Federal Reserve Bank of Richmond

ec ica ns S’ (ew:
Notice Only
Application Comment Period Ending Date

Crestar Bank, Richmond, Virginia, to establish
a branch in the Amherst Highway Wal-Mart at the
intersection of U. S. Route 29 and Woody's Lake
Road, Madison Heights, Virginia.* 6-2-97

Crestar Bank, Richmond, Virginia, to establish
a branch in the Liberty Fair Kroger, 240 West
Commonwealth Boulevard, Martinsville, Virginia.* 6-2-97

Crestar Bank, Richmond, Virginia, to establish
a branch in the Mechanicsville Wal-Mart, 7430
Bell Creek Road, Mechanicsville, Virginia.* 6-2-97

Crestar Bank, Richmond, Virginia, to establish
a branch in the Willow Lawn Hannaford Supermarket,

1601 Willow Lawn Drive, Richmond, Virginia.* 6-2-97
2 It_- a! yer fe}
w. al Register Noti
Application ce mt Peri i
None.

None.
Section IV - Application Not Subject to
‘al Regi x i Ne Notic:
i .
None.

*Application is subject to CRA requirements.



TION V_- AVAIL ITY_OF EVALUATIONS
Ft IE WEE! 19

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 Examination CRA Rating

Texas First Bank

P.O. Box 3344

3232 Palmer Highway

Texas City, TX 77592

473266 97/01/27 Satisfactory



KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED

During the week ending May 9, 1997

ECT! - APPLICATIO} T :WSPAPER T

APPLICATION COMMENT PERIOD ENDING DATE
Mercantile Bank, Overland Park, Kansas, for prior Not Available
approval to merge with Mark Twain Kansas City
Bank, Kansas City, Missouri.
Lafayette State Bank, Lafayette, Colorado, for prior Not Available
approval to establish additional branch facilities to be
located at 785 Chessman Street, Erie, Colorado, and
5720 West 120th Avenue, Broomfield, Colorado.

SECTION II - APPLICATION: 'T TO BOTH

PAPER AND FEDERAL I T
PLICATION COMMENT PERIOD ENDING DATE
Guaranty Bancshares Corporation, Kansas City, Not Available
Kansas, for prior approval to acquire 100 percent of
the voting shares of Bank of Coffey, Coffey,
Missouri.*
Reich Family Limited Partnership, Kansas City, May 27, 1997
Missouri, and general partners Carolyn Reich Weir,
Independence, Missouri, and Nancy Reich Esry,
Sarasota, Florida, to acquire an additional 12 percent,
for a total of 34 percent, of the voting shares of Blue
Ridge Bancshares, Inc., Kansas City, Missouri.
PBT Bancshares, Inc., McPherson, Kansas, for prior June 6, 1997

approval to acquire 100 percent of the voting shares of
Yoder Bankshares, Inc., Yoder, Kansas.*

The Farmers State Bank of Fort Morgan ESOP, Fort
Morgan, Colorado, for prior approval to acquire an
additional 7.91 percent, for a total of 33.09 percent, of
the voting shares of FSB Bancorporation, Inc., Fort
Morgan, Colorado.*

Lauritzen Corporation, Omaha, Nebraska, for prior
approval to acquire an additional 3.68 percent, for a
total of 24.9 percent, of the voting shares of First
National of Nebraska, Inc., Omaha, Nebraska.*

June 13, 1997

June 13, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Bank of New York State Street Boston 3and4 New York March 14, 1997
Company, Inc., Corporation,
New York, NY Boston, MA;
State Street Bank and Trust
Company,
Boston, MA,
trust, securities and data
processing activities (b)(3),
(b)(4), and (6)(7)
BanPonce Corporation, CBC Bancorp, Ltd., 3 New York April 21, 1997
Hato Rey, PuertoRico; Chicago, IL;
Popular International Capitol Bank of Westmont,
Bank, Inc., Westmont, IL;
Hato Rey, Puerto Rico; Chicago Bank and Trust,
and BanPonce Financial Chicago, IL
Corp.,
Wilmington, DE
BanPonce Corporation, National Bancorp, Inc., 3 New York April 21, 1997
and Streamwood, IL;
Poplar International AmericanMidwest Bank
Bank, Inc., and Trust,
both of Hato Rey, Melrose Park, IL
Puerto Rico
Bay Bankcorp, inc., Baybank, 3 Minneapolis April 28, 1997
Gladstone, MI Gladstone, MI
BNB Bancorp, Inc., Brookville National Bank, 3 Cleveland April 28, 1997
Brookville, OH Brookville, OH
BenState Bancshares, Bonham State Bank, 3 Dallas April 25, 1997
Inc., Bonham, TX
Bonham, TX,
and Bonham Financial
Services, Inc.,
Dover, DE
CORRECTION
BonState Bancshares, Bonham Financial Services, 3 Dallas April 25, 1997
Inc., Inc.,
Bonham, TX, and Dover, DE;
Bonham Financial Bonham State Bank,
Services, Inc., Bonham, TX
Dover, DE
Briscoe, Dolph, Jr., Zavala Bankshares, Inc., CIBC Dallas April 16, 1997

Uvalde, TX

Crystal City, TX



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

SECTION]
Applications Subject to Newspaper
—_—Nofice Only __

HSBC Equator Bank, Plc, London, England, to establish a representative
office in Washington, D.C.
SECTION
Applications Subject to Both

None.
SECTION IE

Nonbanking Applications

None.

SECTION IV

Applications Not Involving
—Public Comment _

None.

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



Information Requests

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

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

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

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

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

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

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

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

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

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

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

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

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

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



Applicant or votificant

Acquiree or activity

Section of law

First Virginia Banks,
I

Falls Church, VA

Firstbank Corporation,
Alma, MI

FirstFederal Financial
Services, Corp.,
Wooster, OH

FirstFederal Financial
Services, Corp.,
Wooster, OH

Fishback Financial
Corporation,
Brookings, 5"

Florida Bancshares, Inc.,
Dade City, FL

Foffmar. Fen:ily
Harrison, AR

Premier Bankshares
Corporation, Bluefield, VA;
Premier Bank, N.A.,
Tazewell, VA; Premier
Bank-South, National
Association, Wytheville,
VA; and Premier Bank-
Central, N.A., Honaker,
VA; Premier Trust Co.,
Bluefield, VA,

trust services (b)(3)

Lakeview Financial
Corporation,
Lakeview, MI, and
Bank of Lakeview,
Lakeview, MI

Summit Bancorp, Inc.,
Akron, OH;

Summit Bank,

Arkron, OH;

Summit Banc Investment
Corporation,

Akron, OH, investment
advisory & securities
brokerage (b)(6) and (7)

FirstFederal Bank, N.A.,
Wooster, OH;

Mobile Consultants, Inc.,
Wooster, OH, lending
(hY(1) & (6)2)

lending activities (b)(1)

Firsi National Bank of
Pasco,
Dade City, FL

Mountain Home
bancshares, Inc.,

Mountain Home, AR;

First national Bank & Trust
Company of Mountain
Home,

Mountain Home, AR

3and4

3 and 4

3and4

CIBC

Reserve Bank

Richmond

Chicago

Cleveland

Cleveland

Minneapolis

Atlanta

St. Louis

end period

April 7, 1997
June 9, 1597
May 1997

May 12, 1997

May 16, 1997

April 21, 1997

May 2, 1997



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

First Bank System, Inc. First State Bank of Oregon, 3 and 4 Minneapolis May 16, 1997
(2), Canby, OR; Sun Capital
Minneapolis, MN Bank, St. George, UT; and
CONTINUED Business & Professional
Bank, Woodland, CA; West
One Trust Co., Salt Lake

City, UT; LNB Corp.,
Alameda, CA; and U.S.
Bank Trust Co., Portland,
OR, CONTINUED

First Bank System, Inc. personal and institutional 3 and4 Minneapolis May 16, 1997
(3), trust & fiduciary activities

Minneapolis, MN. (b)(3); U.S. Bancorp

CONTINUED Insurance Agency, Inc.,

Portland, OR, insurance
agency activities (b)(8)(i)
and (vii); U.S. Trade
Services, Inc., Portland,
OR, letter of credit
activities, (b)(1)(iv);

CONTINUED
First Bank System, Inc. West One Life Insurance 3 and 4 Minneapolis May 16, 1997
4}, Co., Portland, OR, credit
Minneapoiis, MN reinsurance (b)(8)(i); CBI
CONTINUED Mortgage, Modesto, CA,
mortgage banking,

(b)(1)(iii); Compass Group,
Inc., Spokane, WA,
investment advisory
services (b)(4); Island
Bancorp Leasing, Inc.,

Alameda, CA,

CONTINUED
First Bank System, Inc. leasing & equipment 3 and 4 Minneapolis May 16, 1997
(5). financing (b)(5); and
Minneapolis, MN numerous partnerships,

community development
activities, (b)(6)

First Bank System, Inc., First Bank of South Dakota, 3 Minneapolis May 1, 1997
Minneapolis, MN Sioux Falls, SD;

First Interim Bank of

Cheyenne, FSB,

Cheyenne, WY
First Citizens Bancorp, The Home Bank FSB, 4 Atlanta April 25, 1997
Cleveland, TN Ducktown, TN, savings

association (b)(9)



Applicant or notificant

Acquiree or activity

Section of law

Lauritzen Corporation
Q),

Omaha, NE
CONTINUED

Liberty Bank
Employee Stock
Ownership Plan,
New Orleans, LA

Lloyds TSB Group

PLC, and Lloyds Bank
PLC,

both of London, England

Mahurin, Dixi,
Bowling Green, KY;
Mahurin, Peter and
Dixie ,

Bowling Green, KY,
acting in concert

Marshall & Ilsey
Corporation,
Milwaukee, WI

MASSBANK Corp.,
Reading, MA

MAXLOU Bancshares,
Inc.,
Tahlequah, OK

North Platte, NE; and First 3
National Bank of Omaha,
Omaha, NE

Liberty Financial Services,
Inc.,

New Oreleans, LA;
Liberty Bank and Trust
Company,

New Orleans, LA

CIBC

TAI Holdings Inc., 4
Investment Advisers, Inc.,
Minneapolis, MN, trust

services (b)(3); investment
advisory services (b)(4);
full-service brokerage

(b)(15); foreign exchange
execution & advisory

services, and other advisory

& administrative services

First Cecilian Bancorp, Inc. CIBC
Cecilia, KY,
Cecilian Bank,

Cecilia, KY

we

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

Glendale Co-operative 3
Bank Bank,
Everett, MA

First State Bank,
Tahlequah, OK;
Liberty Finance, Inc.,
Tahlequah, OK, lending
(b\(1)

3and4

Reserve Bank

Kansas City

Atlanta

New York

St. Louis

Chicago

Boston

Kansas City

End of comment period

June 2, 1997

April 8, 1997

March 26, 1997

April 30, 1997

May 5, 1997

May 23, 1997

April 11, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Pinnacle Bancshares,
Inc.,
Thomson, GA

PN Holdings, Inc.,
Ann Arbor, MI

Poteau Bancshares, Inc.,
Poteau, OK

Powell, Donald Edward,
Amarillo, TX

Premier Bancshares,
Inc.,
Atlanta, GA.

Premier Bancshares,
Inc.,

LaGrange, TX,

and Premier Holdings -
Nevada, Inc.,

Carson City, NV

McDuffie Bank & Trust,
Thomson, GA

Pelican National Bank,
Naples, FL (in
organization);
Washtenaw Mortgage
Company,

Ann Arbor, MI, lending

(by)

First Poteau Corporation,
Poteau, OK;

Poteau State Bank,
Poteau, OK.

Tejas Bancshares, Inc.
Fritch, TX;

Fritch State Bank,
Fritch, TX

Central and Southern
Holding Company,
Milledgeville, GA;

Central and Southern Bank

of Georgia,
Milledgeville, GA;

Central and Southern Bank

of North Georgia,
Greensboro, GA

savings association (b)(9)

Citizens State Bank,
Hempstead, TX

3 Atlanta

3 and4 Atlanta

3 Kansas City
CIBC Dallas

3 and 4 Atlanta

3 Dallas

May 5, 1997

April 21, 1997

May 17, 1997

April 7, 1997

May 12, 1997

May 1, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

DUNN Investment Co.,
Eagle Grove, IA

Eden Financial
Corporation,
San Angelo, TX

Eggemeyer Advisory
Corp.,

San Diego, CA;
Castle Creek Capital,
L.L.C.,

San Diego, CA;

Castle Creek Capital
Partners Fund - I, L.P.,
San Diego, CA;

and Monarch Bancorp,
Laguna Niguel, CA

Exchange Bankshares
Corporation of Kansas,
Atchison, KS

F&M Bancorporation,
Inc.,

Kaukana, WI;

F&M Merger
Corporation,
Kaukana, WI

F&M Bancorporation,
Inc.,

Kaukana, WI;

F&M Merger
Corporation,
Kaukana, WI

Dunn Shares, Inc.,
Eagle Grove, IA;
Security Savings Bank,
Eagle Grove, IA;

and F&M Shares Corp.,
Eagle Grove, IA; | ~
Farmers & Merchants
Savings Bank,
Manchester, LA

The First State Bank of
Rankin,
Rankin, TX

California Commercial
Bankshares,

Newport Beach, CA;
National Bank of Southem
California,

Newport Beach, CA;
Venture Partners, Inc.,
Newport Beach, CA,

trust services (b)(3)(ii)

The Farmers and Merchants
State Bank,
Effingham, KS

Wisconsin Ban Corp.,
Prairie Du Chien, WI;
Prairie City Bank,

Prairie Du Chien, WI

Citizen's National
Bancorporation,
Darlington, WJ;

Citizen's National Bank of
Dartington,

Darlington, WI

3 and 4

3

Chicago

Dallas

San Francisco

Kansas City

Chicago

Chicago

May 16, 1997

March 24, 1997

April 18, 1997

May 2, 1997

May 12, 1997

May 12, 1997



Application

Deposit Guaranty Corp.

Jackson, Mississippi
Request for waiver of the application requirement of Section 3(a)(5) of the Bank Holding
Company Act for Deposit Guaranty Corp., Jackson, Mississippi, to merge with NBC Financial
Corporation, Baton Rouge, Louisiana, and thereby directly acquire Bank of Commerce, Baton
Rouge, Louisiana.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 5/09/97

ion 1 Applications Subject to N Notice Only E

None
Newspaper and Federal Register Notice
Clifford R. Ronnenberg, Sunset Beach, California, Newspaper: Not Available
to increase his ownership up to 27.8 percent of
Security First Bank, Fullerton, CA. * Fed, Reg.: 5/27/97
Zions Bancorporation, Salt Lake City, Utah, to Newspaper: 5/30/97
acquire Tri-State Bank, Montpelier, Idaho. *
Security State Corporation, to become a bank holding Newspaper; Not Yet Available
company by acquiring Security State Bank, both of
Centralia, CA. * Fed, Reg.: Not Yet Available
Bank of Idaho Holding Company, to become a Newspaper: Not Yet Available
bank holding company by aquiring Bank of
Estern Idaho, both of Idaho Falls, Idaho. * Fed. Reg,: Not Yet Available

Section III -Applications Subject to Federal Regi

None

None

* Subject to CRA.



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

Danny Biggs; Merlin &
Nelva Grimes; ED&J,
Inc.; Ronald & Carol
Carr; Steven J. Sell;
Richard Schenk; Dennis
Call; and R. Joe
Southard, Great Bend,
Kansas

Eagle Investment
Company, Inc.,
Glenwood, MN

Fannin Bancorp, Inc.,
Employee Stock
Ownership Plan

and Trust,

Windom, TX

FBA Bancorp, Inc.,
Chicago, IL

First Citizens
BancShares, Inc.,
Raleigh, NC

Gold Banc Corporation,
Inc.,
Prairie Village, KS

Guaranty Bancshares
Corporation,
Kansas City, KS

Hyder, Ronald Hollis,
and McNabb, Garry
Wayne, both

of Livingston, TN, as co-
trustees of the Melissa
Lynn Oakley 1996 Trust

First Wakeeney Agency,
Inc., Great Bend,

KS, and Interstate Bank,
Great

Bend, KS

Eagle Bank,
Glenwood, MN

Fannin Bancorp, Inc.,
Windom, TX, and
Fannin Bank,
Windom, TX

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

novo bank,

First Bank of the Americas,
SSB,

Chicago, IL

First Savings Financial
Corp.,

Reidsville, NC, and

First Savings Bank of
Rockingham County, Inc.,
SSB, Reidsville, NC

Peoples Bancshares, Inc.,
Clay Center, KS, and
Peoples National Bank of
Clay Center, Clay Center,
KS

Bank of Coffey,
Coffey, MO

First Holding Company,
Inc.,

Livingston, TN,

First National Bank of the
Cumberlands,

Livingston, TN

CIBC

CIBC

Kansas City

Minneapolis

Dallas

Chicago

Richmond

Kansas City

Kansas City

Atlanta

End of comment period

May 30, 1996

June 13, 1997

June 12, 1997

June 12, 1997

June 13, 1997

June 13, 1997

June 4, 1997

June 2, 1997



H.2
MAY 5, 1997 TO MAY 10, 1997
PAGE 5

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

| BANK MERGERS

. Minneapolis Dacotah Bank, Aberdeen, South Dakota -- to merge with
Dacotah Bank, Clark, Dacotah Bank, Faulkton,
Dacotah Bank, Lemmon, Dacotah Bank, Mobridge, and
Dacotah Bank, Webster, South Dakota and to
establish branches.
Approved, May 5, 1997.

Richmond First Virginia Bank-Southwest, Roanoke, Virginia --
to merge with First Virginia Bank-Highlands,
Covington, Virginia.
Approved, May 5, 1997.

Richmond George Mason Bank, Fairfax, Virginia -- to merge with
George Mason Bank, National Association, Bethesda,
Maryland, and establish branches.
Approved, May 7, 1997.

Philadelphia Johnstown Bank and Trust Company, Johnstown,
Pennsylvania -- to acquire the assets and assume
the liabilities of branches of National City Bank
of Pennsylvania, Pittsburgh, at 210 East Main
Street, Everett; 229 Main Street, Meyersdale; and
102 North Grant Street, Salisbury, Pennsylvania,
and to establish branches.

Approved, May 9, 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, Sherman
. Qaks, California, and Transworld Bank.
Granted, May 6, 1997. .

Director, BS&R Society Trust Company of New York, Albany, New York -
- registration as transfer agent.
Withdrawn, May 5, 1997. °

Kansas City 66 Federal Credit Union, Bartlesville, Oklahoma --
registration under Regulation G.
Approved, May 7, 1997.



Applicant or notificant

Acquiree or activity Section of law

Reserve Bank

End of comment period

Mansfield Bancshares,
Inc.,
Mansfield, LA

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

Peoples Bank
Employee Stock
Ownership Trust,
Marion, KY

Peoples-Marion
Bancorp, Inc.,
Marion, KY

‘Susma Patel; Suketu
Madhusudan

Patel (Suku); Parimal
Kantibhai Patel (Perry);
Bharat Muljibhai Amin,
London, England; and
Dennis John Lloyd
King, Surrey, England;
collectively, as the Patel
Group

Riverside Bancshares, Inc., 3
Logansport, LA,

and Bank of Logansport,
Logansport, LA

BancIndependent, Inc., CIBC
Sheffield, AL,

and Bank Independent,

Sheffield, AL

Peoples-Marion Bancorp, 3
Inc.,
Marion, KY

The Peoples Bank, 3
Marion, KY

First Bankshares, Inc., CIBC
Longwood, FL, and

First National Bank of

Central Florida, Longwood,

Fl

Dallas

Atlanta

St. Louis

St. Louis

Atlanta

June 12, 1997

June 2, 1997

June 12, 1997

June 12, 1997

May 30, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Danny Biggs; Merlin &
Nelva Grimes; ED&J,
Inc.; Ronald & Carol
Carr; Steven J. Sell;
Richard Schenk; Dennis
Call; and R. Joe
Southard, Great Bend,
Kansas

Eagle Investment
Company, Inc.,
Glenwood, MN

Fannin Bancorp, Inc.,
Employee Stock
Ownership Plan

and Trust,

Windom, TX

FBA Bancorp, Inc.,
Chicago, IL

First Citizens
BancShares, Inc.,
Raleigh, NC

Gold Banc Corporation,
Inc.,
Prairie Village, KS

Guaranty Bancshares
Corporation,
Kansas City, KS

Hyder, Ronald Hollis,
and McNabb, Garry
Wayne, both

of Livingston, TN, as co-
trustees of the Melissa
Lynn Oakley 1996 Trust

First Wakeeney Agency,
Inc., Great Bend,

KS, and Interstate Bank,
Great

Bend, KS

Eagle Bank,
Glenwood, MN

Fannin Bancorp, Inc.,
Windom, TX, and
Fannin Bank,
Windom, TX

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

novo bank,

First Bank of the Americas,
SSB,

Chicago, IL.

First Savings Financial
Corp.,

Reidsville, NC, and

First Savings Bank of
Rockingham County, Inc.,
SSB, Reidsville, NC

Peoples Bancshares, Inc.,
Clay Center, KS, and
Peoples National Bank of
Clay Center, Clay Center,
KS

Bank of Coffey,
Coffey, MO

First Holding Company,
Inc.,

Livingston, TN,

First National Bank of the
Cumberlands,

Livingston, TN

CIBC Kansas City
3 Minneapolis
3 Dallas

3 Chicago

3 Richmond

3 Kansas City
3 Kansas City
CIBC Atlanta

May 30, 1996

June 13, 1997

June 12, 1997

June 12, 1997

June 13, 1997

June 13, 1997

June 4, 1997

June 2, 1997



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

Addresses for Comments

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

Federal Reserve Bank of Boston

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

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

Federal Reserve Bank of Philadelphia

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

Federal Reserve Bank of Cleveland

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

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

Federal Reserve Bank of Atlanta

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

Federal Reserve Bank of Chicago

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

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

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

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

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

Federal Reserve Bank of San Francisco

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

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



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Newspaper Notice Onl

Comment Period

Application _Ending Date_
NONE.

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

Newspaper and Federal Register Notice
Comment Period
ication Ending Date

Stearns Financial Services, Inc., St. Cloud, Minnesota Not yet available
for prior approval to acquire 80% of the voting shares of the
Arizona Community Bank of Scottsdale, Scottsdale, Arizona. *

*Subject to CRA
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject
Fe egister Notice Onl
Comment Period
Application Ending Date
TCF Financial Corporation, Minneapolis, Minnesota to engage May 27, 1997

in leasing activities through the acquisition of Winthrop Resources
Corporation, Minnetonka, Minnesota.

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

Application

NONE.


Federal Reserve Bank of Richmond

. labili £ Li luation

Week ending May 9, 1997

Definition 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 con-
sistent with its resources and capabilities.

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

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

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

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

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

RSSD Examination
Number Name of Bank —Date__ Rating
223322 The First Bank and Trust Company

236 West Main Street
Lebanon, Virginia 24266-9705 2-24-97 Satisfactory



Federal Reserve Bank of Chicago

ications Subject to New:

ect =
Notice Only

Type
Merger & Branch Huron Community Bank
East Tawas, Michigan

Au Gres Michigan branch of Citizens Bank

Flint, Michigan

Branch at 3150 East Huron Road

Au Gres, Michigan

M&I Marshall & Ilsley Bank
Milwaukee, Wisconsin
Security Bank, S.S.B.
Milwaukee, Wisconsin
and to establish 34 branches

Merger & Branch

Merger & Branch Old Kent Bank
Grand Rapids, Michigan
Old Kent Bank

Elmhurst, Illinois
and to establish 26 branches

NP - Newspaper

FR - Federal Register
* - Subject to Provisions of Community Reinvestment Act

** — Not available at this time

Comment Period

Ending Date

NP - 5-7-97

NP -5-22-97

NP -5-22-97


A u 7
- icati ject to B.
Newspaper and Federal Register Notice
Application ‘0 it Period ing D:
Seacoast Banking Corporation of Florida 04-24-97*

Stuart, Florida
To merge with Port St. Lucie National Bank Holding Corp., Port St. Lucie, Florida, and thereby

directly acquire Port St. Lucie National Bank, Port St. Lucie, Florida, pursuant to Section 3(a)(5)
of the Bank Holding Company Act.

American Bancorp, Inc. 05-26-97*
Opelousas, Louisiana Newspaper

Change in control notice by Mr. Ronald J. Lashute to acquire an additional 13.33 percent of the

outstanding shares of American Bancorp, Inc., Opelousas, Louisiana. The acquisition will

increase Mr. Lashute’s total ownership to 13.69 percent.

First Holding Company, Inc. 06-02-97*

Livingston, Tennessee Federal Register
After-the-fact change in control notice by Mr. Ronald Hollis Hyder and Mr. Garry Wayne
McNabb, as co-trustees of the Melissa Lynn Oakley 1996 Trust, to retain 27.06 percent of the
outstanding shares of First Holding Company, Inc., Livingston, Tennessee.

= icati ject to Fed
lication C Period Ending D
None.
ion 4 -
icati

Firstrust Corporation

New Orleans, Louisiana
To acquire up to 24.9 percent of Automated Technology Machines, Inc., New Orleans, Louisiana
(ATM), and thereby engage in data processing activities, pursuant to Section 225.28(b)(14) of
Regulation Y, and Section 4(c)(8) of the Bank Holding Company Act. First Bank and Trust, New
Orleans, Louisiana, Notificant’s bank subsidiary, currently owns 100 percent and will own the

remaining 75.1 percent following the transaction. ATM owns and operates cash dispensing
machines.

*Subject to provisions of the Community Reinvestment Act.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of
CRA Public Evaluations
week ending May 9, 1997

ASSIGNMENT OF RATING

dentification 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
F&M Bank-Superior January 27, 1997 Satisfactory
1612 Belknap Street

P.O. Box 639

Superior, WI 54880

The State Bank of Townsend January 27, 1997 Outstanding
400 Broadway
Townsend, MT 59644-2322



APPLICATIONS BULLETIN
(For the week ending May 10, 1997)

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
Received notice from The Fifth Third Bank of Northeastern Ohio, *May 31, 1997
Cleveland, Ohio, of its intent to establish a branch at 20220 Center

Ridge Road, Rocky River, OH.

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

Received application from Mellon Bank Corporation, Pittsburgh, *F: May 30, 1997
PA on May 5, 1997, to acquire 1st Business Corporation, Los

Angeles, CA.

Received application from The Fifth Third Bank, Cincinnati, OH *N: May 28, 1997

on April 29, 1997, to merge with Suburban Federal Savings
Bank, Cincinnati, OH.

SECTION Il - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

Received notice from Mellon Bank Corporation, Pittsburgh, PA May 27, 1997
on April 18, 1997, to acquire Buck Consultants, Inc., New

York, NY and engage in employee benefits counseling as

permitted by Section 225.25(b)(9) of Regulation Y.

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

Received notice from Mid Am, Inc., Bowling Green, OH of its intent to acquire MFI
Investments Corp., Bryan, OH pursuant to Section 4(j) of the Bank Holding Company Act.

* - Subject to CRA

N - Newspaper Comment Period

F - Federal Register Comment Period

# - Expected to End 30 Days from Date of Receipt



Information Requests

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

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

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

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

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

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

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

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

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

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

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

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

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

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



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Montgomery, Tammy
Bolton.

Golden, MS,

as Trustee for The
Weaterford Foundation
of Red Bay, Alabama,
Inc.,

Red Bay, AL

Morris Mayer
Testamentary Trust,
Walkenhorst, Dale as
Trustee,

Madison, NE

National Canton
Bancshares, Inc.,
Canton, IL

National City
Bancshares, Inc.,
Evansville, IN

NEB Corporation,
Fond du Lac, WI

Northeast Kansas
Bancshares, Inc.,
Valley Falls, KS

Norwest Corporation,
Minneapolis, MN

Norwest Corporation,
Minneapolis, MN

Norwest Corporation,
Minneapolis, MN

Independent Bancshares,
Inc...

Red Bay, AL,

Bank of Red Bay,

Red Bay, AL

Madison Bancshares, Inc.,
Madison, NE,

Bank of Madison,
Madison, NE

Sturm Investment, Inc.,
Denver, CO,

The Union National Bank
of Macomb,

Macomb, Il.

Bridgeport Bancorp, Inc.,
Bridgeport, IL, and First
National Bank of
Bridgeport, Bridgeport, IL

State Bank of St. Cloud,
St. Cloud, WI

Valley Falls Insurance, Inc.,
Valley Falls, KS,

Kendall State Bank,

Valley Falls, KS, insurance
activities (b)(8)(iii)

IMS Mortgage Company,
Cedar Rapids, IA,
residential mortgage
lending (b)(1)

Trinty Mortgage Affiliates,
Atlanta, GA, residential
mortgage lending (b)(1)

Ohio Executive Mortgage
Company,

Mansfield, OH, residential
mortgage lending (b)(1)

CIBC

CIBC

3 and 4

Atlanta

Kansas City

Chicago

St. Louis

Chicago

Kansas City

Minneapolis

Minneapolis

Minneapolis

April 28, 1997

April 7, 1997

April 18, 1997

June 6, 1997

May 5, 1997

May 5, 1997

May 9, 1997

May 8, 1997

May 8, 1997



H.2

MAY 5, 1997 TO MAY 10, 1997

PAGE 10

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

MEMBERSHIP
St. Louis
St. Louis
St. Louis
St. Louis
Chicago
REGULA’

INS AND POLICIES

Secretary

Citizens First Bank, Arkadelphia, Arkansas -- to
become a member of the Federal Reserve System.
Approved, May 9, 1997.

Citizens First Bank, El Dorado, Arkansas -- to become ,
a member of the Federal Reserve System.
Approved, May 9, 1997.

Citizens First Bank, Fordyce, Arkansas -~ to become a
member of the Federal Reserve System.
Approved, May 9, 1997.

Clinton State Bank, Clinton, Arkansas -- to become a
member of the Federal Reserve System.
Approved, May 9, 1997.

NorthSide Community Bank, Gurnee, Illinois -- to
become a member of the Federal Reserve System.
Approved, May 7, 1997.

Regulation CC -- amendments concerning realignments
in Federal Reserve check-processing regions by
adding the routing numbers formerly
assigned to the Lewiston check processing :cy..n to
the Boston head office.

Approved, May 7, 1997.



RESERVE BANK APPLICATIONS BULLETIN For week ending May 9, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

Application End of Comment Period
None.
I - I B
P) ID FEDERAL R T:
Application End of Comment Period

* Section 3(a)(1) notification by Peoples-Marion
Bancorp, Inc., Marion, Kentucky, to acquire The
Peoples Bank, Marion, Kentucky. Newspaper: 6-9-97

* Section 3(a)(3) notification by The Peoples Bank
Employees Stock Ownership Trust, Marion,
Kentucky, to acquire 47.45 percent of Peoples-Marion

Bancorp, Inc., Marion, Kentucky. Newspaper: 6-9-97
T) il - ION: T D)
Application End of Comment Period
None.
- T. T. IE. IST)

licati End of C Period

Section 9 membership application by Flora Bank
& Trust, Flora, Illinois. N/A

*This notification is subject to CRA.



Applicant or notificant

Acquiree or activity

Union Illinois Company,
Swansea, IL

United Community
Banks, Inc.,
Blairsville, GA.

United Community
Banks, Inc.,
Blairsville, GA

Vermont Financial
Services Corp.,
Brattleboro, VT

West Point Bancorp,
Inc.,
West Point, NE

Whipple Family Limited
Partnership,
Arkadelphia, AR

Young, William
Howerton,
Fredonia, KY

Zions Bancorporation,
Salt Lake City, UT

Missouri PayDay Loan
Company, Inc.,

St. Louis, MO;

Missouri Budget, Inc.,
St. Louis, MO, and
Budget Finance, Inc.,

St. Louis, MO, consumer
credit (b)(1)

United Family Finance Co.,
Blairsville, GA, credit
insurance activities (b)(8)(ii)

United Family Finance Co.,
Blue Ridge, GA (formerly
Mountain Mortgage &
Loan, Inc.),

making, acquiring, or
servicing loans or other
extensions of credit (b)(1)

Eastern Bancorp, Inc.,
Dover, NH

savings association,
Vermont Federal Bank,
FSB,

Williston, VT, (b)(9)

Dakota Bancshares, Inc.,
West Point, NE;

Dakota County State Bank,
West Point, NE

Horizon Bancorp, Inc.,
Arkadelphia AR;
Horizon Bank, Inc.
Malvern, AR

Fredonia Valley Bancorp,
Inc.,

Fredonia, KY

and Fredonia Valley Bank,
Fredonia, KY

Tri-State Bank,
Montpelier, ID

4

CIBC

we

Section of law Reserve Bank

St. Louis

Atlanta

Atlanta

Boston

Kansas City

St. Louis

St. Louis

San Francisco

End of comment period

May 19, 1997

April 25, 1997

March 25, 1997

April 14, 1997

April 18, 1997

May 27, 1997

May 23, 1997

June 6, 1997


Information Requests

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

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

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

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

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

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

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

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

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

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

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

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

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

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



H.2A

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

Notices Filed since the H.2A dated May 9, 1997

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

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

Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
1st United Bancorp, Seaboard Savings Bank, 4 Atlanta June 12, 1997
Boca Raton, FL F.S.B.,

Stuart, FL,

operating a savings
association (b\4)(ii)

Commercial Guaranty CGB Capital Corporation, 4 Kansas City June 3, 1997
Bancshares, Inc., Shawnee Mission, KS,
Shawnee Mission, KS private placement of

securities (b)(7\{iii)
Crites, John William, South Branch Valley CIBC Richmond June 3, 1997
Petersburg, WV Bancorp, Inc.,

Moorefield, WV, and South

Branch Valley National

Bank of Moorefield,

Moorefield, WV



Type
3(ay(1)

3(ay())

3(a))

3a)

3(a)(1)

3a)

Federal Reserve Bank of Chicago

Register Notice cont’d

Application

Peoples Financial Services, Inc.*
Hamtramck, Michigan
Peoples State Bank
Hamtramck, Michigan

Dunn Investment Co.*
Eagle Grove, Iowa
Dunn Shares
Eagle Grove, Iowa
Security Savings Bank
Eagle Grove, Iowa
F & M Shares Corp.
Eagle Grove, Iowa
Farmers & Merchants Savings Bank
Manchester, Iowa

Shorebank Corporation*
Chicago, Illinois
Shorebank Pacific Corporation
Tlwaco, Washington
Shoretrust Bank
Seattle, Washington

Shorebank Pacific Corporation*
Tlwaco, Washington

Shoretrust Bank

Seattle, Washington

Schonath Family Partnership, A Limited Partnership*
Oconomowoc, Wisconsin

InvestorsBancorp, Inc.

Pewaukee, Wisconsin

InvestorsBank (in organization)

Pewaukee, Wisconsin

InvestorsBancorp, Inc.*

Pewaukee, Wisconsin
InvestorsBank (in organization)
Pewaukee, Wisconsin

Comment Period
ndi te

FR - 5-23-97
NP - 5-10-97

FR - 5-16-97
NP - 5-16-97

FR - 5-17-97
NP - 5-28-97

FR - 5-17-97
NP - 5-28-97

FR - 5-30-97
NP - 5-16-97

FR - 5-30-97
NP - 5-16-97



H.2
MAY 5, 1997 TO MAY 10, 1997
PAGE 7

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

COMPETITIVE FACTORS REPORTS

New York Glenns Falls National Bank and Trust Company, Glenns
Falls, New York, proposed acquisition of certain
assets and assumption of certain liabilities of six
branches of Fleet Bank, Albany, New York -- report
on competitive factors.

Submitted, May 6, 1997.

Boston MassBank, Reading, Massachusetts, proposed merger
with Glendale Co-operative Bank, Everett,
Massachusetts -- report on competitive factors.
Submitted, May 9, 1997.

Richmond NationsBank, National Association, Charlotte, North
Carolina, proposed merger with Boatmen's National
Bank of Oklahoma, Tulsa, Oklahoma, and Boatmen's
Bank of Southern Missouri, Springfield, Missouri --
report on competitive factors.
Submitted, May 5, 1997.

St. Louis One National Bank, Little Rock, Arkansas, proposed
merger with Interim One National Bank -- report on
competitive factors.

Submitted, May 7, 1997.

Atlanta Regions Bank of Florida, Pensacola, Florida, proposed
merger with Pioneer Bank, Chattanooga, Tennessee ~~
report on competitive factors.

Submitted, May 7, 1997.

. Atlanta Regions Bank of Florida, Pensacola, Florida, proposed
merger with First Federal Savings Bank of Citrus
County, Inverness, Florida -- report on competitive
factors.
. Submitted, May 7, 1997.
Atlanta Regions Bank of Florida, Pensacola, Florida, proposed

merger with FirstBank, Panama City, Florida --
report on competitive factors.
Submitted, May 7, 1997.



H.2

MAY 5, 1997 TO MAY 10,

PAGE 6

1997

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

CAPITAL STOCK

Minneapolis

Minneapolis

Chicago

CHANGE IN BANK CONTROL

Dallas

Minneapolis

Dacotah Bank, Webster, South Dakota -- redemption of
shares.
Approved, May 5, 1997.

Dacotah Bank, Lemmon, South Dakota --redemption of
shares.
Approved, May 5, 1997.

Midstates Bancshares, Inc., Harlen, Iowa --
redemption of shares.
Approved, May 7, 1997.

Coleman Bancshares, Inc. Coleman, Texas -- change in
bank control.
Permitted, May 7, 1997.

Montana Security, Inc., Havre, Montana -- change in
bank control.
Permitted, May 6, 1997.

COMPETITIVE FACTORS REPORTS

Dallas

Secretary

Boston

Bonham State Bank, Bonham, Texas, proposed merger
with New Bonham, Inc. -- report on competitive
factors.

Submitted, May 9, 1997.

Business & Professional Bank, Woodland, California,
and Sun Capital Bank, St. George, Utah, proposed
merger with United States National Bank of Oregon,
Portland, Oregon -- report on competitive factors.

Submitted, May 7, 1997.

CFX Bank, Keene, New Hampshire, proposed merger with
Centerpoint Bank, Bedford, and Concord Savings
Bank, Concord, New Hampshire -- report on
competitive factors.

Submitted, May 9, 1997.



AVAILABILITY OF CRA PUBLIC EVALUATIONS
(May 9, 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 May 9, 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.

NONE



H.2

MAY 5S, 1997 TO MAY 10,

PAGE 9

1997

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

EXTENSIONS OF TIME

San Francisco

Dallas

Dallas

San Francisco

Chicago

INTERNATIONAL OPERATIONS

Secretary
JEMBERSH

St. Louis

St. Louis

Cleveland

Bank of America Corporation, San Francisco,
California -- extensions to divest certain
properties.

Granted, May 7, 1997.

Laguna Bancshares, Inc., Big Lake, Texas -- extension
to August 9, 1997, to acquire Laguna Bancshares of
Delaware, Inc., Dover, Delaware, and Big Lake Bank,
N.A., Big Lake, Texas.

Granted, May 7, 1997.

Laguna Bancshares of Delaware, Inc., Dover,
Delaware -- extension to August 9, 1997, to acquire
Big Lake Bank, N.A., Big Lake, Texas.

Granted, May 7, 1997.

Pacific Rim Bancorporation, San Francisce, California
-- extensions to divest certain properties.
Granted, May 7, 1997.

St. Cloud Bancshares, Inc., St. Cloud, Wisconsin --
extension to August 8, 1997, to acquire State Bank
of St. Cloud, St. Cloud, Wisconsin.

Granted, May 8, 1997.

Centura Bank, Rocky Mount, North Carolina -- to
establish a branch in Grand Cayman, British West
Indies.

Approved, May 5, 1997.

Arkansas State Bank, Clarksville, Arkansas -- to
become a member of the Federal Reserve System.
Approved, May 9, 1997.

Benton State Bank, Benton, Arkansas -- to become a
member of the Federal Reserve System.
Approved, May 9, 1997.

Citizens Banking Company, Salineville, Ohio -- to
become a member of the Federal Reserve System.
Approved, May 9, 1997.


‘ederal Reserve Bai Atl:
Applications Bulletin for Week Ending M: 97

til - Availability of CRA Public Evaluation:

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 CRA Rating Examination Date
Community Bank of Outstanding 01-27-97

the Islands
2450 Periwinkle Way

Sanibel, Florida 33957
. (813) 472-2800

Barnett Bank of Southwest Georgia Satisfactory 01-20-97
Post Office Box 1497

Columbus, Georgia 31993

(706) 571-7827


ee nt

ANNOUNCEMENT

BOARD OF GOVERNORS
OF THE

FEDERAL RESERVE SYSTEM

H.2, 1997, No. 19

Actions of the Board, its Staff, and

the Federal Reserve Banks;
Applications and Reports Received
During the Week Ending May 10, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES

NationsBank, N.A., Charlotte, North Carolina -~
letter to Comptroller of the Currency concerning
application by NationsBank to engage in real estate
development activities.

Approved, May 5, 1997.

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

ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and

Community Affairs; FOMC -

Federal Open Market Committee; FRBO ~- Federal Reserve

Bank Operations; IF - International Finance; OSDM - Office of Staff Director

for Management
BANK BRANCHES, DOMESTIC

Atlanta

Richmond

Minneapolis

AmSouth Bank of Tennessee, Chattanooga, Tennessee ~--
to establish a branch at 8105 Moore's Lane,
Brentwood, Tennessee.

Approved, May 5, 1997.

Bank of Ferrum, Ferrum, Virginia -- to establish a
branch at the intersection of State Route 616 and
State Route 122 (Westlake Corner) Moneta, Virginia.

Approved, May 5, 1997.

Dacotah Bank, Aberdeen, South Dakota -- to establish
branches in Clark, Willow Lake, Watertown, Henry,
Bradley, Faulkton, Lemmon, Bison, Mobridge,
Webster, and Roslyn.

Approved, May 5, 1997.


Applicant or notificant

Acquiree or activity Section of law Reserve Bank

End of comment period

CCB Financial
Corporation,
Durham, NC

Central Bancompany,
Inc.,
Jefferson City, MO

Century Bancorp, MHC,
Bridgeton, NJ;

and Century Bancorp,
Inc.,

Bridgeton, NJ

CH and JD Byrum, LLC,
Indianapolis, IN

Citizens Bancorp,
Corvallis, OR

Citizens Banking
Corporation,
Flint, MI

American Federal Banks, 4
F.S.B.,

Greenville, SC, mortgage
lending; acting as agent in

the sale of certain credit

related insurace; savings
association; and brokerage
services (bX 1)(iii), (8)(i),

(9), and (15)

Richmond

Warrensburg Bancshares, 3 St. Louis
Inc.,

Warrensburg, MO;

Bank of Warrensburg,

Warrensburg, MO

Century Savings Bank, 3
Bridgeton, NJ

Philadelphia

American State Bank, 3
Lawrenceburg, IN;

American State Corporation,
Lawrenceburg, IN

Chicago

Citizens Bank, 3 San Francisco

Corvallis, OR

CB Financial Corporation, 3
Jackson, MI;

CB North,

Charleviox, MI;

City Bank & Trust,

Jackson, MI;

City Bank,

Saint Johns, MI

Chicago

May 16, 1997

May 8, 1997

May 1, 1997

April 14, 1997

April 7, 1997

May 8, 1997



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

ECTION I - APPLICATIONS SUBJECT TO
NEWSPAPER NOTICE ONLY
Application Comment Period Ending Dat

NONE

ECTION IT - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE

Application Comment Period Ending Date

NONE

SECTION III - APPLICATIONS SUBJECT TO
FEDERAL REGISTER NOTICE ONLY

NONE

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

Application
NONE
SECTION V_- AVAILABILITY OF CRA PUBLIC EVALUATION: .
nstitution Examination Date Rating**

NONE



H.2 ADDITIONS AND CORRECTIONS
MAY 5S, 1997 TO MAY 10, 1997

PAGE 11

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

BANK MERGERS

Chicago M&I Bank of Janesville, Janesville, Wisconsin -- to
merge with M&I Bank of Beloit, and M&I Bank of
Delavan, Delavan, Wisconsin, and to establish
branches.
Approved, May 2, 1997.

CAPITAL STOCK

Chicago West Town Bancorp, Inc, Cicero, Illinois --
redemption of shares
Returned, May 2, 1997.



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
McConnell, Richard J. , FSB Financial Corporation, CIBC St. Louis March 21, 1997
Franklin, IN Francisco, IN;

FSB Bank,

Francisco, IN
Medina Bankshares, D'Hanis State Bank, 3 Dallas April 22, 1997
Inc., D. Hanis, TX
D'Hanis, TX, and
Medina Financial Inc.,
Carson City, NV
Mellon Bank 1st Business Corporation, 3 Cleveland May 30, 1997
Corporation, Los Angeles, CA, and
Pittsburgh, PA 1st Business Bank,

Los Angeles, CA
Mellon Bank Buck Consultants, Inc., 4 Cleveland May 27, 1997
Corporation, New York, NY,
Pittsburgh, OH employee benefits

consulting (b)(9)(ii)
Mercantile Roosevelt Financial Group, 3 and4 St. Louis April 4, 1997
Bancorporation Inc., Inc.,
St. Louis, MO, and Chesterfield, MO;
Ameribanc, Inc., Missouri State Bank &
St. Louis, MO. Trust Company,

St. Louis, MO;

Roosevelt Bank,

Chesterfield, MI, savings

association (b)(9)
Mercantile Roosevelt Bank, 4 St. Louis May 8, 1997
Bancorporation, Inc., Chesterfield, MI;
St. Louis, MI; Roosevelt Mortgage
Ameribanc, Inc., Company,
St. Louis, MI Kansas City, MI, operation

of a federal savings bank

(b)(9) and mortgage

banking activities (b)(1)
Midstate Bancorp, Inc., Binger Agency, Inc., 3 Kansas City May 8, 1997
Hinton, OK Binger, OK;

First Community Bank.

Binger, OK



H.2A

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

Notices Filed as of May 9, 1997

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

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

Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Allegiant Bancorp, Inc., Reliance Financial, Inc., St. 4 St. Louis June 9, 1997
Clayton, MO Louis, MI, and

Reliance Federal Savings

and Loan

Association of St. Louis
County, St. Louis, MI,
operating a savings and
loan (b)(4)(ii)

Allied Irish Banks, p.l.c., Dauphin Deposit Corp.; 3 and 4 Richmond May 1, 1997
Dublin, Ireland, Dauphin Deposit Bank and

and First Maryland Trust Co., Harrisburg, PA;

Bancorp, Hopper Soliday & Co., Inc.,

Baltimore, MD Lancaster, PA; Dauphin

Life Insurance Co.,
Harrisburg, PA, securities
(b)(8)(i); Loans USA, Inc.,
Pasadena, MD, (b)(1),
(b)(21), (6)(7), (b)(8)(ii)



Federal Reserve Bank of Chicago

tion V_- Availabili ic Evaluati

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 May 9, 1997. If you are interested in obtaining a copy of the evaluation document,
please contact the bank(s) directly.

Identificati f Ratings

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

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

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

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

BANK NAME/LOCATION EXAMINATION DATE RATINGS
First Farmers Bank and Trust 1/13/97 Ss

123 North Jefferson
Converse, Indiana 46919
(317) 395-3316

RSSD # 139843

Markesan State Bank 1/27/97 oO
84 North Bridge Street

Markesan, Wisconsin 53946

(414) 398-2358

RSSD# 489641

Farmers Savings Bank 1/27/97 Ss
402 ‘B’ Avenue

Kalona, lowa 52247

(319) 656-2265

RSSD# 929044



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

Comerzbank AG, CAM Acquisition, LLC, 4 New York May 14, 1997
Frankfurt am Main, Wilmington, DE
Germany Montgomery Asset

Mangement, L.P.,
Montgomery Services,
LLC,

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

Commerzbank Commerz Futures 4 New York May 23, 1997
Aktiengesellschaft, Corporation,

Frankfurt Main, Chicago, IL, financial &

Germany investment advisory (b)(6)

Community Bankshares County Bank of 3 Richmond June 2, 1997
Incorporated, Chesterfield,

Petersburg, VA Midlothian, VA

Community Capital The Bank of Newberry 3 Richmond May 29, 1997
Corporation, County,

Greenwood, SC Newberry, SC

Community Financial Community Savings Bank, 3 Chicago May 16, 1997
Corp., Robbins, 1A

Edgewood, IA.

Compass Bancshares, Central Texas Bancorp, Inc., 3 Atlanta May 12, 1997
Inc., Waco, TX;

Birmingham, AL; The Texas National Bank of

Compass Banks of Waco,

Texas, Inc., Waco, TX

Birmingham, AL;

Compass

Bancorporation of

Texas, Inc.,

Wilmington, DE

Concord EFS, Inc., EFS Federal Savings Bank, 4 St. Louis May 13, 1997
Memphis, TN Oakland, TN;

First Federal Bank, FSB,

Memphis, TN, operating a

savings association (b}(4Xii)


Federal Reserve Bank of Chicago

- j mn: 1
Register Noti d
Comment Period
3(a)(1) FBA Bancorp Inc.* FR-**
Chicago, Illinois NP - *#*

Interim First Bank S.B. (in organization)
Chicago, Illinois

t = icati i
Notice Only
Comment Period
4(c)(8) Shorebank Pacific Corporation FR - 5-17-97

Tlwaco, Washington
Shoretrust Trading Group
Tlwaco, Washington

tion TV - t_ Sul to Fe 1 T or
T licati
ROS Financial Services Corporation of the Midwest

Rock Island, Illinois
To redeem $5,000,000 of its class A cumulative convertible preferred stock


Section of law Reserve Bank

Applicant or notificant Acquiree or activity End of comment period

Summit Bancorp, Collective Bancorp, Inc., 4 New York May 23, 1997
Princeton, NJ Egg Harbor, NJ;

Collective Bank,

Egg Harbor, NJ, operating a

federal savings bank

(by(4)Gi)

Collective Financial

Services, Inc., securities

brokerage & insurance

agency acti’ s (b)(7)(1)

and (b)(11)(ii)
Susquehana Bancshares, Founders Bank, 3 Philadelphia May 19, 1997
Inc., Bryn Mawr, PA
Lititz, PA
TCF Financial Winthrop Resources 4 Minneapolis May 27, 1997
Corporation, Corporation,
Minneapolis, MN Minnetonka, MN, leasing

personal property (b)(3)
Tehama Bancorp, Tehema Bank, 3 San Francisco May 12, 1997
Red Bluff, CA Red Bluff, CA
Tehama Bancorp, Bancorp Financial Services, 4 San Francisco May 5, 1997
Red Bluff, CA Sacramento, CA, leasing

activities (b)(5)
Texas Financial Austin County Bancshares, 3 Dallas March 27, 1997
Bancorporation, Inc., Inc.,
Minneaplis, MN, Belleville, TX;
and Delaware Financial Austin County Bancshares-
Bancorporation, Inc., Delaware,
Wilmington, DE Wilmington, DE;

and Austin County State

Bank,

Belleville, TX
Trustcorp Financial, Inc., Missouri State Bank and 3 St. Louis June 2, 1997
St. Louis, MO Trust Company,

St. Louis, MO
Union Illinois 1995 Union Illinois Company, 3 St. Louis May 10, 1997
Investment Limited Swansea, IL,
Partnership, Union Bank of Ollinois,
Swansea, IL Swansea, IL,

State Bank of Jerseyville,

Jerseyville, IL



H.2

MAY 5, 1997 TO MAY 10, 1997

PAGE 8

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

COMPETITIVE FACTORS REPORTS

Atlanta

San Francisco

Dallas

Atlanta

Regions Bank of Florida, Pensacola, Florida, proposed
merger with First Federal Savings Bank of New
Smyrna, New Smyrna, Florida -- report on
competitive factors.

Submitted, May 7, 1997.

San Diego National Bank, San Diego, California,
proposed purchase of the assets and assumption of
the liabilities of 10 San Diego County branches of
Regency Savings Bank, FSB, Naperville, Illinois --
report on competitive factors.

Submitted, May 8, 1997.

Secured Trust Bank, Tyler, Texas, proposed merger
with Secured Trust Corporation -- report on
competitive factors.

Submitted, May 9, 1997.

SouthTrust Bank of Alabama, N.A., Birmingham, a
Alabama, proposed merger with SouthTrust Bank of
North Carolina, Charlotte, North Carolina;
SouthTrust Bank of Northwest Florida, Marianna,
Florida; SouthTrust Bank of Russell County, Phenix,
City, Alabama; SouthTrust Bank of Columbus, N.A.,
Columbus, Georgia; SouthTrust Bank of Florida,
N.A., St. Petersburg, Florida; SouthTrust Bank of
South Mississippi, Biloxi, Mississippi; SouthTrust
Bank of Georgia, N.A., Atlanta, Georgia; SouthTrust
Bank of Tennessee, N.A., Nashville, Tennessee; and
SouthTrust Bank of South Carolina, N.A.,
Charleston, South Carolina -- report on competitive
factors.

Submitted, May 7, 1997.



ist United Bank Not yet available*

Boca Raton, Florida
To merge with Seaboard Savings Bank, F.S.B., Stuart, Florida, pursuant to Section 18(c) of the
Federal Deposit Insurance Act.

ist United Bank Not yet available*

Boca Raton, Florida
To acquire the assets and assume certain liabilities of Seaboard Savings Bank, F.S.B., Stuart,
Florida, pursuant to Section 5(d)(3) of the Federal Deposit Insurance Act, as amended by the
Federal Deposit Insurance Corporation Improvement Act of 1991.

Section 2 - Applications Subject to Both

Newspay Fi 1 Register Noti
Application mment Peri nding D;
BancIndependent, Inc. 05-26-97*

Sheffield, Alabama
Change in control notice by Mr. Leonard P. Mauldin, Mr. Macke B. Mauldin, and Mr. E. Fennel
Mauldin, Jr. (MPEFM, II Limited Partnership), to collectively acquire 30.8 percent of the
outstanding shares of BancIndependent, Inc., Sheffield, Alabama.

1st United Bancorp Not yet available*

Boca Raton, Florida
To acquire Seaboard Savings Bank, F.S.B., Stuart, Florida, and thereby engage in operating a
savings association, pursuant to Section 225.28(b)(4)(ii) of Regulation Y and Section 4(c)(8) of the
Bank Holding Company Act.

First Bankshares, Inc. Not yet available*
Longwood, Florida

Change in control notice by Ms. Susma Patel and Messrs. Suketu (Suku) Madhusudan Patel, Parimal

(Perry) Kantibhai Patel, Bharat Muljibhai Amin, and Dennis John Lloyd King (the Patel Group), to

collectively acquire 43.06 percent of the outstanding shares of First Bankshares, Inc., Longwood,

Florida.

*Subject to the provisions of the Community Reinvestment Act.



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Lane, Richard E.(1);
McFadin, Nick, Jr.;
Krause, Charles

F.; Rockwald Ltd.;
Wolff, Gary W.;
Meadows, Gilbert R.; G.
G. Gale Family
Partners, Ltd.; BGG
Associates, LC;
Schroeder, George F.;
all of San Antonio, TX;
CONTINUED

Lane, Richard E.(2),
San Antonio, TX;
Garrett, Michael L.
Garrett; Jack B.
Sommerfield Defined
Benefit Pension Plan,
both of Dallas, TX;
Wolff, George A.;
Friddle, Paul R., both of
Boerne, TX;
CONTINUED

Lane, Richard E.(3),
San Antonio, TX;
Garrett, J. Patrick; and
McDonie, Karen
Wynne,

Both of Houston, TX

Lashute, Ronald J.,
Opelousas, LA

Lauritzen Corporation
Q),

Omaha, NE
CONTINUED

South Texas Capital Group,
Inc.,

San Antonio, TX;

Plaza International Bank,
N.A.,

San Antonio, TX;
CONTINUED

South Texas Capital Group,
Inc.,

San Antonio, TX;

Plaza International Bank,
NA,

San Antonio, TX;
CONTINUED

South Texas Capital Group,
Inc.,

San Antonio, TX;

Plaza International Bank,
NA,

San Antonio, TX

American Bancorp, Inc.,
Opelousas, LA

and American Bank &
Trust Company,
Opelousas, LA

First National of Nebraska,
Inc., Omaha, NE, & First
Nat'l Bank of Kansas,
Overland Park, KS; First
Nat'l Bank and Trust Co.,
Columbus, NE; Fremont
Nat'l Bank, Fremont, NE;
Platte Valley State Bank,
Kearney, NE; First Nat'l
Bank,

CONTINUED

Dallas

Dallas

Dallas

Atlanta

Kansas City

May 2, 1997

May 2, 1997

May 2, 1997

May 23, 1997

June 2, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Scott, Ben Jay,
Coleman, TX

Seacoast Banking
Corporation of Florida,
Stuart, FL

Security State
Corporation,
Centralia, WA

Shorebank Corporation,
Chicago, IL

South Branch Valley
Bancorp, Inc.,
Moorefield, WV

Southeast Bancorp, Inc.,
Corbin, KY

Southerland Family
Limited Partnership,
Batesville, AR

Southern National
Corporation,
Winstom-Salem, NC

Coleman Bancshares, Inc.,
Coleman, TX;

Coleman County State
Bank,

Coleman, TX

Port St. Lucie National
Bank Holding Corporation,
Port St. Lucie, FL;

Port St. Lucie National
Bank,

Port St. Lucie, FL;

Spirit Mortgage Company,
Port St. Lucie, FL, lending,
(&)I)Gii)

Security State Bank,
Centralia, WA

Shorebank Pacific Corp.,
llwaco, WA;

ShoreTrust Bank,

Seattle, WA.

ShoreTrust Trading Group,
Inc., investment advice

()(6)

Capital State Bank, Inc.,
Charleston, WV

First Bank of East
Tennessee, National
Association,

La Follette, TN

Citizens Bancshares of
Batesville, Inc.,
Batesville, AR

United Carolina Bancshares
Corporation,

Whiteville, NC;

United Carolina Bank,
Whiteville, NC;

United Carolina Bank of
South Carolina,

Greer, SC

CIBC

3 and 4

CIBC

3

Dallas April 25, 1997

Atlanta April 24, 1997

San Francisco June 9, 1997

Chicago May 17, 1997
Richmond May 23, 1997
Cleveland - April 4, 1997
St. Louis May 15, 1997
Richmond March 31, 1997



Bank/ tion RSSD#
State Bank 851659
P.O. Box 187

Palmer, Nebraska 68864-0187

Exchange Bank of Missouri 686459
P.O. Box 69
Fayette, Missouri 65274-0000

The Bank at Broadmoor 716659

Four Elm Street
Colorado Springs, Colorado 80906-3124

*Application is subject to CRA.

Exam Date

02/03/97

02/03/97

02/03/97

CRA Public
—Date _

05/06/97

05/06/97

05/07/97

CRA
—Rating —

Satisfactory

Outstanding

Satisfactory



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN
APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF MAY 5, 1997

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER

NOTICE ONLY
PPLICATION NOTICE EXP
None.
SECTION II _- APPLICATIONS SUBJECT TO BOTH
PAPER AND FEDE! RE ER NOTIC
APPLICATION ** NOTICE EXP

*Section 3(a)(3) application by
Mansfield Bancshares, Inc., Mansfield, LA,
to acquire Riverside Bancshares, Inc., Logansport, LA, and

Bank of Logansport, Logansport, LA N/A
SE 1-A TI SUBJECT TO_F L_REGIST!
NOTICE ONLY
APPLICATION NOTICE EXP.
None.

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
R_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.



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

First Coastal Bancshares,
El Segundo, CA

First Commerical
Corporation,
Little Rock, AR

First Financial Bancorp,
Hamilton, OH

First National
Community Bancorp,
Inc.,

Dunmore, PA

First National Security
Company,
DeQueen, AR

First Robinson Financial
Corporation,
Robinson, IL.

First Security
Borporation,
Salt Lake City, UT

First Security
Corporation Employee
Stock Ownership Plan,
Norcross, GA

First Coastal Bank, N.A.,
El Segundo, CA

First Central Corporation,
Searcy, AR;

First National Bank,
Search, AR

Southeastem Indiana
Bancorp,

Vevay, IN;

Vevay Deposit Bank,
Vevay, IN

First National Community
Bank,
Dunmore, PA

First National Bancshares
of Hempstead County, Inc.,
Hope, AR;

First National Bank of
Hope,

Hope, AR;

Bank of Blevins,

Blevins, AR;

First National Bank of
Lewisville,

Lewisville, AR

First Robinson Savings

Bank, National Association,

Robinson, IL.

American Bancorp of
Nevada, Inc.,

Las Vegas, NV;
American Bank of
Commerce,

Las Vegas, NV

First Security Corporation,
Norcross, GA;

First Security National
Bank,

Norcross, GA

3 San Francisco
3 St. Louis

3 Cleveland

3 Philadelphia
3 St. Louis

3 St. Louis

3 San Francisco
3 Atlanta

April 11, 1997

April 22, 1997

April 14, 1997

May 10, 1997

May 5, 1997

May 19, 1997

May 27, 1997

May 12, 1997



Type
CoC-HC

3(a)G)

3(a)3)

3(a)(5)

3(a))

3(a)(3)

Federal Reserve Bank of Chicago

ction I] - Applications ject to B
Register Notice

Application

First State Bancorp of Monticello, inc.

Monticello, Illinois
By John W. Corley

Capitol Bancorp, Ltd.*
Lansing, Michigan

Valley First Community Bank (in organization)

Scottsdale, Arizona

Sun Community Bancorp, Ltd.*
Tucson, Arizona

Valley First Community Bank (in organization)

Scottsdale, Arizona

Marshall & Ilsey Corporation*

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

Citizens Banking Corporation*
Flint, Michigan
CB Financial Corporation
Jackson, Michigan
City Bank & Trust Company
Jackson, Michigan
City Bank
St. Johns, Michigan
CB North
Charlevoix, Michigan

NEB Corporation*

Fond du Lac, Wisconsin
State Bank of St. Cloud
St. Cloud, Wisconsin

wspaper_and Fei

Comment Period

Ending Date
FR - 5-16-97
NP - 5-13-97

FR - 5-27-97
NP - 5-14-97

FR - 5-27-97
NP - 5-14-97

FR - 5-5-97
NP - 4-27-97

FR - 5-8-97
NP - 5-1-97

FR - 5-5-97
NP - 4-30-97


Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Imperial Bancorp,
Inglewood, CA

Industrial Bank of
Japan, Ltd.,
Tokyo, Japan

InvestorsBancorp, Inc.,
Pewaukee, WI

Kale, Denis L. and
Sandra,
Osceola, 1A

Karge, Carl L.,
Wolf Point, MT

Kazi, Zubair and Khatija,
Studio City, CA;

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

Kazi, Zubair and Khatija,
Studio City, CA;

and Yahia and Magda
Abdul-Rahman,
Pasadena, CA

Korea Long Term
Credit Bank,
Seoul, Korea

Kremlin Bancshares,
Inc.,
Kremlin, OK

Imperial Bank Arizona,
Phoenix, AZ

Aubrey G. Lanston & Co.,
Inc.,

New York, NY, securities
activities (b)(7); data
processing (b)(14);
financial & investment
activities (b)(6); and
underwriting (b}(8)

InvestorsBank,
Pewaukee, WI

Osceola Bancorporation,
Osceola, IA;

American State Bank,
Osceola, IA

Western Holding Company,
Wolf Point, MT;

Western Bank of Wolf
Point,

Wolf Point, MT

Greater Pacific Bancshares,
Whittier, CA;

Bank of Whittier, N.A.,
Whittier, CA

Kentucky Home Bank,
Bardstown, KY

Nara Bank, National
Association,
Los Angeles, CA

Bank of Kremlin,
Kremlin, OK

4

CIBC

CIBC

CIBC

San Francisco

New York

Chicago

Chicago

Minneapolis

San Francisco

San Francisco

New York

Kansas City

May 1, 1997

May 12, 1997

May 30, 1997

April 16, 1997

May 8, 1997

May 5, 1997

April 17, 1997

May 1, 1997

April 11, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Southern Security
Financial Corporation,
Hollywood, FL

Spangler, Charles Leon,
Aurora, MO

Stearns Financial
Services, Inc.,
Employee Stock
Ownership Plan T1, St.
Cloud, MN, and Stearns
Financial

Services, Inc., St. Cloud,
MN

Stichting Prioriteit (1)
ABN AMRO Holding,
Amsterdam, The
Netherlands; Stichting
Administratiekantoor
ABN AMRO Holding,
Amsterdam, The
Netherlands; ABN
AMRO Holding N.V.,
Amsterdam, The
Netherlands; and ABN
AMRO Bank, N.V.,
Amsterdam,
CONTINUED

Stichting Prioriteit (2),
The Netherlands

Southern Security Bank
Corporation,

Hollywood, FL;

Southern Security Bank of
Hollywood,

Hollywood, FL

Seligman Bancshares, Inc.,
Seligman, MO;

First Independent Bank,
Seligman, MO

Arizona Community Bank
of Scottsdale,
Scottsdale, AZ

Citicorp Futures Corp.,
New York, NY; Citifutures
Ltd., London, England; &
Citicorp Futures Ltd.,
Singapore,

acting as FCM (b)(17);
investment advice (b)(18);
acting as FCM in the
execution & clearance of
futures & options on futures
contracts; CONTINUED

and providing execution-
only or cleaing-only
services with respect to
financial and non-fianncial
futures and options on
futures contracts

3

CIBC

Atlanta

St. Louis

Minneapolis

Chicago

Chicago

April 10, 1997

May 15, 1997

June 6, 1997

March 17, 1997

March 17, 1997



H.2
MAY 5, 1997 TO MAY 10,
PAGE 4

1997

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

BANK HOLDING COMPANIES

Kansas City

Atlanta

Atlanta

Minneapolis

Chicago

Cleveland

Richmond

Kansas City

Pinnacle Bancorp, Inc., Central City, Nebraska -- to
acquire First Ogallala Investment, Inc., Ogallala,
Nebraska.

Approved, May 5, 1997.

Pinnacle Bancshares, Inc., Thomson, Georgia -- to
acquire McDuffie Bank & Trust.
Approved, May 8, 1997.

Regions Bank of Florida, Pensacola, Florida -- to
merge with First Bankshares, Inc., East Point,
Georgia, and acquire First Bank of Georgia.

Approved, May 7, 1997.

Sankovitz Family Limited Partnership, Waseca,
Minnesota, and Frankson Investment Corporation --
to acquire Bank of Ellendale, Ellendale, Minnesota.

Approved, May 8, 1997.

Shorebank Pacific Corporation, IIwaco, Washington --
to acquire Shoretrust Trading Group.
Returned, May 5, 1997.

Southeast Bancorp, Corbin, Kentucky -- to acquire
First Bank of East Tennessee, National Association,
La Follette, Tennessee.

Approved, May 10, 1997.

Southern National Corporation, Winston-Salem, North
Carolina -- to acquire Phillips Factors .
Corporation, High Point, North Carolina.

Approved, May 7, 1997.

West Point Bancorp, Inc., West Point, Nebraska -- to
merge with Dakota Bancshares, Inc.
Approved, May 5, 1997.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Buffalo Bancorp, Inc., Citizens State Bank, 3 Dallas May 8, 1997
Buffalo, TX; Buffalo, TX
Buffalo Corp.,
Dover, DE
California Community First Coastal Bancshares, 3 San Francisco April 11, 1997
LLC, El Segundo, CA ;
Los Angeles, CA First Coastal Bank, N.A.,
El Segundo, CA
Capitol Bancorp, Ltd., Valley First Community 3 Chicago May 27, 1997
Lansing, MI Bank,
and Sun Community Scottsdale, AZ
Bancorp, Ltd.,
Tucson, AZ
Carson, Frank L., II, Mulvane Bankshares, Inc., CIBC Kansas City April 23, 1997
Mulvane, KS Mulvane, KS;
Mulvane State Bank,
Mulvane, KS
Castle Creek Capital Rancho Santa Fe National 3 San Francisco March 24, 1997
Partners Fund-I, L.P., Bank,
Castle Creek Capital, Rancho Santa Fe, CA;
L.L.C., and First Community Bank of
Eggemeyer Advisory Desert,
Corporation, Yucca Valley, CA
all of San Diego, CA
Castle Creek Capital Rancho Santa Fe National 3 San Francisco April 25, 1997
Partners Fund-I, L.P.; Bank,
Castle Creek Capital, Rancho Santa Fe, CA;
L.L.C.; and First Community Bank of
Eggemeyer Advisory the Desert,
Corporation, Yucca Valley, CA
all of San Diego, CA
Castle Creek Capital Rancho Santa Fe National 3 San Francisco April 25, 1997
Partners Fund-I, L.P.; Bank,
Castle Creek Capital, Rancho Santa Fe, CA
L.L.C.; and Eggemeyer
Advisory Corporation,
all of San Diego, CA
CB Bancorp, Inc., The Citizens Bank, 3 Cleveland March 24, 1997
Higginsport, OH Higginsport, OH



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
AMCORE Financial, County Bank Shares Corp; 3 Chicago April 22, 1997
Inc., State Bank of Mt. Horeb;
Rockford, IL Mt. Horeb, WI; Belleville

Bancshares Corp.,

Belleville, WI; Montello

State Bank, Montello, WI;

State Bank of Argyle,

Argyle, WI; Citizens State

Bank, Clinton, WI;

Belleville State Bank,

Belleville, WI
Banc One Corporation, Liberty Bancorp Inc.; 3 and 4 Cleveland March 14, 1997
Columbus, OH and Liberty Bank and Trust
Banc One Oklahoma Company of Oklahoma
Corporation, City, N.A., Oklahoma City,
Oklahoma City, OK OK; Liberty Bank and Trust

Company of Tulsa, N.A.,

Tulsa, OK,

insurance (b)(8); trust

services (b)(3); and lending

(b)(1) and (5)
Banco Bilbao Vizcaya, BBV LatInvest Securities 4 New York March 4, 1997
S.A., Inc.,
Bilbao, Spain New York, NY,

securities activities (b)(1),

(b)(4), (0)(15), and (6)(16)
Bancorp Hawaii, Inc., CU Bancorp, 3 San Francisco May 5, 1997
Honolulu, Hl Encino, CA;

California United Bank,

Encino, CA
Bancorp of New Glarus, The Bank of New Glarus, 3 Chicago June 6, 1997
Inc., New Glarus, WI
New Glarus, WI
Bank of Idaho Holding Bank of Eastern Idaho, 3 San Francisco June 9, 1997
Company, Tdaho Falls, [A

Idaho Falls, ID



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

Addresses for Comments

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

Federal Reserve Bank of Boston

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

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

Federal Reserve Bank of Philadelphia

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

Federal Reserve Bank of Cleveland

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

Federal Reserve Bank of Richmond
A. Linwood Gill, II], Assistant Vice President, 70] East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

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

Federal Reserve Bank of Chicago

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

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

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

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

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

Federal Reserve Bank of San Francisco

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

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



fo

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 a
neighborhoods, in a manner consistent with its resources and capabilities.

Week Ending May 10,1997
NAME OF BANK. RATING EXAMINATION DATE
None.
T/ 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 | Register notice.
4/ Date specified in Federal Register notice; a later date may be
specified in the newspaper notice.

N/A - Not Available


Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Ford, Thomas Riley;
Nelson, Paul Emil; and
Southway, Henry
‘Thomas,

Alamosa, CO.

GBC Bancorp, Inc.,
Lawrenceville, GA

Giltner Investment
Partnership, Ltd.,
Omaha, NE

Glendening, Helen,
Pella, JA,

and

DeBruin, Harold A. and
Ethel R.,

Pella, IA

Greer, Elmo,
East Bemstadt, KY

Harris Financial MHC,
Harrisburg, PA

Hawkins Financial
Corporation,

Hawkins, TX;

and Hawkins Deleware
Financial Corporation,
Wilmington, DE

Hendricks, Randall J. ,
Elsie, NE;

and Orr, Warren ,
North Platte, NE

Hohl Financial, Inc.,
Wahoo, NE

Alamosa Bancorporation
Ltd.,

Alamosa, CO;

Alamosa National Bank,
Alamosa, CO

Gwinnett Banking
Company,
Lawrenceville, GA
(in organization)

The Avoca Company,
Avoca, NE;

Farmers State Bank,
Bennett, NE

Leighton Investment
Company,

Leighton, [A;

Farmers Savings Banks,
Leighton, IA

Cumberland Valley
Financial Company,
London, KY

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

The First State Bank of
Hawkins,
Hawkins, TX

Elsie, Inc.,

Elsie, NE;

Commercial State Bank,
Elsie, NE

Wahoo State Bank,
Wahoo, Nebraska

CIBC

CIBC

CIBC

CIBC

Kansas City

Atlanta.

Kansas City

Chicago

Cleveland

Philadelphia

Dallas

Kansas City

Kansas City

May 1, 1997

April 10, [997

May 5, 1997

April 11, 1997

May 23, 1997

March 27, 1997

May 27, 1997

March 14, 1997

May 16, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Norwest Corporation, The First National Minneapolis May 9, 1997
Minneapolis, MN Bankshares, Inc.,

Tucumcari, NM;

The First National Bank of

Tucumcari,

Tucumcari, NM
P.C.B. Bancorp, Inc., Anchor Savings Bank, Atlanta May 8, 1997
Largo, FL F.S.B.,

St. Petersburg, FL, savings

association (b)(9)
Parkway Bancorp, Inc., Jefferson Holding Corp., Chicago April 21, 1997
Harwood Heights, IL, Chicago, IL;
and Parkway Jefferson State Bank,
Acquisition Corporation, Chicago, IL
Harwood Heights, IL
PBT Bancshares, Inc., Yoder Bankshares, Inc., Kansas City June 6, 1997
McPherson, KS Yoder, KS, and Farmers

State Bank,

Yoder, KS
Penns Woods Bancorp, Columbia Financial Philadelphia April 25, 1997
Inc., Corporation,
Williamsport, PA Bloomsburg, PA;

First Columbia Bank &

Trust Company,

Bloomsburg, PA
Peoples Financial Peoples State Bank, Chicago May 23, 1997
Services, Inc., Hamtramck, MI
Hamtramck, MI
PHS Bancorp, M.H.C., Peoples Home Savings Cleveland May 1, 1997
Beaver Falls, PA Bank,

Beaver Falls, PA
Pierce County Bancorp, Pierce Commercial Bank, San Francisco April 21, 1997
Tacoma, WA Tacoma, WA
Pinnacle Bancorp, Inc., First Ogallala Investment, Kansas City April 25, 1997
Central City, NE Inc.,

Ogallala, NE;

First National Bank of

Ogallala,

Ogallala, NE



FEDERAL RESERVE BANK OF PHILADELPHIA

T - J I Pp nt

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 May 9, 1997.

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

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

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

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

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

Bank/Locati Examination D CRA Rati

NONE NONE NONE


K.2
MAY 5, 1997 TO MAY 10, 1997
PAGE 3

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

BANK HOLDING COMPANIES

San Francisco Castle Creek Capital Partners Fund-I,L.P., San Diego,
California, Castle Creek Capital L.L.C., and

Eggemeyer Advisory Corporation -- to acquire Rancho
Santa Fe National Bank, Rancho Santa Fe,
California.

Approved, May 5, 1997.

San Francisco Castle Creek Capital Partners Fund-I.L.P., San Diego,
California, Castle Creek Capital L.L.C., and

Eggmeyer Advisory Corporation -- te acquire First
Community Bank of the Desert, Yucca Valley,
California.

Approved, May 5, 1997.

Director, BS&R Evans Bancorp, Inc., Angola, New York -- registration
as transfer agent.
Withdrawn, May 5, 1997.

Minneapolis First Bank System, Inc., Minneapolis, Minnesota -- to
acquire First Bank of South Dakota (National
Association), Sioux Falls, South Dakota.
Approved, May 9, 1997.

Minneapolis First Bank System, Inc., Minneapolis, Minnesota -- to
acquire First Interim Bank of Casper, fsb, Casper,
Wyoming, and First Interim Bank of Cheyenne, fsb,
Cheyenne, Wyoming.
Permitted, May 9, 1997.

San Francisco First Coastal Bancshares, El Segundo, California --
to acquire First Coastal Bank, N.A., El Segundo,
California.
Approved, May 5, 1997.

Richmond First Virginia Banks, Inc., Falls Church, Virginia --
to acquire Premier Bancshares Corporation,
Bluefield, Virginia.
Approved, May 8, 1997.

Kansas City Kremlin Bancshares, Inc., Kremlin, Oklahoma -- to
acquire Bank of Kremlin.
Approved, May 6, 1997.



- APP’ T T. T

LICATI! Cc T 1D END) DATE
None.
= LICATI: T D) ak R T
OR NEWSPAPER NOTICE
APPLICATION

Bank of Star Valley, Afton, Wyoming, for prior
approval to invest in bank premises.

TI - AVAT Fr PUBLIC E' A
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.



al Re: a tl;

Applicati Metin for Wee! in, 7.
Recently Approved Applications Approval Date
Regions Financial Corporation 05-08-97

Birmingham, Alabama
To merge with SB&T Corporation, Smyrna, Georgia, and thereby directly acquire Smyrna Bank &
Trust Company, Smyrna, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company Act..

Regions Financial Corporation 05-08-97
Birmingham, Alabama

To merge with First Bankshares, Inc., East Point, Georgia, and thereby directly acquire First Bank

of Georgia, East Point, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company Act.

First Community Bank 05-05-97

Orange City, Florida
To establish a branch located at 21 S. Highway 17/92, DeBary, Florida, to be known as the DeBary
Office.

North Fulton Bancshares, Inc. 05-08-97
Roswell, Georgia
Commitment waiver request.

Pinnacle Bancshares, Inc. 05-08-97
Thomson, Georgia
1-BHC formation, McDuffie Bank & Trust, Thomson, Georgia.

AmSouth Bank of Tennessee 05-06-97
Chattanooga, Tennessee
To establish a branch located at 8105 Moore’s Lane, Brentwood, Tennessee.



H.2
MAY 5, 1997 TO MAY 10, 1997
PAGE 2

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

BANK BRANCHES, DOMESTIC

Atlanta First Community Bank, Orange City, Florida~ to
establish a branch at 21 South Highway 17/92,
Debary, Florida.
Approved, May 5, 1997.

Kansas City Havelock Bank, Lincoln, Nebraska -- to establish a
branch at 27th and Pine Lake Road, Lincoln,
Nebraska.

Approved, May 9, 1997.

St. Louis MidSouth Bank, Monette, Arkansas ~- to establish a
branch at 211 East Washington, Jonesboro, Arkansas.
Approved, May 7, 1997.

Chicago Old Kent Bank, Grand Rapids, Michigan -- to establish
branches in Wayne, Oakland, Macomb, Genessee,
Livingston, Wastenaw, and Monroe counties.
Approved, May 5, 1997.

Philadelphia Orrstown Bank, Shippensburg, Pennsylvania -- to
establish a branch at 625 Norland Avenue, Borough
of Chambersburg, Pennsylvania.

Approved, May 7, 1997.

Kansas City Pinnacle Bank, Papillion, Nebraska -- to establish a
branch at 72nd and Cornhusker.
Approved, May 5, 1997.

Boston Union Trust, Ellsworth, Maine -- to establish a
branch in Bar Harbor, Maine.
Approved, May 9, 1997.

Secretary U.S. Bank of Idaho, Boise, Idaho -- to establish a
branch at Gary Lane Albertsons, 7100 West State
Street.

Approved, May 9, 1997.

Philadelphia Wilmington Trust of Pennsylvania, West Chester,
Pennsylvania -- to establish branches at 402
Lancaster Avenue, Haverford, and One Liberty Place,
1650 Market Street, Philadelphia, Pennsylvania.
Approved, May 9, 1997.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Concordia Capital Cordia Bank & Trust 3 Dallas April 21, 1997
Corporation, Company,
Vidalia, LA Vidalia, LA
Conrad Company, National Mercantile 3 Minneapolis April 7, 1997
Minneapolis, MN Bancorp,

Los Angeles, CA;

Mercantile National Bank,

Los Angeles, CA
Corley, John William, First State Bancorp of CIBC. Chicago May 16, 1997
(0) Monticello, Inc.,
Monticello, IL. Monticello, IL
CONTINUED State Bank of Hammond,

Hammond, IL; First State

Bank of Monticello,

Monticello, IL; First State

Bank of Bloomington,

Bloomington, IL; First State

Bank of Heyworth,

Heyworth, IL;

CONTINUED
Corley, John William, and First State Bank of CIBC Chicago May 16, 1997
(2) Atwood,
Monticelli, IL Atwood, IL
Country Bancorporation, Hiawatha Bank and Trust 3 Chicago May 12, 1997
Crawfordsville, 1A Company,

Hiawatha, [A
Covenant Bancorp, Inc., Covenant Bank, 3 Philadelphia April 22, 1997
Haddonfield, NJ Haddonfield, NJ
Cox, Walter L., Sr., Morris County Bankshares, CIBC Dallas April 30, 1997
Naples, TX Incorporated,

Naples, TX;

Morris County National

Bank,

Naples, TX
Credit Suisse Group, TradeWeb, L.L.C., 4 New York April 16, 1997
Zurich, Switzerland, data processing (b)(7)
and Credit Suisse First
Boston Corp.,

New York, NY



RESERVE BANK APPLICATIONS BULLETIN For week ending May 9, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

SECTION V - AVAILABILITY OF CRA PUBLIC DISCLOSURES
Identificati f 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.

sank RSSD Name of Bank Examination | Examination|
| Number Bank Address Date Rating
941541 Bank of Altenburg Altenburg, MO 1/27/97 Satisfactory

663450 Bank of Louisiana Louisiana, MO 1/27/97 Satisfactory



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 5/09/97
ion V - ilability of CR ic Evaluati

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

Instituti . ination D Rating*
Western Security Bank 7401 E. Camelback Road 1/06/97 Satisfactory
Scottsdale, AZ 85251-3508
(602) 947-9888

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

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

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

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

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

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is
not intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no
responsibility for errors or omissions.



Type
3(a)(5)

3(a))

3(a)(5)

3(a)(5)

3(a)G)

3(a)(3)

EICID)

Federal Reserve Bank of Chicago

tion II - ications Subj. Ws 1
Register Notice cont’

Application

F & M Bancorporation, Inc.*
Kaukauna, Wisconsin
Citizens National Bancorp, Inc.
Darlington, Wisconsin
Citizens National Bank of Darlington
Darlington, Wisconsin

F & M Merger Corporation*
Kaukauna, Wisconsin
Citizens National Bancorp, Inc.
Darlington, Wisconsin
Citizens National Bank of Darlington
Darlington, Wisconsin

F & M Bancorporation, Inc.*
Kaukauna, Wisconsin
Wisconsin Ban Corp.
Prairie du Chien, Wisconsin
Prairie City Bank
Prairie du Chien, Wisconsin

F & M Merger Corporation*
Kaukauna, Wisconsin
Wisconsin Ban Corp.
Prairie du Chien, Wisconsin
Prairie City Bank
Prairie du Chien, Wisconsin

Country Bancorporation*

Crawfordsville, Iowa
Hiawatha Bank and Trust Company (in organization)
Hiawatha, Iowa

Community Financial Corp.*

Edgewood, Iowa
Community Savings Bank (in organization)
Robins, Iowa

Bancorp of New Glarus, Inc.*
New Glarus, Wisconsin

Bank of New Glarus

New Glarus, Wisconsin

Comment Period
ing Dat

FR - 5-12-97
NP - 5-12-97

FR - 5-12-97
NP - 5-12-97

FR - 5-12-97
NP - 5-7-97

FR -5-12-97
NP - 5-7-97

FR - 5-12-97
NP - 4-7-97

FR - 5-16-97
NP - 3-31-97

FR - 6-6-97
NP - 6-2-97


Ss IN = ILE’

Effective April 21, 1997, information regarding the comment periods associated
with applications and notices submitted to the Federal Reserve Bank of Boston
for processing under section 3 and 4(c) (8) of the Bank Holding Company Act of
1956, as amended, will be available 24 hours a day by calling the following
toll-free number 1-800-896-9480.

*Subject to CRA.

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


Section of law Reserve Bank

Applicant or notificant Acquiree or activity End of comment period

Regions Financial The New Iberia Bancorp, 3 Atlanta May 5, 1997
Corporation, Inc.,
Birmingham, AL New Iberia, LA;
The New Iberia Bank,
New Iberia, LA;
First Bankshares, Inc., East
Point, GA;
First Bank of Georgia, East
Point, GA;
SB&T Corporation,
Smyrna, GA; and
Smyrna Bank and Trust
Company,
Smyma, GA
Regions Financial First Mercantile National 3 Atlanta April 14, 1997
Corporation, Bank,
Birmingham, AL. Longwood, FL
Reich Family Limited Blue Ridge Bancshares, CIBC Kansas City May 27, 1997
Partnership, Kansas City, _Inc., Kansas City, MO, and
MO, and general Blue Ridge Bank and Trust
partners Carolyn Reich Co., Kansas City, MO
Weir, Independence,
MO, and Nancy Reich
Esry, Sarasota, FL
Republic Bancshares, F.F.O. Financial Group, 4 Atlanta May 23, 1997
Inc., Inc.,
St. Petersburg, FL St. Cloud, FL, and First
Federal Savings and Loan
Association of Ocelola
County, Kissimmee, FL,
operating a savings
association (b)(4)(ii)
Rossenberg, Clifford R., Security First Bank, CIBC San Francisco May 27, 1997

Sunset Beach, CA

Fullerton, CA

Sankovitz Family Bank of Ellendale, 3 Minneapolis April 28, 1997
Limited Partnership, and Ellendale, MN

Frankson Investment

Corporation,

both of Waseca, MN

Schonath Family InvestorsBancorp, Inc., 3 Chicago May 30, 1997
Partnership, LP, Pewaukee, WI, and

Oconomiwoc, WI InvestorsBank,

Pewaukee, WI



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Creditanstalt-
Bankverein,
Vienna, Austria

Criswell, Thomas E.,
Ada, OK;

Horne, Bill J., Sr.,
Ada, OK;

Howard, C.B.,

Ada, OK;
Thompson, Richard J.,
Oklahoma City, OK;
Wall, James N.,
Shawnee, OK,

all as co-trustees,

Cumberland Bancorp,
Inc.,
Carthage, TN

Dartmouth Capital
Group, Inc.,

Huntington Beach, CA;
Dartmouth Capital
Group, L.P., Huntington
Beach, CA; Commerce
Security Bancorp, Inc.,
Huntington Beach, CA;
and SDN Bancorp, Inc.,
Encinitas, CA

Deer, Charlie,
Monroeville, AL

Deutsche Bank, AG
(Main)

Federal Republic of
Germany

community investments

(&\(6)

First Ada Bancshares, Inc.,
Ada, OK;

First National Bank and
Trust Company,

Ada, OK

The Bank of Mason,
Mason, TN

Eldorado Bancorp,
Irvine, CA;
Eldorado Bank,
Tustin, CA

First Citizens Bancorp, Inc.,
Monroeville, AL

First Citizens Bank of
Monroe County,
Monroeville, AL

Ganis Credit Corporation,
‘Newport Beach, CA,
lending (b)(1)

CIBC

CIBC

4

New York

Kansas City

Atlanta

San Francisco

Atlanta

New York

February 24, 1997

April 30, 1997

April 4, 1997

April 25, 1997

May 27, 1997

May 12, 1997



Applicant or notificant
F.N.B. Corporation,
Hermitage, PA

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Farmers State Bank of
Fort Morgan, ESOP,
Foit Morgan, CO

Farmers State Holding
Company,
Marion, SD

Fifth Third Bancorp,
Cincinnati, OH

Financial Services of St.
Croix Falis,
St. Croix Falls, WI

First Bank System, Inc.
),

Minneapolis, MN.
CONTINUED

Sun Bancorp, Inc.,
Selinsgrove, PA;

Sun Bank,

Selinsgrove, PA;
Pennsylvania Sun Life
Insurance Company,
Phoenix, AR, insurance

©)8)

FSB Bancorporation, Inc.,
Fort Morgan, CO.

and Farmers State Bank,
Fort Morgan. CO

First State Financial
Services, Inc.,
Bridgewater, SD, and
First State Bank,
Bridgewater, SD

Suburban Bancorporation,
Inc.,

Cincinnati, OH,

Suburban Federal Savings
Bank,

Cincinnati, OH

State Bank of Dennison,
Dennison, MN

U.S. Bancorp; U.S. Nat'l
Bank of Oregon, Portland,
OR; U.S. Bank of
Washington, N.A., Seattle,

WA; U.S. Bank of Nevada,

Reno, NV; U.S. Bank ot
Utah, Salt Lake City, UT;
USS. Bank of Idaho, Boise,

ID; U.S. Bank of California.

Sacremento, CA;
CONTINUED

3and4

3and4

Cleveland

Kansas City

Minneapolis

Cleveland

Minneapolis

Minneapolis

April 10, 1997

June 2, 1997

May 30, 1997

May 27, 1997

June 6, 1997

May 16, 1997



FEDERAL RESERVE BANK OF PHILADELPHIA

- APP) T Ti 'APER
NOTICE ONLY

Ambassador Bank of The Commonwealth, Allentown, PA to merge with thrift (Pennsylvania
chartered saving bank) Wilbur Savings Bank, Bethlehem, PA, pursuant to Section 5(d)(3) of
the Federal Deposit Insurance Act.

Newspaper comment period expires: N/Avail
TI IL- T D T ‘H NEW; R
‘EDE) ICE
NONE
I - L T D ID T D
REGISTER NOTICE ONLY
NONE
- ION‘ D T
TER NOT: E

NONE