Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 46

Week Ending November 14, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions November 8, 1998 to November 14, 1998

Bank Holding Companies

Carolina First BancShares, Inc., Lincolnton, North Carolina -- reconsideration and 

stay of the Federal Reserve Bank of Richmond's approval of the application to 

acquire Community Bank and Trust, Rutherfordton, North Carolina.

- Approved, November 10, 1998 

CFBanc Holdings, Inc., Washington, D.C., and CFBanc Corporation -- to acquire 

City First Bank of D.C.

- Approved, November 9, 1998 

General Accounting Office

General Accounting Office -- response to GAO report entitled "Year 2000 

Computing Crisis - Federal Reserve Is Acting to Ensure Financial Institutions Are 

Fixing Systems, But Challenges Remain."

- Approved, November 4, 1998 (AC)

(AC) = Addition or Correction Board - Page 1 of 1
November 8, 1998 to November 14, 1998

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Brand Banking Company, Lawrenceville, Georgia -- to establish a branch at 2100 

Grayson Highway, Grayson, Georgia.

- Approved, November 13, 1998 

Atlanta

Comerica Bank, Detroit, Michigan -- to establish branches at 4888 and 4980 Adams 

Road, Oakland Township, Michigan.

- Approved, November 9, 1998 

Chicago

F&M Bank-Northern Virginia, Fairfax, Virginia -- to establish a branch at 4661 

Sudley Road, Catharpin, Virginia.

- Approved, November 12, 1998 

Richmond

F&M Bank-Northern Virginia, Fairfax, Virginia -- to establish a branch at 13927 

Jefferson Davis Highway, Woodbridge, Virginia.

- Approved, November 12, 1998 

Richmond

First Bank of Snook, Snook, Texas -- to establish a branch at 701 University Drive 

East, Suite 105, College Station, Texas.

- Approved, November 13, 1998 

Dallas

Greenwich Bank & Trust Company, Greenwich, Connecticut -- to establish a branch 

at 273 Glenville Road.

- Approved, November 12, 1998 

New York

Heber Springs State Bank, Heber Springs, Arkansas -- to establish a branch at 1163 

Main Street, Vilonia, Arkansas.

- Approved, November 13, 1998 

St. Louis

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority November 8, 1998 to November 14, 1998

Bank Branches, Domestic

Heber Springs State Bank, Heber Springs, Arkansas -- to establish a branch at 1070 

Main Street, Vilonia, Arkansas.

- Withdrawn, November 13, 1998 

St. Louis

Bank Holding Companies

1st Summit Bancorp, Inc., Johnstown, Pennsylvania -- to acquire America First 

Consumer Discount Company through Cambria Thrift Consumer Discount 

Company, Ebensburg, Pennsylvania.

- Approved, November 10, 1998 

Philadelphia

Astra Financial Corporation, Prairie Village, Kansas -- to acquire Mitchell County 

Bank, Simpson, Kansas, and to acquire shares of First Missouri Bancshares, Inc., 

Brookfield, Missouri, and First Missouri National Bank.

- Approved, November 9, 1998 

Kansas City

Bank One Corporation, Chicago, Illinois -- to acquire through Paymentech, Inc., 

Dallas, Texas, the merchant credit card transaction processing business of Mellon 

Bank, N.A., Pittsburgh, Pennsylvania, and engage in extending credit and servicing 

loans.

- Approved, November 10, 1998 

Chicago

Columbia Bancorp, The Dalles, Oregon -- to acquire Valley Community Bancorp, 

McMinnville, Oregon.

- Approved, November 12, 1998 

San Francisco

Community Bancshares ESOP, Neosho, Missouri -- to acquire shares of Community 

Bancshares, Inc., Neosho, Missouri, and to acquire Community Bank and Trust 

Company.

- Approved, November 12, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority November 8, 1998 to November 14, 1998

Bank Holding Companies

Community Spirit Bancshares, Inc., Belmont, Mississippi -- to acquire Community 

Spirit Bank - Mississippi.

- Approved, November 12, 1998 

Atlanta

East West Bancorp, San Marino, California -- to acquire East-West Bank.

- Approved, November 12, 1998 

San Francisco

Farmers & Merchants Bancorp, Inc., Hannibal, Missouri -- to acquire Farmers & 

Merchants Bank.

- Approved, November 12, 1998 

St. Louis

FFVA Financial Corp., Lynchburg, Virginia -- deregistration under Regulation U.

- Approved, November 9, 1998 

Richmond

First Community Bancorp, Inc., Pahokee, Florida -- to acquire First Community 

Bank of Palm Beach County.

- Approved, November 12, 1998 

Atlanta

First M&F Corp, Kosciusko, Mississippi -- waiver of notification to acquire through 

merger First Bolivar Capital Corporation, Cleveland, Mississippi.

- Granted, November 12, 1998 

St. Louis

Gold Banc Corporation, Inc., Leawood, Kansas -- to acquire The Trust Company, 

St. Joseph, Missouri, and engage in trust company functions.

- Approved, November 10, 1998 

Kansas City

Ida Grove Bancshares, Inc., Ida Grove, Iowa -- to acquire shares of First State Bank, 

Churdan, Iowa.

- Approved, November 12, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority November 8, 1998 to November 14, 1998

Bank Holding Companies

MST Investments, L.P., Toccoa, Georgia -- notice to retain shares of First Banks, 

Inc., Carnesville, Georgia; First Bank and Trust; and Bank of Toccoa, Toccoa.

- Approved, November 12, 1998 

Atlanta

National Bancorp of Alaska, Inc., Anchorage, Alaska -- waiver of application in 

connection with the formation of Northland Savings Bank, Seattle, Washington, as a 

mutual savings bank, the conversion of Northland Savings Bank to stock form, and 

the merger of Northland into National Bank of Alaska, Anchorage. 

- Granted, November 13, 1998 

San Francisco

Oakfield Bancorp, Inc., Oakfield, Wisconsin -- to acquire Bank of Oakfield.

- Approved, November 13, 1998 

Chicago

Republic Security Financial Corporation, West Palm Beach, Florida -- waiver of 

application to acquire Northside Bank of Tampa, Tampa, Florida.

- Granted, November 9, 1998 

Atlanta

Security Bank Holding Company, Coos Bay, Oregon, and Security Bank Holding 

Company Employee Stock Ownership Plan -- to acquire Oregon State Bank, 

Corvallis, Oregon.

- Approved, November 12, 1998 

San Francisco

U.S. Bancorp, Minneapolis, Minnesota -- to engage in extending credit and servicing 

loans through an equity investment in New Century Financial Corporation, Irvine, 

California. 

- Approved, November 12, 1998 

Minneapolis

Warwick Community Bancorp, Inc., Warwick, New York -- to acquire shares of 

GSB Financial Corporation, Goshen, New York.

- Approved, November 12, 1998 

New York

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority November 8, 1998 to November 14, 1998

Bank Holding Companies

Weatherford Foundation of Red Bay, AL, Inc., Red Bay, Alabama, and Independent 

Bancshares, Inc. -- to acquire Community Spirit Bank - Mississippi, Belmont, 

Mississippi.

- Approved, November 12, 1998 

Atlanta

Yardville National Bancorp, Inc., Mercerville, New Jersey -- to form Yardville 

Interim National Bank, Newtown Township, Pennsylvania, and merge with The 

Yardville National Bank, Mercerville.

- Approved, November 13, 1998 

Philadelphia

Bank Mergers

Republic Security Bank, West Palm Beach, Florida -- to merge with Northside Bank 

of Tampa, Tampa, Florida.

- Approved, November 9, 1998 

Atlanta

Bank Premises

Brand Banking Company, Lawrenceville, Georgia -- investment in bank premises.

- Approved, November 13, 1998 

Atlanta

Banks, Nonmember, And Miscellaneous Institutions

Chesapeake Energy Marketing, Inc., Oklahoma City, Oklahoma -- registration under 

Regulation U.

- Approved, November 5, 1998 (AC)

Kansas City

Banks, State Member

Southwest Georgia Bank, Moultrie, Georgia -- to acquire certain assets and assume 

certain liabilities of one branch of Farmers and Merchants Bank, Monticello, Florida, 

located at 1102 West Harris Street, Pavo, Georgia.

- Approved, November 9, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority November 8, 1998 to November 14, 1998

Capital Stock

Wilburton State Bancshares, Wilburton, Oklahoma -- redemption of shares.

- Approved, November 12, 1998 

Kansas City

Competitive Factors Reports

Bank United of Texas FSB, Houston, Texas, and BUC Acquisition Corporation -- 

report on competitive factors of the proposed merger with Midland American Bank, 

Midland, Texas.

- Submitted, November 10, 1998 

Dallas

Charlevoix State Bank, Charlevoix, Michigan -- report on competitive factors of the 

proposed assumption of the liabilities of Citizens Banking Corporation, Flint, 

Michigan.

- Submitted, November 12, 1998 

Chicago

Citizens Bank of New Ulm, New Ulm, Minnesota -- report on competitive factors of 

the proposed merger with State Bank of La Salle (Incorporated), La Salle, 

Minnesota. 

- Submitted, November 12, 1998 

Minneapolis

FirstCapital Bank SSB, Victoria, Texas -- report on competitive factors of the 

proposed merger with Liberty Savings Association, Houston, Texas.

- Submitted, November 13, 1998 

Dallas

Hibernia National Bank, New Orleans, Louisiana -- report on competitive factors of 

the proposed merger with Hibernia National Bank of Texas, Texarkana, Texas.

- Submitted, November 10, 1998 

Atlanta

Liberty Savings Association, Houston, Texas -- report on competitive factors of the 

proposed merger with Interim LSA Bank SSB, Victoria, Texas.

- Submitted, November 10, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority November 8, 1998 to November 14, 1998

Competitive Factors Reports

Merchants and Farmers Bank, Kosciusko, Mississippi -- report on competitive 

factors of the proposed merger with First National Bank of Bolivar County, 

Cleveland, Mississippi.

- Submitted, November 12, 1998 

St. Louis

Ohio Bank, Findlay, Ohio -- report on competitive factors of the proposed merger 

with Citizens Bancshares Interim Bank, Salineville, Ohio.

- Submitted, November 10, 1998 

Cleveland

State Bank of St. Libory, St. Libory, Illinois -- report on competitive factors of the 

proposed merger with St. Libory Interim State Bank.

- Submitted, November 12, 1998 

St. Louis

State National Bank of Iowa Park, Iowa Park, Texas -- report on competitive factors 

of the proposed merger with Windthorst National Bank, Windthorst, Texas, and 

Electra State Bank & Trust Company, Electra, Texas.

- Submitted, November 13, 1998 

Dallas

Sun National Bank, Vineland, New Jersey -- report on competitive factors of the 

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

branches of Summit Bank, Hackensack, New Jersey.

- Submitted, November 10, 1998 

Philadelphia

Extensions Of Time

Bank of Whitman Employee Stock Ownership Plan, Colfax, Washington -- extension 

to February 1, 1999, to acquire shares of Whitman Bancorporation.

- Granted, November 13, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority November 8, 1998 to November 14, 1998

Extensions Of Time

Danvers Bancorp, Inc., Danvers, Massachusetts -- extension to December 11, 1998, 

to form a mutual bank holding company through the acquisition of Danvers Savings 

Bank.

- Granted, November 10, 1998 

Boston

Texas Capital Bancshares, Inc., Dallas, Texas -- extension to February 20, 1999, to 

acquire Resource Bank, N.A.

- Granted, November 9, 1998 

Dallas

Membership

Pacific State Bank, Stockton, California -- to become a member of the Federal 

Reserve System.

- Approved, November 12, 1998 

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, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Fleet Financial Group, Inc., Boston, Massachusetts – notification

to acquire Merrill Lynch Specialists, Inc. (the Company) and

merge the Company into Fleet Securities, Inc. and continue to

engage in certain nonbanking activities

FedReg – 12/2/1998

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of January 1, 1999 – March 31, 1999

Institution Location

State Street Bank and Trust Company Boston, Massachusetts

Examinations may have to be rescheduled during the calendar quarter in which they are designated to begin. If

an institution’s examination is rescheduled for a date later than the end of the date range reflected in a published

schedule, the institution’s name will be republished in an appropriate later listing. Any comments received as a

result of either the first publication or subsequent publications will be considered during the examination.
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) Cornerstone Bancorp, Inc., Stamford, Connecticut, to become a

bank holding company with respect to Cornerstone Bank,

Stamford, Connecticut.
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 First Quarter of 1999

Institution Location

Morgan Guaranty Trust Company 60 Wall Street, New York, New York 10260

The Adirondack Trust Company 473 Broadway, Saratoga Springs, New York 12866

Greenwich Bank and Trust Company 115 East Putnam Avenue, Greenwich, Connecticut 06830

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch East Penn Bank, Emmaus, PA, to establish a branch office at the

Cedar Crest Professional Park 1251 South Cedar Crest

Boulevard, Allentown, (Salisbury Township) Lehigh County,

PA.

12/11/1998

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 First Quarter of 1999

Institution Location

First Republic Bank Philadelphia, PA

New Century Bank Phoenizville, PA

Lebanon Valley Farmers Bank Lebanon, PA

Community Bank & Trust Company Forest City, PA

Berks County Bank Reading, PA

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)

Branch

Received application from The Ohio Bank, Findlay, OH on

11/09/1998 to acquire five branch offices of Mid American

National Bank and Trust Company, Toledo, OH located in

Findlay (2), Ottawa, Upper Sandusky, and Arlington, OH and

incident thereto establish 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

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

38526 Iron & Glass Bank 8/31/1998 11/13/1998 S X

Section VI – CRA examinations scheduled for First Quarter of 1999

Institution Location

The State Bank and Trust Company 401 Clinton Street, Defiance, OH 43512

NorthValley Bank N. Valley Street, Corning, OH 43730

Commercial and Savings Bank 6 W. Jackson Street, Millersburg, OH 44654

TheFifth Third Bank 38Fountain Square Plaza, Cincinnati, OH 45263

The Fifth Third Bank 111 W. 1st Street, Dayton, OH 45402

The Fifth Third Bank of Columbus 21 E. State Street, Columbus, OH 43215

Fifth Third Bank of Southern Ohio 100 S. High Street, Hillsboro, OH 45133

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) First Union Corporation, Charlotte, North Carolina, to acquire

additional shares of United Bancshares, Inc., Philadelphia,

Pennsylvania.*

Fed Reg – 12/11/1998

Newspaper - 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

280624 St. Michaels Bank

213 Talbot Street

St. Michaels, Maryland 21663

08/24/1998 11/07/1998 S X

Section VI – CRA examinations scheduled for First Quarter of 1999

Institution Location

The Annapolis Banking and Trust Company Annapolis, Maryland

Sterling Bank & Trust Baltimore, Maryland

Forest Hill State Bank Bel Air, Maryland

Miners Exchange Bank Coeburn, Virginia

Second Bank & Trust Culpeper, Virginia

Bank of the Commonwealth Norfolk, Virginia

First Bank Strasburg, Virginia

Resource Bank Virginia Beach, Virginia

The Fauquier Bank Warrenton, Virginia

Southern Financial Bank Warrenton, Virginia
Section VI – CRA examinations scheduled for First Quarter of 1999

Institution Location

Barbour County Bank Philippi, West Virginia

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch AmSouth Bank, Birmingham, Alabama, to establish a branch

located at 4255 Kings Highway, Port Charlotte, Florida.

11/29/1998

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

located at 1511 North Westshore Boulevard, Suite 100, Tampa,

Florida.

12/03/1998

Branch Compass Bank, Birmingham, Alabama, to establish a branch

located on Fry Road south of the intersection of Fry Road and

Interstate Highway 10, Katy, Texas.

11/24/1998

Branch Pointe Bank, Boca Raton, Florida, to establish a branch located

at 19645 State Road 7, Boca Raton, Florida.

12/10/1998

Branch Republic Security Bank, West Palm Beach, Florida, to establish

a branch located at 2201 West Sample Road, Pompano Beach,

Florida.

11/17/1998

*Subject to provisions of the Community Reinvestment Act

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

Type Application Ending date of

comment period

3(a)(3) Alabama National BanCorporation, Birmingham, Alabama, to

acquire Community Bank of Naples, N.A. , Naples, Florida

(in organization) (CBN-New). CBN-New will be the surviving

charter to a reorganization involving Community Bank of

Naples, N.A., Naples, Florida (CBN-Old).

12/07/1998

3(a)(5) Regions Financial Corporation, Birmingham, Alabama, to merge

with Arkansas Banking Company, Jonesboro, Arkansas, and

thereby acquire The Arkansas Bank, Jonesboro, Arkansas; The

Arkansas Bank, Walnut Ridge, Arkansas; The Planters Bank,

Osceola, Arkansas; and The Arkansas Bank, N.A., Batesville,

Arkansas.

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

Type Application Ending date of

comment period

CIC First National Bancshares of Eunice, Inc., Eunice, Louisiana,

prior notification by Mr. James G. Tanner III, to acquire 40

percent of the outstanding shares of First National Bancshares of

Eunice, Inc., Eunice, Louisiana.

Fed Reg - 12/02/1998

CIC Greene County Bancshares, Inc., Greeneville, Tennessee,

after-the-fact notification by Mr. Philip M. Bachman, Jr., and

Ms. Martha M. Bachman to collectively retain 10.02 percent of

the outstanding shares of common stock of Greene County

Bancshares, Inc., Greeneville, Tennessee.

Fed Reg - 12/02/1998

*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

WAIVR Request by Citizens & Peoples Bank, N.A., Pensacola, Florida, a

subsidiary of Alabama National BanCorporation, Birmingham,

Alabama, for a waiver of the application requirement of section

3(a)(1) of the Bank Holding Company Act, in connection with

its proposed acquisition of Community Bank of Naples, N.A.,

Naples, Florida (in organization)(CBN-New). CBN-New will

be the successor institution in a reorganization involving

Community Bank of Naples, N.A., Naples, 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

749635 AuburnBank

100 North Gay Street

Auburn, Alabama 36830

(334) 821-9200

08/03/1998 11/12/1998 S X

Section VI – CRA examinations scheduled for First Quarter of 1998

Institution Location

Premier Bank Brentwood,Tennessee

SunTrust Bank Tampa Bay Tampa, Florida

Commercial Bank Harrogate, Tennessee

City First Bank Tampa, Florida

Citizens Trust Bank Atlanta, Georgia

Republic Security Bank West Palm Beach, Florida

Peoples Southern Bank Clanton, Alabama

Merchants Bank Vicksburg, Mississippi

Bank at Ormond-by-the-Sea Ormond Beach, Florida

Compass Bank Birmingham, Alabama
Section VI – CRA examinations scheduled for First Quarter of 1998

Institution Location

Guaranty Bank and Trust Venice, Florida

Aliant Bank Alexander City, Alabama

First Bank and Trust Johnson City, Tennessee

Bank of Gueydan Gueydan, Louisiana

First Third Bank of Florida Naples, Florida

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Fifth Third Bank of Central Indiana

Indianapolis, Indiana

 5718 Crawfordsville Road

 Indianapolis, Indiana

Newspaper – 11/10/1998

18(c) &

 Merger

Pinnacle Bank

St. Joseph, Michigan

 Citizens National Bank of Evansville

 Evansville, Indiana

 Citizens Bank of Southern Indiana

 Tell City, Indiana

 Citizens Bank of Western Indiana

 Terre Haute, Indiana

 Citizens Bank of Kentucky

 Madisonville, Kentucky

 Citizens Bank of Central Indiana

 Greenwood, Indiana

 Citizens Bank of Illinois, N.A.

 Mount Vernon, Illinois

 Citizens Trust Company of Indiana, National Association

 Evansville, Indiana

 and thereby to establish 102 branches

Newspaper – 10/31/1998

Membership Pinnacle Bank

St. Joseph, Michigan

 To become a member of the Federal Reserve System

Newspaper – 10/31/98

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) New Century Bancorp*

Southfield, Michigan

 New Century Bank (in organization)

 Southfield, Michigan

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Tower Financial Corporation*

Fort Wayne, Indiana

 Tower Bank & Trust Company (in organization)

 Fort Wayne, Indiana

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) Peotone Bancorp, Inc.*

Peotone, Illinois

 Bank of San Juans

 Durango, Colorado

Fed Reg – 12/11/1998

Newspaper – N/Avail

3(a)(3) Southwest Bancorp, Inc.*

Worth, Illinois

 Bank of San Juans

 Durango, Colorado

Fed Reg – 12/11/1998

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

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

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

811046 Bankers Trust Co.

665 Locust St.

Des Moines, Iowa 50304

(515) 245-2424

8/12/1998 11/9/1998 S x

671147 Le Mars Bank and Trust Co.

37 1st Ave. NW

Le Mars, Iowa 51031

(712) 546-4175

8/28/1998 11/9/1998 O x
Section VI – CRA examinations scheduled for First Quarter of 1999

Institution Location

Iowa State Bank

Central Trust and Savings Bank

Citizens State Bank

Security Savings Bank

City State Bank

Home Trust and Savings Bank

Union State Bank

State Bank

Commercial Trust and Savings Bank

Tama State Bank

The State Bank of Blue Mound

First American Bank

First American Bank

First American Bank

Linden State Bank

Bank of Lenawee

Comerica Bank

Lapeer County Bank and Trust Co.

Chemical Bank & Trust Co.

Isabella Bank and Trust

Onsted State Bank

M & I Bank of Burlington

Delafield State Bank

Union Bank and Trust Co.

F & M Bank – Grant County

State Bank of Howards Grove

Liberty Bank

Calmar, Iowa

Cherokee, Iowa

Clarinda, Iowa

Eagle Grove, Iowa

Ogden, Iowa

Osage, Iowa

Rockwell City, Iowa

Spencer, Iowa

Storm Lake, Iowa

Tama, Iowa

Blue Mound, Illinois

Carpentersville, Illinois

Joliet, Illinois

Kankakee, Illinois

Linden, Indiana

Adrian, Michigan

Detroit, Michigan

Lapeer, Michigan

Midland, Michigan

Mt. Pleasant, Michigan

Onsted, Michigan

Burlington, Wisconsin

Delafield, Wisconsin

Evansville, Wisconsin

Fennimore, Wisconsin

Howards Grove, Wisconsin

Milwaukee, Wisconsin

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch *Notice by Heber Springs State Bank, Heber Springs, Arkansas,

to establish a branch at 1163 Main Street, Vilonia, Arkansas.

Newspaper – 10/14/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(5) *Notice by Simmons First National Corporation, Pine Bluff,

Arkansas, to acquire Lincoln Bancshares, Inc., Lincoln,

Arkansas (previously reported during the week ending

November 7, 1998).

Newspaper – 12/5/1998

Fed Reg – 12/10/1998

3(a)(5) *Notice by NBC Capital Corporation, Starkville, Mississippi, to

acquire First National Corporation of West Point, West Point,

Mississippi. A companion Section 4(c)(8) notice accompanies

this notice.

Newspaper – N/Avail.

Fed Reg – N/Avail.

3(a)(3) *Notice by Union Planters Corporation, Memphis, Tennessee, to

indirectly acquire Southeast Bancorp, Inc., Corbin, Kentucky. A

companion Section 3(a)(5) notice accompanies this notice.

Newspaper – 12/4/1998

Fed Reg – N/Avail.

3(a)(5) *Notice by Union Planters Holding Corporation, Memphis,

Tennessee, a wholly owned subsidiary of Union Planters

Corporation, Memphis, Tennessee, to acquire, through merger,

Southeast Bancorp, Inc., Corbin, Kentucky. A companion

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

Newspaper – 12/4/1998

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) Notice by NBC Capital Corporation, Starkville, Mississippi, to

indirectly acquire First National Finance Company, West Point,

Mississippi, a wholly owned nonbanking subsidiary of First

National Corporation of West Point, West Point, Mississippi,

and thereby engage in credit extending activities, pursuant to

Section 225.28(b)(1) of Regulation Y. A companion Section

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

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 1st Quarter of 1999

Institution Location

Pinnacle Bank Little Rock, Arkansas

DuQuoin State Bank DuQuoin, Illinois

The Scott County State Bank Scottsburg, Indiana

The Farmers Bank Hardinsburg, Kentucky

Leitchfield Deposit Bank & Trust Company Leitchfield, Kentucky

Lemay Bank and Trust Company Lemay, Missouri

Lindell Bank & Trust Company St. Louis, Missouri

BankTennessee Collierville, Tennessee

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Valley Bank of Ronan, Ronan, Montana, to establish a branch in

Ronan, Montana.*

11/20/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Northern Star Financial, Inc., Mankato, Minnesota, for prior

approval to become a bank holding company through the

acquisition of 100% of the voting shares of Northern Star Bank,

Mankato, Minnesota, a de novo bank.*

12/03/1998 – Newspaper

3(a)(3) Glacier Bancorp, Inc., Kalispell, Montana, for prior approval to

acquire 100% of the voting shares of Big Sky Western Bank,

Big Sky, Montana.*

11/27/98 – Fed Reg

CIC Michael Finbraaten, Curtis Sheely, and Connie Hoff, acting in

concert, to acquire control of Adams Bancshares, Inc., Adams,

Minnesota.

11/17/98 – Fed Reg

* 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

652351 First Security Bank of Missoula

Missoula, Montana

07/27/1998 11/09/1998 S X

Section VI – CRA examinations scheduled for First Quarter of 1999 (01/01/1999 – 03/31/1999)

Institution Location

First Security Bank of Malta Malta, Montana

First State Bank of Malta Malta, Montana

First Citizens Bank of Polson Polson, Montana

Montana State Bank Plentywood, Montana

Ronan State Bank Ronan, Montana
Section VI – CRA examinations scheduled for First Quarter of 1999 (01/01/1999 – 03/31/1999)

Institution Location

Lake County Bank St. Ignatius, Montana

Pioneer Bank and Trust Belle Fourche, South Dakota

BANKFIRST Sioux Falls, South Dakota

The Northwestern Bank Chippewa Falls, Wisconsin

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.

If an institution’s examination is rescheduled for a date later than the end of the date range reflected in a

published schedule, the institution’s name will be republished in an appropriate later listing. Any comments

received, as a result of either the first publication or subsequent publications, will be considered during the

examination. Written comments regarding the CRA performance of these institutions should be directed to Ms.

Jacqueline Brunmeier at the Federal Reserve Bank of Minneapolis, Banking Supervision Department, P.O. Box

291, Minneapolis, Minnesota 55480-0291.
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC HRL Investments, L.P., Columbus, Nebraska, for prior approval

to acquire voting shares of Bradley Bancorp, Inc., Columbus,

Nebraska; and thereby indirectly acquire Columbus State Bank

and Trust Company, Columbus, Nebraska.

Newspaper – 12/01/1998

Fed Reg – 11/18/1998

3(a)(3) First Express of Nebraska, Gering, Nebraska, for prior approval

to acquire 100 percent of the voting shares of Wauneta Falls

Bancorp, Inc., Wauneta, Nebraska; and thereby indirectly

acquire Wauneta Falls Bank, N.A., Wauneta, Nebraska, and

Ogallala National Bank, Ogallala, Nebraska.

Newspaper – 11/14/1998

Fed Reg – 11/12/1998

3(a)(3) Homestead Financial Corporation, ESOP, Beatrice, Nebraska,

for prior approval to acquire an additional 8.91 percent, for a pro

forma total of 38.22 percent, of the voting shares of Homestead

Financial Corporation, Beatrice, Nebraska; and thereby

indirectly acquire First National Bank & Trust Company of

Beatrice, Beatrice, Nebraska.

Newspaper – N/Avail

Fed Reg – 11/23/1998

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

Premises Citizens Security Bank & Trust Company, Bixby, Oklahoma, for

prior approval to increase investment in premises.

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, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First State Bank of Livingston, Livingston, TX,

to establish a branch at Highway 190 and Old Groveton Road,

Onalaska, TX 77360*

Newspaper – 12/09/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Robert W. Semple, Fort Worth, TX, et al, to acquire an interest

in Worth Bancorporation, Lake Worth, TX

Fed Reg – 11/30/1998

Newspaper – N/Avail

CIC Harry Newlon, Artesia, NM, et al, to acquire an interest in

First Artesia Bancshares, Inc., Artesia, NM

(Previously reported the week ending October 31, 1998)

Fed Reg – 11/17/1998

Newspaper – 11/24/1998

3(a)(1) Aberdeen Financial Corporation, Sierra Blanca, TX, to acquire

Aberdeen Financial Intermediate Holding Company, Inc.,

Wilmington, DE, and Bank of Sierra Blanca, Sierra Blanca, TX*

(Previously reported the week ending November 7, 1998)

Fed Reg – 12/04/1998

Newspaper – 12/08/1998

3(a)(1) Aberdeen Financial Intermediate Holding Company, Inc.,

Wilmington, DE, to acquire Bank of Sierra Blanca,

Sierra Blanca, TX*

(Previously reported the week ending November 7, 1998)

Fed Reg – 12/04/1998

Newspaper – 12/08/1998

3(a)(3) Bryan Family Management Trust, Bryan, TX, and

Bryan Heritage Limited Partnership, Bryan, TX, to acquire

The First National Bank of Bryan, Bryan, TX*

(Previously reported the week ending November 7, 1998)

Fed Reg – 12/07/1998

Newspaper – 12/05/1998

3(a)(3) Cullen Frost Bankers, San Antonio, TX, and

The New Galveston Company, Wilmington, DE, to acquire

Keller State Bank, Keller, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for First Quarter of 1999

Institution Location

Security Bank

645465

901 Main St.

Ralls, TX 79357

Legacy Bank of Texas

913267

1105 West 15th St.

Plano, TX 75075

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, November 14, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) Eggemeyer Advisory Corp., Castle Creek Capital, LLC, Castle

Creek Capital Partners Fund-I, L.P., all of Rancho Santa Fe,

California, and Western Bancorp, Newport Beach, California, to

merge with PNB Financial Group, Newport Beach, California. *

Newspaper – 12/04/1998

Fed Reg – 12/07/1998

3(a)(1) Hancock Park Acquisition, L.L.C., and Hancock Park

Acquisition, L.P., both of Washington, D.C., to become bank

holding companies through the acquisition of Bank of Coronado,

Coronado, California. *

Newspaper – N/Avail

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

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

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Century Holding Corporation, Beverly Hills, California, to

engage in nonbanking activities through the acquisition of PNB

Remittance Centers, Inc., Los Angeles, California.

Fed Reg – N/Avail

4(c)(8) VIB Corp., El Centro, California, to acquire Bank of Stockdale,

F.S.B., Bakersfield, California.

Fed Reg – N/Avail

Fed Reg - Federal Register Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Member United Security Bank, Fresno, California, to become a member

of the Federal Reserve System.

Member Desert Community Bank, Victorville, California, to become a

member of the Federal Reserve System.

Waiver Washington Mutual, Inc., Seattle, Washington, requests a waiver

of any Bank Holding Act application requirement in connection

with its proposed acquisition of Industrial Bank, Van Nuys,

California.

3(a)(5)(C) AEA Bancshares, Inc., Seattle, Washington, to become a bank

holding company through the acquisition of Asia-EuropeAmericas Bank, Seattle, 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

2319676 Community Bank of Nevada

1400 South Rainbow Blvd.

Las Vegas, NV 89102

(702) 878-0700

07/13/1998 11/10/1998 S X
Section V – Availability of CRA public evaluations

RSSD

number Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type

172961 North County Bank

444 S. Escondido Blvd.

Escondido, CA 92025

(760) 743-2200

06/29/1998 11/12/1998 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