Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 35

Week Ending August 28, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions August 22, 1999 to August 28, 1999

Bank Holding Companies

Texas Regional Bancshares, McAllen, Texas -- to merge with Harlingen Bancshares, 

Inc., Harlingen, and thereby acquire HN Bancshares of Delaware, Inc., and 

Harlingen National Bank, Harlingen; and for Texas Regional's lead bank, Texas State 

Bank, McAllen, to merge with Harlingen National Bank and thereby establish 

branches.

- Approved, August 23, 1999 

Discount Rates

Discount Rates -- increase by the Federal Reserve Banks of Boston, New York, 

Philadelphia, Cleveland, Richmond, Atlanta, Chicago, St. Louis, Kansas City, and 

San Francisco to 4-3/4 percent, from 4-1/2 percent.

- Approved, August 24, 1999 

Discount Rates -- increase by the Federal Reserve Banks of Minneapolis and Dallas 

to 4-3/4 percent, from 4-1/2 percent.

- Approved, August 25, 1999 

Forms

Information Collection under OMB delegated authority -- extend Report of 

Condition for Foreign Subsidiaries of U.S. Banking Organizations and Financial 

Information for Foreign Subsidiaries of U.S. Banking Organizations; extend with 

revision Domestic Finance Company Report of Assets and Liabilities; and Financial 

Statements for a Bank Holding Company Subsidiary Engaged in Bank-Ineligible 

Securities Underwriting and Dealing; and discontinue Report of Broker Carrying 

Margin Accounts.

- Approved, August 23, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
August 22, 1999 to August 28, 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

Banco Popular North America, New York, New York -- to establish a branch at 645 

H Street, San Diego, California.

- Approved, August 24, 1999 

New York

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish a 

branch at 401 Broad Hollow Road, Town of Melville.

- Approved, August 25, 1999 

New York

Peoples Community Bank, Montross, Virginia -- to establish a branch on State Route 

3, King George County.

- Approved, August 25, 1999 

Richmond

Resource Bank, Virginia Beach, Virginia -- to establish a branch at 735 Thimble 

Shoals Boulevard, Newport News.

- Approved, August 25, 1999 

Richmond

Bank Holding Companies

BCC Bankshares, Inc., Phenix, Virginia -- to become a bank holding company 

through the acquisition of The Bank of Charlotte County, Phenix, Virginia.

- Approved, August 26, 1999 

Richmond

Bern Bancshares, Inc., Bern, Kansas -- to acquire Axtell Agency, Inc., Axtell, and 

thereby acquire State Bank of Axtell. 

- Approved, August 25, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority August 22, 1999 to August 28, 1999

Bank Holding Companies

Compass Bancshares, Inc., Birmingham, Alabama, and Compass Bank -- to acquire 

Hartland Bank, National Association, Austin, Texas; and for Compass Bank to 

merge with Hartland Bank and thereby establish branches.

- Approved, August 26, 1999 

Secretary

Cornerstone Bancorp, Easley, South Carolina -- to become a bank holding company 

through the acquisition of Cornerstone National Bank, a de novo bank.

- Approved, August 24, 1999 

Richmond

EverTrust Financial Group, Inc., Everett, Washington -- to become a bank holding 

company through the acquisition of Everett Mutual Bank and Commercial Bank of 

Everett.

- Approved, August 25, 1999 

San Francisco

First Schaumburg Bancorporation, Inc., Schaumburg, Illinois -- to engage in 

mortgage loan brokering through its subsidiary, Heritage Mortgage Services of 

Florida, Inc., Naples, Florida.

- Withdrawn, August 24, 1999 

Chicago

Great Northern Corporation, St. Michael, Minnesota -- to become a bank holding 

company through the acquisition of Great Northern Bank, a de novo bank.

- Approved, August 25, 1999 

Minneapolis

GreatBanc, Inc., Aurora, Illinois -- to acquire ANB Financial Services, Inc., and 

thereby engage in mortgage and loan servicing.

- Returned, August 26, 1999 

Chicago

Imperial Bancorp, Inglewood, California -- request for waiver of application 

requirement in connection with the merger of Imperial Bank and Imperial Mutual 

Savings Bank, Kirkland, Washington.

- Granted, August 23, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority August 22, 1999 to August 28, 1999

Bank Holding Companies

Milk River Banquo, Inc., Malta, Montana -- to become a bank holding company 

through the acquisition of shares of Malta Banquo, Inc.

- Approved, August 25, 1999 

Minneapolis

Skylake Bankshares, Inc., North Miami Beach, Florida -- to merge with Kislak 

Financial Corporation, Miami Lakes, and thereby acquire Kislak National Bank.

- Approved, August 23, 1999 

Atlanta

U.S. Trust Corporation, New York, New York -- to acquire NCT Holdings, Inc., 

Greensboro, North Carolina, and thereby engage in trust company functions through 

North Carolina Trust Company.

- Approved, August 24, 1999 

New York

Wayne Bancorp, Inc., Jesup, Georgia -- transfer agent registration.

- Withdrawn, August 24, 1999 

Director, BS&R

Banks, Nonmember, And Miscellaneous Institutions

American Investors Life Insurance Company, Topeka, Kansas -- registration under 

Regulation U.

- Approved, August 24, 1999 

Kansas City

Fleming Companies, Inc., Oklahoma City, Oklahoma -- registration under Regulation 

U.

- Approved, August 24, 1999 

Kansas City

Interstate Bakeries Corporation, Kansas City, Missouri -- termination as a registered 

lender under Regulation U.

- Approved, August 24, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority August 22, 1999 to August 28, 1999

Banks, State Member

Mercantile Bank, Overland Park, Kansas -- to declare a dividend.

- Approved, August 25, 1999 

Kansas City

Peninsula Trust Bank, Gloucester, Virginia -- transfer agent registration.

- Withdrawn, August 24, 1999 

Director, BS&R

Capital Stock

McVille Financial Services, Inc., McVille, North Dakota -- redemption of stock.

- Approved, August 24, 1999 

Minneapolis

Change In Bank Control

Ipswich Bancshares, Inc., Ipswich, Massachusetts -- change in bank control.

- Permitted, August 25, 1999 

Boston

Kerndt Bank Services, Inc., Lansing, Iowa -- change in bank control.

- Permitted, August 25, 1999 

Chicago

Mid-Iowa Bancshares Co., Algona, Iowa -- change in bank control.

- Permitted, August 25, 1999 

Chicago

Palm Beach County Bank, Boynton Beach, Florida -- change in bank control and 

membership in the Federal Reserve System.

- Approved, August 26, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority August 22, 1999 to August 28, 1999

Competitive Factors Reports

Bank of America, National Association, Charlotte, North Carolina -- report on 

competitive factors of the proposed merger with Bank of America Utah, National 

Association, Salt Lake City, Utah.

- Submitted, August 26, 1999 

Richmond

Blue Ash Building and Loan Company, Blue Ash, Ohio -- report on competitive 

factors of the proposed purchase of the Franklin and Trenton offices of Oak Hill 

Banks, Jackson.

- Submitted, August 24, 1999 

Cleveland

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

proposed merger with Interim Gilmer National Bank.

- Submitted, August 27, 1999 

Dallas

Norwest Bank Nevada, N.A., Las Vegas, Nevada -- report on competitive factors of 

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

branches of Wells Fargo Bank, N.A., San Francisco, California.

- Submitted, August 26, 1999 

San Francisco

St. Paul Federal Bank for Savings, Chicago, Illinois -- report on competitive factors 

of the proposed merger with Charter One Bank, FSB, Cleveland, Ohio.

- Submitted, August 23, 1999 

Cleveland

Extensions Of Time

Central Texas Bancshare Holding Company, Columbus, Texas; and Colorado 

County Investment Holdings, Inc., Wilmington, Delaware -- extension to December 

3, 1999, to acquire Hill Bancshares Holdings, Inc., Weimar, Texas, and Hill Bank & 

Trust Company.

- Granted, August 24, 1999 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority August 22, 1999 to August 28, 1999

Extensions Of Time

Citizens Financial Corporation, Chicago, Illinois -- extension to November 27, 1999, 

to become a bank holding company through the acquisition of Citizens Bank & Trust 

Company of Chicago, a de novo bank.

- Granted, August 26, 1999 

Chicago

FirstBank Holding Company of Colorado ESOP, Lakewood, Colorado -- extension 

to November 25, 1999, to acquire FirstBank Holding Company of Colorado.

- Granted, August 26, 1999 

Kansas City

Merchants Holding Company, Winona, Minnesota -- extension to November 26, 

1999, to acquire Primo Financial Services, Inc., Hastings.

- Granted, August 26, 1999 

Minneapolis

International Operations

First Union National Bank, Charlotte, North Carolina, and First Union International 

Banking Corporation -- to engage through First Union International Capital Markets 

Ltd., London, England, in underwriting and dealing equity securities abroad.

- Approved, August 25, 1999 

Director, BS&R

Membership

Elkhart Community Bank, Elkhart, Indiana -- membership in the Federal Reserve 

System.

- Approved, August 25, 1999 

Chicago

Regulations And Policies

Federal Open Market Committee -- minutes of the meeting on June 29-30, 1999.

- Published, August 26, 1999 

FOMC

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority August 22, 1999 to August 28, 1999

Regulations And Policies

Short-term interest rates -- increase in the target for the federal funds rate to 5.25 

percent, from 5 percent.

- Approved, August 24, 1999 (AC)

FOMC

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, August 28, 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) Provident Bancorp, Amesbury, Massachusetts - application to

become a mutual bank holding company through the

reorganization of The Provident Bank, Amesbury,

Massachusetts

Newspaper - 09/06/1999

Fed Reg - 09/07/1999

3(a)(1)/3(a)(3)

4(c)(8)

The Royal Bank of Scotland Group plc ("RBSG"), The Royal

Bank of Scotland plc ("RBS") and RBSG International Holdings

Limited ("International Holdings"), all of Edinburgh, Scotland -

application by RBSG and RBS to acquire and retain 100% of the

voting shares of International Holding; application by

International Holdings to acquire and retain 100% of the voting

shares of Citizens Financial Group, Inc., Providence Rhode

Island ("CFG") and notification by International Holdings to

acquire the nonbanking operations of CFG

Newspaper - 09/24/1999

Fed Reg - 09/24/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Boston Private Financial Holdings, Boston, Massachusetts -

application to acquire 100% of the voting shares of Rinet

Company, Inc., Boston, Massachusetts

Fed Reg – 09/13/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, August 28, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

representative office in New York, New York.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(3)/25 Popular, Inc., Hato Rey, Puerto Rico, Popular International

Bank, Inc., Hato Rey, Puerto Rico, and Popular North America,

Inc., Mt. Laurel, New Jersey, to acquire Banco Popular, N.A.,

Orlando, Florida (“BPNA-FL”); and for BPNA-FL to establish a

branch in Culebra, Puerto Rico, and to establish an Agreement

Corporation, Popular Insurance, Inc., which will engage in

insurance activities in Puerto Rico.*

Newspaper – 09/10/1999

Fed Reg – 09/10/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) J.P. Morgan & Co. Incorporated, New York, New York, J.P.

Morgan Ventures Corporation, New York, New York, J.P.

Morgan Global Capital Limited, New York, New York, and

American Century Companies, Kansas City, Missouri, to

acquire indirect control, through TP Group Limited, Grand

Cayman, Cayman Islands, of Tradepoint Financial plc, London,

England, and thereby engage in agency transactional services.

Fed Reg – 09/10/1999

4(c)(8) UBS AG, Zurich, Switzerland, to retain indirect control, through

TP Group, Ltd., Grand Cayman, Cayman Islands, of Tradepoint

Financial Networks plc, London, England, and thereby engage

in agency transactional services.

Fed Reg – N/Avail
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, August 28, 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, August 28, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)

Branch

Received application on 08/25/1999 from Provident Bank,

Cincinnati, OH to merge with Oak Hills Savings and Loan

Company, Cincinnati, Oh and incident thereto establish branch

offices.*

09/20/1999

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

Type Application

Ending date of

comment period

4(c)(8) Received notice on 08/25/1999 from Provident Financial Group,

Inc., Cincinnati, OH of its intent to acquire OHSL Financial

Corporation, Cincinnati, OH.

Newspaper – 09/20/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, August 28, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Metro-County Bank of Virginia, Inc., Mechanicsville, Virginia,

to establish a branch at 6401 Horsepen Road, Richmond,

Virginia.*

09/10/1999

*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)(3) Traders Bankshares, Inc., Spencer, West Virginia, to control

8.16% of Rock Branch Community Bank, Inc., Nitro, West

Virginia.*

Fed Reg – 09/17/1999

Newspaper – 09/25/1999

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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

management consulting and counseling activities through

EVEREN Securities, Inc., Chicago, Illinois.
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 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, August 28, 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 Prior notification filed by Calvin Cearly, Peter A. Rapaport, and

Jonathan Rapaport, to acquire 100 percent of the outstanding

shares of common stock of Palm Beach County Bank, Boynton

Beach, Florida (in-organization) individually or collectively in

their capacities as trustees of Bank’s shareholder voting trust

N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) Community One Bancshares, Inc., Bartow, Florida, notice to

become a bank holding company by acquiring Community

National Bank at Bartow.
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

861434 Aliant Bank

Post Office Box 1237

Alexander City, Alabama 35010

(205) 329-7400

04/05/1999 08/26/1999 S X

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, August 28, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Salin Bank & Trust Company

Indianapolis, Indiana

 3623 Braddock Drive

 Lafayette, Indiana

Newspaper – 08/09/1999

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

Type Application

Ending date of

comment period

3(a)(3) Village Bancorp, Inc.*

Prospect Heights, Illinois

 Village Bank and Trust of Munster (in organization)

 Munster, Indiana

Fed Reg – 09/23/1999

Newspaper – N/Avail

3(a)(5) Citizens Banking Corporation*

Flint, Michigan

 F&M Bancorporation, Inc.

 Kaukauna, Wisconsin

 F & M Merger Corporation

 Kaukauna, Wisconsin

 F&M Bank-Brodhead

 Brodhead, Wisconsin

 F&M Bank-New London

 New London, Wisconsin

 F&M Bank-Waushara County

 Wautoma, Wisconsin

 F&M Bank-Appleton

 Appleton, Wisconsin

 F&M Bank-Algoma

 Algoma, Wisconsin

 F&M Bank-Kaukauna

 Kaukauna, Wisconsin

 F&M Bank-Hilbert

 Hilbert, Wisconsin

 F&M Bank-East Troy

 East Troy, Wisconsin

Fed Reg – 09/24/1999

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

(cont'd) F&M Bank

 Dundas, Minnesota

 F&M Bank-Central

 Stevens Point, Wisconsin

 F&M Bank-Winnebago County

 Omro, Wisconsin

 F&M Bank-Prairie du Chien

 Prairie du Chien, Wisconsin

 F&M Bank-Northeast

 Pulaski, Wisconsin

 F&M Bank Darlington

 Darlington, Wisconsin

 F&M Bank-Kiel

 Kiel, Wisconsin

 F&M Bank-Jefferson

 Jefferson, Wisconsin

 F&M Bank-Grant County

 Fennimore, Wisconsin

 F&M Bank-Woodruff

 Woodruff, Wisconsin

 F&M Bank Superior

 Superior, Wisconsin

 F&M Bank Landmark

 Hudson, Wisconsin

 F&M Bank Iowa Central

 Marshalltown, Iowa

 F&M Bank Iowa Story City

 Story City, Iowa

 F&M Bank Iowa South Central

 Grinnell, Iowa

 F&M Bank Elkhorn

 Elkhorn, Wisconsin

3(a)(3) Holland Financial Corporation*

Holland, Michigan

 The Bank of Northern Michigan (in organization)

 Petoskey, Michigan

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) WCB Holding Company of Illinois, Inc.*

Geneva, Illinois

 Winfield Community Bank (in organization)

 Winfield, Illinois

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

4(c)(8) First Schaumburg Bancorporation, Inc.

Schaumburg, Illinois

 Heritage Mortgage Services of Florida, Inc.

 Naples, Florida

Fed Reg – 09/07/1999

4(c)(8) Citizens Banking Corporation

Flint, Michigan

 F&M Trust Company

 Kaukauna, Wisconsin

Fed Reg – 09/24/1999

4(c)(8) GreatBanc, Inc.

Aurora, Illinois

 ANB Financial Services, Inc.

 Aurora, Illinois

Fed Reg – 09/10/1999

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1936320 Prairie Bank & Trust Company

7661 S. Harlem Avenue

Bridgeview, Illinois 60455

(708) 599-0100

04/05/1999 08/23/1999 S X

476342 Citizens First State Bank

105 N. Main Street

Walnut, Illinois 61376

(815) 379-2141

04/21/99 08/27/1999 S X

474946 First Bank & Trust Company

121 Idaho Street

Glidden, Iowa 51443

(712) 659-3611

06/01/1999 08/27/1999 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, August 28, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by the Bank of Bentonville, Bentonville, Arkansas

(d.b.a. Arvest Bank), to establish a branch at 3200 Rogers

Avenue, Fort Smith, Arkansas.*

9/16/1999

Branch Notice by the Bank of Bentonville, Bentonville, Arkansas

(d.b.a. Arvest Bank), to establish a branch at 3421 South 74 th

Street, Fort Smith, Arkansas.*

9/16/1999

* 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

CIC Notice involving Hometown Bancorp, Inc., Milan, Tennessee,

by Clyde V. Alexander, Jackson, Tennessee (previously

reported during the week ending August 7, 1999).

Newspaper – 8/24/1999

Fed Reg – 8/25/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

177751 Cass Commercial Bank

Bridgeton, Missouri

5/10/1999 8/24/1999 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, August 28, 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 Julie Freeman proposes to acquire control of Peoples

Bankshares, Inc., Mora, Minnesota

Fed Reg - 09/24/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

382050 Central Savings Bank

Sault Ste. Marie, Michigan

05/10/1999 08/26/1999 S X

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, August 28, 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) Alta Vista Bancshares, Inc., Alta Vista, Kansas, to become a

bank holding company through the acquisition of 91 percent of

the voting shares of Alta Vista State Bank, Alta Vista, Kansas.

Newspaper – N/Avail

Fed Reg – 09/23/1999

3(a)(3) First Bancshares, Inc., Kansas City, Missouri, to acquire 100

percent of the voting shares of The Lawrence Bank, Lawrence,

Kansas, a de novo bank in organization.

Newspaper –09/14/1999

Fed Reg – N/Avail

CIC Butte State Company, Butte, Nebraska, Craig G. Brewster,

Butte, Nebraska, to acquire voting shares of Butte State

Company, Butte, Nebraska; and thereby indirectly acquire Butte

State Bank, Butte, Nebraska.

Newspaper – N/Avail

Fed Reg – 09/15/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Member First State Bank, Wister, Oklahoma, 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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

328450 Chickasha Bank & Trust Company

Chickasha, Oklahoma

06/01/1999 08/25/1999 S X

542854 Farmers State Bank

Pine Bluffs, Wyoming

06/07/1999 08/27/1999 O 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, August 28, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Legacy Bank of Texas, Plano, TX, to establish a branch office at

2213 McDermott, Plano, TX, 75025*

08/23/1999

*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) Doss, Ltd., Weatherford, TX, to acquire

M&F Bancshares, Inc., Weatherford, TX, and

M&F Financial Corporation, Wilmington, DE, and

Texas Bank, Weatherford, TX and

Texas Bank, Brownwood, TX*

Fed Reg – 09/20/1999

Newspaper – 08/17/1999

3(a)(1) Parkway National Bancshares, Inc., Plano, TX, to acquire

Parkway Bank, N.A., Plano, TX (de novo)*

Fed Reg – 09/24/1999

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

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, August 28, 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 Kevin Philo Gates, Salt Lake City, Utah, to increase his

ownership to more than 25 percent of Centennial Bancshares,

Inc., Ogden, Utah. *

Newspaper – N/Avail

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) Wells Fargo & Company, San Francisco, California, together

with Norwest Mortgage, Inc., and Southwest Partners, Inc., both

of Des Moines, Iowa, eo engage in a joint venture through the

sale of 50 percent of 1st Com Mortgage, Palm Springs,

California, to First Com Mortgage, Inc., Palm Desert, California,

and 5 percent to RAS Financial Services, Inc., Palos Verdes

Estates, California.

Fed Reg – 09/16/1999

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Member Network Bank USA, Ontario, California, to become a member

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

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1157255 Valencia Bank & Trust

23620 Lyons Avenue

Santa Clarita, CA 91321

(805) 259-9900

04/19/1999 08/27/1999 S X

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not

intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility

for errors or omissions.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None