, Virginia.

- Approved, September 4, 1998 

Richmond

Somerset Trust Company, Somerset, Pennsylvania -- to establish a branch at 4185 

Glades Pike.

- Approved, August 20, 1998 (AC)

Cleveland

Suntrust Bank, Gulf Coast, Sarasota, Florida -- to establish a branch at 7419 West 

Manatee Avenue, Bradenton, Florida.

- Approved, September 4, 1998 

Atlanta

Bank Holding Companies

Androscoggin Bancorp, MHC, Lewiston, Maine, and Androscoggin Bancorp, Inc. -- 

to become a mutual bank holding company and a bank holding company, 

respectively, through reorganization of Androscoggin Savings Bank.

- Approved, September 4, 1998 

Boston

Banc Corporation, Panama City Beach, Florida -- to acquire Emerald Coast 

Bancshares, Inc.

- Withdrawn, September 1, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Bank Holding Companies

BancorpSouth, Inc., Tupelo, Mississippi -- waiver of notification to acquire 

Merchants Capital Corporation, Vicksburg, Mississippi, and Merchants Bank.

- Granted, September 3, 1998 

St. Louis

Bodcaw Bancshares, Inc., Stamps, Arkansas -- to acquire Bodcaw Bank.

- Approved, September 3, 1998 

St. Louis

Community Financial Group, Inc., Davenport, Washington -- to acquire The 

Wheatland Bank.

- Approved, September 2, 1998 

San Francisco

Equitable Financial Group, Inc., Fort Lauderdale, Florida -- to acquire Equitable 

Bank.

- Approved, August 31, 1998 

Atlanta

First Banks, Inc., Carnesville, Georgia -- to engage in lending activities.

- Approved, September 1, 1998 

Atlanta

First Belmond Bancorporation, Belmond, Iowa -- to acquire shares of Community 

Bank of Oelwein, Oelwein, Iowa.

- Approved, September 1, 1998 

Chicago

First Lansing Bancorp, Inc., Lansing, Illinois -- to acquire shares of Support 

Services, L.L.C., and engage in data processing services.

- Approved, September 1, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Bank Holding Companies

Fleet Financial Group, Inc., Boston, Massachusetts -- to acquire Dresdner Asset 

Management (U.S.A.) Corporation, Delaware, and its direct and indirect holdings, 

including a minority interest in Oechsle International Advisors, L.P., Boston, 

Massachusetts.

- Approved, August 31, 1998 

Boston

Mercantile Bancorp, Inc., Hammond, Indiana -- to acquire shares of Support 

Services, L.L.C., Lansing, Illinois, and engage in data processing services.

- Approved, September 1, 1998 

Chicago

National City Bancshares, Inc., Evansville, Indiana -- waiver of notification to 

acquire, through merger, Downstate Banking Company, Brookport, Illinois, and 

Downstate National Bank.

- Granted, September 4, 1998 

St. Louis

Northwest Bancorporation, Inc., Houston, Texas -- to acquire Redstone 

Bancorporation, Inc., and Redstone Bank, N.A.

- Approved, September 2, 1998 

Dallas

Redstone Bancorporation, Inc., Houston, Texas -- to acquire Redstone Bank, N.A.

- Approved, September 2, 1998 

Dallas

RSNB Bancorp, Rock Springs, Wyoming -- to acquire Rock Springs National Bank.

- Approved, September 3, 1998 

Secretary

Sandy Spring Bancorp, Inc., Sandy Spring, Maryland -- to acquire shares of 

Community Bankshares of Maryland, Inc., Bowie, Maryland.

- Approved, September 3, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 3 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Bank Holding Companies

Stichting Administratiekantoor ABN AMRO Holding, Amsterdam, The Netherlands; 

Stichting Prioriteit ABN AMRO Holding; ABN AMRO Holding N.V.; ABN AMRO 

Bank N.V.; and ABN AMRO North America, Inc., Chicago, Illinois -- to acquire 

through Lease Plan North America, Inc., Chicago, shares of Chevron Finance 

Corporation, Concord, California, and engage in extending credit and servicing loans.

- Approved, September 3, 1998 

Chicago

Summit Bancorp, Princeton, New Jersey -- to acquire and merge with NSS Bancorp, 

Inc., Norwalk, Connecticut, and acquire NSS Bank.

- Approved, September 2, 1998 

New York

United Bankshares, Inc., Charleston, West Virginia -- to acquire Fed One Bancorp, 

Inc., Wheeling, West Virginia.

- Approved, September 3, 1998 

Richmond

Banks, Nonmember, And Miscellaneous Institutions

MGM Grand Hotel, Inc., Las Vegas, Nevada -- deregistration under Regulation U.

- Approved, August 28, 1998 (AC)

San Francisco

Security Life of Denver Insurance Company, Denver, Colorado -- registration under 

Regulation U.

- Approved, September 2, 1998 

Kansas City

Capital Stock

Antioch Bancshares, Inc., Antioch, Illinois -- redemption of shares.

- Approved, September 2, 1998 

Chicago

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

- Approved, August 28, 1998 (AC)

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Change In Bank Control

Allegheny Valley Bancorp, Pittsburgh, Pennsylvania -- change in bank control.

- Permitted, September 2, 1998 

Cleveland

Citizens Holding Company, Sac City, Iowa -- change in bank control.

- Permitted, August 28, 1998 (AC)

Chicago

Diamond Bancshares, Inc., Antwerp, Ohio -- change in bank control.

- Permitted, September 2, 1998 

Cleveland

First Bancshares, Inc., Highland, Indiana -- change in bank control.

- Permitted, September 4, 1998 

Chicago

Madison Holding Company, Winterset, Iowa -- change in bank control.

- Permitted, August 28, 1998 (AC)

Chicago

Marie R. Turner Holding Company, Jackson, Kentucky -- change in bank control.

- Permitted, September 2, 1998 

Cleveland

Union Bancorp, West Mansfield, Ohio -- change in bank control.

- Permitted, September 2, 1998 

Cleveland

Competitive Factors Reports

Bank of Kremlin, Kremlin, Oklahoma -- report on competitive factors of the 

proposed merger with Bank of Drummond, Drummond, Oklahoma.

- Submitted, September 3, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 5 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Competitive Factors Reports

Bethany Trust Co., Bethany, Missouri -- report on competitive factors of the 

proposed merger with Bank of Gallatin/First State Bank, Gallatin, Missouri.

- Submitted, September 3, 1998 

Kansas City

Busey Bank, Urbana, Illinois -- report on competitive factors of the proposed merger 

with Busey Business Bank, Indianapolis, Indiana.

- Submitted, September 1, 1998 

Chicago

Carrollton Bank, Carrollton, Illinois -- report on competitive factors of the proposed 

acquisition, through merger, of South Holt Bancshares, Inc., Oregon, Missouri, and 

Zook & Roecker State Bank.

- Submitted, September 1, 1998 

St. Louis

Chemical Bank South, Marshall, Michigan -- report on competitive factors of the 

proposed acquisition of the Albion, Michigan, branch of Great Lakes National Bank 

Michigan, Ann Arbor, Michigan.

- Submitted, September 3, 1998 

Chicago

Citizens State Bank of Dickinson, Dickinson, Texas -- report on competitive factors 

of the proposed acquisition of a branch of International Bank of Commerce, Laredo, 

Texas.

- Submitted, September 2, 1998 

Dallas

Elverson National Bank, Elverson, Pennsylvania -- report on competitive factors of 

the proposed merger with and into National Penn Bank, Boyertown, Pennsylvania.

- Submitted, August 31, 1998 

Philadelphia

Farmers & Merchants Bank-Eastern Shore, Onley, Virginia -- report on competitive 

factors of the proposed merger with The Marine Bank, Chincoteague, Virginia.

- Submitted, September 4, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 6 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Competitive Factors Reports

First Central Bank McCook, N.A., McCook, Nebraska -- report on competitive 

factors of the proposed acquisition of certain assets and assumption of the liabilities 

of First Central Bank, Cambridge, Nebraska.

- Submitted, September 3, 1998 

Kansas City

First National Bank of Missouri City, Missouri City, Texas -- report on competitive 

factors of the proposed merger with Norwest Interim Bank Missouri City, N.A.

- Submitted, September 2, 1998 

Dallas

NationsBank, National Association, Charlotte, North Carolina -- report on 

competitive factors of the proposed merger with NationsBank of Tennessee, 

National Association, Nashville, Tennessee.

- Submitted, September 1, 1998 

Richmond

New Bremer Bank, National Association, South St. Paul, Minnesota -- report on 

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

- Submitted, September 1, 1998 

Minneapolis

New First American Bank, National Association, Brainerd, Minnesota -- report on 

competitive factors of the proposed merger with First American Bank, National 

Association, Brainerd.

- Submitted, September 1, 1998 

Minneapolis

New First American Bank, National Association, Grand Forks, North Dakota -- 

report on competitive factors of the proposed merger with First American Bank, 

National Association, Grand Forks.

- Submitted, September 1, 1998 

Minneapolis

(AC) = Addition or Correction Delegated - Page 7 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Competitive Factors Reports

New First American Bank, National Association, International Falls, Minnesota -- 

report on competitive factors of the proposed merger with First American Bank, 

National Association, International Falls.

- Submitted, September 1, 1998 

Minneapolis

New First American Bank, National Association, Menomonie, Wisconsin -- report 

on competitive factors of the proposed merger with First American Bank, National 

Association, Menomonie.

- , September 1, 1998 

Minneapolis

Union Bank and Trust Company of Indiana, Greensburg, Indiana -- report on 

competitive factors of the proposed acquisition of the assets and assumption of the 

liabilities of the Frankton, Indiana, branch of Union Federal Savings of Indianapolis, 

Indianapolis, Indiana.

- Submitted, September 1, 1998 

Chicago

Extensions Of Time

Bank of Cushing, Cushing, Oklahoma -- extension to December 31, 1998, to 

establish a branch at 2106 E. Main.

- Granted, September 1, 1998 

Kansas City

Bankers Trust Corporation, New York, New York -- extension to October 30, 1998, 

to conform remaining equity positions under Regulation K.

- Granted, September 3, 1998 

Director, BS&R

Carrollton Bancorp, Baltimore, Maryland -- extension to October 31, 1998, to 

acquire shares of Patapsco Valley Bancshares, Inc., Ellicott City, Maryland.

- Granted, July 29, 1998 (AC)

Richmond

(AC) = Addition or Correction Delegated - Page 8 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Extensions Of Time

Central Texas Bankshare Holdings, Inc., Columbus, Texas, and Colorado County 

Investment Holdings, Inc., Wilmington, Delaware -- extension to December 4, 1998, 

to acquire Hill Bancshare Holdings, Inc., Weimar, Texas; Hill Bancshares, Inc., 

Wilmington, Delaware; and Hill Bank & Trust Company, Weimar.

- Granted, September 3, 1998 

Dallas

Citizens Effingham Bancshares, Inc., Springfield, Georgia -- extension to November 

19, 1998, to acquire Citizens Bank of Effingham.

- Granted, August 3, 1998 (AC)

Atlanta

First American Bank, Kankakee, Illinois -- extension to September 3, 1999, to 

establish a branch at northwest corner of Naperville Road and Boughton Road, 

Bolingbrook, Illinois.

- Granted, September 3, 1998 

Chicago

First American Corporation, Nashville, Tennessee -- extension to December 5, 1998, 

to acquire Peoples Bank, Dickson, Tennessee.

- Granted, September 3, 1998 

Atlanta

PSB BancGroup, Inc., Lake City, Florida -- extension to December 5, 1998, to 

acquire Peoples State Bank.

- Granted, September 3, 1998 

Atlanta

Republic Bancshares, Inc., St. Petersburg, Florida -- extension to December 4, 1998, 

to acquire Bankers Savings Bank, FSB, Coral Gables, Florida, and engage in 

operating a savings association.

- Granted, September 3, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 9 of 10
H.2 Actions under delegated authority August 30, 1998 to September 5, 1998

Extensions Of Time

Riverside Banking Company, Fort Pierce, Florida -- extension to December 4, 1998, 

to acquire shares of Riverside Gulf Coast Banking Company, Cape Coral, Florida, 

and Riverside Bank of the Gulf Coast.

- Granted, September 3, 1998 

Atlanta

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

Corporation, Wilmington, Delaware -- extension to December 2, 1998, to acquire 

Main Street National Bank, Cleveland, Texas.

- Granted, September 2, 1998 

Dallas

International Operations

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

45-day notification period to make an investment in ISM, S.A., Paris, France.

- Granted, September 4, 1998 

Director, BS&R

Membership

Banker's Bank Northeast, Glastonbury, Connecticut -- to become a member of the 

Federal Reserve System.

- Approved, September 2, 1998 

Boston

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1)* Machias Bancorp, Inc. and Machias Bancorp, MHC both of

Machias, Maine – to become a bank holding company and a

mutual holding company, respectively, through the reorganization

of Machias Savings Bank, Machias, Maine

Newspaper – N/Avail

Fed Reg – 10/05/98

*Subject to CRA.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) CommerzBank AG, Frankfurt am Main, Federal Republic of

Germany, to acquire 32.39 percent of the voting stock of Korea

Exchange Bank, Seoul, Korea, and thereby indirectly control

California Korea Bank, Los Angeles, California.

10/01/98*

3(a)(5) Cortland First Financial Corporation, Cortland, New York, to

merge with Oneida Valley Bancshares, Inc., Oneida, New York,

and thereby indirectly acquire Oneida Valley National Bank,

Oneida, New York.

10/02/98*

3(a)(1) Oneida Financial, MHC, and Oneida Financial Corp., both of

Oneida, New York, to become bank holding companies with

respect to the Oneida Savings Bank, Oneida, New York.

10/02/98*

3(a)(1) Greene County Bancorp, MHC, and Greene County Bancorp, both

of Catskill, New York, to become bank holding companies with

respect to Greene County Savings Bank, Catskill, New York.

10/02/98*

* Fed Reg - Federal Register Comment Period Ending Date

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Summit Bank, Bethlehem, PA, to establish a branch office at 1758

Allentown Road, Lansdale, Montgomery County, PA

09/30/1998

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Membership Received application from Western Reserve Bank, Medina, OH on

09/02/1998, to become a member of the Federal Reserve System.

*Not Yet Known

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

Type Application

Ending date of

comment period

3(a)(1)

4(c)(8)

Received application/notice from Charter One Financial, Inc., and

Charter-Michigan Bancorp, Inc., both of Cleveland, OH on

08/31/1998, to acquire ALBANK Financial Corporation, Albany,

NY and its bank and non-bank subsidiaries and to retain its

ownership of Charter One Bank, F.S.B., Cleveland, OH and its

subsidiaries.

*Not Yet Known

3(a)(1) Received application from Western Reserve Bancorp, Inc.,

Medina, OH on 9/02/1998, to acquire Western Reserve Bank,

Medina, OH.

*Fed Reg - 10/02/1998

3(a)(1) Received application from Seed Money Limited Partnership,

Allison Park, PA on 09/02/1998, to acquire Enterprise Bank,

Allison Parkway, PA.

*Fed Reg - 10/02/1998

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Received notice from KeyCorp, Cleveland, OH on 08/31/1998, of

its intent to acquire McDonald & Company Investments, Inc.,

Cleveland, OH.

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Virginia Bank, Falls Church, Virginia, to establish a branch

at 5844 Mapledale Plaza, Woodbridge, Virginia.*

9/28/1998

Branch F & M Bank-Central Virginia, Charlottesville, Virginia, to

establish a branch at the intersection of U. S. Route 29 and

State Route 607, Ruckersville, Virginia.*

9/30/1998

Branch Bank of Hampton Roads, Chesapeake, Virginia, to establish

a branch at the Border Station Shopping Center, State Route 168,

Chesapeake, Virginia.*

9/30/1998

*Subject to provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(1) Pleasants County Bankshares, Inc., St.Marys, West Virginia,

to become a bank holding company through the acquisition

of 100% of the voting shares of The Pleasants County Bank,

St. Marys, West Virginia.*

Fed Reg – 10/2/1998

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

4(c)(8) First National Corporation, Orangeburg, South Carolina, to

establish a de novo subsidiary, NewSouth Financial Services

Corporation, Florence, South Carolina, which will acquire certain

assets of Superior Mortgage Corporation, Florence, South

Carolina.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) FLAG Financial Corporation, LaGrange, Georgia, to merge with

Heart of Georgia Bancshares, Inc., Mount Vernon, Georgia, and

thereby directly acquire Mount Vernon Bank, Mount Vernon,

Georgia.

Fed Reg – 09/21/1998*

3(a)(1) Southern Bancorp, Inc., Marietta, Georgia, to become a bank holding

company by acquiring Southern National Bank, Marietta, Georgia.

Fed Reg – 10/09/1998*

CIC United Bank Corporation, Barnesville, Georgia, after-the-fact change

in control notification filed by Popekili Partners, L.P., a Georgia

limited partnership, Griffin, Georgia, to collectively retain 26.56

percent of the outstanding shares of Class A Common Stock.

N/Avail

3(a)(1) Business Holding Corporation, Baton Rouge, Louisiana, to become

a bank holding company by acquiring The Business Bank of Baton

Rouge, Louisiana, Baton Rouge, Louisiana (in organization).

Fed Reg – 09/28/1998*

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

SMBOTH Bank Independent, Sheffield, Alabama, to make community

development investments.

4(c)(8) Compass Bancshares, Inc., Birmingham, Alabama, to acquire

Albrecht & Associates, Inc., Houston, Texas, and thereby engage

in financial and advisory activities.

4(c)(8) South Alabama Bancorporation, Mobile, Alabama, to acquire First

National Securities, Inc., and thereby engage in securities brokerage

activities, pursuant to section 4(c)(8) of the Bank Holding Company

Act and section 225.28(b)(7)(i) of Regulation Y.

CN Provident Bank of Florida, Sarasota, Florida, to issue capital notes.

4(c)(8) Upson Bankshares, Inc., Thomaston, Georgia, to acquire First

Finance Co. of Thomaston, Inc., Thomaston, Georgia, and thereby

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

of credit by a finance company, and engage in related insurance

activities.

4(c)(8) Sequatchie Valley Bancshares, Inc., Dunlap, Tennessee, to acquire

Commercial Bancshare Services, Inc., Birmingham, Alabama, and

thereby engage in data processing activities.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branches

Mercantile Bank Midwest

Des Moines, Iowa

 Rock Island Bank, N.A.

 Bettendorf, Iowa

 and thereby to establish 6 branches

Newspaper – N/Avail

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)

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

Type Application

Ending date of

comment period

3(a)(5) Firstar (WI) Corporation*

Milwaukee, Wisconsin

 Star Banc Corporation

 Cincinnati, Ohio

 Star Bank, National Association

 Cincinnati, Ohio

Fed Reg – 09/18/1998

Newspaper – 09/07/1998

3(a)(5) Firstar Corporation*

Milwaukee, Wisconsin

 Star Banc Corporation

 Cincinnati, Ohio

 Star Bank, National Association

 Cincinnati, Ohio

Fed Reg – 09/18/1998

Newspaper – 09/07/1998

3(a)(3) Star Banc Corporation*

Cincinnati, Ohio

 Firstar Corporation

 Milwaukee, Wisconsin

Fed Reg – 09/18/1998

Newspaper – 09/07/1998

3(a)(1) Legacy Bancorp, Inc.*

Milwaukee, Wisconsin

 Legacy Bank (in organization)

 Milwaukee, Wisconsin

Fed Reg – 10/02/1998

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

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

Sterling Heights, Michigan

 Lakeside Community Bank (in organization)

 Sterling Heights, Michigan

 North Oakland Community Bank (in organization)

 Rochester Hills, Michigan

Fed Reg – 10/02/1998

Newspaper – N/Avail

3(a)(3) High Point Financial Services, Inc.*

Forreston, Illinois

 Kent Bancshares, Inc.

 Kent, Illinois

 Kent Bank

 Kent, Illinois

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Petefish, Skiles Bancshares, Inc.*

Virginia, Illinois

 Petefish, Skiles & Co.

 Virginia, Ilinois

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) ANB Corporation

Muncie, Indiana

 Indiana Trust & Investment Management Company

 Mishawaka, Indiana

Fed Reg – N/Avail

4(c)(8) Firstar (WI) Corporation

Milwaukee, Wisconsin

 Star Banc Corporation

 Cincinnati, Ohio and their 4 nonbanking subsidiaries

Fed Reg - 09/07/1998

4(c)(8) Firstar Corporation

Milwaukee, Wisconsin

 Star Banc Corporation

 Cincinnati, Ohio and their 4 nonbanking subsidiaries

Fed Reg – 09/07/1998

Fed Reg - Federal Register Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

58243 Johnson Bank (Heritage)

245 N. Main

Racine, Wisconsin 53402

(414) 639-6010

04/13/1998 09/01/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Notice by Bank of Bentonville, Bentonville, Arkansas, to acquire,

through merger, State Bank of Noel, Noel, Missouri.

Newspaper - 10/2/1998

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

Type Application

Ending date of

comment period

3(a)(3) *Notice by Area Bancshares Corporation, Owensboro, Kentucky,

to acquire Broadway Bank & Trust, Paducah, Kentucky (in

organization).

Newspaper – N/Avail

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Herbert A. Lund Revocable Trust to acquire control of Lake Bank

Shares, Inc., Albert Lea, Minnesota.

N/Avail

3(a)(1) Lake Bank Shares, Inc. Employee Stock Ownership Plan, Albert

Lea, Minnesota, for prior approval to become a bank holding

company through the acquisition of 30.0% of the voting shares of

Lake Bank Shares, Inc., Albert Lea, Minnesota.*

N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Member Valley Bank of Helena, Helena, Montana, for prior approval to

become a member of the Federal Reserve System.
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

786555 Peoples State Bank of Plainview

Plainview, Minnesota

06/01/1998 09/03/1998 S X

914853 Cornerstone State Bank

Le Sueur, Minnesota

05/25/1998 09/04/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch BancFirst, Oklahoma City, Oklahoma, for prior approval to merge

with Kingfisher Bank and Trust Co., Kingfisher, Oklahoma, and

incident thereto, establish an additional branch.

Newspaper – N/Avail

18(c) / Branch People First Bank, Hennessey, Oklahoma, for prior approval to

merge with City Bank, Weatherford, Oklahoma, and incident

thereto, establish additional branches.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(3) BOK Financial Corporation, Tulsa, Oklahoma, for prior approval

to acquire 100 percent of the voting shares of Bank of

Albuquerque, N.A., Albuquerque, New Mexico, a de novo bank in

organization.

Newspaper – 09/23/1998

Fed Reg – 09/24/1998

3(a)(3) BancFirst Corporation, Oklahoma City, Oklahoma, for prior

approval to acquire 100 percent of the voting shares of Kingfisher

Bancorp, Inc., Kingfisher, Oklahoma, and thereby indirectly

acquire Kingfisher Bank and Trust Co., Kingfisher, Oklahoma.

Newspaper – N/Avail

Fed Reg – 10/02/98

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

440352 Union Colony Bank

1701 23rd Avenue

Greeley, Colorado 80631-5050

06/08/1998 09/01/1998 O X

152057 Bank of Chelsea

322 W. 6th Street

Chelsea, Oklahoma 74016-1638

05/18/1998 09/01/1998 O X

462756 First American Bank & Trust 

Company

324 W. Main

Purcell, Oklahoma 73080-4224

06/08/1998 09/03/1998 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) Texas Financial Bancorporation, Minneapolis, MN, and

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

Walburg State Bank, Georgetown, TX*

(Previously reported the week ending August 29, 1998)

Fed Reg – 09/25/1998

Newspaper – 09/21/1998

3(a)(1) Grandview Bancshares, Inc., Grandview, TX, and

Grandview Delaware Financial, Inc., Dover, DE, to acquire

First State Bank, Grandview, TX*

(Previously reported the week ending August 29, 1998)

Fed Reg – 09/25/1998

Newspaper – 09/18/1998

3(a)(1) Grandview Delaware Financial, Inc., Dover, DE, to acquire

First State Bank, Grandview, TX*

(Previously reported the week ending August 29, 1998)

Fed Reg – 09/25/1998

Newspaper – 09/18/1998

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, September 5, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch North County Bank, Escondido, California, to establish a branch

office at Palomar Airport Road and Business Park Drive, Vista,

California. *

Newspaper 08/28/1998

* Subject to the provisions of the Community Reinvestment Act

 Newspaper - Newspaper Comment Period Ending Date

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

Type Application

Ending date of

comment period

3(a)(5) Frontier Financial Corporation, Everett, Washington, to acquire

and merge with Valley Bancorporation, which owns Bank of

Sumner, both of Sumner, Washington. *

Newspaper 10/01/1998

Fed Reg 09/28/1998

3(a)(2) Marin National Bancorp, San Rafael, California, to acquire First

National Bank of Marin, San Rafael, California. *

Newspaper N/Avail

Fed Reg 10/02/1998

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

S/R Westamerica Bank, San Rafael, California, to pay a dividend in the

amount of $40 million to its parent, Westamerica Bancorporation,

San Rafael, California.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None