Federal Reserve tlanta
Applications Bulletin for Week Ending July 4, 1997

Section 1 - Applications Subject to Newspaper Notice Only

Application ent i nding De

None.

Section 2 - Applications Subject to Both

Newspaper and. ral Regi:
Application Comment Period Ending Date
Edison Bancshares, Inc. Not yet available*

Fort Myers, Florida
1-BHC formation, Edison National Bank, Fort Myers, Florida (in organization).

Citizens Capital Corporation Not yet available*
Magee, Mississippi

After-the-fact notification by the Leake Family Partnership, L.P., Jackson, Mississippi, to retain
32.57 percent of the outstanding shares of Citizens Capital Corporation, Magee, Mississippi.

East Ridge Bancshares, Inc. Not yet available*
Chattanooga, Tennessee

After-the-fact notification by David E. Young to retain 69.09 percent of the outstanding shares of

East Ridge Bancshares, Inc., Chattanooga, Tennessee.

i - Applications Subject to Federal Register Onl:
Application Comment Period Ending Date
None.
Section 4 - Applications Not Subject to
Federal Register Notice or Newspaper Notice
Application
None.

*Subject to provisions of the Community Reinvestment Act.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 7/04/97
Section V = ilability of CRA Public Evaluati

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

Institut Locati Examination Rating*

None

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

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

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

Needs to Improve record of meeting community credit needs: An institution needs to improve its
overall record of ascertaining and helping to meet the credit needs of its entire delineated community,

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

Substantial Noncompliance in meeting community credit needs: An institution has a substantially
deficient record of ascertaining and helping to meet the credit needs of its entire delineated community,

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

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.



District 11
Federal Reserve Bank of Dallas
Applications and Notifications Filed During the Week of June 30, 1997

Section I - Applications subject to newspaper notice only

Comment period
Type Application ending date

None.

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

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

Comment period
Type Application ending date

*Section 3(a)(1) Bryan Family Management Trust, Bryan, TX, to acquire **97/06/19
Bryan-Heritage Limited Partnership, Bryan, TX, and
First National Bank of Bryan, The, Bryan, TX
(Previously reported during the week of 97/06/16)

*Section 3(a)(1) Bryan-Heritage Limited Partnership, Bryan, TX, to acquire **97/06/19
First National Bank of Bryan, The, Bryan, TX

*Section 3(a)(1) TNB Bancorporation, Inc., Brenham, TX, to acquire **97/07/26
TNB Bancorporation of Delaware, Inc., Wilmington, DE,
and Texas National Bank, Brenham, TX

*Section 3(a)(1) TNB Bancorporation of Delaware, Inc., Wilmington, DE, *497/07/26
to acquire Texas National Bank, Brenham, TX

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



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Biggs, Daniel Biggs;
Grimes, Merlin; ED&J,
Inc., c/o David Marmie;
Carr, Ronald and Call,
Dennis; and Southard,
R. Joe, all of Great
Bend, KS

Bryan Family
Management Trust,
Bryan, TX, and Bryan-
Heritage Limited
Partnership, Bryan, TX.

Bryan, James Hugh,
Jasper, GA

Cabot Bankshares, Inc.,
Cabot, AR

Cabot Bankshares, Inc.,
Cabot, AR
CORRECTION

Central Bancompany,
Inc., Jefferson City, MO

Central Illinois Bancorp,
Sidney, IL

Century Acquisition
Corporation, Hurst, TX

First Wakeeney Agency,
Inc., Wakeeney, KS, and
Interstate Bank, Great
Bend, KS

Bryan-Heritage Limited
Partnership, Bryan, TX, and
The First National Bank of
Bryan, Bryan, TX

JBC Bancshares, Inc.,
Jasper, GA, and

Jasper Banking Company,
Jasper, GA

The Capital Bank, Cabot,
AR

The Capital Bank, Little
Rock, AR

Farmers and Traders
Bancshares, Inc.,
California, MO, and
Farmers and Traders Bank,
California, MO

First Ozaukee Capital
Corporation,
Cedarburg, WI, and
First Ozaukee Savings
Bank,

Cedarburg, WI

Century Capital Financial,
Inc., Kilgore, TX,

and Century Capital
Financial, Inc.,

Kilgore, TX, and City
National Bank, Kilgore, TX

CIBC

CIBC

Kansas City

Dallas

Atlanta

St. Louis

St. Louis

St. Louis

Chicago

Kansas City

July 3, 1997

July 21, 1997

July 10, 1997

July 11, 1997

July 11, 1997

July 7, 1997

June 26, 1997

July 21, 1997


FEDERAL RESERVE BANK OF PHILADELPHIA

ECT! - AP’ AT! E TT
TT Y
NONE
CTI I- LI I D A
D FED RE

NONE

- API IN D T
ER E
NONE
= ICATI E
REGISTER NOTICE OR NEWSPAPER

'H NE

FED)

ER

DE!

ER



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Lashute, Ronald J.,
Opelousas, LA

Leake Family
Partnership, L.P.,
Jackson,

MS

Lloyds TSB Group

PLC, and Lloyds Bank
PLC,

both of London, England

Marshall & Ilsey
Corporation,
Milwaukee, WI

Mauldin, Leonard P.,
Town Creek, AL,
Mauldin, Macke B.,
Sheffield, AL, and
Mauldin, E. Fennel, Jr.,
Sheffield, AL, as the
MPEFM, II Limited
Partnership

Middleburg Bancorp,
Inc., Middleburg, KY

American Bancorp, Inc.,
Opelousas, LA

and American Bank &
Trust Company,
Opelousas, LA

Citizens Capital
Corporation, Magee, MS,
and

Citizens State Bank, Magee,
MS

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

Security Capital
Corporation,
Milwaukee, WI,
Security Bank, S.S.B.,
Milwaukee, WI

BancIndependent, Inc.,
Sheffield, AL,
and Bank Independent,
Sheffield, AL

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

CIBC

CIBC

4

Atlanta

Atlanta

New York

Chicago

Atlanta

St. Louis

May 23, 1997

July 23, 1997

March 26, 1997

May 5, 1997

June 2, 1997

July 24, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Hibernia Corporation,
New Orleans, LA

Huntington Bancshares
Incorporated(1),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(2),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(3),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(4),
Columbus, OH
CONTINUED

Executive Bancshares, Inc.,
Paris, TX, and First
National Bank of Paris,
Paris, TX, and Collin
County National Bank,
McKinney, TX

First Michigan
Bancorporation, and
Superior Financial Corp.,
Holland, MI; FMB-Sault

Bank, Saulte Ste. Marie, MI;

FMB-First Michigan Bank,
Zeeland, MI; FMB-First
Michigan

Bank, Grand Rapids, MI;
FMB-Lumberman's Bank,
Muskegon, MI;
CONTINUED

FMB-Northwestern Bank,
Boyne City, MI; FMB-State
Savings Bank, Lowell, MI;
FMB-Commercial Bank,
Greenville, MI; FMB-
Security Bank, Manistee,
MI; FMB-Community
Bank, Dowagiac, MI; FMB-
Oceana Bank, Hart, MI;
CONTINUED

FMB-Reed City Bank, Reed
City, MI; FMB-Maynard
Allen Bank, Portland, MI;
FMB-Old State Bank,
Fremont, MI; FMB-Arcadia
Bank, Kalamazoo, MI; and
FMB-Trust, Holland, MI
trust company activities
(b)(5); FMB-Brokerage
Services, Inc., Holland, MI
CONTINUED

customer investments
(b)(7); and First Michigan
Life Insurance Co.,
Holland, MI insurance
agency underwriting

1D);

3

3 and 4

3 and 4

3 and 4

3 and 4

Atlanta

Cleveland

Cleveland

Cleveland

Cleveland

June 14, 1997

July 18, 1997

July 18, 1997

July 18, 1997

July 18, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Peoples Bancorp, Inc., Gateway Bancorp, Inc., Cleveland August 1, 1997
Marietta, OH Catlettsburg, KY, and

Catlettsburg Federal

Savings Bank, Catlettsburg,

KY operating a savings

association (b)(4)(ii)
Peoples Bank Peoples-Marion Bancorp, St. Louis June 12, 1997
Employee Stock Inc.,
Ownership Trust, Marion, KY
Marion, KY
Peoples Community Farmers Bank of Malone, Atlanta July 14, 1997
Bancshares, Inc., Malone, FL
Colquitt,
GA
Peoples-Marion The Peoples Bank, St. Louis June 12, 1997
Bancorp, Inc., Marion, KY
Marion, KY
PHS Bancorp, M.H.C., Peoples Home Savings Cleveland May 1, 1997
Beaver Falls, PA Bank,

Beaver Falls, PA
Pioneer Bancshares, Pioneer Bank, F.S.B., Atlanta July 25, 1997
Inc., Chattanooga, TN Chattanooga, TN operating

a savings

association (b)(4)
Pioneer Bancshares, Pioneer Bancshares, Inc., Kansas City July 18, 1997
Inc., ESOP, Ponca City, Ponca City, OK, and Bank
OK & Trust, Ponca City, OK;

Bancshares of Nichols

Hills, Inc., Oklahoma City,

OK; and Bank of Nichols

Hills, Oklahoma City, OK
Plainview Holding American National Kansas City June 23, 1997
Company, Creighton Co.,
Pilger, NE Creighton, NE, and

American National Bank of

Creighton,

Creighton, NE



Applicant or notificant

Acquiree or activity Section of law

Wenig, Fred and
Rayma, Lincoln, MO

Young, David E.,
Chattanooga, TN

Zions Bancorporation,
Salt Lake City, UT

Lincoln Bancshares, Inc., CIBC
Lincoln,

MO, and The Farmers Bank

of

Lincoln, Lincoln, MO

East Ridge CIBC
Bancshares, Inc., East

Ridge, TN, and Bank of

East Ridge, East Ridge, TN

Tri-State Bank, 3
Montpelier, ID

Reserve Bank

Kansas City

Atlanta

San Francisco

End of comment period

July 16, 1997

July 22, 1997

June 6, 1997



Applicant or notificant

Ferguson, Roy, Tulsa,
OK; Leonard, Michael
S., Muskogee, OK,
directly

and indirectly; and
Jackson, Beverly Carter,
Q-TIP Trust, and
Leonard, Michael
S.,Trustee, both of
Stigler, OK

Fifth Third Bancorp,
Cincinnati, OH

First Chicago NBD
Corporation, Chicago, IL

First Eldorado
Bancshares, Inc.,
Eldorado,

IL

First Fairland
Banshares, Inc.,
Fairland, OK

First Marshall
Bancshares, Inc.,
Marshall, TX,

and First Marshall
Delaware Bancshares,
Inc., Dover, DE

First Midwest Bancorp,
Inc., Itasca, TL.

Acquiree or activity

Stigler Bancorporation, Inc.,
Stigler, OK, and First
National

Bank of Stigler, Stigler, OK

Suburban Bancorporation,
Inc.,

Cincinnati, OH,

Suburban Federal Savings
Bank,

Cincinnati, OH

First Chicago Capital
Markets, Inc., Chicago,
IL, underwriting & dealing
intoa

limited extent, equity
securities

Dana Bancorp, Inc., Dana,
IN, and First National Bank
of Dana, Dana, IN

Fairland Holding Company,
Inc., Neosho,
MO

First Marshall Corporation,
Marshall, TX, and

East Texas National Bank
of Marshall,

Marshall, TX

SparBank, Incorporated,
McHenry, IL, and McHenry
State Bank, McHenry, IL.

Section of law Reserve Bank

CIBC Kansas City
4 Cleveland

4 Chicago

3 St. Louis

3 Kansas City
3 Dallas

3 Chicago

End of comment period

July 2, 1997

May 27, 1997

June 30, 1997

July 10, 1997

August 1, 1997

July 11, 1997

July 21, 1997



Federal Reserve Bank of Chicago

- icatic bject to Newspaper
Notice Only cont’d
Comment Period
Type Application Ending Date
Merger & Branch Omni Bank NP - 7-25-97

Macomb, Illinois
Farmers State Bank of Ferris
Ferris, Illinois
and to establish a branch at
Main Street, Ferris, Illinois

NP - Newspaper
FR - Federal Register

* — Subject to Provisions of Community Reinvestment Act
** - Not available at this time



H.2A

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

Notices Filed as of July 3, 1997

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

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

Board.
Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
ABC Bancorp, Moultrie, Irwin Bankcorp, Inc., 3 Atlanta July 18, 1997
GA Ocilla, GA and Bank of

Ocilla, Ocilla, GA
Altus NBC Corporation, NBC Corporation, Inc., 4 Kansas City June 25, 1997
Inc., Oklahoma City, Oklahoma City, OK, and
OK NBC Technologies, Inc.,

Oklahoma City, OK

providing data

processing services (b)(14)
AMFED Financial, Inc., Norwest Bank Nevada, 3 Minneapolis July 14, 1997
Minneapolis, MN National Association, Las

Vegas, NV



H.2

Page 2

June 29, 1997 to July 5, 1997

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

Cleveland

Central Illinois Bancorp, Inc., Sidney, Illinois -- to acquire First Ozaukee Capital
Corporation, Cedarburg, Wisconsin, and First Ozaukee Savings Bank.
- Approved, July 2, 1997

Richmond
Commercial BancShares, Inc., Parkersburg, West Virginia -- to acquire the assets of

Mid-Ohio Valley Loan Company, St. Marys, West Virginia.
- Approved, July 3, 1997

Kansas City

Community First Bancshares, Inc., Butler, Missouri -- to acquire Citizens Bank,
Appleton City, Missouri.
- Withdrawn, July 3, 1997

Minneapolis

Ewen Bancshares, Inc., Ewen, Michigan -- to acquire State Bank of Ewen.
- Approved, July 1, 1997

Minneapolis
First National Bancorp of River Falls, River Falls, Wisconsin -- to acquire First
National Bank of River Falls.
- Approved, July 3, 1997

Atlanta

First State Bancshares of Blakely, Inc., Blakely, Georgia -- to convert its subsidiary,
First Federal Savings Bank of Southwest Georgia, Donaldsville, Georgia, to a
state-chartered commercial bank.

- Approved, July 2, 1997

St. Louis

First United Bancshares, Inc., El Dorado, Arkansas -- to acquire Fredonia
Bancshares, Inc., Nacogdoches, Texas, and Fredonia State Bank.
- Approved, July 3, 1997

Richmond

Independent Community Bankshares, Inc., Middleburg, Virginia -- to acquire
Tradegar Trust Company, Richmond, Virginia.
- Approved, July 2, 1997



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

APPLICATION = = ___COMMENT PERIOD ENDING DATE

Lexington B & L Financial Corporation, Lexington, August 4, 1997
Missouri, for prior approval to engage in operating a

savings association through the acquisition of B & L

Bank, Lexington, Missouri.*

None.

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS
Identification of Ratings

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

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

Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet

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


Applications Bulletin for Week Ending July 4, 1997
- Availabilit Public Evaluati

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

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

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

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

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

Bank CRA Rating mination Dat
Equitable Bank Satisfactory 03-10-97

633 South Federal Hwy.
Fort Lauderdale, Florida 33301
(305)940-4050



Type
4(©)(8)

4()(8)

NONE

Federal Reserve Bank of Chicago

Notice Only
Comment Period
licati Ending D
First Chicago NBD Corporation FR - 6-30-97

Chicago, Illinois
First Chicago Capital Markets, Inc.
Chicago, Illinois

Caisse Nationale de Credit Agricole FR - **
Paris, France

Indosuez Investment Management Services, Inc.

Menlo Park, California



Branch

Branch

Branch

Merger & Branch

Merger & Branch

Federal Reserve Bank of Chicago

it - Applications
Notice Only
Application
1st Source Bank

South Bend, Indiana
973 South Centerville Road
Sturgis, Michigan

First American Bank

Carpentersville, Illinois
33 West Monroe Street
Chicago, Illinois

Fifth Third Bank of Central Indiana
Indianapolis, Indiana
3060 Valley Farms Road
Indianapolis, Indiana

UnionBank

Streator, Illinois
UnionBank/Sandwich
Sandwich, Illinois
and to establish a branch at
Route 34 and Center Street
Plano, Illinois

Tiskilwa State Bank
Tiskilwa, Illinois
Tampico National Bank
Tampico, Illinois
First National Bank of Manlius
Manlius, Illinois
and to establish branches at
601 S. Main Street
Princeton, Illinois
1839 N. Main Street
Princeton, Illinois

W!

Comment Period

Ending Date
NP - 7-7-97

NP - 7-11-97

NP - 7-1-97

NP - 7-25-97

NP - 7-25-97


Needs to improve record of meeting community credit needs

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

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

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

CRA Public CRA
cati RSSD# Exam Date Date Rating
Bank of Colorado 269259 4-7-97 6-30-97 Satisfactory
Western Slope
P.O. Box 968

Grand Junction, CO 81502-0968

*Application is subject to CRA.



Application mim in

Commercial and Farmers Bank, Ellicott

City, Maryland, to establish a branch

at 6430 Freetown Road, Columbia,

Maryland.* 7-9-97

Virginia Commerce Bank, Arlington,

virginia, to establish a branch at

4230 John Marr Drive, Annandale,

Virginia.* 7-20-97

Resource Bank, Virginia Beach, Virginia,
to merge with Eastern American Bank FSB,

Herndon, Virginia.* 7-31-97
i Ir _- ica’ i
Ne x Regist i
Application Comment Period Ending Date

Triangle Bancorp, Inc., Raleigh North
Carolina, to acquire 100% of the
voting shares of Bank of Mecklenburg,

Charlotte, North Carolina.* 8-1-97**

cti III - Appli ion: i Fi ra. iste: i
Application Comment Period Ending Date
None.

Section IV - Application Not Subject to

ra. i i or rx Noti

None.

*Application is subject to CRA requirements.
**Expiration of comment period specified in the Federal Register.



Applicant or notificant

Acquiree or activity Section of law Reserve Bank End of comment period
Rossenberg, Clifford R., Security First Bank, CIBC San Francisco May 27, 1997
Sunset Beach, CA Fullerton, CA
Santa Barbara Bancorp, Citizens State 3 San Francisco July 25, 1997
Santa Barbara, CA Bank of Santa Paula, Santa

Paula, CA
Security Bancshares, Intra Financial Corp., and 3 Kansas City June 20, 1997
Inc., Exchange Bank of Clyde,
Scott City, KS Clyde, KS; Farmers State

Bancshares

of Sabetha, Inc., Sabetha,

KS; Farmers

State Bank, Sabetha, KS;

Peoples Bancorp of

Belleville, Inc., and Peoples

Bank of

Belleville, Belleville, KS
Security State Security State Bank, 3 San Francisco June 9, 1997
Corporation, Centralia, WA.
Centralia, WA.
Sterling Bancshares, First Houston Bancshares, 3 Dallas July 21, 1997
Inc., Houston, TX Houston, TX, and Houston
- National Bank, Houston, TX
Stockmens Financial BankWest 3 Kansas City July 25, 1997
Corporation, Rushville, (a de novo bank), Castle
NE Rock, CO
Sullivan, John C., Northeastern Wyoming CIBC Kansas City June 17, 1997
Livingston, MT, and Bank Corporation,
Hornby, Mary C., Newcastle, WY, and
Las Cruces, NM First State Bank of

Newcastle,

Newcastle, WY
Swiss Bank Dillon, Read Holding, Inc., 4 New York June 27, 1997
Corporation, Basel, New York, NY, investment
Switzerland advisory lending (b)(6);

futures commission
merchant (b)(7); brokerage
activities (b)(7);
underwriting



H.2 Additions/Corrections

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

BANK HOLDING COMPANIES

Kansas City
PBT Bancshares, Inc., McPherson, Kansas -- to acquire Yoder Bancshares, Yoder,

Kansas.
- Approved, June 28, 1997



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending July 3, 1997

ASSIGNMENT OF RATING

Identification of Ratings

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

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has a substantially deficient record of ascertaining and helping to meet the

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

BANK(S) EXAMINED JATE OF EXAMINATION CRA RATING

NONE.


“Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

Pathfinder Bancorp, Pathfinder Bancorp, 3 New York August 7, 1997
MHC, Oswego, NY Oswego, NY, and Stock

Holding Company, Oswego,

NY

and Oswego City Savings

Bank, Oswego,

NY

Progress Bancshares, Progress Bank of Sullivan, 3 St. Louis August 8, 1997
Inc., Sullivan, MO Sullivan, MO, a
de novo bank

RCB Holding Company, Northeastern Oklahoma 3 Kansas City August 4, 1997
Claremore, OK Bancshares, Inc., Inola, OK,
and Bank of Inola, Inola, OK

Royal Bank of Canada, RBC Dominion Securities 4 New York July 30, 1997
Toronto, Canada Corporation, New York, NY

securities and FCM (b)(7) &

(by(8)
Sephar, David L., Kansas _ First Community CIBC Kansas City July 25, 1997
City, KS Bancshares, Inc., Kansas

City,

KS, and First Community

Bank,

Kansas City, KS
United Community First Clayton Bancshares, 3 Atlanta August 8, 1997
Banks Inc., Blairsville, Inc., Clayton, GA, and
GA First Clayton Bank and

Trust Company,
Clayton, GA



Information Requests

The public portions of the applications and notices currently listed in this release are available on an

expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

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

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

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

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

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

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

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

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

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

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

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

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

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



Oo OC

RESERVE BANK APPLICATIONS BULLETIN For week ending July 4, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

TI - LABILITY OF LI Li
Identification of Ratings:
Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.
Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
97neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping to meet

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

ank RSSD Name of Bank Bank Address Examination Examination|
Number Date Rating

_—i__

None



H.2
June 29, 1997 to July 5, 1997

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

Page 4

Minneapolis

Waseca Bancshares, Inc., Waseca, Minnesota -- to engage de novo in the operation
of an industrial loan and thrift company through the acquisition of American
Savings, Inc., Farmington, Minnesota.

- Permitted, July 2, 1997

General Counsel

West U. Limited, Houston, Texas -- determination that it is a qualified family
partnership under the Bank Holding Company Act.
- Granted, July 2, 1997

BANK MERGERS

Richmond

Triangle Bank, Raleigh, North Carolina -- to purchase certain assets and assume
certain liabilities of eight branches of United Carolina Bank, Whiteville, North

Carolina, and two branches of Branch Banking and Trust Company, Winston-Salem,
North Carolina.

- Approved, July 1, 1997

BANKS, STATE MEMBER

Atlanta

AmTrade International Bank of Georgia, Atlanta, Georgia -- request for waiver of
commitment.

- Granted, July 1, 1997

CAPITAL STOCK

Dallas
Quadco Bancshares, Inc., Ladonia, Texas -- redemption of shares.
- Approved, July 3, 1997
CHANGE IN BANK CONTROL
Minneapolis

Henning Bancshares, Inc., Henning, Minnesota -- change in bank control.
- Permitted, July 1, 1997

Atlanta

Jamestown Union Bancshares, Inc., Jamestown, Tennessee -- change in bank
control.

- Permitted, June 30, 1997



H2 Page 3
June 29, 1997 to July 5, 1997

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

San Francisco

Issaquah Bancshares, Inc., Issaquah, Washington -- to acquire Issaquah Bank.
- Approved, July 2, 1997

Dallas

Moody Bancshares, Inc., Galveston, Texas, and Moody Bank Holding Company,
Inc., Reno, Nevada -- to acquire Bank of Galveston, N.A., Galveston, Texas.
- Approved, July 3, 1997

Richmond

NationsBank Corporation, Charlotte, North Carolina, and NB Holdings Corporation
-- to retain in a fiduciary capacity, through Boatmen's Bank of Southern Missouri,

Springfield, Missouri, securities of Citizens Bancshares of Eldon, Missouri, Inc.,
Eldon, Missouri.

- ‘Approved, July 2, 1997

Chicago
Pinnacle Financial Services, Inc., St. Joseph, Michigan -- to acquire Indiana Federal

Corporation, Indiana Federal Bank, IndFed Investment Services, Inc., IndFed

Mortgage Company, all in Valparaiso, Indiana, and shares of Forrest ‘Holdings, Inc.,
Lisle, Illinois.

- Permitted, June 30, 1997

Dallas

Quadco Bancshares, Inc., Ladonia, Texas -- change in bank control.
- Permitted, July 3, 1997

Secretary

Simmons First National Corporation, Pine Bluff, Arkansas -- to acquire First Bank
of Arkansas, Russellville, and First Bank of Arkansas, Searcy, Arkansas.
- Approved, July 2, 1997

Chicago

Stephenson National Bancorp, Inc., Marinette Wisconsin -- waiver of application to
acquire Stephenson National Bank, Menominee, Michigan.
- Approved, June 30, 1997



Federal Reserve Bank of Richmond

ection V - Availability of CRA Public Evaluation:

Week ending July 4, 1997

Definiti £

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

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

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

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

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

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

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

RSSD Examination

Date _—séRatinge

None.



H.2 Page 6
June 29, 1997 to July 5, 1997

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

Chicago
State Bank of Toulon, Toulon, Illinois, proposed purchase of the assets and
assumption of the liabilities of the Kewanee, Illinois, branch of First of America
Bank-Illinois, National Association, Bannockburn, Illinois -- report on competitive

factors.
- Submitted, June 30, 1997

EXTENSIONS OF TIME

Richmond

Bank of Newberry County, Newberry, South Carolina -- extension to August 5,
1997, to become a member of the Federal Reserve System.
- Granted, July 3, 1997

San Francisco

Zions Bancorporation, Salt Lake City, Utah -- extension to divest certain property.
- Granted, July 1, 1997

INTERNATIONAL OPERATIONS

Director, BS&R

Mellon Bank, N.A., Pittsburgh, Pennsylvania -- waiver of the remainder of the
45-day notice period to make an investment in Mellon Bank Canada, Toronto,
Canada, and in CIBC Mellon Global Securities Services Company, also of Toronto.
- Granted, June 30, 1997

MEMBERSHIP

Richmond
Bank of Mecklenburg, Charlotte, North Carolina -- to become a member of the

Federal Reserve System.
- Approved, July 2, 1997



Federal Reserve Bank of Chicago

Il- i
Register Noti
Comment Period
3(a)(1) FBA Bancorp Inc.* FR - 6-12-97
Chicago, Illinois NP - 6-14-97

First Bank of the Americas, S.S.B.
Chicago, Illinois

3(a)(1) Covest Bancshares, Inc.* FR - 7-7-97
Des Plaines, Illinois NP - 6-30-97
Covest Banc, N.A.
(formerly First Federal Bank for Savings)
Des Plaines, Illinois

CoC-HC Home Financial Bancorp FR - 7-9-97
Spencer, Indiana NP - 7-14-97
by Leon A. Greenblatt, III and Chiplease, Inc.
CoC-HC South Holland Bancorp, Inc. FR - 7-10-97
South Holland, Illinois NP - **

by Charles E. Waterman

3a) Edgar County Banc Shares, Inc.* FR - 6-30-97
Paris, Illinois NP - 7-3-97
Kansas Banc Corporation
Kansas, Illinois
Edgar County Bank and Trust Co.
Paris, Illinois

3(a)(1) Community National Bancorporation.* FR - 7-29-97
Waterloo, lowa NP - 7-18-97
Community National Bank (in organization)
Waterloo, Iowa


Federal Reserve Release

H.2

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

Applications and Reports Received

No. 27
Week Ending July 5, 1997

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


Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

Community Bancshares,
Inc., Denver, CO

Community National
Bancorporation,
Waterloo, IA

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A., Rabobank
Nederland, Utrecht,
Netherlands; and
Smith Graham & Co.
Asset Managers L.P.,
Houston, TX

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(1), Rabobank
Nederland, Utrecht, The
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(2), Rabobank
Nederland, Utrecht, The
Netherlands
CONTINUED

Upper Rio Grande Bank
Corporation, Del Norte,
CO, and Rio Grande
County Bank, Del Norte,
co

Community National Bank
(in organization),
Waterloo, IA

Financial advisor (b)(1) &
Q)

Smith Graham & Co. Asset
Managers L.P., Houston,
TX, & SGR Global
Advisers, Houston, TX, &
Robeco Institutional Asset
Management US, Inc.,
Houston, TX, & AEA
Global Advisors LLC, New
York, NY, & Robeco
Group, N.V., Rotterdam
CONTINUED

Smith Graham & Co. Asset
Managers L.P., and SGR
Global Advisors, and
Robeco Institutional Asset
Management US, Inc., and
AEA Global Advisors,
LLC, and Smith Graham &
Co. Asset Managers L.P.,
and SGR Global Advisers,
CONTINUED

3 Kansas City
3 Chicago

4 New York
4 New York
4 New York

End of comment period

July 28, 1997

July 29, 1997

June 17, 1997

July 10, 1997

July 10, 1997



FEDERAL RESERVE BANK OF NEW YORK

Comment Period
Ending Date
SECTION I
Applications Subject to Newspaper
ice On
None.
SECTION II

Applications Subject to Both
Newspaper and eral Regi: tice

Pathfinder Bancorp, M.H.C. (“Mutual Holding Company”), and Pathfinder
Bancorp, a proposed New York State stock holding company (“Stock
Holding Company”), both of Oswego, New York, for Mutual Holding
Company to acquire a majority of Stock Holding Company common stock

and thereby for Stock Holding Company to acquire 100 percent of
Oswego City Savings Bank, Oswego, New York. N/A

SECTION DI

Nonbanking Applications
(subject to Federal Register Notice Only )

None.

SECTION IV

Applications Not Involving
_—Public Comment __

None.


FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

N I - APPLI CTT
NEWSPAPER NOTICE ONLY
Application Comment Peri i D.
NONE
ECTION II _ - APPLICATION: TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
Application mment Peri i D
NONE
SECTIO IIT - APPL ECT TO
FEDERAL REGISTER NOTICE ONLY
Application Comment Period Ending Date
NONE
Iv_- TIONS NOT S' T_TO
FEDERAL REGISTER OR NEWSPAPER NOTICE
Application
NONE
Ss {e) = _AVAILABI OF CRA PUBLI }VALUATIO!
nstitution Examination Date Rating**
NONE
ON VI - APP T. LETIN

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

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

*Subject to CRA.

**Rating Definitions: "0" - Outstanding; "S" - Satisfactory; "N" - Needs to
Improve; "SN" - Substantial Noncompliance



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Porter, John D., Jr.,
Mount Hope, KS, and
Hill, Nancy L., Burton,
KS

Proctor, Randall M.,
Sandy, OR

Provident Bankshares
Corporation,
Baltimore, MD

Provident Financial
Group, Inc., & FGBI
Acquisition Corp., both
of Cincinnati, OH

RCB Holding Company,
Claremore, OK

Remington, Thomas J.,
and S. June, both of
Lincoln,

NE, and Remingrton,
Ada E., McCook,
Nebraska

Republic Bancshares,
Inc.,
St. Petersburg, FL

Mount Hope Bancshares, CIBC
Inc., Mount Hope, KS, and

First National Bank of

Mount Hope, Mount Hope,

KS

CCB Financial Corporation, CIBC
Sandy, OR, and Clackamas
County Bank, Sandy, OR

First Citizens Financial 4
Corp., Gaithersburg, MD,
and Citizens

Savings Bank, F.S.B.,
Gaithersburg, MD,
operating a saving
association (b)(4)(ii);
originating & selling
residential mortgage loans
(b)(1); and selling mortgage
fife insurance (b)(11)(i)

Florida Gulfcoast Bancorp, 3
Inc., Sarasota, FL, arid
Enterprise National Bank of
Sarasota,

Sarasota, FL

Northeastern Oklahoma 3
Bancshares, Inc., Inola, OK,

and Bank of Inola, Inola,

OK

Clatonia Bancshares, Inc., CIBC
Clatonia, NE, and

Farmers Bank of Clatonia,

Clatonia, NE

F.F.O, Financial Group, 4
Inc.,

St. Cloud, FL, and First

Federal Savings and Loan
Association of Ocelola

County, Kissimmee, FL,
operating a savings

association (b\(4)(ii)

Kansas City

San Francisco

Richmond

Cleveland

Kansas City

Kansas City

Atlanta

July 15, 1997

June 23, 1997

June 30, 1997

July 24, 1997

July 25, 1997

July 18, 1997

May 23, 1997



Applicant or notificant

Acquiree or activity

Anteilsverwaltung-
Zentralsparkasse and
Bank of Austria
Aktiengesellschaft(5),
both of Vienna, Austria
CONTINUED

Area Bancshares
Corporation(1),
Owensboro, KY
CONTINUED

Area Bancshares
Corporation(2),
Owensboro, KY
CONTINUED

Arrendale, Thomas A.,
II, Gainesville, GA,
Bussey, Cynthia A.,
Atlanta, GA, and
Arrendale, Nelle,
Clarkesville, GA, as
partners in the
Arrendale Undiversified
Family Limited
Partnership,

Baldwin, GA

Banco Bilbao Vizcaya,
S.A.,
Bilbao, Spain

Bank of Idaho Holding
Company,
Idaho Falls, ID

Creditanstalt Municipal
Leasing Co., Limited
Partnership,

Greenwich, CT in full
payout municipal leasing

(b)3)

Cardinal Bancshares, Inc.,
Lexington, KY, & The Vine
Street Trust Company,
Lexington, KY, and First &
Peoples Bank, Springfield,
KY, and HNB Bank
National Associaton,
Harlan, KY, and Jefferson
Banking Company,
Louisville, KY,
CONTINUED

and Alliance Bank, FSB,
Somerset, KY, and
operation of a federal
savings bank (b)(4), and
Cardinal Data Services
Corporation, Lexington,
KY, and data processing
activities (b)(14)

Habersham Bancorp,
Cornelia, GA, and
Habersham Bank,
Clarkesville, GA

BBV LatlInvest Securities
Inc.,

‘New York, NY,

securities activities (b)(1),
(b)(4), (b)(15), and (b)(16)

Bank of Eastern Idaho,
Idaho Falls, ID

Section of law Reserve Bank End of comment period
4 New York July 14, 1997
3 and 4 St. Louis July 21, 1997
3 and 4 St. Louis July 21, 1997
CIBC Atlanta June 5, 1997
4 ‘New York March 4, 1997
3 San Francisco June 9, 1997



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Newspaper Notice Only

Comment Period

Application Ending Date
First Interstate Bank of Commerce, Billings, Montana July 12, 1997

to establish a branch in Eureka, Montana. *
* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both

Newspaper and Federal Register Notice

Comment Period

Application Ending Date
Norwest Corporation, Minneapolis, Minnesota for Not yet available

prior approval to acquire 100% of the voting shares
of The Bank of the Southwest, N.A., Pagosa Springs, Colorado.*

* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject

to Federal Register Notice Only

Comment Period
Application Ending Date

NONE.
FEDERAL RESERVE BANK OF MINNEAPOLIS

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

Application

NONE.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Cooperative Centrale Robeco Institutional Asset 4 New York July 10, 1997
Raiffeisen- Management US, Inc., and

Boerenleenbank, AEA Global Advisors LLC,

B.A.(3), Rabobank
Nederland, Utrecht, the
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(4), Rabobank
Nederland, Utrecht, the
Netherlands
CONTINUED

CoreStates Financial
Corp., Philadelphia, PA

Corley, John William,
qd)

Monticello, IL.
CONTINUED

Corley, John William,
Q)

Monticelli, IL
CONTINUED

CoVest Bancshares,
Inc.,
Des Plaines, IL

in investment (b)(6), as a
general partner to and
providing administrative
services to investment
partnerships, including
placing interests in such
partnerships, CONTINUED

in acting as a commodity 4 New York
pool operator, and in

providing administrative

services to open-end

investment companies

CoreStates Securities Corp., 4 Philadelphia
Philadelphia, PA,

underwriting; lending

(b)(1); investment advice

(b)(6); and management

consulting (b)(9)

First State Bancorp of CIBC Chicago
Monticello, Inc.,
Monticello, IL

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

First State Bank of Atwood, CIBC Chicago
Atwood, IL

CoVest Banc, N.A. 3 Chicago
(formerly known as First

Federal Bank for Savings),

Des Plaines, IL

July 10, 1997

June 27, 1997

May 16, 1997

May 16, 1997

July 3, 1997


RESERVE BANK APPLICATIONS BULLETIN ______ For week ending July 4, 1997

IN VI - NAT

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

RSSD Name City State
Number



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Citizens Bancshares
Company, Chillicothe,
MO

Commerce Bancshares,
Inc., Kansas City, MO,
and CBI-Kansas Inc.,
Kansas City, MO

F.N.B. Corporation,
Hermitage, PA

Keystone Financial, Inc.,
Harrisburg, PA

Lexington B & L
Financial Corp.,
Lexington,

MO

Maypearl Bancshares,
Inc., Maypearl, TX, and
Maypear! Holdings, Inc.,
Wilmington, DE

Norwest Corporation,
Minneapolis, MN

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

John Birchfield and Debbie
Keele, the purchase and
servicing of

accounts receivable (b)(1)

CNB Bancorp, Inc.,
Independence,

KS, and Citizens National
Bank,

Independence, KS

Sun Bancorp, Inc.,
Selinsgrove, PA & Sun
Bank, Selinsgrove, PA, &
Pennsylvania Sun Life
Insurance Company,
Phoenix, AZ providing
credit life &

disability insurance
exclusively to customers of
Sun Bank, Sun Bancorp,
Inc.'s bank subsidiary (b)(11

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

Lafayette Bancshares, Inc.,
Lexington, MO, and
Lafayette

County Bank of
Lexington/Wellington,
Lexington, MO; and B & L
Bank, Lexington, MO
operating a savings
association (b)(4)

First State Bank, Maypearl,
TX

The Bank of the
Southwest, N.A., Pagosa
Springs, CO

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

4

3 and 4

3 and 4

Kansas City

Kansas City

Cleveland

Philadelphia

Kansas City

Dallas

Minneapolis

Atlanta

July 30, 1997

August 8, 1997

August 7, 1997

July 29, 1997

August 4, 1997

August 7, 1997

August 4, 1997

August 8, 1997



H.2

Page 5

June 29, 1997 to July 5, 1997

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

Kansas City

Madison Bancshares, Inc., Madison, Nebraska -- change in bank control.
- Permitted, July 2, 1997

COMPETITIVE FACTORS REPORTS

Cleveland

Citizens National Bank of Evans City, Evans City, Pennsylvania, proposed
acquisition of the assets and assumption of the liabilities of Citizens Interim Bank,
National Association -- report on competitive factors.

- Submitted, July 3, 1997

Kansas City

First National Bank and Trust Company, Ponca City, Oklahoma, proposed merger
with Home National Bank, Blackwell, Oklahoma -- report on competitive factors.
- Submitted, July 2, 1997

Cleveland

Geauga Interim Savings Bank, Newbury, Ohio, proposed merger with Geauga
Savings Bank -- report on competitive factors.
- Submitted, July 3, 1997

Chicago

LDF, Inc., Chicago, Illinois, proposed acquisition of the assets and assumption of
the liabilities of Labe Federal Savings Bank -- report on competitive factors.
- Submitted, July 1, 1997

Chicago
Pinnacle Bank, St. Joseph, Michigan, proposed merger with Indiana Federal Bank

for Savings of Indiana, Valparaiso, Indiana -- report on competitive factors.
- Submitted, June 30, 1997

Cleveland
PNC Bank New York, National Association, Warren, Pennsylvania, proposed
merger with PNC Bank, National Association, Pittsburgh, Pennsylvania -- report on
competitive factors.
- Submitted, July 3, 1997



r Week Ending July 4, 1997

Recently Approved Applications Approval Date
Amtrade International Bank of Georgia 07-01-97

Atlanta, Georgia
Commitment waiver request.

First State Bancshares of Blakely, Inc. 07-02-97

Blakely, Georgia
To convert its wholly-owned thrift subsidiary, First Federal Savings Bank of Southwest Georgia,
Donalsonville, Georgia, to a state-chartered commercial bank.

Jamestown Union Bancshares, Inc. 06-30-97
Jamestown, Tennessee

Change in control notice by WMJ/RMJ Family Limited Partnership to acquire 17.7 percent of the
outstanding shares of the common stock of Jamestown Union Bancshares, Inc., Jamestown,
Tennessee.


Applicant or notificant

Acquiree or activity Section of law Reserve Bank End of comment period
Norwest Corporation, Revelation Mortgage 4 Minneapolis July 8, 1997
Minneapolis, MN Company of America,
Washington, D.C.
residential mortgage
lending activities (b)(1) and
(b)(2)
Norwest Corporation, Myers Bancshares, Inc., 3 Minneapolis July 3, 1997
Minneapolis, MN Dallas, TX, and Continental
State Bank, Boyd, TX
Norwest Corporation, Woodhaven National 3 Minneapolis July 3, 1997
Minneapolis, MN Bank, Fort Worth, TX
NSS Bancorp, Inc., Norwalk Savings Society, 3 New York July 21, 1997
Norwalk, CT Norwalk, CT
Patel, Susma; Patel, First Bankshares, Inc., CIBC Atlanta June 26, 1997
Suketu Madhusudan Longwood, FL, and First
(Suku); Patel, Parimal National Bank of Central
Kantibhai (Perry); Florida, Longwood, FL
Amin, Bharat Muljibhai,
London, England; and
King, Dennis John
Lloyd, Surrey, England;
collectively, as the Patel
Group
Patel, Susma;Patel First Bankshares, Inc., CIBC Atlanta May 30, 1997
(Suku), Suketu Longwood, FL, and
Madhusudan; Patel First National Bank of
(Perry), Parimal Central Florida, Longwood,
Kantibhai; Amin, Bharat Fi
Muljibhai, London,
England; and King,
Dennis John Lloyd,
Surrey, England;
collectively, as the Patel
Group
PBT Bancshares, Inc., Yoder Bankshares, Inc., 3 Kansas City June 6, 1997

McPherson, KS

Yoder, KS, and Farmers
State Bank,
Yoder, KS



Information Requests

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

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

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

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

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

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

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

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

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

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

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

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

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

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


Federal Reserve Bank of Dallas

Section V - Publicly available CRA evaluations

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

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

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

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

RSSD Examination CRA CRA

number Institution/ Location date public date rating

468954 Alief Alamo Bank 97/03/24 97/07/07 Satisfactory
P. O. Drawer 721680

12300 Bellaire Boulevard
Houston, TX 77272

Section VI - CRA examinations scheduled Quarter of
Institution Location
AN/A

* The examination schedule for the fourth quarter of 1997 will be published on August 16, 1997.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 7/04/97
Section L- lications Subj N Notice Onl
we C Period Ending D

None

Section I —Applications Subject Baik Federal Register Noti

Eggemeyer Advisory Corp., Castle Creek Capital, L.L.C., Newspaper: Not available
Castle Creek Capital Partners Fund-I, L.P., San Diego,

California, and Western Bancorp, Laguna Niguel, California, Fed. Reg.; 7/21/97

to acquire by merger SC Bancorp, Anaheim, California. *

None

Section IV - Applications Not Subject 1p Bedi! Register Notice Notice (Cont'd.)

Wells Fargo & Company, San Francisco, California, to purchase up to $950 million of its outstanding
common stock between July 1 and December 31, 1997.

* Subject to CRA.



Applicant or notificant

Acquiree or activity

Huntington Bancshares,
Inc.(A), Columbus, OH,
Huntington Capital
Corp.,

Columbus, OH
CONTINUED

Huntington Bancshares,
Inc.(B),

Columbus, OH
CONTINUED

Industrial Bank of
Japan, Ltd.,
Tokyo, Japan

Intra Financial
Corporation,
Clyde, KS

J&L Holdings Limited
Partnership, and
Plainview

Holding Company, both
of Pilger, NE

Kazi, Zubair and Khatija,
Studio City, CA;

and Abdul-Rahman,
Yahia and Magda,
Pasadena, CA.

Kazi, Zubair and Khatija,
Studio City, CA;

and Yahia and Magda
Abdul-Rahman,
Pasadena, CA

underwriting & dealingtoa 4
limited extent in all types of
debt securities, including
corporate debt, sovereign

debt securities, mortgage
revenue bonds, mortgage-
backed and consumer-
receivable securities J.P.

Morgan & Co.

CONTINUED

The Chase Manhattan 4
Corp., Bankers Trust New

York Corp., Citicorp and
Security Pacific Corp. (75.

Fed. Res. Bull. 192 (1989)
CONTINUED

Aubrey G. Lanston & Co., 4
Inc.,

New York, NY, securities
activities (b)(7); data

processing (b)(14);

financial & investment

activities (b)(6); and
underwriting (b)(8)

Peoples Bancorp of 3
Belleville, Inc.,

Belleville, KS, and

Peoples Bank of Belleville,
Belleville, KS

American National 3
Creighton
Company, Creighton, NE

Greater Pacific Bancshares, CIBC
Whittier, CA;

Bank of Whittier, N.A.,

Whittier, CA

Kentucky Home Bank, 3
Bardstown, KY

Section oflaw Reserve Bank

Cleveland

Cleveland

New York

Kansas City

Kansas City

San Francisco

San Francisco

End of comment period

June 17, 1997

June 17, 1997

May 12, 1997

June 20, 1997

July 18, 1997

May 5, 1997

April 17, 1997


Federal Reserve Bank of Chicago
ecti = ilability of Public Evaluations

The following state member banks have been examined by the Federal Reserve Bank of Chicago for
compliance with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed
during the week ending July 3, 1997. If you are interested in obtaining a copy of the evaluation document,
please contact the bank(s) directly.

Identificati f Ratings

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

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

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

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

BANK NAME/LOCATION EXAMINATION DATE RATINGS
First American Bank 2/24/97 8

101 Meadowview Center
Kankakee, Illinois 60901-0200
(847) 426-6300

RSSD #763033

First American Bank 2/24/97 A
1812 West Jefferson Street

Joliet, Illinois 60434

(847) 426-6300

RSSD 3814533



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

Neighborhood extending loand and credit 3 and 4 San Francisco June 23, 1997
Bancorp(2), activities (b)(1) & (2) , and
San Diego, CA consumer financial
CONTINUED counseling (b)(6)
New Prague Community Security Bank, 3 Minneapolis July 7, 1997
Bancshares, Inc., New New Prague, MN,
Prague, MN. a de novo bank
New Woodson Woodson Bancshares, Inc., 3 Dallas June 27, 1997
Bancshares, Inc., Woodson, TX, and
Graham, TX First State Bancorp, Inc.,
Carson

City, NV, and First State
Bank, Graham, TX

Norma McLane-Smith Midwest Bancorporation, 3 St. Louis July 3, 1997
Family Limited Inc.; Midwest Bancshares,
Partnership, Inc., Poplar Bluff, MI; First
Poplar Bluff, MO Midwest Bank of Piedmont,
Piedmont,

Mii; First Midwest Bank of
Dexter, Dexter, MI; and

Carter County State Bank,

Van Buren, MI
Northway Financial, The Berlin City Bank, 3 Boston July 17, 1997
Inc., Berlin, NH Berlin, NH, and

Pemi Bancorp, Inc.,

Plymouth,

NH, and Pemigewasset

National Bank of Plymouth,

Plymouth, NH
Northwest Suburban Mount Prospect 3 Chicago July 28, 1997
Bancorp., Inc. (in National Bank (in
formation), organization), Mount
Arlington Heights, IL Prospect, IL
Norwest Corporation, AMFED Financial, Inc., 3 Minneapolis July 14, 1997
Minneapolis, MN Minneapolis, MN,

and Norwest Bank, Nevada,

N.A., Las

Vegas, NV



H.2A

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

Companies; Change in Bank Control

Notices Filed since the H.2A dated July 3, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of

1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12

CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no later
than the end of the public comment period. Addresses for the Board and Federal Reserve Banks are
listed at the end of this release.

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

Board.

Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Area Bancshares
Corporation,
Owensboro, KY
CORRECTION

Bank of Elmwood
Employee Stock
Ownership Plan and
Trust, Racine, WI

Caisse Nationale de
Credit Agricole Paris,
France

Chaparral Bancshares,
Inc., Richardson, TX, an
Chaparral Delaware
Bancshares, Inc., Dover,
DE

Mutual Service Corporation,
Somerset,

KY riskless principal
transactions (b)(7)

Elmwood Financial
Corporation, Racine, WI,
and Bank of Elmwood,
Racine, WI

Credit Agricole Indosuez,
Paris, France, and Indosuez
Investment Management
Services, Inc.,

Menlo Park, CA investment
management and advisory
services (b)(6)

Van Alstyne Financial
Corporation, Van Alstyne,
TX, and First National Bank
of Van Alstyne, Van
Alstyne, TX

St. Louis

Chicago

Chicago

Dallas

July 21, 1997

August 4, 1997

July 25, 1997

August 8, 1997


H2
June 29, 1997 to July 5, 1997

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

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

BANK BRANCHES, DOMESTIC

Chicago

1st Source Bank, South Bend, Indiana -- to establish a branch at 801 West Wayne
Avenue, Middlebury, Indiana.
- Approved, June 30, 1997

Cleveland

Fifth Third Bank of Northern Kentucky, Covington, Kentucky -- to establish a
branch at 5018 Kentucky Route 16, Taylor Mill, Kentucky.
- Approved, June 30, 1997

Dallas

First State Bank, Livingston, Texas -- to establish a branch at 2300 U.S. Highway
190 West.
- Approved, July 1, 1997

Richmond

First Virginia Bank of Tidewater, Norfolk, Virginia -- to establish a branch inside
the Wal-Mart SuperCenter at 1200 North Main Street, Suffolk, Virginia.
- Approved, July 3, 1997

Richmond

Triangle Bank, Raleigh, North Carolina -- to establish a branch inside the
WinnDixie Supermarket at 211 North Berkeley Boulevard, Goldsboro, North
Carolina.

- Approved, July 2, 1997

BANK HOLDING COMPANIES

General Counsel

Carmen P. Smith Family Limited Partnership, Wichita Falls, Texas -- determination
that it is a qualified family partnership under the Bank Holding Company Act.
- Granted, July 2, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Century Bancorp, MHC,
Bridgeton, NJ;

and Century Bancorp,
Inc.,

Bridgeton, NJ

Century South Banks,
Inc., Dahlonega, GA

Citizens National
Corporation, Paintsville,
KY

City Bancorp,
Springfield, MO

Comerzbank AG,
Frankfurt am Main,
Germany

Commercial Bancshares
of Ozark, Inc., Ozark,
AL

Commercial
Bancshares, Inc.,
Texarkana, AR

Community Bancshares,
Inc., Butler, MO.

Century Savings Bank,
Bridgeton, NJ

Bank Corporation of
Georgia, Macon, GA, and
First South Banks, N.A.,
Macon,

GA, and AmeriBank, N.A.,
Savannah, GA

Josephine Bancshares, Inc.,
Prestonburg, KY, and The
Bank Josephine,
Prestonburg, KY

THE BANK, Springfield,
MO, a de novo bank

CAM Acquisition, LLC,
Wilmington, DE
Montgomery Asset
Mangement, L.P.,
Montgomery Services,
LLC,

all of San Francisco, CA,
securities activities (b)(7)(i)
and (iii); financial &
Investment advisory
services (b)(6);
administrative services

The Commercial Bank of
Ozark,
Ozark, AL

Citizens State
Bank, Hempstead, TX

Citizens Bank, Appleton
City, MO

3

Philadelphia May 1, 1997
Atlanta July 18, 1997
Cleveland July 28, 1997
St. Louis July 3, 1997
New York May 14, 1997
Atlanta July 3, 1997
St. Louis July 29, 1997
Kansas City July 31, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Bank of New York State Street Boston 3 and 4 New York March 14, 1997
Company, Inc., Corporation,
New York, NY Boston, MA;

State Street Bank and Trust

Company,

Boston, MA

trust, securities and data

processing activities (b)(3),

(6)(4), and (b)(7)
Bankers Trust New Alex Brown Inc., 4 New York July 3, 1997
York Corporation(1), Baltimore, MD,
New York, NY underwriting & dealing in,
CONTINUED to a limited extent, all types

of debt & equity securities

other than interests in open

end investment companies;

making, acquiring,

brokering & servicing loans

or other extensions of

CONTINUED
Bankers Trust New credit (b)(1); trust company 4 New York July 3, 1997
York Corporation(2), activities (b)(5); acting as
New York, NY investment or financial
CONTINUED advisor (b)(6); securities

brokerage services (b)(7);

buying & selling securities

(b)(7); acting as agent for

the private placement of

securities (b)(7);

CONTINUED
Bankers Trust New underwriting & dealing in 4 New York July 3, 1997
York Corporation(3), obligations of the U.S.
New York, NY (b)(8); providing
CONTINUED administrative & other

services to investment

companies.
Banterra Corp, 1st Bancorp Vienna, Inc., 3 St. Louis July 18, 1997
Eldorado, IL Vienna,

IL, First State Bank of
Vienna, Vienna, IL



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

Addresses for Comments

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

Federal Reserve Bank of Boston

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

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

Federal Reserve Bank of Philadelphia

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

Federal Reserve Bank of Cleveland

Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

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

Federal Reserve Bank of Atlanta

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

Federal Reserve Bank of Chicago

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

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

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

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

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

Federal Reserve Bank of San Francisco

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

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



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

The following institutions were examined for CRA. The 30-business day period the bank has
to make the evaluation public has lapsed during the week ending July 4, 1997.

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

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

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

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

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

Bank/Locati Examination D CRA Rati

NONE NONE NONE



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Midwest
Bancorporation, Inc.;
Midwest Bancshares,
Inc., and Affiliated
Employee

Stock Ownership Plan,
all of Poplar Bluff, MO

Moody Bancshares,
Inc., Galveston, TX, and
Moody Bank Holding
Company, Reno, NV

Moyer, George H., Jr.,
Madison, NE, and
Moyer, Jon M.,
Madison, NE

MSB Mutual Holding
Company, and MSB
Financial

Corp., both of Wall
Township, NJ

Murfreesboro Bancorp,
Inc., Murfreesboro, TN

National City
Bancshares, Inc.,
Evansville, IN

Neighborhood
Bancorp(1),

San Diego, CA
CONTINUED

Midwest Bancshares, Inc., 3
Poplar Bluff, MO, and

First Midwest Bank of

Dexter, Dexter, MO; First
Midwest Bank of Piedmont,
Piedmont, MO; and Carter
County State Bank, Van

Buren, MO

The Bank of Galveston, 3
N.A.,

Galveston, TX

Madison Bancshares, Inc., CIBC

Madison, NE, and The
Bank of Madison, Madison,
NE

Manasquan Savings Bank, 3
Wall Township, NJ

Bank of Murfreesboro, 3
Murfreesboro, TN

Bridgeport Bancorp, inc., 3
Bridgeport, IL, and First
National Bank of

Bridgeport, Bridgeport, IL

Neighborhood Nat'l Bank, 3 and4
San Diego, CA; &
Neighborhood Capital
Advisors, San Diego, CA,
community development
(6\(12); financial &
investment advisory (b)(6);
Neighborhood Housing,
Development Corp., San
Diego, CA, community
development (b)(12),
CONTINUED

St. Louis

Dallas

Kansas City

New York

Atlanta

St. Louis

San Francisco

June 16, 1997

June 30, 1997

June 26, 1997

June 27, 1997

July 18, 1997

June 6, 1997

June 23, 1997


Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

The Bank of Mulberry
Employee Stock
Ownership

Trust,

Mulberry, AR

The Union Illinois 1995
Investment Limited
Partnership, Swansea,
IL

TNB Bancorporation,
Inc., Brenham, TX, and
TNB

Bancorporation of
Delaware, Inc.,
Wilmington, DE

Triangle Bancorp, Inc.,
Raleigh, NC

United Bankshares, Inc.,
Charleston, WV

United Rossevelt MHC,
and United Rossevelt
Bancorp,

both of Carteret, NJ

Valcourt, Jeffery T.,
Arlington, VA

Waterman, Charles E.
Frankfort, IL

Welch, Waymon Heriot,
Jr., Memphis, TN

ACME Holding
Company, Inc.,
Mulberry, AR, and
The Bank of Mulberry,
Mulberry, AR.

Union Illinois Company,
Swansea, IL, and Union
Bank of Illinois, Swansea,
IL, and State Bank of
Jerseyville, Jerseyville, IL

Texas National Bank,
Brenham, TX

Bank of Mecklenburg,
Charlotte, NC

First Patriot Bankshares
Corporation,

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

United Rossevelt
Savings Bank,
Carteret, NJ

United Financial Banking
Companies, Inc.,

Vienna, VA, and

The Business Bank,
Vienna, VA

South Holland Bancorp,

3

CIBC

CIBC

Inc., South Holland, IL, and

South Holland Trust &
Savings Bank, South
Holland, IL.

Noshoba Bancshares, Inc.,
Memphis,

TN, and Nashoba Bank,
Germantown, TN

CIBC

St. Louis

St. Louis

Dallas

Richmond

Richmond

New York

Atlanta

Chicago

St. Louis

June 23, 1997

July 7, 1997

July 29, 1997

August 1, 1997

June 16, 1997

June 23, 1997

June 5, 1997

July 10, 1997

June 23, 1997



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

Ending date of
Type Application comment period

NONE

Footnotes

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 AInstitution/ Location date public date rating
NONE

Footnotes

Section VI - CRA examinations scheduled for Quarter of

Institution Location

Footnotes



H.2 Page 2
June 29, 1997 to July 5, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

ENFORCEMENT

Credit Lyonnais, Paris, France (New York Branch) -- order of prohibition against
David A. Kuhn, a former bond trader and institution-affiliated party of the New
York Branch of Credit Lyonnais.

- Announced, June 30, 1997

Zia New Mexico Bank, Tucumari, New Mexico -- cease and desist order against
the bank and G.A. Poling, Jr., an institution-affiliated party.
- Announced, June 30, 1997



Federal Reserve Bank of Dallas

Section III - Applications subject to Federal Register notice only

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

None.



Federal Reserve Bank of Chicago

ion II - licati j r:
Comment Period
Type Application Ending Date
3(a)(3) F&M Bancorporation* FR - 7-3-97
Kaukauna, Wisconsin NP - 7-7-97

Clear Lake Bancorp, Inc.
Clear Lake, Wisconsin
Landmark Bank

Clear Lake, Wisconsin

3(a)(5) F&M Merger Corporation* FR - 7-3-97
Kaukauna, Wisconsin : NP - 7-7-97
Clear Lake Bancorp, Inc.
Clear Lake, Wisconsin
Landmark Bank
Clear Lake, Wisconsin

3(a)(3) Bank of Elmwood Employee Stock Ownership FR - **
Plan and Trust* NP - **
Racine, Wisconsin
Elmwood Financial Corporation
Racine, Wisconsin
Bank of Elmwood
Racine, Wisconsin



No. 27

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES

Exchange Bankshares Corporation of Kansas, Atchison, Kansas -- to acquire The
Farmers and Merchants State Bank, Effingham, Kansas.
- Approved, June 30, 1997

Lyonnaise des Eaux, Nanterre, France -- request for temporary exemption under
section 4(c)(9) of the Bank Holding Company Act.
- Granted, July 1, 1997

Marshall & Ilsley Corporation, Milwaukee, Wisconsin, and Marshall & Ilsley
Bank -- to merge with Security Capital Corporation, and Security Bank, SSB.
- Approved, June 30, 1997

Mercantile Bancorporation, St. Louis, Missouri -- request for reconsideration of
the Board's approval of the application to acquire Roosevelt Financial Group, Inc.,
Chesterfield, and Missouri State Bank and Trust Company, St. Louis, Missouri.

- Denied, June 30, 1997

INTERNATIONAL OPERATIONS

Bank of America National Trust & Savings Association, San Francisco, California
-- to increase its permissible investment in all Edge and agreement corporations to
an amount in excess of ten percent of its capital and surplus.

- Approved, July 3, 1997

Chase Manhattan Bank, New York, New York -- to invest an amount in excess of
ten percent of its capital and surplus in its Edge corporations.
- Approved, June 30, 1997

REGULATIONS AND POLICIES

Risk management practices for private banking activities -- guidelines.
- Announced, July 2, 1997

Secretary, FOMC -- minutes of the meeting on May 20, 1997.
- Published, July 3, 1997

Sections 23A and 23B of the Federal Reserve Act -- publication for comment of a
proposal to apply both sections to transactions between a member bank and any
subsidiary that engages in activities that are impermissible for the bank and that
Congress has not previously exempted from section 23A.

- Approved, July 3, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Cox, Walter L., Sr., Morris County Bankshares, CIBC Dallas April 30, 1997
Naples, TX Incorporated,
Naples, TX;
Morris County National
Bank,
Naples, TX
Davis Bancorporation, Century Acquisition 3 Kansas City July 21, 1997
Inc., Davis, OK; First Corporation,
Centralia Bancshares, Hurst, TX, and City
Inc., National Bank,
Centralia, KS; Morrill Kilgore, TX
Bancshares,
Inc., Sabetha, KS; and
Onaga
Bancshares, Inc.,
Overland Park, KS
Deposit Guaranty Corp., CSF Acquisition Corp., 4 Atlanta July 3, 1997
Jackson, MS Jackson,
MS; CitiSave Financial
Corporation, Baton
Rouge, LA; Citizens
Savings Association, F.A.,
Baton Rouge, LA operating
a savings association (b)(4)
Deutsche Bank, AG Ganis Credit Corporation, 4 New York May 12, 1997
(Main) Newport Beach, CA,
Federal Republic of lending (b)(1)
Germany
ECSB Holding American National 3 Atlanta June 27, 1997
Company, Inc., Financial Corporation,
Fort Walton Beach, FL Panama City, FL and
First National Bank
Northwest Florida,
Panama City, FL
Edgar County Banc Kansas Banc Corporation, 3 Chicago June 30, 1997
Shares, Inc., Kansas, IL, and Kansas
Paris, IL State Bank, Kansas, IL, and
Edgar County Bank & Trust
Co., Paris, IL
Edison Bancshares, Fort Edison 3 Atlanta August 1, 1997
Myers, FL. National Bank (in

organization), Fort Myers,
FL



Federal Reserve Bank of Kansas City Week ending July 3, 1997

FE I-

AP. TI

David Lee Spehar, Kansas City, Kansas, for prior
approval to increase his ownership by 4.51 percent to
a total of 11.29 percent of the voting shares of First
Community Bancshares, Kansas City, Kansas.

John D. Porter, Jr., Mount Hope, Kansas, to retain
32.92 percent and Nancy L. Hill, Mount Hope,
Kansas, to retain 32.13 percent of the voting shares of
Mount Hope Bancshares, Inc., Mount Hope, Kansas.

First Fairland Bancshares, Inc., Fairland, Oklahoma,
for prior approval to become a bank holding company
through the acquisition of 79.9 percent of the voting
shares of Fairland Holding Company, Inc., Fairland,
Oklahoma, and thereby indirectly acquire The First
Bank of Fairland, Fairland, Oklahoma.

Community First Bancshares, Inc., Butler, Missouri,
for prior approval to become a bank holding company
through the acquisition of 100 percent of the voting
shares of Citizens Bank, Appleton City, Missouri.

Lexington B & L Financial Corporation, Lexington,
Missouri, for prior approval to become a bank holding
company through the acquisition of 100 percent of the
voting’ shares of Lafayette Bancshares, Inc.,
Lexington, Missouri, and thereby indirectly acquire
Lafayette County Bank of Lexington/Wellington,
Lexington, Missouri.

RCB Holding Company, Claremore, Oklahoma, for
prior approval to acquire 100 percent of the voting
shares of Northeastern Oklahoma Bancshares, Inc.,
Inola, Oklahoma, and thereby indirectly acquire Bank
of Inola, Inola, Oklahoma.

P’ TT

COMMENT PERIOD ENDING DATE

July 25, 1997

July 15, 1997

August 1, 1997

July 31, 1997

August 4, 1997

July 25, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Anteilsverwaltung-
Zentralsparkasse and
Bank of Austria
Aktiengesellschaft(1),
both of Vienna, Austria
CONTINUED

Anteilsverwaltung-
Zentralsparkasse and
Bank of Austria
Aktiengesellschaft(2),
both of Vienna, Austria
CONTINUED

Anteilsverwaltung-
Zentralsparkasse and
Bank of Austria
Aktiengesellschaft(3),
both of Vienna, Austria
CONTINUED

Anteilsverwaltung-
Zentralsparkasse and
Bank of Austria
Aktiengesellschaft(4),
both of Vienna, Austria
CONTINUED

Creditanstalt-Bankverein,
Vienna, Austria, and
thereby CA Trade Finance
Services, Inc., Greenwich,
CT in export trade and lease
finance activities (b)(1) &
(2); CA Tradeco, Inc.,
Greenwich, CT in
community development
activities (b)(12);
CONTINUED

Creditanstalt-A.W.T. Trade
Finance Co., New York,
NY

in export trade finance
activities (b)(1) & (2);
Creditanstalt Corporate
Finance, Inc., Greenwich,
CT in corporate

finance and commercial
lending activities (b)(1) &
(2);

CONTINUED

Creditanstalt Equipment
Leasing, Inc., Greenwich,
CT in full payment lease
financing (b)(3);
Creditanstalt International
Advisers, Inc., New York,
NY in securities brokerage,
private placement &
riskless principal activities,
CONTINUED

provides merger-
acquisition, corporate
finance & investment
advice & research (b)(6) &
(b)(7); Creditanstalt
International Asset
Management, Inc., New
York, NY providing
investment management &
economic research (b)(6);
CONTINUED

New York

New York

New York

New York

July 14, 1997

July 14, 1997

July 14, 1997

July 14, 1997


RESERVE BANK APPLICATIONS BULLETIN For week ending July 4, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

- T PAPER TICE
None.
ECTI - T TTOB
NEWSPAPER AND FEDERAL REGISTER NOTICE
Application End of Comment Period

* Section 3(a)(3) notification by Area Bancshares
Corporation, Owensboro, Kentucky, to acquire Cardinal
Bancshares, Inc., Lexington, Kentucky. Newspaper: 7-24-97

* Section 4(c)(8) notification by First State Bancshares,
Inc., Farmington, Missouri, to retain 5.07 percent and
acquire an additional 4.93 percent of Perry County

Financial Corporation, Perryville, Missouri. Federal Register: 8-1-97
T. - ‘T TO FEDERAL RE! E
lication nd of Comm: it
None.
- ATI TT TT
FR P, R NOT

Section 3(a)(5)(C) notification by St. Clair

Bancshares, Inc., St. Clair, Missouri, to acquire

Farmers and Merchants Bank of St. Clair, St.

Clair, Missouri. None.

* This notification is subject to CRA.



SECTION V
vail: of lic Evaluations

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

Outstanding record of meeting community credit needs.

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

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

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

Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record

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

Substantial noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient

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

Ww jing July 5.
NAME OF BANK RATING EXAMINATION DATE
Solvay Bank Outstanding February 3, 1997
1537 Milton Avenue
Solvay, New York 13209
Great Eastern Bank Satisfactory February 3, 1997

41-48 Main Street
Flushing, New York 11355

1/ Subject to provisions of Community Reinvestment Act.

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

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

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


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

Addresses for Comments

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

Federal Reserve Bank of Boston

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

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

Federal Reserve Bank of Philadelphia

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

Federal Reserve Bank of Cleveland

Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

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

Federal Reserve Bank of Atlanta

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

Federal Reserve Bank of Chicago

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

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

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

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

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

Federal Reserve Bank of San Francisco

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

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



Applicant or notificant

Acquiree or activity Section of law

Eggemeyer Advisory
Corp., San Diego, CA,
and Castle Creek
Capital, L.L.C., San
Diego, CA, Castle Creek
Capital Partners Fund -
I, L.P., San Diego, CA,
and Western Bancorp,
Laguna Niguel, CA.

Enterbank Holdings,
Inc., Clayton, MO

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

F & M Bancorporation,
Inc., Kaukauna, WI,
and F & M Merger
Corporation, Kaukauna,
WI

F & M Bancorporation,
Inc., Kaukauna, WI,
and F & M Merger
Corporation, Kaukauna,
WI

CORRECTION

FBA Bancorp, Inc.,
Chicago, IL,

SC Bancorp, Anaheim, CA, 3
and Southern California
Bank, Anaheim, CA

City Bancorp, 3
Springfield, MO, and THE
BANK (a

proposed de novo bank),
Springfield, MO

Estrin Associates, L.L.C.& CIBC
Estrin Family Limited

Partnership T1, Bethesda,

MD

Clear Lake Bancorp, Inc., 3
Clear Lake, WI, and

Landmark Bank, Clear

Lake, WI

Clear Lake Bancorp, Inc., 3
Clear Lake, WI, and

Landmark Bank, Clear

Lake, WI

Interim First Bank, S.B., 3
Chicago, IL, a de

novo bank,

First Bank of the Americas,

SSB,

Chicago, IL

Reserve Bank

San Francisco

St. Louis

Richmond

Chicago

Chicago

Chicago

End of comment period

July 21, 1997

July 14, 1997

July 15, 1997

July 3, 1997

July 3, 1997

June 12, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
First National Interim First National Bank 3 Kansas City June 27, 1997
Bancshares of Gallatin, of Gallatin,
Inc., Gallatin, MO,
Gallatin, MO. First National Bank of

Gallatin,

Gallatin, MO
First National Bank of South Platte Bancorp, 3 Kansas City July 21, 1997
Julesburg and South Julesburg, CO
Platte Bancorp, ESOP,
Julesberg, CO
First National Bank BankWest (a 3 Kansas City July 25, 1997
Shares, LTD., Great de novo bank), Castle Rock,
Bend, co
KS
First State Bancshares, Perry County Financial 4 St. Louis August 1, 1997
Inc., Farmington, MO Corporation, Perryville,

MO, and

Perry County Savings

Bank, FSB,

Perryville, MO operating a

savings

association (b)(4)
Florida Bancshares, Inc., First National Bank of 3 Atlanta April 21, 1997
Dade City, FL Pasco,

Dade City, FL
Gideon Bancshares First Midwest Bank of 3 St. Louis June 20, 1997
Company, Chaffee,
Dexter, MO Chaffee, MO
Greenblatt, Leon A., III, Home Financial Bancorp, CIBC Chicago July 9, 1997
and Chiplease, Inc., Spencer, IN, and Owen
both of Chicago, IL Community Bank, S.B.,

Spencer, IN
Greer, Elmo, Cumberland Valley CIBC Cleveland May 23, 1997
East Bernstadt, KY Financial Company,

London, KY
Harris Financial MHC, Harris Financial Inc., 3 Philadelphia March 27, 1997

Harrisburg, PA

Harrisburg, PA;
Harris Savings Bank,
Harrisburg, PA.



District
Federal Reserve Bank of Cleveland
Applications and notifications filed during the week of 7/5/97

Section I - Applications subject to newspaper notice only

Ending date of
Type Application comment period

NONE

Footnotes

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

Ending date of
Type Application comment period
4C8 Received notice from Peoples Bancorp, Marietta, OH, on 7130/97
June 30, 1997, to acquire Gateway Bancorp, Inc., Catlettsburg,
KY.
3A5 Received notice from Huntington Bancshares Incorporated, 7/21/97
4C8 Columbus, OH, on July 2, 1997, to acquire First Michigan
Bank Corporation, Holland, MI.
Footnotes
Section III - Applications subject to Federal Register notice only
Ending date of
Type Application comment period

NONE

Footnotes