Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 8

Week Ending February 19, 2000

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions February 13, 2000 to February 19, 2000

Testimony And Statements

Monetary policy objectives -- statement by Chairman Greenspan before the House 

Committee on Banking and Financial Services on February 17, 2000.

- Authorized, February 14, 2000 

Regulations And Policies

Risk-based capital standards -- proposed revisions by the federal bank regulatory 

agencies of risk-based capital requirements for certain obligations related to 

securitized transactions.

- Announced, February 17, 2000 

(AC) = Addition or Correction Board - Page 1 of 1
February 13, 2000 to February 19, 2000

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Colonial Bank, Montgomery, Alabama -- to establish a branch at West 12th Avenue 

and 49th Street, Hialeah, Florida.

- Approved, February 14, 2000 

Atlanta

Compass Bank, Birmingham, Alabama -- to establish branches at 34905 Emerald 

Coast Parkway, Destin, Florida, and 3805 AIA South, St. Augustine.

- Approved, February 17, 2000 

Secretary

F&M Bank-Wisconsin, Pulaski, Wisconsin -- to establish a branch at 160 East 

Pulaski Street.

- Approved, February 18, 2000 

Chicago

Lake Forest Bank & Trust Company, Lake Forest, Illinois -- to establish a branch at 

128-130 Washington Street, Highwood.

- Approved, February 18, 2000 

Chicago

M&I Northern Bank, Brookfield, Wisconsin -- to establish a branch at 730 Fox 

Street, Mukwonago.

- Approved, February 18, 2000 

Chicago

PNB Financial Bank, Lubbock, Texas -- to establish a branch at 17304 Preston 

Road, Dallas.

- Approved, February 16, 2000 

Dallas

Santa Lucia Bank, Atascadero, California -- to establish a branch at 1801 South 

Broadway, Santa Maria.

- Approved, February 16, 2000 

San Francisco

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority February 13, 2000 to February 19, 2000

Bank Branches, Domestic

Somerset Trust Company, Somerset, Pennsylvania -- to establish a branch at 1416 

Scalp Avenue, Johnstown.

- Approved, February 14, 2000 

Cleveland

Summit Bank, Bethlehem, Pennsylvania -- to establish branches at supermarkets at 

5005 Edgemont Avenue, Brookhaven; 4160 Monument Road, Philadelphia; 840 

Cottman Avenue; and 8700 Frankford Avenue.

- Approved, February 17, 2000 

Philadelphia

Summit Bank, Hackensack, New Jersey -- to establish a branch at a supermarket at 

757 Route 15 South, Lake Hopatcong.

- Approved, February 15, 2000 

New York

SunTrust Bank, Atlanta, Georgia -- to establish a branch at Snowden River Parkway 

and Waterloo Road, Columbia, Maryland.

- Approved, February 16, 2000 

Atlanta

Bank Holding Companies

Bank of America Corporation, Charlotte, North Carolina; First Union Corporation; 

BB&T Corporation, Winston-Salem; Wachovia Corporation; BancWest 

Corporation, Honolulu, Hawaii; SunTrust Banks, Inc., Atlanta, Georgia; and Zions 

Bancorporation, Salt Lake City, Utah -- to acquire through Star Systems, Inc., 

Maitland, Florida, shares of Bank Network Securities, Chicago, Illinois, and thereby 

engage in extending credit and servicing loans, leasing personal or real property, 

financial and investment advisory services, agency transactional services, and cash 

management services.

- Approved, February 18, 2000 

Secretary

BB&T Corporation, Winston-Salem, North Carolina -- modification of a 

commitment.

- Approved, February 18, 2000 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority February 13, 2000 to February 19, 2000

Bank Holding Companies

Centra Financial Holdings, Inc., Morgantown, West Virginia -- to become a bank 

holding company through the acquisition of Centra Bank, Inc.

- Approved, February 16, 2000 

Richmond

Columbia Bancorp, Columbia, Maryland -- to merge with Suburban Bancshares, 

Inc., Greenbelt.

- Approved, February 17, 2000 

Richmond

Commonwealth Bancshares, Inc., Shelbyville, Kentucky -- to acquire 

Commonwealth Financial Corporation, Louisville, and Commonwealth Bank and 

Trust Company.

- Approved, February 18, 2000 

St. Louis

Community Bancshares, Inc., Joseph, Oregon -- to engage de novo in the purchase 

of discounted contracts receivable secured by real estate through its subsidiary, 

Citizens Title and Escrow Services, Inc., Enterprise.

- Approved, February 15, 2000 

San Francisco

The First Security Group, Inc., Deer Lodge, Montana -- to acquire shares of First 

Security Bank of Deer Lodge.

- Returned, February 14, 2000 

Minneapolis

HSB Bancorp, Inc., Hebron, Maryland -- to become a bank holding company 

through the acquisition of Hebron Savings Bank.

- Approved, February 15, 2000 

Richmond

Mesquite Financial Services, Inc., Alice, Texas -- to acquire Falfurrias State Bank, 

Falfurrias.

- Approved, February 18, 2000 

Dallas

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority February 13, 2000 to February 19, 2000

Bank Holding Companies

Snyder Holding Corporation, Kittanning, Pennsylvania, and F&A Financial 

Company -- to acquire F&A Financial Corporation.

- Approved, February 16, 2000 

Cleveland

Bank Mergers

Ravalli County Bank, Hamilton, Montana -- to acquire certain assets and assume 

certain liabilities of the Hamilton branch of Glacier Bank, Kalispell; and to establish a 

branch in Hamilton.

- Approved, February 15, 2000 

Minneapolis

Capital Stock

K. Roberts, Inc., Hendrum, Minnesota -- redemption of stock.

- Approved, February 14, 2000 

Minneapolis

Change In Bank Control

Augusta Financial Corporation, Augusta, Wisconsin -- change in bank control.

- Permitted, February 14, 2000 

Minneapolis

Caprice Corporation, Augusta, Wisconsin -- change in bank control.

- Permitted, February 14, 2000 

Minneapolis

First Olathe Bancshares, Inc., Kansas City, Missouri -- change in bank control.

- Permitted, February 15, 2000 

Kansas City

Kimberly Leasing Corporation, Augusta, Wisconsin -- change in bank control.

- Permitted, February 14, 2000 

Minneapolis

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority February 13, 2000 to February 19, 2000

Change In Bank Control

LBT Bancshares, Inc., Litchfield, Illinois -- change in bank control.

- Permitted, February 17, 2000 

St. Louis

Security Bancshares of Pulaski County, Inc., St. Robert, Missouri -- change in bank 

control.

- Permitted, January 3, 2000 (AC)

St. Louis

Competitive Factors Reports

Bank One, National Association, Chicago, Illinois -- reports on competitive factors 

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

American National Bank and Trust Company of Chicago; and of American National's 

proposed purchase of certain assets and assumption of certain liabilities of Bank One.

- Submitted, February 15, 2000 

Chicago

C.B. Interim Bank, St. Louis, Missouri -- report on competitive factors of the 

proposed merger with Concord Bank.

- Submitted, February 16, 2000 

St. Louis

Community Bank of Marshall, Marshall, Missouri -- report on competitive factors of 

the proposed purchase of assets and assumption of liabilities of the Waverly branch 

of Pinnacle Bank, Papillion, Nebraska.

- Submitted, February 15, 2000 

Kansas City

CSBI Bank, Grimes, Iowa -- report on competitive factors of the proposed merger 

with City State Bank and Norwalk-Cumming State Bank, Norwalk.

- Submitted, February 15, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority February 13, 2000 to February 19, 2000

Competitive Factors Reports

East Stroudsburg Savings Association, Stroudsburg, Pennsylvania -- report on 

competitive factors of the proposed purchase of a branch of Pioneer American Bank, 

N.A., at a supermarket on Route 611.

- Submitted, February 8, 2000 (AC)

Philadelphia

Extraco Banks, National Association, Temple, Texas -- report on competitive factors 

of the proposed merger with Guaranty Bank and Trust Company, Gatesville.

- Submitted, February 16, 2000 

Dallas

Falfurrias State Bank, Falfurrias, Texas -- report on competitive factors of the 

proposed merger with Falfurrias Acquisition Corporation.

- Submitted, February 16, 2000 

Dallas

Farmers First Bank, Lititz, Pennsylvania -- report on competitive factors of the 

proposed merger with First Capitol Bank, York.

- Submitted, February 18, 2000 

Philadelphia

The First National Bank of Farmington, Farmington, New Mexico -- report on 

competitive factors of the proposed consolidation with Capital Bank, Albuquerque, 

under the charter and title of Wells Fargo Bank New Mexico, N.A.

- Submitted, February 16, 2000 

San Francisco

First National Bank, Goodland, Kansas -- report on competitive factors of the 

proposed merger with Kirk State Bank, Kirk, Colorado.

- Submitted, February 15, 2000 

Kansas City

First National Bank, Sallisaw, Oklahoma -- report on competitive factors of the 

proposed merger with First National Bank of Roland, Roland.

- Submitted, February 15, 2000 

Kansas City

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority February 13, 2000 to February 19, 2000

Competitive Factors Reports

First State Bank of Texas, Denton, Texas -- report on competitive factors of the 

proposed merger with Austin County State Bank, Bellville.

- Submitted, February 15, 2000 

Dallas

Hillsborough Savings Bank, Inc., SSB, Hillsborough, North Carolina -- report on 

competitive factors of the proposed merger with NBC Bank, FSB, Knoxville, 

Tennessee.

- Submitted, February 14, 2000 

St. Louis

Rancho Santa Fe National Bank, Rancho Santa Fe, California -- report on 

competitive factors of the proposed merger with RSF Interim Bank, a de novo bank.

- Submitted, February 17, 2000 

San Francisco

Sentenial Community Bank, Sonora, California -- report on competitive factors of 

the proposed merger with Western Sierra National Bank, Cameron Park.

- Submitted, February 16, 2000 

San Francisco

South Milwaukee Savings Bank, South Milwaukee, Wisconsin -- report on 

competitive factors of the proposed merger with Mitchell Savings Bank, Greenfield.

- Submitted, February 15, 2000 

Chicago

Southern Bank and Trust Company, Mount Olive, North Carolina -- report on 

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

of the Battleboro, Nashville, and Sharpsburg branches of Triangle Bank, Raleigh.

- Submitted, February 16, 2000 

Richmond

Staten Island Savings Bank, Staten Island, New York -- report on competitive 

factors of the proposed purchase of a branch of North Fork Bank at a supermarket at 

985 Richmond Avenue.

- Submitted, February 17, 2000 

New York

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority February 13, 2000 to February 19, 2000

Extensions Of Time

Bayerische Hypound Vereinsbank AG, Munich, Germany; and Deutsche Bank AG, 

Frankfurt -- extension to May 10, 2000, to invest in Identrus, LLC, New York, New 

York, and thereby engage de novo in digital certification and data processing and 

transmission activities.

- Granted, February 16, 2000 

New York

First American Bank, Carpentersville, Illinois -- extension to March 1, 2001, to 

establish a branch at 4611 West Golf Road, Skokie.

- Granted, February 14, 2000 

Chicago

Inwood Bancshares, Inc., Dallas, Texas, and Inwood Delaware, Inc., Dover, 

Delaware -- extension to May 12, 2000, to acquire Provident Bank, Dallas.

- Submitted, February 16, 2000 

Dallas

Iowa State Bank Holding Company, Des Moines, Iowa -- extension to May 15, 

2000, to engage de novo through its subsidiary, Capitol Partners, LC, in community 

development activities.

- Granted, February 14, 2000 

Chicago

Membership

Arvest Bank, Huntsville, Arkansas -- membership in the Federal Reserve System on 

its conversion to a state- chartered bank.

- Approved, February 17, 2000 

St. Louis

Valley Bank, Roanoke, Virginia -- membership in the Federal Reserve System.

- Approved, February 17, 2000 

Richmond

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Second Quarter of 2000

Institution Location

Union Trust Company Ellsworth, Maine

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

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

Chicago, Illinois and San Francisco, California.

Newspaper – N/Avail

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

office in Boston, Massachusetts.

Newspaper – N/Avail

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

representative office in New York, New York.

Newspaper – N/Avail

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

representative office in Miami, Florida.

Newspaper – N/Avail

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

establish a federally licensed uninsured branch in Greenwich,

Connecticut.

Newspaper – N/Avail

18(c) The Chase Manhattan Bank, New York, New York (“CMB”), to

merge Chase Bank of Texas, Houston, Texas, with and into

CMB, and incident thereto, to establish branches.*

Newspaper – 03/05/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

None
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) UBS AG, Zurich, Switzerland, to acquire 24.9 percent of the

voting shares of Prediction Company LLC, Santa Fe, New

Mexico, and thereby engage in data processing and investment

advisory activities.

Fed Reg – N/Avail

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

Type Application

Riegle TLNB Financial Corp., Tupper Lake, New York, to become a

bank holding company with respect to The Tupper Lake

National Bank, Tupper Lake, New York.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Second Quarter of 2000

Institution Location

First Republic Bank Philadelphia, PA

American Bank Allentown, PA

Asian Bank Philadelphia, PA

Republic First Bank of Delaware Wilmington, DE

Bryn Mawr Trust Co Bryn Mawr, PA

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice from Somerset Trust Company, Somerset, PA

on 02/14/2000 of its intent to establish a branch at 1416 Scalp

Avenue, Jonstown, PA.

02/07/2000

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Second Bank & Trust, Culpeper, Virginia, to operate a mobile

branch by providing a courier service to pick up non-cash

deposits from business customers at locations in the city of

Harrisonburg, Virginia, and in Rockingham County, Virginia.*

Newspaper – 02/24/2000

Branch The Bank of Floyd, Floyd, Virginia, to establish a branch at

2105 Roanoke Street, Christiansburg, Virginia .*

Newspaper – 02/28/2000

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

600222 F&M Bank-Peoples

21 Main Street

Warrenton, Virginia 20186

11/15/1999 02/13/2000 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) The Bank, Warrior, Alabama, to merge with Emerald Coast

Bank, Panama City, Florida, and C & L Bank, Bristol, Florida.

N/Avail*

*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)(1) Apalachicola State Banking Corporation, Apalachicola, Florida,

to become a bank holding company by acquiring Apalachicola

State Bank, Apalachicola, Florida.

N/Avail

CIC Apalachicola State Banking Corporation, Apalachicola, Florida,

prior notification filed by Shuler Holdings Ltd., Apalachicola,

Florida (Thomas Michael Shuler and Jay Gordon Shuler), to

acquire 21.6 percent of the outstanding shares of Apalachicola

State Banking Corporation, Apalachicola, Florida.

N/Avail

3(a)(3) First Central Bancshares, Inc., Lenoir City, Tennessee, to

acquire First Central Bank of Monroe County, Sweetwater,

Tennessee (in organization).

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

COM Community Bancshares of Mississippi, Inc., Employee Stock

Ownership Plan, Brandon, Mississippi, commitment waiver

request.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

697633 Compass Bank

Post Office Box 1108

Montgomery, Alabama 36101

(334) 240-5000

03/08/1999 02/17/2000 S X

1160732 Southern Security Bank

Post Office Box 6699

Hollywood, Florida 33081

(954) 985-3900

10/25/1999 02/13/2000 S X
Section VI – CRA examinations scheduled for Second Quarter of 2000

Institution Location

First Florida Bank Naples, Florida

Palm Beach County Bank Boynton Beach, Florida

AmSouth Bank Birmingham, Alabama

Bank of Murfreesboro Murfreesboro, Tennessee

Auburn Bank Auburn, Alabama

Provident Bank Sarasota, Florida

Bay Bank Theodore, Alabama

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other

circumstances.
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) &

 Branch

CSB Bank, Capac, Michigan, for prior approval to purchase two

branch offices of Old Kent Bank, Grand Rapids, Michigan. The

branches are located at 3 North Main Street, Yale, Michigan,

and 81111 Main Street, Memphis, Michigan.*

Newspaper – 03/01/2000

Branch Baylake Bank, Sturgeon Bay, Wisconsin, for prior approval to

establish branch offices at 124 North Adams Street, Green Bay,

Wisconsin, and 960 Hanson Road, Ashwaubenon, Wisconsin*

Newspaper – 02/25/2000

18(c) &

 Branch

Peoples State Bank of Mansfield, Mansfield, Illinois, for prior

approval to merge with Weldon State Bank & Trust, Weldon,

Illinois, and to establish branch offices at Maple & Oak,

Weldon, Illinois, and 502 E. Oak, Mahomet, Illinois*

Newspaper – N/Avail

Branch First American Bank, Carpentersville, Illinois, for prior approval

to establish a branch office at Rolling Meadows Shopping

Center, the intersection of Golf Road and Algonquin Road,

Rolling Meadows, Illinois*

Newspaper – 03/06/2000

Branch First American Bank, Carpentersville, Illinois, for prior approval

to establish a branch office at the southwest corner of Grand

Avenue (State Road 132) and Stonebrook Drive, Gurnee,

Illinois*

Newspaper – 03/06/2000

Branch M&I Northern Bank, Brookfield, Wisconsin, for prior approval

to establish a branch office at 730 Fox Street, Mukwonago,

Wisconsin*

Newspaper – 01/20/2000

18(c) &

 Branch

Citizens Bank, Flint, Michigan, for prior approval to acquire 3

branch offices of Great Lakes National Bank Michigan, Ann

Arbor, Michigan. The offices are located at 1100 West Argyle,

1111 North Street, and 2229 4th Street, all in Jackson, Michigan*

Newspaper – N/Avail

Branch Old Kent Bank, Grand Rapids, Michigan, for prior approval to

establish a branch office at 23000 Michigan Avenue, Dearborn,

Michigan*

Newspaper – 02/14/2000

Branch Old Kent Bank, Grand Rapids, Michigan, for prior approval to

establish a branch office at 26400 Ford Road, Dearborn Heights,

Michigan*

Newspaper – 02/14/2000

* Subject to the provisions of the Community Reinvestment Act
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

4(c)(8) Heartland Bancshares, Inc., Lenox, Iowa, to acquire a savings

association. First Community National Bank, Corning, Iowa, a

subsidiary of Heartland, has applied to the Office of Thrift

Supervision to convert its charter to a federal savings bank,

change its name to Union Bank USA, and relocate its head

office to Lenox, Iowa.

Fed Reg – 03/14/2000

Newspaper – N/Avail

3(a)(1) The Leaders Group, Inc., Oak Brook, Illinois, for prior approval

to become a bank holding company through the acquisition of

100 percent of the voting shares of The Leaders Bank (in

organization), Oak Brook, Illinois*

Fed Reg – 02/22/2000

Newspaper – 03/06/2000

3(a)(3) Capitol Bancorp, Ltd., Lansing, Michigan, for prior approval to

acquire 51 percent of the voting shares of Black Mountain

Community Bank (in organization), Henderson, Nevada*

Fed Reg – 03/02/2000

Newspaper – 03/03/2000

3(a)(3) Sun Community Bancorp, Limited, Phoenix, Arizona, for prior

approval to acquire 51 percent of the voting shares of Black

Mountain Community Bank (in organization), Henderson,

Nevada*

Fed Reg – 03/02/2000

Newspaper – 03/03/2000

3(a)(3) Nevada Community Bancorp, Limited, Las Vegas, Nevada, for

prior approval to acquire 51 percent of the voting shares of

Black Mountain Community Bank (in organization), Henderson,

Nevada*

Fed Reg – 03/02/2000

Newspaper – 03/03/2000

3(a)(3 Indiana United Bancorp, Greensburg, Indiana, for prior approval

to acquire 100 percent of the voting shares of First Affiliated

Bancorp, Inc., Watseka, Illinois, and thereby indirectly acquire

Capstone Bank, National Association, Watseka, Illinois*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) FAB Merger Corporation, Greensburg, Indiana, for prior

approval to acquire 100 percent of the voting shares of First

Affiliated Bancorp, Inc., Watseka, Illinois, and thereby

indirectly acquire Capstone Bank, National Association,

Watseka, Illinois*

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) MSB Holding Company, Moorhead, Iowa, notification of

request to engage in leasing (equipment leasing)

Fed Reg – 03/09/2000
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

S/R Community Grain Co., Coon Rapids, Iowa, to redeem 72 shares

or 18.85% of the total common shares outstanding

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

554147 M&I Bank of Menomonee Falls

P.O. Box 387

Menomonee Falls, Wisconsin 53052

(414) 253-6232

08/16/1999 02/15/2000 S X

927947 M&I Lake Country Bank

12 E. Capitol Drive

Hartland, Wisconsin 53029

(414) 367-6061

09/20/1999 02/17/2000 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, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Notice by Arvest Bank, Fort Smith, Arkansas, to purchase

certain assets and acquire certain liabilities of one Van Buren,

Arkansas and three Fort Smith, Arkansas branches of Bank of

Bentonville, Bentonville, Arkansas. (Arvest Bank will be the

successor to the conversion of First National Bank of Huntsville,

Huntsville, Arkansas, to a state-chartered member bank, and

contemporaneous relocation of its main office from Huntsville

to Fort Smith.)*

* 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

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

SMBOTH Notice by Bank of Bentonville, Bentonville, Arkansas, to

redeem capital stock.
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

SMBOTH Notice by Arvest Bank, Fort Smith, Arkansas, to make a

dividend payment. (Arvest Bank will be the successor to the

conversion of First National Bank of Huntsville, Huntsville,

Arkansas, to a state-chartered member bank, and

contemporaneous relocation of its main office from Huntsville

to Fort Smith.)

SMBOTH Notice by Century Bank of the Ozarks, Gainesville, Missouri, to

make a dividend payment.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Crown Bankshares, Inc., Edina, Minnesota, for prior approval to

become a bank holding company through the acquisition of

100% of the voting shares of Crown Bank, Edina, Minnesota, a

de novo bank.*

Fed Reg –03/17/2000

3(a)(3) Border Bancshares, Inc., Greenbush, Minnesota, for prior

approval to acquire 95% of the voting shares of Border State

Bank of International Falls, International Falls, Minnesota, a de

novo bank.*

Fed Reg –03/17/2000

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

697455 Ridgedale State Bank

Minnetonka, Minnesota

11/1/1999 2/18/2000 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, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Pamela J. Sharp, Albuquerque, NM, Florence H. Schwab,

Manhattan, KS, and Janet I. (Jo) Oberg, Clay Center, KS, for

prior approval to acquire voting shares of Union State Bank,

Clay Center, Kansas.

Newspaper – N/available

FedReg – 03/09/2000

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

989758 Bankwest

Goodland, Kansas

11/29/1999 02/17/2000 X

732758 Bankers Bank of the West

Denver, Colorado

12/06/1999 02/18/2000 X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) Texas Capital Bancshares, Inc., Dallas, TX, to acquire

BankDirect, SSB, Dallas, TX (de novo)*

(previously reported the week ending February 12, 2000)

Fed Reg – 03/10/2000

Newspaper – 03/16/2000

CIC Nancy Allen Marital Trust, Robert Lee, TX, only notificant, to

acquire an interest in Robert Lee Bancshares, Inc., Robert Lee,

TX

Fed Reg – 03/07/2000

Newspaper – 02/29/2000

3(a)(1) New Mexico First Financial, Inc., Las Cruces, NM, to acquire

Mesilla Valley Bank, Las Cruces, NM (de novo)*

Fed Reg – 03/17/2000

Newspaper – 03/13/2000

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, February 19, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Security Bank, Coos Bay, Oregon, to establish a branch office at

567 SE Jackson, Roseburg, Oregon. *

Newspaper - 02/25/2000

Branch Placer Sierra Bank, Auburn, California, to establish a branch

office at 945 Orchard Creek Lane, Lincoln, California. *

Newspaper - 02/26/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3) AMB Financial Services, Bainbridge Island, Washington, to

acquire Silverdale State Bank, Silverdale, Washington. *

Newspaper - 03/17/2000

Fed Reg - 03/17/2000

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None