Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 7

Week Ending February 13, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions February 7, 1999 to February 13, 1999

Testimony And Statements

Legislation to modernize the U.S. financial system -- statement by Chairman 

Greenspan before the House Committee on Banking and Financial Services, 

February 11, 1999.

- Published, February 11, 1999 

Social security reform -- statement by Governor Gramlich before the Senate 

Committee on Finance, February 9, 1999.

- Published, February 9, 1999 

Bank Holding Companies

Citigroup Inc., New York, New York -- modification of the regulatory reporting 

requirements for certain of its subsidiaries.

- Approved, February 10, 1999 

First Banks, Inc., Creve Coeur, Missouri -- to acquire Redwood Bancorp, San 

Francisco, California, and Redwood Bank.

- Approved, February 12, 1999 

Change In Bank Control

First Western Bank, Cooper City, Florida -- change in bank control.

- Denied, February 8, 1999 

Forms

Annual Report of Foreign Banking Organizations (FR Y-7) -- extension with 

revision.

- Proposed, January 19, 1999 (AC)

Application for Prior Approval to Become a Bank Holding Company or for a Bank 

Holding Company to Acquire an Additional Bank or Bank Holding Company (FR Y3) -- extension with revision.

- Proposed, January 19, 1999 (AC)

Application for Prior Approval to Engage Directly or Indirectly in Certain 

Nonbanking Activities (FR Y-4) -- extension with revision.

- Proposed, January 19, 1999 (AC)

Foreign Banking Organization Confidential Report of Operations (FR 2068) -- 

elimination of report.

- Proposed, January 19, 1999 (AC)

(AC) = Addition or Correction Board - Page 1 of 2
H.2 Board Actions February 7, 1999 to February 13, 1999

Forms

Foreign Banking Organization Structure Report on U.S. Banking and Nonbanking 

Activities (FR Y-7A) -- extension with revision.

- Proposed, January 19, 1999 (AC)

International Applications and Prior Notifications under Regulation K (FR K-1) -- 

extension, without revision.

- Proposed, January 19, 1999 (AC)

Notice for Prior Approval to Become a Bank Holding Company or for a Bank 

Holding Company to Acquire an Additional Bank or Bank Holding Company (FR Y3N) -- implementation of new information collection report.

- Proposed, January 19, 1999 (AC)

Notification of Foreign Branch Status (FR 2058) -- extension, without revision.

- Proposed, January 19, 1999 (AC)

Notification Pursuant to Regulation K on Acquisitions by Foreign Banking 

Organizations (FR 4002) -- elimination of report.

- Proposed, January 19, 1999 (AC)

Reports Related to Public Welfare Investments of State Member Banks (FR H-6) -- 

extension with revision.

- Proposed, January 19, 1999 (AC)

Enforcement

Zia New Mexico Bank, Tucumcari, New Mexico -- issuance of a prompt corrective 

action directive.

- Authorized, January 25, 1999 (AC)

(AC) = Addition or Correction Board - Page 2 of 2
February 7, 1999 to February 13, 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

First Virginia Bank-Piedmont, Lynchburg, Virginia -- to establish a branch in the 

Wal-Mart store at 515 Mt. Cross Road, Danville, Virginia.

- Approved, February 11, 1999 

Richmond

Johnson Bank, Racine, Wisconsin -- to retain a branch at 1801 Airport Road, Suite 

C2, Waukesha, Wisconsin.

- Approved, February 11, 1999 

Chicago

Lebanon Valley Farmers Bank, Lebanon, Pennsylvania -- to establish branches at 119 

West Main Street, Campbelltown, Pennsylvania, and Northport Industrial Park, 

Micro Drive.

- Approved, February 12, 1999 

Philadelphia

Main Street Bank, Reading, Pennsylvania -- to establish branches at 17th & Chew 

Street, Fairgrounds, Pennsylvania; Lexington & South Fourth Street, Allentown; 235 

Main Street, Emmaus; 3321 Willow Lane, Macungie; 1430 Jacobsburg Road, Wind 

Gap; Cypress & Lafayette Streets, Kennett Square; 124 Main Street, Phoenixville; 

100 Exton Commons, Exton; 144 East Lancaster Avenue, Devon; 102 Pennsylvania 

Avenue, Avondale; and 3719 East Lincoln Highway, Thorndale.

- Approved, February 12, 1999 

Philadelphia

Republic Security Bank, West Palm Beach, Florida -- to establish a branch at 7300 

N. Kendall Drive, Suite 100, Miami, Florida.

- Approved, February 9, 1999 

Atlanta

Southern Financial Bank, Warrenton, Virginia -- to establish a branch at 10175 

Hastings Drive, Manassas, Virginia.

- Approved, February 10, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

Bank Branches, Domestic

Texas Heritage Bank, Hutto, Texas -- to establish a branch at 100 West Morrow 

Street, Georgetown, Texas.

- Approved, February 10, 1999 

Dallas

Bank Holding Companies

Avondale Financial Corp., Chicago, Illinois -- to acquire Coal City Corporation, 

Manufacturers National Corporation, and Manufacturers Bank.

- Approved, February 8, 1999 

Chicago

Bank One Corporation, Chicago, Illinois -- to acquire shares of Themis Capital 

Corporation, Dallas, Texas, and engage in extending credit.

- Approved, February 11, 1999 

Secretary

Central Bancshares, Inc., Houston, Texas -- to acquire Caldwell Bancshares, Inc., 

Caldwell, Texas; Caldwell Bancshares of Delaware, Inc., Wilmington, Delaware; and 

Caldwell National Bank, Caldwell, Texas.

- Approved, February 10, 1999 

Dallas

First Liberty Financial Corporation, Atlanta, Georgia -- waiver of application to 

merge with Vidalia Bankshares, Inc., Vidalia, Georgia.

- Granted, February 8, 1999 

Atlanta

J.R. Montgomery Bancorporation, Lawton, Oklahoma -- to acquire shares of The 

Fort Sill National Bank, Fort Sill, Oklahoma.

- Approved, February 10, 1999 

Kansas City

LCNB Corp., Lebanon, Ohio -- to acquire shares of Lebanon Citizens National Bank.

- Approved, February 11, 1999 

Cleveland

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

Bank Holding Companies

National Westminster Bank, PLC, London, England -- to engage in certain data 

processing and related activities through a proposed subsidiary, XCo. LLC.

- Approved, February 12, 1999 

New York

Nationwide Bankshares, Inc., West Point, Nebraska -- to acquire FNB Insurance 

Agency, Inc., Walthill, Nebraska, and First National Bank of Walthill.

- Approved, February 11, 1999 

Kansas City

Popular, Inc., Hato Rey, Puerto Rico; Popular International Bank, Inc.; Popular 

North America, Mount Laurel, New Jersey; and Popular Cash Express, Orlando, 

Florida -- to acquire certain assets and assume certain liabilities of Valley Check 

Cashers, Inc., San Fernando, California.

- Approved, February 9, 1999 

Secretary

Schomath Family Partnership, Oconomowoc, Wisconsin -- to acquire 

InvestorsBancorp, Inc., Pewaukee, Wisconsin, and InvestorsBank.

- Returned, February 11, 1999 

Chicago

State National Bancshares, Inc., Lubbock, Texas -- to acquire Valley 

Bancorporation, Inc., El Paso, Texas, and Montwood National Bank.

- Approved, February 9, 1999 

Dallas

Wrightsville Bancshares, Wrightsville, Georgia -- to retain WBS Financial Services, 

Inc. and continue to engage in insurance agency activities in a town with a 

population less than 5000.

- Approved, February 12, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

Bank Mergers

First National Bank of Jermyn, Jermyn, Pennsylvania -- to merge with NBO National 

Bank, Olyphant, Pennsylvania.

- Approved, February 12, 1999 

Philadelphia

First Virginia Bank-Southwest, Roanoke, Virginia -- to merge with First Virginia 

Bank-Piedmont, Lynchburg, Virginia; First Virginia Bank-Franklin County, Rocky 

Mount; and First Virginia Bank-Clinch Valley, Tazewell.

- Approved, February 11, 1999 

Richmond

Banks, Nonmember, And Miscellaneous Institutions

Farm Credit of Garden City, Scott City, Kansas -- registration under Regulation U.

- Approved, February 5, 1999 (AC)

Kansas City

Titanium Metals Corporation, Denver, Colorado -- registration under Regulation U.

- Approved, February 5, 1999 (AC)

Kansas City

Banks, State Member

Bank of Clarke County, Berryville, Virginia -- transfer agent registration.

- Approved, February 11, 1999 

Director, BS&R

Citizens Bank of MidAmerica, St. Joseph, Michigan -- transfer agent registration.

- Approved, February 11, 1999 

Director, BS&R

Change In Bank Control

Community Bancshares, Inc., Wilkesboro, North Carolina -- change in bank control.

- Permitted, February 12, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

Change In Bank Control

First Northwest Bancorp, Inc., Arlington Heights, Illinois -- change in bank control.

- Permitted, February 12, 1999 

Chicago

Marked Tree Bancshares, Inc., Marked Tree, Arkansas -- change in bank control.

- Permitted, February 11, 1999 

St. Louis

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

- Permitted, February 8, 1999 

Minneapolis

Competitive Factors Reports

Bank of the Ozarks, nwa, Jasper, Arkansas -- report on competitive factors of the 

proposed merger with Bank of the Ozarks, wca, Little Rock, Arkansas.

- Submitted, February 11, 1999 

St. Louis

Carolina First Interim Bank, National Association, Crescent City, Florida -- report on 

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

- Submitted, February 9, 1999 

Richmond

Centennial Bank, Eugene, Oregon -- report on competitive factors of the proposed 

acquisition of the Hazel Dell, Washington, branch of Northwest National Bank.

- Submitted, February 12, 1999 

San Francisco

Central Bank, Houston, Texas -- report on competitive factors of the proposed 

merger with Caldwell National Bank, Caldwell, Texas.

- Submitted, February 10, 1999 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

Competitive Factors Reports

Commonwealth National Bank, Mobile, Alabama -- report on competitive factors of 

the proposed purchase of assets and assumption of liabilities of two branches of 

Union Planters Bank, N.A., Memphis, Tennessee.

- Submitted, February 10, 1999 

Atlanta

First Kentucky Bank, Sturgis, Kentucky -- report on competitive factors of the 

proposed acquisition of Princeton Federal Bank, fsb, Princeton, Kentucky, and First 

Federal Savings Bank of Leitchfield, Leitchfield, through a corporate reorganization.

- Submitted, February 11, 1999 

St. Louis

First State Bank and Trust Company, Carthage, Texas, -- report on competitive 

factors of the proposed merger with Carthage Acquisition Corporation.

- Submitted, February 10, 1999 

Dallas

Manufacturers Bank, Chicago, Illinois -- report on competitive factors of the 

proposed merger with Avondale Federal Savings Bank.

- Submitted, February 8, 1999 

Chicago

National Bank of Commerce, Memphis, Tennessee -- report on competitive factors 

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

NBC Bank, FSB, Knoxville, Tennessee.

- Submitted, February 11, 1999 

St. Louis

Planters and Merchants State Bank, Hearne, Texas -- report on competitive factors 

of the proposed merger with Hartland Bank, National Association, Austin, Texas.

- Submitted, February 10, 1999 

Dallas

Premier Bank, Atlanta, Georgia -- report on competitive factors of the proposed 

merger with The Bank of Spalding County, Griffin, Georgia.

- Submitted, February 10, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

Competitive Factors Reports

Premier Bank, Atlanta, Georgia -- report on competitive factors of the proposed 

merger with First Community Bank of Henry County, McDonough, Georgia.

- Submitted, February 10, 1999 

Atlanta

Union Planters Bank, N.A., Memphis, Tennessee -- report on competitive factors of 

the proposed merger with Charter Bank, S.B., Sparta, Illinois.

- Submitted, February 11, 1999 

St. Louis

Wake Forest Federal Savings & Loan Association, Wake Forest, North Carolina -- 

report on competitive factors of the proposed merger with Wake Forest Interim 

Savings Bank.

- Submitted, February 12, 1999 

Richmond

Wesbanco Bank Fairmont, Inc., Fairmont, West Virginia -- report on competitive 

factors of the proposed merger with The Heritage Bank of Harrison County, Inc., 

Clarksburg, West Virginia.

- Submitted, February 11, 1999 

Richmond

Extensions Of Time

Bank One Corporation, Chicago, Illinois -- extension to June 12, 1999, to divest 

shares of First United Bank of Farmerville, Farmerville, Louisiana.

- Granted, February 8, 1999 

Director, BS&R

Deutsche Bank AG, Frankfurt, Germany, and Bankers Trust Corporation, New 

York, New York -- request by a commenter for extension of the comment period.

- Denied, February 12, 1999 

Secretary

First Cherokee Bancshares, Inc., Woodstock, Georgia -- extension to February 13, 

2000, to effect a change in bank control.

- Granted, February 12, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

Extensions Of Time

Machias Bancorp, MHC, Machias, Maine, and Machias Bancorp, Inc. -- extension to 

March 31, 1999, to become a mutual bank holding company and a bank holding 

company respectively, through the reorganization of Machias Savings Bank.

- Granted, February 2, 1999 (AC)

Boston

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

Leasing, Inc. -- extension to March 31, 1999, to engage in management consulting 

services through the acquisition of an interest in M&M Consulting, LLC, Bangor, 

Maine.

- Granted, February 2, 1999 (AC)

Boston

Monarch Bank, Chesapeake, Virginia -- extension to May 20, 1999, to become a 

member of the Federal Reserve System.

- Granted, February 8, 1999 

Richmond

Old Point Financial Corporation, Hampton, Virginia -- extension to May 20, 1999, to 

establish Old Point Trust & Financial Services, N.A., Newport News, Virginia, and 

engage in trust and discount brokerage activities.

- Granted, February 11, 1999 

Richmond

Valley National Corporation, Spring Valley, California -- extension to May 19, 1999, 

to acquire Valle de Oro Bank, N.A.

- Granted, February 10, 1999 

San Francisco

International Operations

Banc One International Corporation, Dallas, Texas -- to amend Articles of 

Association to change its name to Bank One International Corporation.

- Approved, February 8, 1999 

Secretary

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority February 7, 1999 to February 13, 1999

International Operations

Chase Manhattan Corporation, New York, New York -- waiver of the remainder of 

the 45-day notification period to make an investment in Ferropasa-Ferronorte 

Participacoes S.A., Sao Paolo, Brazil.

- Granted, February 8, 1999 

Director, BS&R

Membership

Oregon State Bank, Corvallis, Oregon -- to become a member of the Federal Reserve 

System.

- Approved, February 12, 1999 

San Francisco

Pacific Mercantile Bank, Newport Beach, California -- to become a member of the 

Federal Reserve System.

- Approved, February 11, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 9 of 9
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, February 13, 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 Second Quarter of 1999

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banco de la Ciudad de Buenos Aires, Buenos Aires, Argentina,

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

Newspaper – N/Avail

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

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Caixa Geral de Depositos, Lisbon, Portugal, to establish a

branch 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

3(a)(3) The Fuji Bank, Tokyo, Japan, to acquire additional voting shares

of The Yasuda Trust & Banking Co., Ltd., Tokyo, Japan,

thereby controlling more than a majority of the voting shares.*

Newspaper – 03/05/1999

Fed Reg – 03/05/1999

3(a)(5) Lakeland Bancorp, Inc., Oak Ridge, New Jersey, to acquire a

100 percent of the voting shares of High Point Financial

Corporation, Branchville, New Jersey, and thereby indirectly

acquire its wholly-owned bank subsidiary, The National Bank of

Sussex County, Branchville, New Jersey.*

Newspaper – 03/04/1999

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Second Quarter of 1999

Institution Location

Bank of New York One Wall Street, New York, New York 10015

Interchange Bank Park 80 West/Plaza Two, Saddle Brook, New Jersey 07663
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, February 13, 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 Second Quarter of 1999

Institution Location

Laurel Bank Johnstown, PA
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notification from Wesbanco Bank Wheeling,

Wheeling, WV on 02/08/1999, of its intent to establish a branch

at 504-506 Tenth Street, Moundsville, WV

02/15/1999

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

4(c)(8) Received notification from Commercial National Financial

Corporation, Latrobe, PA of its intent to engage in permissible

insurance activities through Commercial National Insurance

Services pursuant to the provisions of Section 225.28 (b)(11)(iii)

of Regualtion Y

03/02/1999

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 Second Quarter of 1999

Institution Location

Apple Creek Banking Company 3 West Main St., Apple Creek, OH 44606-0237

Croghan Colonial Bank 323 Croghan Street, Fremont, OH 43420

WesBanco Bank Wheeling 1 Bank Plaza, Wheeling, WV 26003-3565

Ohio Heritage Bank 200 Main Street, Coshocton, OH 43812

Fifth Third Bank 251 North Illinois, Indianapolis, IN 46204
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Crestar Bank, Richmond, Virginia, to establish a branch at

2400 Boston Street, Suite 110, Baltimore, Maryland .*

Newspaper – 02/17/1999

Branch Crestar Bank, Richmond, Virginia, to establish a branch at

6225 N. Charles Street, Baltimore, Maryland .*

Newspaper – 02/17/1999

Branch Triangle Bank, Raleigh, North Carolina, to establish a branch

at 211 17th Street Extension, Wilmington, North Carolina .*

Newspaper – 03/08/1999

*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) 1

st State Bancorp, Inc., Burlington, North Carolina, to become

a bank holding company through the acquisition of 100% of

the voting shares of 1st State Bank, Burlington, North Carolina.*

Fed Reg – 03/12/1999

Newspaper – 02/26/1999

3(a)(1) 1

St State Bank Foundation, Inc., Burlington, North Carolina,

to become a bank holding company through the acquisition of

14.7% of the voting shares of 1st State Bancorp, Inc., Burlington,

North Carolina.*

Fed Reg – 03/12/1999

Newspaper – 02/26/1999

*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

619327 Farmers Bank

50 East Windsor Boulevard

Windsor, Virginia 23487-9402

11/30/1998 02/12/1999 S X

Section VI – CRA examinations scheduled for Second Quarter of 1999

Institution Location

Farmers Bank of Maryland Annapolis, Maryland

EagleBank Bethesda, Maryland

Atlantic Bank Ocean City, Maryland

First Virginia Bank-Maryland Upper Marlboro, Maryland

First Virginia Bank – Mountain Empire Abingdon, Virginia

James Monroe Bank Arlington, Virginia
Section VI – CRA examinations scheduled for Second Quarter of 1999

Institution Location

Alliance Bank Corporation Fairfax, Virginia

First Virginia Bank Falls Church, Virginia

Capital One Bank Glen Allen, Virginia

First Virginia Bank - Commonwealth Grafton, Virginia

New Peoples Bank Honaker, Virginia

Chesapeake Bank Kilmarnock, Virginia

First Virginia Bank of Tidewater Norfolk, Virginia

Farmers and Miners Bank Pennington Gap, Virginia

First Virginia Bank – Colonial Richmond, Virginia

First Virginia Bank-Southwest Roanoke, Virginia

Farmers & Merchants Bank of Stanley Stanley, Virginia

First Virginia Bank–Blue Ridge Staunton, Virginia

F&M Bank–Winchester Winchester, Virginia
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 3535 Montgomery Highway, Dothan, Alabama, to be

known as the 231 Perimeter North Office.

02/16/1999*

Branch Citizens Trust Bank, Atlanta, Georgia, to establish a branch

located at Cascade Crossing Phase II, Sub-Plot B, Atlanta,

Georgia.

03/05/1999*

*Subject to provisions of the Community Reinvest Act

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

Type Application

Ending date of

comment period

3(a)(1) First Capital Bank Holding Corporation, Fernandina Beach,

Florida, to become a bank holding company by acquiring First

National Bank of Nassau County, Fernandina Beach, Florida

(in organization).

N/Avail*

3(a)(1) Marine Bancshares, Inc., Naples, Florida, to become a bank

holding company by acquiring Marine National Bank of Naples,

Naples, Florida (in organization).

Fed Reg - 03/15/1999*

3(a)(5) First Banking Company of Southeast Georgia, Statesboro,

Georgia, to merge with Wayne Bancorp, Inc., Jesup, Georgia,

and thereby acquire Wayne National Bank, Jesup, Georgia.

Newspaper - 03/12/1999*

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Second Quarter of 1999

Institution Location

Compass Bank Birmingham, Alabama

Aliant Bank Alexander City, Alabama

First Bank and Trust Company of Tennessee Johnson City, Tennessee

Bank of Gueydan Gueydan, Louisiana

Harris Trust West Palm Beach, Florida

Fifth Third Bank of Florida Naples, Florida

First Progressive Bank Brewton, Alabama

Bank of York York, Alabama

Farmers and Merchants Bank Centre, Alabama

Pan American Bank Miami, Florida
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Johnson Bank

Racine, Wisconsin

 S.C. Johnson Howard Packard Building

 1525 Howe Street

 Racine, Wisconsin

Newspaper – 2/16/1999

Branch F&M Bank-Darlington

Darlington, Wisconsin

 640 Dodge Street

 Mineral Point, Wisconsin

Newspaper – 3/1/1999

Newspaper - Newspaper Comment Period Ending Date

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

Type Application

Ending date of

comment period

3(a)(3) Bloomfield Hills Bancorp, Inc.*

Bloomfield Hills, Michigan

 Bank of Rochester (in organization)

 Rochester, Michigan

Fed Reg – N/Avail

Newspaper – N/Avail

CIC FM Fincorp

Laotto, Indiana

 By Louis and Mary M. Peduto

Fed Reg – 2/26/1999

Newspaper – N/Avail

CIC Decatur Corporation

Leon, Iowa

 By Esther Hamann Brabec

Fed Reg – 3/1/1999

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

None

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

Type Application

S/R Heritage Bancshares Group, Inc.

Minneapolis, Minnesota

 To redeem 6,400.4286 shares or 63.4% of its class B common

 stock

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

263346 F&M Bank-Prairie du Chien

300 E. Blackhawk Ave.

Prairie du Chien, Wisconsin 53821

(608) 326-2424

10/2/1998 2/8/1999 S x

209139 NAB Bank

222 W. Cermak Ave.

Chicago, Illinois 60616

(312) 225-5991

8/24/1998 2/8/1999 S x
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

830542 Central State Bank

301 Iowa Ave.

Muscatine, Iowa 52761-0146

(319) 263-3131

11/20/1998 2/8/1999 S x

180443 First State Bank

240 Linn St.

Brunsville, Iowa 51008

(712) 533-6441

11/5/1998 2/12/1999 S x

Section VI – CRA examinations scheduled for Second Quarter of 1999

Institution Location

State Bank of Arthur

Prairie Bank and Trust

First Bank and Trust of Evanston

Shelby County State Bank

Foxdale Bank

Citizens First State Bank of Walnut

De Motte State Bank

Fifth Third Bank of Central Indiana

1

st Source Bank

People’s Bank and Trust Company

Central Trust and Savings Bank

Mercantile Bank of Western Iowa

American Trust and Savings Bank

First Bank and Trust Company

Union State Bank

Commercial Trust and Savings Bank

Iowa State Bank

Huron Community Ban

ShoreBank Detroit

ChoiceOne Bank

First Banking Center – Burlington

M&I Bank of Burlington

State Bank of Howards Grove

F&M Bank – New London

M&I Bank of Racine

Baylake Bank

M&I First American Bank

Arthur, Illinois

Bridgeview, Illinois

Evanston, Illinois

Shelbyville, Illinois

South Elgin, Illinois

Walnut, Illinois

De Motte, Indiana

Indianapolis, Indiana

South Bend, Indiana

Sunman, Indiana

Cherokee, Iowa

Des Moines, Iowa

Dubuque, Iowa

Glidden, Iowa

Rockwell City, Iowa

Storm Lake, Iowa

Wapello, Iowa

East Tawas, Michigan

River Rouge, Michigan

Sparta, Michigan

Burlington, Wisconsin

Burlington, Wisconsin

Howard Grove, Wisconsin

New London, Wisconsin

Racine, Wisconsin

Sturgeon, Wisconsin

Wausau, Wisconsin
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Notice by Citizens Bank & Trust Company, Van Buren,

Arkansas, to acquire certain assets and assume the deposit

liabilities of the Van Buren, Arkansas branch of River Valley

Bank & Trust, Lavaca, Arkansas.

Newspaper – 3/12/1999

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

Type Application

Ending date of

comment period

CIC Notice involving Leitchfield Deposit Bancshares, Inc.,

Leitchfield, Kentucky, by the Leitchfield Deposit Bancshares,

Inc. Employee Stock Ownership Plan, Leitchfield, Kentucky.

Newspaper – N/Avail

Fed Reg – 3/4/1999

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

3(a)(5)(C) Notice by Commerce Bancorp, Inc., Greenwood, Mississippi, to

acquire Bank of Commerce, Greenwood, Mississippi.
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 Second Quarter of 1999

Institution Location

Pulaski Bank and Trust Company Little Rock, Arkansas

The Elberfeld State Bank Elberfeld, Indiana

The Scott County State Bank Scottsburg, Indiana

Citizens Bank Hartford, Kentucky

Fifth Third Bank of Kentucky, Inc. Louisville, Kentucky

Cass Bank and Trust Company Bridgeton, Missouri

Bank of Iberia Iberia, Missouri

Midwest Independent Bank Jefferson City, Missouri

Lindell Bank and Trust Company St. Louis, Missouri

First State Bank of St. Robert St. Robert, Missouri
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Dacotah Bank, Aberdeen, South Dakota, to establish a branch in

Rapid City, South Dakota. *

02/27/1999

18(c) & Branch Northwestern Bank, Chippewa Falls, Wisconsin, to purchase

certain assets and assume certain liabilities of the Boyd,

Wisconsin branch of M&I Community State Bank, Eau Claire,

Wisconsin, and incident thereto establish a branch. *

N/Avail

* Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

CIC Steven J. Huston to acquire control of Rockford Bancorporation,

Inc., Rockford, Minnesota.

N/Avail

3(a)(1) WCB Bancshares, Inc., Oakdale, Minnesota, for prior approval

to become a bank holding company through the acquisition of

100% of the voting shares of Washington County Bank, N.A.,

Oakdale, Minnesota, a de novo bank.

Fed Reg - 03/05/1999

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

295057 Security Bank Minnesota

Albert Lea, Minnesota

11/02/1998 02/09/1999 S X

663058 Rocky Mountain Bank

Billings, Montana

09/28/1998 02/11/1999 S X
Section VI – CRA examinations scheduled for Second Quarter of 1999

Institution Location

State Savings Bank of Manistique

Central Savings Bank

Crow River State Bank

Minnesota BANKFIRST

Kanabec State Bank

Liberty State Bank

Belt Valley Bank

Ravalli County Bank

First Valley Bank

State Bank of Terry

Merchants State Bank

American State Bank of Pierre

Manistique, Michigan

Sault Ste. Marie, Michigan

Delano, Minnesota

Minneapolis, Minnesota

Mora, Minnesota

St. Paul, Minnesota

Belt, Montana

Hamilton , Montana

Seeley Lake, Montana

Terry, Montana

Freeman, South Dakota

Pierre, South Dakota
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, February 13, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch Pinnacle Bank of Cheyenne, Cheyenne, Wyoming, to merge

with Frontier Bank of Laramie County, Cheyenne, Wyoming;

and incident thereto, establish an additional branch.

Newspaper – N/Avail

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

Bank, Gretna, Nebraska; and incident thereto, establish an

additional branch.

Newspaper – N/Avail

18(c) / Branch Citizens Bank & Trust Company, Torrington, Wyoming, to

merge with Pinnacle Bank of Cheyenne, Wyoming; and incident

thereto, establish an additional branch.

Newspaper – N/Avail

Branch / BP BancFirst, Oklahoma City, Oklahoma, to establish a branch at

1204 E. Ross Street, Tahlequah, Oklahoma; and to invest in

bank premises.

Newspaper – 03/03/1999

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

Type Application

Ending date of

comment period

3(a)(1) Davenport Community Bancshares, Inc., Davenport, Nebraska,

to become a bank holding company through the acquisition of

100 percent of the voting shares of Jennings State Bank,

Davenport, Nebraska.

Newspaper – 03/13/1999

Fed Reg – 03/05/1999

3(a)(1) Ameri-National Corporation, Overland Park, Kansas, to become

a bank holding company through the acquisition of 100 percent

of the voting shares of Horizon National Bank, Leawood,

Kansas, a de novo bank in organization.

Newspaper – N/Avail

Fed Reg – 03/01/1999

3(a)(3) Archer, Inc., Palmer, Nebraska, and Osceola Insurance Agency,

Inc., Osceola, Nebraska, to acquire 10.25 percent of the voting

shares of Pinnacle Bank, Papillion, Nebraska.

Newspaper – N/Avail

Fed Reg – 03/15/1999

3(a)(3) First National Agency, Inc., Wayne, Nebraska, to acquire 16.13

percent of the voting shares of B.W. Bancorp, Woodbury,

Nebraska; and thereby indirectly acquire Boundary Waters

Community Bank, Ely, Minnesota, a de novo bank in

organization

Newspaper – 03/11/1999

Fed Reg – 03/05/1999
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 Pinnacle Bank of Cheyenne, Cheyenne, Wyoming, 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

387756 Farmers State Bank

Mankato, Kansas

11/16/1998 02/09/1999 S X

Section VI – CRA examinations scheduled for Second Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, February 13, 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)(1)

3(a)(1)

3(a)(1)

Metroplex North Bancshares, Inc. Employee Stock Ownership

Plan, Celeste, TX, to acquire Metroplex North Bancshares, Inc.,

Celeste, TX, and The First Bank of Celeste, Celeste, TX*

Sam Houston Financial Corp., Huntsville, TX, to acquire

Huntsville Holdings, Inc., Wilmington, DE, and

The First State Bank, Kosse, TX*

(Previously reported the week ending February 6, 1999)

Huntville Holdings, Inc., Wilmington, DE, to acquire

The First State Bank, Kosse, TX*

(Previously reported the week ending February 6, 1999)

Fed Reg – 03/12/1999

Newspaper – N/Avail

Fed Reg – 03/05/1999

Newspaper – 03/01/1999

Fed Reg – 03/05/1999

Newspaper – 03/01/1999

*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 Second Quarter of 1999

Institution Location

Hale County Bank

973364

Texas State Bank

1017658

Wellington State Bank

371362

First State Bank of Mineral Wells

238755

201 West 6th St.

Plainview, TX 79073

3900 North 10th St.

McAllen, TX 78501

1000 8th St.

Wellington, TX 79095

101 East Hubbard St.

Mineral Wells, TX 76067
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, February 13, 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) Eggemeyer Advisory Corp., WJR Corp., and Castle Creek

Capital, LLC, Rancho Santa Fe, California, to indirectly acquire

up to 25 percent of State National Bancshares, Inc., Lubbock,

Texas; and Castle Creek Capital Partners Fund IIa, L.P., and

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

California, to indirectly acquire up to 12 percent of State

National Bancshares, Inc., Lubbock, Texas. *

Newspaper – N/Avail

Fed Reg – 03/07/1999

3(a)(3) Eggemeyer Advisory Corp., WJR Corp., Castle Creek Capital,

LLC, Castle Creek Capital Partners Fund-I, L.P., 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 more than 5 percent of Valley Bancorp, Inc., El Paso,

Texas. *

Newspaper – N/Avail

Fed Reg – 03/07/1999

* 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

3(a)(5)(C) Pacific Financial Corporation to become a bank holding

company by acquiring Bank of the Pacific, both of Long Beach,

Washington.

Member The Bank of Orange County, Fountain Valley, California, to

become a member of the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

995076 Cache Valley Bank

101 North Main Street

P.O. Box 3227

Logan, UT 84323-3227

(435) 753-3020

10/13/1998 02/05/1999 S X
Section VI – CRA examinations scheduled for 2nd Quarter of 1999

Institution Location

American Pacific State Bank Sherman Oaks, CA

Bank of Coronado Coronado, CA

Community First Bank Prineville, OR

Desert Community Bank Victorville, CA

First American Bank Rosemead, CA

Harris Bank and Trust Scottsdale, AZ

Security First Bank Fullerton, CA

Silicon Valley Bank Santa Clara, CA

The Arizona Bank Tucson, AZ

Valencia Bank Valencia, CA

Valley Community Bank McMinnville, OR