Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 20

Week Ending May 15, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 9, 1999 to May 15, 1999

Testimony And Statements

Modernization of the U.S. financial system -- statement by Chairman Greenspan 

before the Subcommittee on Finance and Hazardous Materials of the House 

Committee on Commerce, April 28, 1999.

- Published, April 28, 1999 (AC)

Bank Holding Companies

Chittenden Corporation, Burlington, Vermont -- to acquire Vermont Financial 

Services Corporation, Brattleboro.

- Approved, May 12, 1999 

Banks, Foreign

Banco de la Ciudad de Buenos Aires, Buenos Aires, Argentina -- to establish a 

representative office in New York.

- Approved, May 5, 1999 (AC)

Reserve Bank Operations

Automated Clearinghouse Transactions -- modifications of the Federal Reserve 

Banks' operations and pricing practices for transactions they exchange with privatesector ACH operators.

- Published, May 13, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
May 9, 1999 to May 15, 1999

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

Civitas Bank, St. Joseph, Michigan -- to establish a branch at 415 Lincoln Avenue, 

Evansville, Indiana.

- Returned, May 11, 1999 

Chicago

European American Bank, New York, New York -- to establish a branch at 201 

West 125th Street, New York.

- Approved, May 10, 1999 

New York

FNB Southeast, Reidsville, North Carolina -- to establish branches at 3202 

Randleman Road and 4638 Hicone Road, Greensboro.

- Approved, May 11, 1999 

Richmond

Resource Bank, Virginia Beach, Virginia -- to establish a branch at 501 

Independence Parkway, Suite 105, Chesapeake.

- Approved, May 12, 1999 

Richmond

Southern Commercial Bank, St. Louis, Missouri -- to establish a branch at the 

intersection of State Highway 21 and County Highways N and H, DeSoto.

- Approved, May 11, 1999 

St. Louis

Summit Bank, Hackensack, New Jersey -- to establish a branch in the Foodtown 

supermarket at 700 Tennent Road, Manalapan.

- Approved, May 10, 1999 

New York

Virginia Commerce Bank, Arlington, Virginia -- to establish a branch at 506 King 

Street, Alexandria.

- Approved, May 12, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority May 9, 1999 to May 15, 1999

Bank Holding Companies

The Banc Corporation, Birmingham, Alabama -- request for waiver of the 

application requirement in connection with the proposed merger with BankersTrust 

of Alabama, Inc., Huntsville, and indirect acquisition of Bankers Trust of Madison, 

Madison.

- Granted, May 13, 1999 

Atlanta

BANKFIRST, Sioux Falls, South Dakota -- to merge with Minnesota BANKFIRST, 

Minneapolis, Minnesota.

- Approved, May 11, 1999 

Minneapolis

BB&T Corporation, Winston-Salem, North Carolina -- to acquire First Citizens 

Corporation, Newnan, Georgia.

- Approved, May 12, 1999 

Richmond

BOK Financial Corporation, Tulsa, Oklahoma -- to acquire Mid-Cities National 

Bank, Hurst, Texas, and thereby indirectly acquire Mid-Cities National Bank.

- Approved, May 12, 1999 

Kansas City

Central Financial Corporation, Hutchinson, Kansas -- to acquire shares of MidAmerica Bancorp, Inc., Jewell, Kansas.

- Approved, May 14, 1999 

Kansas City

Community Trust Financial Services Corporation, Hiram, Georgia -- to acquire 

through its subsidiary, Community Loan Company, certain assets of Bartow Loan 

Company, Cartersville; First Finance, Cartersville; Dahlonega Loan Company, 

Dahlonega; Griffin Finance & Thrift; Griffin; and First Finance & Thrift, Rome, and 

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

credit; providing tax-planning and tax-preparation services; and issuing insurance 

directly related to extensions of credit.

- Approved, May 10, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority May 9, 1999 to May 15, 1999

Bank Holding Companies

Decatur Corporation, Leon, Iowa -- to acquire Spectrum Bancorporation, Inc., 

Omaha, Nebraska, and Rushmore Financial Services, Inc., and thereby indirectly 

acquire Rushmore Bank & Trust Company, Rapid City, South Dakota, and F&M 

Bank, Watertown, South Dakota.

- Approved, May 11, 1999 

Chicago

Deutsche Bank, AG, Frankfurt, Germany -- to acquire through its subsidiary, 

Germany American Capital Corporation, New York, New York, Transatlantic 

Capital Company, L.L.C., and thereby engage in extending credit and servicing loans 

and activities related to extending credit.

- Approved, May 12, 1999 

New York

First National Bankshares of Beloit, Inc., Beloit, Kansas -- to acquire a limited 

partnership interest in Beloit Development, L.P., and thereby engage in community 

development activities.

- Approved, May 10, 1999 

Kansas City

First Security Corporation, Salt Lake City, Utah -- to acquire XEON Financial 

Corporation, Stateline, Nevada, and thereby acquire its subsidiary, Nevada Banking 

Company; to acquire Comstock Bancorp, Reno, and thereby acquire its subsidiary, 

Comstock Bank; for First Security's subsidiary, First Security Bank of Nevada, Las 

Vegas, to merge with Nevada Banking Company and Comstock Bank; and for First 

Security Bank of Nevada to establish branches at the locations of Comstock Bank 

and Nevada Banking Company.

- Approved, May 14, 1999 

Secretary

Hudson City, MHC, Paramus, New Jersey, and Hudson City Bancorp -- to become 

bank holding companies through the acquisition of Hudson City Savings Bank.

- Approved, May 14, 1999 

New York

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority May 9, 1999 to May 15, 1999

Bank Holding Companies

Macks Creek Bancshares, Inc., Macks Creek, Missouri -- to become a bank holding 

company through the acquisition of shares of Bank of Macks Creek.

- Approved, May 14, 1999 

St. Louis

Newco Alaska, Inc., Ketchikan, Alaska -- to become a bank holding company 

through acquisition of First Bank.

- Approved, May 13, 1999 

San Francisco

North Country Financial Corporation, Manistique, Michigan -- to engage de novo in 

leasing activities through its subsidiary, North Country Financial Group, Inc., 

Denver, Colorado.

- Approved, May 13, 1999 

Minneapolis

The San Francisco Company, San Francisco, California -- request for termination of 

certain commitments made in connection with its reincorporation in Delaware.

- Granted, May 12, 1999 

Director, BS&R

Sharon Bancshares, Inc., Martin, Tennessee -- to acquire First Northwest 

Bancshares, Inc., Kenton, and thereby indirectly acquire First State Bank.

- Approved, May 13, 1999 

St. Louis

Sterling Financial Corporation, Lancaster, Pennsylvania -- to acquire Northeast 

Bancorp, Inc., North East, Maryland, and its subsidiary, The First National Bank of 

North East.

- Approved, May 10, 1999 

Philadelphia

Banks, State Member

PrivateBancorp, Inc., Chicago, Illinois -- management interlock with The Allstate 

Corporation.

- Approved, May 14, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority May 9, 1999 to May 15, 1999

Change In Bank Control

East County Bank, Antioch, California -- change in bank control.

- Returned, May 13, 1999 

San Francisco

F&M Bancorp of Tomah, Tomah, Wisconsin -- change in bank control.

- Permitted, May 12, 1999 

Chicago

Competitive Factors Reports

Associated Bank North, Wausau, Wisconsin -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Greenwood branch of 

Associated Bank Green Bay, N.A., Green Bay.

- Submitted, May 12, 1999 

Chicago

Community Bank, Pittsfield, Illinois -- report on competitive factors of the proposed 

acquisition of the Pittsfield and Mt. Sterling branches of Community State Bank of 

Plymouth, Plymouth.

- Submitted, May 12, 1999 

Chicago

Community First National Bank, Fort Morgan, Colorado -- report on competitive 

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

Greeley, Colorado, branch of Vectra Bank of Colorado, N.A., Farmington, New 

Mexico.

- Submitted, May 10, 1999 

Kansas City

First Bank & Trust, Newport Beach, California -- report on competitive factors of 

the proposed acquisition of assets and assumption of liabilities of CCB Bancorp, Inc.

- Submitted, May 11, 1999 

St. Louis

First Citizens Bank of Billings, Billings, Montana -- report on competitive factors of 

the proposed merger with First Security Bank of Laurel, Laurel.

- Submitted, May 11, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority May 9, 1999 to May 15, 1999

Competitive Factors Reports

First Midwest Bank, National Association, Buffalo Grove, Illinois -- report on 

competitive factors of the proposed merger with Heritage Bank, National 

Association, Monee.

- Submitted, May 12, 1999 

Chicago

First Union National Bank, Charlotte, North Carolina -- reports on competitive 

factors of the proposed mergers with Keystone Trust Company, Portsmouth, New 

Hampshire, and Meridian Trust Company, Reading, Pennsylvania.

- Submitted, May 13, 1999 

Richmond

Harris Savings Bank, Harrisburg, Pennsylvania -- report on competitive factors of 

the proposed acquisition of the Norristown branch of Commonwealth Bank, Valley 

Forge.

- Submitted, May 13, 1999 

Philadelphia

Hudson City Savings Bank, Paramus, New Jersey -- report on competitive factors of 

the proposed merger with Hudson City Interim Savings Bank II.

- Submitted, May 14, 1999 

New York

Mutual Savings Bank, FSB, Bay City, Michigan -- report on competitive factors of 

the proposed merger with New MSB Bank.

- Submitted, May 12, 1999 

Chicago

TeamBank, N.A., Freeman, Missouri -- report on competitive factors of the 

proposed merger with TeamBank Nebraska, Bellevue, Nebraska.

- Submitted, May 10, 1999 

Kansas City

Western National Bank, North Platte, Nebraska -- report on competitive factors of 

the proposed merger with Western National Bank, Valentine.

- Submitted, May 10, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority May 9, 1999 to May 15, 1999

Extensions Of Time

First Interstate Bank, Billings, Montana -- extension to May 15, 2000, to establish a 

branch in Lame Deer.

- Granted, May 13, 1999 

Minneapolis

Great Southern Bancorp, Inc., Springfield, Missouri -- extension to August 16, 1999, 

to acquire shares of Guaranty Federal Bancshares, Inc.

- Granted, May 13, 1999 

St. Louis

(AC) = Addition or Correction Delegated - Page 7 of 7
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Merrill Merchants Bank Bangor, Maine

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Moscow Narodny Bank, London, England, to establish a

representative office in New York, New York.

Newspaper – N/Avail

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) Banque Federative du Credit Mutuel and its subsidiary,

Compagnie Financiere de CIC et de l’Union Europeene, Paris,

France (“CFCICUE”), through CFCICUE’s wholly-owned

subsidiary, CIC Eurosecurities, Inc., to engage in certain agency

transaction services.

Fed Reg – N/Avail

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 Third Quarter of 1999

Institution Location

The Chase Manhattan Bank 270 Park Avenue, New York, New York 10017

BPD International Bank 152 West 57th Street, New York, New York 10019

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch East Penn Bank, Emmaus, PA, to establish a branch office at

861 North Route 100, Fogelsville (Upper Macungie Township)

Lehigh County, PA

06/14/1999

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

Type Application

Ending date of

comment period

Member American Bank of the Lehigh Valley, to become a member of

the Federal Reserve System

N/A

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1)RN Pennsylvania Commerce Bancorp, to become a bank holding

company, by acquiring Commerce Bank/Harrisburg, N.A.,

Champ Hill, through its merge with Commerce Bank/Harrisburg

Interim National Bank, Camp Hill, PA.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

US Bank Johnstown,PA

Main Street Reading, PA

First Capitol Bank York, PA

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice from Savings Bank and Trust Company,

Orrville, OH on 05/10/1999 of its intent to establish a branch at

2098 Portage Road, Wooster, OH.*

05/21/1999

Branch Received notice from Fifth Third Bank of Western Ohio,

Dayton, OH on 05/10/1999 of its intent to establish a branch at

1161 Dayton-Yellow Springs Road, Fairborn, OH.*

05/10/1999

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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

branch in the 7500 block of Linton Hall Road, Gainsville,

Virginia.*

Newspaper – 05/24/1999

Branch First Bank, Strasburg, Virginia, to establish a branch at 496

North Main Street, Woodstock, Virginia.*

Newspaper – 05/24/1999

Merger First Virginia Bank of Tidewater, Norfolk, Virginia, to merge

with First Virginia Bank – Commonwealth, Grafton, Virginia.*

Newspaper – 06/09/1999

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

Type Application

Ending date of

comment period

3(a)(1) M&F Bancorp, Inc., Durham, North Carolina, to become a

bank holding company through the acquisition of 100% of

the voting shares of Mechanics and Farmers Bank, Durham,

North Carolina.*

Fed Reg – N/Avail

Newspaper – 06/12/1999

3(a)(1) HCNB Bancorp, Inc., Rockville, Maryland, to become a bank

holding company through the acquisition of 100% of the voting

shares of Harbor Capital National Bank, Rockville, Maryland,

an organizing bank.*

Fed Reg – N/Avail

Newspaper – 06/12/1999

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 Third Quarter of 1999

Institution Location

Triangle Bank Raleigh, North Carolina

Bank of Barnwell County, Inc. Barnwell, South Carolina

Greenwood Bank and Trust Greenwood, South Carolina

Bank of Clarke County Berryville, Virginia

Albemarle First Bank Charlottesville, Virginia

First Capital Bank Glen Allen, Virginia
Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Bank of Lancaster Kilmarnock, Virginia

First Bank and Trust Company Lebanon, Virginia

James River Bank/Colonial Smithfield, Virginia

Bank of Essex Tappahannock, Virginia

Farmers and Merchants Bank Timberville, Virginia

Potomac Bank of Virginia Vienna, Virginia

James River Bank Waverly, Virginia

Bruceton Bank Bruceton Mills, West Virginia

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

514 Flat Shoals Avenue, Atlanta, Georgia.

05/11/1999*

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Banking Corporation of Florida, Naples, Florida, to become a

bank holding company by acquiring First Florida Bank, Naples,

Florida (in organization).

Fed Reg - 06/04/1999*

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Community Financial Group, Inc., Nashville, Tennessee,

through its subsidiary, The Bank of Nashville, Nashville,

Tennessee (a state member bank), to acquire an 80 percent joint

venture interest in Machinery Leasing Company of North

America, Inc., Nashville, Tennessee, and thereby engage in

leasing activities

06/01/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(1) Coconut Grove Bankshares, Inc., Coconut Grove (Miami),

Florida, notice to become a bank holding company by acquiring

Coconut Grove Bank, Coconut Grove (Miami), Florida.

Member First Florida Bank, Naples, Florida (in organization), to become

a member of the Federal Reserve System.

3(a)(1) PB Financial Services Corporation, Duluth, Georgia, notice to

become a bank holding company by acquiring The Peachtree

Bank, Duluth, Georgia.

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

2607225 Premier Bank of Brentwood

119 Franklin Road

Brentwood, TN 37027

(615) 376-0001

01/04/1999 05/10/1999 S X

601733 Peoples Southern Bank

Post Office Box 269

Clanton, AL 35045

(205) 755-2240

02/16/1999 05/10/1999 O X
Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Bank of York York, Alabama

Farmers and Merchants Bank Centre, Alabama

Pan American Bank Miami, Florida

Brand Banking Company Lawrenceville, Georgia

Pointe Bank Boca Raton, Florida

Bank Independent Sheffield, Alabama

TransAtlantic Bank Miami, Florida

First Northwest Florida Bank Fort Walton Beach, Florida

First Bank of Boaz Boaz, Alabama

Bank of Nashville Nashville, Tennessee

Gulf Bank Miami, Florida

First Western Bank Cooper City, Florida

Intervest Bank Clearwater, Florida

Bank of Alabama Birmingham, Alabama

Independent Bankers’ Bank Lake Mary, Florida

Friendship Community Bank Ocala, Florida

Peoples Bank & Trust Company Selma, Alabama
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch North Shore Community Bank & Trust Company

Wilmette, Illinois

 5049 Oakton Street

 Skokie, Illinois

Newspaper – 06/27/1999

18(c) & Branch F&M Bank – Iowa Central

Marshalltown, Iowa

 F&M Bank – Iowa Story County

 Story City, Iowa

 F&M Bank – Iowa South Central

 Grinnell, Iowa

 and establish 13 branch offices

Newspaper – N/Avail

18(c) & Branch Old Kent Bank

Grand Rapids, Michigan

 Community First Bank

 Lansing, Michigan

 and to establish 16 branch offices

Newspaper – 05/21/1999

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

Type Application

Ending date of

comment period

3(a)(2) Republic Bancorp, Inc.*

Ann Arbor, Michigan

 D&N Bank

 Hancock, Michigan

 convert to a state-chartered savings bank

Fed. Reg. – N/Avail

Newspaper – N/Avail

4(c)(8) Old Kent Financial Corporation

Grand Rapids, Michigan

 CFSB Bancorp, Inc.

 Lansing, Michigan

 Community First Bank

 Lansing, Michigan

Fed. Reg. – 05/21/1999

Newspaper – 05/21/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

4(c)(8) Old Kent Financial Corporation

Grand Rapids, Michigan

 Capital Consolidated Financial Corporation

 Lansing, Michigan

Fed. Reg. – 05/21/1999

Newspaper – 05/21/1999

4(c)(8) Old Kent Financial Corporation

Grand Rapids, Michigan

 Community First Mortgage Company

 Lansing, Michigan

Fed. Reg. – 05/21/1999

Newspaper – 05/21/1999

* 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

264941 Bank of Elmwood

2704 Lathrop Avenue

Racine, Wisconsin 53405

(414) 554-5321

01/20/1999 05/13/1999 O X

2315061 Foxdale Bank

40 South McLean Blvd

South Elgin, Illinois 60177

(847) 742-8080

12/01/1997 05/13/1999 SN X

Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Amcore Bank Aledo, Illinois

Bartonville Bank Bartonville, Illinois

Camp Grove State Bank Camp Grove, Illinois

Garrett State Bank Garrett, Illinois

Midwest Bank of Hinsdale Hinsdale, Illinois

Hinsdale Bank & Trust Hinsdale, Illinois

Libertyville Bank & Trust Libertyville, Illinois
Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

The Bank of Illinois at Normal Normal, Illinois

State Bank of Pontiac Pontiac, Illinois

Port Byron State Bank Port Byron, Illinois

Rushville State Bank Rushville, Illinois

Foxdale Bank South Elgin, Illinois

Villa Grove State Bank Villa Grove, Illinois

North Shore Community Bank Wilmette, Illinois

De Motte State Bank De Motte, Indiana

First State Bank Bourbon, Indiana

The First Trust & Savings Bank Aurelia, Iowa

First State Bank Churdan, Iowa

Premier Bank Dubuque, Iowa

Humboldt Trust & Savings Humboldt, Iowa

Farmers & Merchants Savings Bank Manchester, Iowa

Ossian State Bank Ossian, Iowa

West Chester Savings Bank Washington, Iowa

Old Kent Bank Grand Rapids, Michigan

Civitas St. Joseph, Michigan

M & I Bank of Menomonee Falls Menomonee Falls, Wisconsin

M & I Marshall & Ilsley Bank Milwaukee, Wisconsin

F & M Bank – New London New London, Wisconsin

Farmers & Merchants Bank Orfordville, Wisconsin

M & I Bank of Racine Racine, Wisconsin

F & M Bank – Central Stevens Point, Wisconsin

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by English State Bank, English, Indiana, to establish a

branch at Milltown on State Road 64 & 66, Milltown, Indiana.*

5/13/1999

Branch Notice by Fifth Third Bank, Kentucky, Inc., Louisville,

Kentucky, to establish a branch at 2225 Versailles Road,

Lexington, Kentucky.*

5/17/1999

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Notice by South Central Bancshares of River City, Owensboro,

Kentucky, to acquire South Central Bank of Davies County,

Inc., Owensboro, Kentucky. A companion Section 3(a)(1)

notice accompanies this notice.*

Newspaper – 6/10/1999

Fed Reg – 6/14/1999

3(a)(1) Notice by South Central Bancshares of Kentucky, Inc., Horse

Cave, Kentucky, to acquire South Central Bancshares of River

City, Owensboro, Kentucky, First United Bancshares, Inc.,

Glasgow, Kentucky, and United Central Bancshares, Inc.,

Bowling Green, Kentucky. A companion Section 3(a)(1) notice

accompanies this notice.*

Newspaper – 6/10/1999

Fed Reg – 6/14/1999

3(a)(1) Notice by First Premier Financial Corporation, St. Louis,

Missouri, to acquire Premier Bancshares, Inc., Jefferson City,

Missouri.*

Newspaper - 5/30/1999

Fed Reg – 5/31/1999

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

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

First Community Bank Conway, Arkansas

First Financial Bank El Dorado, Arkansas

The First State Bank of Dongola Dongola, Illinois

Fayette County Bank St. Elmo, Illinois

The Elberfeld State Bank Elberfeld, Indiana

Citizens Bank Hartford, Kentucky

Belgrade State Bank Belgrade, Missouri

Century Bank of the Ozarks Gainesville, Missouri

Midwest Independent Bank Jefferson City, Missouri

Bank of Cairo and Moberly Moberly, Missouri

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Robert A. Olson, to acquire control of St. Stephen BanGroup,

Inc., Minneapolis, Minnesota

Fed Reg - 06/03/1999

CIC Dan Rorvig, Teresa Rorvig, and Jason McCardle, to acquire

control of McVille Financial Services, Inc., McVille, North

Dakota

Fed Reg - 06/03/1999

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 Third Quarter of 1999

Institution Location

State Bank of Ewen Ewen, Michigan

Citizens State Bank of Ontonagon Ontonagon, Michigan

F&M Bank-Cannon Valley

Northland Security Bank

Wadena State Bank

Plaza Park State Bank

Citizens Bank & Trust Company

Rocky Mountain Bank

Valley Bank of Helena

First Western Bank & Trust

First PREIMER Bank

First State Bank of Warner

Dundas, Minnesota

Ramsey, Minnesota

Wadena, Minnesota

Waite Park, Minnesota

Big Timber, Montana

Billings, Montana

Helena, Montana

Minot, North Dakota

Sioux Falls, South Dakota

Warner, South Dakota

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch First American Bank and Trust Company, Purcell, Oklahoma, to

merge with Dewey County State Bank, Taloga, Oklahoma.

Newspaper – 06/11/1999

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

Type Application

Ending date of

comment period

CIC Patricia Jean Taylor, Casper, Wyoming, to acquire voting shares

of Stockton Bancshares, Inc., Stockton, Kansas, and thereby

indirectly acquire The Stockton National Bank, Stockton,

Kansas.

Newspaper – 05/01/1999

Fed Reg – 06/02/1999

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 Bank of Kremlin, Kremlin, Oklahoma, for membership in the

Federal Reserve System.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Colorado Bank & Trust La Junta, Colorado

The First State Bank of Elkhart Elkhart, Kansas

The Bank of Holyrood Holyrood, Kansas

The First State Bank & Trust Company Larned, Kansas

The State Bank Winfield, Kansas

The Bank of Versailles Versailles, Kansas

The Farmers State Bank & Trust Company Aurora, Nebraska

Platte Valley State Bank & Trust Company Kearney, Nebraska

First United Bank Neligh, Nebraska

Schuyler State Bank & Trust Company Schuyler, Nebraska

Anadarko Bank and Trust Company Anadarko, Oklahoma

First Bank of Chandler Chandler, Oklahoma

Clayton State Bank Clayton, Oklahoma

People First Bank Hennessy, Oklahoma
Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Bank of Nichols Hill Oklahoma City, Oklahoma

Pioneer Bank & Trust Ponca City, Oklahoma

F & M Bank & Trust Tulsa, Oklahoma

Bank of Jackson Hole Jackson, Wyoming

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, May 15, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Robert W. Gentry, Denton, TX, only notificant, to acquire an

interest in Northstar Financial Corporation, Lake Dallas, TX

(previously reported the week ending May 8, 1999)

Fed Reg – 05/25/1999

Newspaper – 05/24/1999

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

437156 Landmark Bank

150 Westpark Way

Suite 130

Euless, TX 76040

02/08/1999 05/17/1999 S X

Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Bank of Houston

647656

5115 Main St.

Houston, TX 77002

Bank of the West

1447639

500 North Mesa St.

El Paso, TX 79901

First State Bank

238755

101 East Hubbard

Mineral Wells, TX 76067

Hale County Bank

773364

201 West 6th

Plainview, TX 79072

Minden Bank & Trust

188551

401 Main St.

Minden, LA 71055

Texas Bank

491569

102 North Main St

Weatherford, TX 76086
Section VI – CRA examinations scheduled for Third Quarter of 1999

Institution Location

Van Horn State Bank

199463

100 East Broadway

Van Horn, TX 79855

Wellington State Bank

371362

1000 8th St.

Wellington, TX 371362

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, May 15, 1999

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) Frontier Financial Corporation, Everett, Washington, to acquire

up to 19.9 percent of AEA Bancshares, Inc., and indirectly

acquire its subsidiary, Asia-Europe-Americas Bank, both of

Seattle, Washington. *

Newspaper – 05/23/1999

Fed Reg – 05/21/1999

* 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

4(c)(8) Dai-Ichi Kangyo Bank, Tokyo, Japan, to indirectly acquire

Newcourt Credit Group, Inc., Toronto, Canada, through The CIT

Group, Inc., New York, New York, and thereby engage in

nonbanking activities.

Fed Reg – 06/01/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

4(c)(8) Eggemeyer Advisory Corp., WJR Corp., Castle Creek Capital

LLC, Castle Creek Capital Partners Fund IIa, L.P., and Castle

Creek Capital Partners Fund IIb, L.P., all of Rancho Santa Fe,

California, to acquire Coastal Credit, LLC, Virginia Beach,

Virginia.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

133869 Eldorado Bank

24012 Calle de la Plata, Suite 150

P.O. Box 2949

Laguna Hills, CA 92654

(949) 830-7740

11/30/1998 05/10/1999 S X

272469 First Security Bank of Nevada

530 Las Vegas Boulevard, South

P.O. Box 19250

Las Vegas, NV 89132-0250

(702) 251-1100

01/11/1999 05/11/1999 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 Third Quarter of 1999

Institution Location

Bank of Utah Ogden, Ut

First American Bank Rosemead, CA

First State Bank Flagstaff, AZ

Hacienda Bank Santa Maria, CA

Hanmi Bank Los Angeles, CA

Rancho Bernardo Community Bank Rancho Bernardo, CA

Security First Bank Fullerton, CA

Sun Country Bank Apple Valley, CA

Vintage Bank Napa, CA

Western Security Bank Scottsdale, AZ

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.