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

Actions of the Board, Its Staff,

and the Federal Reserve Banks:

No. 5

Week Ending January 31, 1998

Federal Reserve Release

H.2

Applications and Reports Received
No. 5

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

Circuit breakers for equity-related markets -- statement by Governor Phillips before

the Subcommittee on Securities of the Senate Committee on Banking, Housing,

and Urban Affairs, January 29, 1998.

- Published, January 29, 1998 

TESTIMONY AND STATEMENTS

Fiscal situation and observations about the current direction of the U.S. economy --

statement by Chairman Greenspan before the Senate Committee on the Budget,

January 29, 1998. 

- Published, January 29, 1998 

IMF funding -- statement by Chairman Greenspan before the House Committee on

Banking and Financial Services, January 30, 1998.

- Published, January 30, 1998 

Banking holiday -- Reserve Banks will adhere to a standard holiday schedule and

remain open for normal operations on December 31, 1999.

- Announced, January 28, 1998 

RESERVE BANK OPERATIONS
H.2

January 25, 1998 to January 31, 1998

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

Irwin Union Bank & Trust Company, Columbus, Indiana -- to establish a branch at

1680 West Main Street, Greenwood, Indiana.

- Approved, January 27, 1998 

BANK BRANCHES, DOMESTIC

Chicago

Scott County State Bank, Scottsburg, Indiana -- to establish a branch at 57 North

Michael Drive.

- Approved, January 27, 1998 

St. Louis

Alliance Bancorporation, Inc., Hot Springs, Arkansas -- to acquire Alliance Bank of

Hot Springs.

- Approved, January 27, 1998 

BANK HOLDING COMPANIES

St. Louis

Brookline Bancorp, M.H.C., Brookline, Massachusetts, and Brookline Bancorp, Inc.

-- to acquire Brookline Savings Bank.

- Approved, January 28, 1998 

Boston

Gold Banc Acquisition Corp., Inc., II, Leawood, Kansas -- to retain control of

Farmers Bancshares of Oberlin, Inc., Oberlin, Kansas.

- Approved, January 29, 1998 

Kansas City
H.2

January 25, 1998 to January 31, 1998

Page 2

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Gold Banc Corporation, Leawood, Kansas -- to acquire Midwest Capital

Management, Kansas City, Missouri, and engage in providing financial and

investment services, providing agency transactional services, including securities

brokerage, riskless principal, and private placement services, and underwriting of

government obligations. 

- Permitted, January 26, 1998 

Kansas City

HUBCO, Inc., Mahwah, New Jersey -- to acquire Poughkeepsie Financial Corp.,

Poughkeepsie, New York, and Bank of the Hudson.

- Approved, January 29, 1998 

New York

Independent Mutual Holding Company, Laconia, New Hampshire -- to become a

mutual holding company through the reorganization of Laconia Savings Bank,

Laconia, New Hampshire.

- Approved, January 30, 1998 

Boston

Mt. Diablo Bancshares, Danville, California -- to acquire Mt. Diablo National Bank.

- Approved, January 30, 1998 

San Francisco

National Australia Bank Limited, Melbourne, Australia -- to acquire Homeside, Inc.,

Jacksonville, Florida, Homeside Lending, Inc., and Homeside Mortgage Securities,

Inc., and engage in mortgage lending and servicing activities. 

- Permitted, January 30, 1998 

Chicago

Paramount Bancorp, Inc., Bingham Farms, Michigan -- to acquire Paramount Bank.

- Approved, January 26, 1998 

Chicago
H.2

January 25, 1998 to January 31, 1998

Page 3

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Societe Generale, Paris, France -- to acquire Barr Devlin Associates, Incorporated,

New York, and Barr Devlin & Co. Incorporated, and engage in investment advisory

activities.

- Permitted, January 29, 1998 

New York

United Bankshares, Inc., Charleston, West Virginia -- to acquire George Mason

Bankshares, Inc., Fairfax, Virginia.

- Approved, January 28, 1998 

Richmond

West Coast Bancorp, Lake Oswego, Oregon -- to acquire Centennial Holdings, Ltd.,

Olympia, Washington.

- Approved, January 29, 1998 

San Francisco

Woodforest Bancshares, Inc., Houston, Texas -- to acquire shares of Bankline

Holdings, Inc., Lenexa, Kansas, and engage in data processing services.

- Submitted, January 30, 1998 

Dallas

First United Bank, Boca Raton, Florida -- to merge with American Bank of

Hollywood, Hollywood, Florida.

- Approved, January 30, 1998 

BANK MERGERS

Atlanta

George Mason Bank, Fairfax, Virginia -- to merge with United Bank, Arlington,

Virginia.

- Approved, January 28, 1998 

Richmond

Arkansas State Bank, Clarksville, Arkansas -- payment of a dividend.

- Approved, January 29, 1998 

BANKS, STATE MEMBER

St. Louis
H.2

January 25, 1998 to January 31, 1998

Page 4

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Benton State Bank, Benton, Arkansas -- payment of a dividend.

- Approved, January 29, 1998 

St. Louis

Citizens First Bank, El Dorado, Arkansas -- payment of a dividend.

- Approved, January 29, 1998 

St. Louis

Farmers and Merchants Bank, Rogers, Arkansas -- payment of a dividend.

- Approved, January 29, 1998 

St. Louis

State Bank of Dixon, Dixon, Missouri -- payment of a dividend.

- Approved, January 27, 1998 

St. Louis

Westamerica Bank, San Rafael, California -- to make an investment in low-income

housing projects through California Corporate Tax Credit Fund-1997, Boston,

Massachusetts.

- Approved, January 28, 1998 

San Francisco

South Holt Bancshares, Inc., Oregon, Missouri -- redemption of shares.

- Approved, January 28, 1998 

CAPITAL STOCK

Kansas City

First National Bancshares in Newton, Inc., Newton, Illinois -- change in bank

control.

- Permitted, January 29, 1998 

CHANGE IN BANK CONTROL

St. Louis

Langer Family Partnership, Port Orchard, Washington -- change in bank control.

- Permitted, January 29, 1998 

San Francisco
H.2

January 25, 1998 to January 31, 1998

Page 5

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Virginia Commerce Bank, Arlington, Virginia -- change in bank control.

- Permitted, January 26, 1998 

Richmond

Bank of Waukegan, Waukegan, Illinois -- report on competitive factors of the

proposed merger with First Federal Bank, FSB.

- Submitted, January 30, 1998 

COMPETITIVE FACTORS REPORTS

Chicago

Citizens Interim State Bank of Roseau, Roseau, Minnesota -- report on competitive

factors of the proposed merger with Citizens State Bank of Roseau, Roseau,

Minnesota.

- Submitted, January 30, 1998 

Minneapolis

Community Bank of Marshall, Marshall, Missouri -- report on competitive factors of

the proposed merger with CB Interim Bank.

- Submitted, January 30, 1998 

Kansas City

Eastern Bank, Lynn, Massachusetts -- report on competitive factors of the proposed

merger with Hibernia Savings Bank, Quincy, Massachusetts.

- Submitted, January 26, 1998 

Boston

F&M Bank, Watergate South Dakota -- report on competitive factors of the

proposed merger with First Savings & Loan Association of South Dakota, Inc.,

Aberdeen, South Dakota.

- Submitted, January 26, 1998 

Minneapolis

First Bank and Trust, Sullivan, Indiana -- report on competitive factors of the

proposed merger with First National Bank, Kokomo, Indiana.

- Submitted, January 30, 1998 

Chicago
H.2

January 25, 1998 to January 31, 1998

Page 6

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

First Bank National Association, ND., Fargo, North Dakota -- report on competitive

factors of the proposed merger with First Bank of South Dakota (National

Association), Sioux Falls, South Dakota.

- Submitted, January 26, 1998 

Minneapolis

First Farmers & Merchants State Bank, Brownsdale, Minnesota -- report on

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

certain liabilities of the Austin, Minnesota, branch of ICF National Bank, Minnesota,

Minneapolis, Minnesota.

- Submitted, January 30, 1998 

Minneapolis

First National Bank of Joliet, Joliet, Illinois -- report on competitive factors of the

proposed merger with Bank of Lockport, Lockport, Illinois, Community Bank of

Plano, Plano; and Southwest Suburban Bank of Bolingbrook, Bolingbrook, Illinois.

- Submitted, January 30, 1998 

Chicago

Harlingen National Bank, Harlingen, Texas -- report on competitive factors of the

proposed merger with First National Bank, La Feria, Texas.

- Submitted, January 30, 1998 

Dallas

Macatawa Bank, Zeeland, Michigan -- report on competitive factors of the proposed

acquisition of assets and assumption of liabilities of MC Bank.

- Submitted, January 27, 1998 

Chicago

Standard Bank, PaSB, Murrysville, Pennsylvania -- report on competitive factors of

the proposed merger with Standard Interim Savings Bank.

- Submitted, January 30, 1998 

Cleveland
H.2

January 25, 1998 to January 31, 1998

Page 7

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

Sun National Bank, Vineland, New Jersey -- report on competitive factors of the

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

Eatontown branch of First Savings Bank, SLA, Perth Amboy, New Jersey.

- Submitted, January 26, 1998 

Philadelphia

Sylvan State Bank, Sylvan Grove, Kansas -- report on competitive factors of the

proposed acquisition of assets and assumption of liabilities of the Hunter, Kansas,

branch of Community Bank of the Midwest, Great Bend, Kansas.

- Submitted, January 29, 1998 

Kansas City

Union Federal Savings Bank of Indianapolis, Indianapolis, Indiana -- report on

competitive factors of the proposed merger with Indiana Community Bank, SB,

Lebanon, Indiana.

- Submitted, January 30, 1998 

Chicago

United Bank of Absarokee, N.A., Absarokee, Montana -- report on competitive

factors of the proposed merger with United Bank of Columbus, N.A., Columbus,

Montana.

- Submitted, January 28, 1998 

Minneapolis

Wachovia Bank, National Association, Winston-Salem, North Carolina -- report on

competitive factors of the proposed merger with Central Fidelity National Bank,

Richmond, Virginia, and Jefferson National Bank, Charlottesville, Virginia.

- Submitted, January 28, 1998 

Richmond

Canisteo Valley Corporation, Canisteo, New York -- extension to May 4, 1998, to

acquire First State Bank.

- Granted, January 29, 1998 

EXTENSIONS OF TIME

New York
H.2

January 25, 1998 to January 31, 1998

Page 8

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS

UNDER DELEGATED AUTHORITY

FNB Corporation, Hermitage, Pennsylvania -- extension of time to acquire shares of

Sun Bancorp, Inc., Selinsgrove, Pennsylvania.

- Granted, January 27, 1998 

Cleveland

Saban S.A., Panama City, Panama, and RNYC Holding Limited Gibraltar --

extension to April 30, 1998, to acquire 2.45 percent of Republic New York

Corporation, and 1.32 percent of RNYC.

- Granted, January 28, 1998 

New York

State Street Bank and Trust Company, Boston, Massachusetts, and State Street

International Holdings -- waiver of the remainder of the 45-day notice period to

make an investment in State Street Trustee Limited, London, England.

- Granted, January 27, 1998 

INTERNATIONAL OPERATIONS

Director, BS&R

Paramount Bank, Bingham Farms, Michigan -- to become a member of the Federal

Reserve System.

- Approved, January 26, 1998 

MEMBERSHIP

Chicago

Premier Bank of Brentwood, Brentwood, Tennessee -- to become a member of the

Federal Reserve System.

- Approved, January 27, 1998 

Chicago

Net settlement services -- to provide net settlement services to financial institutions

that participate in the expanded national American Clearing House Association.

- Approved, January 29, 1998 

RESERVE BANK SERVICES

Director, RBOPS
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week of January 31, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(5) Peoples Heritage Financial Group, Inc., Portland, Maine (PHFG) - Newspaper - 2/9/98

application for the merger of CFX Corporation, Keene, New Fed Reg - 2/13/98

Hampshire with and into PHFG*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch United States Trust Company of New York, New York, 02/19/98

New York, to establish a branch office at the Key Food

Supermarket located at 1805 Avenue U, Brooklyn, New York.* 

Branch Interchange State Bank, Saddle Brook, New Jersey, to establish 02/27/98

two branches at the following locations: (1) the Shop Rite

Shopping Center, Route 4, Paramus, New Jersey, and (2) the

Shop Rite Supermarket, at the Shop Rite Shopping Center, Route

4, Paramus, New Jersey.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Royal Bank of Canada, Montreal, Canada, to acquire, through N/Avail

Integrion Financial Network, LLC, Atlanta, Georgia, warrants to

acquire up to 15.38% of the total shares outstanding of CheckFree

Corporation, Norcross, Georgia.
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Summit Bank, Bethlehem, PA, to establish a banking facility 2/12/98

within the Genuardi’s Family Market, Jeffersonville Shopping

Center, 1930 West Main Street, Norristown, Montgomery

County, PA.

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

Type Application comment period

Ending date of 

3(a)(5) BCB Financial Services Corporation, Reading, PA, to merge with Newspaper - N/Avail

Heritage Bancorp, Pottsville, PA. The two subsidiary banks will Fed Reg - N/Avail

not merge, and will act as two separate banking entities.

3(a)(5) The First Jermyn Corp., Jermyn, PA, to merge with Upper Valley Newspaper - 3/2/98

Bancorp, Inc., Olyphant, PA Fed Reg - N/Avial

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Commerce Bancorp, Inc. Cherry Hill, NJ, to engage in certain N/Avail

nonbanking activities through the acquisition of A.H. Williams & Co.,

Inc., Philadelphia, PA

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(3) Received notice from Banc One Corporation, Columbus, OH on Fed Reg - 2/23/98

3(a)(5) January 21, 1998, of its intent to acquire First Commerce

Corporation, New Orleans, LA*

3(a)(1) Received notice from First Capital Bancshares, Inc., Chillicothe, Newspaper - 2/18/98

OH on January 22, 1998, of its intent to acquire Citizens National

Bank, Chillicothe, Ohio*

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Received notice from Banc One Corporation, Columbus, OH on 2/23/98

January 21, 1998, of its intent to acquire First Commerce Service

Corporation, Lafayette, LA.

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

1851030 Enterprise Bank 7/28/97 1/28/98 Satisfactory SB

6150 Enterprise Parkway

Solon, OH 44139-2755

645625 WesBanco Bank Wheeling 9/15/97 1/26/98 Satisfactory LS

P.O. Box 991

Wheeling, WV 26003

Section VI - CRA examinations scheduled for First Quarter of 1998

Institution Location

Chippewa Valley Bank P.O. Box 68, 20 S. Main Street, Rittman, OH 44270-0068

Oakwood Deposit Bank P.O. Box 207, 218 N. 1st Street, Oakwood, OH 45873-0207

The Ottoville Banking Company P.O. Box 459, 161 W. 3rd Street, Ottoville, OH 45876-0459

WesBanco Bank Barnesville P.O. 70, 101 E. Main Street, Barnesville, OH 43713-0070
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch F & M Bank-Northern Virginia, Fairfax, Virginia, to establish 2/20/98

a branch in Section 4B, Phase 2, Lot B-2, South Riding, Virginia.*

Branch Centura Bank, Rocky Mount, North Carolina, to operate a commercial 2/26/98

lending branch facility at 200 Providence Road, Charlotte, North

Carolina.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

CIC JNV Limited Partnership II, Arlington, Virginia, Notice of Fed Reg - 2/17/98

Change in Control with respect to United Financial Banking Newspaper - N/Avail

Companies, Inc., Vienna, Virginia.*

3(a)(3) James River Bankshares, Inc., Suffolk, Virginia, to acquire First Fed Reg - N/Avail

Colonial Bank, Hopewell, Virginia (the proposed successor to Newspaper - N/Avail

First Colonial Bank, FSB, Hopewell, Virginia).

 

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

Member First Colonial Bank, Hopewell, Virginia (the proposed successor 

to First Colonial Bank, FSB, Hopewell, Virginia), for membership 

in the Federal Reserve System.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

1995.

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

evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

933425 Farmers Bank of Maryland 9/22/97 1/29/98 Satisfactory Large Bank

5 Church Circle

Annapolis, Maryland 21401-1926

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None

 
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Riverside Bank of the Gulf Coast, Cape Coral, Florida, to 02-14-98

establish a branch located at 506 Cape Coral Parkway, Cape

Coral, Florida.* 

Branch First Vantage Bank, Knoxville, Tennessee, to establish a branch 02-20-98

located at 7801 Kingston Pike, Knoxville, Tennessee.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(5) Regions Financial Corporation, Birmingham, Alabama, to merge Fed Reg - 03/02/98

with First State Corporation, and thereby directly acquire First

Bank & Trust Company, both of Albany, Georgia, and First Bank

& Trust Company, Cordele, Georgia.*

3(a)(1) PSB BancGroup, Inc., Lake City, Florida, to become a bank N/Avail

holding company by acquiring Peoples State Bank, Lake City,

Florida (in organization).*

3(a)(1) Flag Financial Corporation, LaGrange, Georgia, to become a bank N/Avail

holding company by acquiring Middle Georgia Bankshares, Inc.,

Unadilla, Georgia.*

4(c)(8) Flag Financial Corporation, LaGrange, Georgia, to acquire a 30 N/Avail

percent joint venture ownership interest in Pro Image, Macon,

Georgia, and thereby engage in data processing and check imaging

activities*

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

Type Application comment period

Ending date of 

4(c)(8) Flag Financial Corporation, LaGrange, Georgia, to retain 100 percent N/Avail

of Piedmont Mortgage Service, Inc., LaGrange, Georgia (dba

Piedmont Appraisal Service and Piedmont Investment Service), and

thereby provide real estate and personal property appraising services

and securities brokerage services.

4(c)(8) Flag Financial Corporation, LaGrange, Georgia, to acquire a 30 N/Avail

percent joint venture ownership interest in Pro Image, Macon,

Georgia, and thereby engage in data processing and check imaging

activities.

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

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

381334 Alabama Exchange Bank 10/20/97 01/28/98 Outstanding Small Bank

102 West Northside Street

Tuskegee, Alabama 36083

(334) 727-1730

318835 The Terrace Bank of Florida 10/21/97 01/28/98 Satisfactory Small Bank

Post Office Box 16828

Temple Terrace, Florida 33687

(813) 985-1128

2028400 AmTrade International Bank of 10/20/97 01/29/98 Outstanding Limited

Georgia Purpose

127 Peachtree Street, N.E.

Candler Building, Suite 1500

Atlanta, Georgia 30303-1811

(404) 330-7270

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Merger & M&I Marshall & Ilsley Bank Newspaper - 2/18/98

 Branch Milwaukee, Wisconsin

 Lake Geneva, Wisconsin branch office of

 M&I Bank South

 Janesville, Wisconsin

 200 Edwards Boulevard

 Lake Geneva, Wisconsin 

Merger & M&I Marshall & Ilsley Bank Newspaper - 2/18/98

 Branch Milwaukee, Wisconsin

 Kenosha, Wisconsin branch office of

 M&I Bank of Burlington

 Burlington, Wisconsin

 5455 Sheridan Road

 Kenosha, Wisconsin

Merger & M&I Bank of Racine Newspaper 2/18/98

 Branch Racine, Wisconsin

 Racine, Wisconsin branch office of

 Advantage Bank, FSB

 Kenosha, Wisconsin

 2406 South Green Bay Road

 Racine, Wisconsin

Merger & M&I Marshall & Ilsley Bank Newspaper - 2/18/98

 Branches Milwaukee, Wisconsin

 Advantange Wisconsin Interim Bank, FSB

 Kenosha, Wisconsin

 To establish 8 branches

Merger & M&I Bank of Burlington Newspaper - 2/18/98

 Branch Burlington, Wisconsin

 Advantage Burlington Interim Bank, FSB

 Kenosha, Wisconsin

 25100 75th Street

Paddock Lake, Wisconsin
Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Merger & First Farmers Bank and Trust Company Newspaper - N/Avail

 Branch Converse, Indiana

 Galveston, Indiana branch office of 

 National City Bank of Indiana

 Indianapolis, Indiana

 112 South California

 Galveston, Indiana

Branch North Shore Community Bank & Trust Company Newspaper - 2/23/98

Wilmette, Illinois

 635 Vernon Avenue

 Glencoe, Illinois

Branch M&I Northern Bank Newspaper - 2/20/98

Brookfield, Wisconsin

3470 Gateway Road

 Brookfield, Wisconsin

Branch Byron Center State Bank Newspaper - 2/9/98

Byron Center, Michigan

 10500 Chicago Drive

 Zeeland, Michigan

Merger & Isabella Bank and Trust Newspaper - N/Avail

 Branches Mt. Pleasant, Michigan

 Barryton, Michigan, Stanwood, Michigan and Remus,

 Michigan branches of Old Kent Bank

 Grand Rapids, Michigan

 240 E. Northern Avenue

 Barryton, Michigan

 8529 100th Avenue

 Stanwood, Michigan

 220 W. Wheatland Street

 Remus, Michigan

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not available at this time
Section II - Applications subject to both newspaper and Federal Register notice

Type Application comment period

Ending date of 

3(a)(3) F & M Bancorporation, Inc.* Fed Reg - 2/27/98

Kaukauna, Wisconsin Newspaper - 2/23/98

 Financial Management Services of Jefferson, Inc.

 Jefferson, Wisconsin

 Farmers & Merchants Bank of Jefferson

 Jefferson, Wisconsin

3(a)(5) F & M Merger Corporation* Fed Reg - 2/27/98

Kaukauna, Wisconsin Newspaper - 2/23/98

 Financial Management Services of Jefferson, Inc.

 Jefferson, Wisconsin

 Farmers & Merchants Bank of Jefferson

 Jefferson, Wisconsin

3(a)(3) Heartland Financial USA, Inc.* Fed Reg - N/Avail

Dubuque, Iowa Newspaper - N/Avail

 Community Bank of Albuquerque (in organization)

 Albuquerque, New Mexico

3(a)(1) Citizens Financial Corporation* Fed Reg - 12/29/97

Chicago, Illinois Newspaper - 12/24/97

 Citizens Bank & Trust Company of Chicago (in organization)

 Chicago, Illinois

CIC Longview Capital Corporation Fed Redg - N/Avail

Newman, Illinois Newspaper - N/Avail

 By JMP Family Investment, L.P. and

 MJD Family Investment, L.P.

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not available at this time

*Subject to the provisions of the Community Reinvestment Act

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

SR Olympia Bancorporation, Inc.

Chicago, Illinois

 To redeem 300 shares (100%) of noncumulative, nonvoting

 perpetual preferred stock.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

678744 Central State Bank 10/6/97 1/28/98 Satisfactory Small 

102 N. Main Street

Elkader, Iowa 52043

(319) 245-2110

718341 State Bank of Coloma 10/14/97 1/28/98 Satisfactory Small

209 N. Paw Paw Street

Coloma, Michigan 49038

(616) 468-3179
Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

CIC Notice involving Central Bancompany, Inc., Jefferson City, Fed Reg - 2/13/98

Missouri, by Sam B. Cook, Jr. and Robert Robuck (previously

reported during week of January 19, 1998).

CIC Notice involving Chester Bancorp, Inc., Chester, Illinois, by Newspaper - 2/18/98

Michael W. Welge (previously reported during week of January

12, 1998).

3(a)(1) Notice by Unity Bancshares, L.L.C., St. John, Missouri, to acquire Fed Reg - 2/23/98

St. Johns Bancshares, Inc., St. John, Missouri (previously reported

during week of January 19, 1998).*

3(a)(5) Notice by First United Bancshares, Inc., El Dorado, Arkansas, to Fed Reg - 2/23/98

acquire First Republic Bancshares, Inc., Rayville, Louisiana

(previously reported during week of January 19, 1998).*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Notice by DeWitt First Bancshares Corporation, DeWitt, Arkansas, 2/19/98

to engage, de novo, in lending activities.
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of 

SMBOTH Notice by Citizens First Bank, El Dorado, Arkansas, to make a Not applicable

dividend payment.

SMBOTH Notice by Arkansas State Bank, Clarksville, Arkansas, to make a Not applicable

dividend payment.

SMBOTH Notice by Farmers and Merchants Bank, Rogers, Arkansas, to make a Not applicable

dividend payment.

SMBOTH Notice by Benton State Bank, Benton, Arkansas, to make a dividend Not applicable

payment.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

33147 Farmers Bank & Trust Co. 10/14/97 1/30/98 Satisfactory Small Bank

Blythesville, AR
Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and Notifications Filed During the Week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application period

Ending date of comment

CIC Gregory L. Peter to acquire control of 100% of the voting shares Fed Reg - 2/17/98

of Citizens State Agency of Tyler, Inc., Tyler, Minnesota.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

None 
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

126553 North Shore Bank of Commerce 10/6/97 1/29/98 Satisfactory Small Bank

Duluth, Minnesota

271154 State Baml of Alcester 10/20/97 1/29/98 Satisfactory Small Bank

Alcester, South Dakota

Section VI - CRA examinations scheduled Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

3(a)(1) Hometown Bancshares, Inc., Carthage, Missouri, for prior Newspaper - 02/25/98

approval to become a bank holding company through the Fed Reg - 02/25/98

acquisition of 100 percent of the voting shares of Hometown

Bank, N.A., Carthage, Missouri, a de novo bank in organization.

3(a)(3) AmCorp Financial, Inc., Ardmore, Oklahoma, for prior approval Newspaper - 02/27/98

to acquire 100 percent of the voting shares of First State Bank, Fed Reg - 02/23/98

Morton, Texas; in addition to relocating the main office to Keller,

Texas, and renaming the bank American Bank, Keller, Texas.

CIC James Michael Adcock, and David Wesley Schubert, both of Newspaper - N/Avail

Shawnee, Oklahoma, and George N. Cook, Jr., Kansas City, Fed Reg - 02/17/98

Missouri; to acquire voting shares of United Oklahoma

Bankshares, Inc., Del City, Oklahoma, and thereby indirectly

acquire United Bank, Del City, Oklahoma.

CIC James Michael Adcock, and David Wesley Schubert, both of Newspaper - N/Avail

Shawnee, Oklahoma, as Trustees of the Don Bodard 1995 Fed Reg - 02/17/98

Revocable Trust; to acquire voting shares of Ameribank

Corporation, Shawnee, Oklahoma, and thereby indirectly acquire

American National Bank & Trust Company, Shawnee,

Oklahoma.

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

3(a)(1) CSB Bancshares, Inc., Yukon, Oklahoma, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Canadian State Bank, Yukon,

Oklahoma.

Section V - Availability of CRA public evaluations

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

institutions for which an evaluation is publicly available.

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

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

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

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

CRA.:

Outstanding

Satisfactory

Needs to Improve

Substantial noncompliance

RSSD Examination CRA CRA

number Institution/ Location date public date rating

None

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) TransPecos Financial Corporation, Iraan, TX, to acquire Iraan Newspaper - N/Avail

State Bank, Iraan TX*

3(a)(3) Central Texas Bankshare Holdings, Inc., Columbus, TX, to Newspaper - 2/24/98

acquire Hill Bancshare Holdings, Inc., Weimar, TX, and Hill Bank

& Trust Company, Weimar, TX

CIC JCE/CBI, Ltd., Baytown, TX, only notificant, to acquire an Newspaper - N/Avail

interest in Citizens Bankers, Inc., Baytown, TX

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

1007453 Bank of Livingston, 1700 West 10/27/97 2/2/98 Satisfactory Small Bank

Church Street, Livingston, TX

77351

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week of January 31, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Western Security Bank, Scottsdale, Arizona, to establish a branch Newspaper - 2/07/98

office oat 16277 Hayden-Greenway Loop, Scottsdale, Arizona

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

Type Application comment period

Ending date of 

3(a)(1) G V Bancorp, Inc., and G V Bancorp Employee Stock Ownership Newspaper - 3/02/98

Plan, both of Gunnison, Utah, to become bank holding companies Fed Reg - 3/02/98 

through the acquisition of Gunnison Valley Bank, Gunnison,

Utah.*

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(5) Bellingham Bancorporation to become a bank holding company by None

acquiring Bank of Bellingham, both of Bellingham, Washington.

3(a)(5) HCB Bancorp, Inc., to become a bank holding company by acquiring None

Harbor Community Bank, both of Raymond, Washington.
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of 

COM Robert M. Dougherty, W. James Tozer, Jr., et al, Salt Lake City, None

Utah, requests approval to purchase additional shares of Draper

BanCorp, Draper, Utah, pursuant to a commitment made in their

Notice of Change in Control.

Waiver Sierra West Bancorp, Truckee, California, requests a waiver of any None

Bank Holding Company Act application requirement in connection

with their acquisition of California Community Bancshares,

Vacaville, California.
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

428462 Ireland Bank 9/29/97 1/28/98 Outstanding Small bank

33 Bannock Street

P.O. Box 186

Malad City, ID 83252-0186

(208) 766-2211

Footnotes: 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 responsiblity

for errors or omissions.

Section VI - CRA examinations scheduled for Quarter of

Institution Location

None