Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 23

Week Ending June 5, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 30, 1999 to June 5, 1999

Forms

Disclosure Requirements in Connection with Regulation CC to Implement the 

Expedited Funds Availability Act -- extension without revision.

- Approved, June 3, 1999 

International Operations

Citibank, N.A., New York, New York -- for its Argentine branch to acquire 

Provencred 1, Grand Cayman, Cayman Islands, and its subsidiaries.

- Approved, June 1, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
May 30, 1999 to June 5, 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

First Community Bank, Orange City, Florida -- to establish a branch at 400 East 

Howry Avenue, DeLand.

- Approved, June 2, 1999 

Atlanta

Somerset Trust Company, Somerset, Pennsylvania -- to establish a branch at 234 

Main Street, Meyersdale.

- Approved, June 2, 1999 

Cleveland

Bank Holding Companies

Alabama Bancorporation, Inc., Mobile, Alabama -- to acquire Sweet Water State 

Bancshares, Inc., Sweet Water, Alabama, and thereby indirectly acquire Sweet Water 

State Bank.

- Approved, June 3, 1999 

Atlanta

Bank Capital Corporation, Strasburg, Colorado -- to acquire Citizens Holding 

Corporation, Keenesburg, Colorado, and thereby indirectly acquire Citizens State 

Bank.

- Approved, June 3, 1999 

Kansas City

Bank United Corp., Houston, Texas, and BNKU Holdings, Wilmington, Delaware -- 

to become bank holding companies through the acquisition of Texas Central 

Bancshares, Inc., Dallas; Texas Central Bancshares Delaware, Inc., Wilmington; and 

Texas Central Bank, N.A.; and for Bank United Corp. to acquire BNKU Holdings.

- Approved, June 3, 1999 

Dallas

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

Bancshares, Inc., Westminster, Maryland.

- Approved, June 2, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority May 30, 1999 to June 5, 1999

Bank Holding Companies

Capitol Bancorp, Ltd., Lansing, Michigan -- to acquire shares of Elkhart Community 

Bank, Elkhart, Indiana, a de novo bank.

- Returned, June 2, 1999 

Chicago

Capitol Bancorp, Ltd., Lansing, Michigan, and Sun Community Bancorp Limited, 

Phoenix, Arizona -- to acquire shares of Desert Community Bank, Las Vegas, 

Nevada, a de novo bank.

- Returned, June 2, 1999 

Chicago

Castle Creek Capital Partners Fund IIa, LP, Rancho Santa Fe, California; Castle 

Creek Capital Partners Fund IIb, LP; Eggemeyer Advisory Corp.; WJR Corp.; and 

Castle Creek Capital LLC -- to acquire shares of Coastal Credit, LLC, Virginia 

Beach, Virginia.

- Approved, June 2, 1999 

San Francisco

Central Bancompany, Inc., Jefferson City, Missouri -- to acquire Mid-Continent 

Bancshares, Inc., Blue Springs, and thereby indirectly acquire Bank of Jacomo.

- Approved, June 1, 1999 

St. Louis

Commerce Bancshares, Inc., Waukee, Iowa -- to become a bank holding company 

through the acquisition of shares of Waukee State Bank.

- Returned, June 3, 1999 

Chicago

Fifth Third Bancorp, Cincinnati, Ohio -- to acquire Emerald Financial Corp, 

Strongsville, and thereby acquire its subsidiary, Strongsville Savings Bank.

- Approved, June 2, 1999 

Cleveland

First South Bancorp, Inc., Lexington, Tennessee -- to acquire Perry County Holding 

Company, Linden, Tennessee, and thereby acquire its subsidiary, First State Bank.

- Approved, June 4, 1999 

St. Louis

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority May 30, 1999 to June 5, 1999

Bank Holding Companies

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

of Asheim & Associates, Pierre.

- Approved, June 3, 1999 

Minneapolis

Frontier Financial Corporation, Everett, Washington -- to make a noncontrolling 

investment in AEA Bancshares, Inc., Seattle.

- Approved, May 28, 1999 (AC)

San Francisco

GLB Bancorp, Mentor, Ohio -- to acquire Maple Leaf Financial, Newbury, Ohio, 

and thereby acquire its subsidiary, Geauga Savings Bank.

- Approved, June 1, 1999 

Cleveland

Home Valley Bancorp, Grants Pass, Oregon -- to engage in mortgage lending 

activities through Valley Mortgage Funding Corporation.

- Approved, June 3, 1999 

San Francisco

Indiana Community Bancorp Limited, Goshen, Indiana -- to become a bank holding 

company through the acquisition of shares of Elkhart Community Bank, Elkhart, a 

de novo bank.

- Returned, June 2, 1999 

Chicago

James Monroe Bancorp, Inc., Arlington, Virginia -- to become a bank holding 

company through the acquisition of James Monroe Bank.

- Approved, June 2, 1999 

Richmond

LNB Community Bancorp, Lynnville, Indiana -- to become a bank holding company 

through the acquisition of shares of The Lynnville National Bank.

- Approved, June 1, 1999 

St. Louis

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority May 30, 1999 to June 5, 1999

Bank Holding Companies

Nevada Community Bancorp Limited, Las Vegas, Nevada -- to become a bank 

holding company through the acquisition of shares of Desert Community Bank, a de 

novo bank.

- Returned, June 2, 1999 

Chicago

Wells Fargo & Company, San Francisco, California; Norwest Mortgage, Inc., Des 

Moines, Iowa, and Norwest Ventures, LLC, Des Moines -- to engage in residential 

mortgage lending through a joint venture with Dickson Realty, Inc., to be known as 

Norwest Pinnacle Mortgage.

- Approved, June 2, 1999 

San Francisco

Bank Mergers

City Holding Company, Cross Lanes, West Virginia -- to merge with Frontier 

Bancorp, Redondo Beach, California.

- Approved, June 1, 1999 

Richmond

Bank Premises

The Brand Banking Company, Lawrenceville, Georgia -- investment in bank 

premises.

- Approved, June 1, 1999 

Atlanta

Change In Bank Control

Florence Bancorporation, Florence, Wisconsin -- change in bank control.

- Permitted, June 4, 1999 

Minneapolis

Competitive Factors Reports

The Atlantic Bank of New York, New York, New York -- to acquire certain assets 

and assume certain liabilities of branches of National Bank of Greece, S.A., Athens, 

Greece, in Boston and Cambridge, Massachusetts.

- Submitted, June 1, 1999 

New York

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority May 30, 1999 to June 5, 1999

Competitive Factors Reports

Bank United of Texas, FSB, Houston, Texas -- report on competitive factors of the 

proposed merger with Texas Central Bank, N.A., Dallas.

- Submitted, June 3, 1999 

Dallas

Britton & Koontz First National Bank, Natchez, Mississippi -- report on competitive 

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

Vicksburg branch of Union Planters Bank, National Association, Memphis, 

Tennessee.

- Submitted, June 2, 1999 

Atlanta

C&L Bank of Bristol, Bristol, Florida -- report on competitive factors of the 

proposed merger with C&L Bank of Blountstown, Blountstown.

- Submitted, May 26, 1999 (AC)

Atlanta

Citrus Bank, Orlando, Florida -- report on competitive factors of the proposed 

merger with Citizens First National Bank, Crescent City.

- Submitted, May 26, 1999 (AC)

Atlanta

Crescent Bank and Trust Company, Jasper, Georgia -- report on competitive factors 

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

Woodstock branch of Tucker Federal Bank, Tucker.

- Submitted, May 26, 1999 (AC)

Atlanta

Dalton Whitfield Bank, Dalton, Georgia -- report on competitive factors of the 

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

Dalton branches of Colonial Bank, Montgomery.

- Submitted, May 26, 1999 (AC)

Atlanta

First American National Bank, Nashville, Tennessee -- report on competitive factors 

of the proposed merger with Peoples Bank, Dickson.

- Submitted, May 28, 1999 (AC)

Secretary

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority May 30, 1999 to June 5, 1999

Competitive Factors Reports

Hancock Bank of Louisiana, Baton Rouge, Louisiana -- report on competitive 

factors of the proposed merger with American Security Bank of Ville Platte, Ville 

Platte.

- Submitted, May 26, 1999 (AC)

Atlanta

The Huntington National Bank, Columbus, Ohio -- report on competitive factors of 

the proposed merger with Huntington Interim Bank, a de novo bank.

- Submitted, May 26, 1999 (AC)

Cleveland

International Bank of Commerce, Zapata, Texas -- report on competitive factors of 

the proposed acquisition of the Rio Grande City branch of International Bank of 

Commerce, Laredo.

- Submitted, June 2, 1999 

Dallas

Manufacturers Bank of Florida, Tampa, Florida -- report on competitive factors of 

the proposed merger with Partners Bank of Florida, FSB.

- Submitted, May 26, 1999 (AC)

Atlanta

Northwest Savings Bank, Warren, Pennsylvania -- report on competitive factors of 

the proposed acquisition of the Loyalsock, Smithfield Township, and Union City 

branches of Mellon Bank, Pittsburgh.

- Submitted, May 26, 1999 (AC)

Cleveland

People's Bank of California, Los Angeles, California -- report on competitive factors 

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

Beach and North Hollywood branches of Fidelity Federal Bank, FSB, Glendale.

- Submitted, June 3, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority May 30, 1999 to June 5, 1999

Competitive Factors Reports

Sapelo National Bank, Darien, Georgia -- report on competitive factors of the 

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

branch of Republic Bank, FSB, St. Petersburg, Florida.

- Submitted, May 26, 1999 (AC)

Atlanta

Strongsville Savings Bank, Strongsville, Ohio -- report on competitive factors of the 

proposed merger with Fifth Third Bank, Northwestern Ohio, National Association, 

Toledo.

- Submitted, June 2, 1999 

Cleveland

The Bank, Warrior, Alabama -- report on competitive factors of the proposed 

merger with Bankers Trust of Madison, Madison.

- Submitted, May 26, 1999 (AC)

Atlanta

Extensions Of Time

Chittenden Corporation, Burlington, Vermont -- extension to March 31, 2000, to 

divest a branch in the Rutland market.

- Granted, May 28, 1999 (AC)

Director, BS&R

Union Bank of Illinois, Swansea, Illinois -- extension to September 4, 1999, to 

relocate its branch at 200 Collinsville Avenue, East St. Louis, Illinois, and its satellite 

banking facility at St. Louis Avenue at Eighth Street, to 350 River Park Drive.

- Granted, June 4, 1999 

St. Louis

Village Bancorp, Inc., Prospect Heights, Illinois -- extension to September 4, 1999, 

to acquire, through Delta Financial LLC, an interest in Village Mortgage LLC and 

engage in brokering mortgage loans.

- Granted, June 2, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 7 of 7
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, June 5, 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

Change in Control The KSB Bancorp, Inc. Employee Stock Ownership Plan,

Kingfield, Maine - to increase percentage of ownership of voting

shares of KSB Bancorp, Inc., Kingfield, Maine

Newpaper - N/Avail

Fed Reg - 6/21/1999

3(a)(3) Union Bankshares, Inc., Morrisville, Vermont - application to

acquire 100% of the voting stock of Citizens Savings Bank &

Trust, St. Johnsbury, Vermont

Newspaper - 6/26/1999

Fed Reg - 07/02/1999

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, June 5, 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

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) Fuji Bank, Ltd., Tokyo, Japan, to acquire through its subsidiary,

Heller Financial Inc., Chicago, Illinois, up to 100 percent of the

capital stock of HealthCare Financial Partners, Inc., Chevy

Chase, Maryland, and thereby engage in lending and related

servicing activities.

Fed Reg – N/Avail

4(c)(8) Westdeutsche Landesbank Girozentrale, Dusseldorf, Germany,

to acquire, through its wholly-owned subsidiary, Criterion

Investment Management, LLC, 100 percent of the assets of the

fixed-income investment management division of NicholasApplegate Capital Management, Houston, Texas, and thereby

engage in financial and investment advisory activities.

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, June 5, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Sterling Bank, Mount Laurel, NJ, to establish a branch office at

122 Jackson Road, Medford Township, Burlington County, NJ

07/02/1999

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, June 05, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice from Fifth Third Bank, Cincinnati, OH on

06/01/1999 of its intent to establish a branch facility at 7300

Dearwester Dr., Kenwood, OH

06/08/1999

Branch Received notice from North Valley Bank, Corning, OH on

06/01/1999 of its intent to establish a branch facility at 2775

Maysville Pike, Zanesville, OH.*

06/09/1999

18(c)

Branch

Received application from Fifth Third Bank of Central

Kentucky, Cynthiana, KY on 06/02/1999 to acquire two offices

of Fifth Third Bank, Kentucky, Inc., Louisville, KY located at

100 Main Street and Harrison Square, US 27 South, Cynthiana,

KY and incident thereto establish branches.*

N/Avail

18(c)

Branch

Received application from Fifth Third Bank, Kentucky,

Louisville, KY on 06/02/1999 to merge with Fifth Third Bank of

Central Kentucky, Inc., Cynthiana, KY and incident thereto

establish branches.*

N/Avail

Branch Received notice from Wesbanco Bank Wheeling, Wheeling,

WV on 05/25/1999 of its intent to establish limited purpose

branches which will engage in trust services only to consolidate

all Wesbanco trust operations into Wesbanco Bank Wheeling.*

06/05/1999

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

Member Received application from Fifth Third Bank of Central

Kentucky, Inc., Cynthiana, KY on 06/02/1999 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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, June 5, 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) BB&T Corporation, Winston-Salem, North Carolina, to acquire

Matewan Bancshares, Inc., Williamson, West Virginia.*

Fed Reg – 07/02/1999

Newspaper – 06/28/1999

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

additional shares of United Bancshares, Inc., Philadelphia,

Pennsylvania.*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) Cardinal Financial Corporation, Fairfax, Virginia, to acquire

Cardinal Bank-Manassas/Prince William, N.A., Manassas,

Virginia, and Cardinal Bank – Dulles, N.A., Reston, Virginia,

both organizing banks.*

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

3(a)(1) First South Bancorp, Inc., Spartanburg, South Carolina, to

become a bank holding company through the acquisition of

100% of the voting shares of First South Bank, Spartanburg,

South Carolina.

Membership Bank of the James, Lynchburg, Virginia, an organizing bank,

for membership in the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, June 5, 1999

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 41 Hughes Road, Madison, Alabama, to be known as

the South Madison Office.

06/14/1999*

*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

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Community Financial Services, Inc., Atlanta, Georgia

(Applicant), to organize Internet Banking Communications,

LLC, Atlanta, Georgia, which will be 50 percent owned by

Applicant and 50 percent owned by Independent Bankers

Financial Corp., Irving, Texas, and thereby engage de novo in

the development and marketing of software products and related

services to financial institutions.

06/24/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(1) Community Banks of the South, Inc., Orlando, Florida, notice to

become a bank holding company by acquiring Southern

Community Bank, Orlando, Florida.

24A AuburnBank, Auburn, Alabama, request for increase in bank

premises.

3(a)(1) Premier Bank Holding Company, Tallahassee, Florida, notice to

become a bank holding company by acquiring Premier Bank,

Tallahassee, Florida.

3(a)(1) Cumberland Bancorp, Inc., Carthage, Tennessee, commitment

waiver request.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

680130 Citizens Trust Bank

Post Office Box 4485

Atlanta, Georgia 30302

(404) 653-2800

1/25/1999 05/16/1999 O X

497039 Commercial Bank

Post Office Box 400

Harrogate, Tennessee 37752

(423) 869-5151

1/11/1999 05/16/1999 O X
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, June 5, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Irwin Union Bank and Trust Company

Columbus, Indiana

 555 W. Crosstown Parkway, Suite 100

 Kalamazoo, Michigan

Newspaper – 06/03/1999

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

Type Application

Ending date of

comment period

3(a)(1) Commerce Bancshares, Inc.*

Waukee, Iowa

 Waukee State Bank

 Waukee, Iowa

Fed Reg – 07/01/1999

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

S/R Shorebank Corporation

Chicago, Illinois

 to redeem series B1, B2, C & D stocks
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 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, June 5, 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) Notice by First Banks, Inc., St. Louis, Missouri, to acquire

Century Bank, Beverly Hills, California.*

Newspaper – 7/5/1999

Fed Reg – N/Avail

3(a)(1) Notice by Jamesmark Bancshares, Inc., Springfield, Missouri, to

acquire Old Missouri National Bank, Springfield, Missouri (in

organization).*

Newspaper – 6/25/1999

Fed Reg – 6/25/1999

* 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

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, June 5, 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

CIC Lloyd A. Amundson Qualified Annuity Trust to acquire control

of First Sleepy Eye Bancorporation, Inc., Sioux Falls, South

Dakota.

Fed Reg - 6/23/1999

CIC Lloyd A. Amundson Qualified Annuity Trust to acquire control

of Lake Benton Bancorporation, Inc., Sioux Falls, South Dakota.

Fed Reg - 6/23/1999

3(a)(5) Community First Bankshares, Inc., Fargo, North Dakota, for

prior approval to merge with Valley National Corporation, El

Cajon, California.

Fed Reg - 7/2/1999

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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, June 5, 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) J.R. Montgomery Bancorporation, Lawton, Oklahoma, to

acquire an additional 11.8 percent of the voting shares of Fort

Sill National Bank, Fort Sill, Oklahoma.

Newspaper – 06/19/1999

Fed Reg – 06/18/1999

CIC Kirk E. Boatright, Anthony R. Stockton, Gary D. Chapman,

Harvey L. Chaffin, all of Tahlequah, Oklahoma; Charles R.

Bynum and Susan Chapman Plumb, both of Park Hill,

Oklahoma, to acquire voting shares of Fort Gibson Bancshares,

Inc., Fort Gibson, Oklahoma; and thereby indirectly acquire Fort

Gibson State Bank, Fort Gibson, Oklahoma.

Newspaper – 06/23/1999

Fed Reg – 06/22/1999

CIC Stockmens Limited Partnership, Rushville, Nebraska, to acquire

voting shares of Stockmens Financial Corporation, Rushville,

Nebraska; and thereby indirectly acquire The Security Bank,

Sidney, Nebraska, and The Stockmens National Bank of

Rushville, Rushville, Nebraska.

Newspaper – 07/13/1999

Fed Reg – 06/23/1999

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

491251 Central Bank of Missouri

Sedalia, Missouri

03/09/1999 05/31/1999

686459 Exchange Bank of Missouri

Fayette, Missouri

03/15/1999 05/31/1999 S

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, June 5, 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) Texas United Bancshares, Inc., La Grange, TX, to acquire

First State Bank, Dime Box, TX*

Fed Reg – 07/02/1999

Newspaper – 06/20/1999

CIC Dr. E. Linus Carroll, Jr., Columbia, LA, only notificant, to

acquire an interest in Caldwell Holding Company, Columbia,

LA*

(Previously reported the week ending May 22, 1999)

Fed Reg – 06/14/1999

Newspaper – 06/22/1999

3(a)(1) Peoples Bancorp, Inc., Lubbock, TX, to acquire

Peoples Bancorp of Delaware, Inc., Dover, DE,

Lorenzo Bancshares, Inc., Lorenzo, TX, and

Lorenzo State Bank at Lorenzo, Lorenzo, TX*

(Previously reported the week ending May 29, 1999)

Fed Reg – 07/01/1999

Newspaper – 06/26/1999

3(a)(1) Peoples Bancorp of Delaware, Inc., Dover, DE, to acquire

Lorenzo Bancshares, Inc., Lorenzo, TX, and

Lorenzo State Bank at Lorenzo, Lorenzo, TX*

(Previously reported the week ending May 29, 1999)

Fed Reg – 07/01/1999

Newspaper – 06/26/1999

*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) Independent Bankers Financial Corp., Irving, TX to acquire

Internet Banking Communications, LLC, Atlanta, GA,

and thereby engage in data processing activities

Fed Reg – 06/25/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, June 5, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Hacienda Bank, Santa Maria, California to establish a branch

office at 671 Teft Street, Nipomo, California.*

Newspaper – 06/10/1999

Branch Bank of Utah, Ogden, Utah to establish a branch office at 9308

South State Street, Sandy, Utah .*

Newspaper – 06/10/1999

18(c) County Bank, Merced, California, to merge with Town and

Country Finance and Thrift, Turlock, California.*

Newspaper – 07/13/1999

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Banque Nationale de Paris, Paris, France to acquire certain

equity securities of Charter Atlantic Corporation, New Yor, New

York.

Fed Reg – 06/23/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None