Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 52

Week Ending December 25, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions December 19, 1999 to December 25, 1999

Bank Holding Companies

Banque Nationale de Paris, Paris, France; and Paribas -- to retain interests in Paribas 

Corporation, Paribas Asset Management, Inc., and Paribas Futures, Inc., all of New 

York, New York; and thereby engage in certain nonbanking activities.

- Approved, December 20, 1999 

General Accounting Office

General Accounting Office -- response to final GAO report, "Large Bank Mergers: 

Fair Lending Review Could Be Enhanced With Better Coordination."

- Approved, December 22, 1999 

Reserve Bank Operations

Federal Reserve Bank Budgets -- budgets for 2000.

- Approved, December 17, 1999 (AC)

(AC) = Addition or Correction Board - Page 1 of 1
December 19, 1999 to December 25, 1999

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of the James, Lynchburg, Virginia -- to operate a mobile branch by providing a 

courier service to pick up non-cash deposits from business customers.

- Approved, December 24, 1999 

Richmond

Crestar Bank, Richmond, Virginia -- to establish branches in supermarkets at 225 

Briar Hill Drive, Bel Air, Maryland; 444 Western Maryland College Road, 

Westminster; 5821 Crossroads Center, Falls Church, Virginia; and 2304 Hunters 

Woods Plaza, Reston; and at 45156 First Colony Way, California, Maryland. 

- Approved, December 22, 1999 

Richmond

First Bank of Berne, Berne, Indiana -- to establish a branch at 185 Industrial Drive, 

Portland.

- Returned, December 23, 1999 

Chicago

Mid State Bank, Newberry, South Carolina -- to establish a branch at Highway 121 

and Wheeler Circle, Saluda.

- Approved, December 22, 1999 

Richmond

The Northern Trust Company, Chicago, Illinois -- to retain a branch at 201 East 

Huron Street.

- Approved, December 22, 1999 

Chicago

Old Kent Bank, Grand Rapids, Michigan -- to establish a branch at 525 Remence 

Road, Portage.

- Approved, December 20, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority December 19, 1999 to December 25, 1999

Bank Branches, Domestic

Peapack-Gladstone Bank, Gladstone, New Jersey -- to establish a branch at Village 

Road, Harding Township.

- Approved, December 22, 1999 

New York

Bank Holding Companies

Arvest Bank Group, Inc., Bentonville, Arkansas -- to acquire P&W Bancshares, Inc., 

Little Rock, and Central Bank & Trust.

- Approved, December 22, 1999 

St. Louis

Associated Banc-Corp, Green Bay, Wisconsin -- to acquire BNC Financial 

Corporation, St. Cloud, Minnesota, and thereby engage in extending credit and 

servicing loans.

- Approved, December 23, 1999 

Chicago

Bank One Corporation, Columbus, Ohio -- to engage through its subsidiary, One 

Group Administrative Services, in providing administrative services to open-end and 

closed-end investment companies; and to maintain certain officer and director 

interlocks between Bank One, its affiliates, and certain proprietary funds.

- Approved, December 22, 1999 

Secretary

Banknorth Group, Inc., Burlington, Vermont -- to acquire BNG Interim Bank, N.A., 

Glen Falls, New York, successor to Evergreen Bank, N.A.

- Approved, December 24, 1999 

Boston

Cleveland Holding Company, Cleveland, Oklahoma -- to become a bank holding 

company through the acquisition of Heritage Bancorp, Inc. and First Bank of 

Cleveland.

- Approved, December 23, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority December 19, 1999 to December 25, 1999

Bank Holding Companies

First National of Nebraska, Inc., Omaha, Nebraska -- to acquire, through its 

subsidiary Insync Investments, Ltd., Mountain States Micrographics, Inc., 

Englewood, Colorado.

- Approved, December 24, 1999 

Kansas City

Greater Bay Bancorp, Palo Alto, California -- to merge with Mt. Diablo Bancshares, 

Danville, and thereby acquire Mt. Diablo National Bank.

- Approved, December 22, 1999 

San Francisco

Hometown Banc Corporation, Grand Island, Nebraska -- to retain Security State 

Bank, Sumner, after its conversion to a federally chartered savings bank.

- Approved, December 22, 1999 

Kansas City

International Bancorp of Miami, Inc., Miami, Florida -- modification of a 

commitment.

- Approved, December 20, 1999 

Atlanta

Iowa State Financial Services, Fairfield, Iowa -- to become a bank holding company 

through the acquisition of Iowa State Bank and Trust Company.

- Withdrawn, December 23, 1999 

Chicago

Iowa State Financial Services, Fairfield, Iowa -- to merge with North Linn 

Corporation, Coggon, and thereby acquire Linn County State Bank and Sisler 

Insurance Agency, Inc.

- Withdrawn, December 23, 1999 

Chicago

Marshall & Ilsley Corporation, Milwaukee, Wisconsin -- to retain an interest in 

Pleasantview Limited Partnership and thereby engage in community development 

activities.

- Approved, December 20, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority December 19, 1999 to December 25, 1999

Bank Holding Companies

Mid State Banks, Inc., Cordele, Georgia -- to acquire Taylor & Towson Insurance 

Agency, Ocilla, and Taylor & Towson Insurance Finance Company, and thereby 

engage in insurance activities in towns with populations not exceeding 5,000 and in 

extending credit to finance insurance premiums.

- Approved, December 21, 1999 

Atlanta

Network Bancorp USA, Ontario, California -- to become a bank holding company 

through the acquisition of Network Bank USA.

- Approved, December 21, 1999 

San Francisco

Patriot Bank Corp., Pottstown, Pennsylvania -- to establish a nonbank subsidiary, 

ZipFinancial.com, Inc.

- Withdrawn, December 20, 1999 

Philadelphia

Peoples Bancshares of Tallassee, Inc., Tallassee, Alabama -- to become a bank 

holding company through the acquisition of The Peoples Bank, Tallassee.

- Approved, December 22, 1999 

Atlanta

Praesidium Capital Corporation, Purchase, New York -- to become a bank holding 

company through the acquisition of First National Bank, Uvalde, Texas.

- Approved, December 23, 1999 

Dallas

Ridgeway Bancorp, Inc., Ridgeway, South Carolina -- to become a bank holding 

company through the acquisition of Bank of Ridgeway.

- Approved, December 24, 1999 

Richmond

Terre Haute Savings MHC, Inc., Terre Haute, Indiana -- to become a bank holding 

company through the acquisition of Terre Haute Savings Bank.

- Returned, December 10, 1999 (AC)

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority December 19, 1999 to December 25, 1999

Bank Holding Companies

Twenty-First Century Financial Services Company, Tulsa, Oklahoma -- to acquire 

Oklahoma National Bank, a de novo bank.

- Approved, December 23, 1999 

Kansas City

Bank Mergers

Gold Bank, Leawood, Kansas -- to merge with affiliate Kansas banks owned by its 

parent, Gold Banc Corporation. 

- Approved, December 22, 1999 

Kansas City

Grant County Bank, Medford, Oklahoma -- to acquire the assets and assume the 

deposit liabilities of the Medford branch of First Capital Bank, Guthrie.

- Approved, December 22, 1999 

Kansas City

Banks, Nonmember, And Miscellaneous Institutions

Liberty Trust Company, Oklahoma City, Oklahoma -- transfer agent registration.

- Withdrawn, December 20, 1999 

Director, BS&R

Banks, State Member

First Virginia Bank, Inc., Falls Church, Virginia -- transfer agent registration.

- Withdrawn, December 21, 1999 

Director, BS&R

Change In Bank Control

Dysart Bancshares, Inc., Dysart, Iowa -- change in bank control.

- Permitted, December 22, 1999 

Chicago

Marquette Bancshares, Inc., Minneapolis, Minnesota -- change in bank control.

- Permitted, December 20, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority December 19, 1999 to December 25, 1999

Change In Bank Control

Napoleon Bancorporation, Inc., Napoleon, North Dakota -- change in bank control.

- Permitted, December 21, 1999 

Minneapolis

Security Acadia Bancshares, Inc., Rayne, Louisiana -- change in bank control.

- Permitted, December 21, 1999 

Atlanta

Westwood Homestead Financial Corporation, Cincinnati, Ohio -- change in bank 

control.

- Permitted, December 23, 1999 

Cleveland

Competitive Factors Reports

Bank One Trust Company, N.A., Columbus, Ohio -- report on competitive factors of 

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

Bank One Arizona, N.A., Phoenix, Arizona.

- Submitted, December 24, 1999 

Chicago

Colonial Bank, Montgomery, Alabama -- report on competitive factors of the 

proposed merger with Colonial Mortgage Corporation.

- Submitted, December 16, 1999 (AC)

Atlanta

Cornerstone Bank, N.A., York, Nebraska -- report on competitive factors of the 

proposed merger with Bank of Monroe, Monroe.

- Submitted, December 21, 1999 

Kansas City

First National Bank Northeast, Lyons, Nebraska -- report on competitive factors of 

the proposed acquisition of assets and assumption of liabilities of the Fremont branch 

of Columbus Federal Savings Bank, Columbus.

- Submitted, December 21, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority December 19, 1999 to December 25, 1999

Competitive Factors Reports

First National Bank, Antlers, Oklahoma -- report on competitive factors of the 

proposed merger with Antlers Interim National Bank.

- Submitted, December 21, 1999 

Kansas City

Lakeland Bank, Newfoundland, New Jersey -- report on competitive factors of the 

proposed merger with Metropolitan State Bank, Montville.

- Submitted, December 23, 1999 

New York

State Savings Bank, Baxter, Iowa -- report on competitive factors of the proposed 

purchase of assets and assumption of liabilities of the Baxter office of Keystone 

Savings Bank, FSB, Prairie City.

- Submitted, December 24, 1999 

Chicago

Extensions Of Time

A.N.B. Holding Company, Ltd., Terrell, Texas -- extension to March 13, 2000, to 

acquire The ANB Corporation, The ANB Delaware Corporation, and The American 

National Bank of Texas.

- Granted, December 21, 1999 

Dallas

Chelsea State Bank, Chelsea, Michigan -- extension to December 28, 2000, to 

establish a branch at Dexter Ann-Arbor and Dan Hoey roads, Dexter.

- Granted, December 23, 1999 

Chicago

Dresdner Bank AG, Frankfurt, Germany -- extension to August 7, 2000, to divest of 

certain investments.

- Granted, December 22, 1999 

Director, BS&R

GreatBanc, Inc., Aurora, Illinois -- extension to March 30, 2000, to acquire ANB 

Financial Services, Inc., and thereby engage in mortgage and loan servicing.

- Granted, December 23, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority December 19, 1999 to December 25, 1999

Extensions Of Time

Provident Bancorp, Amesbury, Massachusetts -- extension to January 31, 2000, to 

become a mutual bank holding company through the reorganization of The Provident 

Bank.

- Granted, December 23, 1999 

Boston

Membership

First National Bank, Burkburnett, Texas -- membership in the Federal Reserve 

System.

- Approved, December 22, 1999 

Dallas

Security State Bank, Lake Park, Iowa -- membership in the Federal Reserve System.

- Approved, December 23, 1999 

Chicago

Regulations And Policies

Federal Open Market Committee -- minutes of the meeting on November 16, 1999.

- Published, December 23, 1999 

FOMC

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banca Intessa S.P.A., Milano, Italy, to establish a branch in

New York, New York, and to establish representative offices in

Chicago, Illinois and San Francisco, California.

Newspaper – N/Avail

FBSEA UBS AG, Zurich, Switzerland, to establish a representative

office in Boston, Massachusetts.

Newspaper – N/Avail

FBSEA Credit Commercial de France, Paris, France, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Banco Comercial Portugues, S.A., Porto, Portugal, to establish a

representative office in Miami, Florida.

Newspaper – N/Avail

FBSEA Turkiye Is Bankasi A.S., Ankara, Turkey, to establish a

representative office in New York, New York.

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3) Banco Santander Central Hispano, S.A., Madrid, Spain, to

acquire up to 9.64 percent of The Royal Bank of Scotland Group

Plc, Edinburgh, Scotland.*

Newspaper – N/Avail

Fed Reg – 01/03/2000

3(a)(1) Dime Bancorp, Inc., New York, New York (“Dime”), to become

a bank holding company, in connection with the proposed

merger of Hudson United Bancorp, Mahwah, New Jersey

(“Hudson”), with and into Dime, and thereby acquire all of the

issued and outstanding stock of Hudson’s subsidiary, Hudson

United Bank, Mahwah, New Jersey, a nonmember commercial

bank. At the effective time of the merger, Dime will change its

name to Dime United Bancorp, Inc..*

Newspaper – 01/06/2000

Fed Reg – N/Avail

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

Type Application

Ending date of

comment period

4(c)(8) Toronto-Dominion Bank, Toronto, Canada, to acquire all of the

shares of CTUSA, F.S.B., Naples, Florida.

Fed Reg – 01/10/00

4(c)(8) UBS AG, Zurich, Switzerland, to acquire through its wholly

owned indirect subsidiary North Street Finance LLC, New York,

NY, the telephone and answering machine leasing business of

Lucent Technologies Consumer Products L.P., Murray Hill, NJ,

and engage in certain leasing activities.

Fed Reg – N/Avail

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Received notification from Rurban Financial Corp., Defiance,

OH on 12/22/1999 of its intent to acquire certain assets and

assume certain liabilies from FiData Technology, Inc., Franklin,

TN. The assets/liabilities will then be contibuted to Financial

Data Technology Corporation, a de novo, wholly-owned

subsidiary of Rurban Financial Corp.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

976749 Fifth Third Bank, Indiana 03/08/1999 12/17/1999 S X

251 North Illinois St., Suite 1000

Indiana, IN 46204

723112 Fifth Third Bank, Cincinnati 03/08/1999 12/17/1999 S X

38 Fountain Square Plaza

Cincinnati, OH 45263

817525 Fifth Third Bank, Southern Ohio 03/08/1999 12/17/1999 S X

North High Street

Hillsboro, OH 45133

210911 Fifth Third Bank, Central Ohio 03/08/1999 12/17/1999 S X

21 East State Street

Columbus, OH 43215

138510 Fifth Third Bank, Northern Kentucky 03/08/1999 12/17/1999 S X

8100 Burlington Pike

Florence, KY 41042

574529 Fifth Third Bank of Western Ohio 03/08/1999 12/17/1999 S X

110 North Main Street

Dayton, OH 45402
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Mooresville Savings Bank, SSB, Inc. Employee Stock

Ownership Plan, Mooresville, North Carolina, to retain

voting shares of Coddle Creek Financial Corp., Mooresville,

North Carolina.*

Fed Reg - 01/12/2000

Newspaper - N/Avail

3(a)(3) Bank of America Corporation and NB Holdings Corporation,

both located in Charlotte, North Carolina, to acquire 100%

of the voting shares of Bank of America Oregon, National

Association (in organization), Portland, Oregon.*

Fed Reg - 01/20/2000

Newspaper - N/Avail

3(a)(1) Omni Financial Services, Inc., Atlanta, Georgia, to become a

bank holding company through the acquisition of 100% of the

voting shares of United National Bank, Fayetteville, North

Carolina.*

Fed Reg - 01/21/2000

Newspaper - N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Bank of America Corporation and First Union Corporation,

both located in Charlotte, North Carolina, and BB&T

Corporation and Wachovia Corporation, both located in

Winston-Salem, North Carolina, to acquire through Star

Systems, Inc., Maitland, Florida, additional shares of

Bank Network Securities, Inc., Chicago, Illinois.

Fed Reg - 01/16/2000
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

4(c)(8) First Union Corporation, Charlotte, North Carolina, to acquire

through NYCE Corporation, Woodcliff Lake, New Jersey,

additional voting securities of Card Alert Services, Inc.,

Arlington, Virginia.

NationsBank Overseas Corporation, Charlotte, North Carolina,

to amend its Articles of Association.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1356535 Greenwood Bank and Trust

109 Montague Street

Greenwood, South Carolina 29649

10/04/1999 12/19/1999 S X

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 ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Centerstate Banks of Florida, Inc., Winter Haven, Florida, to

become a bank holding company by acquiring First National

Bank of Osceola County, Kissimmee, Florida.

N/Avail*

3(a)(1) Centerstate Banks of Florida, Inc., Winter Haven, Florida, to

become a bank holding company by acquiring Community

National Bank of Pasco County, Zephyrhills, Florida.

N/Avail*

3(a)(1) Centerstate Banks of Florida, Inc., Winter Haven, Florida, to

become a bank holding company by acquiring First National

Bank of Polk County, Winter Haven, Florida.

N/Avail*

3(a)(5) Century South Banks, Inc., Dahlonega, Georgia, to merge with

Lanier Bankshares, Inc., Gainesville, Georgia, and thereby

acquire its subsidiary, Lanier National Bank, Gainesville,

Georgia.

Fed Reg – 01/21/2000*

3(a)(1) FGB Bankshares, Inc., Hammond, Louisiana, to become a bank

holding company by acquiring First Guaranty Bank, Hammond,

Louisiana.

N/Avail*

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Citizens Community Bancorp, Inc., Marco Island, Florida, to

acquire CCB Mortgage Corporation, Marco Island, Florida, and

thereby engage in extending credit and servicing loans.

01/16/2000
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(1) Chestatee Bancshares, Inc., Dawsonville, Georgia, notice to

become a bank holding company by acquiring Chestatee State

Bank, Dawsonville, Georgia.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

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 ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Bank of Berne

Berne, Indiana

 185 Industrial Drive

 Portland, Indiana

Newspaper – 01/01/2000

Branch Old Kent Bank

Grand Rapids, Michigan

 218 West Washington Street

 South Bend, Indiana

Newspaper – 12/24/1999

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

Type Application

Ending date of

comment period

3(a)(3) Glenwood Bancorporation*

Glenwood, Iowa

 Frontier Savings Bank (in organization)

 Council Bluffs, Iowa

Fed Reg – 01/07/2000

Newspaper – 01/07/2000

 3(a)(1) Baytree Bancorp, Inc.*

Chicago, Illinois

 Baytree National Bank & Trust Company (in organization)

 Chicago, Illinois

Fed Reg – N/Avail

Newspaper – N/Avail

 CIC FM Bancorp, Inc.

Paxton, Illinois

 By Judkins Enterprises, L.P. and Susan Jane McCabe

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

747846 Port Byron State Bank

124 N. Main Street

Port Byron, Illinois 61275

(309) 523-2161

08/09/1999 12/21/1999 S X

440446 West Chester Savings Bank

1060 W. Monroe Street

Washington, Iowa 52353-0517

(319) 653-2265

09/13/1999 12/20/1999 S X

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 ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) Notice by National Commerce Bancorporation, Memphis,

Tennessee, to acquire First National Bank, Lenoir City,

Tennessee.*

Newspaper – 1/27/2000

Fed Reg – N/Avail.

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Notice by Concord EFS, Inc., Memphis, Tennessee, to acquire

National Payment Systems, Inc. (d/b/a Card Payments Systems),

New York, New York, and thereby engage in data processing

activities, pursuant to Section 225.28(b)(14)(i) of Regulation Y.

1/12/2000

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

486248 Fayette County Bank

St. Elmo, Illinois

9/20/1999 12/24/1999 S X

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 ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Pine Island Bancshares, Inc., Zumbrota, Minnesota, for prior

approval to become a bank holding company through the

acquisition of 86.9% of the voting shares of Security State Bank

of Pine Island, Pine Island, Minnesota.*

Fed Reg – 01/20/2000

3(a)(3) Zumbrota Agency, Inc., Zumbrota, Minnesota, for prior

approval to acquire 100% of the voting shares of Pine Island

Bancshares, Inc., Zumbrota, Minnesota, which is proposing to

acquire 86.9% of the voting shares of Tri County Investment

Company, Pine Island, Minnesota.*

Fed Reg – 01/20/2000

3(a)(1) Van Deusen Bancorp, Inc., Lewisville, Minnesota, for prior

approval to become a bank holding company through the

acquisition of 100% of the voting shares of Madison Lake

Bancorporation, Inc., Madison Lake, Minnesota.*

N/Avail.

3(a)(3) Lewisville Bancorp, Inc., Lewisville, Minnesota, for prior

approval to acquire 100% of the voting shares of Van Deusen

Bancorp, Inc., Lewisville, Minnesota.*

N/Avail.

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

Type Application

Ending date of

comment period

4(c)(8)LLE Zumbrota Agency Inc., Zumbrota, Minnesota, and Pine Island

Bancshares, Inc., Zumbrota, Minnesota, to engage in insurance

agency activities through the acquisition of Tri County

Investment Company, Pine Island, Minnesota.

01/20/2000

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch Gold Bank NA, Leawood, Kansas, for prior approval to merge

with Linn County Bank, La Cygne, Kansas, and thereby

establish branches.

Newspaper – 01/15/2000

Branch Heritage Bank, Louisville, Colorado, to establish branches at

Boulder-West End, 1900 Ninth Street, Boulder, Colorado, and at

Lafayette-95th Street, 2695 N. Park Drive, Suite 101, Lafayette,

Colorado.

Newspaper – 11/08/1999

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

Type Application

Ending date of

comment period

3(a)(1) Calvert Financial Services Corporation, Jefferson City,

Missouri, for prior approval to acquire Bunceton State Bank,

Bunceton, Missouri, through the acquisition of 100 percent of

the voting shares of Bunceton Bancshares, Inc., Blue Springs,

Missouri.

Newspaper – N/Available

CIC Donald Lee Patry and Donald Carl Harder, for prior approval to

acquire 25% each of voting shares of Whitewater BancShares,

Inc., Whitewater, Kansas.

Newspaper – N/Available

CIC Donald Lee Howell and HQFP Holdings Ltd., LLP, both of

Houston, Texas, for prior approval to acquire 100 percent of the

voting shares of FNB Financial Services, Inc. , Durant,

Oklahoma, and thereby indirectly acquire The First National

Bank in Durant, Oklahoma.

Newspaper – N/Available
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) First National of Nebraska, Omaha, Nebraska, for prior approval

to acquire Mountain States Micrographics, Inc., d/b/a Mountain

States Imaging, Inc., by Insync Investments, Ltd., d/b/a

Informations Systems, Inc., Englewood, Colorado.

N/Available

4(c)(8) Sherman County Management, Loup City, Nebraska, to acquire

50 percent of the common stock of Prime Trading Company,

and thereby engage in commodities brokerage activities.

N/Available

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

Type Application

Member Linn County Bank, La Cygne, Kansas, for prior approval to

become a member in the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

671053 Stock Exchange Bank

Caldwell, Kansas

10/12/1999 12/21/1999 S X

866550 Pinnacle Bank

Schuyler, Nebraska

09/27/1999 12/23/1999 S X

285151 Colorado Bank and Trust of La Junta

La Junta, Colorado

09/27/1999 12/24/1999 S X

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 ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) Texas Capital Bancshares, Inc., Dallas, TX, to acquire

BankDirect, SSB, Dallas, TX (de novo)*

Fed Reg – N/Avail

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, December 25, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Family Security Bank, Harbor, Oregon, to establish a branch

office at 855 Railroad Avenue, Brookings, Oregon. *

Newspaper - 12/06/1999

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) PremierWest Bancorp to become a bank holding company by

acquiring Bank of Southern Oregon, both of Medford, Oregon. *

Newspaper - 01/20/2000

Fed Reg - 01/21/2000

3(a)(3) PremierWest Bancorp, Medford, Oregon, to acquire United

Bancorp, and thereby indirectly acquire its subsidiary, Douglas

National Bank, both of Roseburg, Oregon. *

Newspaper - 01/20/2000

Fed Reg - 01/21/2000

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) PremierWest Bancorp, Medford, Oregon, to acquire DNB

Mortgage Company, Roseburg, Oregon.

Fed Reg - 01/21/2000
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Member Bay Bank of Commerce, San Leandro, California, to become a

member of the Federal Reserve System.

Waiver Nera Bank, N.A., Los Angeles, California, requests a waiver of

any Bank Holding Company Act application requirement in

connection with its proposed acquisition of Korea First Bank of

New York, New York, New York.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None