Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 12

Week Ending March 20, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions March 14, 1999 to March 20, 1999

Testimony And Statements

Proposed Bankruptcy Reform Act of 1999 -- statement by Oliver Ireland, Associate 

General Counsel of the Board, before the Subcommittee on Commercial and 

Administrative Law of the House Committee on the Judiciary, March 18, 1999.

- Published, March 18, 1999 

Bank Holding Companies

Commerzbank AG, Frankfurt am Main, Federal Republic of Germany -- to retain 

Korea Exchange Bank, Seoul, Korea, and acquire California Korea Bank, Los 

Angeles, California.

- Approved, March 15, 1999 

Fuji Bank, Limited, Tokyo, Japan -- to acquire shares of The Yasuda Trust and 

Banking Co., Ltd., Tokyo, Japan, and acquire Yasuda Bank and Trust Company, 

New York, New York.

- Approved, March 15, 1999 

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

Interstate/Johnson Lane, Inc., Charlotte, North Carolina, and its subsidiaries, 

including Interstate/Johnson Lane Corporation, and engage in certain nonbanking 

activities.

- Approved, March 17, 1999 

Board Operations

Management Division -- promotion of Stephen R. Malphrus to Staff Director for 

Management, effective June 1, 1999.

- Approved, March 17, 1999 

Forms

Disclosure Requirements in Connection with Regulation CC to Implement the 

Expedited Funds Availability Act -- extension without revision.

- Proposed, March 16, 1999 

Regulations And Policies

Payment Systems -- modification of the posting rules for settlement entries processed 

through enhanced settlement services (Docket No. R-1035).

- Approved, February 19, 1999 (AC)

(AC) = Addition or Correction Board - Page 1 of 1
March 14, 1999 to March 20, 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

Banco Popular North America, New York, New York -- to establish branches at 501 

West Lincoln Avenue, Anaheim, California, and 3760 McFadden Avenue, Santa Ana.

- Approved, March 16, 1999 

New York

Centura Bank, Rocky Mount, North Carolina -- to establish branches at 7852 Rea 

Road, Charlotte, North Carolina, and 1405 Suite B, West Williams Street, Apex.

- Approved, March 18, 1999 

Secretary

Community Bank, Granbury, Texas -- to establish a branch at the intersection of 

Highway 67 (West Henderson) and Nolan River Road, Celeste, Texas.

- Approved, March 18, 1999 

Dallas

CSB Bank, Capac, Michigan -- to establish a branch in the vicinity of Main and 

Prospect Streets, Emmett, Michigan.

- Approved, March 17, 1999 

Chicago

Eaton Bank, Eaton, Colorado -- to establish a branch at 1550 East Harmony Road, 

Fort Collins, Colorado.

- Approved, March 15, 1999 

Kansas City

Springdale Bank & Trust, Springdale, Arkansas -- to establish a branch at 1303 East 

Robinson Avenue.

- Approved, March 18, 1999 

St. Louis

UnionBank, Streator, Illinois -- to establish a branch at 1403 13th Avenue, Mendota, 

Illinois.

- Approved, March 17, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Bank Holding Companies

Ambank Company, Inc., Sioux Center, Iowa -- to engage de novo in lending and 

leasing activities.

- Approved, March 16, 1999 

Chicago

BW Bancorp, Woodbury, Minnesota -- to acquire Boundary Waters Community 

Bank, Ely, Minnesota.

- Approved, March 16, 1999 

Minneapolis

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

Phoenix, Arizona -- to acquire shares of East Valley Community Bank, Chandler, 

Arizona.

- Returned, March 19, 1999 

Chicago

Community First Bankshares, Inc., Fargo, North Dakota -- to engage in general 

insurance agency activities in towns with populations less than 5000 through the 

acquisition of assets of Thad Scholl Insurance Agency, LLC, Holyoke, Colorado.

- Approved, March 15, 1999 

Minneapolis

Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A., Rabobank Nederland, 

Utrecht, Netherlands -- to acquire Tokai Financial Services, Inc., Berwyn, 

Pennsylvania, through De Lage Landen, U.S.A., New York, New York, and engage 

in lending, asset management, and leasing activities.

- Approved, March 18, 1999 

New York

Davenport Community Bancshares, Inc., Davenport, Nebraska -- to acquire Jennings 

State Bank.

- Approved, March 17, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Bank Holding Companies

East-West Bank, San Marino, California, and East West Bancorp -- waiver of 

application in connection with proposed acquisition of First Central Bank, Cerritos, 

California.

- Granted, March 16, 1999 

San Francisco

Farmers & Merchants Bancorp, Lodi, California -- to become a bank holding 

company as part of a corporate reorganization involving Farmers & Merchants Bank 

of Central California.

- Approved, March 18, 1999 

San Francisco

First American Bank Group, Ltd., Fort Dodge, Iowa -- to acquire First American 

Bank, Sioux City, Iowa.

- Approved, March 17, 1999 

Chicago

First Banking Company of Southeast Georgia, Statesboro, Georgia -- to merge with 

Wayne Bancorp, Inc., Jesup, Georgia, and acquire Wayne National Bank.

- Approved, March 17, 1999 

Atlanta

First Sterling Banks, Inc., Kennesaw, Georgia -- to merge with Georgia Bancshares, 

Inc., Tucker, Georgia, and acquire Community Bank of Georgia.

- Approved, March 15, 1999 

Atlanta

Lakeland Bancorp, Inc., Oak Ridge, New Jersey -- to acquire High Point Financial 

Corporation, Branchville, New Jersey, and The National Bank of Sussex County.

- Approved, March 17, 1999 

New York

Metroplex North Bancshares, Inc., Employee Stock Ownership Plan, Celeste, 

Texas -- to acquire Metroplex North Bancshares, Inc. and The First Bank of Celeste.

- Approved, March 17, 1999 

Dallas

(AC) = Addition or Correction Delegated - Page 3 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Bank Holding Companies

NCB Holdings, Inc., Chicago, Illinois -- to acquire Century Financial Company, 

LLC, and engage in securities brokerage services.

- Approved, March 15, 1999 

Chicago

Niagara Bancorp, MHC, Lockport, New York, and Niagara Bancorp -- request to 

modify certain commitments in connection with the application to acquire Lockport 

Savings Bank.

- Granted, March 18, 1999 

Director, BS&R

Silver State Bancorp, Henderson, Nevada -- to become a bank holding company as 

part of a corporate reorganization involving Silver State Bank.

- Approved, March 17, 1999 

San Francisco

State Street Corporation, Boston, Massachusetts -- to engage in data processing 

activities through SAVVIS Holdings Corporation, St. Louis, Missouri. 

- Approved, March 17, 1999 

Boston

Stockmans Financial Corp., Elk Grove, California -- to become a bank holding 

company as part of a corporate reorganization involving Stockmans Bank.

- Approved, March 18, 1999 

San Francisco

WCB Bancshares, Inc., Oakdale, Minnesota -- to acquire Washington County Bank, 

National Association.

- Approved, March 17, 1999 

Minneapolis

Bank Mergers

Pinnacle Bank - Torrington, Torrington, Wyoming -- to merge with Pinnacle Bank of 

Cheyenne, Cheyenne, Wyoming, and establish a branch.

- Approved, March 18, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 4 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Banks, State Member

Citizens Bank & Trust Company, Van Buren, Arkansas -- to acquire certain assets 

and assume liabilities of the Van Buren branch of River Valley Bank & Trust, 

Lavaca, Arkansas, and retain the acquired facility as a branch.

- Approved, March 19, 1999 

St. Louis

Pinnacle Bank of Cheyenne, Cheyenne, Wyoming -- to purchase certain assets and 

assume certain liabilities of Frontier Bank of Laramie County and establish a branch.

- Approved, March 18, 1999 

Kansas City

Change In Bank Control

Leitchfield Deposit Bancshares, Inc., Leitchfield, Kentucky -- change in bank control.

- Permitted, March 16, 1999 

St. Louis

Rockford Bancorporation, Inc., Rockford, Minnesota -- change in bank control.

- Permitted, March 19, 1999 

Minneapolis

Competitive Factors Reports

Banterra Bank, Marion, Illinois -- report on competitive factors of the proposed 

merger with Heartland National Bank, Herrin, Illinois.

- Submitted, March 16, 1999 

St. Louis

Citizens Bank and Trust Company, Rock Port, Missouri -- report on competitive 

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

Craig, Missouri, branch of Premier Bank, Lenexa, Kansas.

- Submitted, March 15, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 5 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Competitive Factors Reports

Citizens National Bank of Macomb, Macomb, Illinois -- report on competitive 

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

of the Staunton, Illinois, branch of Mercantile Bank, National Association, St. Louis, 

Missouri.

- Submitted, March 18, 1999 

Chicago

Citizens Savings Bank, Martins Ferry, Ohio -- report on competitive factors of the 

proposed merger with The Citizens-State Savings Bank of Strasburg, Strasburg, 

Ohio.

- Submitted, March 15, 1999 

Cleveland

City National Bank and Trust Company, Gloversville, New York -- report on 

competitive factors of the proposed merger with Gloversville Federal Savings and 

Loan Association.

- Submitted, March 18, 1999 

New York

Classic Bank, Ashland, Kentucky -- report on competitive factors of the proposed 

acquisition and merger with Citizens Bank, Grayson, in Grayson, Kentucky.

- Submitted, March 15, 1999 

Cleveland

Community State Bank, Tipton, Iowa -- report on competitive factors of the 

proposed merger with Clarence Bancshares, Inc.

- Submitted, March 18, 1999 

Chicago

Farmers State Bank of Hartland, Hartland, Minnesota -- report on competitive 

factors of the proposed acquisition of certain assets and assumption of certain 

liabilities of First Community Bank, Freeborn, Minnesota.

- Submitted, March 18, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 6 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Competitive Factors Reports

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

competitive factors of the proposed merger with First Century Bank, Wytheville, 

Virginia.

- Submitted, March 15, 1999 

Richmond

First Community Bank, National Association, Buckhannon, West Virginia -- report 

on competitive factors of the proposed merger with First Community Bank of 

Mercer County, Inc., Princeton, West Virginia; First Community Bank of Southwest 

Virginia, Inc., Tazewell, Virginia; and Blue Ridge Bank, Sparta, North Carolina.

- Submitted, March 15, 1999 

Richmond

First Mid-Illinois Bank & Trust, N.A., Mattoon, Illinois -- report on competitive 

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

of the Monticello, DeLand, and Taylorville, Illinois, branches of Bank One Illinois, 

N.A., Springfield.

- Submitted, March 18, 1999 

Chicago

First National Bank Northeast, Lyons, Nebraska -- report on competitive factors of 

the proposed merger with The Farmers and Merchants National Bank of Oakland, 

Oakland, Nebraska.

- Submitted, March 15, 1999 

Kansas City

First National Bank of New Holland, New Holland, Ohio -- report on competitive 

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

of the Mt. Sterling, Ohio, branch of FirstMerit Bank, N.A., Akron.

- Submitted, March 15, 1999 

Cleveland

Kentucky National Interim Bank, Elizabethtown, Kentucky -- report on competitive 

factors of the proposed merger with Kentucky National Bank.

- Submitted, March 15, 1999 

Cleveland

(AC) = Addition or Correction Delegated - Page 7 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Competitive Factors Reports

Oklahoma Bank and Trust Company, Clinton, Oklahoma -- report on competitive 

factors of the proposed merger with Custer County State Bank, Arapaho, Oklahoma.

- Submitted, March 15, 1999 

Kansas City

Pendleton Banking Company, Pendleton, Indiana -- report on competitive factors of 

the proposed merger with Anderson Community Bank, Anderson, Indiana.

- Submitted, March 18, 1999 

Chicago

Royal Bank, Elroy, Wisconsin -- report on competitive factors of the proposed 

purchase of assets and assumption of liabilities of the Oxford, Wisconsin, branch of 

M&I Mid-State Bank, Stevens Point.

- Submitted, March 18, 1999 

Chicago

State Bank, Freeport, Illinois -- report on competitive factors of the proposed 

acquisition of assets and assumption of liabilities of the Freeport branch of State 

Bank of Davis, Davis, Illinois.

- Submitted, March 18, 1999 

Chicago

Sun Security Bank of America, Ellington, Missouri -- report on competitive factors 

of the proposed acquisition of assets and assumption of liabilities of the Miller, 

Missouri, branch of Mercantile Bank, N.A., St. Louis.

- Submitted, March 19, 1999 

Secretary

U.S. Bank, National Association, Minneapolis, Minnesota -- report on competitive 

factors of the proposed merger with Northwest National Bank, Vancouver, 

Washington.

- Submitted, March 15, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 8 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Competitive Factors Reports

United Bank and Trust, Tecumseh, Michigan -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Manchester, 

Michigan, branch of Great Lakes National Bank of Michigan, Ann Arbor.

- Submitted, March 18, 1999 

Chicago

Extensions Of Time

A.N.B. Holding Company, Ltd., Terrell, Texas -- extension to June 15, 1999, to 

acquire The ANB Corporation, The ANB Delaware Corporation, and The American 

National Bank of Texas.

- Granted, March 19, 1999 

Dallas

Bryan Family Management Trust, Bryan, Texas, and Bryan Heritage Limited 

Partnership -- extension to June 10, 1999, to acquire The First National Bank of 

Bryan.

- Granted, March 19, 1999 

Dallas

FBOP Corporation, Oak Park, Illinois -- extension to June 15, 1999, to acquire 

Calumet Bancorp, Inc., Dolton, Illinois, and Calumet Federal Savings and Loan 

Association of Chicago, Chicago, and engage in operating a savings association, 

providing securities brokerage services, and making and servicing loans.

- Granted, March 19, 1999 

Chicago

Fifth Third Bancorp, Cincinnati, Ohio -- extension to July 22, 1999, to acquire 

Enterprise Federal Bancorp, Inc., West Chester, Ohio, and for Fifth Third Bank, 

Cincinnati, to merge with Enterprise FSB, West Chester.

- Granted, March 15, 1999 

Cleveland

Fifth Third Bancorp, Cincinnati, Ohio -- extension to June 10, 1999, to acquire 

Ashland Bankshares, Inc., Ashland, Kentucky, and for Fifth Third Bank of Southern 

Ohio, Hillsboro, Ohio, to merge with Bank of Ashland, Inc., Ashland, Kentucky.

- Granted, March 15, 1999 

Cleveland

(AC) = Addition or Correction Delegated - Page 9 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Extensions Of Time

Owatonna Bancshares, Inc., Owatonna, Minnesota -- extension to June 16, 1999, to 

redeem shares.

- Granted, March 15, 1999 

Minneapolis

SunTrust Bank, Atlanta, Georgia -- extension to March 27, 2000, to establish a 

branch at 3550 Centerville Highway, Lithonia, Georgia.

- Granted, March 18, 1999 

Atlanta

Membership

Big Sky Western Bank, Big Sky, Montana -- to become a member of the Federal 

Reserve System.

- Approved, March 18, 1999 

Minneapolis

Citizens Bank, Slaton, Texas -- to become a member of the Federal Reserve System.

- Approved, March 18, 1999 

Dallas

Cumberland Bank, Carthage, Tennessee -- to become a member of the Federal 

Reserve System.

- Approved, March 19, 1999 

Atlanta

First American Bank, Sioux City, Iowa -- to become a member of the Federal 

Reserve System.

- Approved, March 17, 1999 

Chicago

Pinnacle Bank of Cheyenne, Cheyenne, Wyoming -- to become a member of the 

Federal Reserve System.

- Approved, March 18, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 10 of 11
H.2 Actions under delegated authority March 14, 1999 to March 20, 1999

Membership

Rancho Bernardo Community Bank, San Diego, California -- to become a member 

of the Federal Reserve System.

- Approved, March 17, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 11 of 11
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, March 20, 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

4(c)(8) BankBoston Corporation, Boston, Massachusetts; The Bank of

New York Company, Inc., New York, New York; The Chase

Manhattan Corporation, New York, New York; Comerica

Incorporated, Detroit, Michigan; First Union Corporation,

Charlotte, North Carolina; Fleet Financial Group, Inc., Boston,

Massachusetts; HSBC Holdings plc, London, England; HSBC

Holdings BV, Amsterdam, Netherlands; HSBC Americas, Inc.,

Buffalo, New York; The Royal Bank of Scotland Group plc,

Edinburgh, United Kingdom; The Royal Bank of Scotland plc,

Edinburgh, United Kingdom; Citizens Financial Group, Inc.,

Providence, Rhode Island; and Summit Bancorp, Princeton,

New Jersey - to acquire for NYCE Corporation, Woodcliff Lake,

New Jersey (NYCE), all the stock of Magic Line, Inc.,

Dearborn, Michigan, and the subsequent merger of Magic Line,

Inc. with and into NYCE Midwest, Inc., a wholly-owned

subsidiary of NYCE.

 04/05/1999
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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, March 20, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

representative office in New York, New York.

Newspaper – N/Avail

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

branch in New York, New York.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(1) Hudson City MHC, and Hudson City Bancorp, Inc., both of

Paramus, New Jersey, to become bank holding companies with

respect to Hudson City Savings Bank, Paramus, New Jersey .*

Newspaper – 04/15/1999

Fed Reg – 04/16/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) NYCE Corporation, Woodcliff Lake, New Jersey (“NYCE”), to

acquire all of the stock of Magic Line, Inc., Dearborn, Michigan

(“Magic Line”), and to merge Magic Line with and into NYCE

Midwest, Inc., a wholly-owned subsidiary of NYCE, thereby

engaging in data processing and check verification services.

Fed Reg – 04/05/1999
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 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, March 20, 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

692115 Correction

Summit Bank

Bethlehem, PA

4/20/1998 11/24/1998 O X

765019 Correction

Bryn Mawr Trust Company

Bryn Mawr, PA

6/22/1998 01/12/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, March 20, 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

783910 North Valley Bank, Corning, Ohio 1/25/1999 3/19/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, March 20, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch F&M Bank-Winchester, Winchester, Virginia, to establish

a branch at 432 South Street, Front Royal, Virginia .*

Newspaper – 03/30/1999

*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) First Citizens Bancorporation of South Carolina, Inc.,

Columbia, South Carolina, to acquire The Exchange Bank

of South Carolina, Kingstree, South Carolina .*

Fed Reg – 04/12/1999

Newspaper – 04/09/1999

3(a)(1) New Commerce BanCorp, Greenville, South Carolina, to

become a bank holding company through the acquisition of

100% of the voting shares of New Commerce Bank, N.A.,

Simpsonville, South Carolina, in organization.*

Fed Reg – 04/26/1999

Newspaper – 03/26/1999

*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

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, March 20, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch

located at Sandy Plains Exchange, 1425 Sandy Plains

Road, Marietta, Georgia.

04/07/1999*

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch

located at Shamrock Plaza, 3870 North Druid Hills Road,

Decatur, Georgia.

04/07/1999*

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch

located at Haynes Bridge Village, 9925 Haynes Bridge

Road, Alpharetta, Georgia.

04/07/1999*

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch

located at King Plaza, 885 Woodstock Road, Suite 100,

Roswell, Georgia.

04/07/1999*

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch

located at Lenox Courtyard, 3535 Peachtree Road, Atlanta,

Georgia.

04/07/1999*

Branch The Community Bank, Nashville, Tennessee, to establish a

branch located at 109 Holiday Court, Suite C-5, Franklin,

Tennessee.

04/15/1999*

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3) BancTenn Corp., Kingsport, Tennessee, to acquire Paragon

Commercial Bank, Raleigh, North Carolina (in organization).

Fed Reg – 04/19/1999*

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

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, March 20, 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 FM Fincorp

Laotto, Indiana

 By Louis and Mary M. Peduto

Fed Reg – 2/26/1999

Newspaper – 3/17/1999

CIC Evans Bancshares, Inc.

Evansdale, Iowa

 By Leroy L. Gray

Fed Reg – 3/11/1999

Newspaper – 3/25/1999

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

Mediapolis, Iowa

 Southeast Security Bank

 Mediapolis, Iowa

Fed Reg – 4/8/1999

Newspaper – 4/5/1999

3(a)(3) F & M Bancorporation, Inc.*

Kaukauna, Wisconsin

 CBE, Inc.

 Elkhorn, Wisconsin

 Community Bank of Elkhorn

 Elkhorn, Wisconsin

Fed Reg – 4/16/1999

Newspaper – N/Avail

3(a)(3) F & M Merger Corporation*

Kaukauna, Wisconsin

 CBE, Inc.

 Elkhorn, Wisconsin

 Community Bank of Elkhorn

 Elkhorn, Wisconsin

Fed Reg – 4/16/1999

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

Type Application

Ending date of

comment period

3(a)(1) Iowa Community Bancorp, Inc.*

Creston, Iowa

 Union-Adams Bancorp

 Creston, Iowa

 Iowa State Savings Bank

 Creston, Iowa

Fed Reg – 4/16/1999

Newspaper – N/Avail

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

Freeport, Illinois

 State Bank FFG (in organization)

 Freeport, Illinois

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) Northwest Financial Corporation

Spencer, Iowa

 Gateway Savings Bank (in organization)

 Ankeny, Iowa

Fed Reg – 4/7/1999

4(c)(8) National Australia Bank Limited

Melbourne, Australia

 First Chicago NBD Mortgage Company

 Troy, Michigan

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 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, March 20, 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 Rich Land Bancorp, Inc., Olney, Illinois, to acquire

Cisne State Bank, Cisne, Illinois.*

Newspaper – 4/14/1999

Fed Reg – 4/16/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

28349 Bank of Mulberry

Mulberry, Arkansas

11/30/1998 3/15/1999 S X

87944 Midsouth Bank

Jonesboro, Arkansas

11/30/1998 3/19/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, March 20, 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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, March 20, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / 5(d)(3) /

Branch

Union Colony Bank, Greeley, Colorado, to purchase the assets

and assume the liabilities of the Brighton, Colorado, branches of

World Savings and Loan Association, and World Savings Bank,

FSB, both of Oakland, California; and incident thereto, establish

additional branches.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(1) Swedish-American Bancshares, Inc., Courtland, Kansas, to

become a bank holding company through the acquisition of 100

percent of the voting shares of Swedish-American Bank,

Courtland, Kansas.

Newspaper – N/Avail

Fed Reg – 04/16/1999

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

4(c)(8) Stockgrowers Bancorporation, Ashland, Kansas, to acquire 100

percent of Howell Insurance Agency, Ashland, Kansas, and

thereby indirectly engage in insurance related activities.

4(c)(8) Centennial Bank Holdings, Eaton, Colorado, to form a limited

liability company and thereby indirectly engage in extending

credit activities.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, March 20, 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)

3(a)(1)

3(a)(3)

Violeta Investments, Ltd., Hebbronville, TX, to acquire

Hebbronville State Bank, Hebbronville, TX*

(Previously reported the week ending March 13, 1999)

Bank of De Soto, N.A., Employee Stock Ownership Trust,

De Soto, TX, to acquire

Dbancorp, De Soto, TX, and

Bank of De Soto, N.A., De Soto, TX*

(Previously reported the week ending March 13, 1999)

Roxton Corporation Employee Stock Ownership Plan, Waco,

TX, to acquire

The Roxton Corporation, Celeste, TX, and

The First Bank, Roxton, TX*

Fed Reg – 04/12/1999

Newspaper – 04/10/1999

Fed Reg – 04/12/1999

Newspaper – 04/05/1999

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, March 20, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) First Security Bank of Nevada, Las Vegas, Nevada, to merge

with Comstock Bank, Reno, Nevada.*

Newspaper – 04/05/1999

18(c) First Security Bank of Nevada, Las Vegas, Nevada, to merge

with Nevada Banking Company, Stateline, Nevada. *

Newspaper – 04/05/1999

Branch The Bank of Orange County, Fountain Valley, California, to

establish a branch office at 12070 Telegraph Road, Santa Fe

Springs, California. *

Newspaper – 04/04/1999

Branch The Bank of Orange County, Fountain Valley, California, to

establish a branch office at 8345 East Firestone Boulevard,

Downey, California. *

Newspaper – 04/05/1999

* 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) Belvedere Capital Partners LLC, to become a bank holding

company by acquiring California Community Financial

Institutions Fund, L.P., both of San Francisco, California. *

Newspaper – 04/12/1999

Fed Reg – 04/09/1999

3(a)(5) First Security Corporation, Salt Lake City, Utah, to merge with

Comstock Bancorp, Reno, Nevada. *

Newspaper – 04/05/1999

Fed Reg – 04/02/1999

3(a)(5) First Security Corporation, Salt Lake City, Utah, to merge with

XEON Financial Corporation, Stateline, Nevada.*

Newspaper – 04/05/1999

Fed Reg – 04/02/1999

CIC Milton and Arlene Herbert, Myrtle Creek, Oregon, to increase

their ownership in Umpqua Holdings Corporation, Roseburg,

Oregon. *

Newspaper – N/Avail

Fed Reg – 04/12/1999

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

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) Notice from United Bancorp, Roseburg, Oregon, to engage in

mortgage lending activities through DNB Mortgage Company,

Roseburg, Oregon.

COM The San Francisco Company, San Francisco, California, to

terminate commitments in connection with the proposed reincorporation under Delaware law.

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

through the acquisition of First Bank of San Luis Obispo, both

of San Luis Obispo, California.

4(c)(8) Wells Fargo & Company, San Francisco, California, to

indirectly acquire 12.74 percent of Payment Net Inc.,

Pleasanton, California, through Norwest Services, Inc.

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.
Section V – Availability of CRA public evaluations

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