Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 18

Week Ending May 2, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions April 26, 1998 to May 2, 1998

Testimony And Statements

Mergers among U.S. banking organizations and other financial services firms -- 

statement by Governor Meyer before the House Committee on Banking and 

Financial Services, April 29, 1998.

- Published, April 29, 1998 

Ways to improve the Consumer Price Index -- statement by Governor Gramlich 

before a subcommittee of the House Committee on Government Reform and 

Oversight.

- Published, April 29, 1998 

Year 2000 computer systems issue -- statement by Governor Kelley before the 

Senate Committee on Commerce, Science, and Transportation, April 28, 1998.

- Published, April 28, 1998 

Bank Holding Companies

PAB Bancshares, Inc., Valdosta, Georgia -- to acquire Investors Financial 

Corporation, Bainbridge, Georgia, and Bainbridge National Bank

- Approved, April 27, 1998 

Board Operations

Office of Board Members -- appointment of Lynn S. Fox as Assistant to the Board 

for public affairs, effective June 1, 1998;l to succeed Joseph R. Coyne, Assistant to 

the Board, who is retiring May 31, 1998.

- Approved, May 1, 1998 

Office of the Secretary -- appointment of Jennifer J. Johnson as Secretary of the 

Board to succeed William W. Wiles, who is retiring May 31, 1998; and appointment 

of Robert de V. Frierson as Associate Secretary, effective June 1, 1998.

- Approved, April 28, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
April 26, 1998 to May 2, 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

Bank of St. Petersburg, St. Petersburg, Florida -- to establish a branch at 3065 34th 

Street, North.

- Approved, May 1, 1998 

Atlanta

Callaway Bank, Fulton, Missouri -- to establish a branch at the corner of Forum and 

Chapel Hill Roads in Columbia, Missouri.

- Approved, April 28, 1998 

St. Louis

Colonial Bank, Montgomery, Alabama -- to establish a branch at 1201 Gunter 

Avenue, Guntersville, Alabama.

- Approved, April 30, 1998 

Atlanta

Crestar Bank, Richmond, Virginia -- to establish a branch in the Kroger store at the 

intersection of 11th Street and Arch Avenue, Waynesboro, Virginia.

- Approved, April 30, 1998 

Richmond

Crestar Bank, Richmond, Virginia -- to establish a branch in the Community Price 

Food Store at the intersection of Hull Street and Belt Boulevard.

- Approved, April 30, 1998 

Richmond

Crestar Bank, Richmond, Virignia -- to establish a branch in the Hannaford grocery 

store at 3507 West Cary Street.

- Approved, April 30, 1998 

Richmond

Dauphin Deposit Bank and Trust Company, Harrisburg, Pennsylvania -- to establish 

branches in York, Pennsylvania, at 21 East Market Street; and 107 West Market 

Street.

- Approved, April 27, 1998 

Philadelphia

(AC) = Addition or Correction Delegated - Page 1 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Bank Branches, Domestic

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch in the Colerain Bank Mart 

at 9690 Colerain Avenue.

- Approved, May 1, 1998 

Cleveland

First Republic Bank, Philadelphia, Pennsylvania -- to establish a branch at 1818 

Market Street.

- Approved, April 27, 1998 

Philadelphia

Ohio Heritage Bank, Coshocton, Ohio -- to establish a branch at 1104 Walnut Street.

- Approved, May 1, 1998 

Cleveland

Provident Bank of Florida, Sarasota, Florida -- to establish a branch at 5550 

Fruitville Road, Sarasota, Florida.

- Approved, May 1, 1998 

Atlanta

WestStar Bank, Vail, Colorado -- to establish a branch at 40 Sunset Drive #10A, 

Basalt; and 205 Independence, Cedaredge, Colorado.

- Approved, April 30, 1998 

Kansas City

Bank Holding Companies

1885 Bancorp, New Bedford, Massachusetts -- to acquire Sandwich Bancorp, Inc., 

Sandwich, Massachusetts.

- Approved, April 27, 1998 

Boston

American Marine Bank Employee Stock Ownership Plan, Bainbridge Island, 

Washington -- request for relief from a commitment.

- Granted, April 30, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 2 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Bank Holding Companies

Belvedere Capital Partners, Inc., San Francisco, California ; California Community 

Financial Institutions Fund Limited Partnership; and Belvedere Bancorp -- to acquire 

shares of National Business Bank, Torrance, California.

- Approved, May 1, 1998 

San Francisco

Cardinal Financial Corporation, Fairfax, Virginia -- to acquire Cardinal Bank, N.A.

- Approved, May 1, 1998 

Richmond

Charcompany, Inc., Birmingham, Michigan -- to acquire Warren Bank, Warren, 

Michigan.

- Granted, April 28, 1998 

Chicago

Citizens National Bancshares, Nicholasville, Kentucky -- to acquire Citizens National 

Bank of Jessamine County.

- Approved, May 1, 1998 

Cleveland

Clover Community Bankshares, Inc., Clover, South Carolina -- to acquire Clover 

Community Bank.

- Approved, April 28, 1998 

Richmond

CNB Bancshares, Inc., Evansville, Indiana -- to acquire National Bancorp, Tell City, 

Indiana, and TCB Bank.

- Approved, April 29, 1998 

St. Louis

Employee Stock Ownership Trust of Peoples Bank and Trust Company of Pickett 

County, Byrdstown, Tennessee -- to acquire additional shares of Cumberland 

Bancshares.

- Approved, April 29, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Bank Holding Companies

Giltner Investment Partnership II, Ltd., Omaha, Nebraska -- to acquire Avoca 

Company, Avoca, Nebraska; and engage in the sale of general insurance activities.

- Permitted, April 29, 1998 

Kansas City

Hall Properties, LP, Perry, Oklahoma -- to acquire Perry Bancshares, Inc.

- Approved, May 1, 1998 

Kansas City

Hibernia Corporation, New Orleans, Louisiana -- to merge with Peoples Holding 

Corporation, Minden, Louisiana, and acquire Peoples Bank and Trust Company.

- Approved, April 29, 1998 

Atlanta

Keystone Financial, Inc., Harrisburg, Pennsylvania -- request for relief from certain 

commitments made in connection with proposal to acquire Martindale Andres & 

Company, West Conshocken, Pennsylvania, and engage in certain investment 

advisory activities.

- Granted, April 29, 1998 

Director, BS&R

LCNB Bancorporation of Delaware, Inc., Wilmington, Delaware -- to acquire 

Langham Creek National Bank, Houston, Texas.

- Approved, April 30, 1998 

Dallas

LCNB Bancorporation, Inc., Houston, Texas -- to acquire LCNB Bancorporation of 

Delaware, Inc., Wilmington, Delaware, and Langham Creek National Bank, 

Houston, Texas.

- Approved, April 30, 1998 

Dallas

Norwest Corporation, Minneapolis, Minnesota -- to acquire First Bank of Grants, 

Grants, New Mexico.

- Approved, April 27, 1998 

Secretary

(AC) = Addition or Correction Delegated - Page 4 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Bank Holding Companies

Norwest Corporation, Minneapolis, Minnesota -- request that its subsidiary, the 

Foothill Group, Inc., Los Angeles, California, be permitted to act as general partner 

for certain leveraged investment limited partnerships.

- Granted, April 28, 1998 

Director, BS&R

Pedcor Bancorp, Indianapolis, Indiana -- to engage in nonbanking activities.

- Withdrawn, April 30, 1998 

San Francisco

Premier Bancorp, Inc., Brentwood, Tennessee -- to acquire Premier Bank of 

Brentwood.

- Approved, May 1, 1998 

Atlanta

Round Top Bancshares, Inc., Round Top, Texas -- to acquire South Central Texas 

Commercial Corporation, Carson City, Nevada, and Round Top State Bank.

- Approved, May 1, 1998 

Dallas

St. Paul Bancorp, Inc., Chicago, Illinois -- waiver of application to acquire Beverly 

National Bank, Wilmington, Illinois.

- Granted, April 27, 1998 

Chicago

San Juan Bank Holding Company, Friday Harbor , Washington -- to acquire 

Islanders Bank.

- Withdrawn, April 28, 1998 

San Francisco

South Central Texas Commercial Corporation, Carson City, Nevada -- to acquire 

Round Top State Bank, Round Top, Texas.

- Approved, May 1, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Bank Holding Companies

Southeast Capital Corporation ESOP, Idabel, Oklahoma, and Southeast Capital 

Corporation -- to engage in community development activities.

- Permitted, May 1, 1998 

Kansas City

Southern Heritage Bancorp, Inc., Oakwood, Georgia -- to acquire Southern Heritage 

Bank.

- Approved, April 30, 1998 

Atlanta

SouthTrust Corporation, Montgomery, Alabama, and SouthTrust of Alabama -- 

request for waiver of application to acquire American Banks of Florida, Inc., 

Jacksonville, Florida.

- Granted, April 30, 1998 

Secretary

Summit Bankshares, Inc., Raphine, Virginia -- to retain ownership of Valley Security 

Insurance Company.

- Approved, April 29, 1998 

Richmond

Unity Holdings, Inc., Cartersville, Georgia -- to acquire Unity National Bank.

- Approved, April 29, 1998 

Atlanta

USAL Bancorp, Inc., Union Springs, Alabama -- to acquire AmeriFirst Bank, N.A.

- Approved, April 27, 1998 

Atlanta

Wachovia Corporation, Winston-Salem, North Carolina -- to acquire Hunt, Dupree, 

Rhine & Associates, Inc., Greenville, South Carolina, and Retirement Plan Securities, 

and engage in employee benefits consulting and financial and investment advisory 

activities.

- Permitted, April 28, 1998 

Secretary

(AC) = Addition or Correction Delegated - Page 6 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Bank Holding Companies

Wilber Company, Wilber, Nebraska -- to acquire shares of NebraskaLand National 

Bank, North Platte, Nebraska.

- Approved, April 29, 1998 

Kansas City

Bank Mergers

Mercantile Bank, Overland Park, Kansas -- to purchase the assets and assume the 

liabilities of certain branches of Mercantile Bank of Northern Missouri, Macon; and 

to merge with Mercantile Bank of St. Joseph, St. Joseph, and Mercantile Bank of 

Northwest Missouri, Maryville, Missouri, and to establish additional branches.

- Approved, April 29, 1998 

Kansas City

Banks, State Member

Exchange Bank and Trust Company, Perry, Oklahoma -- payment of a dividend.

- Approved, May 1, 1998 

Kansas City

Capital Stock

Southern Minnesota Bancshares, Inc., Wells, Minnesota -- redemption of shares

- Approved, April 28, 1998 

Minneapolis

Change In Bank Control

HBancorporation Inc., Lawrenceville, Illinois -- change in bank control.

- Permitted, May 1, 1998 

St. Louis

Northwest Iowa Bancorporation, Le Mars, Iowa -- change in bank control.

- Permitted, April 27, 1998 

Chicago

Perry Bancshares, Inc., Perry, Oklahoma -- change in bank control.

- Permitted, May 1, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 7 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Competitive Factors Reports

Banc One Corporation, Columbus, Ohio -- report on competitive factors involving 

various proposed purchase and assumption transactions by Banc One Corporation 

subsidiary banks.

- Submitted, April 27, 1998 

Cleveland

BankBoston, N.A., Boston, Massachusetts -- report on competitive factors of the 

proposed acquisition of the assets and assumption of the liabilities of the bank 

formerly known as Deutsche Bank Argentina, S.A., Buenos Aires, Argentina.

- Submitted, April 28, 1998 

Boston

Cardinal State Bank, Maineville, Ohio -- report on competitive factors of the 

proposed merger with Deer Park Federal Savings and Loan Association, Cincinnati, 

Ohio.

- Submitted, April 27, 1998 

Cleveland

Citizens National Bank of Jessamine County, Nicholasville, Kentucky -- report on 

competitive factors of the proposed merger with Citizens Interim National Bank.

- Submitted, April 27, 1998 

Cleveland

Farmers State Bank of McNabb, McNabb, Illinois -- report on competitive factors of 

the proposed merger with Farmers Interim Bank.

- Submitted, April 27, 1998 

Chicago

Gateway American Bank of Florida, Fort Lauderdale, Florida -- report on 

competitive factors of the proposed purchase of certain assets and assumption of 

certain liabilities of the Gibraltar Bank, F.S.B. branch at 18590 Northwest 67th 

Avenue, Miami, Florida.

- Submitted, April 29, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 8 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Competitive Factors Reports

Hudson United Bank, Jersey City, New Jersey -- report on competitive factors of the 

proposed acquisition of the assets and assumption of the liabilities of thirteen 

branches of First Union National Bank, Charlotte, North Carolina.

- Submitted, May 1, 1998 

New York

One Valley Bank-Central Virginia, National Association, Lynchburg, Virginia -- 

report on competitive factors of the proposed merger with First Federal Savings 

Bank of Lynchburg.

- Submitted, April 28, 1998 

Richmond

Pacific Northwest Bank, Seattle, Washington -- report on competitive factors of the 

proposed merger with New Pacific Northwest Bank, Oak Harbor, Washington.

- Submitted, April 23, 1998 (AC)

San Francisco

Peoples Bank Co., Coldwater, Ohio -- report on competitive factors of the proposed 

merger with The PBC Interim Bank.

- Submitted, April 27, 1998 

Cleveland

Peoples Banking and Trust Company, Marietta, Ohio -- report on competitive 

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

branches of Community Trust Bank of West Virginia, N.A., Williamson, West 

Virginia.

- Submitted, April 27, 1998 

Cleveland

Sherwood State Bank, Sherwood, Ohio -- report on competitive factors of the 

proposed merger with Sherwood Interim Bank.

- Submitted, April 27, 1998 

Cleveland

State Bank of Wonewoc, Wonewoc, Wisconsin -- report on competitive factors of 

the proposed merger with Wonewoc Interim Bank.

- Submitted, April 28, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 9 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Competitive Factors Reports

Summit National Bank, Atlanta, Georgia -- report on competitive factors of the 

proposed merger with California Security Bank, San Jose, California.

- Submitted, April 29, 1998 

Atlanta

United National Bank, Parkersburg, West Virginia -- report on competitive factors of 

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

Charles Town and Shepherdstown, West Virginia, branches of Community Trust 

Bank of West Virginia, N.A., Williamson, West Virginia.

- Submitted, May 1, 1998 

Richmond

Extensions Of Time

First Mutual of Richmond, Inc., Richmond, Indiana -- extension to July 9, 1998, to 

acquire Richmond Mutual Bancorporation, Inc., and First Bank Richmond, National 

Association.

- Granted, April 30, 1998 

Chicago

Hanover Bank, Mechanicsville, Virginia -- extension to July 31, 1998, to establish a 

branch at the intersection of Sliding Hill Road and Totopotomy Trail.

- Approved, April 28, 1998 

Richmond

Richmond Mutual Bancorporation, Inc., Richmond, Indiana -- extension to July 9, 

1998, to acquire First Bank Richmond, National Association.

- Granted, April 30, 1998 

Chicago

State National Bancshares, Inc., Lubbock, Texas, and State National Bancshares of 

Delaware, Inc., Dover, Delaware -- extension to July 31, 1998, to acquire First 

National Bank of Denver City, Denver City, Texas. 

- Approved, May 1, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 10 of 11
H.2 Actions under delegated authority April 26, 1998 to May 2, 1998

Membership

Channel Island Bank, Oxnard, California -- to become a member of the Federal 

Reserve System.

- Approved, April 30, 1998 

San Francisco

First State Bank of Elkhart, Elkhart, Kansas -- to become a member of the Federal 

Reserve System.

- Approved, April 30, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 11 of 11
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week of May 2, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) The Bank of Nova Scotia, Halifax, Nova Scotia, Canada, to N/Avail

 acquire, through its wholly-owned, indirect subsidiary, The Bank of

Nova Scotia New York Trust Company, New York, New York,

American Securities Trnasfer & Trust Inc., Denver, Colorado, and

thereby engage in transfer agency trust company activities.

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

414102 Alden State Bank 12/01/97 04/28/98 Outstanding Small Bank

13216 Broadway

Alden, New York 14004

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

884312 First Bank of Philadelphia 10/6/97 4/28/98 Satisfactory Small Bank

Philadelphia, PA

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and Notifications Filed During the Week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application period

Ending date of comment

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

None
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

215523 The Oakwood Deposit Bank 2/9/98 5/1/98 Satisfactory Small Bank

Company

218 N. First Street

Oakwood, OH 45873

27614 The Andover Bank 12/1/97 5/1/98 Outstanding Small Bank

Public Square

Andover, OH 44003
Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

Citizens Deposit Bank & Trust P.O. Box 9, 400 Second Street, Vanceburg, KY 41179-0009

Enterprise Bank 6150 Enterprise Parkway, Solon, OH 44139

Farmers Bank & Savings Company P.O. Box 626, 211 W. 2nd Street, Pomeroy, OH 45769-1037

Heartland Bank P.O. Box 7, 12 N. Main Street, Croton, OH 43013-0007

The Citizens Banking Company P.O. Box 247, 10 E. Main Street, Salineville, OH 43945-0247

The St. Henry Bank P.O. Box 330, 231 E. Main Street, St. Henry, OH 45883

Towne Bank 610 East South Boundary, Perrysburg, OH 43551
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week of April 27, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

18(c) Centura Bank, Rocky Mount, North Carolina, to acquire four 5-29-98

branch offices and an electronic funds transfer facility of

NBC Bank, FSB, Knoxville, Tennessee, located in Kroger

stores in Winston-Salem and Kernersville, North Carolina.*

Branch F&M Bank-West Virginia, Ranson, West Virginia, to establish 6-1-98

a branch in the Wal-Mart SuperCenter at 800 Foxcroft Avenue,

Martinsburg, West Virginia.*

*Subject to the provision of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(3) FirstBancorporation, Inc., Beaufort, South Carolina, to acquire Fed Reg - 5-26-98

FirstBank of the Midlands, N.A., Columbia, South Carolina, Newspaper - N/Avail

in organization.*

CIC Notice of Change in Control with respect to United Financial Fed Reg - N/Avail

Banking Companies, Inc., Vienna, Virginia, filed by Manuel V.

Fernandez. 

*Subject to the provision of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

Membership The Bank of Barnwell County, Barnwell, South Carolina, for

membership in the Federal Reserve System.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

219026 First Community Bank of Saltville 3-2-98 5-3-98 Outstanding SB

109 East Main Street

Saltville, Virginia 24370

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None

 
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch The Peoples Bank & Trust Company, Selma, Alabama, to establish 05/20/98

a branch located at 28827 Highway 5, Woodstock, Alabama.*

Branch Bank of St. Petersburg, St. Petersburg, Florida, to establish a branch 04/26/98

located at 3065 34th Street, North, St. Petersburg, Florida.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

4(c)(8) Republic Bancshares, Inc., St. Petersburg, Florida, to acquire Newspaper - 06/01/98

Bankers Savings Bank, FSB, Coral Gables, Florida, and thereby

engage in operating a savings association.*

CIC DBT Holding Company, Vidalia, Georgia, after-the-fact Newspaper - 05/22/98

notification filed by the Darby Family Limited Partnership No. 2,

Vidalia, Georgia, to retain 46.6 percent of the outstanding shares of

DBT Holding Company, Vidalia, Georgia.*

3(a)(3) BankFirst Corporation, Knoxville, Tennessee, formerly Smoky Newspaper - 05/29/98

Mountain Bancorp, Inc., Knoxville, Tennessee, to acquire First

Franklin Bancshares, Inc., and its subsidiary, First National Bank

and Trust Company of Athens, both of Athens, Tennessee.*

4(c)(8) Republic Bancshares, Inc., St. Petersburg, Florida, to acquire N/Avail

Republic Bank, F.S.B., St. Petersburg, Florida, and thereby engage

in operating a savings association.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

18(c) & Alpha Community Bank (formerly The Washburn Bank) Newspaper - N/Avail

 Branches Washburn, Illinois

 Citizens National Bank of Toluca

 Toluca, Illinois

 Minonk State Bank

 Minonk, Illinois

 201 N. Main Street

 Toluca, Illinois

 137 W. Fifth Street

 Minonk, Illinois

Branch Baylake Bank Newspaper - 5/1/98

Sturgeon Bay, Wisconsin

 936 Furman Drive

 Waupaca, Wisconsin

Membership Alpha Community Bank Newspaper - 5/23/98

(formerly The Wasburn Bank)

Washburn, Illinois

Newspaper - Newspaper Comment Period Ending Date

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

Type Application comment period

Ending date of 

3(a)(3) NW Bancorp, Inc.* Fed Reg - 5/26/98

Prospect Height, Illinois Newspaper - N/Avail

 Village Bank & Trust (in organization)

 North Barrington, Illinois
Section II - Applications subject to both newspaper and Federal Register notice

Type Application comment period

Ending date of 

3(a)(3) 1st Brookfield, Inc. Employee Stock Ownership Plan* Fed Reg - 5/15/98

Brookfield, Illinois Newspaper - 5/22/98

 1st Brookfield, Inc.

 Brookfield, Illinois

 First National Bank of Brookfield

 Brookfield, Illinois 

3(a)(3) Rigler Investment Co.* Fed Reg - 5/26/98

New Hampton, Iowa Newspaper - N/Avail

 Figge Bancshares, Inc.

 Ossian, Iowa

 Ossian State Bank

 Ossian, Iowa

 Iowa State Bank

 Calmar, Iowa

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available at this time

*Subject to the provisions of the Community Reinvestment Act

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) First Chicago NBD Corporation Fed Reg - 5/20/98

Chicago, Illinois

 Boston Equiserve L.P.

 Canton, Massachussets

Fed Reg- Federal Register Comment Period Ending Date

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

418847 M&I Bank of Mayville 12/11/97 4/28/98 Satisfactory Large Bank

209 Horicon Street

Mayville, WI 53050-0007

(920) 387-2200

349044 M&I Bank South Central 12/15/97 4/28/98 Satisfactory Large Bank

205 N. Second Street

Watertown, WI 53094-0457

(920) 261-7102

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

CIC Notice involving Magnolia Bancshares, Inc., Hodgenville, N/Avail

Kentucky, by the Clanton Investment LP, Louisville, Kentucky

(Jerry Clanton and Janys Clanton as general partners).

3(a)(3) Notice by Mercantile Bancorporation Inc., St. Louis, Missouri, to Fed Reg - 5/26/98

indirectly acquire Firstbank of Illinois Co., Springfield, Illinois.*

3(a)(5) Companion notice by Ameribanc, Inc., St. Louis, Missouri, a Fed Reg - 5/26/98

wholly owned bank holding company subsidiary of Mercantile

Bancorporation Inc., St. Louis, Missouri, to acquire, through

merger, Firstbank of Illinois Co., Springfield, Illinois.*

4(c)(8) Companion notice by Mercantile Bancorporation Inc., St. Louis, Fed Reg - 5/26/98

Missouri, to acquire Firstbank of Illinois Co., Springfield, Illinois,

and thereby engage in certain nonbank activities through the

indirect acquisition of the following nonbank subsidiaries: (i)

Zemenick & Walker, Inc., St. Louis, Missouri, which engages in

providing investment advisory services, including nondiscretionary investment advice, pursuant to Section 225.28(b)(6)

of Regulation Y; (ii) Mid-County Financial Inc., Springfield,

Illinois, which engages in making indirect consumer automobile

loans, pursuant to Section 225.28(b)(1) of Regulation Y; ( iii)

FFG Trust, Inc., Springfield, Illinois, which engages in providing

corporate trust and investment management services, pursuant to

Section 225.28(b)(5) and (6) of Regulation Y; and ( iv) GCT

Realty, Fairview Heights, Illinois, which engages in community

development activities, pursuant to Section 225.28(b)(12) of

Regulation Y.

* Subject to the provisions of the Community Reinvestment Act.
Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None
Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch American Bank of Montana, Bozeman, Montana, to establish a 5/19/98

branch in Big Sky, Montana.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(3) Avon State Bank Employee Stock Ownership Plan, Avon, Fed Reg - 5/22/98*

Minnesota, for prior approval to acquire 36.1% of the voting *Corrected

shares of Avon Bancshares, Inc., Avon, Minnesota.*

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, for prior approval Fed Reg - 5/26/98

to acquire 100% of the voting shares of The Bank of New Mexico

Holding Company, Albuquerque, New Mexico.*

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, for prior approval Fed Reg - 5/26/98

to acquire 100% of the voting shares of Charter Bancorporation,

Inc., Scottsdale, Arizona.*

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, for prior approval Fed Reg - 5/26/98

to acquire 100% of the voting shares of MidAmerica Bancshares,

Inc., Newport, Minnesota.*

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, for prior approval Fed Reg - 5/26/98

to acquire 100% of the voting shares of Minnesota Bancshares,

Inc., Newport, Minnesota.*

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, for prior approval Fed Reg - 5/26/98

to acquire 100% of the voting shares of Wisconsin Bancshares,

Inc., Newport, Minnesota.*

3(a)(3) North Country Financial Corporation, Manistique, Michigan, for Fed Reg - 5/29/98

prior approval to acquire 62.5% of the voting shares of North

Country Bank - Southwest, Scottsdale, Arizona, a de novo bank.*

3(a)(5) FMB Bankshares, Inc., Madison, South Dakota, for prior approval Fed Reg - 5/28/98

to acquire 100% of the voting shares via merger of Canton

Bancshares, Inc., Canton, South Dakota.*
Section II - Applications subject to both newspaper and Federal Register notice

Type Application comment period

Ending date of 

CIC Carl Larson to acquire control of 31.2% of the voting shares of Fed Reg - 5/15/98

Omega City Holding Company, La Moure, North Dakota.

CIC Myron Mulder to acquire control of 24.5% of the voting shares of Fed Reg - 5/20/98

PSB Financial Shares, Inc., Prinsburg, Minnesota.

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Norwest Corporation, Minneapolis, Minnesota, to engage in 5/26/98

extending credit and servicing loans and leasing personal or real

property through the acquisition of MidAmerica Bancshares, Inc.,

Newport, Minnesota.

4(c)(8) FMB Bankshares, Inc., Madison, South Dakota, to engage in 5/28/98

general insurance activities in a place where the bank holding

company or one of its subsidiaries has a lending office and that has

a population not exceeding 5,000 through the acquisition of Canton

Bancshares, Inc., Canton, South Dakota.

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

Type Application comment period

Ending date of 

Member F&M Bank-Cannon Valley, Dundas, Minnesota, for prior approval to

become a member of the Federal Reserve System.

24A Merchants State Bank, Freeman, South Dakota, for prior approval to

increase its investment in bank premises.
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

18(c)/Branch New Canadian State Bank, Oklahoma City, Oklahoma, for prior Newspaper - N/Avail

approval to merge with Canadian State Bank, Yukon, Oklahoma,

and establish an additional branch.

18(c)/Branch RCB Bank, Claremore, Oklahoma, for prior approval to merge Newspaper - N/Avail

with Bank of Inola, Broken Bow, Oklahoma, and establish an

additional branch.

18(c)/Branch Western Banak of Cody, Cody, Wyoming, for prior approval to Newspaper - 05/20/98

merge with First National Bank, Worland, Wyoming, and

establish an additional branch.

Branch Citizens Bank of Tulsa, Tulsa, Oklahoma, for prior approval to Newspaper - 04/20/98

establish a branch at 11032 S. Memorial, Tulsa, Oklahoma.

Branch Bank of Inola, Inola, Oklahoma, for prior approval to establish a Newspaper - 05/28/98

branch at 7051 S. Garnett, Broken Bow, Oklahoma.

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

Type Application comment period

Ending date of 

3(a)(3) Central Trust Company, Lander, Wyoming, for prior approval to Newspaper - 05/27/98

acquire 64.44 percent of the voting shares of VH Bancorporation, Fed Reg - 05/26/98

Inc., Edina, Minnesota; and thereby indirectly acquire Grand

Marais State Bank, Grand Marais, Minnesota.

3(a)(3) First Commerce Bancshares, Inc., Lincoln, Nebraska, for prior Newspaper - 05/22/98

approval to acquire 100 percent of the voting shares of Western Fed Reg - 05/29/98

Nebraska National Bank, Valentine, Nebraska.
Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

Membership RCB Bank, Claremore, Oklahoma, for membership in the Federal

Reserve System.

Membership New Canadian State Bank, Oklahoma City, Oklahoma, for

membership in the Federal Reserve System.

Section V - Availability of CRA public evaluations

Description of the CRA Goal against which institutions are evaluated, the four performance levels, and the

institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which it has ascertained,

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

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

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

CRA.:

Outstanding

Satisfactory

Needs to Improve

Substantial noncompliance

RSSD Examination CRA CRA

number Institution/ Location date public date rating

933854 WestStar Bank 02/02/98 05/01/98 Satisfactory

121 W. 4th Street

Bartlesville, Oklahoma 74003-6601

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) A.B. Bancshares, Inc., Houston, TX, to acquire A.B. Bancshares of

Delaware, Inc., Wilmington, DE, and American Bank, Houston, TX

3(a)(1) A.B. Bancshares of Delaware, Inc., Wilmington, DE, to acquire

American Bank, Houston, TX
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and Notifications Filed During the Week of May 2, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application period

Ending date of comment

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

4(c)(8) SJNB Financial Corp., San Jose, California, to engage in None

nonbanking activities through the acquisition of Epic Funding

Corporation, Lafayette, California.
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

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.

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

None

Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

None