Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 16

Week Ending April 15, 2000

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions April 9, 2000 to April 15, 2000

Testimony And Statements

Equity markets evolution -- statement by Chairman Greenspan before the Senate 

Committee on Banking, Housing, and Urban Affairs, April 13, 2000.

- Published, April 13, 2000 

Hedge funds and over-the-counter derivatives -- statement by Patrick M. Parkinson, 

Associate Director, Division of Research and Statistics, before the House Committee 

on Banking and Financial Services, April 11, 2000.

- Published, April 11, 2000 

Bank Holding Companies

Canadian Imperial Bank of Commerce, The CIBC World Markets Corporation, and 

CIBC World Markets Inc., all of Toronto, Canada; and CIBC Delaware Holdings 

Inc., New York, New York -- to acquire St. Anthony Bancorp, Inc., Cicero, Illinois, 

and St. Anthony Bank, A Federal Savings Bank.

- Approved, April 12, 2000 

Dime Bancorp, Inc., New York, New York -- to acquire Hudson United Bancorp, 

Mahwah, New Jersey.

- Approved, April 12, 2000 

Nordic Baltic Holding AB, Stockholm, Sweden -- request for temporary authority to 

engage in certain nonbanking activities in the United States as a result of the 

proposed acquisition of Unidanmark A/S, Copenhagen, Denmark.

- Approved, April 10, 2000 

SierraCities.com, Inc., Houston, Texas; and FSF of Delaware, Inc., Wilmington, 

Delaware -- to become bank holding companies through the acquisition of Greenbelt 

Bancshares, Inc., Quanah, Texas, and Security National Bank of Quanah; to retain 

certain nonbanking businesses and thereby engage in extending credit and servicing 

loans and leasing personal or real property; and for SierraCities to retain certain 

foreign investments.

- Approved, April 12, 2000 

Financial Holding Companies

Bank of Montreal, Montreal, Canada; Bankmont Financial Corp., Wilmington, 

Delaware; and Harris Bankmont, Inc., Harris Bankcorp., Inc., and HNB Corp., all of 

Chicago, Illinois -- to become financial holding companies.

- Approved, April 10, 2000 

(AC) = Addition or Correction Board - Page 1 of 2
H.2 Board Actions April 9, 2000 to April 15, 2000

Financial Holding Companies

Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A., Rabobank Nederland, 

Utrecht, The Netherlands -- to be treated as a financial holding company.

- Approved, April 10, 2000 

UBS AG, Zurich, Switzerland -- to be treated as a financial holding company.

- Approved, April 10, 2000 

Forms

Regulation Z (Truth in Lending) -- extension without revision of Recordkeeping and 

Disclosure Requirements in Connection with Regulation Z.

- Approved, April 10, 2000 

(AC) = Addition or Correction Board - Page 2 of 2
April 9, 2000 to April 15, 2000

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

AmSouth Bank, Birmingham, Alabama -- to establish a branch at 3076 McFarland 

Boulevard, Northport.

- Approved, April 14, 2000 

Secretary

Compass Bank, Birmingham, Alabama -- to establish branches at 1802 East 

Camelback Road, Phoenix, Arizona, and 7155 East Thunderbird Road, Scottsdale.

- Approved, April 12, 2000 

Secretary

Compass Bank, Birmingham, Alabama -- to establish branches at the intersection of 

Amelia Road and Highway AIA, Amelia Island, Florida, and at the intersection of 

SW 27th Avenue and SW 19th Street, Ocala.

- Approved, April 14, 2000 

Secretary

First Premier Bank, Sioux Falls, South Dakota -- to establish a branch at 1808 S. 

Cliff Avenue.

- Approved, April 13, 2000 

Minneapolis

First Sentinel Bank, Richlands, Virginia -- to establish a branch at Routes 19 and 

460, Tazewell County.

- Approved, April 13, 2000 

Richmond

Pinnacle Bank, Papillion, Nebraska -- to establish a mobile branch in Lincoln.

- Approved, April 14, 2000 

Kansas City

SunTrust Bank, Atlanta, Georgia -- to establish branches at 5510 Norbeck Road, 

Rockville, Maryland; Route 118 and Middlebrook Road, Germantown; and 1500 

Armory Drive, Franklin, Virginia.

- Approved, April 12, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority April 9, 2000 to April 15, 2000

Bank Holding Companies

Andover Bancorp, Inc., Andover, Massachusetts -- to merge with GBT Bancorp, 

Gloucester, and thereby acquire Gloucester Bank & Trust Company and an interest 

in Gloucester Investment Corp.

- Approved, April 10, 2000 

Boston

BancFirst Ohio Corporation, Zanesville, Ohio -- to acquire Milton Financial 

Corporation, West Milton, and Milton Federal Savings Bank.

- Approved, April 13, 2000 

Cleveland

BGC Bancorp, Inc., Gibson City, Illinois -- to become a bank holding company 

through the acquisition of Bank of Gibson City.

- Approved, April 14, 2000 

Chicago

Brookline Bancorp, Inc., Brookline, Massachusetts, and Brookline Bancorp, MHC -- 

to acquire Lighthouse Bank, Waltham.

- Approved, April 12, 2000 

Boston

Commercial Bancorp, Inc., Ormond Beach, Florida -- modification of a commitment.

- Approved, April 13, 2000 

Atlanta

ETN Leasing, Inc., Palestine, Texas -- to become a bank holding company through 

the acquisition of East Texas National, Inc.; East Texas-Dover, Inc., Wilmington, 

Delaware; and East Texas National Bank, Palestine.

- Approved, April 13, 2000 

Dallas

First Banks, Inc., Creve Coeur, Missouri -- to purchase certain assets and assume 

certain liabilities of First Capital Group, Inc., Albuquerque, New Mexico, and First 

State Bank of Taos, Taos, and thereby engage in extending credit and servicing loans 

and leasing of personal and real property.

- Approved, April 14, 2000 

St. Louis

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority April 9, 2000 to April 15, 2000

Bank Holding Companies

NBM Corporation ESOP, McAlester, Oklahoma -- to become a bank holding 

company through the acquisition of shares of NBM Corporation.

- Approved, April 12, 2000 

Kansas City

Northern Trust Corporation, Chicago, Illinois -- to acquire, through Northern Trust 

Quantitative Advisors, Inc., assets of Carl Domino Associates, LP, West Palm 

Beach, Florida, and thereby engage in investment advisory services.

- Approved, April 14, 2000 

Chicago

Plains Bancorp, Inc., Lubbock, Texas -- to acquire Sudan Bancshares, Inc., Sudan, 

and First National Bank.

- Withdrawn, April 10, 2000 

Dallas

RSB Financial, Inc., Reading, Kansas -- to become a bank holding company through 

the acquisition of shares of Reading State Bank.

- Approved, April 10, 2000 

Kansas City

Waumandee Bancshares, Ltd., Waumandee, Wisconsin -- to become a bank holding 

company through the acquisition of Waumandee State Bank.

- Approved, April 13, 2000 

Minneapolis

Bank Mergers

Legacy Bank ACB, Binger, Oklahoma -- to merge with Legacy Bank, Hinton, and 

Legacy Bank TC, Blanchard, and thereby establish branches.

- Approved, April 14, 2000 

Kansas City

Banks, State Member

NAB Bank, Chicago, Illinois -- to engage in limited trust powers through the 

establishment of a land trust department.

- Approved, April 12, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority April 9, 2000 to April 15, 2000

Change In Bank Control

First Financial Bancorp, Lodi, California -- change in bank control.

- Permitted, April 10, 2000 

San Francisco

Competitive Factors Reports

Bank Rhode Island, Providence, Rhode Island -- report on competitive factors of the 

proposed merger with BKRI Interim Bank.

- Submitted, March 30, 2000 (AC)

Boston

Chase Manhattan Bank Delaware, Wilmington, Delaware -- report on competitive 

factors of the proposed merger with Chase Manhattan Bank USA, N.A.

- Submitted, April 11, 2000 

Philadelphia

Fidelity Deposit & Discount Bank, Dunmore, Pennsylvania -- report on competitive 

factors of the proposed merger with The Fidelity Deposit and Discount Interim Bank.

- Submitted, April 10, 2000 

Philadelphia

North Shore Bank, FSB, Brookfield, Wisconsin -- report on competitive factors of 

the proposed merger with Marquette Savings Bank, S.A., West Allis.

- Submitted, April 14, 2000 

Chicago

The People's Bank of Oxford, Oxford, Pennsylvania -- report on competitive factors 

of the proposed merger with The People's Interim Bank of Oxford.

- Submitted, April 11, 2000 

Philadelphia

Regions Bank, Birmingham, Alabama -- report on competitive factors of the 

proposed purchase of assets and assumption of deposit liabilities of five branches of 

AmSouth Bank in Fort Smith, Arkansas.

- Submitted, April 12, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority April 9, 2000 to April 15, 2000

Competitive Factors Reports

Regions Bank, Birmingham, Alabama -- reports on competitive factors of the 

proposed mergers with Lincoln County Bank, Fayetteville, Tennessee; Huntland 

Bank, Huntland; and Minden Bank & Trust Company, Webster, Louisiana.

- Submitted, April 12, 2000 

Atlanta

Savings Institute, Willimantic, Connecticut -- report on competitive factors of the 

proposed merger with SI-Stock Savings Bank.

- Submitted, April 10, 2000 

Boston

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

proposed merger with Mokena State Bank, Mokena.

- Submitted, April 14, 2000 

Chicago

State Bank of Random Lake, Random Lake, Wisconsin -- report on competitive 

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

branch of United Bank, Osseo.

- Submitted, April 14, 2000 

Chicago

Wells Fargo Bank, N.A., San Francisco, California -- report on competitive factors 

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

Norwest Bank Minnesota, N.A., Minneapolis, Minnesota.

- Submitted, April 6, 2000 (AC)

San Francisco

Extensions Of Time

Bryan Family Management Trust, Bryan, Texas, and Bryan Heritage Limited 

Partnership -- extension to July 14, 2000, to acquire First National Bank of Bryan.

- Granted, April 13, 2000 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority April 9, 2000 to April 15, 2000

Extensions Of Time

Overton Financial Corporation, Overton, Texas, and Overton Delaware Corporation, 

Dover, Delaware -- extension to July 14, 2000, to acquire Longview Financial 

Corporation, Longview, Texas.

- Granted, April 12, 2000 

Dallas

PremierWest Bancorp, Medford, Oregon -- extension to July 26, 2000, to become a 

bank holding company through the acquisition of Bank of Southern Oregon, and to 

merge with United Bancorp, Roseburg, and thereby acquire Douglas National Bank 

and DNB Mortgage Company.

- Granted, April 13, 2000 

San Francisco

Financial Holding Companies

Capitol Bankshares, Inc., Madison, Wisconsin -- to become a financial holding 

company.

- Approved, April 10, 2000 

Chicago

First National Bank Corp., Cloverdale, Indiana -- to become a financial holding 

company.

- Approved, April 13, 2000 

Chicago

Old Kent Financial Corporation, Grand Rapids, Michigan -- to become a financial 

holding company.

- Approved, April 13, 2000 

Secretary

Sterling Bancorporation, Austin, Minnesota -- to become a financial holding 

company.

- Approved, April 11, 2000 

Minneapolis

(AC) = Addition or Correction Delegated - Page 6 of 6
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

representative office in New York, New York.

Newspaper – N/Avail

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

representative office in Miami, Florida.

Newspaper – N/Avail

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

establish a federally licensed uninsured branch in Greenwich,

Connecticut.

Newspaper – N/Avail

FBSEA The Chuo Trust & Banking Co., Ltd., Tokyo, Japan, to establish

a representative office in New York, New York.

Newspaper – N/Avail

FBSEA Banco Itau S.A., Sao Paulo, Brazil, to establish a representative

office in Miami, Florida.

Newspaper – N/Avail

FBSEA Deutsche Hypothekenbank Frankfurt-Hamburg AG, Frankfurt,

Germany, to establish a representative office in New York, New

York.

Newspaper – N/Avail

18(c)/Branch HSBC Bank USA, Buffalo, New York, to merge Republic Bank

California, N.A., with and into HSBC Bank USA, and incident

thereto, to establish branches.*

Newspaper – 05/15/2000

FBSEA Banca Antoniana Popolare Veneta, Rome, Italy, to establish a

branch office in New York, New York.

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1)/4(c)(8) Mizuho Holdings, Inc., Tokyo, Japan (“Mizuho”), ( i) to become

a bank holding company through the indirect acquisition of the

existing U.S. subsidiary banks of The Dai-Ichi Kangyo Bank,

Limited ("DKB"), The Fuji Bank Limited ("Fuji"), and The

Industrial Bank of Japan, Limited (“IBJ”), namely: Dai-Ichi

Kangyo Bank of California, Los Angeles, California, The Fuji

Bank and Trust Company, New York, New York, and The

Industrial Bank of Japan Trust Company, New York, New York;

(ii) requests permission to engage de novo indirectly in the

United States in industrial loan company activities to the

extent permissible; (iii) DKB, Fuji and IBJ request authority to

engage in the full range of nonbanking activities previously

approved to each of the other banks; and (iv) to indirectly

control through The Dai-Ichi Kangyo Fuji Trust and Banking

Company, Tokyo, Japan, DKF Trust Company (USA), New

York, New York.*

Newspaper – 05/08/2000

Fed Reg – 05/05/2000

3(a)(1) The Dai-Ichi Kangyo Fuji Trust and Banking Company, Ltd. ,

Tokyo, Japan, to become a bank holding company through the

ownership of 100 percent of the shares of, and by the conversion

of DKF Trust Company (USA), New York, New York, a New

York State-charted trust company to a “bank” under the BHC

Act.*

Newspaper – 05/08/2000

Fed Reg – 05/05/2000

3(a)(3) Troy Financial Corporation, Troy, New York, to acquire Troy

Commercial Bank, Troy, New York, a de novo state-chartered

commercial bank.*

Newspaper – 05/07/2000

Fed Reg – 05/15/2000

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

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, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1)RN Peoples First, Inc., Oxford, PA, to form a holding company by

acquiring The Peoples Bank of Oxford, Oxford PA.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

4(c)(8) Received notice from Bank of Kentucky Financial Corporation,

Florence KY on 04/14/2000 of its intent to acquire Fort Thomas

Financial Corporation and Fort Thomas Savings Bank, FSB,

both of Fort Thomas, KY.*

Newspaper: 05/08/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch New Peoples Bank, Inc., Honaker, Virginia, to establish a

branch at 402 Main Street, Haysi, Virginia.*

Newspaper – 04/15/2000

Branch Clemson Bank & Trust, Clemson, South Carolina, to operate

a mobile branch by providing a courier service to pick up

deposits from business customers at locations in the cities

of Central, Six Mile, Seneca, Fair Play and Clemson, South

Carolina, and in the counties of Pickens, Oconee and

Anderson, South Carolina.*

Newspaper – 04/21/2000

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(1) Islands Bancorp, Beaufort, South Carolina, to become a

bank holding company through the acquisition of 100%

of the voting shares of Islands Community Bank, N.A.

(in organization), Beaufort, South Carolina .*

Fed Reg – 05/04/2000

Newspaper – 05/08/2000

3(a)(5) Wachovia Corporation, Winston-Salem, North Carolina,

to merge with Commerce National Corporation, Winter

Park, Florida .*

Fed Reg – 05/12/00

Newspaper – N/Avail

3(a)(5) Carolina First Corporation, Greenville, South Carolina,

to merge with Anchor Financial Corporation, Myrtle

Beach, South Carolina .*

Fed Reg – 05/15/2000

Newspaper – N/Avail

3(a)(5) First Bancorp, Troy, North Carolina, to merge with First

Savings Bancorp, Inc., Southern Pines, North Carolina.*

Fed Reg – 05/15/2000

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

3(a)(1) BOE Financial Services of Virginia, Inc., Tappahannock,

Virginia, to become a bank holding company through the

acquisition of 100% of the voting shares of Bank of Essex,

Tappahannock, Virginia.

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

2736442 Bank of Williamsburg

5251 John Tyler Highway

Williamsburg, Virginia 23185

02/07/2000 04/14/2000 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch AmSouth Bank, Birmingham, Alabama, to establish a branch

located at 1700 S.E. 17 th Street, Ocala, Florida, to be known as

the Ocala Main Office.

04/22/2000*

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at

360 Charles Dimmock Parkway, Colonial Heights, Virginia, to

be known as the SouthPark Office.

04/22/2000*

Branch The Peoples Bank & Trust Company, Selma, Alabama, to

establish a branch located at 3160 Main Street, Millbrook,

Alabama.

04/17/2000*

*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)(3) First Central Bancshares, Inc., Lenoir City, Tennessee, to

acquire First Central Bank of Monroe County, Sweetwater,

Tennessee.

Newspaper - 05/07/2000*

3(a)(3) First Security Group, Inc, Chattanooga, Tennessee, to acquire

First Central Bank of Monroe County, Sweetwater, Tennessee

(in organization).

N/Avail*

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

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 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Salin Bank & Trust Company, Indianapolis, Indiana, for prior

approval to establish a branch at Kroger Supermarket, 605 N.

Dixon Road, Kokomo, Indiana.*

Newspaper – 04/06/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Notification by Angela Tinervia of a Change in Control to

acquire 100 percent of New Century Bancorp, Inc., Southgate,

Michigan.

Fed Reg – 03/28/2000

Newspaper – 04/13/2000

3(a)(1) Benchmark Bancorp, Inc., Aurora, Illinois, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Financial Institutions, Inc., Port

Washington, Wisconsin, and thereby indirectly acquire Valley

Bank, Verona, Illinois.*

Fed Reg - 04/21/2000

Newspaper - 04/21/2000

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2339795 Libertyville Bank & Trust

507 N. Milwaukee Avenue

Libertyville, Illinois 60048

(847) 367-6800

06/15/1999 04/10/2000 S X

506744 F&M Bank Appleton

P.O. Box 55

Appleton, Wisconsin 54912

(920) 739-3202

10/10/1999 04/14/2000 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, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Notice involving Southern State Bancshares, Inc., Malvern,

Arkansas, by Sara J. Harrison, Little Rock, Arkansas, to retain

her existing ownership of 15.72 percent.

Newspaper – N/Avail.

Fed Reg – 5/3/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

SMBOTH Notice by Effingham State Bank, Effingham, Illinois, to redeem

capital stock.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1890374 First Community Bank

Conway, Arkansas

11/15/1999 4/5/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Business Bancorporation, Inc., Minnetonka, Minnesota,

proposes to acquire 100% of the voting shares of The Business

Bank, Minnetonka, Minnesota, a de novo bank.*

Fed Reg – 05/01/2000

CIC The Emison Investments Limited Partnership proposes to

control Community Bank Group, Inc., Eden Prairie, Minnesota.

Fed Reg – 5/04/2000

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch Pinnacle Bank, Papillion, Nebraska, to merge with Pinnacle

Bank, Neligh, Nebraska; Pinnacle Bank, N.A., Columbus,

Nebraska; Pinnacle Bank, N.A., Osceola, Nebraska; and

Pinnacle Bank, N.A., Ogallala, Nebraska; and incident thereto,

to establish additional branches.

Newspaper - 05/05/2000

18(c) / Branch People First Bank, Hennessey, Oklahoma, to merge with People

First Bank, Elkhart, Kansas, and incident thereto, to establish an

additional branch.

Newspaper - 05/13/2000

Branch Bank at Broadmoor, Colorado Springs, Colorado, to establish a

branch at the southeast corner of Chapel Hills Drive and

Lexington Drive, Colorado Springs, Colorado.

Newspaper - 04/20/2000

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

Type Application

Ending date of

comment period

CIC Jeffrey B. and June L. Van Dyke, Plainville, Kansas, to acquire

voting shares of Plainville Bancshares, Inc., Plainville, Kansas,

and thereby indirectly acquire The Plainville State Bank,

Plainville, Kansas.

Newspaper - 04/20/2000

Fed Reg - 04/24/2000

CIC Randy Allan Deason, Chouteau, Oklahoma, to acquire voting

shares of BOC Banshares, Inc., Chouteau, Oklahoma, and

thereby indirectly acquire Bank of Commerce, Chouteau,

Oklahoma.

Newspaper - N/Avail

Fed Reg - 05/04/2000

CIC Richard Dean Goppert, as Trustee of the Revocable Inter Vivos

Trust Agreement of Richard D. Goppert, Kansas City, Missouri,

to acquire voting shares of Kansas Agency & Investments, Inc.,

Overland Park, Kansas, and thereby indirectly acquire Garnett

State Savings Bank, Garnett, Kansas.

Newspaper - 05/04/2000

Fed Reg - 05/01/2000
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Member American National Bank & Trust Company, Shawnee,

Oklahoma, for membership in the Federal Reserve System. Will

change name to Arvest Bank, Shawnee, Oklahoma, following

conversion.

Premises Bank at Broadmoor, Colorado Springs, Colorado, to invest in

bank premises.

S/R Clifton Bancshares, Inc., Wamego, Kansas, to redeem 96,919

shares of its own voting common stock.

S/R Plainville Bancshares, Inc., Plainville, Kansas, to redeem 1,299

shares of its own voting common stock.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC William H. O'Brien, Amarillo, TX, et al, to acquire an interest in

Grayco Bancshares, Inc., McLean, Texas

(previously reported the week ending April 8, 2000)

Fed Reg – 04/06/2000

Newspaper – 04/26/2000

3(a)(1) Murphy-Payne Investments, Ltd., Tyler, TX, to acquire

Carthage State Bancshares, Inc., Carthage, TX and

First State Bank and Trust Company, Carthage, TX*

(previously reported the week ending April 8, 2000)

Fed Reg – 05/10/2000

Newspaper – 05/11/2000

CIC Robert B. Mathieu, Delhi, LA, to acquire an interest in

Delhi Bancshares, Inc., Delhi, LA, and

Guaranty Bank and Trust Company of Delhi, Delhi, LA

Fed Reg – 05/04/2000

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

3(a)(1) Gulfport Bancshares, Inc., Richwood, TX, to acquire

Brazoswood National Bank, Richwood, TX*

*Subject to the provisions of the Community Reinvestment Act

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, April 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) The Dai-Ichi Kangyo Bank, Ltd., Tokyo, Japan, to engage

through The CIT Group, Inc., New York, New York, indirectly

in the United States in industrial loan company activities.

Fed Reg - 05/11/2000

4(c)(8) CB Bancshares, Inc., Honolulu, Hawaii, to engage in data

processing activities through a yet-to-be-named wholly-owned

subsidiary.

Fed Reg - N/Avail

Fed Reg - Federal Register Comment Period Ending Date)

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

Type Application

COM Banque Nationale de Paris, Paris, France, requests relief of

certain commitments made in connection with their acquisition

of Charter Atlantic Corporation, New York, New York.
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