Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 3

Week Ending January 15, 2000

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions January 9, 2000 to January 15, 2000

Bank Holding Companies

First National Corp. of Ardmore, Inc., Ardmore, Oklahoma -- to acquire shares of 

Southern Land Title Services, Inc., and thereby engage in real estate settlement and 

title abstracting services.

- Approved, January 10, 2000 

North Fork Bancorporation, Melville, New York -- to acquire Reliance Bancorp, 

Inc., Garden City, and its subsidiary, Reliance Federal Savings Bank; and JSB 

Financial, Inc., Lynbrook, and its subsidiary, Jamaica Savings Bank FSB.

- Approved, January 10, 2000 

Banks, Foreign

Banco Bilbao Vizcaya, S.A., Bilbao, Spain -- temporary authority to engage in 

certain nonbanking activities in connection with its merger with Argentaria, Caja 

Postal y Banco Hipotecario, S.A., Madrid, and acquisition of its U.S. subsidiary, 

Argentaria International Securities, Inc.

- Granted, January 12, 2000 

Forms

Survey of the Performance and Profitability of CRA-Related Lending (FR3002) -- to 

execute a one-time survey.

- Approved, January 13, 2000 

Regulations And Policies

Labor Relations Policy for the Federal Reserve -- interim rule and request for 

comment on revision of the Policy on Labor Relations for the Board of Governors of 

the Federal Reserve System.

- Approved, January 11, 2000 

(AC) = Addition or Correction Board - Page 1 of 1
January 9, 2000 to January 15, 2000

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

Allfirst Bank, Baltimore, Maryland -- to establish a branch at 1325 A Liberty Road, 

Eldersburg.

- Approved, January 12, 2000 

Secretary

Bryn Mawr Trust Company, Bryn Mawr, Pennsylvania -- to establish a branch at 535 

Gradyville Road, Newton Square.

- Approved, January 11, 2000 

Philadelphia

Canadian State Bank, Yukon, Oklahoma -- to establish a branch at 307 S. Rock 

Island, El Reno.

- Approved, January 11, 2000 

Kansas City

Citizens State Bank, Cortez, Colorado -- to establish a branch at 1835 East Main.

- Approved, January 12, 2000 

Kansas City

Friendship State Bank, Friendship, Indiana -- to establish a branch at 430 West US 

50, Versailles.

- Approved, January 11, 2000 

Chicago

Gulf Bank, Miami, Florida -- to establish a branch at 2800 S.W. 8th Street.

- Approved, January 13, 2000 

Atlanta

Heritage Bank, Louisville, Colorado -- to establish branches at Boulder West End, 

1900 9th Street, Boulder, and at 2695 N. Park Drive, Lafayette.

- Approved, January 12, 2000 

Kansas City

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Bank Holding Companies

Associated Community Bancorp, Inc., Greenwich, Connecticut -- to become a bank 

holding company with respect to The Greenwich Bank and Trust Company; and 

Westport National Bank, Westport.

- Approved, January 11, 2000 

New York

Banco Santander Central Hispano, S.A., Madrid, Spain -- to acquire shares of The 

Royal Bank of Scotland Group, PLC, Edinburgh, Scotland.

- Approved, January 11, 2000 

New York

Banque Nationale de Paris, France -- to acquire shares of BancWest Corporation, 

Honolulu, Hawaii, and thereby acquire Bank of the West, San Francisco, California, 

and First Hawaiian Bank, Honolulu.

- Approved, January 13, 2000 

San Francisco

Branson Bancshares, Inc., Branson, Missouri -- to become a bank holding company 

through the acquisition of Branson Bank, a de novo bank; and for Maries County 

Bancorp, Inc., Vienna, to acquire Branson Bancshares.

- Withdrawn, January 14, 2000 

St. Louis

Bruning Bancshares, Inc., Bruning, Nebraska -- to acquire Commercial State Bank, 

Clay Center.

- Approved, January 13, 2000 

Kansas City

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

Partnership -- to acquire First National Bank of Bryan.

- Approved, January 14, 2000 

Dallas

Community National Bancorporation, Ashburn, Georgia -- to merge with Tarpon 

Financial Corporation, Tarpon Springs, Florida, and thereby acquire First National 

Bank.

- Approved, January 14, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Bank Holding Companies

Dime Bancorp, Inc., New York, New York -- commenters' requests to extend the 

public comment period for the proposed merger with Hudson United Bancorp, 

Mahwah, New Jersey.

- Denied, January 13, 2000 

Secretary

Glenwood Bancorporation, Glenwood, Iowa -- to acquire Frontier Savings Bank, 

Council Bluffs, a de novo bank.

- Approved, January 14, 2000 

Chicago

Hunter Holding Company, Hunter, North Dakota -- to acquire Coteau Hills 

Company, Gackle, and thereby acquire First State Bank of Gackle.

- Approved, January 12, 2000 

Minneapolis

Security Bancshares of Pulaski County, Inc., St. Robert, Missouri -- to redeem 

shares.

- Approved, January 12, 2000 

St. Louis

Susquehanna Bancshares, Inc., Lititz, Pennsylvania -- to acquire Boston Service 

Company, t/a Hann Financial Service Corporation, Jamesburg, New Jersey, and 

thereby engage in certain leasing activities.

- Approved, January 12, 2000 

Philadelphia

Team Financial ESOP, Paola, Kansas -- to acquire Fort Calhoun Investment 

Company, Fort Calhoun, and thereby acquire Fort Calhoun State Bank and also to 

engage in insurance activities in a town with a population of less than 5,000.

- Approved, January 13, 2000 

Kansas City

Utah Bancshares, Inc., Ephraim, Utah -- to become a bank holding company through 

the acquisition of Bank of Ephraim.

- Approved, January 12, 2000 

San Francisco

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Bank Holding Companies

Virginia Commonwealth Financial Corporation, Culpeper, Virginia -- to acquire 

Caroline Savings Bank, Bowling Green.

- Approved, January 14, 2000 

Richmond

Whitney Holding Corporation, New Orleans, Louisiana -- to acquire Bank of 

Houston, Houston, Texas.

- Approved, January 13, 2000 

Atlanta

Bank Mergers

Pinnacle Bank, Papillion, Nebraska -- to merge with Pinnacle Bank, Lincoln, and 

Crete State Bank, Crete, and to establish branches at 6145 Havelock Avenue, 

Lincoln, and at 143 East 13th Street, Crete.

- Approved, January 13, 2000 

Kansas City

Banks, Foreign

Cera Foundation VZW, Cera Management, N.V. Cera Holding, C.V., and Cera 

Ancora N.V., Leuven, Belgium; Almanij, N.V., Antwerp; and KBC Bank & 

Insurance Holding Company, N.V. and KBC Bank, N.V., both in Brussels -- to 

engage de novo in underwriting and dealing in ineligible securities to a limited extent 

through KBC Financial Products (USA), New York, New York.

- Approved, January 14, 2000 

New York

UBS AG, Zurich, Switzerland -- to acquire, through its indirect subsidiary, North 

Street Finance LLC, New York, New York, the telephone and answering machine 

leasing business of Lucent Technologies Consumer Products L.P., Murray Hill, New 

Jersey, and engage in certain leasing activities.

- Approved, January 13, 2000 

New York

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Banks, Nonmember, And Miscellaneous Institutions

Dart Group Corporation, Landover, Maryland -- deregistration under Regulation U.

- Approved, January 13, 2000 

Richmond

Waste Management Inc., Houston, Texas -- deregistration under Regulation U.

- Approved, January 13, 2000 

Dallas

Wheelabrator Technologies, Inc., Houston, Texas -- deregistration under Regulation 

U.

- Approved, January 13, 2000 

Dallas

Zemex Corporation, Toronto, Ontario -- deregistration under Regulation U.

- Approved, January 12, 2000 

Richmond

Change In Bank Control

Central Progressive Bancshares, Inc., Hammond, Louisiana -- change in bank control.

- Permitted, January 11, 2000 

Atlanta

Farmers State Corporation, Mankato, Minnesota -- change in bank control.

- Permitted, January 14, 2000 

Minneapolis

First Alamogordo Bancorp of Nevada, Inc., Reno, Nevada -- change in bank control.

- Permitted, January 14, 2000 

Dallas

Competitive Factors Reports

Apalachicola State Bank, Apalachicola, Florida -- report on competitive factors of 

the proposed merger with Apalachicola State Interim Bank.

- Submitted, January 12, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Competitive Factors Reports

Chestatee State Bank, Dawsonville, Georgia -- report on competitive factors of the 

proposed merger with Chestatee Interim, Inc.

- Submitted, January 12, 2000 

Atlanta

First Bank of California, Sacramento, California -- report on competitive factors of 

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

San Francisco branch of First Bank & Trust, Newport Beach.

- Submitted, January 14, 2000 

St. Louis

First Guaranty Bank, Hammond, Louisiana -- report on competitive factors of the 

proposed merger with FG Bank.

- Submitted, January 12, 2000 

Atlanta

First National Bank of Northwest Florida, Panama City, Florida -- report on 

competitive factors of the proposed merger with First Northwest Florida Bank, Ft. 

Walton Beach.

- Submitted, January 12, 2000 

Atlanta

First State Bank of Covington, Covington, Tennessee -- report on competitive 

factors of the proposed merger with Union Planters Bank, N.A., Memphis.

- Submitted, January 11, 2000 

St. Louis

Household International, Inc., Prospect Heights, Illinois -- report on competitive 

factors of the proposed merger with Renaissance Holdings, Inc., Beaverton, and 

Federal Savings Bank, Ontario, both in Oregon.

- Submitted, January 11, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Competitive Factors Reports

Norwest Bank Grand Junction-Downtown, N.A., Grand Junction, Colorado -- report 

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

liabilities of certain Utah branch offices of Wells Fargo Bank, N.A., San Francisco, 

California.

- Submitted, January 10, 2000 

San Francisco

Security First Bank of North Dakota, New Salem, North Dakota -- report on 

competitive factors of the proposed merger with Security First Bank of Oliver 

County, Center.

- Submitted, January 14, 2000 

Minneapolis

State Bank of Gilman, Gilman, Wisconsin -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Cornell office of 

American Bank, Eau Claire.

- Submitted, January 14, 2000 

Minneapolis

Stockman Bank of Montana, Miles City, Montana -- report on competitive factors of 

the proposed acquisition of six branches of Western Security Bank, Missoula.

- Submitted, January 13, 2000 

Minneapolis

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

factors of the proposed merger with Wyoming Trust and Management Company, 

Gillette, Wyoming.

- Submitted, January 10, 2000 

Minneapolis

United National Bank, Fayetteville, North Carolina -- report on competitive factors 

of the proposed merger with Omni Interim National Bank, a de novo bank.

- Submitted, January 12, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Extensions Of Time

Associated Banc-Corp, Green Bay, Wisconsin -- extension to October 29, 2000, to 

divest of a certain real estate investment.

- Granted, January 13, 2000 

Director, BS&R

Citrus Financial Services, Inc., Vero Beach, Florida -- extension to April 13, 2000, to 

acquire The Commercial Bank of Highlands County, N.A., Sebring, a de novo bank.

- Granted, January 13, 2000 

Atlanta

Flager Bank, West Palm Beach, Florida -- extension to April 13, 2000, to become a 

member of the Federal Reserve System.

- Granted, January 12, 2000 

Atlanta

Overton Financial Corporation, Overton, Texas, and Overton Delaware Corporation, 

Dover, Delaware -- extension to April 14, 2000, to acquire Longview Financial 

Corporation, Longview, Texas.

- Approved, January 12, 2000 

Dallas

SunTrust Banks, Inc., Atlanta, Georgia -- extension to June 30, 2000, to divest of 

certain annuity and life insurance sales activities.

- Granted, January 11, 2000 

Director, BS&R

Membership

The Bank, Warrior, Alabama -- to become a member of the Federal Reserve System.

- Approved, January 12, 2000 

Atlanta

Frontier Savings Bank, Council Bluffs, Iowa -- to become a member of the Federal 

Reserve System.

- Approved, January 14, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority January 9, 2000 to January 15, 2000

Membership

Lorenzo State Bank at Lorenzo, Lorenzo, Texas -- to become a member of the 

Federal Reserve System.

- Approved, January 14, 2000 

Dallas

(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, January 15, 2000

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, January 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banca Intessa S.P.A., Milano, Italy, to establish a branch in

New York, New York, and to establish representative offices in

Chicago, Illinois and San Francisco, California.

Newspaper – N/Avail

FBSEA UBS AG, Zurich, Switzerland, to establish a representative

office in Boston, Massachusetts.

Newspaper – N/Avail

FBSEA Credit Commercial de France, Paris, France, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Banco Comercial Portugues, S.A., Porto, Portugal, to establish a

representative office in Miami, Florida.

Newspaper – N/Avail

FBSEA Turkiye Is Bankasi A.S., Ankara, Turkey, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Arab Banking Corporation (B.S.C.), Manama, Bahrain, to

establish a federally licensed uninsured branch in Greenwich,

Connecticut.

Newspaper – N/Avail

Branch European American Bank, New York, New York, to open a

branch at 326-328 Court Street, Brooklyn, New York.*

Newspaper – 01/28/2000

Branch Manufacturers and Traders Trust Company, Buffalo, New York,

to establish a branch office located at 610 Old Route 146, Town

of Clifton Park, Saratoga County, New York.*

Newspaper – 02/04/2000

* 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)/4(c)(8) NCT Holdings, Inc., Greensboro, North Carolina (“NCT”),

to become a bank holding company with respect to its

wholly-owned subsidiary, U.S. Trust Company of North

Carolina, Greensboro, North Carolina (“Bank”); U.S. Trust

Corporation, New York, New York, to acquire shares of

Bank; and NCT to retain ownership of its wholly-owned

subsidiary, NCT Opportunities Inc., Greensboro, North

Carolina, and thereby engage in certain nonbanking

activities.*

Newspaper – N/Avail

Fed Reg – 01/14/2000

* 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) Deutsche Bank AG, Frankfurt, Germany, through its subsidiary,

German American Capital Corporation, to acquire InterSec

Research Corporation, Stamford, Connecticut, and thereby

engage in data processing providing performance measurement

services for pension funds through databases and the internet,

selling proprietary portfolio accounting software, providing

investment management research and consulting services, and

pension fund consulting services.

Fed Reg – 02/02/2000

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, January 15, 2000

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, January 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice from North Side Bank and Trust Company,

Cincinnati, OH on 01/12/2000 of its intent to establish a branch

at 5329 Foley Road, Cincinnati, OH.

01/17/2000

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

Type Application

Ending date of

comment period

3(a)(1)

3(a)(1)

Received application from Ohio Legacy Corp, Wooster, OH on

01/10/2000 to acquire Ohio Legacy Bank, Wooster, OH.

Received application from Three Rivers Bancorp, Inc.,

Monroeville, PA to acquire Three Rivers Bank and Trust

Company, Monroeville, PA.

N/Avail

N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

846619 Cortland Savings & Banking

Company

Cortland, OH 44410

09/27/1999 12/21/1999 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, January 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) Columbia Bancorp, Columbia, Maryland, to merge with

Suburban Bancshares, Inc., Greenbelt, Maryland.*

Fed Reg - 02/11/2000

Newspaper - 02/02/2000

3(a)(3) FNB Corp., Asheboro, North Carolina, to acquire Carolina

Fincorp, Inc., Rockingham, North Carolina.*

Fed Reg - 02/17/2000

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

753324 Bank of Clarke County

2 East Main Street

Berryville, Virginia 22611

10/25/1999 01/09/2000 O X

436823 Central Virginia Bank

2501 Anderson Highway

Powhatan, Virginia 23139-0039

11/01/1999 01/15/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, January 15, 2000

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 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, January 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch F&M Bank-Wisconsin

Pulaski, Wisconsin

 160 East Pulaski Street

 Pulaski, Wisconsin

Newspaper – 01/19/2000

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

Type Application

Ending date of

comment period

CIC FM Bancorp, Inc.

Paxton, Illinois

 By Judkins Enterprises, L.P. and Susan Jane McCabe

Fed Reg – 01/26/2000

Newspaper – 01/19/2000

CIC Horizon Bancorp

Michigan City, Indiana

 By Horizon Bancorp Employees’ Stock Bonus Plan Trust

Fed Reg – N/Avail

Newspaper – N/Avail

 CIC Bay Port Financial Corporation

Bay Port, Michigan

 By Edwin Henry Eichler

Fed Reg – N/Avail

Newspaper – 01/28/2000

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

566243 Glenwood State Bank

32 N. Walnut

Glenwood, Iowa 51534-0431

(712) 527-3157

10/18/1999 01/11/2000 S S

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, January 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c), Branch Notice by Springdale Bank & Trust, Springdale, Arkansas, to

purchase certain assets and assume certain liabilities of the

Huntsville, Arkansas and Hindsville, Arkansas branches of the

affiliated First National Bank of Huntsville, Huntsville,

Arkansas, and retain the acquired facilities as branch offices at

the same locations.*

2/5/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(5) Notice by Commonwealth Bancshares, Inc., Shelbyville,

Kentucky, to acquire Commonwealth Financial Corporation,

Louisville, Kentucky.*

Newspaper – 2/13/2000

Fed Reg – 2/11/2000

CIC Notice involving LBT Bancshares, Inc., Litchfield, Illinois, by

David R. Flemming, Litchfield, Illinois.

Newspaper – N/Avail.

Fed Reg – N/Avail.

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Member Notice by First National Bank of Huntsville, Huntsville,

Arkansas, to become a state chartered member of the Federal

Reserve System, and to be renamed and relocated to Arvest

Bank, Fort Smith, Arkansas.

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, January 15, 2000

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, January 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Canadian State Bank, Yukon, Oklahoma, for prior approval to

establish a branch at 307 S. Rock Island, El Reno, Oklahoma.

Newspaper – 01/16/2000

Branch Citizens State Bank of Cortez, Cortez, Colorado, request for

approval for a de novo branch to be located at 1835 Main,

Cortez, Colorado.

Newspaper – 01/17/2000

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

Type Application

Ending date of

comment period

3(a)(3) Gold Banc Corporation, Inc., Leawood, Kansas, for prior

approval to acquire 33.33 percent of the voting shares of Unison

Bancorp, Inc., Lenexa, Kansas; and thereby indirectly acquire

Western National Bank, Lenexa, Kansas.

Newspaper - 02/10/2000

FedReg – 02/11/2000

CIC First Olathe Bancshares, Kansas City, Missouri, for approval for

the Glasnapp Family Limited Partnership to retain 89.41 percent

of First Olathe Bancshares, Inc., Kansas City, Missouri and be

designated as a qualified family partnership.

Newspaper – N/Avail

FedReg – 02/02/2000

CIC Second Century Financial Corporation, Perry, Kansas, for

approval for Dan H. Galbraith to acquire 70.23 percent and Jan

L. Galbraith to acquire 29.77 percent of the voting shares.

Newspaper – N/Avail

FedReg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

295356 First Mountain Bank

Leadville, Colorado

10/25/1999 01/10/2000 S X

320052 Legacy Bank ACB

Binger, Oklahoma

10/25/1999 01/11/2000 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, January 15, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Texas Bank, Weatherford, TX, to establish a branch office at

3141 U.S. Highway 180, Hudson Oaks, TX, 76067*

01/25/2000

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Charles Burgess and C. Jane Burgess, Amarillo, TX, to acquire

an interest in Herring Bancorporation, Inc., Vernon, TX

(previously reported the week ending January 1, 2000)

Fed Reg – 01/27/2000

Newspaper – N/Avail

3(a)(3) Mesquite Financial Service, Alice, TX, to acquire

Falfurrias State Bank, Falfurrias, TX*

(previously reported the week ending January 8, 2000)

Fed Reg – N/Avail

Newspaper – 01/28/2000

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

Community National Bank, Midland, TX*

(previously reported the week ending January 8, 2000)

Fed Reg – 01/20/2000

Newspaper – 01/19/2000

*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, January 15, 2000

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

Member Nevada First Bank, Las Vegas, Nevada, to become a member of

the Federal Reserve System.

3(a)(5)(C) Pacific Mercantile Bancorp to become a bank holding company

by acquiring Pacific Mercantile Bank, both of Newport Beach,

California.

COM Northern California Bancorp, Inc., Monterey, California,

requests a relief of a commitment made in connection with

borrowing to purchase additional shares of stock without the

prior approval of the Federal Reserve System.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

933975 Bank of Utah

2605 Washington Boulevard

Ogden, UT 84401-3613

(801) 625-3500

08/30/1999 01/10/2000 S X

2685764 First State Bank

822 N. Humphreys

Flagstaff, AZ 86001

(520) 213-8888

09/20/1999 01/11/2000 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