Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 45

Week Ending November 7, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions November 1, 1998 to November 7, 1998

Bank Holding Companies

Banc One Corporation, Columbus, Ohio -- requests by certain commenters for 

reconsideration of the Board's approval of the application to merge with First 

Chicago NBD Corporation, Chicago, Illinois.

- Denied, November 2, 1998 

Peoples Heritage Financial Group, Inc., Portland, Maine, and Peoples Heritage 

Merger Corp. -- to merge with SIS Bancorp, Inc., Springfield, Massachusetts, and 

acquire Springfield Institution for Savings and Glastonbury Bank & Trust Company, 

Glastonbury, Connecticut.

- Approved, November 4, 1998 

Banks, State Member

Marine Midland Bank, Buffalo, New York -- request for an exemption from section 

23A of the Federal Reserve Act to acquire the commercial loan portfolio of the New 

York City and Chicago branches and related Cayman Island branch and International 

Banking facility of Hongkong and Shanghai Banking Corporation, Ltd., Victoria, 

Hong Kong.

- Granted, November 3, 1998 

Currency

Federal Reserve notes -- 1999 new currency budget.

- Approved, November 4, 1998 

Regulations And Policies

To Their Credit: Women-Owned Businesses -- availability of a videotape designed to 

heighten awareness among lenders about the business opportunities available in 

lending to businesses owned by women.

- Announced, November 2, 1998 

Reserve Bank Services

Federal Reserve priced services -- fee schedules for 1999 (Docket No. R-1023).

- Approved, November 4, 1998 

Federal Reserve priced services -- private sector adjustment factor for 1999 (Docket 

No. R-1023).

- Approved, November 4, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
November 1, 1998 to November 7, 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

1st Source Bank, South Bend, Indiana -- to establish a branch at 2804 East Center 

Street, Warsaw, Indiana.

- Approved, November 4, 1998 

Chicago

Berks County Bank, Reading, Pennsylvania -- to establish a branch at 4001 

Pekiomen Avenue, Exeter Township, Pennsylvania.

- Approved, November 4, 1998 

Philadelphia

Fauquier Bank, Warrenton, Virginia -- to establish a branch at 8097 Sudley Road, 

Manassas, Virginia.

- Approved, November 4, 1998 

Richmond

First Bank, Strasburg, Virginia -- to establish a branch at 661 North Loudoun Street, 

Winchester, Virginia.

- Approved, November 5, 1998 

Richmond

First Commercial Bank of Florida, Orlando, Florida -- to establish a branch at 910 

W. Vine Street, Kissimmee, Florida.

- Approved, November 4, 1998 

Atlanta

First Virginia Bank-Southwest, Roanoke, Virginia -- to establish a branch in the 

Kroger store at 7480 Lee Highway, Radford, Virginia.

- Approved, November 4, 1998 

Richmond

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to establish a branch at 

15350 W. Howard Avenue, New Berlin, Wisconsin.

- Approved, November 6, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Bank Branches, Domestic

Republic Security Bank, West Palm Beach, Florida -- to establish a branch at 831 

N.E. 8th Street, Homestead, Florida.

- Approved, November 3, 1998 

Atlanta

Republic Security Bank, West Palm Beach, Florida -- to establish a branch at 2323 

N.W. 13th Street, Gainesville, Florida.

- Approved, November 3, 1998 

Atlanta

Security Bank, Coos Bay, Oregon -- to establish a branch at 4900 S.W. Grange 

Road, Roseburg, Oregon.

- Approved, November 4, 1998 

San Francisco

Southwest Georgia Bank, Moultrie, Georgia -- to establish a branch at 720 West 

Fourth Street, Adel, Georgia.

- Approved, November 4, 1998 

Atlanta

Sterling Bank, Mount Laurel, New Jersey -- to establish a branch at 52 Main Street, 

Southampton Township, New Jersey.

- Approved, November 2, 1998 

Philadelphia

SunTrust Bank, Atlanta, Georgia -- to establish a branch at 7524 Roswell Road, 

Atlanta, Georgia, to be known as Trowbridge Crossing Office.

- Approved, November 6, 1998 

Atlanta

UnionBank West, Macomb, Illinois -- to establish a branch at 2442 Broadway, 

Quincy, Illinois.

- Approved, November 5, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Bank Holding Companies

Albion National Management Company, Inc., Albion, Nebraska -- to acquire shares 

of Sutton Agency, Inc., Sutton, Nebraska, and City State Bank.

- Approved, November 4, 1998 

Kansas City

Amundson Family Limited Partnership, Sioux Falls, South Dakota, and Beulah 

Bancorporation, Inc. -- to acquire Robinson Bank Holding Company, Robinson, 

North Dakota, and Security State Bank of Robinson.

- Approved, November 4, 1998 

Minneapolis

Appalachian Bancshares, Inc., Ellijay, Georgia -- to merge with First National Bank 

of Union County, Blairsville, Georgia.

- Approved, November 4, 1998 

Atlanta

Bank United of Texas FSB, Houston, Texas -- waiver of application to acquire 

Midland American Bancshares, Inc., Midland, Texas; MAB Bancshares of Delaware, 

Inc., Wilmington, Delaware; and Midland American Bank, Midland.

- Granted, November 6, 1998 

Dallas

Bluestem Bank Holding Company, L.L.C., Sioux Falls, South Dakota -- to acquire 

shares of Thomson Holdings, Inc., Centerville, South Dakota.

- Approved, November 6, 1998 

Minneapolis

CCB Bancshares, Inc., Hahira, Georgia -- to acquire The Remerton Agency, Inc., 

Remerton, Georgia, d/b/a Star Insurance Agency, and engage in general insurance 

activities in a town with a population of less than 5000.

- Withdrawn, October 29, 1998 (AC)

Atlanta

Central South Bancorporation, Inc., Indianola, Iowa -- to acquire Peoples Savings 

Bank.

- Approved, November 3, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Bank Holding Companies

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

Bancorp, Inc., Laurinburg, North Carolina, and acquire Scotland Savings Bank, 

SSB, and for Centura Bank, Laurinburg, to merge with Scotland Savings Bank, SSB, 

and establish a branch at one of its current locations.

- Approved, November 5, 1998 

Secretary

Chaparral Bancshares, Inc., Richardson, Texas, and Chaparral Bancshares of 

Delaware, Dover, Delaware -- to acquire Van Alstyne Financial Corporation, Van 

Alstyne, Texas, and The First National Bank of Van Alstyne.

- Approved, November 4, 1998 

Dallas

Community Financial Corporation, Topeka, Kansas -- termination of certain 

commitments.

- Granted, September 23, 1998 (AC)

Kansas City

Community Shores Bank Corporation, Roosevelt Park, Michigan -- to acquire 

Community Shores Bank, Norton Shores, Michigan.

- Approved, November 5, 1998 

Chicago

F&M Bancorp, Frederick, Maryland -- waiver of application to acquire Monocacy 

Bancshares, Inc., Taneytown, Maryland.

- Granted, October 9, 1998 (AC)

Richmond

First Bank Corp, Fort Smith, Arkansas -- to acquire Sebastian Bankshares, Inc., 

Barling, Arkansas, and River Valley Bank and Trust, Lavaca, Arkansas.

- Approved, November 4, 1998 

St. Louis

First State Bank of Texas, Denton, Texas -- waiver of application to acquire Addison 

National Bank, Addison, Texas.

- Granted, November 5, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 4 of 14
H.2 Actions under delegated authority October 4, 1998 to October 10, 1998

Bank Holding Companies

First Union Corporation, Charlotte, North Carolina -- modification of a commitment 

made in connection with its notice to acquire shares of Mentor Investment Group, 

LLC, Richmond, Virginia.

- Granted, October 7, 1998 (AC)

Richmond

First York Ban Corp, York, Nebraska -- to acquire shares of Sutton Agency, Inc., 

Sutton, Nebraska, and City State Bank.

- Approved, November 4, 1998 

Kansas City

High Point Financial Services, Inc., Forreston, Illinois -- to acquire Kent Bancshares, 

Inc., Kent, Illinois, and Kent Bank.

- Approved, November 2, 1998 

Chicago

Irwin Financial Corporation, Columbus, Indiana -- to acquire shares of Net Earnings, 

Burlingame, California, and engage in data processing activities.

- Approved, October 30, 1998 (AC)

Chicago

Machias Bancorp, MHC, Machias, Maine, and Machias Bancorp, Inc. -- to become a 

mutual bank holding company and a bank holding company, respectively, through 

reorganization of Machias Savings Bank.

- Approved, November 2, 1998 

Boston

Machias Bancorp, MHC, Machias, Maine; Machias Bancorp, Inc.; and MSB 

Leasing, Inc. -- to acquire an interest in M&M Consulting, LLC, Bangor, Maine, and 

engage in management consulting services.

- Approved, November 2, 1998 

Boston

Mt. Sterling Bancorp, Inc., Mt. Sterling, Illinois -- to acquire Mt. Sterling 

Bancshares, Inc., and Farmers State Bank & Trust Company.

- Approved, November 5, 1998 

St. Louis

(AC) = Addition or Correction Delegated - Page 5 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Bank Holding Companies

National Australia Bank Limited, Melbourne, Australia -- to engage in securities 

brokerage activities through National Australia Capital Markets, LLC, New York, 

New York.

- Approved, November 6, 1998 

Chicago

P&C Investments, Inc., Muscatine, Iowa -- to acquire shares of Peoples National 

Corporation, Columbus Junction, Iowa, and Community Bank, Muscatine.

- Returned, November 2, 1998 

Chicago

Patriot Bank Corp, Pottstown, Pennsylvania -- to purchase the stock of Keystone 

Financial Leasing Corporation.

- Approved, November 5, 1998 

Philadelphia

Pleasants County Bankshares, Inc., St. Marys, West Virginia -- to acquire The 

Pleasants County Bank.

- Approved, November 5, 1998 

Richmond

Regions Financial Corporation, Birmingham, Alabama -- to merge with Meigs 

County Bancshares, Inc., Decatur, Tennessee, and acquire Meigs County Bank.

- Approved, November 3, 1998 

Atlanta

Regions Financial Corporation, Birmingham, Alabama -- to merge with VB&T 

Bancshares Corp., Valdosta, Georgia, and acquire Valdosta Bank and Trust.

- Approved, November 3, 1998 

Atlanta

Regions Financial Corporation, Birmingham, Alabama -- to merge with Bullsboro 

Bancshares, Inc., Newnan, Georgia, and acquire The Bank of Newnan.

- Approved, November 3, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Bank Holding Companies

Regions Financial Corporation, Birmingham, Alabama -- to merge with Saint James 

Bancorporation, Inc., Lutcher, Louisiana, and acquire Saint James Bank and Trust 

Company.

- Approved, November 3, 1998 

Atlanta

Santa Barbara Bancorp, Santa Barbara, California -- to merge with Pacific Capital 

Bancorp, Salinas, California, and acquire First National Bank of Central California, 

and South Valley National Bank, Morgan Hill, California.

- Approved, November 3, 1998 

San Francisco

Southern Bancorp, Inc., Marietta, Georgia -- to acquire Southern National Bank.

- Approved, November 3, 1998 

Atlanta

St. Charles Financial Corporation, Berkeley, Illinois -- to acquire Commerce 

Bancorp, Inc., and National Bank of Commerce.

- Approved, November 2, 1998 

Chicago

State Street Corporation, Boston, Massachusetts -- to acquire through Bridge 

Information Systems, Inc., St. Louis, Missouri, the assets of the financial-marketdata business of ADP Financial Information Services, Inc., Jersey City, New Jersey, 

and Wilco International Limited, London, England, and engage in data processing 

and data transmission activities.

- Approved, November 6, 1998 

Secretary

Terry and Kathy Barrett Family Limited Partnership, Frisco, Colorado -- to acquire 

shares of Quinter Insurance Service, Inc., Quinter, Kansas, and acquire First National 

Bank.

- Approved, November 5, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 7 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Bank Holding Companies

Texas Financial Bancorporation, Minneapolis, Minnesota -- to acquire TNB 

Bancorporation, Inc., Brenham, Texas; TNB Bancorporation of Delaware, Inc., 

Wilmington, Delaware; and Texas National Bank, Brenham.

- Approved, November 5, 1998 

Dallas

Texas Financial Bancorporation, Minneapolis, Minnesota, and Delaware Financial, 

Inc., Wilmington, Delaware -- waiver of application to acquire Addison National 

Bank, Addison, Texas.

- Granted, November 4, 1998 

Dallas

Town & Country Bancshares, Inc., Guthrie, Oklahoma -- to acquire Oklahoma State 

Bank.

- Approved, November 2, 1998 

Kansas City

Wells Fargo & Company, San Francisco, California -- to acquire Franklin 

Bancshares, Inc., Franklin, Texas, and The First National Bank of Franklin.

- Approved, November 5, 1998 

Secretary

Bank Mergers

New First Valley Bank, Seeley Lake, Montana -- to merge with First Valley Bank.

- Approved, November 4, 1998 

Minneapolis

Pleasants County Bank, St. Marys, West Virginia -- to merge with County Interim 

Bank.

- Approved, November 5, 1998 

Richmond

Banks, Nonmember, And Miscellaneous Institutions

Compu Com Systems, Inc., Dallas, Texas -- deregistration under Regulation U.

- Approved, November 3, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 8 of 14
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Banks, Nonmember, And Miscellaneous Institutions

McDonnell Douglas West Federal Credit Union, Huntington Beach, California -- 

deregistration under Regulation U.

- Approved, October 30, 1998 (AC)

San Francisco

Banks, State Member

Bank of Hartington, Hartington, Nebraska -- to declare a dividend.

- Approved, November 2, 1998 

Kansas City

Capital Stock

East Penn Bank, Emmaus, Pennsylvania -- redemption of shares.

- Approved, September 29, 1998 (AC)

Philadelphia

F&M Bank-West Virginia, Inc., Ranson, West Virginia -- to reduce capital stock.

- Approved, November 5, 1998 

Richmond

Change In Bank Control

Adams Bancshares, Inc., Adams, Minnesota -- change in bank control.

- Withdrawn, November 2, 1998 

Minneapolis

Ashland Bancshares, Inc., Ashland, Nebraska -- change in bank control.

- Permitted, November 4, 1998 

Kansas City

First Capital Bancorp, Inc., Norcross, Georgia -- change in bank control.

- Permitted, November 5, 1998 

Atlanta

First Perry Bancorp, Inc., Pinckneyville, Illinois -- change in bank control.

- Permitted, November 2, 1998 

St. Louis

(AC) = Addition or Correction Delegated - Page 9 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Change In Bank Control

IFB Holdings, Inc., Chillicothe, Missouri -- change in bank control.

- Permitted, November 2, 1998 

Kansas City

United Bank Corporation, Barnesville, Georgia -- change in bank control.

- Permitted, November 3, 1998 

Atlanta

Competitive Factors Reports

21st Century Bank-South, Balaton, Minnesota -- report on competitive factors of the 

proposed acquisition of certain assets and assumption of certain liabilities of 21st 

Century Bank.

- Submitted, November 3, 1998 

Minneapolis

Charter One Financial, Inc., Cleveland, Ohio -- report on competitive factors of the 

proposed acquisition of ALBANK Financial Corporation, Albany, New York, and 

proposed merger of Charter One Bank, FSB, Cleveland, with ALBANK, FSB, 

Albany, and ALBANK Commercial.

- Submitted, November 6, 1998 

Cleveland

Citizens Exchange Bank, Pearson Georgia -- report on competitive factors of the 

proposed merger with Interim Financial Corporation.

- Submitted, November 4, 1998 

Atlanta

Citizens National Bank of Lansford, Lansford, Pennsylvania -- report on competitive 

factors of the proposed merger with Citizens National Bank of Slatington, 

Slatington, Pennsylvania.

- Submitted, November 5, 1998 

Philadelphia

(AC) = Addition or Correction Delegated - Page 10 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Competitive Factors Reports

Citizens State Bank, Reynolds, Georgia -- report on competitive factors of the 

proposed merger with Commercial State Bank, Donalsonville, Georgia, and Bank of 

Terrell, Dawson, Georgia. 

- Submitted, November 4, 1998 

Atlanta

City National Bank, Beverly Hills, California -- report on competitive factors of the 

proposed merger with North American Trust Company, San Diego, California.

- Submitted, November 4, 1998 

San Francisco

First Security Bank of Bozeman, Bozeman, Montana -- report on competitive factors 

of the proposed merger with First Security Bank of Belgrade, Belgrade, Montana.

- Submitted, November 6, 1998 

Minneapolis

Nixon State Bank, Nixon, Texas -- report on competitive factors of the proposed 

merger with New Nixon, Inc.

- Submitted, November 4, 1998 

Dallas

Patriot Bank, Pottstown, Pennsylvania -- report on competitive factors of the 

proposed merger with First Lehigh Bank, Walnutport, Pennsylvania.

- Submitted, November 5, 1998 

Philadelphia

Stockmans Bank, Elk Grove, California -- report on competitive factors of the 

proposed merger with SFG Merger Company.

- Submitted, November 5, 1998 

San Francisco

Stockmans Bank, Elk Grove, California -- report on competitive factors of the 

proposed merger with Stockmans Financial Group.

- Submitted, November 5, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 11 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Competitive Factors Reports

Valley Bank, North Mankato, Minnesota -- report on competitive factors of the 

proposed merger with Farmers Bank, Minnesota Lake, Minnesota.

- Submitted, November 3, 1998 

Minneapolis

Extensions Of Time

Great Southern Capital Corporation Employee Stock Ownership Trust, Meridian, 

Mississippi -- extension to February 4, 1999, to acquire shares of Great Southern 

Capital Corporation.

- Granted, November 4, 1998 

Atlanta

National City Bancshares, Inc., Evansville, Indiana -- extension to December 31, 

1998, to engage in the operation of a thrift through the acquisition of Princeton 

Federal Bank, FSB, Princeton, Kentucky.

- Granted, November 5, 1998 

St. Louis

Norwest Corporation, Minneapolis, Minnesota -- extension to comply with a 

commitment made in connection with the application to acquire The Foothill Group, 

Inc., Los Angeles, California.

- Granted, November 2, 1998 

Director, BS&R

Watford City Bancshares, Inc., Watford City, North Dakota -- extension to January 

31, 1999, to redeem shares.

- Granted, November 5, 1998 

Minneapolis

International Operations

Bankers Trust Corporation, New York, New York -- waiver of remainder of the 45-

day notification period to invest in certain special purpose companies.

- Granted, November 6, 1998 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 12 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Membership

F&M Bank-Iowa South Central, Kellogg, Iowa -- to become a member of the 

Federal Reserve System.

- Approved, November 6, 1998 

Chicago

F&M Bank-Iowa, Story City, Iowa -- to become a member of the Federal Reserve 

System.

- Approved, November 6, 1998 

Chicago

First Capital Bank, Glen Allen, Virginia -- to become a member of the Federal 

Reserve System.

- Approved, November 3, 1998 

Richmond

First Commercial Bank of Florida, Orlando, Florida -- to become a member of the 

Federal Reserve System.

- Approved, November 4, 1998 

Atlanta

New First Valley Bank, Seeley Lake, Montana -- to become a member of the Federal 

Reserve System.

- Approved, November 4, 1998 

Minneapolis

New Peoples Bank, Inc., Honaker, Virginia -- to become a member of the Federal 

Reserve System.

- Approved, October 6, 1998 (AC)

Richmond

Pioneer Bank and Trust Company, Ponca City, Oklahoma -- to become a member of 

the Federal Reserve System.

- Approved, November 4, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 13 of 14
H.2 Actions under delegated authority November 1, 1998 to November 7, 1998

Membership

Tower Bank & Trust Company, Fort Wayne, Indiana -- to become a member of the 

Federal Reserve System.

- Returned, November 4, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 14 of 14
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, November 7, 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

4(c)(8) Westbank Corporation, West Springfield, Massachusetts – to

acquire Cargill Bancorp, Inc., Putnam, Connecticut and operate

its subsidiary, Cargill Bank, a Connecticut chartered stock

savings and loan association, as a separate bank entity

Newspaper – 11/30/1998

FedReg – 12/07/1998

3(a)(1) CCBT Bancorp, Inc., Hyannis, Massachusetts – to become a

bank holding company through the acquisition of 100% of Cape

Cod Bank and Trust Company, Hyannis, Massachusetts

Newspaper – N/Avail

Fed Reg – 12/07/1998

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, November 7, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Banco Popular de Puerto Rico, Hato Rey, Puerto Rico, to

establish a branch office at 1170 Castle Hill Avenue, Bronx,

New York.*

Newspaper – 11/30/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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, November 7, 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) Sun Bancorp, Vineland, NJ, to acquire Sun National Bank,

Delaware, a de novo bank which is being formed in order

to acquire certain assets and liabilities of Household Bank,

FSB, Wood Dale, IL.

Newspaper - 12/5/1998

Fed Reg - 12/3/1998

3(a)(1) First Perry Bancorp, Inc., Marysville, PA, to form a bank

holding company by acquiring The First National Bank of

Marysville, Marysville, PA.

Newspaper - N/Avail

Fed Reg - 12/7/1998

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, November 07, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notification from Genoa Banking Company, Genoa, OH on

11/06/1998 of its inent to establish a branch at 703 Conant

Street, Maumee, OH.

11/25/1998

18(c)

Branch

Application from The Fifth Third Bank of Southern Ohio,

Hillsboro, OH on 11/02/1998 to merge wtih Bank of Ashalnd,

Inc., Ashland, KY and incident thereto establish branch offices.

N/Avail

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

Type Application

Ending date of

comment period

3(a)(5) Application by Fifth Third Bancorp, Cincinnati, OH received on

11/02/1998 to acquire Ashland Bankshares, Inc., Ashland, KY.

Fed Reg - 12/03/1998

3(a)(3) Application by Mountain Bancorp, Inc., West Liberty, KY

received 11/04/1998 to acquire Citizens Bank, Grayson, KY.

N/Avail

CIC Notification by James R. Izant and Elizabeth A. Izant, both of

Warren, OH; Phyllis J. Izant, Lafayette, IN; and Holly H. IzantMcSharry, Riverside, CT of their intent to acquire up to 14.52

percent of the outstanding votig shares of Second Bancorp

Incorporated, Warrn, OH.

N/Avail

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

159627 The Sabina Bank, Sabina, Ohio 8/17/1998 10/29/1998 S X

858210 The Farmers Citizens Bank, Bucyrus,

Ohio

8/27/1998 10/30/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, November 7, 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) Mason-Dixon Bancshares, Inc., Westminster, Maryland, to

merge with Sterling Bancorp, Baltimore, Maryland.*

Fed Reg – 11/23/1998

Newspaper – 11/21/1998

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

merge with MainStreet Financial Corporation, Martinsville,

Virginia.*

Fed Reg – 12/07/1998

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) Old Point Financial Corporation, Hampton, Virginia, to establish

Old Point Trust & Financial Services, N.A., Hampton, Virginia.

S/R Farmers Bank, Windsor, Virginia, to purchase and retire shares

of its common stock.
Section V – of CRA public Availability 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

417626 Putnam County Bank

2761 Main Street

Hurricane, West Virginia 25526

08/13/1998 11/01/1998 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, November 7, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 10 Spring Street, Georgetown, Texas.

11/19/1998

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

Type Application

Ending date of

comment period

3(a)(1) Aliant Financial Corporation, Alexander City, Alabama, to

become a bank holding company by acquiring Aliant National

Corporation, Alexander City, Alabama, and its subsidiary bank,

Aliant Bank, Alexander City, Alabama.

Newspaper - 12/05/1998

CIC City Financial Corporation of Tampa, Tampa, Florida, prior

notification by Mr. David A. Straz, Jr., to acquire 45.5 percent of

the outstanding shares of City Financial Corporation of Tampa,

Tampa, Florida. Total ownership will be 50.01 percent.

N/Avail

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) Regions Financial Corporation, Birmingham, Alabama, to

acquire EFC Holdings, Inc., Charlotte, N.C., and its subsidiaries,

Equifirst Corporation, EquiFirst Mortgage, and Money

American, Inc., all of Charlotte, North Carolina, and thereby

engage in making, acquiring, or servicing loans or other

extensions of credit.

COM PanAmerican Bank, Miami, Florida, commitment waiver

request.

S/R The Brand Banking Company, Lawrenceville, Georgia, request

to increase investment in bank premises.

COM Liberty Financial Services, Inc., New Orleans, Louisiana,

commitment waiver request.

COM BankFirst Corporation, Knoxville, Tennessee, commitment

waiver request.

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, November 7, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branches

Pinnacle Bank

St. Joseph, Michigan

 Citizens National Bank of Evansville

 Evansville, Indiana

 Citizens Bank of Southern Indiana

 Tell City, Indiana

 Citizens Bank of Western Indiana

 Terre Haute, Indiana

 Citizens Bank of Kentucky

 Madisonville, Kentucky

 Citizens Bank of Central Indiana

 Greenwood, Indiana

 Citizens Bank of Illinois, N.A.

 Mount Vernon, Illinois

 Citizens Trust Company of Indiana, National Association

 Evansville, Indiana

 and thereby to establish 102 branches

Newspaper – N/Avail

18(c) &

 Branches

Salin Bank and Trust Company

Indianapolis, Indiana

 4 branches from Bank One, Indiana, National Association

 Indianapolis, Indiana

 114 N. Main Street

 Jonesboro, Indiana

 1200 N. Baldwin Avenue

 Marion, Indiana

 3010 S. Adams Street

 Marion, Indiana

 302 S. Washington Street

 Marion, Indiana

Newspaper – N/Avail

Branch Bank of Elmwood

Racine, Wisconsin

 5455 Sheridan Road

 Kenosha, Wisconsin

Newspaper – 12/5/1998
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Richland County Bancshares, Inc.*

Richland Center, Wisconsin

 Richland County Bank

 Richland Center, Wisconsin

Fed Reg – 11/13/1998

Newspaper – 11/16/1998

3(a)(3) First American Bank Group, Ltd.*

Fort Dodge, Iowa

 First American Credit Corporation

 Jewell, Iowa

 Freedom Holdings, L.C.

 West Des Moines, Iowa

 Freedom Financial Bank (in organization)

 West Des Moines, Iowa

Fed Reg – 11/23/1998

Newspaper – N/Avail

3(a)(1) First American Credit Corporation*

Jewell, Iowa

 Freedom Holdings, L.C.

 West Des Moines, Iowa

 Freedom Financial Bank (in organization)

 Wes Des Moines, Iowa

Fed Reg – 11/23/1998

Newspaper – N/Avail

3(a)(1) Freedom Holdings, L.C.*

West Des Moines, Iowa

 Freedom Financial Bank (in organization)

 West Des Moines, Iowa

Fed Reg – 11/23/1998

Newspaper – N/Avail

3(a)(1) P&C Investments, Inc.*

Muscatine, Iowa

 Peoples National Corporation

 Columbus Junction, Iowa

 Community Bank

 Muscatine, Iowa

Fed Reg – 12/7/1998

Newspaper – N/Avail

3(a)(3) PSB Corporation*

Wellsburg, Iowa

 Denver Ban Corporation

 Denver, Iowa

 Denver Savings Bank

 Denver, Iowa

Fed Reg – 11/2/1998

Newspaper – 10/31/1998

3(a)(3) Peotone Bancorp, Inc.*

Peotone, Illinois

 Bank of the San Juans

 Durango, Colorado

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) Southwest Bancorp, Inc.*

Worth, Illinois

 Bank of the San Juans

 Durango, Colorado

Fed Reg – N/Avail

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

Type Application

Ending date of

comment period

CIC Goodenow Bancorporation

Okoboji, Iowa

 By Sara J. Blum

Fed Reg – 11/27/1998

Newspaper – N/Avail

CIC Goodenow Bancorporation

Okoboji, Iowa

 By Stephen J. Goodenow

Fed Reg – 11/27/1998

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

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

565246 F&M Bank – Algoma

208 Steele St.

P.O. Box 8

Algoma, WI 54201

(920) 487-5261

07/7/1998 11/3/1998 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, November 7, 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) *Notice by Union Planters Corporation, Memphis, Tennessee,

to indirectly acquire FSB, Inc., Covington, Tennessee

(previously reported during the week ending October 31, 1998).

Newspaper - 11/6/1998

Fed Reg – 11/30/1998

3(a)(5) *Companion notice by Union Planters Holding Corporation,

Memphis, Tennessee, a wholly owned subsidiary of Union

Planters Corporation, Memphis, Tennessee, to acquire, through

merger, FSB, Inc., Covington, Tennessee (previously reported

during the week ending October 31, 1998).

Newspaper – 11/6/1998

Fed Reg – 11/30/1998

3(a)(5) *Notice by Simmons First National Corporation, Pine Bluff,

Arkansas, to acquire Lincoln Bancshares, Inc., Lincoln,

Arkansas.

Newspaper – 12/5/1998

Fed Reg – N/Avail.

3(a)(1) *Notice by Port Williams Bancshares, Inc., Carrollton,

Kentucky, to acquire The First National Bank of Carrollton,

Carrollton, Kentucky.

Newspaper – 12/7/1998

Fed Reg – 12/7/1998

* 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

3(a)(5)(C) Notice by Bancorp of Okolona, Inc., Okolona, Mississippi, to

acquire Bank of Okolona, Okolona, Mississippi.

N\Avail

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, November 7, 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

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) U.S. Bancorp, Minneapolis, Minnesota, to acquire Libra

Investments, Inc., Los Angeles, California. Through this

acquisition, U.S. Bancorp will acquire an equity interest in Libra

Investors, LLC; LFM, LLC; Libra Investors II, LLC; and LFC,

LLC, all of Los Angeles, California, and thereby engage in

underwriting and dealing in all types of debt and equity

securities other than open-end investment companies; engage in

financial advisory activities; provide agency transactional

services for customer investments; act through subsidiaries as

general partners for a series of limited partnerships and limited

liability companies.

11/24/1998
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, November 7, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch Bank of Colorado, Fort Lupton, Colorado, to merge with Bank

of Colorado – Front Range, Windsor, Colorado, and incident

thereto, establish an additional branch.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

CIC Huston Family Voting Trust and Non Huston Family Members

Voting Trust, both of Marshall, Missouri, to acquire voting

shares of Wood & Huston Bancorporation, Marshall, Missouri;

and thereby indirectly acquire Wood & Huston Bank, Marshall,

Missouri; and Missouri Southern Bank, West Plains, Missouri.

Newspaper – N/Avail

Fed Reg –11/27/1998

CIC Robert Valdez, as Trustee of ESOP, La Junta, Colorado, to

acquire voting shares of First Bankshares of Las Animas, Las

Animas, Colorado; and thereby indirectly acquire First National

Bank of Las Animas.

Newspaper – N/Avail

Fed Reg – 11/23/1998

CIC Dale L. Leighty, Las Animas, Colorado, to acquire voting shares

of First Bankshares of Las Animas, Las Animas, Colorado; and

thereby indirectly acquire First National Bank, Las Animas,

Colorado.

Newspaper – N/Avail

Fed Reg – 11/23/1998

3(a)(3) Homestead Financial Corporation ESOP, Beatrice, Nebraska, to

acquire 8.91 percent, for a pro forma total of 38.22 percent, of

the voting shares of Homestead Financial Corporation, Beatrice,

Nebraska; and thereby indirectly acquire First National Beatrice

Bank, Beatrice, Nebraska.

Newspaper – N/Avail

Fed Reg – 11/23/1998

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Member First Bank of Cleveland, Cleveland, Oklahoma, for membership

in the Federal Reserve System.

S/R Wilburton State Bancshares, Wilburton, Oklahoma, to redeem

7,500 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

518251 First Security Bank

1280 Center Avenue

Mitchell, Nebraska 69357

8/10/1998 11/04/1998 S X

851659 State Bank

P.O Box 187

Palmer, Nebraska 68864

8/04/1998 11/04/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, November 7, 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) Aberdeen Financial Corporation, Sierra Blanca, TX, to acquire

Aberdeen Financial Intermediate Holding Company, Inc.,

Wilmington, DE, and Bank of Sierra Blanca, Sierra Blanca, TX*

Fed Reg – 12/04/1998

Newspaper – N/Avail

3(a)(1) Aberdeen Financial Intermediate Holding Company, Inc.,

Wilmington, DE, to acquire

Bank of Sierra Blanca, Sierra Blanca, TX*

Fed Reg – 12/04/1998

Newspaper – N/Avail

3(a)(3) FVNB Corp., Victoria, TX, and

FVNB Delaware Corp., Wilmington, DE, to acquire

CBOT Financial Corporation, New Waverly, TX,

CBOT Financial Corporation of Delaware, Wilmington, DE,

and Citizens Bank of Texas, N.A., New Waverly, TX*

(Previously reported the week ending October 31, 1998)

Fed Reg – 11/27/1998

Newspaper – 11/27/1998

3(a)(3) Texas Country Bancshares, Inc., Brady, TX, and

TCB Delaware, Inc., Dover, DE, to acquire

Knox City Bancshares, Inc., Knox City, TX, and

Citizens Bank, Knox City, TX*

(Previously reported the week ending October 31, 1998)

Fed Reg – 11/16/1998

Newspaper – 11/21/1998

3(a)(3) Bryan Family Management Trust, Bryan, TX, and

Bryan Heritage Limited Partnership, Bryan, TX, to acquire

The First National Bank of Bryan, Bryan, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) Sulpur Springs Bancshares, Inc., Sulphur Springs, TX,

Sulphur Springs Delaware Financial Corporation, Dover, DE,

and The City National Bank of Sulphur Springs, Sulphur

Springs, TX, to acquire

First National Bank, Sulphur Springs, TX*

Fed Reg – N/Avail

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

Type Application

Ending date of

comment period

CIC Tieman Dippel, Brenham, TX, et al, to acquire an interest in

Brenham Bancshares, Inc., Brenham, TX

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) The Bank of Texas Bancshares, Inc., Devine, TX, to acquire

BOT Financial Group, Inc., Carson City, NV, and

The Bank of Texas, Devine, TX

3(a)(1) BOT Financial Group, Inc., Carson City, NV, to acquire

The Bank of Texas, Devine, TX

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.
Section V – Availability of CRA public evaluations

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, November 7, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Valley Independent Bank, El Centro, California, to acquire the

Hemet, California, branch of Fremont Investment & Loan,

Anaheim, California. *

Newspaper – 12/03/1998

Branch Idaho Banking Company, Boise, Idaho, to establish a branch

office at 449 East Parkcenter Boulevard, Boise, Idaho. *

Newspaper – 11/25/1998

Branch Idaho Banking Company, Boise, Idaho, to establish a branch

office at 600 South Rivershore Lane, Suite 120, Eagle, Idaho. *

Newspaper – 11/25/1998

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

Type Application

Ending date of

comment period

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

acquire Riverton State Banking Holding Company, Riverton,

Wyoming. *

Newspaper – 11/30/1998

Fed Reg – 12/04/1998

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

9.9 percent of the voting shares of Washington Banking

Company, Oak Harbor, Washington. *

Newspaper – 11/30/1998

Fed Reg – 11/27/1998

3(a)(5) Western Bancorp, Newport Beach, California, to merge with

PNB Financial Group, Newport Beach, California. *

Newspaper – N/Avail

Fed Reg – N/Avail

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 Pacific State Bank, Stockton, California, to become a member of

the Federal Reserve System.

Waiver National Bancorp of Alaska, Anchorage, Alaska, requests a

waiver of any Bank Holding Company Act application

requirement in connection with its proposed acquisition of

Northland Savings Bank (In Organization), Seattle, Washington.

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

2364564 Valley Bank of Arizona

3550 North Central Avenue

Phoenix, Arizona 85012

(602) 274-7500

06/29/1998 11/03/1998 S X

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not

intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility

for errors or omissions.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None