Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 29

Week Ending July 17, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions July 11, 1999 to July 17, 1999

Testimony And Statements

Monetary policy objectives -- statement by Chairman Greenspan before the House 

Committee on Banking and Financial Services, July 22, 1999.

- Authorized, July 16, 1999 

Bank Branches, Domestic

Civitas Bank, St. Joseph, Michigan -- to acquire five branches of First Indiana Bank, 

a federal savings bank, Indianapolis, Indiana.

- Approved, July 14, 1999 

Bank Holding Companies

Deutsche Bank AG, Frankfurt am Main, Germany -- requests by certain commenters 

for reconsideration of the Board's approval of the acquisition of Bankers Trust 

Corporation, New York, New York.

- Denied, July 14, 1999 

Regulations And Policies

Deposit Reporting -- temporary adjustments of reporting requirements so that some 

depository institutions would not be required to shift to more frequent and detailed 

deposit reporting in September 1999.

- Announced, July 15, 1999 

Enforcement

Bankers Trust Company, New York, New York -- notice of intent to prohibit 

against Bruce Jeffrey Kingdon, Kenneth Goglia, and Harvey Plante, former 

institution-affiliated parties of Bankers Trust Company.

- Announced, July 16, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
July 11, 1999 to July 17, 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

Chippewa Valley Bank, Rittman, Ohio -- to establish a branch at 420 Beverly Road, 

S.E., Canal Fulton.

- Approved, July 16, 1999 

Cleveland

Comerica Bank, Detroit, Michigan -- to establish a branch at 5111 Highland Road, 

Waterford.

- Approved, July 12, 1999 

Chicago

First State Bank of Rushmore, Rushmore, Minnesota -- to relocate its main office to 

Pipestone and to establish a branch in Rushmore.

- Approved, July 16, 1999 

Minneapolis

WestStar Bank, Vail, Colorado -- to merge with Western Colorado Bank, Montrose, 

and Bank of Telluride, Telluride, and to establish additional branches.

- Approved, July 15, 1999 

Kansas City

Bank Holding Companies

American River Holdings, Sacramento, California -- to engage in leasing activities 

through its subsidiary, First Source Capital.

- Approved, July 15, 1999 

San Francisco

BB&T Corporation, Winston-Salem, North Carolina -- to acquire Matewan 

Bancshares, Inc., Williamson, West Virginia.

- Approved, July 15, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority July 11, 1999 to July 17, 1999

Bank Holding Companies

Belvedere Capital Partners, LLC, San Francisco, California; California Community 

Financial Institutions Fund Limited Partnership; and Placer Capital Co. -- to acquire 

Placer Savings Bank, Auburn, on its conversion to a commercial bank.

- Approved, July 14, 1999 

San Francisco

Central Bancompany, Jefferson City, Missouri -- request for a waiver in connection 

with the proposed acquisition of Fulton Bancorp, Inc., Fulton, and Fulton Savings 

Bank, FSB.

- Approved, July 12, 1999 

St. Louis

Charter Federal Savings and Loan Association, West Point, Georgia -- request for a 

waiver of application in connection with the proposed acquisition of Citizens 

BancGroup, Inc., Valley, Alabama, and Citizens National Bank.

- Approved, July 7, 1999 (AC)

Atlanta

First Bancshares Corporation, Gladstone, Michigan -- to acquire shares of Baybank 

Corporation.

- Approved, July 14, 1999 

Minneapolis

First Banks, Inc., Creve Coeur, Missouri -- to acquire Century Bank, Beverly Hills, 

California.

- Approved, July 12, 1999 

St. Louis

First Union Corporation, Charlotte, North Carolina -- to invest in United Bancshares, 

Inc., Philadelphia, Pennsylvania.

- Approved, July 14, 1999 

Richmond

First Western Bancorp, Inc., Huron, South Dakota -- to acquire the insurance agency 

assets of Vollmer Insurance, Newell.

- Approved, July 14, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority July 11, 1999 to July 17, 1999

Bank Holding Companies

Haleco Bancshares, Inc., Plainview, Texas -- to acquire La Plata Bancshares, Inc., 

Hereford; La Plata Delaware Bancshares, Inc., Dover, Delaware; and the First 

National Bank of Hereford, Hereford, a de novo bank.

- Approved, July 15, 1999 

Dallas

KSB Bancorp, Inc. Employee Stock Ownership Plan, Kingfield, Maine -- to acquire 

additional shares of KSB Bancorp, Inc.

- Approved, July 15, 1999 

Boston

La Plata Bancshares, Inc., Hereford, Texas -- to become a bank holding company 

through the acquisition of La Plata Delaware Bancshares, Inc., Dover, Delaware, and 

for both companies to acquire the First National Bank of Hereford, a de novo bank.

- Approved, July 15, 1999 

Dallas

Northwest Financial Corp., Spencer, Iowa -- to acquire Gateway Savings Bank, 

Ankeny, a de novo bank.

- Approved, July 14, 1999 

Chicago

Popular, Inc., Hato Rey, Puerto Rico -- request for a waiver of remainder of 

notification period to acquire GM Group, Inc., Rio Piedras, and thereby engage in 

management consulting and data processing activities.

- Granted, July 16, 1999 

Director, BS&R

Premier Bancshares, Inc., Atlanta, Georgia -- to merge with North Fulton 

Bancshares, Inc., Roswell, and acquire Milton National Bank.

- Approved, July 15, 1999 

Atlanta

Quincy Bancshares, Inc., Quincy, Illinois -- to become a bank holding company 

through the acquisition of Bank of Quincy, a de novo bank.

- Approved, July 16, 1999 

St. Louis

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority July 11, 1999 to July 17, 1999

Bank Holding Companies

South Holland Bancorp, Inc., South Holland, Illinois -- to establish South Holland 

Mortgage LLC as a majority-owned subsidiary of South Holland Trust and Savings 

Bank and thereby engage in servicing loans, extending credit, and related activities.

- Approved, July 8, 1999 (AC)

Chicago

Third Street Bancshares, Inc., Williamstown, West Virginia -- to acquire Settlers 

Bank, Marietta, Ohio.

- Approved, July 14, 1999 

Cleveland

United Financial Corp., Great Falls, Montana -- to acquire additional shares of Valley 

Bancorp, Phoenix, Arizona. 

- Approved, July 15, 1999 

Minneapolis

Wells Fargo & Company, San Francisco, California -- to acquire through Norwest 

Insurance, Inc., Minneapolis, Minnesota, certain assets of Goodson Insurance 

Agency, Inc., Greenwood Village, California, and thereby engage in insurance 

agency activities.

- Approved, July 12, 1999 

San Francisco

Wells Fargo & Company, San Francisco, California, and Norwest Insurance, Inc., 

Minneapolis, Minnesota -- to acquire S.B. Insurance Agency, Inc., Marshall.

- Approved, July 15, 1999 

San Francisco

Westdeutsche Landesbank Girozentrale, Dusseldorf, Germany -- to acquire through 

a subsidiary the fixed-income investment management division of NicholasApplegate Capital Management, Houston, Texas, and thereby engage in financial and 

investment advisory activities.

- Approved, July 15, 1999 

New York

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority July 11, 1999 to July 17, 1999

Bank Mergers

County Bank, Merced, California -- to merge with Town and Country Finance 

Thrift, Turlock.

- Approved, July 16, 1999 

San Francisco

Banks, Nonmember, And Miscellaneous Institutions

1st State Savings Bank, Burlington, North Carolina -- deregistration under 

Regulation U.

- Approved, July 12, 1999 

Richmond

Colorado Bankers Life Insurance Company, Englewood, Colorado -- termination as 

a registered lender under Regulation U.

- Approved, July 14, 1999 

Kansas City

Change In Bank Control

Crockett County Bancshares, Inc., Bells, Tennessee -- change in bank control.

- Permitted, July 14, 1999 

St. Louis

First Southwest Corporation, Frederick, Oklahoma -- change in bank control.

- Permitted, July 12, 1999 

Kansas City

Competitive Factors Reports

The Anchor Bank, Myrtle Beach, South Carolina -- report on competitive factors of 

the proposed merger with The Saluda County Bank, Saluda, and M S Bailey & Son, 

Bankers, Clinton.

- Submitted, July 12, 1999 

Richmond

Bank Atlanta, Decatur, Georgia -- report on competitive factors of the proposed 

merger with PMB Acquisition Corp. II, Atlanta, an interim corporation.

- Submitted, July 14, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority July 11, 1999 to July 17, 1999

Competitive Factors Reports

Bank of Terrell, Dawson, Georgia -- report on competitive factors of the proposed 

purchase of certain assets and assumption of deposit liabilities of two Dawson 

branches of South Georgia Community Bank, Reynolds.

- Submitted, July 14, 1999 

Atlanta

Central Carolina Bank and Trust Company, Durham, North Carolina -- report on 

competitive factors of the proposed merger with Stone Street Bank & Trust, 

Mocksville.

- Submitted, July 13, 1999 

Richmond

Citizens Bank, Columbia, Mississippi -- report on competitive factors of the 

proposed merger with Walthall Citizens Bank, Tylertown.

- Submitted, July 14, 1999 

Atlanta

Commercial State Bank, Donalsonville, Georgia -- report on competitive factors of 

the proposed purchase of certain assets and assumption of deposit liabilities of two 

Donalsonville branches and the Blakely branch of South Georgia Community Bank, 

Reynolds.

- Submitted, July 14, 1999 

Atlanta

County National Bank, Clearfield, Pennsylvania -- report on competitive factors of 

the proposed purchase of certain assets and assumption of certain liabilities of four 

branches of PNC Bank, National Association, Pittsburgh.

- Submitted, July 14, 1999 

Philadelphia

First Bank of Ohio, Tiffin, Ohio -- report on competitive factors of the proposed 

merger with The First Bank of Marietta.

- Submitted, July 12, 1999 

Cleveland

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority July 11, 1999 to July 17, 1999

Competitive Factors Reports

First National Bank, Orangeburg, South Carolina -- report on competitive factors of 

the proposed purchase of assets and assumption of liabilities of the Hardeeville and 

Ridgeland branches of Carolina First Bank, Greenville.

- Submitted, July 12, 1999 

Richmond

Integrity Bank Plus, Wabasso, Minnesota -- report on competitive factors of the 

proposed merger with Citizens State Bank of Walnut Grove, Walnut Grove.

- Submitted, July 14, 1999 

Minneapolis

Nara Bank, N.A., Los Angeles, California -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Edgewater, New 

Jersey, branch of Hanvit America Bank.

- Submitted, July 15, 1999 

San Francisco

New National Bank of Commerce in Superior, Superior, Wisconsin -- report on 

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

of National Bank of Commerce in Superior.

- Submitted, July 15, 1999 

Minneapolis

Valley View State Bank, Overland Park, Kansas -- report on competitive factors of 

the proposed merger with Winona Savings Bank, Winona, Missouri.

- Submitted, July 15, 1999 

Kansas City

Extensions Of Time

Provident Bank of Florida, Sarasota, Florida -- extension to July 17, 2000, to 

establish a branch at Palmer Crossing Shopping Center.

- Granted, July 12, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority July 11, 1999 to July 17, 1999

Extensions Of Time

SJN Banc Co., St. John, Kansas -- extension to August 15, 1999, to acquire St. John 

National Bank.

- Granted, July 13, 1999 

Kansas City

Southeast Bancshares, Inc., Mediapolis, Iowa -- extension to October 15, 1999, to 

become a bank holding company through the acquisition of Southeast Security Bank.

- Granted, July 12, 1999 

Chicago

International Operations

Republic National Bank of New York, New York, New York; Republic Overseas 

Banks Holding Corporation, Wilmington, Delaware; and Republic International Bank 

of New York -- request for a waiver of remainder of notification period to make 

additional investments in Commercial Bank Republic National Bank of New York 

(RR) Limited Liability Company, Moscow, Russia; and for Republic National Bank 

of New York (International) Limited, Nassau, Bahamas, to invest in Republic 

National Bank of New York, Moscow.

- Granted, July 15, 1999 

Director, BS&R

Membership

Bay Area Bank, Redwood City, California -- membership in the Federal Reserve 

System.

- Approved, July 14, 1999 

San Francisco

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, July 17, 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) Westborough Bancorp, M.H.C. and Westborough Financial

Services, Inc., both of Westborough, Massachusetts - application

to become a mutual bank holding company and a bank holding

company, respectively, through the acquisition of Westborough

Savings Bank, Westborough, Massachusetts

Newspaper - 08/14/1999

Fed. Reg. - 08/13/1999

4(c)(8) Westbank Corporation, West Springfield, Massachusetts -

notification to indirectly acquire certain assets and liabilities of

the Putnam and Danielson, Connecticut offices of New London

Trust, FSB, New London, New Hampshire

Newspaper - 8/12/1999

Fed. Reg. - 8/09/1999

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, July 17, 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

18(c) Banco Popular North America, New York, New York

(“BPNA”), to merge Banco Popular, N.A. (Texas), Houston,

Texas, with and into BPNA.*

Newspaper – 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) Rome, M.H.C. and Rome Bancorp, Inc., both of Rome, New

York, to become bank holding companies with respect to The

Rome Savings Bank, Rome, New York.*

Newspaper – 07/15/1999

Fed Reg – 07/26/1999

3(a)(1) Canadian Imperial Bank of Commerce, Toronto, Canada, and

certain of its subsidiaries, to become bank holding companies by

establishing a de novo national bank, CIBC National Bank,

Maitland, Florida.*

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) U.S. Trust Corporation, New York, New York, to acquire NCT

Holdings, Inc., Greensboro, North Carolina (“NCT”) and

thereby: (i) acquire control of NCT’s wholly-owned subsidiary,

North Carolina Trust Company, a non-depository banking

corporation; and (ii) NCT Opportunities, Inc., Greensboro,

North Carolina, which serves as the general partner to NCT

Opportunities Equity Partners Limited Partnership.

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

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, July 17, 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, July 17, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice from St. Henry Bank, St. Henry, OH on

07/13/1999 of its intent to establish a branch at 502 North

Eastern Avenue, St. Henry, OH.

07/15/1999

Branch Received notice from The Farmers Citizens Bank, Bucyrus, OH

on 07/16/1999 of its intent to establish a branch at 169 North

Main Street, Fredericktown, OH

07/29/1999

18(c)

Branch

Received application from Sky Bank, Salineville, OH on

07/14/1999 to merge with Mahoning National Bank,

Youngstown, OH and, incident thereto, establish branch

facilities.

08/11/1999

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

Type Application

Ending date of

comment period

3(a)(5) Received application from Sky Financial Group, Inc., Bowling

Green, OH on 07/14/1999 to acquire Mahoning National

Bancorp, Inc., Youngstown, OH.*

Newspaper – 08/11/1999

4(c)(8)

3(a)(3)

Received applications from Oak Hill Financial, Inc., Jackson,

OH on 07/14/1999 to acquire Towne Financial, Inc., Cincinnati,

OH and its subsidiary Blue Ash Building and Loan Company,

Cincinnati, OH. Blue Ash Building and Loan Company will

then be converted to a state-chartered commercial bank named

Towne Bank. Towne Bank will then be acquired by Oak Hill

Financial, Inc.

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

362717 Croghan Colonial Bank, Fremont, OH 05/24/1999 07/16/1999 S X

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, July 17, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Crestar Bank, Richmond, Virginia, to establish a branch at 2749

McRae Road, Richmond, Virginia.*

Newspaper – 07/21/1999

Branch Crestar Bank, Richmond, Virginia, to establish a branch in the

Hannaford grocery store at 2736 Hannaford Plaza, Richmond,

Virginia.*

Newspaper – 07/21/1999

*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

3(a)(1) Cornerstone Bancorp, Easley, South Carolina, to become a

bank holding company through the acquisition of 100% of the

voting shares of Cornerstone National Bank, Easley, South

Carolina, an organizing bank.*

Fed Reg – N/A

Newspaper – 08/15/1999

*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

4(c)(8) First Union Corporation, Charlotte, North Carolina, to acquire

EVEREN Capital Corporation, Chicago, Illinois.

Fed Reg – 07/30/1999
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

1216291 Resource Bank

3720 Virginia Beach Boulevard

Virginia Beach, Virginia 23452-3414

04/26/1999 07/16/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, July 17, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Colonial Bank, Montgomery, Alabama, to establish a branch

located at 140 N. Federal Highway, Boca Raton, Florida.

07/17/1999*

Branch SunTrust Bank, Gulf Coast, Sarasota, Florida, to establish a

branch located at 6155 Exchange Way, Bradenton, Florida, to be

known as the Lakewood Ranch Office.

07/24/1999*

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(5) Skylake Bankshares, Inc., North Miami Beach, Florida, to merge

with Kislak Financial Corporation, Miami Lakes, Florida, and

thereby directly acquire Kislak National Bank, North Miami,

Florida.

N/Avail*

CIC Rossville Bankshares, Inc., Rossville, Georgia, prior notification

filed by Ms. Alice Bernice Sale, Ms. Tracie Lynn Calfee, and

Mr. David Reynolds Housley, to individually and/or collectively

increase their combined control of the outstanding shares of

common stock of Rossville Bankshares, Inc., Rossville, Georgia,

to 100 percent as a result of a stock redemption.

N/Avail

3(a)(3) First American Corporation, Nashville, Tennessee (Applicant),

to acquire up to 19.9 percent of the outstanding voting shares of

AmSouth Bancorporation, Birmingham, Alabama (Corporation),

in the event of the exercise of an option granted to Applicant by

Corporation.

Fed Reg - 08/03/1999*

*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

3(a)(1) Peoples Florida Banking Corporation, Palm Harbor, Florida,

notice to become a bank holding company by acquiring Peoples

Bank, Palm Harbor, Florida.

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, July 17, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branches

Old Kent Bank

Grand Rapids, Michigan

 Pinnacle Bank

 Cicero, Illinois

 Pinnacle Bank of the Quad-Cities

 Silvis, Illinois

 and thereby to establish 17 branches

Newspaper – 07/21/1999

18(c) &

 Branches

Pullman Bank and Trust Company

Chicago, Illinois

 Chicago City Bank and Trust Company

 Chicago, Illinois

 and branch offices at

 815 West 63rd Street

 Chicago, Illinois

 715 West 63rd Street

 Chicago, Illinois

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(5) Old Kent Financial Corporation*

Grand Rapids, Michigan

 Pinnacle Banc Group, Inc.

 Oak Brook, Illinois

 Pinnacle Bank

 Cicero, Illinois

 Pinnacle Bank of the Quad-Cities

 Silvis, Illinois

Fed Reg – 07/15/1999

Newspaper – 07/21/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(5) Firstar Corporation*

Milwaukee, Wisconsin

 Mercantile Bancorporation, Inc.

 St. Louis, Missouri

 Ameribanc, Inc.

 St. Louis, Missouri

 Mercantile Bank Midwest

 Des Moines, Iowa

 Mercantile Bank National Association

 St. Louis, Missouri

 Mercantile Bank

 Overland Park, Kansas

 Mercantile Bank of Trenton

 Trenton, Missouri

 Mercantile Bank of Illinois

 Springfield, Illinois

 Mercantile Bank of Arkansas National Association

 North Little Rock, Arkansas

Fed Reg – 08/03/1999

Newspaper – 07/01/1999

3(a)(5) Firstar Corporation*

Milwaukee, Wisconsin

 to exercise an option to acquire 19.9 percent of

 Mercantile Bancorporation, Inc.

 St. Louis, Missouri

 Ameribanc, Inc.

 St. Louis, Missouri

 Mercantile Bank Midwest

 Des Moines, Iowa

 Mercantile Bank National Association

 St. Louis, Missouri

 Mercantile Bank

 Overland Park, Kansas

 Mercantile Bank of Trenton

 Trenton, Missouri

 Mercantile Bank of Illinois

 Springfield, Illinois

 Mercantile Bank of Arkansas National Association

 North Little Rock, Arkansas

Fed Reg – 08/03/1999

Newspaper – 07/01/1999

3(a)(5) Mercantile Bancorporation, Inc.*

St. Louis, Missouri

 to exercise an option to acquire 9.9% of

 Firstar Corporation,

 Milwaukee, Wisconsin

 Firstar Bank Milwaukee, National Association

 Milwaukee, Wisconsin

 Firstar Bank USA, National Association

 Waukegan, Illinois

Fed Reg – 08/03/1999

Newspaper – 07/01/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

(cont’d) Firstar Metro Bank & Trust Company

 Phoenix, Arizona

 Firstar Bank Burlington, National Association

 Burlington, Iowa

 Firstar Bank, National Association

 Cincinnati, Ohio

 Firstar Bank Wisconsin

 Madison, Wisconsin

 Firstar Bank of Minnesota, National Association

 Saint Paul, Minnesota

 Firstar Bank Wausau, National Association

 Wausau, Wisconsin

3(a)(3) Fidelity Company*

Dyersville, Iowa

 First Postville Bancorporation, Inc.

 Postville, Iowa

 Citizens State Bank

 Postville, Iowa

Fed Reg – 08/09/1999

Newspaper – N/Avail

CIC Kerndt Bank Services

Lansing, Iowa

 by Peter R. Kerndt

Fed Reg – 08/2/1999

Newspaper – 07/29/1999

CIC Mid-Iowa Bancshares Co

Algona, Iowa

 by Paul H. and Neva M. Johnson

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) Capitol Bancorp, Ltd.*

Lansing, Michigan

 Desert Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg – 06/11/1999

Newspaper – 06/12/1999

3(a)(3) Sun Community Bancorp Limited*

Phoenix, Arizona

 Desert Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg – 06/11/1999

Newspaper – 06/12/1999

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

Las Vegas, Nevada

 Desert Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg – 06/11/1999

Newspaper – 06/12/1999

* 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

4(c)(8) Firstar Corporation

Milwaukee, Wisconsin

 FFG Trust, Inc.

 Springfield, Illinois

Fed Reg – 08/03/1999

4(c)(8) Firstar Corporation

Milwaukee, Wisconsin

 D.D. Development of Sterling

 Sterling, Illinois

Fed Reg – 08/03/1999

4(c)(8) Firstar Corporation

Milwaukee, Wisconsin

 Mercantile Consumer Loan Company

 Rock Island, Illinois

Fed Reg – 08/03/1999

4(c)(8) Firstar Corporation

Milwaukee, Wisconsin

 Mercantile Trust Company National Association

 St. Louis, Missouri

Fed Reg – 08/03/1999

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

68840 Union Bank & Trust Co

2 E. Main Street

Evansville, Wisconsin 53536

(608) 882-5200

03/11/1999 07/14/1999 S X

749840 Farmers State Bank

401 Main Street

Lake View, Iowa 51450

(712) 657-8525

03/22/1999 07/14/1999 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, July 17, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by BankTennessee, Collierville, Tennessee, to establish a

branch at 1125 W. Poplar, Collierville, Tennessee.*

7/23/1999

* 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

3(a)(1) Notice by Delta Trust & Banking Corporation, Little Rock,

Arkansas, to acquire SEA Bancshares, Inc., Parkdale,

Arkansas.*

Newspaper – 8/13/1999

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

S/R Notice by Spring River Bankshares, Inc., Imboden, Arkansas, to

redeem 66 percent of its equity capital.
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, July 17, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Interstate Bank, Billings, Montana, to establish a branch at

3800 Russell Street, Missoula, Montana.*

07/15/1999

18(c) & Branch First Interstate Bank, Billings, Montana, to merge with Security

State Bank and Trust Company, Polson, Montana, and incident

thereto establish three branches.*

07/26/1999

*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

CIC Caren L. Coffee to acquire control of Stockman Financial Corp.,

Miles City, Montana.

Fed Reg - 08/02/1999

3(a)(1) Milk River Banquo, Inc., Malta, Montana, for prior approval to

become a bank holding company through the acquisition of

81.45% of the voting shares of Malta Banquo, Inc., Malta,

Montana.*

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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, July 17, 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) Hillcrest Bancshares, Inc., Overland Park, Kansas, to acquire

100 percent of the voting shares of American Bank, Wichita,

Kansas.

Newspaper – 08/14/1999

Fed Reg – N/Avail

CIC Mahlon T. White CRT #2, Mahlon T. White CRT #7, and Lester

L. Ward, Jr., Denver, Colorado, as trustee, to acquire voting

shares of First Bancorp of Durango, Durango, Colorado; and

thereby indirectly acquire First National Bank of Durango,

Durango, Colorado.

Newspaper – N/Avail

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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, July 17, 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)(5) Prosperity Bancshares, Inc., Houston, TX, to acquire

South Texas Bancshares, Inc., Beeville, TX, and

CNB Delaware Company, Dover, DE, and

The Commercial National Bank of Beeville, Beeville, TX*

(previously reported the week ending July 10, 1999)

Fed Reg – 08/09/1999

Newspaper – 08/02/1999

CIC Michael Weeks, Alice, TX, et ux, to acquire an interest in

Coastal Bend Bancshares, Inc., Alice, TX

Fed Reg – 08/03/1999

Newspaper – N/Avail

3(a)(1)

3(a)(5)

Pritchard Acquisition Company, Inc., San Antonio, TX, to

acquire InterContinental Bankshares Corporation, San Antonio,

TX*

Fed Reg – 08/12/1999

Newspaper – 08/14/1999

3(a)(1) Western Commerce Bank Stock Bonus Plan and Trust

Agreement, Carlsbad, NM, to acquire

Western Commerce Bancshares of Carlsbad, Inc., Carlsbad,

NM, and Western Commerce Bank, Carlsbad, NM*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) The Jere J. Ruff Family Limited Partnership II, Longview, TX,

to acquireThe First State Bank, Hallsville, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) Inwood Bancshares, Inc., Dallas, TX, and

Inwood Delaware, Inc., Dover, DE, to acquire

Provident Bank, Dallas, TX*

(previously reported the week ending July 10, 1999)

Fed Reg – 08/09/1999

Newspaper – 08/05/1999

*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

Member Plains National Bank, Lubbock, TX, to become a member of the

Federal Reserve System

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, July 17, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of the Orient, San Francisco, California, to establish a

branch office at 500 Broadway Avenue, Millbrae, California. *

Newspaper – 07/31/1999

* 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

3(a)(5) Greater Bay Bancorp, Palo Alto, California, to merge with Bay

Commercial Services, and thereby indirectly acquire Bay Bank

of Commerce, both of San Leandro, California. *

Newspaper – 07/30/1999

Fed Reg – 08/05/1999

3(a)(3) Wells Fargo & Company, San Francisco, California, to acquire

Texas Bancshares, Inc., San Antonio, Texas, and thereby

indirectly acquire First National Bank of South Texas, and Bank

of South Texas. *

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(1) Wallowa Bancorp, Joseph, Oregon, to become a bank holding

company by acquiring Community Bancshares, Inc., and its

wholly-owned subsidiary, Community Bank, both of Joseph,

Oregon. *

Newspaper – 08/14/1999

Fed Reg – 08/16/1999

3(a)(5) Zions Bancorporation, Salt Lake City, Utah, to merge with

Regency Bancorp and thereby indirectly acquire Regency Bank,

both of Fresno, California.. Regency Bank will then be merged

into California Bank and Trust, San Diego, California. *

Newspaper – N/Avail

Fed Reg – 08/16/1999

* 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

4(c)(8) Wallowa Bancorp, Joseph, Oregon, to engage in title insurance

and escrow services through the acquisition of Citizens Title &

Escrow Service, Enterprise, Oregon.

Fed Reg – 08/16/1999

4(c)(8) Zions Bancorporation, Salt Lake City, Utah, to engage indirectly

in nonbanking activities through the acquisition of Regency

Investment Advisors, Inc., Fresno, California.

Fed Reg – 08/16/1999

4(c)(8) Umpqua Holdings Corporation, Roseburg, Oregon, to engage

through its wholly-owned subsidiary, South Umpqua Bank, in

securities and underwriting through the acquisition of Strand,

Atkinson, Williams & York, Inc., Portland, Oregon.

Fed Reg – N/Avail

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

Type Application

3(a)(5)(C) First Mutual Bancshares, Inc., to become a bank holding

company by acquiring First Mutual Savings Bank, both of

Bellevue, Washington.
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

671464 California Center Bank

2222 W. Olympic Blvd.

Los Angeles, CA 90006-2118

(213) 386-2222

03/22/1999 07/15/1999 S X

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.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None