Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 40

Week Ending October 3, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions September 27, 1998 to October 3, 1998

Testimony And Statements

Federal Reserve's role in facilitating the private-sector refinancing of Long-Term 

Capital Management -- statement by Chairman Greenspan before the House 

Committee on Banking and Financial Services, October 1, 1998.

- Published, October 1, 1998 

Bank Holding Companies

First Mariner Bancorp, Baltimore, Maryland -- to acquire Glen Burnie Bancorp, 

Glen Burnie, Maryland, and The Bank of Glen Burnie.

- Approved, September 28, 1998 

Regulations And Policies

Markets for Small Business and Commercial Mortgage Related Securities -- report 

to Congress.

- Approved, September 8, 1998 (AC)

Profitability of Credit Card Operations of Depository Institutions -- annual report to 

the Congress.

- Approved, September 28, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
September 27, 1998 to October 3, 1998

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Banco Popular de Puerto Rico, Hato Rey, Puerto Rico -- to establish branches at 

150 Huguenot Street, New Rochelle, New York, and 120 Broadway, New York, 

New York.

- Approved, September 29, 1998 

New York

Bank of Tidewater, Virginia Beach, Virginia -- to establish a branch at 6330 

Newtown Road, Norfolk, Virginia.

- Approved, September 25, 1998 (AC)

Secretary

Byron Center State Bank, Byron Center, Michigan -- to establish a branch at 6163 

Lake Michigan Drive, Allendale, Michigan.

- Approved, September 29, 1998 

Chicago

Wilmington Trust of Pennsylvania, West Chester, Pennsylvania -- to establish a 

branch at 787 Lancaster Avenue, Villanova, Pennsylvania.

- Approved, October 2, 1998 

Philadelphia

Bank Holding Companies

Bank of New York Company Inc., New York, New York -- to acquire through BNY 

ESI & Co., all the assets and certain liabilities of Alpha Management Inc., San 

Francisco, California, and engage in securities brokerage and related activities.

- Approved, October 1, 1998 

New York

BOK Financial Corporation, Tulsa, Oklahoma -- to acquire Bank of Albuquerque, 

N.A., Albuquerque, New Mexico.

- Approved, September 29, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority September 27, 1998 to October 3, 1998

Bank Holding Companies

Business Holding Corporation, Baton Rouge, Louisiana -- to acquire The Business 

Bank of Baton Rouge.

- Approved, October 1, 1998 

Atlanta

Colonial BancGroup, Inc., Montgomery, Alabama -- to merge with InterWest 

Bancorp, Inc., Reno, Nevada, and acquire InterWest Bank.

- Approved, September 29, 1998 

Atlanta

Colonial BancGroup, Inc., Montgomery, Alabama -- to acquire InterWest Mortgage, 

Reno, Nevada, and engage in lending activities.

- Approved, September 29, 1998 

Atlanta

First Bancorporation, Inc., La Crosse, Wisconsin -- to engage in data processing 

activities through the acquisition of Midwest Data Services, Inc.

- Approved, September 30, 1998 

Minneapolis

First Beemer Corporation, Beemer, Nebraska -- to acquire shares of Citizens Bank, 

Bancroft, Nebraska.

- Approved, September 30, 1998 

Kansas City

FLAG Financial Corporation, LaGrange, Georgia -- to merge with Heart of Georgia 

Bancshares, Inc., Mount Vernon, Georgia, and acquire Mount Vernon Bank.

- Approved, September 30, 1998 

Atlanta

George Family Partnership, Ltd., Bonifay, Florida, and Bonifay Holdings, L.L.C. -- 

to acquire Bonifay Holding Company, Inc.

- Approved, September 30, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority September 27, 1998 to October 3, 1998

Bank Holding Companies

Grandview Bancshares, Inc., Grandview, Texas -- to acquire Grandview Delaware 

Financial, Inc., Dover, Delaware, and First State Bank, Grandview, Texas.

- Approved, September 30, 1998 

Dallas

Grandview Delaware Financial, Inc., Dover, Delaware -- to acquire First State Bank, 

Grandview, Texas.

- Approved, September 30, 1998 

Dallas

NBC Capital Corporation, Starkville, Mississippi -- waiver of notification to acquire, 

through merger, First National Corporation of West Point, West Point, Mississippi; 

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

West Point, West Point, Mississippi.

- Granted, October 2, 1998 

St. Louis

Norwest Corporation, Minneapolis, Minnesota -- to sell interests in DRH Mortgage, 

LLC, Corona, California, to DR Horton, Inc.-Los Angeles, Los Angeles, California.

- Approved, September 29, 1998 

Secretary

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

North America, Inc., Mt. Laurel, New Jersey -- to acquire through Popular Cash 

Express, Inc., Chicago, Illinois, Inglewood Quik Check, Inc., Inglewood, California; 

Houston Checkcashers, Inc., Houston, Texas; and Checkcashers of Florida, Inc., Ft. 

Lauderdale, Florida, and engage in check cashing, money transmission, and certain 

other related activities. 

- Approved, October 1, 1998 

New York

Premier Financial Services, Inc., Freeport, Illinois, and Premier Acquisition 

Company -- request for relief from certain commitments made in connection with the 

application to acquire First Northbrook Bancorp, Inc., Northbrook, Illinois; First 

National Bank Northbrook; and First Security Bank of Cary-Grove, Cary, Illinois. 

- Approved, October 1, 1998 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority September 27, 1998 to October 3, 1998

Bank Holding Companies

Republic First Bancorp, Inc., Philadelphia, Pennsylvania -- to acquire Republic First 

Bank Delaware, Brandywine, Delaware.

- Approved, October 1, 1998 

Philadelphia

Royal Bank of Canada, Montreal, Quebec, Canada -- to engage through RBC 

Dominion Securities Corporation, New York, New York, in acting as the general 

partner for private investment funds and as commodity pool operator for certain 

funds, and to engage in certain investment adviser and securities activities. 

- Approved, September 29, 1998 

New York

Sherburn Bancshares, Inc., Sherburn, Minnesota -- to engage de novo in making 

loans and purchasing overlines.

- Approved, October 2, 1998 

Minneapolis

Stockmans Financial Group, Elk Grove, California -- waiver of application to acquire 

Stockmans Bank.

- Granted, September 28, 1998 

San Francisco

Texas Financial Bancorporation, Minneapolis, Minnesota, and Delaware Financial, 

Inc., Wilmington, Delaware -- to acquire Walburg State Bank, Georgetown, Texas.

- Approved, September 30, 1998 

Dallas

WestDeutsche Landesbank Girozentrale, Dusseldorf, Federal Republic of Germany -- 

to engage through WestLB Securities Americas Inc., New York, New York, in 

securities brokerage services, riskless principal transactions, and private placement 

services.

- Approved, October 1, 1998 

New York

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority September 27, 1998 to October 3, 1998

Bank Mergers

Colonial Bank, Montgomery, Alabama -- to merge with InterWest Bank, Reno, 

Nevada.

- Approved, September 29, 1998 

Atlanta

Mercantile Bank Midwest, Des Moines, Iowa -- to merge with The Rock Island 

Bank, N.A., Bettendorf, Iowa, and establish six branches.

- Approved, October 2, 1998 

Chicago

Mercantile Bank Midwest, Des Moines, Iowa -- to merge with First National Bank 

Iowa, Iowa City, Iowa, and establish nine branches.

- Approved, October 2, 1998 

Chicago

Banks, Foreign

Corporacion Bancaria de Espana, S.A., Madrid, Spain -- request to file an 

application under Regulation K to establish offices in the United States after 

consummation of its proposed merger with Banco Exterior de Espana, S.A.

- Approved, September 29, 1998 

General Counsel

Change In Bank Control

Sherwood Banc Corporation, Sherwood, Ohio -- change in bank control.

- Withdrawn, September 30, 1998 

Cleveland

Competitive Factors Reports

American General Corporation, Houston, Texas -- report on competitive factors of 

the proposed acquisition of Standard Pacific Savings, F.A., Newport Beach, 

California.

- Submitted, September 30, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority September 27, 1998 to October 3, 1998

Competitive Factors Reports

Bank of Albuquerque, N.A., Albuquerque, New Mexico -- report on competitive 

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

17 New Mexico branches of Bank of America National Trust and Savings 

Association, San Francisco, California.

- Submitted, September 28, 1998 

Kansas City

Bank of Lyons, Lyons, Illinois -- report on competitive factors of the proposed 

merger with Interim Bank of Lyons.

- Submitted, September 28, 1998 

Chicago

Bank of Travelers Rest, Travelers Rest, South Carolina -- report on competitive 

factors of the proposed merger with Travrest Interim Bank.

- Submitted, September 28, 1998 

Richmond

Big Lake National Bank, Okeechobee, Florida -- report on competitive factors of the 

proposed purchase of the Wauchula and Arcadia, Florida, branches of First Union 

National Bank, Charlotte, North Carolina.

- Submitted, September 30, 1998 

Atlanta

East Side Bank and Trust Company, Chicago, Illinois -- report on competitive 

factors of the proposed merger with Bank of Lyons, Lyons, Illinois.

- Submitted, September 28, 1998 

Chicago

Fleet Bank, N.A., Jersey City, New Jersey -- report on competitive factors of the 

proposed assumption of certain liabilities of Sovereign Bank, Wyomissing, 

Pennsylvania.

- Submitted, September 30, 1998 

New York

Hibernia National Bank, Texarkana, Texas -- report on competitive factors of the 

proposed acquisition of 10 branches of First Service Bank, Marshall, Texas.

- Submitted, October 2, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority September 27, 1998 to October 3, 1998

Competitive Factors Reports

Mercantile Trust Company, N.A., St. Louis, Missouri -- report on competitive 

factors of the proposed acquisition, by merger, of The Rock Island Bank, N.A., 

Bettendorf, Iowa.

- Submitted, September 30, 1998 

Secretary

Northland Savings Bank, Seattle, Washington -- report on competitive factors of the 

proposed merger with and into National Bank of Alaska, Anchorage, Alaska.

- Submitted, October 2, 1998 

San Francisco

Norwest Bank Minnesota, N.A., Minneapolis, Minnesota -- report on competitive 

factors of the proposed merger with MidAmerica Bank, Newport, Minnesota, and 

MidAmerica Bank South, Mankato, Minnesota.

- Submitted, October 2, 1998 

Secretary

Security National Bank, Laurel, Nebraska -- report on competitive factors of the 

proposed merger with Osmond State Bank, Osmond, Nebraska.

- Submitted, September 28, 1998 

Kansas City

Wood & Huston Bank, Marshall, Missouri -- report on competitive factors of the 

proposed merger with Missouri Southern Bank, West Plains, Missouri.

- Submitted, September 28, 1998 

Kansas City

Extensions Of Time

Banc One Corporation, Columbus, Ohio; KeyCorp, Cleveland, Ohio; National City 

Corporation; PNC Bank Corp., Pittsburgh, Pennsylvania; and First Union 

Corporation, Charlotte, North Carolina -- extension to December 29, 1998, to 

commence ATM and POS services worldwide through Electronic Payment Systems, 

Inc.

- Granted, September 29, 1998 

Cleveland

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority September 27, 1998 to October 3, 1998

Extensions Of Time

Gold Banc Corporation, Inc., Leawood, Kansas, and Gold Banc Acquisition 

Corporation, Inc. -- extension to October 31, 1998, to acquire First State Bancorp, 

Inc., Pittsburg, Kansas.

- Granted, October 2, 1998 

Kansas City

Mid-America Bancorp, Inc., Jewell, Kansas -- extension to January 10, 1999, to 

acquire Heartland Bank.

- Granted, October 1, 1998 

Kansas City

Membership

Legacy Bank, Hinton, Oklahoma; Legacy Bank ACB, Binger, Oklahoma; and 

Legacy Bank TC, Blanchard, Oklahoma -- to become members of the Federal 

Reserve System.

- Approved, October 1, 1998 

Kansas City

Warren Bank, Warren, Michigan -- to become a member of the Federal Reserve 

System.

- Approved, September 30, 1998 

Chicago

Regulations And Policies

Federal Open Market Committee -- minutes of the meeting on August 18, 1998.

- Published, October 1, 1998 

FOMC

Short-term interest rates -- decrease in federal funds rate.

- Approved, September 29, 1998 

FOMC

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Mutual Bancorp of the Berkshires, Inc., Pittsfield, Massachusetts

– notification to engage in certain trust activities through the

indirect acquisition of 34% of the Class B preferred stock and

50% of the common stock of Trust Company of the Berkshires,

N.A., Pittsfield, Massachusetts

Fed Reg – 10/20/98

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch European American Bank, New York, New York, to establish a

branch office at the Waldbaums Supermarket located at 5500

Sunrise Highway, Massapequa, New York.

10/19/1998

18(c) Banco Popular Transition Bank, Hato Rey, Puerto Rico, to

acquire the assets and related liabilities of Banco Popular de

Puerto Rico, Hato Rey, Puerto Rico, and to establish branches.

10/09/1998

18(c) Banco Popular de Puerto Rico, Hato Rey, Puerto Rico, to merge

into BPNY, and to establish branches.*

10/09/1998

18(c) Banco Popular, N.A. (California), Commerce City, California, to

merge into BPNY, and to establish branches.*

10/09/1998

18(c) Banco Popular, N.A. (Florida), Sanford, Florida, to merge into

BPNY, and to establish branches.*

10/09/1998

18(c) Banco Popular N.A. (New Jersey), Newark, New Jersey, to

merge into BPNY, and to establish branches.*

10/09/1998

18(c) Banco Popular N.A. (Illinois), Melrose Park, Illinois, to merge

into BPNY, and to establish branches.*

10/09/1998

18(c) First State Bank of California, Santa Fe Springs, California, to

merge into BPNY, and to establish branches.*

10/09/1998

18(c) Gore-Bronson Bank, Prospect Heights, Illinois, to merge into

BPNY, and to establish branches.*

10/09/1998

18(c) Irving Bank, Chicago, Illinois, to merge into BPNY, and to

establish branches. *

10/09/1998

18(c) Water Tower Bank, Chicago, Illinois, to merge into BPNY, and

establish branches.*

10/09/1998

* Subject to the provisions of the Community Reinvestment Act
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) Popular, Inc., and Popular International Bank, Inc., both of Hato

Rey, Puerto Rico, Popular North America, Inc., Mt. Laurel, New

Jesey, and Banco Popular North America, Inc., Chicago, Illinois,

to acquire control of the proposed New York state-chartered

Banco Popular, New York, New York, New York .*

Newspaper - 10/09/1998

3(a)(3) Popular, Inc., and Banco Popular de Puerto Rico, both of Hato

Rey, Puerto Rico, to acquire the proposed Puerto Rico statechartered Banco Popular Transition Bank, Hato Rey, Puerto

Rico.*

Newspaper - 10/09/1998

3(a)(3) Popular, Inc., Popular International Bank, Inc., both of Hato

Rey, Puerto Rico, and Popular North America, Inc., Mt. Laurel,

New Jersey, to retain control of Banco Popular N.A. (New

Jersey), Newark, New Jersey, upon its conversion from a federal

savings association.*

Newspaper - 10/09/1998

3(a)(3) Banco Popular North America, Inc., Mt. Laurel, New Jersey, to

acquire control of Banco Popular, N.A. (Texas), Houston,

Texas.*

Newspaper - 10/09/1998

3(a)(3) Valley National Bancorp, Wayne, New Jersey, to acquire up to

9.9 percent of the common stock of Vista Bancorp, Inc.,

Philipsburg, New Jersey.*

Newspaper – 10/25/1998

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Berks County Bank, Reading, PA, to establish a branch office at

4001 Perkiomen Avenue, Exeter Township, County of Berks,

PA.

N/Avail

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, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Received notice from Mellon Bank Corporation, Pittsburgh, PA

on 09/30/1998 of its intent to acquiure a 50 percent equity

interest in Russell Mellon Analytical Services, LLC, Tacoma

WA.
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, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)(8) Centura Bank, Rocky Mount, North Carolina, to merge with

Scotland Savings Bank, Inc., SSB, Laurinburg, North Carolina.*

10/11/1998

*Subject to the provision 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) Mid-Atlantic Community BankGroup, Inc., Gloucester,

Virginia, to acquire United Community Bankshares, Inc.,

Franklin, Virginia.*

Fed Reg – 10/23/1998

Newspaper – 10/19/1998

3(a)(5) Centura Banks, Inc., Rocky Mount, North Carolina, to merge

with Scotland Bancorp, Inc., Laurinburg, North Carolina.*

Fed Reg – 10/29/1998

Newspaper – 10/11/1998

3(a)(5) City Holding Company, Charleston, West Virginia, to merge

with Horizon Bancorp, Inc., Beckley, West Virginia.*

Fed Reg – N/Avail

Newspaper – 10/31/1198

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) First Frederick Financial Corporation, Frederick, Maryland,

to place cash dispensing machines in locations owned or leased

by unaffiliated third parties and thereby engage in data processing activities.

Fed Reg – 10/16/1998
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

274829 Miners & Merchants Bank and Trust

 Company

East U. S. Route 460

Grundy, Virginia 24614

7/20/1998 9/3/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Southwest Georgia Bank, Moultrie, Georgia, to acquire certain

assets and assume certain liabilities of one branch of Farmers

and Merchants Bank, Monticello, Florida, located at 1102 West

Harris Street, Pavo, Georgia.

N/Avail*

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3) The Weatherford Foundation of Red Bay, AL, Inc., Red Bay,

Alabama, along with its bank holding company subsidiary,

Independent Bancshares, Inc., Red Bay, Alabama, to acquire

Community Spirit Bancshares, Inc., Belmont, Mississippi, and

its subsidiary, Community Spirit Bank – Mississippi, Belmont,

Mississippi.

N/Avail*

3(a)(3) Appalachian Bancshares, Inc., Ellijay, Georgia, to acquire First

National Bank of Union City, Blairsville, Georgia.

N/Avail*

CIC First Capital Bancorp, Inc., Norcross, Georgia, prior notification

by Mr. William R. Blanton, Duluth, Georgia, to acquire an

additional 18.28 percent of the outstanding shares of First

Capital Bancorp, Inc., Norcross, Georgia.

N/Avail*

3(a)(3) Synovus Financial Corporation, Columbus, Georgia, to acquire

Georgia Bank & Trust Company, Calhoun, Georgia.

N/Avail*

3(a)(1) Community Spirit Bancshares, Inc., Belmont, Mississippi, to

become a bank holding company by acquiring Community Spirit

Bank – Mississippi (in organization), Belmont, Mississippi.

N/Avail*

*Subject to 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) South Alabama Bancorporation, Mobile, Alabama, to acquire

First National Securities, Inc., Brewton, Alabama, and thereby

engage in securities brokerage activities.

10/15/1998

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

Type Application

WAIVR Hibernia Corporation, New Orleans, Louisiana, to waive the

application requirement of section 3 of the Bank Holding

Company Act with respect to the proposed merger of First

Service Bank, Marshall, Texas, with its subsidiary bank,

Hibernia National Bank of Texas, Texarkana, Texas.

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

279338 First Southern Bank

9955 W. Glade Road

Boca Raton, FL 33434

(561) 479-2100

06/18/1998 09/30/1998 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branch

Mercantile Bank Midwest

Des Moines, Iowa

 First National Bank Iowa

 Iowa City, Iowa and thereby to establish 9 branches

Newspaper – 09/27/1998

18(c) &

 Branch

Mercantile Bank Midwest

Des Moines, Iowa

 Rock Island Bank, N.A.

 Bettendorf, Iowa and thereby to establish 6 branches

Newspaper – 09/27/1998

Newspaper - Newspaper Comment Period Ending Date

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

Type Application

Ending date of

comment period

3(a)(1) Legacy Bancorp, Inc.*

Milwaukee, Wisconsin

 Legacy Bank (in organization)

 Milwaukee, Wisconsin

Fed Reg – 10/02/1998

Newspaper – 09/30/1998

3(a)(1) Ambank Holdings, Inc.*

Davenport, Iowa

 American Bank and Trust Company (in organization)

 Davenport, Iowa

Fed Reg – 10/26/1998

Newspaper – N/Avail

3(a)(1) St. Charles Financial Corporation*

Oak Brook, Illinois

 Commerce Bancorp, Inc.

 Berkeley, Illinois

 National Bank of Commerce

 Berkeley, Illinois

Fed Reg – 10/26/1998

Newspaper – N/Avail

3(a)(3) Community Bancshares Corp.*

Indianola, Iowa

 Fort Des Moines Community Bank (in organization)

 Des Moines, Iowa

Fed Reg – 10/26/1998

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

Type Application

Ending date of

comment period

3(a)(3) PSB Corporation*

Wellsburg, Iowa

 Denver Ban Corporation

 Denver, Iowa

 Denver Savings Bank

 Denver, Iowa

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Community Shores Bank Corporation*

Roosevelt Park, Michigan

 Community Shores Bank (in organization)

 Norton Shores, Michigan

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Michigan Community Bancorp Limited*

Sterling Heights, Michigan

 Lakeside Community Bank (in organization)

 Sterling Heights, Michigan

 North Oakland Community Bank (in organization)

 Rochester Hills, Michigan

Fed Reg – 10/02/1998

Newspaper – 10/02/1998

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)

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 Bankers Trust Company

Des Moines, Iowa

 To redeem $1 milllion of noncumulative perpetual preferred

 stock
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2544991 Community Savings Bank

1080 E. Main St.

Robins, Iowa 52328

(319) 294-2783

07/06/1998 09/30/1998 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, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) *Notice by Peoples Bank and Trust Company of Lincoln

County, Troy, Missouri, to purchase certain assets and assume

the liabilities of the affiliated Winfield Banking Company,

Winfield, Missouri.

Newspaper - 10/23/1998

Branch *Companion notice by Peoples Bank and Trust Company of

Lincoln County, Troy, Missouri, to retain, as a branch office, the

to-be-acquired office of Winfield Banking Company, Winfield,

Missouri, located at 104 Pine Street, Winfield, Missouri.

Newspaper – 10/23/1998

18(c) *Notice by Winfield Banking Company, Winfield, Missouri, to

purchase certain assets and assume the liabilities of the Kahoka,

Palmyra, and Monroe City, Missouri branches of Allegiant

Bank, St. Louis, Missouri.

Newspaper – 10/23/1998

Branch *Companion notice by Winfield Banking Company, Winfield,

Missouri, to relocate its main office from 103 Pine Street,

Winfield, Missouri, to the to-be-acquired branch facility of

Allegiant Bank located at 249 N. Morgan Street, Kahoka,

Missouri, and to retain as branches the to-be-acquired facilities

of Allegiant Bank located at 423 Elizabeth Avenue, Palmyra,

Missouri, and 8 Mark Twain Center, Monroe City, Missouri.

Newspaper – 10/23/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Notice involving First Sandoval Bancorp, Inc., Sandoval,

Illinois, by Michael M. Jensen.

Newspaper – N/Avail

Fed Reg – 10/20/1998

3(a)(1) *Notice by Mt. Sterling Bancorp, Inc., Mt. Sterling, Illinois, to

acquire Mt. Sterling Bancshares, Inc., Mt. Sterling, Illinois.

Newspaper – 10/17/1998

Fed Reg – 11/2/1998

CIC Notice involving Jamestown Bancorp, Inc., Jamestown,

Kentucky, by William W. Magruder (previously reported during

the week ending September 26, 1998).

Newspaper – 10/15/1998

Fed Reg – 10/15/1998
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) *Notice by Arvest Bank Group, Inc., Bentonville, Arkansas, to

acquire TRH Bank Group, Inc., Norman, Oklahoma (previously

reported during the week ending September 26, 1998).

Newspaper – 10/24/1998

Fed Reg – 10/26/1998

3(a)(3) *Notice by First Bank Corp., Fort Smith, Arkansas, to acquire

Sebastian, Bankshares, Inc., Barling, Arkansas (previously

reported during the week ending September 26, 1998).

Newspaper – 11/1/1998

Fed Reg – 10/26/1998

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Notice by Bank of the Ozarks, Inc., Little Rock, Arkansas, to

acquire John R. Taylor Financial Group, Inc., Fort Smith,

Arkansas, and thereby engage in financial and investment

advisory activities pursuant to Section 225.28(b)(6) of

Regulation Y, securities brokerage activities pursuant to Section

225.28(b)(7)(i) of Regulation Y, riskless principal activities

pursuant to Section 225.28(b)(7)(ii) of Regulation Y, and

underwriting and dealing in government obligations and money

market investments pursuant to Section 225.28(b)(8) of

Regulation Y (previously reported in Section III during the week

ending September 26, 1998).

N/Avail
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

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

approval to acquire 100% of the voting shares of Franklin

Bancshares, Inc., Franklin, Texas.*

Fed Reg -10/29/1998

3(a)(3) Amundson Family Limited Partnership, Sioux Falls, South

Dakota, for prior approval, to indirectly acquire, and Beulah

Bancorporation, Inc., Sioux Falls, South Dakota, for prior

approval, to directly acquire 100% of the voting shares of

Robinson Bank Holding Company, Robinson, North Dakota.*

Fed Reg -10/30/1998

3(a)(3) Bluestem Bank Holding Company, LLC, Sioux Falls, South

Dakota, for prior approval to acquire an additional 7.95% and

thereby increase its ownership to 31.0% of the voting shares of

Thomson Holdings, Inc., Centerville, South Dakota.*

Fed Reg -11/02/1998

3(a)(5) First Community Bancorp, Inc., Glasgow, Montana, for prior

approval to merge with Froid Bankshares, Inc., Froid,

Montana.*

Fed Reg -11/02/1998

CIC Herbert A. Lund Revocable Trust to acquire control of Lake

Bank Shares, Inc., Emmons, Minnesota.

Fed Reg -10/08/1998

CIC Michael J. Dalsin to acquire control of Empire Bancshares

Incorporated, Sioux Falls, South Dakota.

Fed Reg -10/16/1998

CIC Dean Harrington to acquire control of Plainview Bankshares,

Inc., Plainview, Minnesota.

Fed Reg -10/19/1998

CIC Jeffrey A. Fisher to acquire control of Kelliher Bancshares, Inc.,

Kelliher, Minnesota.

Fed Reg -10/20/1998

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

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) Marine Bancshares, Inc., Marine on St. Croix, Minnesota, to

become a bank holding company through the acquisition of

96.5% of the voting shares of Security State Bank of Marine,

Marine on St. Croix, 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

34153 Dakota Bank

Mendota Heights, Minnesota

06/08/1998 10/02/1998 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, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)/Branch Farmers & Merchants Bank, Crescent, Oklahoma, for prior

approval to merge with New Farmers & Merchants Bank,

Guthrie, Oklahoma, and incident thereto, establish an additional

branch at 1800 East Oklahoma, Guthrie, Oklahoma.

Newspaper – 10/15/1998

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

Type Application

Ending date of

comment period

3(a)(1) Astra Financial Corporation, Prairie Village, Kansas, for prior

approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of Mitchell

County Bank, Simpson, Kansas, and up to 13.52 percent of the

voting shares of First Missouri Bancshares, Inc., thereby

indirectly acquiring First Missouri National Bank, Brookfield,

Missouri.

Newspaper – 10/23/1998

Fed Reg – N/Avail

3(a)(3) Valley View Bancshares, Inc., Overland Park, Kansas, for prior

approval to acquire 100 percent of the voting shares of PaolaCitizens Bancshares, Inc., Paola, Kansas; and thereby indirectly

acquire Citizens State Bank, Paola, Kansas.

Newspaper – N/Avail

Fed Reg – 10/30/1998

3(a)(5) Ottawa Bancshares, Inc., Ottawa, Kansas, for prior approval to

merge with First State Management Corporation, Inc., Salina,

Kansas; and thereby indirectly acquire First Bank Kansas,

Salina, Kansas.

Newspaper – 10/17/1998

Fed Reg – 10/16/1998

CIC Susan Betsy Carrington, Dallas, Texas, and Louise Ann French

Smotherman, Roswell, New Mexico, to acquire voting shares of

InterBank, Inc., Sayre, Oklahoma; and thereby indirectly acquire

InterBank, N.A., Elk City, Oklahoma.

Newspaper – N/Avail

Fed Reg – 10/22/1998

CIC Walter David Scott, Amy Scott Willer, Sandra Scott Parker,

James A. Hansen, all of Omaha, Nebraska, and Karen Scott

Dixon, Leawood, Kansas, for prior approval to acquire voting

shares of Ashland Bancshares, Inc., Ashland, Nebraska; and

thereby indirectly acquire Sapp City Bank, Omaha, Nebraska.

Newspaper – N/Avail

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

Member Farmers State Bank, Phillipsburg, Kansas, for membership in the

Federal Reserve System.

Member Farmers & Merchants Bank, Crescent, Oklahoma, for

membership in the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Texas Bank, Weatherford, TX, to establish a branch at

1601 Randol Mill Road, Arlington, TX 76012*

Newspaper - 10/16/1998

Branch Texas Bank, Weatherford, TX, to establish a branch at

2625 South Hulen St., Fort Worth, TX 76109*

Newspaper – 10/12/1998

18(c) Security Bank, Ralls, TX, to merge with

First State Bank, Petersburg, TX*

(Previously reported the week ending September 26, 1998)

Newspaper – 10/18/1998

Branch Security Bank, Ralls, TX, to establish a branch at

1523 Main St., Petersburg, TX 79250*

(Previously reported the week ending September 26, 1998)

Newspaper – 10/18/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3) Chaparral Bancshares, Inc., Richardson, TX, and

Chaparral Bancshares of Delaware, Dover, DE, to acquire

Van Alstyne Financial Corporation, Van Alstyne, TX, and

The First State Bank of Van Alstyne, Van Alstyne, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) Texas Financial Bancorporation, Inc., Minneapolis, MN,

to acquire TNB Bancorporation, Inc., Brenham, TX,

TNB Bancorporation of Delaware, Inc., Wilmington, DE, and

Texas National Bank, Brenham, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

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, October 3, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) Santa Barbara Bancorp, Santa Barbara, California, to merge with

Pacific Capital Bancorp, Salinas, California, and thereby

indirectly acquire First National Bank of Central California,

Salinas, California. *

Newspaper-10/29/1998

Fed Reg-10/29/1998

3(a)(1) East West Bancorp, Inc., San Marino, California, to become a

bank holding company by acquiring East-West Bank, San

Marino, California. *

Newspaper-10/29/1998

Fed Reg-10/31/1998

3(a)(3) Security Bank Holding Company and Security Bank Holding

Company ESOP, both of Coos Bay, Oregon, to acquire Oregon

State Bank (In Organization), Corvallis, Oregon. *

Newspaper-N/Avail

Fed Reg-N/Avail

CIC Franklin Mutual Fund Series, Inc., Short Hills, New Jersey, to

increase their ownership up to 14.9 percent of Western Bancorp,

Newport Beach, California. *

Newspaper-N/Avail

Fed Reg-N/Avail

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)

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