Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 34

Week Ending August 21, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions August 15, 1999 to August 21, 1999

Bank Holding Companies

Pilot Grove Savings Bank Employees Stock Option Plan -- request for review of the 

Federal Reserve Bank of Chicago's approval of the application to acquire additional 

shares of Pilot Bancorp.

- Denied, August 17, 1999 

Bank Mergers

Bank Iowa, Red Oak, Iowa -- to acquire the Red Oak branch of U.S. Bank, N.A., 

Minneapolis, Minnesota.

- Approved, August 18, 1999 

Banks, State Member

Manufacturers and Traders Trust Company, Buffalo, New York -- to acquire 32 

branches of The Chase Manhattan Bank, New York.

- Approved, August 16, 1999 

Publications

Consumer automobile leasing brochure -- Spanish language version of Keys to 

Vehicle Leasing - A Consumer Guide, available to public.

- Published, August 19, 1999 

Regulations And Policies

Electronic delivery of disclosures to consumers -- publication for comment of 

modified proposed rules that would authorize the electronic delivery of disclosures 

required by Regulations B (Equal Credit Opportunity), E (Electronic Fund 

Transfers), M (Consumer Leasing), Z (Truth in Lending), and DD (Truth in 

Savings); and an interim rule under Regulation DD that would permit depository 

institutions to provide disclosures on periodic statements of account activity 

electronically.

- Published, August 18, 1999 

Regulatory reviews required under section 303 of the Community Development and 

Regulatory Improvement Act -- joint agency report to Congress on progress by 

federal banking agencies in reducing regulatory burden.

- Transmitted, August 5, 1999 (AC)

Securities Regulation

List of Foreign Margin Stocks -- semiannual publication.

- Published, August 20, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
August 15, 1999 to August 21, 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

Benchmark Community Bank, Kenbridge, Virginia -- to establish branches at 403 

East Virginia Avenue, Suite E, Clarksville, and 313 North Main Street, 

Lawrenceville.

- Approved, August 17, 1999 

Richmond

DeMotte State Bank, DeMotte, Indiana -- to establish a branch at 9603 West 133rd 

Ave., Cedar Lake, Indiana.

- Approved, August 16, 1999 

Chicago

First Trust & Savings Bank, Aurelia, Iowa -- to establish a branch at 111 East 2nd 

Street.

- Approved, August 20, 1999 

Chicago

Mid-Peninsula Bank, Palo Alto, California -- to establish a branch at 39470 Paseo 

Padre Parkway, Fremont.

- Approved, August 17, 1999 

San Francisco

Spectrum Bank, Montebello, California -- to establish a branch at 6074 Warner 

Avenue, Huntington Beach.

- Approved, August 16, 1999 

San Francisco

Bank Holding Companies

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

Bank, in organization.

- Approved, August 19, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Bank Holding Companies

Charter One Financial, Inc., Cleveland, Ohio. -- to acquire St. Paul Bancorp, Inc., 

Chicago, Illinois.

- Approved, August 17, 1999 

Cleveland

Equitex, Inc., Englewood, Colorado -- to become a bank holding company through 

the acquisition of First TeleBanc Corporation, Boca Raton, Florida, and its 

subsidiary, Net First National Bank.

- Returned, August 17, 1999 

Atlanta

Fayette Bancorporation, Marion, Iowa -- to acquire Shell Rock Bancorporation, 

Shell Rock, and thereby acquire Security State Bank, Waverly.

- Approved, August 17, 1999 

Chicago

Fidelity Company, Dyersville, Iowa -- to acquire First Postville Bancorporation, Inc., 

Postville, and thereby acquire Citizens State Bank.

- Approved, August 19, 1999 

Chicago

First Chicago International, Chicago, Illinois -- name change to Bank One 

International Corporation.

- Approved, August 6, 1999 (AC)

Secretary

HF Bancorp, Inc., Hemet, California -- deregistration under Regulation U.

- Approved, August 17, 1999 

San Francisco

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

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

bank.

- Approved, August 19, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Bank Holding Companies

Jere J. Ruff Family Limited Partnership II, Longview, Texas -- to become a bank 

holding company through the acquisition of The First State Bank, Hallsville.

- Approved, August 19, 1999 

Dallas

Marshall & Ilsley Corporation, Milwaukee, Wisconsin -- to acquire Customer's 

Forever and thereby engage in data processing activities.

- Approved, August 16, 1999 

Chicago

Oak Hill Financial, Inc., Jackson, Ohio -- to acquire Towne Financial, Inc., 

Cincinnati, and Towne Bank, aka Blue Ash Building and Loan Company.

- Approved, August 19, 1999 

Cleveland

Pioneer Bancorporation, Reno, Nevada -- to merge with Zions Bancorporation, Salt 

Lake City, Utah.

- Approved, August 19, 1999 

Secretary

Pritchard Acquisition Company, Inc., San Antonio, Texas -- to become a bank 

holding company through the acquisition of Intercontinental Bankshares Corporation.

- Approved, August 18, 1999 

Dallas

Rome, MHC, Rome, New York, and Rome Bancorp, Inc. -- to acquire The Rome 

Savings Bank.

- Approved, August 16, 1999 

New York

Sky Financial Group, Inc., Salineville, Ohio -- to acquire Mahoning National 

Bancorp, Youngstown, and for Sky Bank to acquire through merger Mahoning 

National Bank, and thereby establish branches.

- Approved, August 19, 1999 

Cleveland

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Bank Holding Companies

Somerset Bancorp, Inc., Corbin, Kentucky -- to acquire Somerset National Bank, 

Somerset.

- Approved, August 19, 1999 

Cleveland

Wachovia Corporation, Winston-Salem, North Carolina -- to acquire OFFITBANK 

Holdings, Inc., New York, New York, and thereby engage in certain nonbanking 

activities.

- Approved, August 20, 1999 

Secretary

Wallowa Bancorp, Joseph, Oregon -- to become a bank holding company through 

the acquisition of Community Bankshares, Inc. and its subsidiary, Community Bank, 

and to acquire Citizens Title and Escrow Service, Inc., Enterprise, and thereby 

engage in insurance agency and escrow service activities.

- Approved, August 19, 1999 

San Francisco

Westbank Corporation, West Springfield, Massachusetts -- to acquire certain assets 

and assume certain liabilities of the Danielson and Putnam, Connecticut, offices of 

New London Trust, FSB, New London, New Hampshire.

- Approved, August 18, 1999 

Boston

Western Commerce Bank Stock Bonus Plan and Trust Agreement, Carlsbad, New 

Mexico -- to become a bank holding company through the acquisition of Western 

Commerce Bancshares of Carlsbad and Western Commerce Bank.

- Approved, August 19, 1999 

Dallas

Wewahitchka State Bank Employee Stock Ownership Plan, Wewahitchka, Florida -- 

to become a bank holding company through the acquisition of Wewahitchka State 

Bank.

- Approved, August 18, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Bank Holding Companies

Zions Bancorporation, Salt Lake City, Utah -- to merge with Regency Bancorp, 

Fresno, California, and thereby acquire Regency Bank, and to engage through 

Regency Investment Advisors, Inc. in providing financial and investment advisory 

services.

- Approved, August 19, 1999 

Secretary

Bank Mergers

Banco Popular North America, New York, New York -- to merge with Banco 

Popular, N.A. (Texas), Houston, Texas, and thereby establish branches.

- Approved, August 20, 1999 

Secretary

Citizens Bank, Flint, Michigan -- to acquire 17 branches from Bank One, Michigan, 

Detroit, and establish branches at those locations.

- Approved, August 19, 1999 

Chicago

Fifth Third Bank of Kentucky, Inc., Louisville, Kentucky -- to acquire and merge 

with Fifth Third Bank of Lexington, Lexington, and thereby establish branches.

- Approved, August 19, 1999 

Cleveland

Banks, Nonmember, And Miscellaneous Institutions

Gasonics International Corporation, San Jose, California -- deregistration under 

Regulation U.

- Approved, August 17, 1999 

San Francisco

Great Northern Insured Annuity Corporation, Seattle, Washington -- deregistration 

under Regulation U.

- Approved, August 17, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Capital Stock

Mahnomen Bancshares, Inc., Mahnomen, Minnesota -- redemption of stock.

- Approved, August 18, 1999 

Minneapolis

Change In Bank Control

Coastal Bend Bancshares, Inc., Alice, Texas -- change in bank control.

- Permitted, August 16, 1999 

Dallas

First Bancorp of Durango, Inc., Durango, Colorado -- change in bank control.

- Permitted, August 16, 1999 

Kansas City

Freedom Holdings, L.C., West Des Moines, Iowa -- change in bank control.

- Permitted, August 19, 1999 

Chicago

Lexington B&L Financial Corp., Lexington, Missouri -- change in bank control.

- Permitted, August 18, 1999 

Kansas City

Pawnee Holding Company, Pawnee, Oklahoma -- change in bank control.

- Permitted, August 17, 1999 

Kansas City

Stockman Financial Corporation, Miles City, Montana -- change in bank control.

- Permitted, August 17, 1999 

Minneapolis

Competitive Factors Reports

American Investment Bank, Salt Lake City, Utah -- report on competitive factors of 

the proposed purchase of the assets and assumption of the liabilities of Fidelity Trust 

Company.

- Submitted, August 18, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Competitive Factors Reports

Bremer Bank, N.A., Marshall, Minnesota -- report on competitive factors of the 

proposed merger with State Bank of Edgerton, Edgerton.

- Submitted, August 20, 1999 

Minneapolis

Charter One Bank, FSB, Cleveland, Ohio -- report on competitive factors of the 

proposed purchase of 14 branches of Vermont National Bank, Brattleboro, Vermont, 

and Chittendon Trust Company, Burlington.

- Submitted, August 11, 1999 (AC)

Cleveland

The Citizens National Bank of Evans City, Evans City, Pennsylvania -- report on 

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

certain liabilities of the Slippery Rock branch of First National Bank of Pennsylvania, 

Greenville.

- Submitted, August 12, 1999 (AC)

Cleveland

Continental Savings Bank, Seattle, Washington -- report on competitive factors of 

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

Finance, Inc., Hilo, Hawaii. 

- Submitted, August 18, 1999 

San Francisco

Eminence Security Bank, Eminence, Missouri -- report on competitive factors of the 

proposed acquisition of the Winona branch of Valley View State Bank, Overland 

Park, Kansas.

- Submitted, August 20, 1999 

St. Louis

First Bank, Clovis, New Mexico -- report on competitive factors of the proposed 

acquisition of the Clovis and Gallup branches of Bank of Albuquerque, National 

Association, Albuquerque.

- Submitted, August 16, 1999 

Dallas

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Competitive Factors Reports

Merchants National Bank of Winona, Winona, Minnesota -- report on competitive 

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

three Rochester branches of TCF National Bank Minnesota, Minneapolis.

- Submitted, August 17, 1999 

Minneapolis

Norwest Bank New Mexico, N.A., Albuquerque, New Mexico -- report on 

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

liabilities of the Santa Fe area branches of Wells Fargo Bank, N.A., San Francisco, 

California.

- Submitted, August 18, 1999 

San Francisco

Norwest Bank Texas, N.A., San Antonio, Texas -- report on competitive factors of 

the proposed consolidation with First State Bank, Rio Vista.

- Submitted, August 16, 1999 

San Francisco

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

of the proposed merger with The Bank of Hollywood, Hollywood.

- Submitted, August 16, 1999 

San Francisco

PNC Bank, N.A., Pittsburgh, Pennsylvania -- report on competitive factors of the 

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

Advisors, N.A., Boston, Massachusetts.

- Submitted, August 12, 1999 (AC)

Cleveland

The Rome Savings Bank, Rome, New York -- report on competitive factors of the 

proposed merger with an interim savings bank to form a stock savings bank.

- Submitted, August 16, 1999 

New York

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority August 15, 1999 to August 21, 1999

Extensions Of Time

A. B. Bancshares, Inc., Houston, Texas -- extension to November 21, 1999, to 

become a bank holding company through the acquisition of A. B. Bancshares of 

Delaware, Inc., Wilmington, Delaware, and for both to acquire American Bank, 

Houston.

- Granted, August 19, 1999 

Dallas

Chittenden Corporation, Burlington, Vermont -- extension to June 27, 2000, to 

divest certain assets.

- Granted, August 20, 1999 

Director, BS&R

North Texas Future Bankshares, Inc., Whitewright, Texas -- extension to November 

15, 1999, to acquire First National Bank of Whitewright, Sherman.

- Granted, August 16, 1999 

Dallas

Membership

Fifth Third Bank of Lexington, Lexington, Kentucky -- membership in the Federal 

Reserve System.

- Approved, August 19, 1999 

Cleveland

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Provident Bancorp, Amesbury, Massachusetts - application to

become a mutual bank holding company through the

reorganization of The Provident Bank, Amesbury,

Massachusetts

Newspaper - N/Avail

Fed Reg - 09/07/1999

3(a)(3)/3(a)(5)

4(c)(8)

The Royal Bank of Scotland Group plc and The Royal Bank of

Soctland plc, both of Edinburgh, Scotland and Citizens Financial

Group, Inc., Providence, Rhode Island – application/notification

to acquire UST Corp., Boston, Massachusetts

Newspaper – 09/11/1999

Fed Reg – 09/16/1999

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

4(c)(8)

The Royal Bank of Scotland Group plc ("RBSG"), The Royal

Bank of Scotland plc ("RBS") and RBSG International Holdings

Limited ("International Holdings"), all of Edinburgh, Scotland -

application by RBSG and RBS to acquire and retain 100% of the

voting shares of International Holding; application by

International Holdings to acquire and retain 100% of the voting

shares of Citizens Financial Group, Inc., Providence Rhode

Island ("CFG") and notification by International Holdings to

acquire the nonbanking operations of CFG

Newspaper - N/Avail

Fed Reg - N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Boston Private Financial Holdings, Boston, Massachusetts -

application to acquire 100% of the voting shares of Rinet

Company, Inc., Boston, Massachusetts

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, August 21, 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

Branch Banco Popular North America, New York, new York, to

establish a branch office located at 31 st Street and Kennedy

Boulevard, North Bergen, New Jersey.*

Newspaper – 09/15/1999

Branch Banco Popular North America, New York, New York, to

establish a branch office located at 11681 South Orange

Blossom Trail, Suite 1 and 2, Orlando Florida.*

Newspaper – 09/13/1999

* 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

3(a)(3)/25 Popular, Inc., Hato Rey, Puerto Rico, Popular International

Bank, Inc., Hato Rey, Puerto Rico, and Popular North America,

Inc., Mt. Laurel, New Jersey, to acquire Banco Popular, N.A.,

Orlando, Florida (“BPNA-FL”); and for BPNA-FL to establish a

branch in Culebra, Puerto Rico, and to establish an Agreement

Corporation, Popular Insurance, Inc., which will engage in

insurance activities in Puerto Rico.*

Newspaper – 09/10/1999

Fed Reg – 09/17/1999

* 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) J.P. Morgan & Co. Incorporated, New York, New York, J.P.

Morgan Ventures Corporation, New York, New York, J.P.

Morgan Global Capital Limited, New York, New York, and

American Century Companies, Kansas City, Missouri, to

acquire indirect control, through TP Group Limited, Grand

Cayman, Cayman Islands, of Tradepoint Financial plc, London,

England, and thereby engage in agency transactional services.

Fed Reg – N/Avail
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(1) Exp. Patriot National Bancorp, Inc., Stamford, Connecticut, to form a

one-bank holding company with respect to Patriot National

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 Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)

Branch

18(c)

Branch

Received application on 08/16/1999 from The Ohio Bank,

Findlay, OH of its intent to acquire the Kenton, OH branch

office of National City Bank, Cleveland, OH and incident

thereto establish a branch facility*

Received application on 08/16/1999 from Sky Bank, Salineville,

OH of its intent to acquire the Wellsville, OH branch office of

National City Bank, Cleveland, OH and incident thereto

establish a branch facility.

09/13/1999

09/13/1999

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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch James Monroe Bank, Arlington, Virginia, to establish a branch

at 7023 Little River Turnpike, Annandale, Virginia.*

Newspaper – 09/02/1999

Branch FCNB Bank, Frederick, Maryland, to establish a branch in the

Homewood Retirement Center at 7407 Willow Road, Frederick,

Maryland.*

Newspaper – 09/13/1999

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

3(a)(3) Traders Bankshares, Inc., Spencer, West Virginia, to control

8.16% of Rock Branch Community Bank, Inc., Nitro, West

Virginia.*

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 Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, August 21, 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) Citrus Financial Services, Inc., Vero Beach, Florida, to

acquire The Commercial Bank of Highlands County, N.A.,

Sebring, Florida (in organization).

Newspaper – 08/27/1999*

CIC Seacoast Banking Corporation of Florida, Stuart, Florida ,

prior notification filed by Sherwood Partners, Ltd.; Monroe

Partners, Ltd.; Dennis S. Hudson, Jr.; Anne P. Hudson;

Dennis S. Hudson, III; Dana L. Houck; Ronald Houck, Jr.;

Ronald Houck, III; Suzanne H. Benfield Franklin; Andrew B.

Hudson; Dale M. Hudson; Mary T. Hudson; Dale M. Hudson,

Jr.; Jane H. Eaker; and Stephanie H. Forsberg; all of Stuart,

Florida, to collectively acquire 21.89 percent of the outstanding

shares of Seacoast Banking Corporation of Florida, Stuart,

Florida.

N/Avail

3(a)(3) Premier Bancshares, Inc., Atlanta, Georgia, to acquire

Farmers & Merchants Bank, Summerville, Georgia.

Newspaper – 09/04/1999*

3(a)(3) Community Bancshares of Mississippi, Inc., Brandon,

Mississippi, to acquire Community Bank, Meridian,

Mississippi (in organization).

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

4(c)(8) Synovus Financial Corporation, Columbus, Georgia, to acquire

Wallace & DeMayo, Inc., Atlanta, Georgia, and thereby engage

in collection agency services.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Trust & Savings Bank

Aurelia, Iowa

 To establish a branch office at

 111 East 2 nd Street

 Aurelia, Iowa

 concurrent with the relocation of main office to

 100 West Pine Street

 Marcus, Iowa

Newspaper – 08/14/1999

Branch Salin Bank & Trust Company

Indianapolis, Indiana

 To establish a mobile branch to operate in Lafayette, Fort

 Wayne, Marion, Kokomo, Logansport, Indianapolis, and

 Columbus, all in Indiana

Newspaper – 07/27/1999

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

Type Application

Ending date of

comment period

CIC Community Investment Bancorporation, Inc.

Watertown, Wisconsin

 By Donald E. Kuehl

Fed Reg – 09/07/1999

Newspaper – 08/26/1999

3(a)(3) Illini Corporation*

Springfield, Illinois

 Farmers State Bank of Camp Point

 Camp Point, Illinois

Fed Reg – 08/23/1999

Newspaper – 08/14/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(5) Citizens Banking Corporation*

Flint, Michigan

 F&M Bancorporation, Inc.

 Kaukauna, Wisconsin

 F & M Merger Corporation

 Kaukauna, Wisconsin

 F&M Bank-Brodhead

 Brodhead, Wisconsin

 F&M Bank-New London

 New London, Wisconsin

 F&M Bank-Waushara County

 Wautoma, Wisconsin

 F&M Bank-Appleton

 Appleton, Wisconsin

 F&M Bank-Algoma

 Algoma, Wisconsin

 F&M Bank-Kaukauna

 Kaukauna, Wisconsin

 F&M Bank-Hilbert

 Hilbert, Wisconsin

 F&M Bank-East Troy

 East Troy, Wisconsin

 F&M Bank

 Dundas, Minnesota

 F&M Bank-Central

 Stevens Point, Wisconsin

 F&M Bank-Winnebago County

 Omro, Wisconsin

 F&M Bank-Prairie du Chien

 Prairie du Chien, Wisconsin

 F&M Bank-Northeast

 Pulaski, Wisconsin

 F&M Bank Darlington

 Darlington, Wisconsin

 F&M Bank-Kiel

 Kiel, Wisconsin

 F&M Bank-Jefferson

 Jefferson, Wisconsin

 F&M Bank-Grant County

 Fennimore, Wisconsin

 F&M Bank-Woodruff

 Woodruff, Wisconsin

Fed Reg – N/Avail

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

4(c)(8) Citizens Banking Corporation*

Flint, Michigan

 F&M Trust Company

 Kaukauna, Wisconsin

Fed Reg – N/Avail

4(c)(8) GreatBanc, Inc.

Aurora, Illinois

 ANB Financial Services, Inc.

 Aurora, Illinois

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

2333298 First State Bank & Trust – Evanston

820 Church Street

Evanston, Illinois 60201

(847) 733-7400

03/22/1999 08/16/1999 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Notice by Oakland Financial Services, Inc., Oakland, Tennessee,

to indirectly engage, de novo, through Oak Tree Title, Oakland,

Tennessee, in title insurance activities in a place where Oakland

Financial Services, Inc., or a subsidiary thereof, has a lending

office and that has a population not exceeding 5,000.
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, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

259956 State Savings Bank

Manistique, Michigan

04/12/1999 08/16/1999 S X

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, August 21, 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) Central of Kansas, Inc., Junction City, Kansas, to acquire FSB,

Inc., Superior, Nebraska, and thereby indirectly acquire Farmers

State Bank, Mankato, Kansas, and Farmers State Bank and Trust

Co. of Superior, Superior, Nebraska.

Newspaper – 09/03/1999

Fed Reg – 09/03/1999

3(a)(3) Gideon Enterprises, L.P., Topeka, Kansas, to become a bank

holding company through the acquisition of 95.66 percent of the

voting shares of Silver Lake Bank, Topeka, Kansas.

Newspaper – 09/13/1999

Fed Reg – 09/17/1999

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

966656 Bank of Commerce

Wetumka, Oklahoma

06/01/1999 08/19/1999 S X

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, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Texas Heritage Bank, Hutto, TX, to establish a branch office at

18643 Highway 1431, Jonestown, TX, 78645*

08/26/1999

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Gilmer National Bancshares, Inc., Gilmer, TX, to acquire

Gilmer National Bancshares of Delaware, Inc., Wilmington, DE,

and Gilmer National Bank, Gilmer, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Gilmer National Bancshares of Delaware, Inc., Wilmington, DE,

to acquire Gilmer National Bank, Gilmer, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Doss, Ltd., Weatherford, TX, to acquire

M&F Bancshares, Inc., Weatherford, TX,

M&F Financial Corporation, Wilmington, DE,

Texas Bank, Weatherford, TX and

Texas Bank, Brownwood, 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 Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, August 21, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

802866 Silicon Valley Bank

3003 Tasman Drive

Santa Clara, CA 95054

(408) 654-7400

04/05/1999 08/20/1999 S X

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not

intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility

for errors or omissions.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None