Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 28

Week Ending July 11, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions July 5, 1998 to July 11, 1998

Bank Holding Companies

NationsBank Corporation, Charlotte, North Carolina, and BankAmerica 

Corporation, San Francisco, California -- scheduling of an additional day, July 10, 

1998, and a time change to 8:00 a.m. PDT for the public meeting to be held at the 

Federal Reserve Bank of San Francisco, 101 Market Street, San Francisco, 

California. 

- Announced, July 6, 1998 

Regulations And Policies

Regulation DD -- final amendment concerning calculation of the annual percentage 

yield (Docket R-0869).

- Approved, July 9, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
July 5, 1998 to July 11, 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

Bank of Suffolk, Suffolk, Virginia -- to establish a branch at 3216 Western Branch 

Boulevard, Chesapeake, Virginia.

- Approved, July 10, 1998 

Richmond

Dacotah Bank, Aberdeen, South Dakota -- to establish a branch in Aberdeen, South 

Dakota.

- Approved, July 10, 1998 

Minneapolis

First American Bank and Trust Company, Purcell, Oklahoma -- to establish a branch 

at 800 Northeast 12th Street, Norman, Oklahoma.

- Approved, July 9, 1998 

Kansas City

First Citizens Bank of Butte, Butte, Montana -- to establish a branch in Butte.

- Approved, July 10, 1998 

Minneapolis

Midwest Bank of McHenry County, Union, Illinois -- to establish a branch at 204 E. 

State Street, Island Lake, Illinois, and 5555 Bull Valley Road, McHenry, Illinois.

- Approved, July 7, 1998 

Chicago

Bank Holding Companies

Anchor Financial Corporation, Myrtle Beach, South Carolina -- to merge with 

ComSouth Bankshares, Inc., Columbia, South Carolina.

- Approved, July 7, 1998 

Richmond

Anchor Financial Corporation, Myrtle Beach, South Carolina -- to merge with M&M 

Financial Corporation, Marion, South Carolina.

- Approved, July 7, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Bank Holding Companies

BankAmerica Corporation, San Francisco, California, and Bank of America 

NT&SA -- request to increase the equity underwriting and dealing limits applicable 

to the foreign subsidiaries of Bank of America.

- Approved, July 8, 1998 

Director, BS&R

Community First Bankshares, Inc., Fargo, North Dakota -- to acquire Guardian 

Bancorp, Salt Lake City, Utah.

- Approved, July 6, 1998 

Minneapolis

Financial Bancshares, Inc., Holton, Kansas -- to acquire shares of Arizona 

Bancshares, Inc., Flagstaff, Arizona.

- Approved, July 9, 1998 

Kansas City

GBT Bancorp, Gloucester, Massachusetts -- to acquire Gloucester Bank & Trust 

Company.

- Approved, July 8, 1998 

Boston

Hawthorn Corporation, Mundelein, Illinois -- to acquire Hawthorn Bank.

- Approved, July 10, 1998 

Chicago

JDOB, Inc., Sandstone, Minnesota -- to acquire shares of Lakeland National Bank, 

Lino Lakes, Minnesota.

- Approved, July 8, 1998 

Minneapolis

JeffBanks, Haverford, Pennsylvania -- to engage in mortgage banking activities 

through acquisition of Pioneer Mortgages, Inc., Haddon Heights, New Jersey.

- Approved, July 7, 1998 

Philadelphia

(AC) = Addition or Correction Delegated - Page 2 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Bank Holding Companies

Larch Bancorporation, Larchwood, Iowa -- notice to acquire Exchange State 

Agency, Hills, Minnesota.

- Permitted, July 8, 1998 

Chicago

Minnwest Corporation, Minnetonka, Minnesota -- to engage de novo in lending and 

property leasing activities.

- Approved, July 10, 1998 

Minneapolis

MNB Bancorp, Milford, Massachusetts -- to become a bank holding company 

through reorganization and acquisition of Milford National Bank and Trust Company.

- Approved, July 8, 1998 

Boston

N.A. Corporation, Roseville, Minnesota -- to acquire North American Banking 

Company.

- Approved, July 6, 1998 

Minneapolis

Northwest Bancorp, MHC, Warren, Pennsylvania, and Northwest Bancorp, Inc. -- to 

acquire Corry Savings Bank, Corry, Pennsylvania.

- Approved, July 7, 1998 

Cleveland

Peoples Bancorporation, Inc., Easley, South Carolina -- to acquire Bank of 

Anderson, N.A., Anderson, South Carolina (a de novo bank).

- Approved, July 7, 1998 

Richmond

Peoples Service Company, Nixa, Missouri -- to acquire shares of Peoples Banking 

Company, Springfield, Missouri; Peoples Bank of the Ozarks, Nixa, Missouri; 

Citizens Bank of the Ozarks, Camdenton, Missouri; and Peoples Bank of Fordland, 

Fordland, Missouri.

- Approved, July 7, 1998 

St. Louis

(AC) = Addition or Correction Delegated - Page 3 of 11
H.2 Actions under delegated authority June 7, 1998 to June 13, 1998

Bank Holding Companies

PSB Bancorp, Inc., Philadelphia, Pennsylvania -- to acquire Pennsylvania Savings 

Bank.

- Approved, June 12, 1998 (AC)

Philadelphia

Rigler Investment Co., New Hampton, Iowa -- to acquire Figge Bancshares, Inc., 

Ossian, Iowa.

- Approved, June 10, 1998 (AC)

Chicago

Service Bancorp, Medway, Massachusetts -- to acquire shares of Summit Bancorp.

- Approved, July 10, 1998 

Boston

SNB Bancshares, Inc., Macon, Georgia -- to merge with Crossroads Bancshares, 

Inc., Perry, Georgia, and acquire Crossroads Bank of Georgia.

- Approved, July 9, 1998 

Atlanta

Summit Bancorp, Medway, Massachusetts -- to form a stock bank holding company 

through reorganization of Summit Bank.

- Approved, July 10, 1998 

Boston

Withee Bank Shares, Inc., Withee, Wisconsin -- to acquire Community Insurance 

Agency, Owen, Wisconsin, through Hometown Agency, Inc., and engage in 

insurance agency activities in a town under 5000.

- Approved, June 29, 1998 (AC)

Chicago

Bank Mergers

BancFirst, Oklahoma City, Oklahoma -- to merge with The Security Bank & Trust 

Company, Lawton, Oklahoma, and establish additional branches.

- Approved, July 9, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 4 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Bank Mergers

Exchange Bank & Trust Company, Perry, Oklahoma -- to merge with the Perry, 

Oklahoma, branch of BancFirst, Oklahoma City, Oklahoma, and establish an 

additional branch.

- Approved, July 8, 1998 

Kansas City

Banks, Foreign

Overseas Union Bank Limited, Singapore -- request to file an application under 

Regulation K to establish an office in the United States after consummation of its 

proposed merger with International Bank of Singapore Limited, Singapore.

- Approved, June 29, 1998 (AC)

General Counsel

Banks, State Member

First Illinois Bank, East St. Louis, Illinois -- request to withdraw proposed payment 

of a dividend.

- Granted, July 9, 1998 

St. Louis

M&I Bank of Shawano, Shawano, Wisconsin -- to purchase the assets and deposits 

of the Clintonville, Wisconsin, office of M&I Bank, S.S.B., Sheboygan, Wisconsin, 

and establish a branch at 60 10th Street, Clintonville, Wisconsin.

- Approved, July 10, 1998 

Chicago

Capital Stock

Avoca Company, Avoca, Nebraska -- redemption of shares.

- Approved, July 8, 1998 

Kansas City

Crockett County National Bancshares, Inc., Ozona, Texas -- redemption of shares.

- Approved, July 8, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Change In Bank Control

Avoca Company, Avoca, Nebraska -- change in bank control.

- Permitted, July 8, 1998 

Kansas City

Community Bancorp, Inc., Norwalk, Wisconsin -- change in bank control.

- Permitted, July 10, 1998 

Chicago

First of Waverly Corporation, Waverly, Iowa -- change in bank control.

- Permitted, July 9, 1998 

Chicago

First Pratt Bankshares, Inc., Pratt, Kansas -- change in bank control.

- Permitted, July 6, 1998 

Kansas City

Ringsmuth Family Limited Partnership, Wakefield, Michigan -- change in bank 

control.

- Permitted, July 6, 1998 

Minneapolis

Competitive Factors Reports

Big Sky Bancorp, Inc., Missoula, Montana -- report on competitive factors of the 

proposed merger with Sterling Financial Corporation, Spokane, Washington.

- Submitted, July 8, 1998 

San Francisco

Central National Bank & Trust Company, Enid, Oklahoma -- report on competitive 

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

the Blackwell, Oklahoma, branch of Superior Federal Bank, FSB, Fort Smith, 

Arkansas.

- Submitted, July 6, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 6 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Competitive Factors Reports

Charter One Financial, Inc., Cleveland, Ohio -- report on competitive factors of the 

proposed acquisition of Cuyahoga County Savings Association and proposed merger 

of Cuyahoga Savings Association into Charter One Bank, FSB.

- Submitted, July 10, 1998 

Cleveland

Community Trust Bank, N.A., Pikeville, Kentucky -- report on competitive factors 

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

branches of PNC Bank, N.A., Pittsburgh, Pennsylvania, in Winchester, Richmond, 

and Harrodsburg, Kentucky.

- Submitted, July 10, 1998 

Cleveland

Etowah Bank, Canton, Georgia -- report on competitive factors of the proposed 

merger with Etowah Interim Bank, Birmingham, Alabama.

- Submitted, July 8, 1998 

Atlanta

First Community Bank of Southwest Georgia, Bainbridge, Georgia -- report on 

competitive factors of the proposed merger with Bainbridge National Bank.

- Submitted, July 8, 1998 

Atlanta

First Tennessee Bank, N.A., Memphis, Tennessee -- report on competitive factors of 

the proposed merger with First Tennessee Bank, N.A., Mississippi, Southaven, 

Mississippi.

- Submitted, July 7, 1998 

St. Louis

Johnson County Bank, Overland Park, Kansas -- report on competitive factors of the 

proposed merger with Peoples National Bank.

- Submitted, July 6, 1998 

Kansas City

Legg Mason Trust Bank, F.S.B., Baltimore, Maryland -- report on competitive 

factors of the proposed merger with Legg Mason Trust Company.

- Submitted, July 7, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 7 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Competitive Factors Reports

McCurtain County National Bank, Idabel, Oklahoma -- report on competitive factors 

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

Idabel, Oklahoma, branch of Superior Federal Bank, FSB, Fort Smith, Arkansas.

- Submitted, July 6, 1998 

Kansas City

Pocahontas Federal Savings and Loan Association, Pocahontas, Arkansas -- report 

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

liabilities of the Brinkley, England, and Carlisle, Arkansas, branches of Superior 

Federal Bank, F.S.B., Fort Smith, Arkansas.

- Submitted, July 7, 1998 

St. Louis

Realty and Mortgage Investors of the Pacific, Ltd., Honolulu, Hawaii -- report on 

competitive factors of the proposed merger with Bank of Hawaii.

- Submitted, July 8, 1998 

San Francisco

Regions Bank, Birmingham, Alabama -- report on competitive factors of the 

proposed merger with Kilgore First National Bank, Kilgore, Texas; Lufkin National 

Bank, Lufkin, Texas; The Stone Fort National Bank of Nacogdoches, Nacogdoches, 

Texas; Tyler Bank and Trust, Tyler, Texas; The First National Bank of Palestine, 

Palestine, Texas; Arkansas State Bank, Clarksville, Arkansas; First Commercial 

Bank-Rogers, Rogers, Arkansas; Clinton State Bank, Clinton, Arkansas; The First 

National Bank of Conway, Conway, Arkansas; Morrilton Security Bank, N.A., 

Morrilton, Arkansas; First National Bank of Russellville, Russellville, Arkansas; 

Arkansas Bank and Trust Company, Hot Springs, Arkansas; Benton State Bank, 

Benton, Arkansas; Citizens First Bank, Arkadelphia, Arkansas; Commercial Bank, 

N.A., Little Rock, Arkansas; The First National Bank of Nashville, Nashville, 

Arkansas; First National Bank, Searcy, Arkansas; and First Bank of Arkansas, 

Jonesboro, Arkansas.

- Submitted, July 8, 1998 

Atlanta

Republic Bank, Torrance, California -- report on competitive factors of the proposed 

merger with First Bank & Trust, Newport Beach, California.

- Submitted, July 8, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 8 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Competitive Factors Reports

Security State Bank of Lewiston, Lewiston, Minnesota -- report on competitive 

factors of the proposed merger with Security State Bank of Wykoff, Wykoff, 

Minnesota.

- Submitted, July 7, 1998 

Minneapolis

Shelby State Bank, Shelby, Michigan -- report on competitive factors of the 

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

Fruitport, Michigan, branch of First of America Bank, N.A., Kalamazoo, Michigan.

- Submitted, July 10, 1998 

Chicago

Extensions Of Time

America's First Bancorp, Inc., Washington, D.C. -- extension of time to acquire 

America's First Bank, N.A., Washington, D.C. (a de novo bank).

- Approved, July 6, 1998 

Richmond

Asahi Bank, Ltd., Tokyo, Japan -- extension to September 30, 1998, to file Annual 

Report of Foreign Banking Organizations (FR Y-7).

- Granted, June 24, 1998 (AC)

San Francisco

Community Banks of Florida, Inc., Naples, Florida -- extension to October 7, 1998, 

to acquire Community Bank of Naples, N.A.

- Granted, July 7, 1998 

Atlanta

Cortland Savings and Banking Company, Cortland, Ohio -- extension to December 

31, 1998, to establish a branch at the intersection of Routes 44 and 82, Mantua, Ohio.

- Granted, July 8, 1998 

Cleveland

Cumberland Bancorp, Inc., Carthage, Tennessee -- extension to October 7, 1998, to 

acquire The Bank of Mason, Mason, Tennessee.

- Granted, July 7, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 9 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

Extensions Of Time

Dai-Ichi Kangyo Bank, Limited, Tokyo, Japan -- extension to August 17, 1998, to 

file Annual Report of Foreign Banking Organizations (FR Y-7).

- Granted, July 6, 1998 

San Francisco

Exchange State Bank Corp., Carsonville, Michigan -- extension to October 11, 1998, 

to acquire Exchange State Bank.

- Granted, July 7, 1998 

Chicago

First State Bancshares, Inc., Farmington, Missouri -- extension to July 29, 1998, to 

acquire shares of Perry County Financial Corporation, Perryville, Missouri.

- Granted, June 16, 1998 (AC)

St. Louis

FirstBank Holding Company of Colorado ESOP, Lakewood, Colorado -- extension 

to October 21, 1998, to acquire FirstBank Holding Company of Colorado.

- Granted, July 9, 1998 

Kansas City

HB Financial Corp, Highlands, Texas, and HB Financial Corp of Delaware, 

Wilmington, Delaware -- extension to July 31, 1998, to acquire Highlands Bank, 

Highlands, Texas.

- Granted, July 6, 1998 

Dallas

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

Texas -- extension to September 28, 1998, to acquire Keene Bancorp, Inc., and First 

State Bank.

- Granted, July 8, 1998 

Dallas

Norwest Corporation, Minneapolis, Minnesota -- 90-day extension to acquire shares 

of CheckFree Corporation, Norcross, Georgia.

- Granted, July 6, 1998 

Minneapolis

(AC) = Addition or Correction Delegated - Page 10 of 11
H.2 Actions under delegated authority July 5, 1998 to July 11, 1998

International Operations

J.P. Morgan & Co., Inc., New York, New York -- waiver of the remainder of the 45-

day notification period to make an additional investment, through J.P. Morgan 

Global Capital, Limited, in Almacenes Exito, S.A., Envigado, Antioquia, Colombia.

- Granted, July 6, 1998 

Director, BS&R

Membership

Bank of Durango, Durango, Colorado -- to become a member of the Federal Reserve 

System.

- Approved, July 8, 1998 

Kansas City

M&I Bank, S.S.B., Sheboygan, Wisconsin -- to become a member of the Federal 

Reserve System.

- Approved, July 8, 1998 

Chicago

Valencia National Bank, San Clarita, California -- to retain membership in the 

Federal Reserve System on conversion from a national charter to a state charter with 

the name Valencia Bank & Trust.

- Approved, July 7, 1998 

San Francisco

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Androscoggin Bancorp, MHC and Androscoggin Bancorp, Inc.,

both of Lewiston, Maine – application to become a mutual bank

holding company and a bank holding company, respectively,

through the reorganization of Androscoggin Savings Bank,

Lewiston, Maine

Newspaper – 08/06/98

Fed Reg - 08/07/98

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.

The federal bank regulators use the following four 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, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Mr. John Soldoveri, Totowa, New Jersey, to acquire additional

outstanding common stock of Greater Community Bancorp,

Totowa, New Jersey, thereby increasing the shares held from 9

percent to more than 10 percent, but less than 25 percent, of the

outstanding common stock.

07/24/98*

3(a)(1) Piraeus Bank, S.A., Athens, Greece, to become a bank holding

company by acquiring 56 percent of the voting stock of Marathon

Banking Corporation, Astoria, New York.

08/03/98*

* Fed Reg - Federal Register Comment Period Ending Date

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Deutsche Bank AG, Frankfurt am Main, Germany, to acquire

indirectly through its wholly-owned subsidiary, German American

Capital Corporation, New York, New York, ownership and control

of a 33.33 percent interest in Bouclier Vert Limited, L.L.C. d/b/a

Green Shield Limited, L.L.C., Woodbury, New Jersey, and thereby

engage in residential mortgage warehouse lending, pursuant to

Section 225.28(b)(1) of the Board’s Regulation Y.

07/20/98
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.

The federal bank regulators use the following four 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, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Summit Bank, Bethlehem, PA, to establish branch offices at

Pathmark Supermarket, 140 North McDade Boulevard, Glenolden,

Delaware County, PA, and at Genuardi’s Family Market, 1925

Norristown Road, Maple Glen, Montgomery County, PA

7/31/98

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.

The federal bank regulators use the following four 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

1404968 First Commercial Bank of

Philadelphia, Philadelphia, PA

5/28/98 7/10/98 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received application from Citizens Banking Company, Sandusky,

OH on July 10, 1998, to establish a branch at 408 East Cleveland

Rd., Huron, OH.

*Not Yet Known

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

Type Application

Ending date of

comment period

CIC Change in Control notice received on July 9, 1998, filed by the

Friedley and MacGilivary Families to retain ownership of their

investment in the outstanding voting shares of Union Bancorp,

Inc., West Mansfield, OH.

*Fed Reg – 07/31/98

CIC Change in Control notice received on July 10, 1998, filed by the

Brown Family to retain ownership of their investment in the

outstanding voting shares of Allegheny Valley Bancorp,

Pittsburgh, PA.

*Fed Reg – 07/31/98

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

INV Received prior notice from National City Bank, Cleveland, OH on

July 9, 1998, to establish National City Canada, Inc., Toronto,

Canada, through Ohio National Corporation Trade Services.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Hampton Roads, Chesapeake, Virginia, to establish

 a branch at 4037 East Little Creek Road, Norfolk, Virginia.*

7-30-1998

Branch Metro-County Bank of Virginia, Inc., Mechanicsville, Virginia, to

establish a branch at 5419 Lakeside Avenue, Richmond, Virginia.*

8-5-1998

Branch First Virginia Bank-Mountain Empire, Abingdon, Virginia, to

establish a branch at 3000 Lee Highway, Bristol, Virginia.*

8-7-1998

Branch FCNB Bank, Frederick, Maryland, to establish a branch at 1777

Reisterstown Road, Pikesville, Maryland.*

8-10-1998

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

Type Application

Ending date of

comment period

4(c)(8) Carolina First Corporation, Greenville, South Carolina, to

acquire Poinsett Financial Corporation, Travelers Rest, South

Carolina.*

Fed Reg – N/Avail

Newspaper – 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

3(a)(1) Heritage Bancorp, Inc., McLean, Virginia, to become a bank

holding company through the acquisition of 100% of the voting

shares of The Heritage Bank, McLean, Virginia.

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.

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

CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) The Peoples Bank and Trust Company, Selma, Alabama, to merge

with The Bank of Tallassee, Tallassee, Alabama.

7/31/1998*

*Subject to provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(5) First American Corporation, Nashville, Tennessee, to merge with

CSB Financial Corporation, Ashland City, Tennessee, and thereby

acquire Cheatham State Bank, Kingston Springs, Tennessee.

Fed Reg – 7/31/1998*

*Subject to provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

680130 Citizens Trust Bank

Post Office Box 4485

Atlanta, GA 30302

(404) 653-2800

3/9/1998 7/5/1998 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18c & Branch M&I Bank of Shawano

Shawano, Wisconsin

 M&I Bank S.S.B.,

 Sheboygan, Wisconsin

 60 10th Street

 Clintonville, Wisconsin

Newspaper – 07/04/1998

18c & Branch Johnson Bank

Racine, Wisconsin

 Johnson Bank N.A.

 Janesville, Wisconsin

 2636 Hwy 51 South,

 1 South Main Street,

 1309 Wright Road,

 2021 Holiday Drive

 all in Janesville, Wisconsin

 4600 American Parkway

 Madison, Wisconsin

Newspaper – 08/03/1998

Branch Irwin Union Bank and Trust Company

Columbus, Indiana

 528 College Avenue and

 1175 College Mall Road

 Bloomington, Indiana

Newspaper – 07/08/1998

* Subject to the provisions of the Community Reinvestment Act

 Newspaper - Newspaper Comment Period Ending Date

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

Type Application

Ending date of

comment period

CIC PSB Corporation

Wellsburg, Iowa

 by PSB Corporation ESOP with 401(k) provision

Fed Reg – 06/19/1998

Newspaper – 06/26/1998
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(5) Old Kent Financial Corporation*

Grand Rapids, Michigan

 First Evergreen Corporation

 Evergreen Park, Illinois

 First National Bank of Evergreen Park

 Evergreen Park, Illinois

Fed Reg – 07/27/1998

Newspaper – 07/17/1998

CIC Citizens Holding Company

Sac City, Iowa

 by John W. Lange & Thomas J. Lange

Fed Reg – 07/27/1998

Newspaper – 07/20/1998

CIC Madison Holding Company

Winterset, Iowa

 by Gene C. Lange

Fed Reg – 07/27/1998

Newspaper – 07/21/1998

3(a)(3) The Connor Trusts*

Marshfield, Wisconsin

 Pioneer Bancorp, Inc.

 Auburndale, Wisconsin

 Pioneer Bank

 Auburndale, Wisconsin

Fed Reg – 07/17/1998

Newspaper – N/Avail

4(c)(8) Northern Trust Corporation

Chicago, Illinois

 Northern Trust Bank, Federal Savings Bank (in organization)

 Bloomfield Hills, Michigan

Fed Reg – 07/24/1998

Newspaper – 07/20/1998

CIC First Bancshares, Inc.

Highland, Indiana

 by Patricia Lee Joseph

Fed Reg – 07/29/1998

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

S/R Madison Holding Company

Winterset, Iowa

 To redeem 482 shares of common stock and 5,594 shares of

 preferred stock

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.

The federal bank regulators use the following four 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

566841 M&I Bank - Fox Valley

221 W. College Avenue

P.O. Box 239

Appleton, Wisconsin 54912

(920) 738-3800

12/15/1997 7/8/1998 S X

61645 M&I Central State Bank

50 Pearl Avenue

P.O. Box 948

Oshkosh, Wisconsin 54901

(414) 236-5300

2/13/1998 7/10/1998 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Notice involving Hbancorporation, Inc., Lawrenceville, Illinois,

by HBancorporation, Inc. Employee Stock Ownership Plan,

Lawrenceville, Illinois (previously reported during the week ending

July 11, 1998).

Fed Reg – 7/22/1998

3(a)(3) * Notice by Arvest Bank Group, Inc., Bentonville, Arkansas, to

acquire Ameribank Corporation, Shawnee, Oklahoma.

Newspaper – 8/6/1998

Fed Reg – N/Avail

3(a)(3) * Notice by Arvest Bank Group, Inc. Bentonville, Arkansas, to

acquire United Oklahoma Bancshares, Inc., Del City, Oklahoma.

Newspaper – 8/7/1998

Fed Reg – N/Avail

3(a)(1) * Notice by Bodcaw Bancshares, Inc., Stamps, Arkansas, to

acquire Bodcaw Bank, Stamps, Arkansas.

Newspaper – 8/1/1998

Fed Reg – N/Avail

CIC Notice involving Ballard Kevil Bancorp, Inc., Kevil, Kentucky,

by David Lawrence Blaine, Kevil, Kentucky.

Newspaper – 7/29/1998

* 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.

The federal bank regulators use the following four 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

724052 Farmer’s & Merchants

Hannibal, Missouri

3/30/1998 7/8/1998 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) & Branch First Community Bank, Glasgow, Montana, for prior approval to

merge with Cheyenne Western Bank, Ashland, Montana, and

incident thereto establish a branch.*

N/Avail

Branch Ravalli County Bank, Hamilton, Montana, to establish a branch in

Stevensville, Montana.*

7/10/1998

* 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 Thomas J. Sexton to acquire control of 26.7% of the voting shares

of Yellow Medicine Bancshares, Inc., Granite Falls, Minnesota.

7/30/1998

(Fed Reg)

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.

The federal bank regulators use the following four 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

632250 F&M Bank-Landmark

Clear Lake, Wisconsin

3/30/1998 7/7/1998 S X

904256 F&M Bank-Lakeland

Woodruff, Wisconsin

4/6/1998 7/7/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) / 3(a)(5) Commerce Bancshares, Inc., Kansas City, Missouri, and its wholly

owned subsidiary, CBI-Kansas, Inc., Kansas City, Missouri; to

acquire and thereby merge with Columbus Bancshares, Inc.,

Colombus, Kansas, and thereby indirectly acquire Columbus State

Bank, Columbus, Kansas.

Newspaper – 08/01/1998

Fed Reg – 07/30/1998

CIC / S/R Ronald F. Tanner, Cornville, Arizona, and Rex K. Alexander,

Tulsa, Oklahoma, for prior approval to acquire voting shares of

BOC Banshares, Chouteau, Oklahoma; and BOC Banshares,

Chouteau, Oklahoma, to redeem 1,615 shares of its own voting

common stock.

Newspaper – N/Avail

Fed Reg – 07/29/1998

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.

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

CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, July 11, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) First National Bank Group, Inc., Edinburg, TX, to acquire

Nueces National Bank, Corpus Christi, TX*

Fed Reg – 08/07/1998

Newspaper – 08/01/1998

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

Marfa Delaware Bancshares, Inc., Wilmington, DE, and

Marfa National Bank, Marfa, TX*

(Previously reported the week ending July 4, 1998)

Fed Reg – 07/31/1998

Newspaper – 07/25/1998

3(a)(1) Marfa Delaware Bancshares, Inc., Wilmington, DE,

to acquire Marfa National Bank, Marfa, TX*

(Previously reported the week ending July 4, 1998)

Fed Reg – 07/31/1998

Newspaper – 07/25/1998

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

First Alpine, Inc., Alpine, TX, Alpine Delaware Financial

Corporation, Dover, DE, and First National Bank, Alpine,

TX*

(Previously reported the week ending July 4, 1998)

Fed Reg – 08/03/1998

Newspaper – 07/25/1998

3(a)(3) Prosperity Bancshares, Inc., El Campo, TX, to acquire

Union State Bank, East Bernard, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

4(c)(8) Lone Star National Bancshares Texas, Inc., Pharr, TX,

notice to engage in securities brokerage activities, riskless

principal transactions, private placement activities, and

underwriting and dealing in government obligations and

money market instruments

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.

The federal bank regulators use the following four 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

203856 Citizens Bank & Trust Co.

1300 Rollingbrook Dr.

Baytown, TX 77521

03/30/1998 07/11/1998 S X

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, July 11, 1998

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.

The federal bank regulators use the following four 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.

RSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

697763 West America Bank

4550 Mangels Blvd.

Fairfield, CA 94585

(707) 422-7879

2/23/98 7/06/98 S X

982263 Santa Lucia Bank

7489 El Camino Real

Atascadero, CA

(805) 466-7087

3/09/98 7/08/98 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