Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 13

Week Ending March 27, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions March 21, 1999 to March 27, 1999

Testimony And Statements

Bankruptcy Reform Act of 1998 -- statement by Governor Gramlich before the 

Senate Committee on Banking, Housing, and Urban Affairs, March 25, 1999.

- Authorized, March 23, 1999 

Hedge funds -- statement by Governor Meyer before the Subcommittee on Financial 

Institutions and Consumer Credit of the House Committee on Banking and Financial 

Services, March 24, 1999.

- Published, March 24, 1999 

Technology in financial systems -- written statement submitted to the Subcommittee 

on Capital Markets, Securities and Government Sponsored Enterprises of the House 

Committee on Banking and Financial Services, March 25, 1999.

- Published, March 25, 1999 

Bank Holding Companies

Bay Port Financial Corporation, Bay Port, Michigan -- to acquire Bay Port State 

Bank.

- Approved, March 22, 1999 

Deutsche Bank AG, Frankfurt, Germany, and Bankers Trust Corporation, New 

York, New York -- petition by a requester for review of the Vice Chair's 

determination under the Freedom of Information Act.

- Denied, March 23, 1999 

Banks, Nonmember, And Miscellaneous Institutions

Benedict College, Columbia, South Carolina -- determination that Benedict College 

would not become a bank holding company as a result of its investment in Victory 

State Bank.

- Granted, March 24, 1999 

Regulations And Policies

Regulation CC -- final amendments to liberalize merger transition provisions to 

address certain year 2000 issues (Docket No. R-1027). 

- Approved, March 17, 1999 (AC)

Regulations H, K, and Y -- withdrawal of proposed "Know Your Customer" 

regulation.

- Approved, March 23, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
March 21, 1999 to March 27, 1999

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

MidSouth Bank, Jonesboro, Arkansas -- to establish a branch at 306 Elder Street, 

Bay, Arkansas.

- Approved, March 24, 1999 

St. Louis

Millennium Bank, San Francisco, California -- to establish a branch at 1111 

Broadway, Oakland, California.

- Approved, March 24, 1999 

San Francisco

Prime Bank, Philadelphia, Pennsylvania -- to establish branches at 12 Chestnut Road, 

Paoli, Pennsylvania; 473 York Road, Warminster; and 1401 Dreshertown Road, 

Dresher.

- Approved, March 22, 1999 

Philadelphia

Republic Security Bank, West Palm Beach, Florida -- to establish a branch at 1 North 

Federal Highway, Boca Raton, Florida.

- Approved, March 23, 1999 

Atlanta

Shore Bank, Onley, Virginia -- to establish a branch at 118 Dunne Avenue, Parksley, 

Virginia.

- Approved, March 22, 1999 

Richmond

Solvay Bank, Solvay, New York -- to establish a branch at Peter's Plaza, Route 11, 

North Syracuse, New York.

- Approved, March 25, 1999 

New York

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Bank Holding Companies

Archer, Inc., Central City, Nebraska, and Osceola Insurance, Inc. -- to acquire shares 

of Papillion Bank, Papillion, Nebraska.

- Approved, March 25, 1999 

Kansas City

Bryn Mawr Bank Corporation, Bryn Mawr, Pennsylvania -- to acquire Joseph W. 

Roskos & Co., King of Prussia, Pennsylvania, and provide financial and investment 

advisory services.

- Approved, March 24, 1999 

Philadelphia

Centennial Bank Holdings, Inc., Eaton, Colorado -- to acquire shares of Centennial 

Bankers Mortgage, L.L.C., and engage in originating residential mortgage loans.

- Approved, March 24, 1999 

Kansas City

Citizens Corporation, Columbia, Mississippi -- to merge with Walthall Capital 

Group, Inc., Tylertown, Mississippi, and acquire Walthall Citizens Bank.

- Approved, March 26, 1999 

Atlanta

Classic Bancshares, Inc., Ashland, Kentucky -- waiver of application to acquire 

Citizens Bank, Grayson, in Grayson, Kentucky.

- Granted, March 25, 1999 

Cleveland

Farm and Home Insurance Agency, Inc., Lyons, Nebraska -- to merge with Oakland 

Financial, Inc., Oakland, Nebraska, and acquire Farmers and Merchants National 

Bank and Tri-County Insurance, Inc., and engage in insurance activities in a town 

with a population of less than 5000.

- Approved, March 25, 1999 

Kansas City

First Capital Bank Holding Corporation, Fernandina Beach, Florida -- to acquire 

First National Bank of Nassau County.

- Approved, March 26, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Bank Holding Companies

First Community Financial Corporation, Burlington, North Carolina -- to acquire 

Community Savings Bank, Inc., SSB, Burlington, North Carolina.

- Approved, March 23, 1999 

Richmond

Gold Banc Corporation, Inc., Leawood, Kansas -- to acquire CompuNet 

Engineering, L.L.C., Overland Park, Kansas, and engage in data processing and 

management consulting activities.

- Approved, March 22, 1999 

Kansas City

J. Carl H. Bancorporation, Earling, Iowa -- to engage de novo in insurance activities.

- Returned, March 26, 1999 

Chicago

Kentucky National Bancorp, Inc., Elizabethtown, Kentucky -- to acquire Kentucky 

National Bank.

- Approved, March 24, 1999 

St. Louis

Local Financial Corporation, Oklahoma City, Oklahoma -- to acquire Local 

Oklahoma Bank, N.A.

- Approved, March 25, 1999 

Kansas City

Marine Bancshares, Inc., Naples, Florida -- to acquire Marine National Bank of 

Naples.

- Approved, March 22, 1999 

Atlanta

Northwest Financial Corporation, Spencer, Iowa -- to acquire Gateway Savings 

Bank, Ankeny, Iowa.

- Returned, March 24, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Bank Holding Companies

Pawnee Bancshares, Inc., Larned, Kansas -- change in bank control.

- Permitted, March 24, 1999 

Kansas City

Popular, Inc., Hato Rey, Puerto Rico, and Popular Cash Express, Inc., Oak Park, 

Illinois -- to acquire assets and liabilities of seven offices of B.A.F.A., L.L.C., d/b/a 

Telemex, Phoenix, Arizona, and engage in providing check cashing, money 

transmission, utility bill payment, and foreign currency exchange services, and selling 

postage stamps, money orders, and prepaid phone cards.

- Approved, March 25, 1999 

Secretary

South Branch Valley Bancorp, Inc., Moorefield, West Virginia -- to acquire 

Shenandoah Valley National Bank, Winchester, Virginia.

- Approved, March 25, 1999 

Richmond

Bank Mergers

Adams Bank & Trust Company, Ogallala, Nebraska -- to merge with Bank of 

Indianola, Indianola, Nebraska.

- Approved, March 24, 1999 

Kansas City

Pinnacle Bank, Papillion, Nebraska -- to merge with Gretna State Bank, Gretna, 

Nebraska.

- Approved, March 25, 1999 

Kansas City

Banks, State Member

Main Street Bank, Reading, Pennsylvania -- transfer agent registration.

- Approved, March 24, 1999 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Change In Bank Control

FM Fincorp, Laotto, Indiana -- change in bank control.

- Permitted, March 24, 1999 

Chicago

Midstates Bancshares, Inc., Harlan, Iowa -- change in bank control.

- Permitted, March 26, 1999 

Chicago

Osawatomie Agency, Inc., Osawatomie, Kansas -- change in bank control.

- Permitted, March 24, 1999 

Kansas City

Pioneer Bancshares, Inc., Fredericksburg, Texas -- change in bank control.

- Permitted, March 26, 1999 

Dallas

Sunflower Banks, Inc., Salina, Kansas -- change in bank control.

- Permitted, March 23, 1999 

Kansas City

Competitive Factors Reports

Anchor BanCorp Wisconsin, Inc., Madison, Wisconsin -- report on competitive 

factors of the proposed acquisition of FCB Financial Corporation, Oshkosh, 

Wisconsin, and Fox Cities Bank.

- Submitted, March 26, 1999 

Chicago

Bank of the West, Walla Walla, Washington -- report on competitive factors of the 

proposed purchase of the Walla Walla branch of Home Security Bank.

- Submitted, March 24, 1999 

San Francisco

Bank of Western Massachusetts, Springfield, Massachusetts -- report on competitive 

factors of the proposed merger with United Bank, Greenfield, Massachusetts.

- Submitted, March 23, 1999 

Boston

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Competitive Factors Reports

Citizens Bank, Vienna, Georgia -- report on competitive factors of the proposed 

purchase of assets and assumption of liabilities of the Blackshear, Georgia, branch of 

First Georgia Bank, Brunswick.

- Submitted, March 24, 1999 

Atlanta

East-West Bank, San Marino, California -- report on competitive factors of the 

proposed merger with First Central Bank, Cerritos, California.

- Submitted, March 24, 1999 

San Francisco

First Century Bank, National Association, Bluefield, West Virginia -- report on 

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

of the Hinton, West Virginia, branch of City National Bank of West Virginia, 

Charleston.

- Submitted, March 22, 1999 

Richmond

First National Bank of Grady County, Cairo, Georgia -- report on competitive 

factors of the proposed merger with CCBG Interim National Bank.

- Submitted, March 24, 1999 

Atlanta

First Vermont Bank and Trust Company, Brattleboro, Vermont -- report on 

competitive factors of the proposed merger with Woodstock National Bank, 

Woodstock, Vermont.

- Submitted, March 18, 1999 (AC)

Boston

Home National Bank, Scottsdale, Arizona -- report on competitive factors of the 

proposed merger with Home National Bank, Arkansas City, Kansas, and Home 

National Bank, Blackwell, Oklahoma.

- Submitted, March 25, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Competitive Factors Reports

Liberty Bank, Middletown, Connecticut -- report on competitive factors of the 

proposed acquisition of the Middletown branch of New Haven Savings Bank, New 

Haven.

- Submitted, March 26, 1999 

Boston

North Country Savings Bank, Ogdensburg, New York -- report on competitive 

factors of the proposed acquisition of Canton Federal Savings and Loan Association, 

Canton, New York.

- Submitted, March 22, 1999 

New York

Simmons First Bank of Northwest Arkansas, Rogers, Arkansas -- report on 

competitive factors of the proposed merger with Bank of Lincoln, Lincoln, Arkansas.

- Submitted, March 25, 1999 

St. Louis

Southern Exchange Bank, Tampa, Florida -- report on competitive factors of the 

proposed merger with City First Bank.

- Submitted, March 24, 1999 

Atlanta

Union Planters Bank, N.A., Memphis, Tennessee -- report on competitive factors of 

the proposed merger with First Mutual Bank, S.B., Decatur, Illinois.

- Submitted, March 24, 1999 

St. Louis

Union Planters Bank, N.A., Memphis, Tennessee -- report on competitive factors of 

the proposed merger with Republic National Bank of Miami, Coral Gables, Florida.

- Submitted, March 25, 1999 

St. Louis

Union Planters Bank, N.A., Memphis, Tennessee -- report on competitive factors of 

the proposed merger with First National Bank of Wetumpka, Wetumpka, Alabama.

- Submitted, March 25, 1999 

St. Louis

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Extensions Of Time

American Bank of Montana, Bozeman, Montana -- extension to April 22, 2000, to 

establish a branch at 501 East Main Street.

- Granted, March 25, 1999 

Minneapolis

Dresdner Bank AG, Frankfurt, Germany -- extension to December 31, 1999, to 

complete the divestiture of certain investments held by The KB Mezzanine Fund I, 

L.P.

- Granted, March 24, 1999 

Director, BS&R

F.N.B. Corporation, Hermitage, Pennsylvania -- extension to June 25, 1999, to 

acquire shares of Sun Bancorp, Inc., Selinsgrove, Pennsylvania.

- Granted, March 23, 1999 

Cleveland

Farmers Bancshares, Inc., Center, Texas -- extension to May 31, 1999, to acquire 

Carthage Bancshares, Inc., Carthage, Texas, and First National Bank.

- Granted, March 25, 1999 

Dallas

Fifth Third Bank of Kentucky, Inc., Louisville, Kentucky -- extension to June 30, 

1999, to establish a branch at Hamburg Place, I-75 and Man-O-War Boulevard, 

Lexington, Kentucky.

- Granted, March 24, 1999 

St. Louis

First American Bank, Ames, Iowa -- extension to April 3, 2000, to establish a branch 

at 520 Grand Avenue.

- Granted, March 25, 1999 

Chicago

First Commerce Bancshares of Colorado, Inc., Colorado Springs, Colorado -- 

extension to June 30, 1999, to acquire First Commerce Bank of Colorado, N.A.

- Granted, March 24, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority March 21, 1999 to March 27, 1999

Extensions Of Time

First Commerce Bancshares, Inc., Lincoln, Nebraska -- extension to June 30, 1999, 

to acquire First Commerce Bancshares of Colorado, Inc., Colorado Springs, 

Colorado.

- Granted, March 24, 1999 

Kansas City

Summit Bank, Hackensack, New Jersey -- extension to March 28, 2000, to establish 

branches at Edward's Supermarket, 1556 North Olden Avenue, Trenton, New 

Jersey, and Pathmark Supermarket, Route 1 and Emmons Drive, West Windsor.

- Granted, March 24, 1999 

New York

(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 27, 1999

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

Regulation K State Street Corporation, Boston, Massachusetts - notification

filed pursuant to section 211.5(c)(3) to make an investment in

State Street International Holdings, Boston, Massachusetts, the

proceeds of which would be invested in European Financial

Data Services Limited, Brentwood, England
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 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Moscow Narodny Bank, London, England, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Caixa Geral de Depositos, Lisbon, Portugal, to establish a

branch in New York, New York.

Newspaper – N/Avail

Branch Bank of New York, New York, New York, to establish branch

offices at: (i) 80 Elm Street, New Canaan, Connecticut, and

(ii) 18 Wilton Road, Westport, Connecticut.*

Newspaper – 04/07/1999

* 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

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 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, March 27, 1999

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 27, 1999

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) Received application from Fifth Third Bancorp, Cincinnati, OH

on 03/24/1999 to acquire up to 13.000 percent of the outstanding

voting shares of Michigan Community Bancorp Limited,

Sterling Heights, MI.*

Fed Reg – 04/23/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Received notification from KeyCorp, Cleveland, OH on

03/22/1999 of its intent to acquire substantially all of the assets

relating to the business of NTH Holdings, Inc., Raleigh, NC and

its subsidiaries, Trident Securities, Inc., and Trident Financial

Corporation.

04/12/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, March 27, 1999

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

4(c)(8) Sandy Spring Bancorp, Inc., Olney, Maryland, to acquire up

to 15% of the voting shares of Equitable Federal Savings Bank,

Wheaton, Maryland.*

Fed Reg – 04/23/1999

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) Southcoast Financial Corporation, Mt. Pleasant, South Carolina,

to become a bank holding company through the acquisition of

100% of the voting shares Southcoast Community Bank, Mt.

Pleasant, South Carolina.

Member Clemson Bank & Trust, Clemson, South Carolina, for membership in the Federal Reserve System.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

711520 Miners Exchange Bank

483 Front Street

Coeburn, Virginia 24230

01/11/1999 03/25/1999 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, March 27, 1999

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) Centon Bancorp, Inc., Richton, Mississippi, to become a bank

holding company by acquiring Richton Bank and Trust

Company, Richton, Mississippi.

N/Avail*

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, March 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Comerica Bank

Detroit, Michigan

 435 West Main

 Zeeland, Michigan

Newspaper – 4/3/1999

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

Type Application

Ending date of

comment period

3(a)(3) Bloomfield Hills Bancorp, Inc.*

Bloomfield Hills, Michigan

 Bank of Rochester (in organization)

 Rochester, Michigan

Fed Reg – 3/18/1999

Newspaper – 4/4/1999

3(a)(3) Goodenow Bancorporation*

Okoboji, Iowa

 Southwest State Bank

 Windom, Minnesota

Fed Reg – 3/18/1999

Newspaper – 4/3/1999

3(a)(1) Midwest Bancorporation, Inc.*

Okoboji, Iowa

 Southwest State Bank

 Windom, Minnesota

Fed Reg – 3/18/1999

Newspaper – 4/3/1999

3(a)(3) Foresight Financial Group, Inc.*

Freeport, Illinois

 State Bank FFG (in organization)

 Freeport, Illinois

Fed Reg – 4/12/1999

Newspaper – N/Avail

CIC Evans Bancshares, Inc.

Evansdale, Iowa

 By Leroy L. Gray

Fed Reg – 3/11/1999

Newspaper – 3/29/1999

CIC Fairmount Bancorp, Inc.

Fairmount, Illinois

 By James V. Antonacci, Richard K. McCord, Charles E.

 Robbins and Richard H. Levi

Fed Reg – N/Avail

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

Type Application

Ending date of

comment period

4(c)(8) Republic Bancorp, Inc.

Ann Arbor, Michigan

 D&N Financial Corporation

 Hancock, Michigan

 D&N Bank

 Hancock, Michigan

 D&N Capital Corporation

 Hancock, Michigan

 D&N Mortgage Corporation

 Hancock, Michigan

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) National Australia Bank Limited

Melbourne, Australia

 First Chicago NBD Mortgage Company

 Troy, Michigan

Fed Reg – 4/12/1999

4(c)(8) Bank of Montreal

Toronto, Canada

 To engage in trading, investment and other activities

 through Nesbitt Burns Securities, Inc.

Fed Reg – N/Avail

4(c)(8) Bankmont Financial Corp.

Chicago, Illinois

 To engage in trading, investment and other activities

 through Nesbitt Burns Securities, Inc.

Fed Reg – N/Avail

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

836544 Columbus Junction State Bank

134 Main Street

Columbus Junction, Iowa 52738

(319) 728-2436

11/13/1998 3/23/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, March 27, 1999

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 First Financial Banc Corporation, El Dorado,

Arkansas, to become a bank holding company upon the

conversion of its existing thrift subsidiary, First Federal Bank,

F.S.B., El Dorado, Arkansas, to a state chartered bank under the

new name First Financial Bank.*

Newspaper – 4/22/1999

Fed Reg – 4/16/1999

4(c)(8) Notice by NBC Capital Corporation, Starkville, Mississippi, to

acquire FFBS Bancorp, Inc., and its thrift subsidiary, First

Federal Bank for Savings, Columbus, Mississippi.*

Newspaper – 4/21/1999

Fed Reg – 4/23/1999

3(a)(1) Notice by MHBC Investments Limited Partnership, Little Rock,

Arkansas, to acquire Bank of England, England, Arkansas.*

Newspaper – 4/20/1999

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

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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, March 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) & Branch Central Savings Bank, Sault Ste. Marie, Michigan, to purchase

the assets and assume the liabilities of the Rudyard, Michigan

and Cedarville, Michigan branches of North Country Bank &

Trust, Manistique, Michigan and incident thereto establish two

branches.*

N/Avail.

* Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(1) Ideal Bancshares, Inc., West Fargo, North Dakota, for prior

approval to become a bank holding company through its

acquisition of 100% of the voting shares of First State Bank of

Goodrich, Goodrich, North Dakota.

N/Avail.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, March 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch The Bank of Belen, Belen, New Mexico, to establish an

additional branch at 394 Rio Communities Boulevard, Belen,

New Mexico.

Newspaper – 03/25/1999

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

Type Application

Ending date of

comment period

CIC Marquis Savage, Denver, Colorado, Alan Sauvage, Las Vegas,

Nevada, and Sauvage Stock Trust, Las Vegas, Nevada, to retain

voting shares of West Point Bancorp, Inc., West Point,

Nebraska; and thereby retain control of Dakota County State

Bank, South Sioux City, Nebraska, Famers & Merchants State

Bank of Wayne, Wayne, Nebraska, and Farmers and Merchants

National Bank, West Point, Nebraska.

Newspaper – N/Avail

Fed Reg – 04/16/1999

CIC Thomas J. Pinnick, Ulysses, Kansas, to retain voting shares of

Resource One, Inc., Ulysses, Kansas; and thereby retain control

of Grant County Bank, Ulysses, Kansas.

Newspaper – 04/07/1999

Fed Reg – 04/13/1999

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 27, 1999

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) Roxton Corporation Employee Stock Ownership Plan, Waco,

TX, to acquire

The Roxton Corporation, Celeste, TX, and

The First Bank, Roxton, TX*

(Previously reported the week ending March 20, 1999)

Fed Reg – 04/19/1999

Newspaper – 04/11/1999

*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)

3(a)(1)

South Texas Bancorp Inc., Hebbronville, TX, to acquire

South Texas Bancorp of Delaware, Inc., Wilmington, DE, and

Hebbronville State Bank, Hebbronville, TX*

South Texas Bancorp of Delaware, Inc., Wilmington, DE,

to acquire

Hebbronville State Bank, Hebbronville, TX*

*Subject to the provisions of the Community Reinvestment Act

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 27, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Farmers & Merchants Bank of Rockford, Spokane, Washington,

to establish a branch office at 933 E. Mission, Spokane,

Washington. *

Newspaper – 04/04/1999

* 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

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