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

Type Application

Ending date of
comment period

Footnotes

Section V - Availability of CRA public evaluations

CRA.:

Outstanding

Satisfactory

Needs to Improve

' Substantial noncompliance

Description of the CRA Goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which it has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

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

201 North Warren Avenue
Apollo, PA 15613

RSSD Examination CRA CRA
number Institution/ Location date public date rating
576710 The Ohio Bank 6/02/97 9/8/97 Satisfactory
236 Main Street
Findlay, OH 45840
368522 Apollo Trust Company 6/30/97 9/9/97 Satisfactory

Footnotes



SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

Identification of Ratings

In connection with the assessment of each insured depository institution's CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs

An institution in this group has an outstanding record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs

An institution in this group has a satisfactory record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs

An institution in this group needs to improve its overall record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping

to meet the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

CRA Public CRA
Bank/Location RSSD# Exam Date Date Rating
Citizens Bank & Trust 561659 06-16-97 09-12-97 Satisfactory
Company
2000 Main Street

Torrington, Wyoming 82240-2709

*Application is subject to CRA.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Newspaper Notice Only

Comment Period

Application 7 Ending Date
Ronan State Bank, Ronan, Montana to establish a branch in September 15, 1997

Polson, Montana. *

Farmers State Bank, Victor, Montana to establish a branch in September 29, 1997
Hamilton, Montana. *

* Subject to CRA
FEDERAL RESERVE BANK OF MINNEAPOLIS

Section Il - Applications Subject to Both
Newspaper and Federal Register Notice

Comment Period

Application ing Date
Norwest Corporation, Minneapolis, Minnesota; Norwest Financial Not yet available

Services, Inc., Des Moines, lowa; and Norwest Financial, Inc., Des
Moines, Iowa to engage in industrial loan and thrift company activities,
consumer finance activities, and acting as principal, agent, or broker
for credit life, accident and health, and involuntary unemployment
insurance related to its extensions of credit through the acquisition

of Cityside Financial Services of Wisconsin, Inc., Cityside Savings

& Financial Services, Co., and Cityside Insurance Company, Ltd.,
headquartered in Eden Prairie, Minnesota.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject
to Federal Register Notice Only

Comment Period

Application Ending Date
NONE.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to
Federal Register Notice or Newspaper Notice

Application

NONE.


FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 9/12/97

BYL-Bancorp to become a bank holding company by acquiring Bank of Yorba Linda, both of
Yorba Linda, California.

Commerce Security Bancorp, Inc., Huntington Beach, California, to be paid a dividend of
$800,000, by Eldorado Bank, Tustin, California.

Valley Independent Bank, El Centro, California, to become a member of the Federal Reserve System.
i : ilabili ic E ion:

The CRA public evaluations of the institution(s) below became available during this week. Information
about a particular institution's CRA evaluation may be obtained directly from the institution.

Institution Location xaminati E Rating*

None

*Under the rating system an institution's CRA performance is assigned one of the following four ratings:

Outstanding record of meeting community credit needs: An institution has an outstanding record of,
and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

Satisfactory record of meeting community credit needs: An institution has a satisfactory record of
ascertaining and meeting the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

Needs to Improve record of meeting community credit needs: An institution needs to improve its
overall record of ascertaining and helping to meet the credit needs of its entire delineated community,
including low- to moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

Substantial Noncompliance in meeting community credit needs: An institution has a substantially
deficient record of ascertaining and helping to meet the credit needs of its entire delineated community,
including low- to moderate-income neighborhoods, in a manner consistent with its resources and
capa‘vilities.

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_- APP ATIONS BULLETIN

Effective April 21, 1997, information regarding the comment periods associated with
applications and notices submitted to the Federal Reserve Bank of Boston for
processing under section 3 and 4(c) (8) of the Bank Holding Company Act of 1956, as
amended, will be available 24 hours a day by calling the following

toll-free number 1-800-896-9480.

*Subject to CRA.

**Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to
Improve; "SN" - Substantial Noncompliance



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Greer, Elmo, Cumberland Valley CIBC Cleveland May 23, 1997
East Bernstadt, KY Financial Company,

London, KY
Grell, Steven; Bovee Albert City Bankshares, CIBC Chicago August 29, 1997
Investment Trust, Inc., Albert City, IA &
Bovee, Michael R., Albert City Savings Bank,
Trustee; Tamisiea, Albert City, IA & The
Bruce; Nystrom, Bruce; Citizens State Bank,
Grave, Gary; Cotton, Marathon, IA.
John M.; & Hultgren,
David M.; all of
Spencer, IA, acting in
concert
Harbor, Lacy J., Marble Falls National CIBC Dallas September 4, 1997
Denison, TX Bancshares, Inc., Marble

Falls, TX, & Marble Falls

National Bank, Marble

Falls, TX
Hardin County Majors Insurance Agency, 4 St. Louis August 26, 1997
Bancshares, Inc., Inc.,
Savannah, TN Adamsville, TN general

insurance agency activities

in a town of less than 5,000

(b)11)
Heartland Bancshares, Heartland Community 3 Chicago September 12, 1997
Inc., Franklin, IN Bank, Franklin, IN
Heath, Craig Dwight, Texico Bancshares CIBC St. Louis October 1, 1997
Phoenix, AZ Corporation, Texico, IL &

Texico State Bank, Texico,

IL
Hibernia Corporation, Unicorp Bancshares-Texas 3 Atlanta August 11, 1997
New Orleans, LA Inc., Orange, TX, and

OrangeBank, Orange, TX
Industrial Bank of Aubrey G. Lanston & Co., 4 New York May 12, 1997
Japan, Ltd., Inc.,

Tokyo, Japan

New York, NY, securities
activities (b)(7); data
processing (b)(14);
financial & investment
activities (b)(6); and
underwriting (b)(8)



Applicant or notificant

Reserve Bank

End of comment period

First National of
Nebraska, Inc., Omaha,
NE, & its subsidiary
First National of
Colorado, Inc., Fort
Collins, CO

First State Bancorp of
Monticello, Inc.,
Employee Stock
Ownership Plan(1),
Monticello, IL
CONTINUED

First State Bancorp of
Monticello, Inc.,
Employee Stock
Ownership Plan(2),
Monticello, IL
CONTINUED

First State Bancshares,
Inc., Farmington, MO

First Union
Corporation(1),
Charlotte, NC
CONTINUED

Acquiree or activity Section of law
Platte Valley National 3

Bank, Grand Island, NE &

First National of Nebraska,

Lincoln, NE

First State Bancorp of 3

Monticello, Inc.,
Monticello, IL & State
Bank of Hammond,
Hammond, IL; First State
Bank of Monticello,
Monticello, IL; First State
Bank of Bloomington,
Bloomington, IL; First State
Bank of Heyworth,
Heyworth, IL
CONTINUED

& First State Bank of 3
Atwood, Atwood, IL

Perry County Financial 4
Corporation, Perryville,

MO, and

Perry County Savings

Bank, FSB,

Perryville, MO operating a
savings

association (b)(4)

Signet Banking Corp., &
Signet Bank, Richmond,
VA; Signet Commercial
Credit Corp., Richmond,
VA making loans that are
typcially secured by
inventory, accounts
receivable or like security
& are generally structured
ona revolving basis (b)(1);
CONTINUED

3 and 4

Dallas

Chicago

Chicago

St. Louis

Richmond

August 25, 1997

September 12, 1997

September 12, 1997

August 1, 1997

September 19, 1997


Applicant or notificant Section ofiaw Reserve Bank End of comment period

Acquiree or activity

Myers, Judy Noe, Rusk County Bancshares, CIBC Dallas September 24, 1997
Dallas, TX Inc., Henderson, TX &

Peoples State Bank,

Henderson, TX
National Bank of Natbank, N.A., Hollywood, 3 New York October 3, 1997
Canada, Montreal, FL & Natbank, N.A.
Canada & NatBC
Holding Corporation,
Hollywood, FL
National City Bridgeport Bancorp, Inc., 3 St. Louis June 6, 1997
Bancshares, Inc., Bridgeport, IL, and First
Evansville, IN National Bank of

Bridgeport, Bridgeport, 1L
Nationa! City Fourth First Bancorp, Inc., 3 St. Louis October 3, 1997
Bancshares, Inc., Huntingburg, IN & First
Evansville, IN Bank of Huntingburg,

Huntingburg, IN
New Amboy, Inc., Old Amboy Bancorporation, 3 New York September 26, 1997
Bridge, NJ Old Bridge, NJ & Amboy

National Bank, Old Bridge,

NJ
North Fork Branford Savings Bank, 3 New York September 18, 1997
Bancorporation, Inc., Branford, CT
Meiville, NY
Northside Banking Northside Bank of Tampa, 3 Atlanta August 29, 1997
Corporation, Tampa, FL Tampa, FL
Norwest Corporation, Int'l Bancorp, Golden 3 and 4 Minneapolis September 12, 1997

Minneapolis, MN

Valley, MN & Northern
Nat'l Bank, Int'l Falls, MN;
City Nat'l Bank of Cloquet,
Cloquet, MN & Northern
Nat'l Bank, Nisswa, MN &
Norwest Investment

Services, Inc., Minneapolis,

MN securities &

underwriting activites (b})(7)

& (by(8)



Applicant or notificant Acquiree or activity Section oftaw _Reserve Bank End of comment period
Regions Financial Griffin Federal Savings 4 Atlanta September 15, 1997
Corporation, Bank, Griffin, GA operating

Birmingham, AL. a savings association (b)(4)

Rice Lake Bancorp, TALCO, Inc., Menomonie, 3 Minneapolis October 9, 1997
Inc., Rice Lake, WI WI & Menomonie Shares,

Rockdale National
Bankshares, Conyers,
GA

CORRECTION

Rockdale National
Bankshares, Inc.,
Conyers, GA

Rockdale National
Bankshares, Inc.,
Conyers, GA.

Rossenberg, Clifford R.,
Sunset Beach, CA

Saehan Bancorp, Los
Angeles, CA

Santander Holding
Internacional, S.A., and
Santusa Holding, S.L.,
both of Madrid, Spain

Shields, James Homer,
TH, London, England

Inc., Menomonie, WI;
Menomonie Financial
Services, Inc., Menomonie,
WI & First Bank and Trust,
Menomonie, WI

Rockdale National Bank, 3 Atlanta
Conyers, GA

Rockdale National Bank, 3 Atlanta
Conyers, GA.

Rockdale National Bank, 3 Atlanta
Conyers, GA

Security First Bank, CIBC San Francisco
Fullerton, CA

Saehan Bank, Los Angeles, 3 San Francisco
CA

Banco Santander Puerto 3 New York

Rico, San Juan, Puerto
Rico. Santander Holding
Invernacional, S.A.,
Santusa Holding, S.L., &
Banco Santander Puerto
Rico all currently are
subsidiaries of Banco
Santander, S.A., Madrid,
Spain

Sebastian Bankshares, Inc., CIBC St. Louis
Barling, AR & River Valley
Bank and Trust, Lavaca, AR

August 22, 1997

August 25, 1997

August 22, 1997

May 27, 1997

September 19, 1997

September 10, 1997

September 24, 1997


Applicant or notificant Acquiree or activity Section of law _Reserve Bank End of comment period
Citizens National Bank First Citizens Bancshares, CIBC Dallas September 3, 1997
of Waxahachie Inc. Waxahachie, TX &
Employee Stock Citizens National Bank,
Ownership Plan, ‘Waxahachie, TX
Waxahachie, TX
Commercial Citizens State 3 St. Louis July 29, 1997
Bancshares, Inc., Bank, Hempstead, TX
Texarkana, AR.
Community Financial MidAmerica Bank of St. 3 St. Louis September 12, 1997
Corp., Olney, IL Clair County, O'Fallon, IL
Community First Republic National Bancorp, 3 Minneapolis October 6, 1997
Bankshares, Inc., Fargo, Inc., Pehoenix, AZ &
ND Republic National Bank of

Arizona, N.A., Phoenix, AZ
Community First First National Summit 3 Minneapolis October 6, 1997
Bankshares, Inc., Fargo, Bankshares, Inc., Gunnison,
ND CO & First National

Summit Bank, Gunnison,

co
Compass Bancshares, GSB Investments, Inc., 3 Atlanta October 6, 1997
Inc., Birmingham, AL Gainesville, FL &

Gainsville State Bank,

Gainesville, FL
Cortez Investment Co., The Cortez State Bank, 3 Kansas City October 6, 1997
Cortez, CO Cortez, CO
Crestar Financial American Nat'l Bancorp, 4 Richmond August 15, 1997
Corporation, Richmond, Inc., & American Nat'l
VA Savings Bank, F.S.B.,

Baltimore, MD acting as

agent in the sale of mutual

funds (b)(7); in the sale of

home mortgage redemption

insurance (b)(11)(i); and in

the sale of annuities

(b)(1 1 Xvi)
Cross County Bank Cross County Bancshares, CIBC St. Louis August 4, 1997
Employee Stock Inc., Wynne, AR, and
Ownership Plan, Cross County Bank,
Wynne, AR Wynne, AR



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending September 12. 1997

Section 1 - Applications Subj » Newspaper Notice Onl
Application Comment Period Ending Date
None.
Section 2 - Applications Subject to Both
Newspaper and Federal ister Notice
Application Comment Period Ending Date
Eagle National Holding Company, Inc. Not yet available*

Miami, Florida
Change in control by Mr. Jaime Gilinski to acquire 100 percent of the outstanding shares of common
stock of Eagle National Holding Company, Inc., Miami, Florida, pursuant to Change in Bank
Control Act of 1978.

First Bankshares, Inc. 09-30-97*

Longwood, Florida Federal Register
Change in control notice by Ms. Susma Patel and Messrs. Suketu (Suku) Madhusudan Patel, Parimal
(Perry) Kantibhai Patel, Bharat Muljibhai Amin, Dennis John Lloyd King, and Sushilaban Patel,
to collectively acquire 43.06 percent of the outstanding shares of First Bankshares, Inc., Longwood,
Florida, pursuant to the Change in Bank Control Act of 1978.

MidSouth Bancorp, Inc. 09-30-97*
Employee Stock Ownership Plan Federal Register

Lafayette, Louisiana

After-the-fact change in control by MidSouth Bancorp, Inc., Employee Stock Ownership Plan,

Lafayette, Louisiana, to retain 10.57 percent of the outstanding shares of MidSouth Bancorp, Inc.,

Lafayette, Louisiana, pursuant to the Change in Bank Control Act of 1978.

Section 3 - Applications Subject to Federal Register Only

Application Comment Period Ending Date
None.

*Subject to provisions of the Community Reinvestment Act.


District 11
Federal Reserve Bank of Dallas
Applications and Notifications Filed During the Week of September 8, 1997

Section I - Applications subject to newspaper notice only

Comment period
Type Application ending date
*Section 9 Texas Heritage Bank, Hutto, TX, to establish a branch at **97/10/07

800 South Austin Avenue, Georgetown, TX, 78626

* Subject to CRA.
** Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.

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

Comment period
Type Application ending date

Change in Control Judy Noe Myers, Dallas, TX, only notificant, to acquire an **97/09/29
Notice interest in Rusk County Bancshares, Inc., Henderson, TX
(Previously reported during the week of September 2, 1997)

*Section 3(a)(3) Paradigm Bancorporation, Inc., Houston, TX, and **97/09/30
Paradigm Delaware Bancorporation, Inc., Dover, DE, to
acquire First National Bank of Dayton, Dayton, TX

* Subject to CRA.
** Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.



H.2 Page 2
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Minneapolis

Rocky Mountain Bank, Billings, Montana -- to establish branches in Big Fork and
Stevensville, Montana.
- Approved, September 12, 1997

BANK HOLDING COMPANIES

Cleveland
Banc One Corporation, Columbus, Ohio -- to acquire Fitzgerald, Davis &
Associates, LP, Chicago, Illinois.
- Permitted, September 12, 1997

Minneapolis
Bloomer Bancshares, Inc., Bloomer, Wisconsin -- to acquire Peoples State Bank.
- Approved, September 11, 1997

Dallas
Buffalo Bancorp, Inc., Buffalo, Texas -- to acquire Buffalo Corporation, Dover,

Delaware, and Citizens State Bank, Buffalo, Texas.
- Approved, September 11, 1997

Director, BS&R
Commerzbank AG, Frankfurt am Main, Federal Republic of Germany -- request for
exceptions to a commitment in connection with a notice to engage in futures

commission merchant activities.
- Granted, September 12, 1997

Cleveland
Community Holding Company, Inez, Kentucky -- to acquire Inez Deposit Bank,

F.S.B.
- Permitted, September 12, 1997

Minneapolis
Dean Financial Services, Inc., St. Paul, Minnesota -- to acquire The First National
Corporation of Aitkin, Inc., Aitkin; Mid-Continent Financial Services, Inc.,
Bloomington; and The First State Bank of Eden Prairie, Eden Prairie, Minnesota.
- Approved, September 9, 1997



RESERVE BANK APPLICATIONS BULLETIN For week ending Seprember 12, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

TI - AVAILAB) RA PUBLI
Identificati Ratings:
Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.
Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping to meet

the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

—

Name of Bank Examination | Examination|
Date Rating

Bank Address



Section VI - CRA examinations scheduled for Fourth Quarter of 1997

Institution

Location

Andover Bank

Bank of Corning Company
Commercial & Savings Bank Co.
Fifth Third of Northeastern Ohio
Genoa Banking Company
Hamler State Bank

Hocking Valley Bank

The Citizens Banking Company
The Corn City State Bank

The Cortland Savings & Banking Co.
The Custar State Bank

The Farmers Citizen Bank

The Metamora State Bank

The Minster State Bank

The Provident Bank

Towne Bank

P.O. Box 1300, Public Square, Andover, OH 44003-1300
P.O. Box 428, N. Valley Street, Corning, OH 43730-0428
P.O. Box 50, 701 S. Market Street, Danville, OH 43014-0050
1404 E, Ninth Street, Cleveland, OH 44114

P.O. Box 98, 801 Main Street, Genoa, OH 43430-0098

P.O. Box 358, 210 Randolph Street, Hamler, OH 43524-0358
P.O. Box 4847, 7 W. Stimson, Athens, OH 45701-4847

P.O. Box 5016, 100 E. Water Street, Sandusky, OH 44871-5016
P.O. Box 197, 120 W. Main Street, Deshler, OH 43516-0197
P.O. Box 98, 194 W. Main Street, Cortland, OH 44410-0098
P.O. Box 127, Main Street, Custar, OH 43511-0127

P.O. Box 567, Washington Square, Bucyrus, OH 44820-0567
P.O. Box F, 120 E. Main Street, Metamora, OH 43540-0270
P.O. Box 90, 96 W. Fourth Street, Minster, OH 45865-0090

1 E. 4th Street, Cincinnati, OH 45202

P.O. Box 202, 610 E. South Boundary, Perrysburg, OH 43551

Footnotes



Federal Rese: nk of ta
lications B in for W nding September 1 7

Recently Approved Applications Approval Date
AmSouth Bank 09-08-97

Birmingham, Alabama
To establish a branch located at 11314 Causeway Boulevard, Brandon, Florida, pursuant to Section
9 of the Federal Reserve Act.

AmSouth Bank 09-08-97
Birmingham, Alabama

To establisha branch located at 15051 Tamiami Trail, Fort Myers, Florida, pursuant to Section 9 of

the Federal Reserve Act.

Colonial Bank 09-08-97
(Revised)

Montgomery, Alabama

To establisha branch located at 2941 North Poinciana Boulevard, Kissimmee, Florida, pursuant to

Section 9 of the Federal Reserve Act.

Colonial Bank 09-12-97
Montgomery, Alabama

To establisha branch located at 4336 US Highway 231, Wetumpka, Alabama, pursuant to Section

9 of the Federal Reserve Act.

Colonial Bank 09-08-97

Montgomery, Alabama
To establish a branch located on the north side of Highway 82/McFarland Boulevard, 100 Town
Center Boulevard, Tuscaloosa, Alabama, pursuant to Section 9 of the Federal Reserve Act..

Valley National Corporation 09-10-97
Lanett, Alabama
1-BHC formation, Valley National Bank of Lanett, Lanett, Alabama, pursuant to Section 3(a)(1) of

the Bank Holding Company Act.

MC Bancshares, Inc. 09-12-97

Morgan City, Louisiana

Request for waiver of the application requirements of Section 3 of the Bank Holding Company Act,
in connection with its proposed acquisition of Guaranty Bancshares Holding Corporation, Morgan
City, Louisiana, and Guaranty Bank and Trust Company of Morgan City, Morgan City, Louisiana.

Compass Bank 09-12-97

Houston, Texas
To become a member of the Federal Reserve System, pursuant to Section 9 of the Federal Reserve
Act and Section 208.4 of Regulation Y.



Week ending September 12, 1997

De iot

Outstanding record of meeting community credit needs.
An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated

community, including low- and moderate-income neighborhoods, in a manner con-
sistent with its resources and capabilities.

Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community,

including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.

Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record of ascer-

taining and helping to meet the credit needs of its entire delineated
community, including low- and moderate

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

Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of ascer-
taining and helping to meet the credit needs of its entire delineated community,

including low- and moderate-income neighborhoods, in a manner consistent with
its resources and capabilities.

RSSD

Examination
Numbe Name_of Bank

—_Date _ Rating

None.



RESERVE BANK APPLICATIONS BULLETIN For week ending September 12, 1997

SECTION VI - CRA EXAMINATIONS SCHEDULED

Examinations may have to be rescheduled during the calendar quarter in which they are designated
to begin. If an institution's examination is rescheduled for a date later than the end of the date range
reflected in a published schedule, the institution's name will be republished in an appropriate later
listing. Any comments received as a result of either the first publication or subsequent publications
will be considered during the examination.

RSSD Name City State
Number



FEDERAL RESERVE BANK OF PHILADELPHIA

EF FF LIC EVA IN,

The following institutions were examined for CRA. The 30-business day period the bank has
to make the evaluation public has lapsed during the week ending September 12, 1997.

Identification of Ratings
In connection with the assessment of each insured depository institution's CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and is a leader in, ascertaining and
helping to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record of ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient record of ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Ban n Examination Date CRA Rating

NONE NONE NONE



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Patel, Susma;Patel
(Suku), Suketu
Madhusudan; Patel
(Perry), Parimal
Kantibhai; Amin, Bharat
Muljibhai, London,
England; and King,
Dennis John Lloyd,
Surrey, England;
collectively, as the Patel
Group

Peoples Bancorp, Inc.,
Marietta, OH

Peoples Bank
Employee Stock
Ownership Trust,
Marion, KY

Peoples Commercial
Bancorp, Inc., Stilwell,
OK

Peoples Community
Bancshares, Inc.,
Colquitt,

GA

Peoples Financial Corp.,
Inc., Ford City, PA

Peoples-Marion
Bancorp, Inc.,
Marion, KY

Plainview Holding
Company,
Pilger, NE

First Bankshares, Inc., CIBC Atlanta
Longwood, FL, and

First National Bank of

Central Florida, Longwood,

Fl

Gateway Bancorp, Inc., 4
Catlettsburg, KY, and
Catlettsburg Federal

Savings Bank, Catlettsburg,

KY operating a savings
association (b)(4)(ii)

Cleveland

Peoples-Marion Bancorp, 3
Inc.,
Marion, KY

St. Louis

Bank of Commerce, 3
Stilwell, OK & Peoples
Bank, Westville, OK

Kansas City

Farmers Bank of Malone, 3 Atlanta
Malone, FL

Elderton State Bank, 3
Elderton, PA

Cleveland

The Peoples Bank, 3
Marion, KY

St. Louis

American National 3
Creighton Co.,

Creighton, NE, and

American National Bank of
Creighton,

Creighton, NE

Kansas City

May 30, 1997

August 1, 1997

June 12, 1997

September 26, 1997

August 11, 1997

August 25, 1997

June 12, 1997

June 23, 1997


H.2 Page 7
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Cleveland

FMB-First Michigan Bank, Zeeland, Michigan; FMB-First Michigan Bank, Grand
Rapids, Grand Rapids; FMB-Lumberman's Bank, Muskegon; FMB-Northwestern
Bank, Boyne City; FMB-State Savings Bank, Lowell; FMB-Commercial Bank,
Greenville; FMB-Sault Bank, Sault St. Marie; FMB Security Bank, Manistee;
FMB-Community Bank, Dowagiac; FMB-Oceana Bank, Hart; FMB-Reed City,
Reed City; FMB Maynard Allen Bank, Portland; FMB-Old State Bank, Freemont;
FMB-Arcadia Bank, Kalamazoo; and FMB-Trust, Holland; Michigan -- report on

competitive factors of the proposed merger with The Huntington National Bank,
Columbus, Ohio.

- Submitted, September 9, 1997

New York

Members Ist Federal, Hackensack, New Jersey -- report on competitive factors of
the proposed merger with Central Bergen Federal Credit Union.
- Submitted, September 10, 1997

Secretary

Mojave Desert Bank, N.A., Mojave, California -- report on competitive factors of
the proposed merger with the Mojave, California, branch of Bank of America
National Trust & Savings Association, San Francisco, California.

- Submitted, September 12, 1997

Kansas City

Nebraska State Bank, South Sioux City, Nebraska -- report on competitive factors of
the proposed merger with The First National Bank of Wilcox, Wilcox, Nebraska.
- Submitted, September 8, 1997

New York

Oritani Interim Savings Bank, Bergen, New Jersey -- report on competitive factors
of the proposed merger with Oritani Savings Bank.
- Submitted, September 11, 1997

Dallas

Plano Bank & Trust Company, Plano, Texas -- Teport on competitive factors of the
proposed merger with First Bank, McKinney, Texas.
- Submitted, September 8, 1997



Federal Reserve Bank of Chicago

ion V - Availabili ic Ev:

The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance
with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the

week ending September 12, 1997. If you are interested in obtaining a copy of the evaluation document, please

contact the bank(s) directly.

Identificati

O-

SN -

Ss

An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

An institution in this group has a satisfactory record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and

moderate-income neighborhoods, in a manner consistent with its resources and

capabilities.

An institution in this group has a needs to improve its overall record of ascertaining
and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilities.

An institution in this group has a substantial noncompliance record of ascertaining
and helping to meet the credit needs of its entire delineated community, including

low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilies.

BANK NAME/LOCATION EXAMINATION DATE RATINGS
Security Savings Bank 6-2-97 S

1015 Market Street
Gowrie, Iowa 50543
(515) 544-3281
RSSD #616540

Fortress Bank of Westby 6-23-97 0
100 North Main Street

Westby, Wisconsin 54667

(608) 634-3787

RSSD #297042



Addresses for Comments and Information Requests
Addresses for comments differ from those for information requests.

Addresses for Comments

Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or
the Board.

Federal Reserve Bank of Boston

Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA
02106-2204

Federal Reserve Bank of New York
Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001

Federal Reserve Bank of Philadelphia

Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia,
PA 19105-1521

Federal Reserve Bank of Cleveland
Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

Federal Reserve Bank of Richmond
A. Linwood Gill, HII, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA
30303-2713

Federal Reserve Bank of Chicago

Philip jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL
60690-1413

Federal Reserve Bank of St. Louis
Randall C, Sumner, Vice President, 411 Locust Street, St, Louis, MO 63102-2034

Federal Reserve Bank of Minneapolis
Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171

Federal Reserve Bank of Kansas City
D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001

Federal Reserve Bank of Dallas
Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272

Federal Reserve Bank of San Francisco
Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San
Francisco, CA 94105-1579

Board of Governors of the Federal Reserve System
William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding

Companies; Change in Bank Control

Notices Filed since the H.2A dated September 12, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817()), Regulation Y (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the

Board.

Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Citizens Financial U.S. National Bank, 3 Kansas City October 16, 1997
Corp., Midwest City,OK Midwest City, OK

Coddle Creek Financial Mooresville Savings Bank, 3 Richmond October 16, 1997

Corp., Mooresville, NC

Community National
Corporation, Lexington,
TM

First Banks, Inc., St.
Louis, MO

Griffin Investment, L.P.
& Griffin General
Partner, Inc., both of
Cameron, MO

SSB, Mooresville, NC

Community National Bank 3 St. Louis October 17, 1997
of Tennessee, Lexington,

TN

Surety Bank, Vallejo, CA 3 St. Louis October 14, 1997
Griffin Bancshares, Inc., 3 Kansas City October 16, 1997

Cameron, MO & Pony
Express Bank, Braymer,
MO



Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 21 6-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federal Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252)

Federal Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System
Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)


T

CoC-HC

CoC-HC

3(a)(1)

3(a)(3)

3(a)(3)

3(a)Q)

3)

Federal Reserve Bank of Chicago

ection II - lications Subject to Newspapei
ister ice
Application

Damen Financial Corporation
Schaumburg, Illinois
By Jackson Boulevard Fund, Ltd. and
Paul J. Duggan

First Business Bancshares, Inc.
Madison, Wisconsin
By Sam Jacobsen

Heartland Bancshares, Inc.*

Franklin, Indiana
Heartland Community Bank (in organization)
Franklin, Indiana

Centre 1 Bancorp, Inc.*

Beloit, Wisconsin
First Winnebago Corporation
Winnebago, Illinois
First National Bank of Winnebago
Winnebago, Illinois

Mahaska Investment Company*
Oskaloosa, lowa
Pella State Bank (in organization)
Pella, Iowa

Marengo Bancshares, Inc.*
Marengo, Illinois
Prairie State Bank (in organization)
Marengo, Illinois

Albrecht Financial Services, Inc.*
Norwalk, lowa
Heartland Bankshares, Inc.
Madrid, Iowa
City State Bank
Grimes, Iowa

id Federal

Comment Period
Ending Date

FR - 9-3-97
NP - 9-1-97

FR - 8-28-97
NP - 9-7-97

FR - 9-12-97
NP - 9-8-97

FR - 9-26-97
NP - 9-21-97

ER - 9-12-97
NP - 7-27-97

FR - 10-2-97
NP - 10-15-97

FR - 10-9-97
NP - **


H.2 Page 4
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Kansas City
NB Holdings Corporation, Wichita, Kansas -- termination of registration under

Regulation G.
- Approved, September 10, 1997

Dallas
New Broadway, Inc., San Antonio, Texas -- to acquire Broadway Bancshares, Inc.,
San Antonio, Texas; Broadway Bancshares of Delaware, Inc., Wilmington,
Delaware; Broadway National Bank, San Antonio, Texas, and Eisenhower National
Bank, San Antonio, Texas.
- Approved, September 9, 1997

Dallas
Nichols Bancshares, Inc., Kenedy, Texas -- to acquire J.M. Nichols, Inc., Dover,

Delaware, and First Nichols National Bank of Kenedy, Kenedy, Texas.
- Approved, September 9, 1997

Minneapolis
Preferred Bancshares, Inc., Big Lake, Minnesota -- to engage in mortgage banking
activities through acquisition of shares of Preferred Lenders, LLC.
- Permitted, September 10, 1997

Kansas City
Seafield Capital Corporation, Kansas City, Missouri -- termination of registration
under Regulation G.
- Approved, September 10, 1997

St. Louis
Union Planters Corporation, Memphis, Tennessee -- to acquire Sho-Me Financial
Corporation, Mount Vernon, Missouri, and Ist Savings Bank, F.S.B., Mount
Vernon.
- Permitted, September 12, 1997

Boston

UST Corp., Boston, Massachusetts -- to acquire Firestone Financial Corp., Newton,
Massachusetts.
- Permitted, September 12, 1997


H.2
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Page 3

Kansas City

Emprise Financial Corporation, Wichita, Kansas -- to acquire up to 9.9 percent of
Mid Continent Bancshares, Inc., El Dorado, Kansas, and therefore own more than 5
percent of the shares of a savings association.

- Permitted, September 9, 1997

Boston
FSB Bancorp, Farmington, Maine, and MHC Bancorp -- to acquire Franklin Savings
Bank.
- Approved, September 12, 1997

Director, BS&R

HSBC Holdings plc, HSBC Finance (Netherlands) Limited, and HSBC Holdings
NV -- request for authority to effect a corporate reorganization of various

nonbanking subsidiaries of HSBC, including the section 20 subsidiary, HSBC
Securities, Inc.

- Granted, September 12, 1997

Dallas

J. M. Nichols, Inc., Dover, Delaware -- to acquire First-Nichols National Bank of
Kenedy, Kenedy, Texas.

- Approved, September 9, 1997

Dallas

Keene Bancorp, Inc., 401(K) Employee Stock Ownership Plan & Trust, Keene,
Texas -- to acquire Keene Bancorp Inc., and Keene State Bank of Keene.
- Approved, September 8, 1997

Atlanta

MC Bancshares, Inc, Morgan City, Louisiana -- request for waiver of application to
acquire Guaranty Bancshares Holding Corporation.
- Granted, September 12, 1997

Secretary .

National City Corporation, Cleveland, Ohio, and National Processing, Inc.
Louisville, Kentucky, -- to acquire FA Holdings, Inc., also of Louisville, and engage
in the processing of credit card and debt card receipts for merchants.

- Permitted, September 11, 1997



District
Federal Reserve Bank of Cleveland
Applications and notifications filed during the week ending 9/13/97

Section I - Applications subject to newspaper notice only

Ending date of

Type Application comment period
18C Citizens Banking Company, Salineville, OH to acquire *Not Yet Known
5D3 three (3) branch offices of The Metropolitan Savings Bank

Branch of Ohio, Youngstown, OH located in Barnesville, Martins

Ferry, and St. Clairsville, OH.

Footnotes

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

Ending date of
Type Application comment period
3A3 Notice by F.N.B. Corporation, Hermitage, PA on September *N: 10/13/97
10, 1997, to acquire Mercantile Bank of Southwest Florida,
Naples, FL
Footnotes
Section III - Applications subject to Federal Register notice only
Ending date of
Type Application comment period
NONE
Footnotes
Section TV - Applications not subject to Federal Register or newspaper notice
Ending date of
Type Application comment period
4C8 Banc One Corporation, Columbus, OH; KeyCorp, Cleveland, None

OH; National City Corporation, Cleveland, OH, and PNC
Bank Corp., Pittsburgh, PA to engage in ATM and POS
activities on a world-wide basis through Electronic Payment
Services, Inc.



H.2

Page 6

September 7, 1997 to September 13, 1997
ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UN

DER DELEGATED AUTHORITY

San Francisco

Draper BanCorp, Draper, Utah -- change in bank control.
~ Permitted, September 9, 1997

COMPETITIVE FACTORS REPORTS

San Francisco
Bank of Los Angeles, West Hollywood, California -- report on competitive factors
of the proposed merger with Culver National Bank, Culver City, California.
- Submitted, September 12, 1997

Boston
BankBoston, N.A., Boston, Massachusetts -- report on competitive factors of the
Proposed merger with Bank of Boston Connecticut, Hartford, Connecticut.
- Submitted, September 12, 1997

Richmond
Carolina First Bank, Greenville, South Carolina — report on competitive factors of
the proposed merger with First Federal Savings and Loan Association, Anderson,

South Carolina.
- Submitted, September 8, 1997

San Francisco
Citizens Security Bank, Agana, Guam -- report on competitive factors of the
proposed merger with C.B. Temporary Interim Bank.
- Submitted, September 12, 1997

Richmond

First Bank, Troy, North Carolina -- Teport on competitive factors of the proposed
purchase of the assets and assumption of the liabilities of the Lillington, North
Carolina, branch of First Union National Bank of North Carolina, Charlotte, North
Carolina.

- Submitted, September 11, 1997

Dallas

First National Bank, Paducah, Texas -- report on competitive factors of the proposed
merger with Paducah Interim National Bank.
~ Submitted, September 8, 1997



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending September 12, 1997

Section 4 - Applications Not Subject to
Federal Register Notice or Newspaper Notice

Application

None.



q
|
|

Federal Reserve Release

A.2

Actions of the Board, Its Staff,
and the Federal Reserve Banks:

Applications and Reports Received

No. 37
Week Ending September 13, 1997

Board of Governors of the Federal Reserve System, Washington, DC 20551



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
ALBANK, FSB ALBANK Financial CIBC New York September 10, 1997
Incentive Savings and Corporation, Albany, NY,
Employee Stock & ALBANK Commercial,
Ownership Plan, Albany, NY, & ALBANK,
Albany, NY FSB, Albany, NY
Albrecht Financial Heartland Bankshares, Inc., 3 Chicago October 9, 1997
Services, Inc., Norwalk, Madrid, IA & City State
1A Bank, Grimes, IA
ANB Corporation, Lakeside Bancshares, Inc., 3 Dallas August 25, 1997
Terrell, TX Rockwall, TX & Lakeside

National Bank, Rockwall,

TX
Anderson Financial Northern National Bank, 3 Minneapolis September 18, 1997
Group, Inc., Golden Nisswa, MN
Valley, MN
Banco Bilbao Vizcaya, BBV LatInvest Securities 4 New York March 4, 1997
S.A. Inc.,
Bilbao, Spain New York, NY,

securities activities (b)(1),

(64), (b)(15), and (b)(16)
Bank Capital Guaranty Corporation, 3 Kansas City September 26, 1997
Corporation, Strasburg, Denver, CO
co
Bank of New York State Street Boston 3and4 New York March 14, 1997
Company, Inc., Corporation,
New York, NY Boston, MA;

State Street Bank and Trust

Company,

Boston, MA

trust, securities and data

processing activities (b)(3),

(b)(4), and (b)(7)
Banterra Corp, Ist Bancorp Vienna, Inc., 3 St. Louis July 18, 1997
Eldorado, IL Vienna,

IL, First State Bank of
Vienna, Vienna, IL



H2
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Page 9

Chicago

Schonath Family Partnership, Limited Partnership, Oconomowoc, Wisconsin --
extension to December 4, 1997, to acquire InvestorsBank, Pewaukee, Wisconsin.
- Granted, September 8, 1997

MEMBERSHIP

Secretary

Compass Bank, Houston, Texas -- to become a member of the Federal Reserve
System.

~ Approved, September 12, 1997

Minneapolis

F & M Bank-Landmark, Clear Lake, Wisconsin -- to become a member of the
Federal Reserve System.
- Approved, September 11, 1997



H.2 Page 8
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Philadelphia

Quakertown National Bank, Quakertown, Pennsylvania -- report on competitive
factors of the proposed purchase of the assets and assumption of the liabilities of the
Quakertown branch of First Lehigh Bank, Walnutport, Pennsylvania:

- Submitted, September 12, 1997

Minneapolis

Security State Bank, Dunseith, North Dakota -- report on competitive factors of the
proposed purchase of assets and assumption of liabilities of the Rolla branch of
Ramsey Bank, fsb, Cando, North Dakota.

- Submitted, September 10, 1997

CURRENCY

Director RBOPS

Federal Reserve notes -- letter confirming request for printing notes for fiscal year
ending September 30, 1998.
- Approved, September 12, 1997

EXTENSIONS OF TIME

Richmond

Central Virginia Bank, Powhatan, Virginia -- extension to March 19, 1997, to
establish a branch at 1368 Anderson Highway, Cumberland County, Virginia.
- Granted, September 8, 1997

Chicago
InvestorsBancorp, Inc., Pewaukee, Wisconsin -- extension to December 4, 1997, to

acquire InvestorsBank.
- Granted, September 8, 1997

Director, BS&R

Istituto Mobiliare Italiana, S.p.A., Rome, Italy -- request by three Italian banking
organizations to extend for an additional two years the temporary exemptions under
section 4(c)(9) of the Bank Holding Company Act.

- Granted, September 12, 1997

Cleveland

Ohio Bank, Findlay, Ohio -- extension to September 14, 1998, to establish a branch
at Fishinger Boulevard and Mill Run Drive, Columbus, Ohio.
- Granted, September 12, 1997



Acquiree or activity

Section of law -Reserve Bank

End of comment period

Applicant or notificant

O.A.K. Financial
Corporation, Byron
Center,

MI

Olympian New York
Corporation, Brooklyn,
NY

Olympic Bancorp, Port
Orchard, WA

One Valley Bancorp,
Inc., Charleston, WV

P.C.B. Bancorp, Inc.,
Largo, FL

Paradigm
Bancorporation, Inc.,
Houston, TX &
Paradigm Delaware
Bancorporation, Inc.,
Dover, DE

Patel, Sushilaban,
London, England, acting
in concert
CORRECTION

Patel, Susma; Patel,
Suketu Madhusudan
(Suku); Patel, Parimal
Kantibhai (Perry);
Amin, Bharat Muljibhai,
London, England; and
King, Dennis John
Lloyd, Surrey, England;
coilectively, as the Patel
Group

Caledonia Financial
Corporation,
Caledonia, MI, & State
Bank of Caledonia,
Caledonia,

MI

Olympian Bank, Brooklyn,
NY

Kitsap Bank, Port Orchard,
WA

One Valley Bank-Central
Virginia, N.A., Lynchburg,
VA

Anchor Savings Bank,
F.S.B., St. Petersburg, FL
operating a savings
association (b)(4)

First National Bank of
Dayton, Dayton, TX

First Bankshares, Inc.,
Longwood, FL & First
National Bank of Central
Florida, Longwood, FL
CORRECTION

First Bankshares, Inc.,
Longwood, FL, and First
National Bank of Central
Florida, Longwood, FL

3

CIBC

CIBC

Chicago

‘New York

San Francisco

Richmond

Atlanta

Dallas

Atlanta

Atlanta

August 15, 1997

October 9, 1997

September 19, 1997

October 9, 1997

August 8, 1997

October 3, 1997

September 30, 1997

June 26, 1997



Federal Reserve Bank of Dallas

Section V - Publicly available CRA evaluations

Description of the CRA goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which is has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

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

Outstanding

Satisfactory

Needs to improve
Substantial noncompliance

RSSD Examination CRA CRA
number Institution/ Location date public date rating
None.

Section VI - CRA examinations scheduled Quarter of

Institution Location

*N/A

* Not Available.



Federal Reserve Bank of Chicago

ion III - Applicatio: ubject to Federal Register

Notice Only
Comment Period
Type Application Ending Date
NONE
Vv - ications Not Subject to Federal Register or Newspaper Noti
Type Application
ROS Tabor Enterprises, Inc.

Tabor, Iowa
To redeem 5,200 shares or 52% of the common stock



Applicant or notificant

Acquiree or activity Section of law

_Reserve Bank

End of comment period

Barnett Banks, Inc.(2),
Jacksonville, FL; First
Union Corp., Charlotte,
NC; First Virginia
Banks, Inc., Falls
Church, VA; Jefferson
Bankshares, Inc.,
Charlottesville, VA;
NationsBank Corp.,
Charlotte, NC; Riggs
Nat'l Corp.,
Washington, D.C.;
CONTINUED

Barnett Banks, Inc.(3),
Jacksonville, FL; Signet
Banking Corp.
Richmond, VA;
SunTrust banks, Inc.,
Atlanta, GA; Synovus
Financial Corp.,
Columbus, GA, &
Wachovia Corporation,
Winston-Salem, NC

Barnett Banks, Inc.,
Jacksonville, FL;
Crestar Financial Cor.,
Richmond, VA; First
Union Corp. Charlotte,
NC; NationsBank Corp.,
Charlotte, NC; Southern
National Corp.,
Winston-Salem, NC;
and Wachovia Corp.,
Winston-Salem, NC

Bloomer Bancshares,
Inc., Bloomer, WI

Cabot Bankshares, Inc.,
Cabot, AR

Cabot Bankshares, Inc.,
Cabot, AR

Cabot Bankshares, Inc.,
Cabot, AR
CORRECTION

4

HONOR Technologies, Inc. 4
Maitland, FL.

data processing and

electronic funds transfer
services, (b)(7)

Card Alert Services, Inc.
Arlington, VA

providing debit card

securities services (b)(7)

Peoples State Bank, 3

Bloomer, WI

The Capital Bank, Cabot, 3
AR

The Capital Bank, Little 3
Rock, AR
The Capital Bank, Little 3
Rock, AR

Richmond September 3, 1997
Richmond September 3, 1997
Richmond March 27, 1997
Minneapolis September 5, 1997
St. Louis July 11, 1997

St. Louis August 11, 1997
St. Louis July 11, 1997



Type
3(a)3)

3(a)(1)

3(aj(1)

3(a)G)

CoC-HC

Federal Reserve Bank of Chicago

Section II - Applications Subject to Both Newspaper and Federa

egists ice cont’d

Licati

First State Bancorp of Monticello, Inc.

Employee Stock Ownership Plan*
Monticello, Illinois

First State Bancorp of Monticello, Inc.

Monticello, Illinois

First State Bank of Monticello
Monticello, Illinois

State Bank of Hammond
Hammond, Illinois

First State Bank of Bloomington
Bloomington, Illinois

First State Bank of Heyworth
Heyworth, Illinois

First State Bank of Atwood
Atwood, Illinois

George Washington Bancorp, Inc.*
Oak Lawn, Illinois
George Washington Savings Bank
Oak Lawn, Illinois

Mercantile Bank Corporation*
Grand Rapids, Michigan

Mercantile Bank of West Michigan (in organization)

Grand Rapids, Michigan

FBOP Corporation*

Oak Park, Illinois
First Capital Bank of Arizona
Phoenix, Arizona

Tabor Enterprises, Inc.

Tabor, lowa
By J. Randel Smith, Jerry A. Jobe
and Grant R. Schaaf

Comment Period

Ending Date

FR - 9-12-97
NP - 9-12-97

FR - 10-6-97
NP - **

FR - 10-9-97
NP - 9-29-97

FR - 10-2-97
NP - 9-21-97

FR - 10-1-97
NP - **



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Young, Susan Aileen, C.S.B. Co., Cozad, NE, and Kansas City August 5, 1997
Chicago, IL Cozad State Bank & Trust

Company, Cozad, NE, and

First National Bank of

Chadron, Chardron, NE
Zions Bancorporation, GB Bancorporation, San San Francisco September 22, 1997
Salt Lake City, UT Diego, CA & Grossmont

Bank, San Diego, CA;

Rancho Vista National

Bank, Vista, CA & Pacific

Commerce Bank, Chula

Vista, CA
Zions Bancorporation, GB Bancorporation, San San Francisco September 15, 1997
Salt Lake City, UT Diego, CA, & Grossmont

Bank, San Diego, CA



H.2 Page 5
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Atlanta

Valley National Corporation, Lanett, Alabama -- to acquire Valley National Bank of
Lanett, Lanett, Alabama.
- Approved, September 10, 1997

BANK MERGERS

Richmond

Crestar Bank, Richmond, Virginia -- to merge with American National Savings
Bank, F.S.B., Baltimore, Maryland.
- Approved, September 8, 1997

Kansas City

Dewey County State Bank, Taloga, Oklahoma -- to merge with Alpha Bank, N.A.,
Henessey, Oklahoma.
- Approved, September 8, 1997

BANKS, NONMEMBER, AND MISCELLANEOUS INSTITUTIONS

San Francisco

Alliance Federal Credit Union, San Jose, California -- deregistration pursuant to
Regulation G.
- Approved, September 12, 1997

Director BS&R

Premier Trust Services, Inc., Freeport, Ilinois -- registration as transfer agent.
- Withdrawn, September 8, 1997

BANKS, STATE MEMBER

Director BS&R

Bank of Burlington, Burlington, Wisconsin -- registration as transfer agent.
- Withdrawn, September 8, 1997

CHANGE IN BANK CONTROL

San Francisco

Americorp, Ventura, California -- change in bank control.
- Permitted, September 12, 1997



Federal Reserve Bank of Richmond

Section I_- Applications Subject to Newspaper

Application Comment Period Ending Date

Centura Bank, Rocky Mount, North

Carolina, to establish a branch

in the Hannaford Brothers Store

at 760 Sutters Creek Boulevard,

Rocky Mount, North Carolina.* 10-6-97

ection II - Applications Subject to Both
Newspaper and Federal Register Notice

Application Comment Period Ending Date

Coddle Creek Financial Corp., Moores-

ville, North Carolina, to become a bank

holding company through the acquisition

of 100% of the voting shares of Moores-

ville Savings Bank, SSB, Mooresville,

North Carolina.* 10-10-97

One valley Bancorp, Inc., Charleston,

West Virginia, to acquire One Valley
Bank-Central Virginia, National Association,
Lynchburg, Virginia (the proposed successor
by conversion to One Valley Bank-Central

Virginia, a Federal savings bank) .* Not yet available.
Secti Tit - lications je: Federal Register Notic
Application Comment Period Ending Date

None.

Section IV - Application Not Subject to
Federal Register Notice or Newspaper Notice

Application

None.

*Application is subject to CRA requirements.



oe

Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Mahaska Investmént
Company, Oskaloosa, IA

MainStreet BankGroup
Incorporated,
Martinsville, VA

Marengo Bancshares,
Inc., Marengo, IL

Maries County Bancorp,
Inc., Vienna, MO

Mercantile Bank
Corporation, Grand
Rapids, MI

Metcalf, Imogene and
Butler, Charles W., both
of Hooker, OK.

Middleburg Bancorp,
Inc., Middleburg, KY

MidSouth Bancorp, Inc.,
ESOP, Lafayette, LA

Midwest Community
Bancshares, Inc.,
Marion, IL

Mutual Bancorp of the
Berkshires, Inc.,
Pittsfield, MA.

Pella State Bank, Pella, IA

Commerce Bank
Corporation, College Park,
MD

Prairie State Bank,
Marengo, IL

Progress Bancshares, Inc.,
Sullivan, MO, and Progress
Bank of Sullivan, Sullivan,
MO, a de novo bank

Mercantile Bank of West

Michigan, Grand Rapids, MI

Hooker National
Bancshares, Inc., Hooker,
OK, & First National Bank,
Hooker, OK.

Lincoln Federal Savings
Bank, Liberty, KY in the
operation of a federal
savings bank (b)(4)

MidSouth Bancorp, Inc.,
Lafayette, LA & MidSouth
National Bank, Lafayette,
LA

The Bank of Marion,
Marion, IL

Lee National Banc Corp.,
Lee, MA, & First National
Bank of the Berkshires,
Lee, MA & City Savings
Bank of Pittsfield,
Pittsfield, MA.

3

CIBC

CIBC

Chicago

Richmond

Chicago

St. Louis

Chicago

Kansas City

St. Louis

Atlanta

St. Louis

Boston

September 12, 1997

October 6, 1997

October 2, 1997

August 15, 1997

October 9, 1997

September 10, 1997

July 24, 1997

September 30, 1997

September 2, 1997

September 19, 1997


Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Texas Financial CNB Bancshares of 3 Dallas September 26, 1997
Bancorporation, Inc., Victoria, Victoria, TX &
Minneapolis, MN & Citizens Bancorp of
Delaware Financial, Delaware, Inc.,
Inc., Wilmington, DE Wilimington, DE &

Citizens National Bank,

Victoria, TX
The Bank of Mulberry ACME Holding 3 St. Louis June 23, 1997
Employee Stock Company, Inc.,
Ownership Mulberry, AR, and
Trust, The Bank of Mulberry,
Mulberry, AR Mulberry, AR
The Chase Manhattan Chase Manhattan Bank & 3 New York August 18, 1997
Corporation & Chase Trust Company, National
Holdings Delaware, Association, Los Angeles,
Inc., New York, NY CA
CORRECTION
The Chase Manhattan Chase Trust Company, 3 New York August 18, 1997
Corporation and Chase National Association, Los
Holding Angeles, CA
Delaware Inc., New
York, NY
The Marine BancCorp, The Marine Bank, 3 Richmond October 6, 1997
Inc., Chincoteague, VA Chincoteague, VA
Triangle Bancorp, Inc., Bank of Mecklenburg, 3 Richmond August 1, 1997
Raleigh, NC Charlotte, NC
Union Bancshares, Inc., Union State Bank of Fargo, 3 Minneapolis September 15, 1997
Fargo, ND Fargo, ND
Union Planters Capital Bancorp, Miami, FL 3 St. Louis October 3, 1997 ‘
Corporation, Memphis, & Capital Bank, Miami, FL
TMN
United Bankshares, Inc., First Patriot Bankshares 3 Richmond June 16, 1997
Charleston, WV Corporation,

Reston, VA, and
Patriot National Bank,
Reston, VA



Federal Reserve Bank of Kansas City Week Ending September 12, 1997

ECTI J - APP’ AT T \WSPAPER NOTICE LY
APPLICATION COMMENT PERIOD ENDING DATE
State Bank & Trust Company of Colorado Springs, September 28, 1997

Colorado Springs, Colorado, for prior approval to
establish a branch at 5710 Palmer Park Boulevard,
Colorado Springs, Colorado.

SECTI T - APP. TI B
NI PAPER AND FEDERAL ISTER NOTICE
APPLICATION D DATE
Steven L. Voorhees, Harvard, Nebraska, to retain September 29, 1997

control of 27.69 percent of the voting shares of
Harvard State Company, Harvard, Nebraska.

First National Bank of Las Animas ESOP, Las October 6, 1997
Animas, Colorado, for prior approval to become a

bank holding company through the acquisition of up to

8.03 percent of the voting shares of First Bankshares

of Las Animas, Las Animas, Colorado; and thereby

indirectly acquire First National Bank, Las Animas,

Colorado. *


FirstBank Holding Company of Colorado ESOP, October 6, 1997
Lakewood, Colorado, for prior approval to acquire ©
.86 percent, for a total of 26.36 percent of the voting
shares of FirstBank Holding Company of Colorado,
Lakewood, Colorado; and thereby indirectly acquire
FirstBank of Arvada, N.A., Arvada, Colorado;
FirstBank of Aurora, N.A., Aurora, Colorado;
FirstBank of Avon, Avon, Colorado; FirstBank of
Boulder, N.A., Boulder, Colorado; FirstBank of
Breckenridge, N.A., Breckenridge, Colorado;
FirstBank of Douglas County, N.A., Castle Rock,
Colorado; FirstBank of Colorado Springs, Colorado
Springs, Colorado; FirstBank of Cherry Creek, N.A.,
Denver, Colorado; FirstBank of Denver, N.A.,
Denver, Colorado; FirstBank of Longmont,
Longmont, Colorado; FirstBank of Northern
Colorado, Fort Collins, Colorado; FirstBank of
Greeley, Greeley, Colorado; FirstBank of Tech
Center, N.A., Englewood, Colorado; FirstBank of
Colorado, N.A., Lakewood, Colorado; FirstBank of
South Jeffco, Littleton, Colorado; FirstBank of
Lakewood, N.A., Lakewood, Colorado; FirstBank of
Littleton, Littleton, Colorado; FirstBank of Arapahoe
County, N.A., Littleton, Colorado; First Bank of
Silverthorne, N.A., Silverthorne, Colorado; FirstBank
of Vail, Vail, Colorado; FirstBank North, N.A.,
Westminster, Colorado; FirstBank of Wheat Ridge,
N.A. Wheat Ridge, Colorado; FirstBank of
Evergreen, Evergreen Colorado; and FirstBank, N.A.,
Palm Desert, California.*

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

APPLICATION COMMENT PERIOD ENDING DATE
None.
SECTION IV - APPLICATIONS NOT SUB. T FERAL REGISTER NOTICE
OR NEWSPAPER NOTICE
APPLICATION

None.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
First Union and other nonbanking 3and4 Richmond September 19, 1997
Corporation(2), activities (6)(11)(iv); (6)(5)
Charlotte, NC (b)(7), (6)(8), (6X6)
CONTINUED
First United Bancshares, City Bank & Trust of 3 St. Louis October 9, 1997
Inc., El Dorado, AR Shreveport, Shreveport, LA
FirstBank Holding FirstBank Holding 3 Kansas City October 9, 1997
Company of Colorado, Company of Colorado,
ESOP, Lakewood, CO Lakewood, CO
FirstBank Holding FirstBank of Parker, Parker, 3 Kansas City September 19, 1997
Company of Colorado, co
Lakewood, CO
FSB Bancorp, MHC & Franklin Savings Bank, CIBC Boston August 28, 1997
FSB Bancorp, both of Farmington, MN
Farmington, ME
CORRECTION
FSB Bancorp, MHC, Franklin Savings Bank, 3 Boston August 28, 1997
and FSB Bancorp, both Farmington, ME
of Farmington, ME
George Washington, George Washington 3 Chicago October 6, 1997
Bancorp, Inc., Oak Savings Bank, Oak Lawn,
Lawn, IL IL
Gideon Bancshares First Midwest Bank of 3 St. Louis June 20, 1997
Company, Chaffee,
Dexter, MO Chaffee, MO
Gilinski, Jaime, Santafe Eagle National Holding CIBC Atlanta October 1, 1997
de Bogota, Columbia Company, Inc., Miami, FL
Gold Banc Corporation, Farmers Bancshares of 3 Kansas City August 21, 1997
Inc., Leawood, KS Oberlin, Inc., Oberlin, KS,

and Farmers National Bank,

Oberlin, KS
Greenblatt, Leon A., Ill, Home Financial Bancorp, CIBC Chicago July 9, 1997

and Chiplease, Inc.,
both of Chicago, IL

Spencer, IN, and Owen
Community Bank, S.B.,
Spencer, IN



Federal Reserve Bank of Chicago

ction I - Applications ject to Newspapei
Notice Only

Comment Period

Type Application Ending Date
Merger & Branch First Farmers Bank & Trust Company NP - **

Converse, Indiana
Sheridan, Indiana branch office of
NBD Bank, N.A.
to establish a branch at
322 South Main Street
Sheridan, Indiana

Merger & Branch F&M Bank-Portage County NP - 9-8-97
Stevens Point, Wisconsin
Antigo branch of Security Bank, S.S.B.
Antigo, Wisconsin
to establish a branch at 724 Fifth Avenue
Antigo, Wisconsin

Branch Valley Ridge Bank NP - 9-13-97
Kent City, Michigan
47 S. Charles Street
White Cloud, Michigan

Branch Citizens Bank and Trust Company NP - 9-13-97
Hudson, Iowa
209 West Fifth Street
Waterloo, Iowa

Branch Cole Taylor Bank NP - 10-1-97
Chicago, Illinois
111 West Washington Street
Chicago, Illinois

Branch Bloomingdale Bank and Trust NP - 9-3-97
Bloomingdale, Illinois
Northeast corner of Touhy and
Clifton Avenue
Park Ridge, Illinois



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Lagomarsino, Richard Americorp, Ventura, CA, CIBC. San Francisco August 6, 1997
A., and Robert J., and American Commercial
both of Ventura, CA, & Bank, Ventura, CA
Wood, Catherine S.,
Carpinteria,
CA; acting in concert
Lagomarsino, Richard Americorp , Ventura, CA, CIBC San Francisco August 20, 1997
A.; Lagomarsino, and American Commerical
Ramona; Ramona Bank, Ventura CA
Lagomarsino Family
Limited Partnership;
Lagomarsino, Robert J.,
all of Ventura, CA; &
Lagomarsino, Norma
M; Wood, Catherine S.;
& Wood, Jack W.;
acting in concert, all of
Carpinteria, CA
Landmark Bancorp, Sunniland Bank, Fort 3 Atlanta September 19, 1997
Inc., Margate, FL ‘Lauderdale, FL
Leake Family Citizens Capital CIBC Atlanta July 23, 1997
Partnership, L.P., Corporation, Magee, MS,
Jackson, and
MS Citizens State Bank, Magee,
MS
Lexington B & L Lafayette Bancshares, Inc., 3 and 4 Kansas City August 4, 1997
Financial Corp., Lexington, MO, and
Lexington, Lafayette
MO County Bank of
Lexington/Wellington,
Lexington, MO; and B & L
Bank, Lexington, MO
operating a savings
association (b)(4)
Lloyds TSB Group IAI Holdings Inc., 4 New York March 26, 1997

PLC, and Lloyds Bank
PLC,
both of London, England

Investment Advisers, Inc.,
Minneapolis, MN, trust
services (b)(3); investment
advisory services (b)(4);
full-service brokerage
(b)(15); foreign exchange
execution & advisory
services, and other advisory
& administrative services



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

UST Corp. Boston, MA
CORRECTION

UST Corp., Boston, MA

Vail Banks, Inc., Vail,
co

Voorhees, Steven L.,
Harvard, NE

Wachovia Corporation,
Winston-Salem, NC

Wachovia Corporation,
Winston-Salem, NC

Yaeger, Marion P.,
Trust, Grand Rapids, MI

Young, David E.,
Chattanooga, TN

Firestone Financial Corp.,
Newton, MA in installment
Joan and lease financing
activities to commercial
customer (b)(1) & (b)(3)

Firestone Financial Corp.,
Newton, MA in installment
loan & lease financing
activities to commercial
customers (b)(1) & (b)(3)

Cedaredge Financial
Services, Inc., Cedaredge,
co

Harvard State Company,
Harvard, NE & Harvard
State Bank, Harvard, NE

Central Fidelity Banks,
Inc., & Central Fidelity
National Bank, Richmond,
VA; Central Fidelity
Insurance Agency,

Inc., Richmond, VA acting
as an agent or broker in the
sale of credit related
insurance (b)(11)

Ist United Bancorp, Boca
Raton, FL, & First United
Bank, Boca Raton, FL, &
United Bancorp's
subsidiary, Island
Investment Service, Inc.,
Palm Beach, FL in
securities brokerage
activities (b)(7)(i)

Litchfield Bancshares
Company, Litchfield, IL &
Litchfield National Bank,
Litchfield, IL

East Ridge

Bancshares, Inc., East
Ridge, TN, and Bank of
East Ridge, East Ridge, TN

CIBC

3 and 4

CIBC

CIBC

Boston

Atlanta

Kansas City

Kansas City

Richmond

Richmond

St. Louis

Atlanta

September 5, 1997

September 15, 1997

October 6, 1997

September 29, 1997

September 26, 1997

September 15, 1997

September 26, 1997

July 22, 1997


H2
September 7, 1997 to September 13, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

Abbreviations: BS&R - Banking Supervision and Regulation, C&CA - Consumer and Community
Affairs; FOMC - Federal Open Market Committee; RBOPS - Reserve Bank Operations and Payment
Systems; IF - International Finance, OSDM - Office of Staff Director for Management

BANK BRANCHES, DOMESTIC

Secretary

AmSouth Bank, Birmingham, Alabama -- to establish a branch at 11314 Causeway
Boulevard, Brandon, Florida, and 1505 Tamiami Trail, Fort Myers, Florida.
- Approved, September 8, 1997

St. Louis

BankTennessee, Collierville, Tennessee -- to establish a branch at 315 Cleveland
Street, Ripley, Tennessee.

- Approved, September 12, 1997

St. Louis

Belgrade State Bank, Potosi, Missouri -- to move its main office to Belgrade, and to
redesignate the present main office as a branch.
- Approved, September 9, 1997

Atlanta

Colonial Bank, Montgomery, Alabama -- to establish a branch on the northside of

Highway 82/McFarland Boulevard, 100 Towncenter Boulevard, Tuscaloosa,
Alabama.

- Approved, September 8, 1997
Atlanta

Colonial Bank, Montgomery, Alabama -- to establish a branch at 4336 U.S.
Highway 231, Wetumpka, Alabama.
- Approved, September 12, 1997

Minneapolis

First Interstate Bank, Billings, Montana -- to establish a branch in Helena, Montana.
- A, proved, September 8, 1997

Richmond

Pee Dee State Bank, Timmonsville, South Carolina -- to establish a branch at 760
West Liberty Street, Sumter, South Carolina.
- Approved, September 9, 1997



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding
Companies; Change in Bank Control

Notices Filed as of September 12, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the
Board.

Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
1867 Western Financial Capital Corp of the West, 4 San Francisco August 26, 1997
Corporation(1), Merced, CA, & Town &

Stockton, CA Country Finance & Thrift

CONTINUED Co., Turlock, CA &

Capital West Group, Inc.,
Stockton, CA operating an
industrial loan co. (b)(4);
providing credit life
insurance (b)(11);
management consulting
(b)(9); CONTINUED

1867 Western Financial & investment & financial 4 San Francisco August 26, 1997
Corporation(2), advice (b)(6)

Stockton, CA

CONTINUED

1867 Western Financial Capital Corp of the West, 3 San Francisco September 2, 1997
Corporation, Stockton, Merced, CA & County

CA Bank, Merced, CA



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 9/12/97
it - i
sys C Period Ending
Bank of Casa Grande Valley, Casa Grande, Arizona, Newspaper: 10/03/97
to establish a branch office at 325 W. Alma School
Road, Chandler, Arizona. *
CivicBank of Commerce, Oakland, California, to Newspaper: 10/06/97
establish a branch office at 250 Cambridge Avenue,
Palo Alto, California. *
at o A
Newspaper and Federal Register Notice
Saehan Bancorp, Los Angeles, California, to become a Newspaper: 9/15/97
bank holding company by acquiring Saehan Bank, Los
Angeles, California. * Fed. Reg.: 9/19/97
Belvedere Capital Partners, Inc., San Francisco, California; Newspaper: 9/30/97

California Community Financial Institutions Fund Limited

Partnership, San Francisco, California; and Newco, San Fed. Reg: 9/29/97
Francisco, California; to each become bank holding

companies through the acquisition of 63.2 percent of

Security First Bank, Fullerton, California.*

National Bancorp of Alaska, Inc., Anchorage, Alaska, to Newspaper: 9/29/97
indirectly acquire 9.9 percent of Security First Bank,
Fullerton, California.* Fed. Reg.: 9/29/97
United Security Bancorporation, Spokane, Washington, Newspaper: 9/29/97
to merge with Community BanCorporation, which owns
Bank of Pullman, both of Pullman, Washington. * Fed, Reg.: 9/29/97

i -Applicati ral
None

* Subject to CRA.



Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federal Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252)

Federal Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System
Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

_Ending Date.
SECTION 1

Applications Subject to Newspaper
Notice Only

None.

SECTION II

Applications Subject to Both
Newspaper and Federal Register Notice

National Bank of Canada, Montreal, Canada, and NatBC Holding

Corporation, to become bank holding companies by acquiring 100

percent of the voting shares of Natbank N.A, Hollywood, Florida, and

thereby indirectly acquiring Natbank N.A., the proposed national bank

successor to Natbank, F.S.B. 10/05/97 2/

SECTION III

Nonbanking Applications
subject to Federal ‘ister Noti nh

None.

SECTION IV

Applications Not Involving
Public Comment

None.
SECTION V
Availability of CRA Public Evaluations

In connection with the assessment of each insured depository institution's
CRA performance, a rating is assigned from the following group:

Outstanding record of meeuug community credit needs.

An institution in this group has an outstanding record of, and

is a leader in, ascertaining and helping to meet the credit

needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated
community, including low- and moderate- income neighborhoods,
in a manner consistent with its resources and capabilities.



Applicant or notificant

Acquiree or activity

Section of law _Reserve Bank

End of comment period

International
Bancorporation, Golden
Valley, MN

Jron Bancshares, Inc.,
Salisbury, CT

Jackson Boulevard
Fund, Ltd.; Jackson
Boulevard Equities, L.P.
& Paul J. Duggan, all of
Chicago, IL

Jacobsen, Sam J.,
Middleton, WI

Jasper Banking
Company Second
Amended and Restated
Employee Stock
Ownership Stock Bonus
Plan (ESOP), Jasper, GA.

Kazi, Zubair and Khatija,
Studio City, CA;

and Yahia and Magda
Abdul-Rahman,
Pasadena, CA

Keystone Financial,
Inc., Harrisburg, PA

Kroll, Rodney, G;
Copeland, Newman E.;
Slamans, Scott J.; Gray,
Rondy, T.; Tumer,
Charles B.; DuBois,
James H., all of Waco,
TX, and Salome,
Tommy G., Crawford,
TX, & Time
Manufacturing
Company., Waco, TX

Northern National Bank,
Nisswa, MN

The National Iron Bank,
Salisbury, CT

Damen Financial
Corporation, Schaumburg,
TL & Damen National
Bank, Schaumburg, IL

First Business Bancshares,
Madison, WI & First
Business Bank, Madison,
WI

JBC Bancshares, Inc.,
Jasper, GA

Kentucky Home Bank,
Bardstown, KY

MMC &P, inc., Pittsburgh,
PA employee benfits
consulting services (b)(9)

First Riesel Corporation,
Riesel, TX & First State
bank, Riesel, TX

3

CIBC

CIBC

CIBC.

CIBC

Minneapolis

Boston

Chicago

Chicago

Atlanta

San Francisco

Philadelphia

Dallas

September 18, 1997

October 2, 1997

September 3, 1997

August 28, 1997

August 12, 1997

April 17, 1997

July 29, 1997

September 30, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Planters & Merchants Homestead Bank, S.S.B., 3 Dallas August 14, 1997
Bancshares, Inc., College Station, TX
Heame,
TX, & Planters &
Merchants Bancshares
of Delaware, Inc.,
Wilmington, DE
Platt, Michael D., B-K Agency, Inc. Hardtner, CIBC Kansas City September 10, 1997
Hardtner, KS; Molz, KS, & The Farmers State
James L., Kiowa, KS; Bank, Hardtner, KS
Collins, David C., &
Pederson, Roland
C., both of Burlington,
OK
Premier Financial The Sabina Bank, Sabina, 3 Cleveland August 21, 1997
Bancorp, Inc., OH
Georgetown,
KY
Prestige Financial Corp., PSC Financial Services, 4 New York September 16, 1997
Flemington, NJ Inc., Flemington, NJ
securities brokerage
activities (b)(7(i)
Prillaman, Bob Maurice Independent Bancshares, CIBC Atlanta August 29, 1997
& Lillias B., Marietta, Inc., Powder Springs, GA
GA
Proffitt, Richard Todd, Tennessee State CIBC Atlanta August 5, 1997
Pigeon Forge, TN Bancshares, Inc., Pigeon
Forge, TN (formerly
Gatlinburg, TN), and
Tennessee State Bank,
Gatlinburg, TN
Progress Bancshares, Progress Bank of Sullivan, 3 St. Louis August 8, 1997
Inc., Sullivan, MO Sullivan, MO, a
de novo bank
Provident Financial Florida Gulfcoast Bancorp, 3 Cleveland July 24, 1997
Group, Inc., & FGBI Inc., Sarasota, FL, and
Acquisition Corp., both Enterprise National Bank of
of Cincinnati, OH Sarasota,

Sarasota, FL



FEDERAL RESERVE BANK OF PHILADELPHIA

IN I - APPLI IN‘ EIVED NEWSP.
ICE ON!
Sterling Bank, Mount Laurel, NJ, to establish a branch in Mount Laurel Township, Burlington

NJ, pursuant to Section 9 of the Federal Reserve Act.
Newspaper comment period expires: N/Avail

SECTION II - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER
AND FEDERAL REGISTER NOTICE

NONE
SECTION III - APPL, ‘EIVED AND TO FEDERAL
I ‘R NOTI INLY
NONE
ECTI - APPLICATI ED AND NOT. T FEDE!
REG! TICE O. Wi:
NONE



H.2 Additions/Corrections

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

REGULATIONS AND POLICIES

Regulation J -- amendments to provide for interstate branching and the Federal
Reserve Banks' new single account structure (Federal Register document R-0972).
- Approved, August 26, 1997



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending September 12, 1997

ASSIGNMENT OF RATING

Identification of Ratings

In connection with the assessment of each insured depository institution's CRA performance, a rating is
assigned from the following groups:

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs
of its entire delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group needs to improve its overall record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in
a manner consistent with its resources and capabilities.

SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS.
An institution in this group has a substantially deficient record of ascertaining and helping to meet the

credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING
Wadena State Bank June 2, 1997 Outstanding
304 Southeast First

Box 191

Wadena, MN 56482-0191
(218) 631-1860



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending September 12. 1997

Section 10 - Availal

of C blic Evaluations

The CRA public evaluations of the insured depository institutions listed below became available
during this week. Information about an institution's CRA evaluation may be obtained directly from
the institution. In connection with the assessment of an institution's CRA performance, a rating is
assigned from the following groups:

Outstandingrecord of meeting community credit needs: An institutionhas an outstanding record
of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

Satisfactory record of meeting community credit needs: An institution has a satisfactory record
of ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-incomeneighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs: An institution needs to improve
its overall record of ascertaining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

Substantial noncompliance in meeting community credit needs: An institution has a
substantially deficient record of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-incomeneighborhoods, in a manner consistent
with its resources and capabilities.

Bank CRA Rating Examination Date
First Bank and Trust Satisfactory 06-02-97
Company of Tennessee

Post Office Box 3080

Johnson City, Tennessee 37602
(423) 975-9900



No. 37

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

ADVISORY COUNCILS

Thrift Institutions Advisory Council.
- Convened, September 12, 1997

BANK HOLDING COMPANIES

Associated Banc-Corp, Green Bay, Wisconsin -- to engage in operating a savings
association through the acquisition of First Financial Corporation and First
Financial Bank, F.S.B.; and to acquire two subsidiaries of the thrift and engage in
appraisal activities and operating a credit card bank.

- Permitted, September 8, 1997

Bayerische Vereinsbank, Munich, Germany -- request for temporary exemption
under section 4(c)(9) of the Bank Holding Company Act to engage in certain
securities activities in the U.S. in connection with proposed acquisition of
Bayerische Hypotheken- und Wechsel-Bank, AG.

- Granted, September 10, 1997

KeyCorp, Cleveland, Ohio -- to engage, to a limited extent, in debt and equity
securities underwriting activities and other nonbanking activities through Key
Capital Markets, Inc.

- Permitted, September 8, 1997

NationsBank Corporation, Charlotte, North Carolina -- to acquire all the assets and
assume all the liabilities of Montgomery Securities, San Francisco, California, and
The Pyramid Company, and engage, to a limited extent, in debt and equities
securities underwriting, and dealing in government obligations and money market
instruments.

- Permitted, September 10, 1997

Union Planters Corporation, Memphis, Tennessee -- to acquire Magna Bancorp,
Inc., Hattiesburg, Mississippi, Magnolia Federal Bank for Savings, and Magna
Mortgage Company, and engage in originating and servicing mortgage loans.

- Permitted, September 10, 1997

BANK MERGERS

Citizens Commercial Bank & Trust Company, Celina, Ohio -- to acquire eleven
branches of KeyBank, N.A., Cleveland, Ohio, and to establish branches at the
former KeyBank.

- Approved, September 8, 1997

REGULATIONS AND POLICIES

The Year 2000: A Challenge for Financial Institutions and Bank Supervisors --
Basle Committee on Banking Supervision describes need for financial institutions
to check all their computer applications in advance of the new millennium.

- Announced, September 9, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
California Community Securities First Bank, 3 San Francisco September 29, 1997
Financial Institutions Fulleton, CA
Fund Limited
Partnership; Belvedere
Capital Partners, Inc., &
Newco, all of San
Francisco, CA &
National Bancorp of
Alaska, Inc.,
Anchorage, AL
Calvin B. Taylor Calvin B.Taylor Banking 3 Richmond September 15, 1997
Bankshares, Inc., Berlin, Company of Berlin
MD Maryland, Berlin, MD, &
Calvin B. Taylor Bank of
Delaware, Ocean View, DE
Canadian Impercial agency transactional 4 New York August 28, 1997
Bank of Commerce(3), services (b)(7); in
Toronto, CA underwriting & delaing in
CONTINUED government obligations &
money market instruments,
providing investments &
trading services & buying
& selling bullion & related
activities (b)(8)
Canadian Imperial Bank CIBC Wood Gundy 4 New York August 28, 1997

of Commerce(1),
Toronto, Canada
CONTINUED

Securities Corp. (“CIBC
Wood Gundy"), New York,
NY, all the outstanding
shares of Oppenheimer
Holdings, Inc., New York,
NY, & its subsidiaries,
including

Oppenheimer & Co., Inc.,
New York, NY in
underwriting &
CONTINUED



RESERVE BANK APPLICATIONS BULLETIN __ For week ending September 12, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE

Application End of Comment Peri
None.
I - APPLI! T BOTH

PAPE) ID FEDERAL REGI. R NOTICE

Application End of Comment Period

Change in control notification involving Sebastian
Bankshares, Inc., Barling, Arkansas, by James H.
Shields, III, Wimbledon, England. Federal Register: 9-24-97

Change in control notification involving Texico
Bancshares Corporation, Texico, Illinois, by Craig D.
Heath, Phoenix, Arizona. Federal Register: 10-1-97

* Section 3(a)(3) notification by First United Bancshares,
Inc., El Dorado, Arkansas, to acquire City Bank & Trust
of Shreveport, Louisiana, Shreveport, Louisiana. Federal Register: 10-9-97

* Section 3(a)(3) notification by First Banks, Inc., St.
Louis, Missouri, to acquire Surety Bank, Vallejo,

California. Newspaper: 10-15-97
ECT. Ii] - APPLICATI T TO FEDERAL REGISTER NOTICE
Application Peri
None.
T. IV - APPL’ TI T. FEDERAL REGISTER
OR NEWSPAPER NOTICE
Application End of Comment Period

Stock redemption notification by Texico Bancshares
Corporation, Texico, Illinois, to redeem common stock
for a net consideration representing 81% of its equity. N/A

* This notification is subject to CRA.



Federal Reserve Bank of Dallas

Section III - Applications subject to Federal Register notice only

Comment period
Type Application ending date
None.
* Subject to CRA.
Section IV - Applications not subject to Federal Register or newspaper notice

Comment period
Type Application ending date

None.



Federal Reserve Bank of Chicago
Section I - Applications Subject to Newspaper
ti nt”
Comment Period

tio’ Ending Date

Type i
Bloomindale Bank and Trust NP - 9-8-97

Bloomingdale, Illinois
Southeast corner of Arlington Heights Road

and Pierce Road
Ttasca, Illinois

Branch

NP - Newspaper

FR - Federal Register
* ~ Subject to Provisions of Community Reinvestment Act

** — Not available at this time



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

- APPLICATIONS SUBJECT TO

NEWSPAPER NOTICE ONLY

Comment Period Ending Date

NONE

~ APPLICATIONS SUBJECT TQ BOTH

NEWSPAPER AND FEDERAL REGISTER NOTICE

ECTION TI
Application
SECTION IT
Application
Tron Bancshares, Inc.,
Salisbury, Connecticut

to become a bank holding
company by acquiring 100%
of the voting shares of The
National Iron Bank,
Salisbury, Connecticut*

Comment Period Ending Date

Newspaper 10-05-97
Federal Register 10-02-97

SIS Bancorp, Inc.,
Springfield, Massachusetts -
section 3(a) (3) notification
to acquire Glastonbury Bank
and Trust Company,
Glastonbury, Connecticut*

SECTION ITT

Newspaper Not Yet Established

Federal Register Not Yet Established

-_ APPLICATIONS SUBJECT TO

FEDERAL REGISTER NOTICE ONLY

Application

SECTION IV -

Comment Period Ending Date

NONE

APPLICATIONS NOT SUBJECT TO

FEDERAL REGISTER OR NEWSPAPER NOTICE

Application

NONE

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

Institution

Examination Date Rating**

NONE


Applicant or notificant

Acquiree or activity Section of law

-Reserve Bank

End of comment period

Smith, Carmen P.
Family Limited
Partnership; Smith,
Carmen P.; &
Woodruff, Peggie J., as
General Partners, all of
Wichita Falls, TX

Smith, James Randel,
Auburn, NE; Jobe, Jerry
A. Tabor, IA; and
Schaaf, Grant, T.,
Randolph, IA

Spanjer, Leland, Cozad,
NE, in his capacity as
Personal Representative
of the Estate of Clifford
G. Young

Spectrum
Bancorporation, Inc.,
Omaha, NE

Spehar, David L. &
Nancy A., Kansas City,
KS

Suez Lyonnaise des
Euax, Paris, France;
Societe Generale de
Belgique, Brussels,
Belguim; and Generale
de Banque, Brussels,
Belguim

AmeriBancShares, Inc., CIBC
Wichita Falls, TX &
AmeriBancShares of

Delaware, Inc.,

Wilmington, DE &

American National Bank,

Wichita Falls, TX

Tabor Enterprises, Inc., CIBC
Tabor, IA & First State
Bank, Tabor, IA.

C.S.B. Co., Cozad, NE, CIBC
Cozad State Bank & Trust

Company, Cozad, NE, and

First National Bank of

Chadron, Chadron, NE

First Savings & Loan 4
Association of South

Dakota, Inc., Aberdeen, SD

in the operation of a savings
association (b)(4)

First Community CIBC
Bancshares, Inc., Kansas

City, KS, and First

Community Bank, Kansas

City, KS

Harbor Capital 4
Management, Inc., Boston,
MA investment advisory
activities (b)(6); investment
transactions as principal
(b)(8); & serve as general
partner of & provide
management & private
placement services to
unregistered investment
funds

Dallas

Chicago

Kansas City

Minneapolis

Kansas City

New York

September 24, 1997

October 1, 1997

August 11, 1997

September 26, 1997

August 5, 1997

August 21, 1997


Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Canadian Imperial Bank
of Commerce(2),
Toronto, Canada
CONTINUED

Carolina First
Corporation, Greenville,
sc

Carruth, Johnny Bob,
Lubbock, TX;
Cleveland, Walter
Charles, Idalou, TX;
Hobgood, Robert
Charles, Haskel, TX;
Morris, Kim Holder,
Houston, TX; Thigpen,
Joseph Emitt, Haskell,
TX; Toliver, Bailey Lee,
Haskell, TX, & Toliver,
Samuel Ray, Haskell,
Tx

Centre 1 Bancorp, Inc.,
Beloit, WI

Citizens Bankers, Inc.,
Baytown, TX

Citizens Bankers, Inc.,
Baytown, TX, and
Citizens Bankers of
Delaware, Wilmington,
DE

dealing to a limited extent
in all types of equity & debt
securities; lending (b)(1),
(b)(2); financial &
investment advisory
services (b)(6); securities
brokerage, riskless
principal, private
placement, futures
commission merchant &
other

CONTINUED

First Southeast Financial
Corporation, Anderson, SC
& First Federal Savings &
Loan Association of
Anderson, Anderson, SC in
operating a savings & loan
association (b)(4)(ii)

First Haskell Bancorp, Inc.,
Haskell, TX & First
National Bank, Haskell, TX

First Winnebago
Corporation, Winnebago,
IL & First National Bank of
Winnebago

First National Bank of Bay
City, Bay City, TX

First National Bank of Bay
City, Bay City, TX

4

4

CIBC

New York

Richmond

Dallas

Chicago

Dallas

Dallas

August 28, 1997

September 3, 1997

September 26, 1997

September 26, 1997

October 6, 1997

September 18, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Deutsche Bank, AG
(Main)

Federal Republic of
Germany

Estrin Associates,
L.L.C. and Estrin
Family Limited
Partnership, Bethesda,
MD

Exchange National
Bancshares, Inc.,
Jefferson City, MO

F.N.B. Corporation,
Hermitage PA &
Southwest Banks, Inc.,
Naples, FL

F.N.B. Corporation,
Hermitage, PA

FBOP Corporation, Oak
Park, IL

First Commercial
Corporation, Little
Rock, AR

First Financial
Bankshares, Inc.,
Abilene, TX

First National
Bancshares, Inc., East
Lansing, MI

First National Bank of
Las Animas ESOP, Las
Animas, CO

Ganis Credit Corporation,
Newport Beach, CA,
lending (b)(1)

Estrin Associates, L.L.C. &
Estrin Family Limited
Partnership T1, Bethesda,
MD

Union State Bancshares,
Inc., Clinton, MO & Union
State Bank & Trust
Company of Clinton,
Clinton, MO

Mercantile Bank of
Southwest Florida, Naples,
FL

Indian Rocks State Bank,
Largo, FL

First Capital Bank of
Arizona, Phoenix, AZ

First Charter Bancshares,
Inc., North Little Rock, AR,
& Charter State Bank,
Beebee, Arkansas, Beebe,
AR

Southlake Bancshares, Inc.,
Southlake, TX & Texas
National Bank, Southlake,
TX

Finance Company of North
America, LLC, East
Lansing, MI in making and
servicing loans (b)(1)

First Bankshares of Las
Animas, Inc., Las Animas,
CO & First National Bank,
Las Animas, CO

CIBC

New York

Richmond

St. Louis

Cleveland

Cleveland

Chicago

St. Louis

Dallas

Chicago

Kansas City

May 12, 1997

July 15, 1997

October 2, 1997

October 10, 1997

September 2, 1997

October 2, 1997

September 19, 1997

September 19, 1997

August 17, 1997

October 6, 1997



Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record

of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate income
neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient

record of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate- income
neighborhoods, in a manner consistent with its resources and capabilities.

Week Ending September 13, 1997

EXAMINATION DATE

NAME OF BANK RATING
None

1/ Subject to provisions of Community Reinvestment Act.

2/ Later of dates specified in newspaper and Federal Register notices.

3/ Date specified in newspaper notice; a later date may be specified in
the Federal Register notice.

4/ Date specified in Federal Register notice; a later date may be
specified in the newspaper notice.
N/A - Not Available