Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 10

Week Ending March 4, 2000

Board of Governors of the Federal Reserve System, Washington, DC 20551
February 27, 2000 to March 4, 2000

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

AmSouth Bank, Birmingham, Alabama -- to establish a branch at 1290 Greenmor 

Drive, SE, Bessemer.

- Approved, February 28, 2000 

Secretary

The Bank of Floyd, Floyd, Virginia -- to establish a branch at 2105 Roanoke Street, 

Christiansburg.

- Approved, March 2, 2000 

Richmond

City National Bank, Beverly Hills, California -- to establish non full-service branches 

in Hong Kong and the Cayman Islands.

- Approved, February 28, 2000 

Secretary

First Newton Bank, Covington, Georgia -- to establish a branch at 5140 Highway 20 

South.

- Approved, March 1, 2000 

Atlanta

Placer Sierra Bank, Auburn, California -- to establish a branch at 945 Orchard Creek 

Lane, Lincoln.

- Approved, March 1, 2000 

San Francisco

Bank Holding Companies

Baytree Bancorp, Inc., Chicago, Illinois -- to become a bank holding company 

through the acquisition of Baytree National Bank & Trust Company, a de novo bank.

- Approved, February 29, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Bank Holding Companies

Branson Bancshares, Inc., Branson, Missouri and Maries County Bancorp, Inc., 

Vienna -- to become a bank holding company through the acquisition of shares of 

Branson Bank, and for Maries County Bancorp, Inc. to acquire shares of Branson 

Bancshares, Inc.

- Approved, March 2, 2000 

St. Louis

CNB Holdings, Inc., Alpharetta, Georgia -- waiver of a commitment.

- Granted, February 29, 2000 

Atlanta

Community Bancshares of Mississippi, Inc., Employee Stock Ownership Plan, 

Brandon, Mississippi -- waiver of a commitment.

- Granted, March 1, 2000 

Atlanta

Community Grain Co., Coon Rapids, Iowa -- to redeem shares.

- Approved, February 28, 2000 

Chicago

Concord Bancshares, Inc., St. Louis, Missouri -- to become a bank holding company 

through the acquisition of Concord Bank.

- Approved, February 29, 2000 

St. Louis

Fulton Financial Corporation, Lancaster, Pennsylvania -- to establish Fulton Financial 

Advisors, N.A. and thereby engage in trust company functions and securities 

brokerage activities.

- Approved, February 28, 2000 

Secretary

Iowa State Bank Holding Company, Des Moines, Iowa -- to engage in lending 

activities.

- Approved, March 3, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Bank Holding Companies

National Commerce Bancorporation, Memphis, Tennessee -- to retain its interest in 

Fleet One, LLC, Nashville, and thereby expand National Commerce Bancorporation's 

existing data processing and data transmission activities.

- Approved, February 28, 2000 

St. Louis

National Commerce Bancorporation, Memphis, Tennessee -- to acquire Piedmont 

Bancorp, Inc., Hillsborough, North Carolina, and thereby acquire its subsidiary bank, 

Hillsborough Savings Bank, Inc., SSB.

- Approved, February 28, 2000 

St. Louis

NorthStar Bancshares, Inc., Riverside, Missouri -- to acquire NorthStar Bank, 

National Association, Kansas City.

- Approved, March 1, 2000 

Kansas City

Ohio Legacy Corp, Wooster, Ohio -- to acquire Ohio Legacy Bank.

- Approved, February 29, 2000 

Cleveland

Premier Capital Corp., Denver, Colorado -- to acquire Premier Bank.

- Approved, March 2, 2000 

Kansas City

South Taylor County Bancshares, Inc., Tuscola, Texas -- to redeem shares.

- Withdrawn, February 29, 2000 

Dallas

Summit Bank Corporation, Atlanta, Georgia -- to engage de novo in check cashing 

services and the sale of consumer payment instruments through the acquisition of 

shares of CashMart, Inc.

- Approved, March 1, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Bank Holding Companies

Union Bancshares, MHC, Freeport, Illinois and USB Bankshares, Inc. -- to become a 

bank holding company through the acquisition of USB Bankshares, Inc. and Union 

Savings Bank, and for USB Bankshares, Inc. to become a bank holding company 

through the acquisition of Union Savings Bank.

- Returned, March 3, 2000 

Chicago

Banks, Nonmember, And Miscellaneous Institutions

Birthright, Inc., Montgomery, Alabama -- to engage in securities brokerage 

activities, through a joint venture known as Jackson, Shanklin & Sonial Securities, 

LLC, New Orleans, Louisiana.

- Withdrawn, March 1, 2000 

Atlanta

Crown Books Corporation, Landover, Maryland -- deregistration under Regulation 

U.

- Approved, March 2, 2000 

Richmond

Klein Financial, Inc., Chaska, Minnesota -- to engage in mortgage banking activities 

through the acquisition of Home Town Mortgage, Inc.

- Approved, February 29, 2000 

Minneapolis

Banks, State Member

Capon Valley Bank, Wardensville, West Virginia -- investment in bank premises.

- Approved, March 2, 2000 

Richmond

Second Bank & Trust, Culpeper, Virginia -- to establish a mobile branch for noncash deposits in Harrisonburg and Rockingham County.

- Approved, February 29, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Change In Bank Control

1889 Bancshares, Inc., Nevada, Missouri -- change in bank control.

- Permitted, February 29, 2000 

Kansas City

Citizens Community Bancshares, Inc., Winchester, Tennessee -- change in bank 

control.

- Permitted, February 28, 2000 

Atlanta

New Century Bancorp, Inc., Southfield, Michigan -- change in bank control.

- Permitted, February 29, 2000 

Chicago

South Taylor County Bancshares, Inc., Tuscola, Texas -- change in bank control.

- Withdrawn, February 29, 2000 

Dallas

Competitive Factors Reports

Bank of Texas, N.A., Dallas, Texas -- report on competitive factors of the proposed 

merger with Canyon Creek National Bank, Richardson.

- Submitted, February 29, 2000 

Dallas

Branch Banking and Trust Company of Virginia, Norfolk, Virginia -- report on 

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

certain liabilities of the Abingdon, Cedar Bluff, Lebanon, Tazewell, and Vansant 

branches of Matewan National Bank, Williamson, West Virginia.

- Submitted, March 1, 2000 

Richmond

Capital Bank, Raleigh, North Carolina -- report on competitive factors of the 

proposed purchase of assets and assumption of deposit liabilities of four branches of 

Triangle Bank, Raleigh; and one branch of Centura Bank, Rocky Mount.

- Submitted, February 29, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Competitive Factors Reports

Chemical Bank Central, Big Rapids, Michigan -- report on competitive factors of the 

proposed acquisition of the Evart branch of Old Kent Bank, Grand Rapids.

- Submitted, February 28, 2000 

Chicago

Chemical Bank Key State, Owosso, Michigan -- report on competitive factors of the 

proposed acquisition of the Morrice branch of Old Kent Bank, Grand Rapids.

- Submitted, February 28, 2000 

Chicago

First Community Bank of the Desert, Indian Wells, California -- report on 

competitive factors of the proposed merger with FCBD Interim, Inc.

- Submitted, March 1, 2000 

San Francisco

First Federal Bank of California, Santa Monica, California -- report on competitive 

factors of the proposed purchase of two branches from Fidelity Federal Bank, a 

Federal Savings Bank, Los Angeles.

- Submitted, March 1, 2000 

San Francisco

First Volunteer Bank of Tennessee, Chattanooga, Tennessee -- report on competitive 

factors of the proposed merger with First Volunteer Bank of Southeast Tennessee, 

Etowah.

- Submitted, March 2, 2000 

Atlanta

Keystone Savings Bank, FSB, Prairie City, Iowa -- report on competitive factors of 

the proposed acquisition of assets and assumption of liabilities of four branches of 

First Federal Bank of Sioux City, Sioux City.

- Withdrawn, February 25, 2000 (AC)

Chicago

Mellon Bank (MD), N.A., Rockville, Maryland -- report on competitive factors of 

the proposed merger with Mellon Bank, N.A., Pittsburgh, Pennsylvania.

- Submitted, February 25, 2000 (AC)

Cleveland

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Competitive Factors Reports

National City Bank of Evansville, Evansville, Indiana -- report on competitive factors 

of the proposed merger with eleven affiliated banks, The Bank of Mitchell, Mitchell; 

First Bank of Huntingburg, Huntingburg; Ripley County Bank, Osgood; Bank of 

Illinois, N.A., Mt. Vernon, Illinois; First National Bank of Bridgeport, Bridgeport; 

White County Bank, Carmi; Illinois One Bank, N.A., Shawneetown; Community 

First Bank, N.A., Maysville, Kentucky; First Kentucky Bank, Sturgis; The 

Progressive Bank, N.A., Lexington; and Trigg County Farmers Bank, Cadiz. 

- Submitted, February 29, 2000 

St. Louis

Northeast Georgia Bank, Lavonia, Georgia -- report on competitive factors of the 

proposed merger with Bank of Hartwell, Hartwell.

- Submitted, March 2, 2000 

Atlanta

Northwestern Savings Bank & Trust, Traverse City, Michigan -- report on 

competitive factors of the proposed acquisition of the Interlochen and Kingsley 

branches of Old Kent Bank, Grand Rapids.

- Submitted, February 28, 2000 

Chicago

The Peoples Banking and Trust Company, Marietta, Ohio and Peoples Bank, FSB, 

Ashland, Kentucky -- report on competitive factors of the proposed merger with The 

First National Bank of Southeastern Ohio, Caldwell.

- Submitted, February 25, 2000 (AC)

Cleveland

SouthTrust Bank, National Association, Birmingham, Alabama -- report on 

competitive factors of the proposed merger with Security National Bank of San 

Antonio, San Antonio, Texas.

- Submitted, March 2, 2000 

Secretary

Webster Financial Corporation, Waterbury, Connecticut -- report on competitive 

factors of the proposed acquisition of Mech Financial, Inc., Hartford.

- Submitted, February 29, 2000 

Boston

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Competitive Factors Reports

Wilmington Savings Fund Society, FSB, Wilmington, Delaware -- report on 

competitive factors of the proposed assumption of certain deposit liabilities and 

purchase of certain associated assets of Mercantile Bank, N.A., St. Louis, Missouri.

- Submitted, March 1, 2000 

Philadelphia

Extensions Of Time

Coastal Banking Company, Inc., Beaufort, South Carolina -- extension to June 6, 

2000, to become a bank holding company through the acquisition of Lowcountry 

National Bank, a de novo bank.

- Granted, March 2, 2000 

Richmond

First Security Corporation, Salt Lake City, Utah -- extension to June 10, 2000, to 

merge with Zions Bancorporation.

- Granted, March 2, 2000 

San Francisco

Main Street Trust, Inc., Champaign, Illinois -- extension to June 9, 2000, to become 

a bank holding company through the acquisition of BankIllinois Financial 

Corporation and BankIllinois; First Decatur Bancshares, Inc., Decatur, The First 

National Bank of Decatur, and First Trust Bank of Shelbyville, Shelbyville; and 

FirsTech, Inc., Decatur, and thereby engage in data processing and transmission 

services.

- Granted, March 3, 2000 

Chicago

Ravalli County Bank, Hamilton, Montana -- extension to September 10, 2000, to 

establish a branch in Corvallis, Montana.

- Granted, March 2, 2000 

Minneapolis

Membership

American Heritage Bank, El Reno, Oklahoma -- membership in the Federal Reserve 

System.

- Approved, March 3, 2000 

Kansas City

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority February 27, 2000 to March 4, 2000

Membership

The Guarantee State Bank, Mangum, Oklahoma -- membership in the Federal 

Reserve System.

- Approved, March 1, 2000 

Kansas City

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3)/3(a)(5) Andover Bancorp, Inc., Andover, Massachusetts Bancorp -

application to merge GBT Bancorp, Gloucester, Massachusetts

with and into Bancorp and in connection there with for Bancorp

to acquire 100% ownership of Gloucester Bank & Trust

Company, Gloucester, Massachusetts has also filed a

notification to acquire 15.9% of Gloucester Investment Corp. in

connection with the proposed merger pursuant to section 4(c)(8)

of the BHC Act of 1956

Newspaper-03/31/2000

Fed Reg-04/03/2000

3(a)(3) Brookline Bancorp, Inc. and Brookline Bancorp, MHC, both of

Brookline, Massachusetts - application to control, directly and

indirectly, respectively, 100% of the voting securities of

Lighthouse Bank, Waltham, Massachusetts of the BHC Act of

1956

Newspaper-04/03/2000

Fed Reg-04/03/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Credit Commercial de France, Paris, France, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Banco Comercial Portugues, S.A., Porto, Portugal, to establish a

representative office in Miami, Florida.

Newspaper – N/Avail

FBSEA Arab Banking Corporation (B.S.C.), Manama, Bahrain, to

establish a federally licensed uninsured branch in Greenwich,

Connecticut.

Newspaper – N/Avail

FBSEA UBS, AG, Zurich, Switzerland, to establish a representative

office in Beverly Hills, California.

Newspaper – N/Avail

FBSEA Banco Itau S.A., Sao Paulo, Brazil, to establish a representative

office in Miami, Florida.

Newspaper – N/Avail

FBSEA Deutsche Hypothekenbank Frankfurt-Hamburg AG, Frankfurt,

Germany, to establish a representative office in New York, New

York.

Newspaper – N/Avail

18(c) The Chase Manhattan Bank, New York, New York (“CMB”), to

merge Chase Bank of Texas, Houston, Texas, with and into

CMB, and incident thereto, to establish branches.*

Newspaper – 03/07/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3)/3(a)(5) NBT Bancorp Inc., Norwich, New York, to merge with

Pioneer American Holding Company, Corp., Carbondale,

Pennsylvania, and thereby acquire Pioneer American

Bank, N.A., Carbondale, Pennsylvania.*

Newspaper – 03/16/2000

Fed Reg – 03/14/2000
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1)/3(a)(3)/

4(c)(8)

The Charles Schwab Corporation, San Francisco, California,

(1) to become a bank holding company by acquiring directly

or indirectly all of the shares of U.S. Trust Corporation, New

York, New York, and its bank subsidiaries, United States Trust

Company, U.S. Trust Company National Association, U.S.

Trust Company, U.S. Trust Company of New Jersey; and an

intermediate bank holding company, U.S.T.L.P.O. Corp.,

New York, New York, and its bank subsidiary, U.S. Trust

Company of Texas, National Association; (2) to retain control

of U.S. Trust Company of North Carolina, currently a nondeposit trust company, after it becomes a "bank" as defined in

the Bank Holding Company Act, and to retain control of NCT

Holdings, Inc. when it becomes an intermediate bank holding

company; (3) to acquire the shares of U.S,Trust Company of

Florida Savings Bank and operate a savings a ssociation; to

acquire the shares of U.S. Trust Company of North Carolina and

U.S. Trust Company of Delaware and engage in trust company

functions; to acquire the shares of NCT Opportunities Inc and

CTC Consulting, Inc. and engage in providing financial and

investment advice.*

Newspaper – N/avail

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) UBS AG, Zurich, Switzerland, to acquire 24.9 percent of the

voting shares of Prediction Company LLC, Santa Fe, New

Mexico, and thereby engage in data processing and investment

advisory activities.

Fed Reg – 03/14/2000

4(c)(8) Bank of New York Company, Inc., New York, New York;

Chase Manhattan Corporation, New York, New York; Comerica

Incorporated, Charlotte, North Carolina; Fleet Boston

Corporation, Boston, Massachusetts; HSBC Holdings Plc,

London, England, HSBC Holdings B.V., Amsterdam,

Netherlands, HSBC USA Inc., Buffalo, New York; The Royal

Bank of Scotland Group plc, The Royal Bank of Scotland plc,

RBSG International Holdings Ltd., all of Edinburgh, Scotland,

and Citizens Financial Group, Inc., Providence, Rhode Island;

Summit Bancorp, Princeton, New Jersey, to assume through

NYCE Corporation, certain obligations of FleetBoston relating

to FleetBoston’s shared electronic funds transfer network that

operates under the X-Press 24 brand, and thereby engage in data

processing activities.

Fed Reg – 03/16/2000
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Section 25 Received notice from PNC Bank, N.A., Pittsburgh, PA on

03/02/2000 of its intent to make an overseas investment through

PNC Capital Leasing, LLC, an agreement corporation.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) BB&T Corporation, Winston-Salem, North Carolina, to

merge with One Valley Bancorp, Inc., Charleston, West

Virginia.*

Fed Reg – N/Avail

Newspaper – 04/02/2000

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) Weststar Financial Services Corporation, Asheville, North

Carolina, to become a bank holding company through the

acquisition of The Bank of Asheville, Asheville, North Carolina.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Advantage Bankshares, Inc., Village of North Palm Beach,

Florida, to become a bank holding company by acquiring

Advantage Bank, Village of North Palm Beach, Florida

(in organization).

N/Avail

3(a)(5) First Sterling Banks, Inc., Kennesaw, Georgia, to merge with

Main Street Banks, Inc., Covington, Georgia, and thereby

acquire Main Street Bank, Covington, Georgia.

Fed Reg – 03/31/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) Regent Bancorp, Inc., Davie, Florida, notice to become a bank

holding company by acquiring Regent Bank, Davie, Florida.

COM First Colony BancShares, Inc., Alpharetta, Georgia, commitment

waiver request.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branch

Peoples State Bank of Mansfield, Mansfield, Illinois, for prior

approval to merge with Weldon State Bank & Trust, Weldon,

Illinois, and for prior approval to establish branch offices at

Maple & Oak, Weldon, Illinois and 502 E. Oak, Mahomet,

Illinois.*

Newspaper – 03/15/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) USB Bankshares, Inc., Freeport, Illinois, for prior approval to

acquire 100 percent of the voting shares of Union Savings Bank,

Freeport, Illinois.*

Fed Reg – 03/27/2000

Newspaper – N/Avail

3(a)(1) Union Bancshares, MHC., Freeport, Illinois, for prior approval

to become a bank holding company through the acquisition of

100 percent of the voting shares of USB Bankshares, Inc.,

Freeport, Illinois, and thereby indirectly acquire Union Savings

Bank, Freeport, Illinois.*

Fed Reg – 03/27/2000

Newspaper – N/Avail

3(a)(1) Terre Haute Savings MHC, Inc., Terre Haute, Indiana, for prior

approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of Terre Haute

Savings Bank, Terre Haute, Indiana .*

Fed Reg – 03/27/2000

Newspaper – N/Avail

3(a)(1) Oswego Community Bank Employee Stock Ownership Plan,

Oswego, Illinois, for prior approval to become a bank holding

company through the acquisition of 30 percent of the voting

shares of Oswego Bancshares, Inc., Oswego, Illinois, and

thereby indirectly acquire Oswego Community Bank, Owsego,

Illinois.*

Fed Reg – 03/31/2000

Newspaper – N/Avail

3(a)(3) Capitol Bancorp, Ltd., Lansing, Michigan, for prior approval to

acquire 51 percent of the voting shares of Sunrise Bank of

Albuquerque (in organization), Albuquerque, New Mexico*

Fed Reg – 02/25/2000

Newspaper – 03/03/2000
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) Sun Community Bancorp, Limited, Phoenix, Arizona, for prior

approval to acquire 51 percent of the voting shares of Sunrise

Bank of Albuquerque (in organization), Albuquerque, New

Mexico*

Fed Reg – 02/25/2000

Newspaper – 03/03/2000

3(a)(3) Sunrise Capital Corporation, Albuquerque, New Mexico, for

prior approval to acquire 51 percent of the voting shares of

Sunrise Bank of Albuquerque (in organization), Albuquerque,

New Mexico*

Fed Reg – 02/25/2000

Newspaper – 03/03/2000

4(c)(8) Fortress Bancshares, Inc., Westby, Wisconsin, for prior approval

to acquire 100 percent of the voting shares of Fortress Bank of

Cresco, Cresco, Iowa. Fortress Bank will then convert its

charter to a federal savings bank .*

Fed Reg – 04/03/2000

Newspaper – N/Avail

 3(a)(1) BGC Bancorp, Inc., Gibson City, Illinois, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Bank of Gibson City, Gibson

City, Illinois.*

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Comerica Incorporated, Detroit, Michigan, a notification of

assumption, through NYCE Corporation, of certain obligations

of FleetBoston Financial Corporation, Boston, Massachusetts,

relating to FleetBoston’s shared electronic funds transfer

network that operates under the name X-Press 24 brand.

Fed Reg – 03/16/2000

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

365745 Tama State Bank

1610 S. Center Street

P.O. Box 553

Marshalltown, Iowa 50158-0553

(515) 752-2393

11/8/1999 03/1/2000 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Notice by North Little Rock Bancshares, Inc., Conway,

Arkansas, to acquire the charter of First Western Bank and Trust

Company, Rogers, Arkansas, rename the charter Twin City

Bank and relocate the charter to North Little Rock, Arkansas. A

companion Section 3(a)(3) notice accompanies this notice.

Newspaper – 3/31/2000

Fed Reg – 3/31/2000

3(a)(3) Notice by Home Bancshares, Inc., Conway, Arkansas, to acquire

North Little Rock Bancshares, Inc., Conway, Arkansas. A

companion Section 3(a)(1) notice accompanies this notice.

Newspaper – 3/31/2000

Fed Reg 3/31/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(5)(C) Notice by TrustBanc Financial Group, Inc., Mountain Home,

Arkansas, to acquire TrustBanc, Mountain Home, Arkansas.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Dennis Lind to acquire control of Parkers Prairie Bancshares,

Inc., Parkers Prairie, Minnesota.

Fed Reg – 03/21/2000

3(a)(3) Klein Financial, Inc., Chaska, Minnesota, for prior approval to

acquire 100% of the voting shares of Preferred Bancshares, Inc.,

Big Lake, Minnesota.*

Fed Reg – 03/31/2000

CIC Matthew N. Smith II Family Trust to acquire control of Northern

Michigan Corporation, Escanaba, Michigan.

Fed Reg – 03/23/2000

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8)LLE Klein Financial, Inc., Chaska, Minnesota, to engage in mortgage

banking activities through the acquisition of Preferred

Bancshares, Inc., Big Lake, Minnesota.

Fed Reg – 03/31/2000

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

Type Application

SRNEW Parkers Prairie Bancshares, Inc., Parkers Prairie, Minnesota,

proposes to redeem 380 shares (29.23%) of common stock.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) RSB Financial, Inc., Reading, Kansas, for prior approval to

become a bank holding company through the acquisition of 80.2

percent of the voting shares of Reading State Bank, Reading,

Kansas.

Newspaper – 03/31/2000

FedReg – 04/03/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Legacy Bank of Texas, Plano, TX, to establish a branch office at

2015 West Beltline Road, Carrollton, TX, 75205*

03/14/2000

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Jimmie Michael Luecke, Giddings, TX, et al, to acquire an

interest in Giddings Bancshares, Inc., Giddings, TX

(previously reported the week ending February 26, 2000)

Fed Reg – 03/16/2000

Newspaper – 03/07/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, March 4, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) Expedited notice by Greater Bay Bancorp, Palo Alto, California,

to merge with Coast Bancorp and thereby indirectly acquire

Coast Commercial Bank, both of Santa Cruz, California.*

Newspaper – 4/11/2000

Fed Reg – 3/30/2000

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Expedited notice by Wells Fargo & Company, San Francisco,

California, to acquire a 35 percent equity interest in Billpoint,

Inc., San Jose, California.
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Waiver Bank of the Sierra, Porterville, California, requests a waiver of

any Bank Holding Company application requirement in

connection with the proposed acquisition of Sierra National

Bank, Tecachapi, California.

4(c)(8) Expedited notice by First Security Corporation, Salt Lake City,

Utah, to acquire an indirect ownership and control of 38 percent

of more of Bank Network Securities, Inc., Chicago, Illinois.

4(c)(8) Expedited notice by Wells Fargo & Company, San Francisco,

California, to acquire 100 percent of Servus Financial

Corporation, Herndon, Virginia.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None