Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 29

Week Ending July 15, 2000

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions July 9, 2000 to July 15, 2000

General Accounting Office

General Accounting Office -- response to GAO report entitled, "Federal Reserve 

Banks: Areas for Improvement in Computer Controls."

- Approved, July 13, 2000 

Regulations And Policies

Performance and Profitability of CRA-related Lending -- report to Congress on loans 

made under the Community Reinvestment Act.

- Approved, July 13, 2000 

Retail Fees and Services of Depository Institutions -- annual report to Congress.

- Approved, July 10, 2000 

(AC) = Addition or Correction Board - Page 1 of 1
July 9, 2000 to July 15, 2000

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

Chickasha Bank & Trust Company, Chickasha, Oklahoma -- to establish a branch at 

South Cobb Lake and Highway 281, Apache.

- Approved, July 12, 2000 

Kansas City

Colonial Bank, Montgomery, Alabama -- to establish a branch at 9770 Northwest 

25th Street, Miami, Florida.

- Approved, July 14, 2000 

Atlanta

Community Banks of Colorado, Cripple Creek, Colorado -- to establish a branch at 

5690 South DTC Boulevard, Greenwood Village.

- Approved, July 11, 2000 

Kansas City

The Peoples Bank & Trust Company, Selma, Alabama -- to establish a branch at 720 

Skyland Boulevard East, Tuscaloosa.

- Approved, July 14, 2000 

Atlanta

Premier Bank, Doylestown, Pennsylvania -- to establish a branch at 200 Veterans 

Lane.

- Approved, July 6, 2000 (AC)

Philadelphia

SunTrust Bank, Atlanta, Georgia -- to establish branches at 6943 Douglas 

Boulevard, Douglasville; the intersection of Owings Mills Boulevard and 

Reisterstown Road, Owings Mills, Maryland; 2644 Chapel Lake Drive, Gambrills; 

540 Benfield Road, Severna Park; and 4800 First Coast Highway, Fernandina Beach, 

Florida.

- Approved, July 11, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Bank Branches, Domestic

Westamerica Bank, San Rafael, California -- to establish a branch at 3499 Brookside 

Road, Stockton.

- Approved, July 12, 2000 

San Francisco

Bank Holding Companies

American River Holdings, Sacramento, California -- to acquire North Coast Bank, 

N.A., Windsor.

- Approved, July 11, 2000 

San Francisco

Antioch Holding Company, Antioch, Illinois -- to acquire shares of Lakes Region 

Bancorp, Inc., Third Lake, and its subsidiary, Anchor Bank.

- Approved, July 14, 2000 

Chicago

CB Bancshares, Honolulu, Hawaii -- to acquire shares of Citibank Properties, Inc. 

and thereby engage in holding and acquiring commercial and residential real estate 

mortgage loans and mortgage backed securities.

- Approved, July 10, 2000 

San Francisco

Century Bancshares, Inc., New Boston, Texas -- to acquire First State Bank of 

Gurdon, Gurdon, Arkansas.

- Approved, July 12, 2000 

Dallas

Century South Banks, Inc., Alpharetta, Georgia -- to engage de novo in agency 

transactional services, including securities brokerage activities and investment 

advisory services, through Century South Securities, Inc., Duluth.

- Approved, July 13, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Bank Holding Companies

Community Bank Group, Inc., Eden Prairie, Minnesota -- to acquire Midland 

Insurance Group, Inc., Winsted, and engage in general insurance agency activities in 

a town with a population not exceeding 5,000.

- Approved, July 14, 2000 

Minneapolis

Community First Financial Corporation, Plato, Missouri -- to establish Community 

First Financial Services Agency and provide tax preparation services, sell mutual 

funds, and engage in general insurance agency activities in a town with a population 

not exceeding 5,000.

- Approved, July 11, 2000 

St. Louis

Fort Davis Bancshares, Inc., Fort Davis, Texas -- to become a bank holding company 

through the acquisition of FDB-Nevada, Inc., Carson City, Nevada, and Fort Davis 

State Bank, and for FDB-Nevada to become a bank holding company through the 

acquisition of Fort Davis State Bank.

- Withdrawn, July 12, 2000 

Dallas

IBT Bancorp, Inc., Mt. Pleasant, Michigan -- to acquire FSB Bancorp, Inc., 

Breckenridge, and Farmers State Bank of Breckenridge.

- Approved, July 12, 2000 

Chicago

Inter-Mountain Bancorp, Inc., Bozeman, Montana -- to acquire shares of Three 

Forks Bancorporation, Three Forks, and Security Bank of Three Forks.

- Approved, July 13, 2000 

Minneapolis

JTB Bancshares, Inc., Mission Hills, Kansas -- to become a bank holding company 

through the acquisition of Whiting Bankshares, Inc., Whiting.

- Approved, July 11, 2000 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Bank Holding Companies

Peoples Financial Group, Inc., Iva, South Carolina -- to become a bank holding 

company through the acquisition of The Peoples Bank.

- Approved, July 14, 2000 

Richmond

Regions Financial Corporation, Birmingham, Alabama -- to merge with East Coast 

Bank Corporation, Ormond Beach, Florida, and thereby acquire Bank at Ormond-ByThe-Sea and with First National Bancshares of Louisiana, Inc., Alexandria, 

Louisiana, and thereby acquire Security First National Bank.

- Approved, July 13, 2000 

Atlanta

Riverside Banking Company, Ft. Pierce, Florida -- to acquire Dockside Finance 

Company and thereby engage in making, acquiring, brokering, or servicing loans or 

other extensions of credit.

- Approved, July 11, 2000 

Atlanta

S & C Banco, Inc., New Richmond, Wisconsin -- to acquire S & C Bank, Minnesota, 

Almelund, Minnesota.

- Approved, July 14, 2000 

Minneapolis

Bank Premises

Farmers & Merchants Bank, Timberville, Virginia -- investment in bank premises.

- Approved, July 11, 2000 

Richmond

Morris State Bank, Morris, Oklahoma -- investment in bank premises.

- Approved, July 14, 2000 

Kansas City

Banks, State Member

WestStar Bank, Bartlesville, Oklahoma -- payment of a dividend.

- Approved, July 11, 2000 

Kansas City

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Change In Bank Control

1st United Bancorporation, Inc., Sidney, Montana -- change in bank control.

- Permitted, July 12, 2000 

Minneapolis

First Graham Bancorporation, Graham, Texas -- change in bank control.

- Permitted, July 13, 2000 

Dallas

Competitive Factors Reports

Ameriana Bank and Trust of Indiana, New Castle, Indiana -- report on competitive 

factors of the proposed merger with Ameriana Bank of Ohio, F.S.B., Cincinnati.

- Submitted, July 13, 2000 

Chicago

Banco Bilbao Vizcaya, San Juan, Puerto Rico -- report on competitive factors of the 

proposed merger with BBVAPR Interim Bank.

- Submitted, July 10, 2000 

New York

Central Carolina Bank and Trust Company, Durham, North Carolina -- report on 

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

certain liabilities of 27 branches of National Bank of Commerce, Memphis, 

Tennessee.

- Submitted, July 12, 2000 

Richmond

First Bank Anna, Anna, Texas -- report on competitive factors of the proposed 

merger with First Bank Howe, Howe, and The First National Bank of Whitewright, 

Whitewright.

- Submitted, July 13, 2000 

Dallas

First Citizens National Bank, Mansfield, Pennsylvania -- report on competitive 

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

liabilities of six Bradford County branches of Sovereign Bank, Wyomissing.

- Submitted, July 11, 2000 

Philadelphia

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Competitive Factors Reports

First Community Bank, National Association, Bluefield, Virginia -- report on 

competitive factors of the proposed merger with Citizens Southern Bank, Inc., 

Beckley, West Virginia.

- Submitted, July 12, 2000 

Richmond

The First National Bank of Altavista, Altavista, Virginia -- report on competitive 

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

liabilities of two branches of One Valley Bank-Central Virginia, National 

Association, Lynchburg.

- Submitted, July 12, 2000 

Richmond

First State Bank of Texas, Denton, Texas -- report on competitive factors of the 

proposed merger with First Bank, Houston.

- Submitted, July 13, 2000 

Dallas

Fulton Bank, Lancaster, Pennsylvania -- report on competitive factors of the 

proposed merger with Great Valley Savings Bank, Reading.

- Submitted, July 10, 2000 

Philadelphia

Greater Atlantic Bank, Rockville, Maryland -- report on competitive factors of the 

proposed merger with Dominion Savings Bank, F.S.B., Front Royal, Virginia.

- Submitted, July 10, 2000 

Richmond

The Huntington National Bank, Columbus, Indiana -- report on competitive factors 

of the proposed merger of its Nashville branch with First State Bank, Morgantown.

- Submitted, July 13, 2000 

Chicago

LA Bank, Lake Ariel, Pennsylvania -- report on competitive factors of the proposed 

acquisition of certain assets and assumption of certain liabilities of six branches of 

Sovereign Bank, Wyomissing.

- Submitted, July 10, 2000 

Philadelphia

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Competitive Factors Reports

Lincoln Federal Savings Bank, Plainfield, Indiana -- report on competitive factors of 

the proposed merger with Citizens Savings Bank of Frankfort, Frankfort.

- Submitted, July 13, 2000 

Chicago

Mayville State Bank, Mayville, Michigan -- report on competitive factors of the 

proposed merger with Fulton Street State Bank.

- Submitted, July 12, 2000 

Chicago

Midstates Bank, National Association, Harlan, Iowa -- report on competitive factors 

of the proposed merger with Midstates Interim Bank, National Association, Council 

Bluffs.

- Submitted, July 12, 2000 

Chicago

New Harris Financial, Inc., Harrisburg, Pennsylvania -- report on competitive factors 

of the proposed merger with York Financial Corporation, York, and York Federal 

Savings and Loan Association.

- Submitted, July 11, 2000 

Philadelphia

Provident Bank of Maryland, Baltimore, Maryland -- report on competitive factors 

of the proposed merger with Harbor Federal Savings Bank.

- Submitted, July 10, 2000 

Richmond

State Bank, La Grange, Texas -- report on competitive factors of the proposed 

acquisition of the Waller and Hempstead branches of Texas Guaranty Bank, N.A., 

Houston.

- Submitted, July 13, 2000 

Dallas

Trinity Bank, Monroe, North Carolina -- report on competitive factors of the 

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

Weddington branch of Lincoln Bank of North Carolina, Lincolnton.

- Submitted, July 13, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Competitive Factors Reports

Wells Fargo Bank, N.A., San Francisco, California -- report on competitive factors 

of the proposed merger with Napa National Bank, Napa, and North County Bank, 

Escondido.

- Submitted, July 12, 2000 

San Francisco

Extensions Of Time

Bryan Family Management Trust, Bryan, Texas, and Bryan Heritage Limited 

Partnership -- extension to October 14, 2000, to acquire The First National Bank of 

Bryan.

- Granted, July 11, 2000 

Dallas

Citrus Financial Services, Inc., Vero Beach, Florida -- extension to October 13, 

2000, to acquire The Commercial Bank of Highlands County, N.A., Sebring, a de 

novo bank.

- Granted, July 13, 2000 

Atlanta

Financial Holding Companies

First Bancshares Corporation, Gladstone, Michigan -- election to become a financial 

holding company.

- Effective, July 14, 2000 

Minneapolis

James River Bankshares, Inc., Suffolk, Virginia -- election to become a financial 

holding company.

- Effective, July 13, 2000 

Richmond

Peoples Financial Group, Inc., Iva, South Carolina -- election to become a financial 

holding company.

- Effective, July 14, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority July 9, 2000 to July 15, 2000

Financial Holding Companies

West Milton Bancorp, Inc., West Milton, Pennsylvania -- election to become a 

financial holding company.

- Effective, July 11, 2000 

Philadelphia

Membership

Bank of Rantoul, Rantoul, Illinois -- to become a member of the Federal Reserve 

System.

- Approved, July 10, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 9 of 9
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, July 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Union Trust Company, Ellsworth, Maine – to merge The

Waldoboro Bank, F.S.B., Waldoboro, Maine with and into

Union Trust Company, Ellsworth, Maine

Newspaper - 08/07/2000

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

Type Application

Ending date of

comment period

4(c)(8) Union Bankshares Company, Ellsworth, Maine – to acquire

100% of the common stock of Mid-Coast Bancorp, Inc.,

Waldoboro, Maine and thereby indirectly acquire The

Waldoboro Bank, F.S.B., Waldoboro, Maine

Newspaper – 08/07/2000

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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, July 15, 2000

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)\3(a)(5)\

4(c)(8)\18(c)

M&T Bank Corporation, Buffalo, New York, and Olympia

Financial Corporation, Buffalo, New York, (i) to acquire by

merger Keystone Financial Inc., (“Keystone”) and thereby

acquire its wholly-owned subsidiary, Keystone Financial Bank,

N.A.; (“Keystone Bank”) and (ii) to acquire Keystone’s whollyowned nonbanking subsidiaries. Manufacturers and Traders

Trust Company, Buffalo, New York, to merge with Keystone

Bank, and as incident thereto, to establish branches.*

Newspaper - 07/12/2000

Fed. Reg. – 08/03/2000

3(a)(3) Caixa Geral De Depositos, S.A., Lisbon, Portugal to retain

ownership and control of approximately 8.8 percent of the

outstanding voting shares of Banco Comercial Portugues,

Oporto, Portugual and thereby acquire indirectly approximately

8.8 percent of the shares of BPABBank, National Association,

Newark, New Jersey.

Newspaper – N/A

Fed. Reg. – N/A

3(a)(3) The Industrial Bank of Japan, Tokyo, Japan to acquire 11.8

percent interest in The Dai-Ichi Kangyo Fuji Trust & Banking

company, Ltd., Tokyo, Japan.

Newspaper – N/A

Fed. Reg. – N/A

3(a)(1) Avant Financial LLC, Syracuse, New York, to become a

bank holding company by acquiring 67.5 percent of the

voting shares of Reliance Bank, White Plains, New York.*

Newspaper – 07/29/2000

Fed Reg – 07/28/2000

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

Type Application

Ending date of

comment period

4(c)(8) Unicredito Italiano S.P.A., Milan, Italy, to acquire The Pioneer

Group, Inc., Boston, Massachusetts, and to engage in acting as

investment and financial advisor, providing administrative

services to mutual funds, acting as a general partner of or

otherwise controlling investment funds, acting as a commodity

pool operator, and conducting agency transactional services for

customer investments

Newspaper – 07/28/00

Fed. Reg. – N/A

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, July 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, July 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice from Somerset Trust Company, Somerset, PA

on 07/10/2000 of its intent to establish a branch at 612 Logan

Place, Confluence, PA.

07/13/2000

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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, July 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch The Bank of Marion, Marion, Virginia, to establish a branch

at 787 Fort Chiswell Road, Suite 7, Max Meadows, Virginia.*

Newspaper – 07/25/2000

18(c) The Patapsco Bank, Dundalk, Maryland, to merge with

Northfield Federal Savings Bank, Baltimore, Md.*

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

4(c)(8) Patapsco Bancorp, Inc., Dundalk, Maryland, to acquire

Northfield Bancorp, Inc., Baltimore, Md.*

Fed Reg – 08/03/2000

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, July 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Republic Security Bank, West Palm Beach, Florida, to establish

a branch located at 450 North Pine Island Road, Plantation,

Florida.

07/28/2000*

Branch The Bank, Warrior, Alabama, to establish a branch located at the

intersection of County Highways 30A and 393, Santa Rosa

Beach, Florida.

07/31/2000*

Branch The Bank, Warrior, Alabama, to establish a branch located at the

intersection of Jinks Avenue and 19th Street, Panama City,

Florida.

07/31/2000*

Branch The Bank, Warrior, Alabama, to establish a branch located at the

intersection of US Highway 98 and Henderson Beach

Boulevard, Destin, Florida.

07/31/2000*

*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

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

318835 Terrace Bank of Florida

Post Office Box 16828

Tampa, Florida

3/27/2000 07/13/2000 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, July 15, 2000

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) Heartland Bancshares, Inc., Lenox, Iowa, to acquire an

additional 62.5 percent of Union Bank of Arizona, Gilbert,

Arizona.*

Fed Reg – 07/21/2000

Newspaper – 08/01/2000

3(a)(3) Pilot Grove Savings Bank ESOP, Pilot Grove, Iowa, to acquire

100 percent of Farmers Savings Bank, Mount Pleasant, Iowa.*

Fed Reg – 07/19/2000

Newspaper – 07/15/2000

3(a)(3) Pilot Bancorp , Inc., Pilot Grove, Iowa, to acquire 100 percent of

Farmers Savings Bank, Mount Pleasant, Iowa.*

Fed Reg – 07/19/2000

Newspaper – 07/15/2000

CIC Notification by Perry B. Hansen, Douglas M. Kratz and Francis

P. McCarthy, of a Change in Control to acqure at least 50

percent of the issued and outstanding shares of Second MidAmerica Bancorp, Inc., Savanna, Illinois.

Fed Reg – 07/19/2000

Newspaper – 07/12/2000

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

2686453 Shorebank Detroit

10474 W. Jefferson Avenue

River Rouge, Michigan 48128

(313) 843-8850

11/30/1999 07/11/2000 S X

1017377 M&I Lakeview Bank

1441 N. Taylor Drive

Sheboygan, Wisconsin 53081

(920) 458-9000

01/13/2000 07/12/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, July 15, 2000

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 Notice involving Marked Tree Bancshares, Inc., Marked Tree,

Arkansas, by the L.V. Ritter Trust No. 2. (Previously submitted

during the week ending July 1, 2000)

Newspaper – 8/1/2000

Fed Reg – 7/19/2000

CIC Notice involving First Robinson Financial Corporation,

Robinson, Illinois, by First Robinson Financial Corporation

Employee Stock Ownership Plan, Robinson, Illinois.

Newspaper – N/Avail.

Fed Reg – 8/7/2000

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)(5)(C) Notice by WestTenn Bancorp, Inc., Jackson, Tennessee, to

acquire Bank of Jackson, Jackson, Tennessee.
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, July 15, 2000

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)(5) Dacotah Banks, Inc., Aberdeen, South Dakota, proposes to

acquire 100% of Bowbells Holding Company, Inc., Bowbells,

North Dakota.*

Fed Reg – 08/11/2000

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(3) S & C Banco, Inc., New Richmond, Wisconsin, proposes to

acquire 100% of the voting shares of S & C Bank, Minnesota,

Almelund, Minnesota.*
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

390859 M&I Community State Bank

Eau Claire, Wisconsin

03/27/2000 07/11/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, July 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) / 4(c)(8) Commerce Financial Corporation, ESOP, Topeka, Kansas, for

prior approval to become a bank holding company through the

acquisition of at least 25 percent of the voting shares of

Commerce Financial Corporation, Topeka, Kansas, and thereby,

indirectly acquire Commerce Bank and Trust, Topeka, Kansas.

Also to acquire Financial Institution Technologies, Topeka,

Kansas, and thereby, indirectly engage in data processing

activities.

Newspaper – N/Avail

FedReg – N/Avail

3(a)(1) Advantage Bancorp, Inc., Woodbury, Minnesota, for prior

approval to acquire 100 percent of the voting shares of

Advantage Bank, Loveland, Colorado.

Newspaper – N/Avail

FedReg – N/Avail

4(c)(8) Commerce Financial Corporation, Topeka, Kansas, for prior

approval to increase its investment, to 29.03 percent, of

Financial Institution Technologies, Topeka, Kansas, and

thereby, continue to engage in data processing activities.

Newspaper – N/Avail

FedReg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

S/R Commerce Financial Corporation, Topeka, Kansas, for prior

approval to redeem 22,262 shares of its own voting common

stock.

S/R Doniphan Bancshares, Doniphan, Nebraska, for prior approval

to redeem 573.6 shares of its own common voting and 5081.2

shares of its own common non-voting stock.

Premises Morris State Bank, Morris, Oklahoma, for prior approval to

invest in bank premises.

Member Rocky Ford National Bank, Rocky Ford, Colorado, for prior

approval to remain a member of the Federal Reserve System

following its conversion to a state chartered institution. Name

will change to Community Bank - Rocky Ford.

Member Premier Bank, Denver, Colorado, for prior approval 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

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, July 15, 2000

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 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, July 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Westamerica Bank, San Rafael, California, to establish a branch

office at 5858 Horton Street, Suite 150, Emeryville, California. *

Newspaper - 07/20/2000

* 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)(5) Wells Fargo & Company, San Francisco, California, to acquire

First Security Corporation, Salt Lake City, Utah, and thereby

indirectly acquire their bank subsidiaries. *

Newspaper - 07/31/2000

N/A

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Wells Fargo & Company, San Francisco, California, to acquire

First Security Corporation, Salt Lake City, Utah, and thereby

engage in nonbanking subsidiaries.

N/A

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

Type Application

4(c)(8) Wells Fargo & Company to acquire Charter Financial, Inc., New

York, New York.
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(5)(C) Sonoma Valley Bancorp to become a bank holding company by

acquiring Sonoma Valley Bank, both of Sonoma, California.

3(a)(5)(C) NCAL Bancorp to become a bank holding company by

acquiring National Bank of California, both of Los Angeles,

California.

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

877369 Valley Independent Bank

1498 Main Street

El Centro, California 92243

(760) 352-5000

01/22/2000 07/11/2000 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