Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 14

Week Ending April 4, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions March 29, 1998 to April 4, 1998

Bank Holding Companies

Bank of America, NT&SA, San Francisco, California -- application for its London 

branch to acquire Ruby Aircraft Leasing and Trading, Ltd., London, England.

- Approved, March 30, 1998 

Popular, Inc., Hato Rey, Puerto Rico -- to acquire Florida Exchange, Inc., Oak Park, 

Illinois, and Mirando-J., Inc., and engage in money transmission and other related 

activities.

- Permitted, April 2, 1998 

Board Operations

Government in the Sunshine Act -- annual report for 1997.

- Published, March 26, 1998 (AC)

Extensions Of Time

Regulations T, U, and X -- extension of the public comment period on the advance 

notice of proposed rulemaking concerning its margin regulations.

- Announced, March 31, 1998 

Forms

Survey of Small Business Finances (FR 3044) -- to execute a one-time survey.

- Proposed, April 3, 1998 

International Operations

Bankers International Corporation, New York, New York -- to make an investment 

in Bankers Trust International PLC, London, England.

- Permitted, April 2, 1998 

Regulations And Policies

Examination frequency guidelines -- change to the interagency guidelines in 

accordance with section 306 of the Riegle Community Development Act and the 

Economic Growth & Regulatory Paperwork Reduction Act.

- Approved, February 13, 1998 (AC)

(AC) = Addition or Correction Board - Page 1 of 1
March 29, 1998 to April 4, 1998

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Comerica Bank, Detroit, Michigan -- to establish a branch at 6425 28th Street, 

Cascade, Michigan.

- Approved, April 3, 1998 

Chicago

Community Bank of Nevada, Las Vegas, Nevada -- to establish a branch at 7676 

West Lake Mead Boulevard.

- Approved, March 30, 1998 

San Francisco

Farmers & Merchants Bank, Hannibal, Missouri -- to establish a branch at 3914 

Market Street.

- Approved, April 3, 1998 

St. Louis

Fifth Third Bank of Kentucky, Inc., Louisville, Kentucky -- to establish a branch at 

Hamburg Place, I-75 and Man-O-War Boulevard, Lexington, Kentucky.

- Approved, April 1, 1998 

St. Louis

First Virginia Bank of Tidewater, Norfolk, Virginia -- to establish a branch inside 

the Wal-Mart SuperCenter at 1521 Sams Circle, Chesapeake, Virginia

- Approved, March 30, 1998 

Richmond

First American Bank, Ames, Iowa -- to establish a branch at 520 Grand Avenue.

- Approved, April 3, 1998 

Chicago

Highlands Union Bank, Abingdon, Virginia -- to establish a branch at 506 Maple 

Street, Glade Springs, Virginia.

- Approved, April 2, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 March 29, 1998 to April 4, 1998

Bank Branches, Domestic

Republic Security Bank, West Palm Beach, Florida -- to establish a branch at 8411 

Pines Boulevard, Pembroke Pines, Florida.

- Approved, March 31, 1998 

Atlanta

Security State Bank, Hartley, Iowa -- to establish a branch at 117 South Central 

Avenue.

- Approved, April 2, 1998 

Chicago

Bank Holding Companies

Bancshares of Missouri, Inc., Kearney, Missouri -- to continue to engage in indirect 

lending via its investment in Jesse James Festival Grounds, LLC.

- Permitted, April 2, 1998 

Kansas City

Bethany Bankshares, Inc., Bethany, Missouri -- to acquire Gallatin/New Hampton 

Bancshares, Inc., Albany, Missouri. 

- Approved, April 1, 1998 

Kansas City

Central Iowa Bancorporation, Iowa City, Iowa -- to acquire Conrad Bancorporation 

and First State Bank.

- Approved, April 2, 1998 

Chicago

Citizens Bancshares, Inc., Salineville, Ohio -- to acquire Century Financial 

Corporation, Rochester, Pennsylvania.

- Approved, March 30, 1998 

Cleveland

Community Bank Capital Corporation, Alpharetta, Georgia -- to acquire Bank of 

North Georgia.

- Approved, April 1, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 March 29, 1998 to April 4, 1998

Bank Holding Companies

Deutsche Bank AG, Frankfurt Am Main, Federal Republic of Germany -- to engage 

de novo in management consulting through a to-be-established U.S. subsidiary of 

Roland Berger & Partner Holding GMBH, Munich, Federal Republic of Germany. 

- Permitted, April 3, 1998 

New York

Farmers State Corporation, Mountain Lake, Minnesota -- to acquire Community 

Bank New Ulm, New Ulm, Minnesota.

- Approved, April 3, 1998 

Minneapolis

First State Bancshares, Inc., Farmington, Missouri -- waiver of application to acquire 

Joachim Bancorp, Inc., DeSoto, Missouri.

- Granted, April 2, 1998 

St. Louis

F.N.B. Corporation, Hermitage, Pennsylvania -- to acquire Seminole Bank, 

Scranton, Pennsylvania.

- Approved, March 30, 1998 

Cleveland

GB&T Bancshares, Inc., Gainesville, Georgia -- to acquire Gainesville Bank & Trust.

- Approved, April 2, 1998 

Atlanta

Independent Bank Corporation, Ionia, Michigan -- to acquire First Home Financial, 

Inc., Grand Rapids, Michigan, and engage in lending activities.

- Permitted, March 31, 1998 

Chicago

ISB Financial Corp., Iowa City, Iowa -- to acquire Conrad Bancorporation and First 

State Bank.

- Approved, April 2, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 March 29, 1998 to April 4, 1998

Bank Holding Companies

Kanbanc, Inc., Kansas City, Missouri -- to acquire shares of State Bank of Colony, 

Colony, Kansas.

- Approved, April 1, 1998 

Kansas City

Keene Bancorp, Inc., 401(K) Employee Stock Ownership Plan & Trust, Keene, 

Texas -- to acquire Keene Bancorp, Inc., and First State Bank.

- Approved, March 30, 1998 

Dallas

LB Bancorp, Inc., Milwuakee, Wisconsin -- to acquire Liberty Bank.

- Approved, April 2, 1998 

Chicago

Mid-Atlantic Community BankGroup, Inc., Gloucester, Virginia -- to acquire shares 

of Johnson Mortgage Company, L.L.C., Newport News, Virginia.

- Approved, March 30, 1998 

Richmond

National City Corporation, Cleveland, Ohio -- to acquire Sterling Ltd., Co., Pepper 

Pike, Ohio, and Sterling Management Co, and engage in investment advisory 

activities, and also acquire SLC Capital, Inc., and serve as the general partner and 

manager of private investment limited partnerships and limited liability companies.

- Permitted, April 2, 1998 

Secretary

New Independent Bancshares, inc., New Washington, Indiana -- to engage in creditrelated insurance activities through establisment of New Washington Reinsurance 

Company, Ltd.

- Permitted, March 30, 1998 

St. Louis

Norwest Corporation, Minneapolis, Minnesota -- to acquire certain assets of 

Automotive Financial Services, Inc., White Bear Lake, Minnesota, and engage in 

lending activities and the sale of credit life insurance.

- Permitted, March 31, 1998 

Secretary

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 March 29, 1998 to April 4, 1998

Bank Holding Companies

Norwest Corporation, Minneapolis, Minnesota -- to acquire certain assets and 

assume certain liabilities of WMC Mortgage Corporation, Woodland Hills, 

California, and acquire Spring Mountain Escrow Company, and engage in mortgage 

lending and escrow activities.

- Approved, April 2, 1998 

Secretary

Stichting Administratiekantoor ABN AMRO Holding, Amsterdam, The Netherlands, 

Stichting Prioriteit ABN AMRO Holding, ABN AMRO Holding N.V., and ABN 

AMRO Bank N.V. -- to acquire Sage Clearing Limited Partnership, San Francisco, 

California, and Sage Clearing Corporation, and engage in clearing services.

- Permitted, April 3, 1998 

Chicago

Union Planters Holding Corporation, Memphis, Tennessee -- to merge with Peoples 

First Corporation, Paducah, Kentucky, and acquire The Peoples First National Bank 

and Trust Company, and for Union Planters Corporation, Memphis, Tennessee, to 

acquire Peoples First Corporation and Peoples Bank.

- Approved, April 1, 1998 

Secretary

Westdeutsche Landesbank Girozentrale, Dusseldorf, Germany -- to retain shares of 

Thomas Cook, Inc., New York, New York, its subsidiaries, and Interpayment 

Services Limited, London, England.

- Approved, March 31, 1998 

New York

Bank Premises

Wellington State Bank, Wellington, Texas -- investment in bank premises.

- Approved, March 30, 1998 

Dallas

Capital Stock

Harris Trust and Savings Bank, Chicago, Illinois -- redemption of shares.

- Approved, April 2, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 March 29, 1998 to April 4, 1998

Change In Bank Control

First Bancorp of Oklahoma, Tonkawa, Oklahoma -- change in bank control.

- Permitted, April 1, 1998 

Kansas City

First Independent Bancorp, Inc., Chickasha, Oklahoma -- change in bank control.

- Permitted, March 30, 1998 

Kansas City

National American Bancorp, San Francisco, California -- change in bank control.

- Permitted, April 3, 1998 

San Francisco

Pieper Bancorp, Inc., Calhan, Colorado -- change in bank control.

- Permitted, April 2, 1998 

Kansas City

South Beach Limited Partnership, Little Rock, Arkansas -- change in bank control.

- Permitted, March 30, 1998 

St. Louis

Warrior Capital Corporation, Warrior, Alabama -- change in bank control.

- Permitted, April 1, 1998 

Atlanta

Competitive Factors Reports

Alliance Bancorp, Hinsdale, Illinois -- report on competitive factors of the proposed 

acquisition of the assets and assumption of the liabilities of Southwest Bancshares, 

Inc., Homestown, Illinois, and South Federal Savings and Loan Association.

- Submitted, March 31, 1998 

Chicago

Bank of Lancaster County, NA,, Lancaster, Pennsylvania -- report on competitive 

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

office of CoreStates Bank, N.A., Philadelphia, Pennsylvania.

- Submitted, April 2, 1998 

Philadelphia

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 March 29, 1998 to April 4, 1998

Competitive Factors Reports

Branch Banking and Trust Company of Virginia, Virginia Beach, Virginia -- report 

on competitive factors of the proposed merger with Life Savings Bank, FSB, 

Norfolk, Virginia.

- Submitted, March 30, 1998 

Richmond

Citizens National Bank, Henderson, Texas -- report on competitive factors of the 

proposed merger with First State Bank, Waskom, Texas.

- Submitted, April 2, 1998 

Dallas

City National Bank of Sulphur Springs, Sulphur Springs, Texas -- report on 

competitive factors of the proposed merger with The First National Bank of Sulphur 

Springs.

- Submitted, March 30, 1998 

Dallas

Exchange State Bank, Carsonville, Michigan -- report on competitive factors of the 

proposed merger with ES Bank.

- Submitted, April 3, 1998 

Chicago

First National Bank of Waverly, Waverly, Iowa -- report on competitive factors of 

the proposed merger with First National Bank of Cedar Falls, Plainfield, Iowa.

- Submitted, April 3, 1998 

Chicago

Frost National Bank, San Antonio, Texas -- report on competitive factors of the 

proposed merger with Overton Bank & Trust, N.A., Fort Worth, Texas.

- Submitted, March 30, 1998 

Dallas

Peoples State Bank, Hamtramck, Michigan -- report on competitive factors of the 

proposed merger with Madison National Bank, Madison Heights, Michigan.

- Submitted, April 2, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 March 29, 1998 to April 4, 1998

Competitive Factors Reports

Sovereign Bancorp, Inc., Wyomissing, Pennsylvania -- report on competitive factors 

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

Bancorp, Langhorne, and Carnegie Bank, N.A

- Submitted, April 2, 1998 

Philadelphia

Spangler Interim Bank, N.A., Ebensburg, Pennsylvania -- report on competitive 

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

The First National Bank of Spangler, Spangler, Pennsylvania.

- Submitted, April 2, 1998 

Philadelphia

TeleBank, Arlington, Virginia -- report on competitive factors of the proposed 

merger with Premium Bank, Gibbsboro, New Jersey.

- Submitted, April 1, 1998 

Richmond

Union Planters Bank, National Association, Memphis, Tennessee -- report on 

competitive factors of the proposed merger with Capital Savings Bank, F.S.B., 

Jefferson City, Missouri.

- Submitted, March 31, 1998 

St. Louis

Union Planters Bank, National Association, Memphis, Tennessee -- report on 

competitive factors of the proposed merger with City Bank & Trust Company, 

National Association, McMinnville, Tennessee.

- Submitted, April 2, 1998 

St. Louis

Worth Bank and Trust , Worth, Illinois -- report on competitive factors of the 

proposed merger with Mount Greenwood Bank, Chicago, Illinois.

- Submitted, March 31, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 March 29, 1998 to April 4, 1998

Extensions Of Time

Marshall & Ilsley Corporation, Milwaukee, Wisconsin -- extension to June 29, 1998, 

to acquire Advantage Bancorp, Inc., Kenosha, Wisconsin, and Advantage Bank, FSB.

- Approved, March 31, 1998 

Chicago

Stichting Prioriteit ABN AMRO Holding, Amsterdam, The Netherlands, Stichting 

Administratierkantoor ABN AMRO Holding, ABN AMRO Bank, N.V., ABN 

AMRO Holding N.V. , and ABN AMRO North America, Inc., Chicago, Illinois -- 

extension to divest certain property.

- Granted, March 30, 1998 

Chicago

Summit Bank, Hackensack, New Jersey -- extension to March 28, 1999, to establish 

branches at Edward's Supermarket at 1556 North Olden Avenue, New Jersey, and 

Pathmark Supermarket, Route 1 and Emmons Drive, Windsor, New York.

- Granted, March 28, 1998 (AC)

New York

Membership

State Bank, Pretty Prairie, Kansas -- to become a member of the Federal Reserve 

System.

- Approved, March 31, 1998 

Kansas City

Regulations And Policies

Regulation Z -- revisions to official staff commentary to provide guidance for openend credit plans that increase rates triggered by late payments or by exceeding credit 

limits and that have deferred payment features (Docket R-0992).

- Approved, March 31, 1998 

Director C&CA

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week of April 4, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998 

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch The Chase Manhattan Bank, New York, New York, to establish a 04/16/98

branch office on the premises of Pfizer, Inc., located at 219 East

42nd Street, New York, New York.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

CIC The State Bancorp, Inc., and its Employee Stock Ownership Plan 04/24/98 1/

Trust, both of New Hyde Park, New York, to acquire up to 24.9

percent of State Bancorp, Inc., and its subsidiary, State Bank of

Long Island, both of New Hyde Park, New York. 

1/ Later of dates specified in newspaper and Federal Register notices.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None 

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(3) Mid Penn Bancorp, Inc. Millersburg, PA to acquire Miners Bank Newspaper - 4/30/98

of Lykens, Lykens, PA. Fed Reg - 5/01/98

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and Notifications Filed During the Week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Received notice from Ohio Heritage Bank, Coshocton, OH on 4/27/98

April 1, 1998, to establish a branch at 116 Market Street,

Johnstown, PA.

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

Type Application period

Ending date of comment

3(a)(3) Received application from FNB Corporation, Hermitage, PA on Newspaper - N/Avail

April 1, 1998, to acquire Southwest Interim Bank No. 4 which

will operate for 44-60 days as Seminole Bank, N.A., whereupon it

will be merged into First National Bank of Florida, Largo, FL.

3(a)(1) Received application from The Peoples Holding Company, Inc., N/Avail

Coldwater, OH on April 1, 1998, to acquire The Peoples Bank

Co., Coldwater, OH.

3(a)(5) Received application from United Bancorp, Martins Ferry, OH on Fed Reg - 5/1/98

April 1, 1998, to acquire Southern Ohio Community

Bancorporation, Inc., Glouster, OH.

4(c)(8) Received notice from FirstFederal Financial Service Corp., Fed Reg - 4/25/98

Wooster, OH on April 1, 1998, to acquire Shenango Bancorp,

Inc., and its subsidiary First Federal Savings Bank of New Castle,

both of New Castle, PA.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Received notice from Fifth Third Bancorp, Cincinnati, OH on April 4/23/98

1, 1998, to acquire The Ohio Company, Columbus, OH and its

subsidiary Cardinal Management Corp., Columbus, OH.
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of

None

Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

560214 The Corn City State Bank 11/24/97 3/31/98 Outstanding Small Bank

201 West Main Street

P.O. Box 197

Deshler, OH 43516

113012 Wesbanco Bank Barnesville 2/27/98 3/31/98 Satisfactory Large Bank

P.O. Box 70

Barnesville, OH 45833

581116 The Custar State Bank 11/17/98 4/1/98 Satisfactory Small Bank

P.O. Box 127

Custar, OH 43511
Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

Citizens Deposit Bank & Trust P.O. Box 9, 400 Second Street, Vanceburg, KY 41179-0009

Enterprise Bank 6150 Enterprise Parkway, Solon, OH 44139

Farmers Bank & Savings Company P.O. Box 626, 211 W. 2nd Street, Pomeroy, OH 45769-1037

Heartland Bank P.O. Box 7, 12 N. Main Street, Croton, OH 43013-0007

The Citizens Banking Company P.O. Box 247, 10 E. Main Street, Salineville, OH 43945-0247

The St. Henry Bank P.O. Box 330, 231 E. Main Street, St. Henry, OH 45883

Towne Bank 610 East South Boundary, Perrysburg, OH 43551
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Heritage Bank, McLean, Virginia, to establish a branch at 4/13/98

Unit 6, Heritage Plaza, Pidgeon Hill Drive, Sterling,

Virginia.*

Branch Crestar Bank, Richmond, Virginia, to establish a branch in 4/23/98

the Kroger store at the intersection of 11th Street and Arch

Avenue, Waynesboro, Virginia.*

Branch Crestar Bank, Richmond, Virginia, to establish a branch in 4/23/98

the Hannaford grocery store at 3507 West Cary Street,

Richmond, Virginia.*

Branch Crestar Bank, Richmond, Virginia, to establish a branch in 4/23/98

the Community Pride Food Store at the intersection of Hull

Street and Belt Boulevard, Richmond, Virginia.*

Branch First Virginia Bank-Southwest, Roanoke, Virginia, to 4/27/98

establish a branch inside the Wal-Mart SuperCenter at

Riverbend Mall, 313 West Thacker Drive, Covington,

Virginia.*

Branch First Virginia Bank-Mountain Empire, Abingdon, Virginia, 4/30/98

to establish a branch inside the Kroger Supermarket, Gate

City Highway and Midway Street, Bristol, Virginia.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(1) Cardinal Financial Corporation, Fairfax, Virginia, to become Newspaper - 4/23/98

a bank holding company through the acquisition of 100% of Fed Reg - 4/27/98

the voting shares of Cardinal Bank, N.A., Fairfax, Virginia

(in organization).*

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

Type Application comment period

Ending date of 

4(c)(8) Carolina First Corporation, Greenville, South Carolina, to Fed Reg - N/Avail

acquire Resource Processing Group, Inc., Columbia, South

Carolina.

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

Type Application comment period

Ending date of 

3(a)(1) Clover Community Bankshares, Inc., Clover, South Carolina,

to become a bank holding company through the acquisition of

100% of the voting shares of Clover Community Bank, Clover,

South Carolina.
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

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

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

940825 The Community Bank 1/12/98 4/2/98 Satisfactory Small Bank

200 North Sycamore Street

Petersburg, Virginia 23803-3228

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None

 
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Colonial Bank, Montgomery, Alabama, to establish a branch located 4/23/98

at 1201 Gunter Avenue, Guntersville, Alabama.*

3(a)(1) USAL Bancorp, Inc., Union Springs, Alabama, notice to become a 4/14/98

bank holding by acquiring AmeriFirst Bank, N.A., Union Springs,

Alabama.*

Branch Provident Bank of Florida, Sarasota, Florida, to establish a branch 4/25/98

located at 5550 Fruitville Road, Sarasota, Florida.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(5) Valley National Corporation, Lanett, Alabama, to merge with First N/Avail

National Sylacauga Corporation, Sylacauga, Alabama, and thereby

directly acquire First National-America’s Bank, Sylacauga,

Alabama.*

3(a)(1) Southern Heritage Bancorp, Inc., Oakwood, Georgia, to become a Fed Reg - 4/27/98

bank holding company by acquiring Southern Heritage Bank,

Oakwood, Georgia.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

3(a)(1) Premier Bancorp, Inc., Brentwood, Tennessee, notice to become a

bank holding company by acquiring Premier Bank of Brentwood,

Brentwood, Tennessee.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

N/A
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week of April 3, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Onsted State Bank Newspaper - 4/4/98

Onsted, Michigan

 7577 W.S. 12 

 Onsted, Michigan

Branch Old Kent Bank Newspaper - 4/14/98

Grand Rapids, Michigan

 3010 Union Lake Raod

 Commerce Township, Michigan

Merger & Johnson Bank (formerly Heritage Bank and Trust) Newspaper - N/Avail

 Branch Racine, Wisconsin

 Bank of Fort Artkinson

 Fort Atkinson, Wisconsin

 200 West Sherman Avenue

 Fort Atkinson, Wisconsin

Newspaper- Newspaper Comment Period Ending Date

N/Avail - Not Available at this time

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

Type Application comment period

Ending date of 

3(a)(3) Osceola Bancorporation* Fed Reg - 4/30/98

Osceola, Iowa Newspaper - N/Avail

 Huxley Bancorp

 Huxley, Iowa

 First State Bank

 Huxley, Iowa

3(a)(1) First Midwest Acquisition Corporation* Fed Reg - 4/9/98

Itasca, Illinois Newspaper - 3/16/98

 Heritage Financial Services, Inc.

 Tinley Park, Illinois

 Heritage Bank

 Blue Island, Illinois
Section II - Applications subject to both newspaper and Federal Register notice

Type Application comment period

Ending date of 

3(a)(3) First Midwest Bancorp, Inc.* Fed Reg - 4/9/98

Itasca, Illinois Newspaper - 3/16/98

 Heritage Financial Services, Inc.

 Tinley Park, Illinois

 Heritage Bank

 Blue Island, lllinois

3(a)(1) Charcompany, Inc.* Fed Reg - N/Avail

Birmingham, Michigan Newspaper - 4/27/98

 Warren Bank (in organization)

 Warren, Michigan

COC-HC Decatur Corporation Fed Reg - 3/19/98

Leon, Iowa Newspaper - 4/8/98

 By Julie Hamann Bunderson

Fed Reg - Federal Register Comment Perid Ending Date

Newspaper - Newspaper Period Endig Date

N/Avail - Not available at this time

* - Subject to Community Reinvest Act

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) First Midwest Bancorp, Inc. Fed Reg - 4/9/98

Itasca, Illinois

 Heritage Trust Company

 Tinley Park, Illinois

4(c)(8) First Midwest Acquisition Corporation Fed Reg - 4/9/98

Itasca, Illinois

 Heritage Trust Company

 Tinley Park, Illinois

Fed Reg - Federal Register Comment Period Ending Date

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

1017443 M&I Bank of Shawano 12/15/97 4/1/98 Satisfactory Large

101 N. Main Street

Shawano, Wisconsin

(715) 526-6101

60545 Home Trust & Savings Bank 1/2/98 3/31/98 Need to Small

628 Main Street Improve

Osage, Iowa

(515) 732-3701

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

CIC Notice involving Tallahatchie Holding Company, Charleston, Fed Reg - 4/17/98

Mississippi, by Isaac E. Sayle (previously reported during the

week of March 16, 1998).*

3(a)(3) Notice by Buena Vista Bancorp, Inc., Chester, Illinois, to acquire Fed Reg - 5/4/98

Bank of Evansville, Evansville, Illinois.*

3(a)(3) Notice by Security State Bancshares, Inc., Charleston, Missouri, N/Avail

to acquire Bank of Atkins, Atkins, Arkansas.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

267148 The Security Bank 12/08/97 03/27/98 Satisfactory Large Bank

Harrison, Arkansas

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and Notifications Filed During the Week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch F & M Bank - Landmark, Clear Lake, Wisconsin, to relocate its 4/27/98

main office to Hudson, Wisconsin, and to establish a branch in

Clear Lake, Wisconsin.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application period

Ending date of comment

CIC James Wade Emison Trust to acquire control of 22.4% of the Fed Reg - 4/22/98

voting shares of Community Bank Group, Inc., Eden Prairie, 

Minnesota.

3(a)(1) N.A. Corporation, Roseville, Minnesota, for prior approval to N/Avail

become a bank holding company through the acquisition of 100%

of the voting shares of North American Banking Company,

Roseville, Minnesota, a de novo bank.*

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, for prior approval N/Avail

to acquire 100% of the voting shares of Mountain Bancshares,

Inc., Newport, Minnesota.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4 (c)(8) Norwest Corporation, Minneapolis, Minnesota, to engage de novo 4/24/98

in underwriting and dealing in, to a limited extent, all types of debt

securities. 
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of

None 

Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

CIC The Korell Family Partnership, McCook, Nebraska; to acquire Newspaper - 04/21/98

voting shares of AmFirst Financial Services, Inc., McCook, Fed Reg - 04/21/98

Nebraska, and thereby indirectly acquire State Bank, Benkleman,

Nebraska, and AmFirst Bank, N.A., McCook, Nebraska.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

Membership First State Bank, Elkhart, Kansas, for prior approval to become a

member of the Federal Reserve System.

3(a)(1) Riegle Firstand Co., Hordville, Nebraska, for prior approval to become a

bank holding company through the acquisition of 100 percent of the

voting shares of First State Bank, Hordville, Nebraska.
Section V - Availability of CRA public evaluations

Description of the CRA Goal against which institutions are evaluated, the four performance levels, and the

institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which it has ascertained,

and helped meet, the credit needs of its entire delineated community, including low- and moderate-income

neighborhoods, in a manner consistent with its resources and capabilities.

The federal bank regulators use the following four performance levels to rate an institution’s performance under

CRA.:

Outstanding

Satisfactory

Needs to Improve

Substantial noncompliance

RSSD Examination CRA CRA

number Institution/ Location date public date rating

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

CIC Thomas Peters, et al, Walnut Springs, TX, to acquire an interest in Newspaper - 4/8/98

Southwestern Bancshares, Inc., Glen Rose, TX

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

Withdrawal Request by Silsbee State Bank, TX, to withdraw membership from

the Federal Reserve System

3(a)(1) Round Top Bancshares, Inc., Round Top, TX, to acquire South

Central Texas Commercial Corporation, Carson City, NV, and Round

Top State Bank, Round Top, TX

3(a)(1) South Central Texas Commercial Corporation, Carson City, NV, to

acquire Round Top State Bank, Round Top, TX
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and Notifications Filed During the Week of April 4, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application period

Ending date of comment

CIC Learner Family 1998 Trust, Walnut Creek, California, to acquire Newspaper - 4/17/98

all of the outstanding shares of Learner Financial Corporation, Fed Reg - 4/14/98

Walnut Creek, California.*

3(a)(5) Greater Bay Bancorp, Palo Alto, California, to acquire Pacific Newspaper - 4/19/98

Rim Bancorporation and its wholly-owned subisidary, Golden Fed Reg - 4/16/98

Gate Bank, both of San Francisco, California.*

3(a)(3) First Security Corporation, Salt Lake City, Utah, to acquire Newspaper - N/Avail

California State Bank, Covina, California * Fed Reg - N/Avail

* Subject to the provisions of the Community Reinvestment Act. 

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of

S/R Wells Fargo & Company, San Francisco, California, to purchase up to None

$379.5 million of its common stock between 4/01/98 and 6/30/98.

5(b) First Utah Bank, Salt Lake City, Utah, to engage in management None

consulting, courier services, and data processing activities through

Premier Data Corp, Salt Lake City, Utah.

Member Channel Island Bank, Oxnard, California, to become a member of the None

Federal Reserve System.

COM American MarineBank Employee Stock Ownership Plan, Bainbridge None

Island, Washington, requests relief of a commitment made not to incur

any debt without prior Federal Reserve approval, in connection with

its acquisition of 48.58 percent of American Marine Bank, Bainbridge

Island, Washington.

Foreign Wells Fargo & Company, San Francisco, California, to provide None

Acquisition certain export trade services through the establishment of Wells Fargo

HSBC Trade Company, San Francisco, California.
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

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.

The federal bank regulators use the following four performance levels to rate an institution's performance under

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

None

Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

None