Federal Reserve Bank of Richmond

= New:
Notice Only
Application mt P ng_Di
Atlantic Bank, Ocean City, Maryland,
to establish a branch in the Wal-Mart
SuperCenter at 2132 Old Snow Hill Road,
Pocomoke, Maryland.* 3-8-97

Section II - Applications Subject to Both
FN ind_ Fede: Ri

NationsBank Corporation, Charlotte, North
Carolina, and its subsidiary, NB Holdings
Corporation, Charlotte, North Carolina, to
continue to retain in a fiduciary capacity,
through the trust departments of their sub-
sidiary banks, NationsBank, National Associa-
tion, Charlotte, North Carolina, and Nations-
Bank of Texas, National Association, Dallas,
Texas, directly or indirectly more than 5%

of the outstanding shares of voting stock of
the following: Calvin B. Taylor Bankshares,
Inc., Berlin, Maryland, and its wholly owned
subsidiary bank; First Perry Bancorp, Inc.,
Pinckneyville, Illinois, and its wholly

owned subsidiary bank; The First National
Bank in Falfurrias, Falfurrias, Texas; First
National Security Company, De Queen, Arkansas,
and its six wholly-owned subsidiary banks;
First National Bancshares of Hempstead County,
Inc., Hope, Arkansas, and its three wholly
owned subsidiary banks.* 3-14-97%*

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



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to
Newspaper Notice Onl

Comment Period

Application Ending Date
Bay Bankcorp, Inc., Gladstone, Michigan, for prior February 25, 1997

approval to become a bank holding company through
the acquisition of 100% of the voting shares of baybank,

Gladstone, Michigan.
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both
Newspaper and Federal Register Notice
Comment Period

Application Ending Date
TCF Colorado Corporation, Englewood, Colorado March 14, 1997
for prior approval to become a bank holding company (Federal Register)

through the acquisition of 100% of the voting shares
of TCF National Bank Colorado, Englewood, Colorado. *

TCF National Bank Minnesota, Minneapolis, Minnesota March 14, 1997
for prior approval to become a bank holding company (Federal Register)
through the acquisition of 100% of the voting shares of

each of the following: TCF National Bank Illinois. Chicago,

Illinois and TCF Nationa! Bank Wisconsin, Milwaukee, Wisconsin.*

Great Lakes National Bank Michigan, Ann Arbor, Michigan March 14, 1997
for prior approval to become a bank holding company (Federal Register)
through the acquisition of 100% of the voting shares of

Great Lakes National Bank Ohio, Hamilton, Ohio. *

TCF Financial Corporation, Minneapolis, Minnesota March 14, 1997
for prior approval to become a bank holding company (Federal Register)
through the acquisition of 100% of the voting shares

of each of the following: TCF National Bank Minnesota.
Minneapolis, Minnesota, TCF National Bank Hlinois, Chicago,
Illinois, Great Lakes National Bank Ohio, Hamilton. Ohio,

TCF National Bank Colorado, Englewood, Colorado, TCF
National Bank Wisconsin, Milwaukee, Wisconsin, Great Lakes
National Bank Michigan, Ann Arbor, Michigan and, TCF Color
Corporation, Englewood, Colorado. *

The Winton Jones Revocable Trust of 1997, and Carl Jones, Not yet available
Christopher Jones, and Richard McMahon as trustees to acquire

control of 100% of the voting preferred shares of Anchor Bancorp, Inc.,

Wayzata, Minnesota.

* Subject to CRA



Federal Reserve Bank of Chicago

Secti - Examinations Scl
cont’d

44.
45.
46.
47.
48.
49.
50.
Sl.
52.
53.
54.
55.
56.
357.
58.
59.

61.
62.
63.

65.

Fort Madison Bank and Trust Co.
Bank of Lakeview

Midwest Guaranty Bank
Chemical Bank and Trust Company
Old Kent Bank

Byron Center State Bank
Grayling State Bank

Valley Ridge Bank

Chelsea State Bank

Tri-County Bank

Chemical Bank Michigan

M&I Central Bank & Trust

M&I First American Bank

M&I Bank-South Central
Farmers & Merchants Bank of Orfordville
M&I Bank of Menomonee Falls
M&I Northern Bank

Baylake Bank

Fortress Bank of Westby

First Banking Center-Burlington
M&I Bank of Janesville

Firstar Bank Wisconsin

Fort Madison, Iowa
Lakeview, Michigan
Troy, Michigan
Midland, Michigan
Grand Rapids, Michigan
Byron Center, Michigan
Grayling, Michigan
Kent City, Michigan
Chelsea, Michigan
Brown City, Michigan
Clare, Michigan
Marshfield, Wisconsin
Wausau, Wisconsin
Watertown, Wisconsin
Orfordville, Wisconsin
Menomonee Falls, Wisconsin
Brookfield, Wisconsin
Sturgeon Bay, Wisconsin
Westby, Wisconsin
Burlington, Wisconsin
Janesville, Wisconsin
Madison, Wisconsin



iE: - TI

OR NEWSPAPER NOTICE
APPLICATION
None.
ECTI V - AVAILABILI iF Pl EVALUATI

Identification of Ratings

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

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

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

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

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

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

CRA Public CRA
Bank/Location Exam Date Date tins

None.



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION I- APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER
NOTICE ONLY

NONE

SECTION IL- APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER
AND FEDERAL REGISTER NOTICE

Keystone Financial Inc., Harrisburg, PA to acquire 100 percent of Financial Trust Corp, Carlisle,
PA, pursuant to Section 3(a)(5) of the Bank Holding Company Act.

Newspaper comment period expires: 3/02/97
Federal Register comment period expires: N/Avail

USA BancShares, Inc., Philadelphia, PA to acquire additional shares of Regent Bancshares Corp.,
Philadelphia, PA equalling up to 9.9% of total voting shares outstanding, pursuant to Section 3(a)(3)
of the Bank Holding Company Act.

Newspaper comment period expires: 3/04/97
Federal Register comment period expires: 3/14/97

SECTION II - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL
REGISTER NOTICE ONLY

NONE

SECTION IV - APPLICATIONS RECEIVED AND NOT SUBJECT TO FEDERAL
REGISTER NOTICE OR NEWSPAPER

NONE



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

Week ending 2/14/97

Section VI_- CRA Examinations Scheduled

Pursuant to the requirements of Section 228.45 Regulation BB (Community Reinvestment
Act or CRA), the following is a tentative schedule of CRA examinations planned for the
second quarter of 1997. The data are being provided for your information should ‘you
wish to share comments with this Reserve Bank regarding the CRA performance of a
scheduled bank's examination.

Examinations may have to be rescheduled during the calendar quarter in which they are
designated to begin. If an institution's examination is rescheduled for a date later
than the end of the date range reflected in a published schedule, the institution's
name will be republished in an appropriate later listing. Any comments received as a
result of either the first publication or subsequent publications will be considered
during the examination. Written comments should be directed to W. Gordon Smith at the
Federal Reserve Bank of San Francisco, Division of Banking Supervision and Regulation
(MS 620), 101 Market Street, San Francisco, California 94105.

Name City State
American Pacific State Bank Sherman Oaks California
Bank of Lake County Lakeport California
California United Bank Encino California
First Utah Bank Salt Lake City Utah
Garfield Bank Montebello California

Guardian State Bank

Home Valley Bank

Humboldt Bank

Ireland Bank

Liberty Bank

Oregon Pacific Banking Company
Santa Barbara Bank & Trust
Silicon Valley Bank
Southern California Bank
Sun City Bank, The

Tehama County Bank

Utah Independent Bank
Valley Bank of Arizona
Verdugo Banking Company

Salt Lake City
Cave Junction
Eureka

Malad City
South San Francisco
Florence

Santa Barbara
San Jose
Anaheim

Sun City

Red Bluff
Salina

Phoenix
Glendale

Utah
Oregon
California
Idaho
California
Oregon
California
California
California
Arizona
California
Utah
Arizona
California


FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 2/14/97

= icati Ne r
Application Period Endin
Valley Community Bank, Encino, California, to Newspaper: Not available

become a member of the Federal Reserve System. *

Section I] - Applications Subject to Both

Ww 1 ister Noti
U.S. Bancorp, Portland, Oregoon, to acquire Newspaper: Not available
Business & Professional Bank, Woodland,
California. * Fed. Reg.: 3/03/97
i lication i Feder ister On]

None

Section IV_- Applications Not Subject to Federal Register Notice
: or Newspaper Notice (Cont'd. )

Humboldt Bank, Eureka, California, to invest $2 million in the common stock of Bancorp
Financial Services, Inc., Sacramento, California.

* Subject to CRA.



SECTION VI_- NATION: ED (2nd Qtr. 1997)

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

Bank

Community Bank
Katy, Texas
789257

Silsbee State Bank
Silsbee, Texas
404569

Texas State Bank
McAllen, Texas
1017658

Western Bank
Lordsburg, New Mexico
723653



Secti 7 lications Subj N Notice 0
licati C Period Ending
1st United Bank 02-24-97
Boca Raton, Florida

To merge with Island National Bank and Trust Company, Palm Beach, Florida, pursuant to
Section 18(c) of the Federal Reserve Act.

AmSouth Bank of Tennessee 02-20-97
Chattanooga, Tennessee
To establish a branch office located at 7604 Highway 70 South, Nashville, Tennessee.

Section 2 - lications Subj B
WS] T an Register Noti
licati e! ‘iod in,
The First Corporation 02-20-97
Opelika, Alabama Newspaper

After-the-fact change in control by Joseph Lowrie Dean, Jr., to retain 132.68 percent of the
outstanding shares of common stock.

1st United Bancorp 03-14-97
Boca Raton, Florida Federal Register
To acquire Island National Bank and Trust Company, Palm Beach, Florida.

ti - Ay ti ul
Application Comment Period Ending Date
None.
Section 4 - Applications Not Subject to
1 Registei ice i
licati
None.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject

to Federal Register Notice Only

Comment Period

Application Ending Date
TCF Financial Corporation, Minneapolis, Minnesota March 14, 1997

to engage in securities brokerage and investment
advisory activities through the acquisition of TCF
Securities, Inc., St. Paul, Minnesota.

Community First Bankshares, Inc., Fargo, North Dakota Not yet available
to engage de novo in leasing personal or real property.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to
Federal Register Notice or Newspaper Notice

Application

NONE.



H.2

FEBRUARY 10, 1997 TO FEBRUARY 15, 1997

PAGE 5

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

COMPETITIVE FACTORS REPORTS

St. Louis

Dallas

Minneapolis

Atlanta

Richmond

St. Louis

St. Louis

AmBank Illinois, National Association, Robinson,
Illinois, proposed merger with AmBank Illinois,
Casey, Illinois -- report on competitive factors.

Submitted, February 10, 1997.

Bank of Barnwell County, Barnwell, South Carolina,
proposed purchase of certain assets and assumption
of certain liabilities of the Barnwell, Blackville,
Salley, Springfield, and Williston branches of
Carolina First Bank, Greenville, South Carolina --
report on competitive factors.

Submitted, February 11, 1997.

BayBank, Gladstone, Michigan, proposed merger with
Bay Interim Bank -- report on competitive factors.
Submitted, February 14, 1997.

Citizens Bank, Carthage, Tennessee, proposed purchase
of certain assets and assumption of certain
liabilities of the branch in Sparta of Trans
Financial Bank Tennessee, N.A., Cookevile,
Tennessee -- report on competitive factors.

Submitted, February 12, 1997.

Farmers & Merchants Bank, Granite Quarry, North
Carolina, proposed purchase of certain assets and
assumption of certain liabilities of the Rockwell,
branch of First Union National Bank of North
Carolina, Charlotte, North Carolina -- report on
competitive factors.

Submitted, February 12, 1997.

First National Bank of Mitchell, Mitchell, Indiana,
proposed merger with Union National Bank -- report
on competitive factors.

Submitted, February 13, 1997.

First South Bank, Bolivar, Tennessee, proposed
purchase of assets and assumption of liabilities of
the Brownsville, Tennessee, branch of National Bank
of Commerce, Memphis, Tennessee -- report on
competitive factors.

Submitted, February 14, 1997.



Federal Reserve Bank of Chicago

Section V - Availability of CRA Public Evaluati
cont’d

BANK NAME/LOCATION -—_EXAMINATIONDATE —_—_s RATINGS

F&M Bank-Winnebago County

124 East Main Street

P.O. Box 501

Omro, Wisconsin 54963-0501 10/15/96 Ss

Rolling Hills Bank & Trust

1307 East 7th Street

Atlantic, Iowa 50022

(712) 243-2244 10/22/96 ie)



Federal Reserve Bank of Richmond

Licati iod Engi

Crestar Financial Corporation, Richmond,

Virginia, to engage de novo through its

subsidiary, Crestar Securities Corporation,

Richmond, Virginia, in underwriting and

dealing in certain bank-ineligible

securities acting as agent in the private

placement of all types of securities; and

buying and selling all types of securities

on the order of customers as riskless principal. 3-5-97**

Section IV - Application Not Subject to

Federal Register Notice or Newspaper Notice



Recently Approved Applications Approval Date

Synous Financial Corp. 02-11-97
Columbus, Georgia

Notification by Synovus Financial Corp. and its parent company, TB&C Bancshares, Inc.,
Columbus, Georgia, to invest, along with its nonbank subsidiaries, Total System Services, Inc.,
and Vital Processing Services, L.L.C., both of Columbus, Georgia, in a joint venture, Golden
Retriever Systems, L.L.C., Chandler, Arizona, and thereby engage in data processing activities,
pursuant to Section 225.25(b)(7) of Regulation Y and Section 4(c)(8) of the Bank Holding
Company Act.



Federal Reserve Bank of Richmond

Section VI_- CRA Examinations Scheduled for Second Quarter of 1997

Examinations may have to be rescheduled during the calendar quarter in which
they are designated to begin. If an institution's examination is rescheduled
for a date later than the end of the date range reflected in published schedule,
the institution's name will be republished in an appropriate later listing.

Any comments received as a result of either the first publication or subsequent
publications will be considered during the examination.

Commercial and Farmers Bank, Ellicott City, Maryland
FCNB Bank, Frederick, Maryland

Big Stone Gap Bank and Trust Company, Big Stone, Virginia
Union Bank and Trust Company, Bowling Green, Virginia
Bank of Hampton Roads, Chesapeake, Virginia

Bank of Marion, Marion, Virginia

Bank of McKenney, McKenney, Virginia

Heritage Bank, Norfolk, Virginia

First Sentinel Bank, Richlands, Virginia

The CommonWealth Bank, Richmond, Virginia
Consolidated Bank Trust Company, Richmond, Virginia
Prosperity Bank & Trust Company, Springfield, Virginia
Marathon Bank, Stephens City, Virginia

Northern Neck State Bank, Warsaw, Virginia

Peoples State Bank, Inc., Clarksburg, West Virginia



Federal Reserve Bank of Chicago

VI - CRA Examinati

led

The following state member banks are tentatively scheduled for a CRA examination during the second quarter of
1997. Examinations may have to be rescheduled during the calendar quarter in which they are designated to
begin. If an institution’s examination is scheduled for a date later than the end of the date range reflected in a
published schedule, the institution’s name will be republished in an appropriate later listing. Any comments

received as a result of either the first publication or subsequent publications will be considered during the
examination.

CRONAMWRYNE

Bank One, Champaign-Urbana

Bank One, Springfield

Old Kent Bank

Pullman Bank and Trust Company
First Bank South

LaSalle Bank Illinois

Bank of America Illinois

The First Commercial Bank

First State Bank of Maple Park
North Shore Community Bank and Trust
The State Bank of Geneva

NAB Bank

Farmers State Bank of Western Illinois
First Bank North

Union Bank Sandwich

First Security Bank of Cary-Grove
Kansas State Bank

UnionBank

The Farmers Bank of Mt. Pulaski
The Northern Trust Company

Parish Bank and Trust Company

1st Source Bank

Central Bank

The Farmers State Bank

Community State Bank

Hendricks County Bank and Trust Company
The Friendship State Bank

First State Bank of Porter

Bank of Geneva

The Fifth Third Bank of Central Indiana
Peoples Bank and Trust Company
The Security Trust & Savings Bank
lowa State Bank

Jowa Trust & Savings Bank

Cedar Valley State Bank

Quad City Bank and Trust Company
Security Savings Bank

Clear Lake Bank and Trust Company
American Trust & Savings Bank
Mercantile Bank of Western Iowa
Titonka Savings Bank

Security Trust & Savings Bank

St. Ansgar State Bank

Champaign, Illinois
Springfield, Illinois
Elmhurst, Illinois
Chicago, Illinois
Dixon, Illinois
Franklin Park, Illinois
Chicago, Illinois
Chicago, Illinois
Maple Park, Illinois
Wilmette, Illinois
Geneva, Illinois
Chicago, Illinois
New Windsor, Illinois
Freeport, Illinois
Sandwich, Illinois
Cary, Illinois
Kansas, Illinois
Streator, Ilinois
Mount Pulaski, Illinois
Chicago, Illinois
Momence, Illinois
South Bend, Indiana
Russiaville, Indiana
Brookston, Indiana
Avilla, Indiana
Brownsburg, Indiana
Friendship, Indiana
Porter, Indiana
Geneva, Indiana
Indianapolis, Indiana
Sunman, Indiana
Shenandoah, Iowa
Sheldon, Iowa
Emmetsburg, Iowa
Saint Ansgar, lowa
Bettendorf, Iowa
Farnhamville, lowa
Clear Lake, lowa
Dubuque, Iowa

Des Moines, lowa
Titonka, lowa
Storm Lake, lowa
Saint Ansgar, lowa



AVAILABILITY OF CRA PUBLIC EVALUATIONS
(February 14, 1997)

The following state member banks have been examined by the Federal Reserve Bank of
Cleveland for compliance with The Community Reinvestment Act. A public evaluation document
became available from the bank(s) listed below during the week ended February 14, 1997. If you
are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly.

There are four descriptive ratings for CRA:

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

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

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

SUBSTANTIAL NON COMPLIANCE: a bank in this group has a substantially deficient
record of ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

Provident Bank of Kentucky
3701 Alexandria Pike

Cold Spring, KY 41076
Rating: Outstanding

Exam Date: 10-15-96
Disclosure Date: 2-13-97
RSSD #: 943518



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

TIO - APP’ T
NEWSPAPER NOTICE ONLY
Application Comment Period Ending Date
NONE
NII - L T
R TE
Application Comment Period Ending Date.
NONE
III - LICA’
FEDE TER Li
Application Comment Period Ending Date
NONE
NIV - T bu
ED. T I
Appli .
NONE
T = AVAIL I VALUAT
I . . . jo a ae
NONE
T = INATIOI

Examinations may have to be rescheduled during the calendar quarter in which
they are designated to begin. If an institution’s examination is rescheduled
for a date later than the end of the date range reflected in a published
schedule, the institution’s name will be republished in an appropriate later

listing. Any comments received as a result of either the first publication or
subsequent publications will be considered during the examination.



Federal Reserve Bank of Chicago

Section IV - Applicati i ist

Type Application

ROS-HC Anchor Bancorporation, Inc.
Farmer City, Illinois
To redeem 105 shares of outstanding shares



Federal Reserve Bank of Chicago

Section Il - Applications Subj Both N 1 Federal

Register Notice cont’d
Comment
Period
3(a)(1) Pioneer Bancorp, Inc.* FR - 2-28-97
Auburndale, Wisconsin NP - 2-24-97
Pioneer State Bank
Auburndale, Wisconsin
3¢a)(1) Brickyard Bancorp, Inc.* FR - 2-14-97
Northbrook, Illinois NP - 2-18-97
Sysco Financial, Inc.
Lincolnwood, Illinois
Brickyard Bank
Lincolnwood, Illinois
3(a)(3) Firstbank of Illinois Co.* FR - 2-14-97
Springfield, Illinois NP - 2-3-97
BanCentral Corporation
Champaign, Illinois
Central National Bank of Mattoon
Mattoon, Illinois
3(a)(1) First Equity Corp.* FR - 2-27-97
Skokie, Illinois NP - 3-10-97
1st Equity Bank
Skokie, Illinois (in organization)
3(a)(1) Bando McGlocklin Capital Corporation* FR - 12-27-96
Pewaukee, Wisconsin NP - 12-23-96
InvestorsBank
Pewaukee, Wisconsin (in organization)
3(a)(1) FBIC Subsidiary, Inc.* FR - 2-14-97
Springfield, Mlinois NP - 2-3-97

BanCentral Corporation
Champaign, Illinois

Central National Bank of Mattoon
Mattoon, Illinois



H.2

FEBRUARY 10, 1997 TO FEBRUARY 15, 1997

PAGE 7

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

Republic Bank, St. Petersburg, Florida, proposed
acquisition of the assets and assumption of the
liabilities of Firststate Financial, F.A., Orlando,
Florida -- report on competitive factors.

Submitted, February 12, 1997.

Sun National Bank, Vineland, New Jersey -- proposed
acquisition of the assets and assumption of the
liabilities of four branches of First Union
National Bank, Avondale, Pennsylvania -- report on
competitive factors.

Submitted, February 12, 1997.

COMPETITIVE FACTORS REPORTS
Atlanta
Philadelphia
Chicago

Kansas City

EXTENSIONS OF TIME

Chicago

Boston

Boston

Richmond

Today's Bank East, Freeport, Illinois, proposed
merger with Today's Financial Services, Inc. and
Today's Trust Company -- report on competitive
factors.

Submitted, February 12, 1997.

Tri State National Bank, Blanchard, Oklahoma,
proposed merger with First National Bank of Tuttle,
Tuttle, Oklahoma -- report on competitive factors.

Submitted, February 11, 1997.

Adair Insurance Agency, Inc., Adair, Iowa --
extension to April 9, 1997, to redeem shares.
Granted, February 14, 1997.

Assabet Valley Bancorp, Hudson, Massachusetts --
extension to acquire Hudson Savings Bank.
Granted, February 14, 1997.

Bank of Boston Corporation, Boston, Massachusetts --
extension to engage in underwriting and dealing in
debt and equity securities through BancBoston
Securities, Inc.

Granted, February 11, 1997.

FCBN Bank, Frederick, Maryland -- extension to
June 9, 1997, to merge with Elkridge Bank,
Elkridge, Maryland.

Granted, February 13, 1997.



H.2

FEBRUARY 10, 1997 TO FEBRUARY 15, 1997

PAGE 6

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

COMPETITIVE FACTORS REPORTS

Dallas

Chicago

Chicago

San francisco

Kansas city

Atlanta

Atlanta

First State Bank of Avinger, Avinger, Texas, proposed
merger with New Avinger, Inc. -- report on
competitive factors.

Submitted, February 14, 1997.

Greensburg Savings and Loan Association, Greensburg,
Indiana, proposed merger with First Federal Savings
and Loan Association of Greensburg -- report on
competitive factors.

Submitted, February 12, 1997.

Mound City Bank, Platteville, Wisconsin, proposed
merger with New Mound City Bank -- report on
competitive factors.

Submitted, February 12, 1997.

New Lompoc, Inc., Lompoc, California, proposed merger
with First Valley Bank -- report on competitive
factors.

Submitted, February 12, 1997.

Pony Express Community Bank, St. Joseph, Missouri,
proposed acquisition of the assets and assumption
of the liabilities of the Hunter, Kansas, branch of
Interstate Bank, Wakeeney, Kansas -- report on
competitive factors.

Submitted, February 12, 1997.

Regions Bank of Louisiana, Baton Rouge, Louisiana -~
proposed acquisition of the assets and assumption
of the liabilities of West Carroll National Bank of
Oak Grove, Oak Grove, Louisiana -- report on
competitive factors.

Submitted, February 12, 1997.

Regions Bank of Louisiana, Baton Rouge, Louisiana,
proposed acquisition of the assets and assumption
of the liabilities of Gulf South Bank and Trust
Company, Gretna, Louisiana -- report on competitive
factors.

Submitted, February 12, 1997.



FEDERAL RESERVE BANK
OF CLEVELAND
P. O. Box 6387
Cleveland, Ohio 44101-1387

CRA Examinations Scheduled
Second Quarter 1997

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

subsequent publications will be considered during the examination.

Fifth Third Bank of Southern Ohio
100 South High Street
Hillsboro, OH 45133-0910

The Savings Bank & Trust Company
P. O. Box 108
Orrville, OH 44667-0108

Somerset Trust Company
P. O. Box 777
Somerset, PA 15501-0777

The Ohio Bank
P. O. Box 300
Findlay, OH 45839-0300

The Croghan Colonial Bank
323 Croghan Street
Fremont, OH 43420

The Citizens Commercial Bank & Trust Co.

P. O. Box 170
Celina, OH 45822

The Commercial Bank
P. O. Box 429
Delphos, OH 45833

The Exchange Bank
P. O. Box 129
Luckey, OH 43443-0129

Apollo Trust Company
201 North Warren Avenue
Apollo, PA 15613-0247

The Marblehead Bank
709 West Main Street
Marblehead, OH 43440

The Ottoville Bank Company
P. O. Box 459
Ottoville, OH 45876

Ohio Heritage Bank
P. O. Box 1590
Coshocton, OH 43812



H.2 ADDITIONS AND CORRECTIONS
FEBRUARY 10, 1997 TO FEBRUARY 15, 1997
PAGE 9

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

SOMPETITIVE FACTORS REPORTS

Dallas Guaranty Bank & Trust Company, Gatesville, Texas --
proposed acquisition of the assets and assumption
of the liabilities of the branch of Pacific
Southwest Bank, Corpus Christi, at 116 South Bell
Street, Hamilton, Texas -- report on competitive
factors.

Submitted, February 4, 1997.

INTERNATIONAL OPERATIONS

Richmond First Fidelity International Bank, New York, New York
-- to amend its Articles of Association.
Approved, February 5, 1997.



Examinations may have to be rescheduled during the calendar quarter in which they are designated
to begin. If an institution’s examination 1s rescheduled for a date later than the end of the date
range reflected in a published scheduie, the institution’s name will be republished in an
appropriate {ater listing. Any comments received as a result of either the first publication or
subsequent publications will be considered during the examination.

Citizens Trust Bank, Atlanta, Georgia

Independent Bank of Ocala, Ocala, Florida

First Navy Bank, Pensacola, Florida

Aliant Bank, Alexandria, Alabama

Coconut Grove Bank, Miami, Florida

Republic Security Bank, West Palm Beach, Florida

First Bank & Trust Company of Tennessee, Johnson City, Tennessee
Levy County State Bank, Chiefland, Florida

West Coast Bank, Sarasota, Florida

Compass Bank, Birmingham, Alabama

Compass Bank, Jacksonville, Florida

Columbia Bank, Tampa, Florida

Bank at Ormond by-the-Sea, Ormond Beach, Florida

Indian Rocks State Bank, Indian Rocks Beach, Florida

Bank of St. Petersburg, St. Petersburg, Florida

Symrna Bank & Trust Company, Symrna, Georgia

Southeastern Bank of Florida, Alachua, Florida

First Central Bank, St. Petersburg, Florida

Family Bank, Hallandale, Florida

Bank of Alabama, Birmingham, Alabama

First Independence Bank of Florida, Fort Myers, Florida
PanAmerican Bank, Miami, Florida

Mobile County Bank, Grand Bay, Alabama

Merchants & Farmers Bank of Greene County, Eutaw, Alabama
First American Bank of Indian River County, Vero Beach, Florida



ANNOUNCEMENT H.2, 1997, No. 7
Actions of the Board, its Staff, and

BOARD OF GOVERNORS the Federal Reserve Banks;
OF THE Applications and Reports Received
FEDERAL RESERVE SYSTEM During the Week Ending February 15, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

TESTIMONY AND STATEMENTS

Financial modernization -- statement by Chairman
Greenspan before the Subcommittee on Financial
Institutions and Consumer Credit of the House
Committee on Banking and Financial Services,
February 13, 1997.

Published, February 13, 1997.

BANK HOLDING COMPANIES

Bank of New York Company, Inc., New York, New York --
to expand the activities of its section 20
subsidiary, BNY Capital Markets, Inc., to include
limited underwriting and dealing in all types of
debt and equity securities.

Permitted, February 12, 1997,

ENFORCEMENT

Asahi Bank, Ltd., Tokyo, Japan, and the Asahi Bank,
Ltd., branch in New York -- order of assessment of
a civil money penalty of $5 million against the
bank and the branch, and jeint issuance with the
New York State Banking Department of a cease and
desist order against the bank and the branch.

Announced, February 13, 1997.

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

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

BANK BRANCHES, DOMESTIC

New York European American Bank, New York, New York -- to
establish an in-store full service branch in a
Wal-Mart Store at 161 Centereach Mall, Centereach,
New York.
Approved, February 11, 1997.

Minneapolis Security State Bank & Trust Company, Polson,
Montana -- to establish a branch in Polson.
Approved, February 12, 1997.



Bn

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

*Application is subject to CRA.



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

Ending Date
SECTION I

Applications Subject to Newspaper
Notice O

The Chase Manhattan Bank, New York, New York, to established
a branch at Ciba Specialt; y Chemicals, 540 White Plains Road,
Tarrytown, New York._L 03/10/97
SECTION I

Applications Subject to Both
Newspaper and Federal Register Noti

Application by BanPonce Corporation, Hato Rey, Puerto Rico,

Popular International Bank, Inc., Hato Rey, Puerto Rico, and

BanPonce Financial Corp., Wilmington, Delaware, to acquire

100 percent of the voting shares of National Bancorp., Streamwood,

Illinois, a bank holding company with respect to AmericanMidwest

Bank and Trust, Melrose Park, Illinois. 1/ 03/19/97 3/

SECTION II

Nonbanking Applications
(subject to Federal Register Notice Only )

None.
Ss) TON IV
Applications Not Involving
Public Comment
None.

SECTION V
vailability of CRA Public Evaluations

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

Outstanding record of meeting community credit needs.

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

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

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

Satisfactory record of meeting community credit needs.

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



The Federal Reserve Bank of Boston does not have any institutions scheduled tc
be examined for CRA during the second quarter of 1997.

*Subject to CRA.

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



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section VI - CRA Examinations
Scheduled to Begin in the Period April 1, 1997 - June 30, 1997

Examinations may have to be rescheduled during the calendar quarter in which they are designed to
begin. If an institution's examination is rescheduled for a date later than the end of the date range
reflected in a published schedule, the institution's name will be republished in an appropriate later listing.
Any comments received as a result of either the first publication or subsequent publications will be
considered during the examination. Written comments regarding the CRA performance of these
institutions should be directed to Ms. Jacquelyn Brunmeier at the Federal Reserve Bank of Minneapolis,
Banking Supervision Department, P.O. Box 291, Minneapolis, MN 55480-0291.

Bank Name City State
Farmers State Bank of Madelia, Inc. Madelia Minnesota
Pioneer Bank Mapleton Minnesota
First State Bank of Rushmore Rushmore Minnesota
Citizens State Bank of St. James St. James Minnesota
Liberty State Bank St. Paul Minnesota
Victoria State Bank Victoria Minnesota
Wadena State Bank Wadena Minnesota
Welcome State Bank Welcome Minnesota
Farmers State Bank of West Concord West Concord Minnesota
Cheyenne Western Bank Ashland Montana
Citizens Bank & Trust Company Big Timber Montana
Stockmens Bank Cascade Montana
Farmers State Bank of Montana Conrad Montana
Farmers State Bank of Denton Denton Montana
First Community Bank Glasgow Montana
Flint Creek Valley Bank Philipsburg Montana
Valley Bank of Ronan Ronan Montana
Security State Bank of Edgeley Edgeley North Dakota
First Western Bank & Trust Minot North Dakota
Farmers State Bank Faith South Dakota
Dacotah Bank Mobridge South Dakota
M & I Bank of Eagle River Eagle River Wisconsin

M & I Bank, Ashland Ashland Wisconsin

M & I Community State Bank Eau Claire Wisconsin

M & I Bank of La Crosse La Crosse Wisconsin

M & I Citizens American Bank Merrill Wisconsin

M & I Merchants Bank Rhinelander Wisconsin

M &I Bank Superior Wisconsin

F&M Bank - Lakeland Woodruff Wisconsin



Type
4(C)(8)

4(©)(8)

4()(8)

48)

Federal Reserve Bank of Chicago

Section III - Applications Subject to Federal Register
Notic = ,

Comment
Period
Application Ending Date

Stichting Prioriteit ABN AMRO Holding FR - 3-4-97
Amsterdam, The Netherlands

Standard Federal Bancorporation, Inc.

Troy, Michigan

Standard Federal Bank

Troy, Michigan

Standard Brokerage Services, Inc

Troy, Michigan

ABN AMRO Holding, N.V. FR - 3-4-97
Amsterdam, The Netherlands

Standard Federal Bancorporation, Inc.

Troy, Michigan

Standard Federal Bank

Troy, Michigan

Standard Brokerage Services, Inc

Troy, Michigan

ABN AMRO North America, Inc., FR - 3-4-97
Chicago, Illinois

Standard Federal Bancorporation, Inc.

Troy, Michigan

Standard Federal Bank

Troy, Michigan

Standard Brokerage Services, Inc

Troy, Michigan

Bando McGlocklin Capital Corporation FR - 12-27-96
Pewaukee, Wisconsin

Bando McGlocklin Investment Corporation

Pewaukee, Wisconsin

Bando McGlocklin Small Business Lending Company

Pewaukee, Wisconsin



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN

APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF FEBRUARY 10, 1997

NOTICE ONLY
PPLICAT NOTICE EXP
None.
L- T. T
NEWSPAPER AND FEDERAL REGISTER NOTICE
AP. iT ** NOTICE EXP

Change in Control Notice by

Clyde Crews, as trustee, San Antonio,

TX, to acquire an interest in

InterContinental Bank Shares Corporation,

San Antonio, TX N/A

*Section 3(a)(1) application by

ANB Bancshares, Inc., Gonzales, TX, to

acquire ANB Nevada Group, Inc., Carson

City, NV, and American National Bank,

Gonzales, TX N/A

*Section 3(a)(1) application by

ANB Nevada Group, Inc., Carson City. NV,

to acquire American National Bank,

Gonzales, TX N/A

Change in Control Notice by

Cecil R. Simmons, trustee, San Benito, TX,

to acquire an interest in First San Benito

Bancshares, Inc., San Benito, TX N/A

*Section 3(a)(1) application by

Eagle Bancshares, Inc., Fairfield, TX, to

acquire Fairfield Holdings, Inc., Fairfield,

TX, and First National Bank of Fairfield,

Fairfield, TX 97/03/01
(Previously reported during the week of 1-27-97)



Type
4()(8)

4(C)(8)

4(©)(8)

4(c)(8)

4(€)(8)

Federal Reserve Bank of Chicago

Section III - Applications Subject to F Regi
Notice Only

wae

Vermilion Bancorp, Inc.

Danville, Illinois
To engage de novo in the activity
of lending funds to the ESOP and making and servicing
loans.

Blackhawk Bancorp, Inc.

Beloit, Wisconsin
Midland Acceptance Corporation
Rochelle, Illinois

HPK Financial Corporation
Chicago, Illinois
Mortgage Service America, Inc.
Lombard, Illinois

Stichting Admimistratiekantoor ABN AMRO Holding
Amsterdam, The Netherlands

Standard Federal Bancorporation, Inc.

Troy, Michigan

Standard Federal Bank

Troy, Michigan

Standard Brokerage Services, Inc

Troy, Michigan

ABN AMRO Bank N.V.

Amsterdam, The Netherlands
Standard Federal Bancorporation, Inc.
Troy, Michigan
Standard Federal Bank
Troy, Michigan
Standard Brokerage Services, Inc
Troy, Michigan

Comment
Period
Ending Date

FR - 2-11-97

FR - 3-3-97

FR - 3-5-97

FR - 3-4-97

FR - 3-4-97



H.2

FEBRUARY 10, 1997 TO FEBRUARY 15, 1997

PAGE 8

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

EXTENSIONS OF TIME

Boston

INTERNATIONAL OP! TO

Director, BS&R

MEMBERSHIP

Secretary

REGULATIONS AND POLICIES

Director, C&CA

UFS Bancorp, Whitinsville, Massachusetts -- extension
to acquire UniBank For Savings.
Granted, February 14, 1997.

Morgan Guaranty International Finance Corporation,
Newark, Delaware -- request to act as a general
clearing member of the DTB Deutsche Terminborse for
certain non-clearing members of that exchange.

Granted, February 14, 1997.

Bank of Belton, Belton, South Carolina -- to become a
member of the Federal Reserve System.
Approved, February 12, 1997.

Regulation M -- request for comment on second
proposal revising official staff commentary to
implement the Consumer Leasing Act (Docket R-0961).

Approved, February 12, 1997.



Federal Reserve Bank of Richmond

Section V - Availability of CRA Public Evaluations

Week ending February 14, 1997

£ in:

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

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

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

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

in a manner

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

in a manner consistent with

Examination
——Date _
Southern Financial Bank
37 East Main Street
Warrenton, Virginia 22186-3420 10-28-96

Satisfactory



FEDERAL RESERVE BANK OF ST. LOUIS
FOR THE WEEK ENDING February 14, 1997

SECTION Y - AVAILABILITY OF CRA PUBLIC DISCLOSURES

Identification of Ratings:

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

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

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

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

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

09/26/96 Satisfactory



Federal Reserve Bank of St. Louis
FOR THE WEEK ENDING FEBRUARY 14, 1997

SECTION VI - CRA EXAMINATIONS SCHEDULED

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

Name City State
Heber Springs State Bank Heber Springs Arkansas
Arkansas Bankers Bank Little Rock Arkansas
Eagle Bank and Trust Company Little Rock Arkansas
Pulaski Bank and Trust Company Little Rock Arkansas
Citizens Bank Marion Arkansas
Farmers and Merchants Bank Prairie Grove Arkansas
First Bank of Arkansas Searcy Arkansas
First Illinois Bank East St. Louis Illinois
The State Bank of Jerseyville Jerseyville Illinois
The State Bank of Lima Lima Illinois
First State Bank of Red Bud Red Bud Illinois
Citizens State Bank of Petersburg Petersburg Indiana
Truman Bank Clayton Missouri
Bay-Hermann-Berger Bank Hermann Missouri
Peoples Bank and Trust Company of Lincoln County | Troy Missouri



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 2/14/9%

Section V - Availability of CRA Public Evaluations

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

oes j Examination_D Ratina*
Bank of Utah 2605 Washington Blvd. 10/15/96 Outstanding
PO Box 231

Ogden, Utah 84402-0231

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

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

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

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

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



Federal Reserve Bank of Chicago

Notice Only
Comment
Period
Branch 1st Source Bank NP - 2-10-97
South Bend, Indiana
2900 South State Street
St. Joseph, Michigan
3(a)(1) Notice Community Bank Corp. NP - 3-8-97
Park Ridge, Illinois
Park Ridge Community Bank

Park Ridge, Illinois

NP - Newspaper

FR - Federal Register

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



H.2

FEBRUARY 10, 1997 TO FEBRUARY 15, 1997
PAGE 4

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

Chicago La Salle State Bank, La Salle, Illinois -- to merge
with Community Bank of Utica, Illinois, and to
establish a branch at 100 Mill Street, Utica,
Illinois.

Approved, February 13, 1997.

BANKS, NONMEMBER, AND MISCELLANEOUS INSTITUTIONS

San Francisco Glendale Federal Bank, Federal Savings Bank,
Glendale, California -- request for waiver of
application to acquire Transworld Bancorp and
merger with Transworld Bank, both of Sherman Oaks,
California.

Granted, February 13, 1997.

Director, BS&R U.S. Trust Company of New Jersey -- registration as
transfer agent.
Withdrawn, February 13, 1997.

BANKS, STATE MEMBER

Director, BS&R Comerica Bank, Detroit, Michigan -- registration as
transfer agent.
Withdrawn, February 13, 1997.

CAPITAL STOCK

Chicago La Salle Bancorp, Inc. La Salle, Illinois --
redemption of shares.
Approved, February 13, 1997.

St. Louis Perry County Bancorp, Inc., Duquoin, Illinois --
redemption of shares.
Returned, February 10, 1997.

CHANGE IN BANK CONTROL

Chicago LaSalle Bancorp, Inc., La Salle, Illinois -- change
in bank control.
Permitted, February 13, 1997.

St. Louis Rosedale First National Corporation, Rosedale,
Mississippi -- change in bank control.
Permitted, February 10, 1997.



Bankers’ Bank of the West
Tri-State Bank

Eaton Bank

Bank of Colorado-Western Slope
Community Bank of Parker

Rio Blanco State Bank

Rocky Mountain State Bank
The Fidelity State Bank & Trust
Bankwest

Premier Bank

The St. Marys State Bank
Boatmen’s Bank of Southwest MO
The Heritage Bank of St. Joseph
Farmers State Bank

The Farmers State Bank & Trust
Citizens Bank

Crete State Bank

Gretna State Bank

Farmers State Bank & Trust
Havelock Bank

The Farmers Bank of Lincoin
First United Bank

State Bank

Citizens State Bank

Schuyler State Bank & Trust
Farmers State Bank of Superior
Farmers State Bank

Citizens Bank of Ardmore

The Citizens Bank of Edmond
The First Bank of Haskell

Grant County Bank

The Morris State Bank
Weleetka State Bank

Security State Bank of Basin
Oregon Trail Bank

Riverton State Bank

Sundance State Bank

Citizens Bank & Trust Co.
Union State Bank

Stockgrowers State Bank

Denver
Denver

Eaton
Grand Junction
Parker
Rangely
Rangely
Dodge City
Goodland
Lenexa
St. Marys
Carthage
St. Joseph
Stanberry
Aurora
Bancroft
Crete
Gretna
Lexington
Lincoln
Lincoln
Neligh
Palmer
Polk
Schuyler
Superior
Wallace
Ardmore
Edmond
Haskell
Medford
Morris
Weleetka
Basin
Guernsey
Riverton
Sundance
Torrington
Upton
Worland



KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED
During the week ending February 14, 1997

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY

APPLICATION COMMENT PERIOD ENDING DATE
None.
ii- TI! iT.
NEWSPAPER AND FEDERAL REGISTER NOTICE
APPLICATION Ci P ATE
Clayton L. Green, Jr., Lawton, Oklahoma, for prior February 26, 1997

approval to acquire an additional 86.25 percent of the
voting shares of B.O.E. Bancshares, Inc., Elgin,
Oklahoma.

Matthew Ley, as Trustee, for prior approval to Not Available
increase ownership interest from 2.7 percent to 40.9

percent of the voting shares of State National

Bancshares, Inc., Wayne, Nebraska.

Benedict Enslinger, Trustee; Benedict Enslinger Not Available
Revocable Trust, LaCrosse, Kansas, for prior

approval to increase ownership from 10.66 percent to

11.96 percent of the voting shares of NSB Bancshares,

Inc., LaCrosse, Kansas.

Robert S. Appel, Roger L. Reisher, and William P. Not Available
Johnson, as Trustees, all of Lakewood, Colorado, to

acquire a total of 26.8 percent of the voting shares of

FirstBank Holding Company of Colorado, Lakewood,

Colorado.

- ICA’ FE) L R E

APPLICATION PE) ND! T

None.



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

The following institutions were examined for CRA. The 30-business day period the bank has to make
the evaluation public has lapsed during the week ending February 14, 1997.

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

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

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

Substantial noncompliance in meeting community credit needs.

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

Bank/Location Examination Date CRA Rating

NONE NONE NONE



APPLICATIONS BULLETIN
(For the week ending February 15, 1997)

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
NONE

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

Received application from Banc One Corporation, Columbus, * F: March 13, 1997
Ohio, and Banc One Oklahoma Corporation, Oklahoma City,

Oklahoma, on February 5, 1997, to acquire Liberty Bancorp,

Inc., Oklahoma City, Oklahoma, and its bank and non-bank

subsidiaries.

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

NONE

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE

NONE

* ~ Subject to CRA

N - Newspaper Comment Period

F - Federal Register Comment Period

# - Expected to End 30 Days from Date of Receipt



H.2

FEBRUARY 10, 1997 TO FEBRUARY 15, 1997

PAGE 3

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

BANK HOLDING COMPANIES
Kansas City

Chicago

Atlanta

San francisco

St. Louis

BANK MERGERS

San Francisco

Platte Valley Financial Services Companies, Inc.,
Scottsbluff, Nebraska -- to acquire Platte Valley
National Banc, Inc. and Platte Valley National
Bank, Scotts Bluff, Nebraska; First Morrill Co. and
Platte Valley National Bank, Morrill, Nebraska; and
notification to continue to engage in nonbanking
activities through Platte Valley Ag Credit Co.,
Platte Valley Lending Co., Platte Valley Investment
Center and Platte Valley Mortgage Company, all of
Scottsbluff, Nebraska.

Approved, February 11, 1997.

Sycamore Bancshares, Inc., Sycamore, Illinois --
request for waiver of application to acquire
American National Bank of De Kalb.

Granted, February 10, 1997.

Synovus Financial Corp., Columbus, Georgia, TB&C
Bancshares, Inc., and their nonbank subsidiaries,
Total Systems Services, Inc., and Vital Processing
Services, L.L.C. -- to invest in a joint venture,
Golden Retriever System, L.L.C., Chandler, Arizona,
and engage in data processing services.

Permitted, February 11, 1997.

TRP Acquisition Corporation, Burr Ridge, Illinois --
to acquire Trans Pacific Bancorp, San Francisco,
California.

Approved, February 13, 1997.

Waterfield Bank Corp., Indianapolis, Indiana -~ to
acquire First National Bank of Mitchell, Mitchell,
Indiana.

Approved, February 10, 1997.

Humboldt Bank, Eureka, California -- to acquire the
Garberville branch of First Nationwide Bank, FSB,
San Francisco, California.

Approved, February 12, 1997.



Federal Reserve Bank of St. Louis

FOR THE WEEK ENDING FEBRUARY 14, 1997

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE

Application End _ of Comment Period

None.

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

Application End of Comment Period
None.

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE

Application End of Comment Period

None.

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE

Application End _ of Comment Period

None.



Federal Reserve Bank of Atlanta
Applicati in for i 7

- ilabili ic Evah

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

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

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

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

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

Bank of York Satisfactory 11-04-96
Post Office Box 96

York, Alabama 36925
(205) 392-5205



H.2

FEBRUARY 10, 1997 TO FEBRUARY 15, 1997

PAGE 2

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

BANK HOLDING COMPANIES

Kansas City

Kansas City

Secretary

Chicago

Chicago

Dallas

Dallas

Minneapolis

Cleveland

Ameribanc Holdings, Durango, Colorado -- to acquire
The Bank of Durango.
Permitted, February 12, 1997.

BOK Financial Corporation, Tulsa, Oklahoma -- to
acquire First Tex Corp., Inc., Dallas, Texas.
Approved, February 14, 1997.

Community Capital Corporation, Greenwood, South
Carolina -- to acquire The Bank of Belton, Belton;
and Bank of Barnwell County, Barnwell, South
Carolina.

Approved, February 12, 1997.

County Bancorp, Inc., Manitowoc, Wisconsin -- to
acquire Investors Community Bank.
Approved, February 14, 1997.

Damen Financial Corporation, Schaumburg, Illinois --
to acquire Damen National Bank.
Approved, February 12, 1997.

Laguna Bancshares, Inc., Big Lake, Texas -- to
acquire Laguna Bancshares of Delaware, Inc., Dover,
Delaware, and Big Lake Bank, N.A.

Approved, February 11, 1997.

Laguna Bancshares of Delaware, Inc., Dover,
Delaware -- to acquire Big Lake Bank, N.A.
Approved, February 11, 1997.

Norwest Corporation, Minneapolis, Minnesota, and
Norwest Financial Services, Des Moines, Iowa -- to
engage in automobile lending and credit-related
insurance activities through the acquisition of
Reliable Financial Services, Inc., San Juan, Puerto
Rico.

Approved, February 11, 1997.

Park National Corporation, Newark, Ohio -- to acquire
First Knox Banc Corp., Mount Vernon, Ohio.
Approved, February 15, 1997.



*Section 3(a)(1) application by

Fairfield Holdings, Inc., Fairfield, TX,

to acquire First National Bank of Fairfield,

Fairfield, TX 97/03/01
(Previously reported during the week of 1-27-97)

*Section 3(a)(1) application by

Krum Holdings, L.L.C., Krum, TX,

to acquire Porter Holdings, Ltd..

Krum, TX, and Farmers and Merchants

State Bank, Krum, TX 97/03/01
(Previously reported during the week of 1-27-97)

*Section 3(a)(1) application by

Porter Holdings, Ltd.. Krum, TX,

to acquire Farmers and Merchants

State Bank, Krum, TX 97/03/01
(Previously reported during the week of 1-27-97)

-_ APPLICATION: FEDERAL REGISTER
NOTICE ONLY
APPLICATION NOTICE EXP
None.
SECTION IV_- APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE

APPLICATION

None.

* SUBJECT TO CRA.
** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY.
N/A - NOT AVAILABLE AT THIS TIME.



Federal Reserve Bank of Chicago

jon V - ilabilit Lic aC

The following state member banks have been examined by the Federal Reserve Bank of Chicago for
compliance with the CRA. The 30-business day period the bank has to make the evaluation public has
lapsed during the week ending February 14, 1997. If you are interested in obtaining a copy of the
evaluation document, please contact the bank(s) directly.

nti. ion

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

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

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

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

BANK NAME/LOCATION EXAMINATION DATE TIN

Citizens Bank and Trust Company

822-824 12th Street

Belle Plaine, lowa 52208-0159

(319) 444-2842 10/17/96 oO

F&M Bank-Waushara County

123 East Main Street

Wautoma, Wisconsin 54982

(414) 787-3351 10/15/96 oO



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of

CRA Public Evaluations
week ending February 14, 1997

ASSIGNMENT OF RATING

Identification of Ratings

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

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS.

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

BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING
American State Bank November 4, 1996 Outstanding
700 East Sioux

P.O. Box 1178

Pierre, SD 57501-1178



Federal Reserve Bank of Chicago

- icati ject te Feder:
Register Notice
Comment
Period
COCc-HC Antioch Holding Company FR - 2-20-97
Antioch, Illinois NP - **
By Randolph S. Miles
3(a)(1) AliKat Investments, Inc.* FR - 3-3-97
Gurnee, Illinois NP - 2-28-97
NorthSide Community Bank
Gurnee, Illinois (in organization)
3(a)(3) Blackhawk Bancorp, Inc.* FR - 3-3-97
Beloit, Wisconsin NP - **
Rochelle Bancorp, Inc.
Rochelle, Illinois
Rochelle Savings Bank, S.B.
Rochelle, Illinois
3(a)(1) Vanderbilt Holding Company, Inc.* FR - 1-24-97
Fairfax, Iowa NP - 3-01-97
Fairfax State Savings Bank
Fairfax, Iowa
3(a)(1) The Connor Trusts* FR - 2-28-97
Marshfield, Wisconsin NP - 2-24-97

Pioneer Bancorp, Inc.
Auburndale, Wisconsin
Pioneer State Bank
Auburndale, Wisconsin



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

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record

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

Substantial noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient

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

Week Endi ary 15. 7
NAME OF BANK RATING EXAMINATION DATE
None.
EC VI
Examinations Sch to Begin in rter 1997

Examinations may have to be rescheduled during the calendar quarter in which they are
designated to begin. If an institution's examination is rescheduled for a date later than the end of
the date range reflected in the published schedule, as shown above, the institution's name will be
republished in an appropriate later listing. Any comments received as a result of either the first
publication or subsequent publications will be considered during the examination. Comments
should be sent to the attention of: Ms. Assunta Muglia, Examining Officer, Federal Reserve
Bank of New York, 33 Liberty Street, New York, NY 10045.

Bank of Avoca First Tier Bank & Trust Company
18 North Main Street 107 Main Street
Avoca, New York 14809 Salamanca, New York 14779

Banco Popular de Puerto Rico
P.O. Box 2708
San Juan, Puerto Rico 00936-2708

1/ Subject to provisions of Community Reinvestment Act.

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

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

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



SECTION V_- AVAILABILITY OF CRA PUBLIC EVALUATIONS
FOR THE WEEK OF FEBRUARY 10. 1997

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to Improve record of meeting community credit needs.

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

Substantial Noncompliance in meeting community credit needs.

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

Date of
Bank minati RA Rating
First State Bank
Main & Dundee
P. 0. Drawer B
Matador, TX 79244 96/11/04 Satisfactory

367552



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN

APPLICATIONS AND NOTIFICATIONS APPROVED DURING THE WEEK OF FEBRUARY 10, 1997

APPLICATION DATE

Section 3(a)(1) Application by

Laguna Bancshares, Inc., Big Lake, TX, to acquire

Laguna Bancshares of Delaware, Inc., Dover, DE, and

Big Lake Bank, N.A., Big Lake, TX 97/02/11

Section 3(a)(1) Application by
Laguna Bancshares of Delaware, Inc., Dover, DE.
to acquire Big Lake Bank, N.A., Big Lake, 1X 97/02/11



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION VI - CRA EXAM SCHEDULE

(April i, 1997 - June 30, 1997)

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

RSSD#
Berks County Bank 1160545
400 Washington Street
Reading, PA 19601
First Sterling Bank 1191398
80 W. Lancaster Avenue
Devon, PA 19333
Madison Bank 1399916
1767 Sentry Parkway West
Blue Bell, PA 19422
Pennsylvania State Bank 1391415
2148 Market Street
Camp Hill, PA 17001
First Heritage Bank 221474

64 N Franklin Street
Wilkes Barre,PA 18701