Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 44

Week Ending October 31, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions October 25, 1998 to October 31, 1998

Bank Holding Companies

Charter One Financial, Inc., Cleveland, Ohio, and Charter-Michigan Bancorp, Inc. -- 

to acquire ALBANK Financial Corporation, Albany, New York, and ALBANK 

Commercial; to acquire the nonbanking subsidiaries of ALBANK Financial 

Corporation; and to retain some of Charter One's nonbanking subsidiaries.

- Approved, October 28, 1998 

Firstar Corporation, Milwaukee, Wisconsin -- to merge with Star Banc Corporation, 

Cincinnati, Ohio, and acquire Star Bank, N.A.

- Approved, October 28, 1998 

SunTrust Banks, Inc., Atlanta, Georgia -- to acquire Crestar Financial Corporation, 

Richmond, Virginia, and Crestar Bank, and to acquire the nonbanking subsidiaries of 

Crestar Financial Corporation.

- Approved, October 28, 1998 

U.S. Bancorp, Minneapolis, Minnesota -- to acquire Northwest Bancshares, Inc., 

Vancouver, Washington, and Northwest National Bank.

- Approved, October 26, 1998 

Regulations And Policies

Basle Committee on Banking Supervision -- interpretation of the Basle framework 

for capital adequacy concerning instruments eligible for inclusion in Tier 1 capital.

- Announced, October 27, 1998 

Reserve Bank Services

Net Settlement Services -- final action to enhance Federal Reserve net settlement 

services (Docket No. R-0974).

- Approved, October 29, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
October 25, 1998 to October 31, 1998

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

Comerica Bank, Detroit, Michigan -- to establish a branch at 5270 Eastern Avenue, 

S.E., Grand Rapids, Michigan.

- Approved, October 28, 1998 

Chicago

Eaton Bank, Eaton, Colorado -- to establish a branch at 3598 State Highway 119, 

Longmont, Colorado.

- Approved, October 26, 1998 

Kansas City

European American Bank, Uniondale, New York -- to establish a branch at 

Waldbaum's Supermarket, 5500 Sunrise Highway, Massapequa, New York.

- Approved, October 26, 1998 

New York

Fifth Third Bank of Florida, Naples, Florida -- to establish a branch at 5636 Tavilla 

Circle.

- Approved, October 26, 1998 

Atlanta

Metro-County Bank of Virginia, Inc., Mechanicsville, Virginia -- to establish a 

branch at 2801 Parham Road, Richmond, Virginia.

- Approved, October 27, 1998 

Richmond

Bank Holding Companies

Ambank Holdings, Inc., Davenport, Iowa -- to acquire American Bank and Trust 

Company.

- Approved, October 29, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Bank Holding Companies

Area Bancshares Corporation, Owensboro, Kentucky -- to acquire through merger 

Peoples Bancorp of Winchester, Inc., Winchester, Kentucky, and Peoples 

Commercial Bank.

- Approved, October 29, 1998 

St. Louis

Arenzville Bancorp, Inc., Arenzville, Illinois -- to acquire First National Bank of 

Arenzville.

- Approved, October 28, 1998 

Chicago

Arvest Bank Group, Inc., Bentonville, Arkansas -- to acquire shares of TRH Bank 

Group, Inc., Norman, Oklahoma.

- Approved, October 29, 1998 

St. Louis

CCB Bancshares, Inc., Hahira, Georgia -- to acquire The Remerton Agency, Inc., 

Remerton, Georgia, d/b/a Star Insurance Agency, and engage in general insurance 

activities in a town with a population of less than 5000.

- Withdrawn, October 30, 1998 

Atlanta

Community Bancshares Corp., Indianola, Iowa -- to acquire Fort Des Moines 

Community Bank, Des Moines, Iowa.

- Approved, October 29, 1998 

Chicago

Community National Bank Corporation, Venice, Florida -- to acquire Community 

Advisory Services, Inc.; Community Financial Centers, Inc.; and Community 

Investment Centers, Inc.; and engage in investment advisory, securities brokerage, 

and financial advisory services.

- Approved, October 28, 1998 

Atlanta

First Citizens Bancshares, Inc., Dyersburg, Tennessee -- to acquire First Volunteer 

Corporation, Union City, Tennessee, and First Volunteer Bank.

- Approved, October 29, 1998 

Secretary

(AC) = Addition or Correction Delegated - Page 2 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Bank Holding Companies

First Coastal Bancshares, El Segundo, California, and California Community LLC, 

Los, Angeles, California -- waiver of application to acquire American Independent 

Bank, N.A., Gardena, California. 

- Granted, October 27, 1998 

San Francisco

Grabill Bancorp, Grabill, Indiana -- to acquire Grabill Bank.

- Approved, October 28, 1998 

Chicago

Greene County Bancorp, MHC, Catskill, New York, and Greene County Bancorp, 

Inc. -- to acquire Greene County Savings Bank.

- Approved, October 29, 1998 

New York

Mid-Atlantic Community BankGroup, Inc., Gloucester, Virginia -- to merge with 

United Community Bankshares, Inc., Franklin, Virginia.

- Approved, October 29, 1998 

Richmond

Mutual Bancorp of the Berkshires, Inc., Pittsfield, Massachusetts -- to engage in 

certain trust activities through the acquisition of shares of Trust Company of the 

Berkshires, N.A.

- Approved, October 26, 1998 

Boston

Oneida Financial, MHC, Oneida, New York, and Oneida Financial Corp. -- to 

acquire Oneida Savings Bank.

- Approved, October 29, 1998 

New York

OSG Investments, Inc., Tallahassee, Florida -- to acquire Florida Citizens Bank, 

Ocala, Florida.

- Approved, October 29, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Bank Holding Companies

SouthTrust Corporation, Birmingham, Alabama -- to engage in underwriting and 

dealing in, to a limited extent, certain unrated municipal revenue bonds and private 

ownership industrial development bonds for certain government utility services 

through SouthTrust Securities, Inc..

- Approved, October 27, 1998 

Secretary

Synovus Financial Corporation, Columbus, Georgia -- to acquire Georgia Bank & 

Trust Company, Calhoun, Georgia.

- Approved, October 29, 1998 

Atlanta

United Overseas Bank Limited, Singapore -- to engage through UOB Global Capital 

LLC, a Delaware Limited Liability Company, in performing activities of an agency or 

custodial nature that may be performed by a trust company and providing financial 

and investment advisory services.

- Approved, October 22, 1998 (AC)

New York

Valley National Bancorp, Wayne, New Jersey -- to acquire shares of Vista Bancorp, 

Inc., Phillipsburg, New Jersey.

- Approved, October 29, 1998 

New York

Bank Mergers

Citizens Banking Company, Salineville, Ohio -- to merge with Century National 

Bank & Trust Company, Rochester, Pennsylvania, and establish branches.

- Approved, October 27, 1998 

Cleveland

Security Bank, Ralls, Texas -- to merge with First State Bank, Petersburg, Texas, 

and establish a branch at the current site of First State Bank's main office.

- Approved, October 26, 1998 

Secretary

(AC) = Addition or Correction Delegated - Page 4 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Banks, Nonmember, And Miscellaneous Institutions

Banque Nationale de Paris, New York Branch, New York, New York -- transfer 

agent registration.

- Approved, October 27, 1998 

Director, BS&R

Kraft America Credit Union, Garland, Texas -- deregistration under Regulation U.

- Approved, October 27, 1998 

Dallas

Banks, State Member

Bank at Ormond-by-the-Sea, Ormond Beach, Florida -- waiver of commitment 

concerning certain investment securities.

- Granted, October 23, 1998 (AC)

Atlanta

First United Bank, Neligh, Nebraska -- to declare a dividend.

- Approved, October 28, 1998 

Kansas City

Peoples Bank and Trust Company of Lincoln County, Troy, Missouri -- to acquire 

certain assets and assume the liabilities of Winfield Banking Company, Winfield, 

Missouri, and retain its facility at 103 Pine Street as a full service branch.

- Approved, October 28, 1998 

St. Louis

Republic Security Bank, West Palm Beach, Florida -- to acquire certain assets and 

assume certain liabilities of two branches of House Bank, F.S.B., Wood Dale, 

Illinois, located at 777 South Harbour Island Boulevard, Tampa, Florida, and 400 

North Bumby Avenue, Orlando.

- Approved, October 28, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Banks, State Member

Winfield Bank, Winfield, Missouri -- to purchase certain assets and assume the 

liabilities of the Kahoka, Palmyra, and Monroe City, Missouri, branches of Allegiant 

Bank, St. Louis; relocate Winfield Bank's main office to 249 N. Morgan Street, 

Kahoka; and retain the acquired facilities at 423 Elizabeth Avenue, Palmyra, and 8 

Mark Twain Center, Monroe City, as full service branches.

- Approved, October 28, 1998 

St. Louis

Capital Stock

Goose River Holding Company, Mayville, North Dakota -- redemption of shares.

- Approved, October 29, 1998 

Minneapolis

Change In Bank Control

First Sandoval Bancorp, Inc., Sandoval, Illinois -- change in bank control.

- Permitted, October 30, 1998 

St. Louis

InterBank, Inc., Sayre, Oklahoma -- change in bank control.

- Permitted, October 28, 1998 

Kansas City

Kelliher Bancshares, Inc., Kelliher, Minnesota -- change in bank control.

- Permitted, October 26, 1998 

Minneapolis

Plainview Bancshares, Inc., Plainview, Minnesota -- change in bank control.

- Permitted, October 27, 1998 

Minneapolis

Competitive Factors Reports

AMCORE Bank, N.A., South Central, Monroe, Wisconsin -- report on competitive 

factors of the proposed merger with AMCORE Bank, Argyle, Argyle, Wisconsin, 

and AMCORE Bank, Mount Horeb, Mount Horeb, Wisconsin.

- Submitted, October 27, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Competitive Factors Reports

American Commercial Bank, Ventura, California -- report on competitive factors of 

the proposed merger with Channel Islands Bank, Oxnard, California.

- Submitted, October 28, 1998 

San Francisco

Bank of Oakfield, Oakfield, Wisconsin -- report on competitive factors of the 

proposed merger with Oakfield Interim Bank.

- Submitted, October 27, 1998 

Chicago

Bank of Rockbridge, Raphine, Virginia -- report on competitive factors of the 

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

Virginia, branch of One Valley Bank-Central Virginia, National Association, 

Lynchburg, Virginia.

- Submitted, October 29, 1998 

Richmond

Citizens Bank, Vienna, Georgia -- report on competitive factors of the proposed 

merger with Empire Banking Company, Homerville, Georgia.

- Submitted, October 27, 1998 

Atlanta

Cohoes Savings Bank, Cohoes, New York -- report on competitive factors of the 

proposed merger with Schenectady Federal Savings Bank, Schenectady, New York.

- Submitted, October 28, 1998 

New York

Community First Bank of Kentucky, Warsaw, Kentucky -- report on competitive 

factors of the proposed merger with Bank of Crittenden, Crittenden, Kentucky.

- Submitted, October 27, 1998 

St. Louis

Compass Bank, Tucson, Arizona -- report on competitive factors of the proposed 

merger with Arizona Bank.

- Submitted, October 26, 1998 

Secretary

(AC) = Addition or Correction Delegated - Page 7 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Competitive Factors Reports

Dime Community Bancshares, Inc., Brooklyn, New York -- report on competitive 

factors of the proposed acquisition of Financial Bancorp, Inc., Long Island City, 

New York, and Financial Federal Savings Bank.

- Submitted, October 27, 1998 

New York

First American Bank & Trust Co., Fort Atkinson, Wisconsin -- report on competitive 

factors of the proposed merger with Jefferson County Bank, Jefferson, Wisconsin.

- Submitted, October 30, 1998 

Chicago

First Federal Savings Bank of LaCrosse-Madison, LaCrosse, Wisconsin -- report on 

competitive factors of the proposed acquisition of three branches of TCF National 

Bank Illinois, Burr Ridge, Illinois.

- Submitted, October 27, 1998 

Chicago

First National Bank, Goodland, Kansas -- report on competitive factors of the 

proposed merger with First National Bank, Quinter, Kansas.

- Submitted, October 26, 1998 

Kansas City

First Source Bancorp, Inc., Woodbridge, New Jersey -- report on competitive factors 

of the proposed acquisition of Pulse Bancorp, Inc., South River, New Jersey.

- Submitted, October 27, 1998 

New York

First State Bank, Hawarden, Iowa -- report on competitive factors of the proposed 

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

branch of First Federal Savings Bank of Siouxland, Sioux City, Iowa.

- Submitted, October 27, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 8 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Competitive Factors Reports

Firstar Trust Company of Florida, National Association, West Palm Beach, Florida -- 

report on competitive factors of the proposed merger with Firstar Bank Florida, 

National Association, and the proposed merger of Firstar Bank Florida with Star 

Bank, National Association, Cincinnati, Ohio.

- Submitted, October 29, 1998 

Chicago

Frontier Bank, Rock Rapids, Iowa -- report on competitive factors of the proposed 

merger with First Bank & Trust.

- Submitted, October 30, 1998 

Chicago

Georgia Bank & Trust, Calhoun, Georgia -- report on competitive factors of the 

proposed merger with Interim Synovus Corporation, Columbus, Georgia.

- Submitted, October 28, 1998 

Atlanta

Heritage Bank, Red Oak, Texas -- report on competitive factors of the proposed 

merger with Brazos Bank, N.A., Joshua, Texas.

- Submitted, October 28, 1998 

Dallas

Imperial Bank, Los Angeles, California -- report on competitive factors of the 

proposed merger with Imperial Bank Arizona, Phoenix, Arizona.

- Submitted, October 28, 1998 

San Francisco

MAF Bancorp, Inc., Clarendon Hills, Illinois -- report on competitive factors of the 

proposed acquisition of Westco Bancorp, Inc., Westchester, Illinois.

- Submitted, October 27, 1998 

Chicago

Marion Trust & Banking Company, Jasper, Tennessee -- report on competitive 

factors of the proposed merger with Volunteer Bank & Trust Company of Hamilton 

County, Chattanooga, Tennessee.

- Submitted, October 28, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 9 of 12
H.2 Actions under delegated authority October 18, 1998 to October 24, 1998

Competitive Factors Reports

National Bank of Commerce of Mississippi, Starkville, Mississippi -- report on 

competitive factors of the proposed merger with National Bank of Commerce 

Tuscaloosa, Tuscaloosa, Alabama; National Bank of the South; and The First 

National Bank of West Point, West Point, Mississippi.

- Submitted, October 23, 1998 (AC)

St. Louis

Norwest Bank Arizona, N.A., Phoenix, Arizona -- report on competitive factors of 

the proposed merger with Bank of Arizona, Scottsdale, Arizona.

- Submitted, October 28, 1998 

San Francisco

Old National Bank in Evansville, Evansville, Indiana -- report on competitive factors 

of the proposed merger with Security Bank & Trust Co., Mt. Carmel, Illinois, and 

Citizens National Bank, Tell City, Indiana.

- Submitted, October 26, 1998 

Secretary

Republic Bank, Ann Arbor, Michigan -- report on competitive factors of the 

proposed merger with Republic Savings Bank, Pepper Pike, Ohio.

- Submitted, October 27, 1998 

Chicago

Richland County Bank, Richland Center, Wisconsin -- report on competitive factors 

of the proposed merger with New Richland County Bank.

- Submitted, October 27, 1998 

Chicago

Star Bank, National Association, Cincinnati, Ohio -- report on competitive factors of 

the proposed merger with Firstar Bank Milwaukee, National Association, 

Milwaukee, Wisconsin; Firstar Bank Wisconsin, Madison; Firstar Bank Wausau, 

National Association, Wausau; Firstar Bank Iowa, National Association, Des 

Moines, Iowa; Firstar Bank Burlington, National Association, Burlington; Firstar 

Bank of Minnesota, National Association, St. Paul, Minnesota; Firstar Bank Illinois, 

Chicago, Illinois; and Firstar Bank Florida, National Association, West Palm Beach, 

Florida.

- Submitted, October 29, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 10 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Competitive Factors Reports

Success National Bank, Lincolnshire, Illinois -- report on competitive factors of the 

proposed merger with Realty Finance, Inc., Hilo, Hawaii.

- Submitted, October 27, 1998 

Chicago

Sun City Bank, Sun City, Arizona -- report on competitive factors of the proposed 

merger with Imperial Bank Arizona, Phoenix, Arizona.

- Submitted, October 28, 1998 

San Francisco

Vectra Bank Colorado, N.A., Denver, Colorado -- report on competitive factors of 

the proposed merger with Citizens Bank, Westminster, Colorado.

- Submitted, October 26, 1998 

Kansas City

Extensions Of Time

Capitol City Bancshares, Inc., Atlanta, Georgia -- extension to January 31, 1999, to 

acquire Capitol City Bank and Trust.

- Granted, October 28, 1998 

Atlanta

Carrollton Bancorp, Baltimore, Maryland -- extension to January 31, 1999, to 

acquire shares of Patapsco Valley Bancshares, Inc., Ellicott City, Maryland.

- Granted, October 29, 1998 

Richmond

Old Kent Bank, Grand Rapids, Michigan -- extension to January 31, 1999, to merge 

with First National Bank of Evergreen Park, Evergreen Park, Illinois, and establish 

eight branches.

- Granted, October 26, 1998 

Chicago

Security Bank Holding Company, Coos Bay, Oregon, Security Bank Holding 

Company ESOP -- extension to January 3, 1999, to acquire shares of McKenzie 

State Bank, Springfield, Oregon.

- Granted, October 15, 1998 (AC)

San Francisco

(AC) = Addition or Correction Delegated - Page 11 of 12
H.2 Actions under delegated authority October 25, 1998 to October 31, 1998

Extensions Of Time

Unity Holdings, Inc., Cartersville, Georgia -- extension to January 29, 1999, to 

acquire Unity National Bank.

- Granted, October 27, 1998 

Atlanta

Membership

F&M Bank-Darlington, Darlington, Wisconsin -- to become a member of the Federal 

Reserve System.

- Approved, October 28, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 12 of 12
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)/Branch Marine Midland Bank, Buffalo, New York, to merge with First

Commercial Bank, Philadelphia, Pennsylvania, and incident

thereto, establish additional branches.*

Newspaper – 11/29/1998

* 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

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Deutsche Bank AG, Frankfurt (Main), Federal Republic of

Germany, to acquire and retain direct or indirect ownership,

control and power to vote up to 100 percent of the voting shares

of Boullioun Aviation Services, Inc., Bellevue, Washington.

Fed Reg – 11/16/1998

4(c)(8) HSBC Holdings plc, London, England, HSBC Finance

(Netherlands) Limited, London, England, HSBC Holdings BV,

Amsterdam, Netherlands, and Hong Kong Bank of Canada,

Vancouver, Canada (“HKBC”), through HKBC’s indirect

subsidiary, James Capel Canada Holdings Inc., Toronto,

Canada, to acquire Gordon Capital Corporation (“GCC”), a

registered Canadian broker-dealer, and indirectly, all of the

outstanding shares of GCC’s U.S. subsidiaries and to engage in

agency brokerage and private placement activities.

Fed Reg – 11/17/1998
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, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Summit Bank, Bethlehem, PA, to establish two branch offices at

Pathmark Supermarkets, located at 420 Mc Dade Boulevard,

Folsom, Delaware County, PA and 50 Lawrence Road,

Broomall, Delaware County, PA

Newspaper 11/12/1998

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

Type Application

Ending date of

comment period

3(a)(3) & 3(a)(5) ACNB Corporation, Gettysburg, PA to acquire Farmers National

Bancorp, Inc., Newville, PA, and its subsidiary Farmers

National Bank of Newville, Newville, PA

Newspaper: N/Avail

Fed Reg: 11/27/1998

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, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch

Branch

Notification by The Killbuck Savings Bank Company, Killbuck,

OH received 10/26/1998 to establish a branch on West Main

Street near the intersection of Route 39, Sugarcreek, OH.

 Notification from Fifth Third Bank, Cincinnati, OH received

10/27/1998 to establish a branch at 1235 Columbus Avenue,

Lebanon, OH.

11/12/1998

11/12/1998

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

820310 Community First Bank and Trust,

Celina, Ohio

225 North Main Street, Post Office

Box 170, Celina, OH 45822-0170

8/3/1998 10/27/1998 S X

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, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch F & M Bank-Northern Virginia, Fairfax, Virginia, to establish

a branch at 4661 Sudley Road, Catharpin, Virginia.*

11/07/1998

Branch F & M Bank-Northern Virginia, Fairfax, Virginia, to establish

a branch at 13927 Jefferson Davis Highway, Woodbridge,

Virginia.*

11/07/1998

*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) Anchor Financial Corporation, Myrtle Beach, South Carolina,

to merge with Bailey Financial Corporation, Clinton, South

Carolina.*

Fed Reg – 11/20/1998

Newspaper – 11/19/1998

3(a)(1) Capital Bank Corporation, Raleigh, North Carolina, to become

a bank holding company through the acquisitions of Capital

Bank, Raleigh, North Carolina, and Home Savings Bank of

Siler City, Inc., SSB, Siler City, North Carolina.*

Fed Reg – 11/20/1998

Newspaper – 11/23/1998

*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

Member First Capital Bank, Ashland, Virginia, for membership in the

Federal Reserve System.

S/R F & M Bank-West Virginia, Inc., Ranson, West Virginia, to

reduce its capital stock.

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

451424 State Bank of Remington, (Incorporated)

100 John Stone

Remington, Virginia 22734

08/17/1998 10/31/1998 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch AmSouth Bank, Birmingham, Alabama, to establish a branch

located at 4094 West Lake Mary Boulevard, Lake Mary,

Florida.

11/27/1998*

Branch AmSouth Bank, Birmingham, Alabama, to establish a branch

located at 945 East Semoran Boulevard, Casselberry, Florida.

11/27/1998*

Branch AmSouth Bank, Birmingham, Alabama, to establish a branch

located at 7142 West Colonial Drive, Orlando, Florida.

11/27/1998*

Branch Colonial Bank, Montgomery, Alabama, to establish a branch

located at 2000 Ponce De Leon Boulevard, Coral Gables,

Florida.

11/16/1998*

*Subject to 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) SUM Financial Corporation, Pearson, Georgia, to become a

bank holding company by acquiring The Citizens Exchange

Bank, Pearson, Georgia.

Fed Reg - 11/27/1998*

3(a)(1) Red River Bancshares, Inc., Alexandria, Louisiana, to become a

bank holding company by acquiring Red River Bank,

Alexandria, Louisiana (in organization).

Fed Reg – 11/16/1998*

*Subject to 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

3(a)(1) Gateway American Bancshares, Inc., Fort Lauderdale, Florida,

to become a bank holding company by acquiring Gateway

American Bank of Florida, Fort Lauderdale, Florida.

Membership Red River Bank, Alexandria, Louisiana (in organization), 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

774730 Admiralty Bank

4400 PGA Boulevard

Suite 200

Palm Beach Gardens, FL 33410

(561) 624-4100

07/06/1998 10/26/1998 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, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch M&I Marshall & Ilsley Bank

Milwaukee, Wisconsin

 15350 W. Howard Avenue

 New Berlin, Wisconsin

Newspaper – 10/31/1998

Branch Comerica Bank

Detroit, Michigan

 4888 Adams Road

 Oakland Township, Michigan

 4980 Adams Road

 Oakland Township, Michigan

Newspaper – 11/04/1998

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

Type Application

Ending date of

comment period

CIC Brunsville Bancorporation, Inc.

Brunsville, Iowa

 By Steven J. Harms, Richard H. Harms, Beth Ann Rollinger

 and Carol M. Schmitz

Fed Reg – 10/27/1998

Newspaper – 10/29/1998

CIC Merrill Bancorporation, Inc.

Merrill, Iowa

 By Steven J. Harms, Richard H. Harms, Beth Ann Rollinger

 and Carol M. Schmitz

Fed Reg – 10/27/1998

Newspaper – 10/29/1998

CIC Arneson Bancshares, Inc.

Clear Lake, Iowa

 By Robert C. Arneson and Amy J. Hewitt

Fed Reg – 11/06/1998

Newspaper – 11/08/1998

3(a)(3) Great River Banshares Corporation*

Burlington, Iowa

 Central South Bancorporation, Inc.

 Indianola, Iowa

 Peoples Savings Bank (in organization)

 Indianola, Iowa

Fed Reg – 10/26/1998

Newspaper – 10/31/1998
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) FBOP Corporation*

Oak Park, Illinois

 Pullman Group, Inc.

 Chicago, Illinois

 Pullman Bank and Trust Company

 Chicago, Illinois

Fed Reg – 11/20/1998

Newspaper – 11/20/1998

4(c)(8) FBOP Corporation

Oak Park, Illinois

 Calumet Bancorp, Inc.

 Dolton, Illinois

 Calumet Federal Savings and Loan Association of Chicago

 Chicago, Illinois

Fed Reg – 11/20/1998

Newspaper – 11/20/1998

3(a)(5) Associated Banc-Corp.*

Green Bay, Wisconsin

 Windsor Bancshares, Inc.

 Minneapolis, Minnesota

 Bank of Windsor

 Minneapolis, Minnesota

Fed Reg – 11/30/1998

Newspaper – N/Avail

3(a)(1) Northpointe Bancshares, Inc.*

Grand Rapids, Michigan

 Northpointe Bank (in organization)

 Grand Rapids, Michigan

Fed Reg – 11/16/1998

Newspaper – N/Avail

3(a)(1) P&C Investments, Inc.*

Muscatine, Iowa

 Peoples National Corporation

 Columbus Junction, Iowa

 Community Bank

 Muscatine, Iowa

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

71242 Ossian State Bank

106 E. Main St.

P.O. Box 198

Ossian, IA 52161

(319) 532-9375

7/24/98 10/29/98 NI 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, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) *Notice by Warren County Bancshares, Inc., Warrenton,

Missouri, to acquire Central Missouri Bancshares, Inc., Sedalia,

Missouri.

Newspaper – 11/30/1998

Fed Reg – 11/27/1998

3(a)(3) *Notice by Lincoln County Bancorp, Inc., Troy, Missouri, to

acquire Exchange Bank of Missouri, Fayette, Missouri.

Newspaper – 12/4/1998

Fed Reg – 11/27/1998

3(a)(3) *Notice by Union Planters Corporation, Memphis, Tennessee, to

indirectly acquire FSB, Inc., Covington, Tennessee.

Newspaper – 11/6/1998

Fed Reg – N/Avail

3(a)(5) *Companion notice by Union Planters Holding Corporation,

Memphis, Tennessee, a wholly owned subsidiary of Union

Planters Corporation, Memphis, Tennessee, to acquire, through

merger, FSB, Inc., Covington, Tennessee.

Newspaper – 11/6/1998

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

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

Type Application

4(j)(5)(B) Notice by Enterbank Holdings, Inc., Clayton, Missouri, to

acquire an 8 percent ownership interest in Argent Capital

Management, LLC, Clayton, Missouri, and thereby indirectly

engage in financial and investment advisory activities, pursuant

to Section 225.28(b)(6) of Regulation Y.

N/Avail

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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) First National Bank At St. James Employee Stock Ownership

Plan, St. James, Minnesota, for prior approval to increase its

ownership to 39.9% of the voting shares of First National

Agency At St. James, Inc., St. James, Minnesota.*

Fed Reg – 11/27/1998

3(a)(3) Marquette Bancshares, Inc., Minneapolis, Minnesota, for prior

approval to acquire 100% of the voting shares of C.A.S.

Corporation, Minneapolis, Minnesota.*

Fed Reg – 11/16/1998

3(a)(3) Marquette Bancshares, Inc., Minneapolis, Minnesota, for prior

approval to acquire 100% of the voting shares of The Farmers

and Mechanics Bank, Galesburg, Illinois.*

Fed Reg – 11/16/1998

3(a)(5) Marquette Bancshares, Inc., Minneapolis, Minnesota, for prior

approval to merge with Oelwein Bancorporation, Minneapolis,

Minnesota.*

Fed Reg – 11/16/1998

3(a)(5) Marquette Bancshares, Inc., Minneapolis, Minnesota, for prior

approval to merge with Wisconsin Financial Bancorporation,

Inc., Minneapolis, Minnesota.*

Fed Reg – 11/16/1998

CIC Michael Finbraaten, Curtis Sheely, and Connie Hoff, acting in

concert, to acquire control of Adams Bancshares, Inc., Adams,

Minnesota.

Fed Reg – 11/17/1998

* 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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, October 31, 1998

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 L. Clark Caley Estate, Clarks, Nebraska, and Chris S. Caley,

Personal Representative, Grand Island, Nebraska, to acquire

voting shares of Clark Bancshares, Inc., Clarks, Nebraska; and

thereby indirectly acquire the Bank of Clarks, Clarks, Nebraska;

Tereco, Inc., and First State Bank, both of Silver Creek,

Nebraska.

Newspaper - 11/27/1998

Fed Reg – 11/18/1998

3(a)(3) Chickasha Bancshares, Inc., Chickasha, Oklahoma, to acquire

100 percent of the voting shares of Cement Insurance Agency,

Inc., Cement, Oklahoma; and thereby indirectly acquire Cement

Bank, Cement, Oklahoma.

Newspaper – 11/18/1998

Fed Reg – 11/27/1998

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Chickasha Bancshares, Inc., Chickasha, Oklahoma, to acquire

100 percent of the voting shares of Cement Insurance Agency,

Inc., Cement, Oklahoma, and thereby engage in general

insurance activities in a town of less than 5,000, pursuant to

225.28(b)(11)(iii) of Regulation Y.

Fed Reg – 11/27/1998
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 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Bank of Snook, Snook, TX, to establish a branch at 701

University Drive East, Suite 105, College Station, TX 77840*

Newspaper – 11/06/1998

* 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) Nixon Bancshares, Inc., Nixon, TX, to acquire

Nixon Delaware Bancshares, Inc., Dover, DE, and

Nixon State Bank, Nixon, TX*

(Previously reported the week ending October 24, 1998)

Fed Reg – 11/20/1998

Newspaper – 11/22/1998

3(a)(1) Nixon Delaware Bancshares, Inc., Dover, DE, to acquire

Nixon State Bank, Nixon, TX*

(Previously reported the week ending October 24, 1998)

Fed Reg – 11/20/1998

Newspaper – 11/22/1998

CIC Harry Newlon, Artesia, NM, et al, to acquire an interest in

First Artesia Bancshares, Inc., Artesia, NM

Fed Reg – 11/17/1998

Newspaper – N/Avail

3(a)(3) Farmers Bancshares, Inc., Center, TX, to acquire

Carthage Bancshares, Inc., Carthage, TX, and

First National Bank, Carthage, TX*

Fed Reg – 11/27/1998

Newspaper – 11/25/1997

3(a)(3) Texas Country Bancshares, Inc., Brady, TX, and

TCB Delaware, Inc., Dover, DE, to acquire

Knox City Bancshares, Inc., Knox City, TX, and

Citizens Bank, Knox City, TX*

Fed Reg – 11/16/1998

Newspaper – N/Avail

3(a)(3) FVNB Corp., Victoria, TX, and

FVNB Delaware Corp., Wilmington, DE, to acquire

CBOT Financial Corporation, New Waverly, TX,

CBOT Financial Corporation of Delaware, Wilmington, DE,

and Citizens Bank of Texas, N.A., New Waverly, TX*

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) Central Louisiana Capital Corporation, Vidalia, LA, to acquire

Community Credit Centers, Inc., Natchez, MS, and thereby

engage in consumer finance activities

Fed Reg – 11/17/1998

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, October 31, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Security Bank, Coos Bay, Oregon, to establish a branch office at

4900 S.W. Grange Road, Roseburg, Oregon. *

Newspaper – 10/26/1998

* 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) Zions Bancorporation, Salt Lake City, Utah, to acquire

Centennial Bank, National Association, Farmington, New

Mexico. *

Newspaper – 11/23/1998

Fed Reg – 11/27/1998

3(a)(3) Valley Community Bancshares, Inc., Puyallup, Washington, to

acquire Valley Bank (In Organization), Auburn, Washington. *

Newspaper – 11/13/1998

Fed Reg – 11/27/1998

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, Norwest

Financial Services, Inc., and Norwest Financial, Inc., both of

Des Moines, Iowa, to acquire Dial National Bank, Des Moines,

Iowa. *

Newspaper – 11/30/1998

Fed Reg – 12/03/1998

* 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) Norwest Corporation, Minneapolis, Minnesota, Norwest

Mortgage, Inc., and Norwest Ventures, Inc., both of Des

Moines, Iowa, to engage in nonbank activities in connection

with a joint venture with Semonin Mortgage Service, LLC,

which will acquire 50 percent of Service Mortgage Group, LLC,

both of Louisville, Kentucky.

4(c)(8) Norwest Corporation, Minneapolis, Minnesota, Norwest

Mortgage, Inc., and Norwest Ventures, Inc., both of Des

Moines, Iowa, to engage in nonbank activities in connection

with a joint venture with HN Mortgage, LLC, Atlanta, Georgia,

which will acquire 50 percent of Academy Financial Services,

LLC, Alpharetta, Georgia.

4(c)(8) Norwest Corporation, Minneapolis, Minnesota, Norwest

Financial Services, Inc., and Norwest Financial, Inc., both of

Des Moines, Iowa, to acquire Mid-Penn Consumer Discount

Co., Philadelphia, Pennsylvania.

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

871769 Farmers & Merchants Bank

 of Long Beach

302 Pine Avenue

Long Beach, CA 90802

(562) 437-0011

6/08/1998 10/27/1998 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