Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 14

Week Ending April 1, 2000

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions March 26, 2000 to April 1, 2000

Testimony And Statements

Coins and currency distribution -- statement by Louise L. Roseman, Director, 

Division of Reserve Bank Operations and Payment Systems, before the 

Subcommittee on Domestic and International Monetary Policy of the House 

Committee on Banking and Financial Services, March 28, 2000.

- Published, March 28, 2000 

Social Security and Medicare -- statement by Chairman Greenspan before the Senate 

Special Committee on Aging on general revenue transfers for Social Security and 

Medicare, March 27, 2000.

- Published, March 27, 2000 

Banks, Foreign

Development Bank of Japan, Tokyo, Japan, and Japan Bank for International 

Cooperation -- requests from two special purpose government banks for 

determinations that they are not "foreign banks" for purposes of Regulation K.

- Approved, March 30, 2000 

(AC) = Addition or Correction Board - Page 1 of 1
March 26, 2000 to April 1, 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

Big Sky Western Bank, Big Sky, Montana -- to establish a branch at 3091 Pine 

Drive, Big Sky.

- Approved, March 31, 2000 

Minneapolis

F&M Bank-Emporia, Emporia, Virginia -- to establish a branch at 100 Dominion 

Drive.

- Approved, March 29, 2000 

Richmond

First Security Bank of Nevada, Las Vegas, Nevada -- to establish a branch at 4425 

West Russell Road.

- Approved, March 28, 2000 

San Francisco

Johnson Bank, Racine, Wisconsin -- to establish a branch at S.C. Johnson Waxdale 

Campus, 2512 Willow Road, Sturtevant.

- Approved, March 29, 2000 

Chicago

M&I Thunderbird Bank, Phoenix, Arizona -- to establish a branch at Elliot and 

McQueen Roads, Gilbert.

- Approved, March 15, 2000 (AC)

San Francisco

Bank Holding Companies

American Marine Bank ESOP, Bainbridge Island, Washington, and AMB Financial 

Services Corp. -- to acquire Silverdale State Bank, Silverdale.

- Approved, March 30, 2000 

San Francisco

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Bank Holding Companies

Apalachicola State Banking Corporation, Apalachicola, Florida -- to become a bank 

holding company through the acquisition of Apalachicola State Bank, and for Shuler 

Holdings, Ltd. to acquire shares in Corporation and Bank.

- Approved, March 30, 2000 

Atlanta

Appalachian Bancshares, Inc., Ellijay, Georgia -- modification of a commitment.

- Approved, March 27, 2000 

Atlanta

Bay National Corporation, Baltimore, Maryland -- to become a bank holding 

company through the acquisition of Bay National Bank, a de novo bank.

- Approved, March 30, 2000 

Richmond

Cardinal Financial Corporation, Fairfax, Virginia -- to acquire Cardinal BankAlexandria/Arlington, N.A., Alexandria, a de novo bank.

- Approved, March 29, 2000 

Richmond

The Chase Manhattan Bank, New York, New York -- to acquire the stock of CSL 

Leasing, Inc., Wilmington, Delaware, from its affiliate, Chase Manhattan Bank 

Delaware, and for CSL Leasing to engage in certain real estate leasing activities.

- Approved, March 17, 2000 (AC)

New York

Coastal Banking Company, Inc., Beaufort, South Carolina -- request for an 

exemption under the Depository Institution Management Interlocks Act and 

Regulation L.

- Granted, March 31, 2000 

General Counsel

Coloeast Bancshares, Inc., Lamar, Colorado -- to acquire Citizens Holding 

Corporation, Keenesburg, and Citizens State Bank.

- Withdrawn, March 27, 2000 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Bank Holding Companies

First Colony Bancshares, Inc., Alpharetta, Georgia -- modification of a commitment.

- Approved, March 31, 2000 

Atlanta

Indiana United Bancorp, Greensburg, Indiana, and FAB Merger Corporation -- to 

acquire First Affiliated Bancorp, Inc., Watseka, Illinois, and Capstone Bank, National 

Association.

- Approved, March 29, 2000 

Chicago

Mansfield Bancorp, Inc., Mansfield, Illinois -- waiver of application in connection 

with the proposed acquisition of Weldon State Bank & Trust, Weldon, by merger 

with Peoples State Bank of Mansfield.

- Approved, March 20, 2000 (AC)

Chicago

Marquette Bancshares, Inc., Minneapolis, Minnesota -- to acquire Marquette 

Consumer Finance, Plymouth, and thereby engage in extending credit and servicing 

loans.

- Approved, March 27, 2000 

Minneapolis

Mercantile Bankshares Corporation, Baltimore, Maryland -- waiver of application to 

merge with Union Bancorp, Inc., Westminster, in connection with a merger of their 

subsidiary banks.

- Approved, March 30, 2000 

Richmond

Mid State Banks, Inc., Cordele, Georgia -- to purchase assets of Cobb Insurance 

Agency and thereby engage in insurance agency activities through its subsidiary, MidState Financial Group, Inc., d/b/a Mid-State Insurance Company, Hawkinsville.

- Approved, March 28, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Bank Holding Companies

NBT Bancorp Inc., Norwich, New York -- to acquire Pioneer American Holding 

Company Corp., Carbondale, Pennsylvania, and Pioneer American Bank, National 

Association.

- Approved, March 20, 2000 (AC)

New York

Tennessee Commerce Bancorp, Inc., Franklin, Tennessee -- to become a bank 

holding company through the acquisition of Tennessee Commerce Bank.

- Approved, March 31, 2000 

Atlanta

Three Rivers Bancorp, Inc., Monroeville, Pennsylvania -- to become a bank holding 

company through the acquisition of Three Rivers Bank and Trust Company.

- Approved, March 20, 2000 (AC)

Cleveland

TrustBanc Financial Group, Inc., Mountain Home, Arkansas -- to become a bank 

holding company through the acquisition of TrustBanc.

- Approved, March 28, 2000 

St. Louis

Weststar Financial Services Corporation, Asheville, North Carolina -- to become a 

bank holding company through the acquisition of The Bank of Asheville.

- Approved, March 29, 2000 

Richmond

Bank Mergers

The Bank, Warrior, Alabama -- to merge with Emerald Coast Bank, Panama City 

Beach, Florida, and C&L Bank, Bristol.

- Approved, March 29, 2000 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Banks, State Member

Boston Safe Deposit and Trust Company, Boston, Massachusetts -- to retain a 

community development investment in the Massachusetts Housing Equity Fund 1999 

Limited Partnership.

- Approved, March 24, 2000 (AC)

Boston

United Bank of Philadelphia, Philadelphia, Pennsylvania -- relief from a commitment.

- Approved, March 31, 2000 

Director, BS&R

Change In Bank Control

Community National Corporation, Lexington, Tennessee -- change in bank control.

- Permitted, March 30, 2000 

St. Louis

Mid Illinois Bancorp, Inc., Peoria, Illinois -- change in bank control.

- Returned, March 30, 2000 

Chicago

Parkers Prairie Bancshares, Inc., Parkers Prairie, Minnesota -- change in bank control.

- Permitted, March 31, 2000 

Minneapolis

Competitive Factors Reports

Anderson Brothers Bank, Mullins, South Carolina -- report on competitive factors of 

the proposed merger with Anderson State Bank, Hemingway.

- Submitted, March 27, 2000 

Richmond

Banco Santander Puerto Rico, San Juan, Puerto Rico -- report on competitive 

factors of the proposed assumption of deposits of BCH-USA Bank, New York, New 

York.

- Submitted, March 31, 2000 

New York

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Competitive Factors Reports

Bank of Gibson City, Gibson City, Illinois -- report on competitive factors of the 

proposed merger with BGC Interim Bank.

- Submitted, March 27, 2000 

Chicago

Branch Banking and Trust Company, Winston-Salem, North Carolina -- report on 

competitive factors of the proposed merger with Bank Atlanta, Decatur, Georgia; 

Farmers & Merchants Bank, Summerville; First Citizens Bank, Newnan; First 

Citizens Bank of Georgia, Fayetteville; Milton National Bank, Roswell; and Premier 

Bank, Atlanta.

- Submitted, March 30, 2000 

Atlanta

First Charter National Bank, Concord, North Carolina -- report on competitive 

factors of the proposed merger with Lincoln Bank of North Carolina, Lincolnton.

- Submitted, March 27, 2000 

Richmond

First Security Bank, N.A., Ogden, Utah -- report on competitive factors of the 

proposed merger with Zions First National Bank, Salt Lake City.

- Submitted, March 30, 2000 

San Francisco

First State Bank of Gurdon, Gurdon, Arkansas -- report on competitive factors of 

the proposed merger with First State Bank, Lonoke.

- Submitted, March 30, 2000 

St. Louis

Franklin Templeton Bank and Trust, FSB, Salt Lake City, Utah -- report on 

competitive factors of the proposed merger with Franklin Templeton Trust 

Company, San Mateo, California.

- Submitted, March 27, 2000 

San Francisco

Hemlock Federal Financial Corp., Oak Forest, Illinois -- report on competitive 

factors of the proposed acquisition of Midwest Savings Bank, FSB, Bolingbrook.

- Submitted, March 27, 2000 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Competitive Factors Reports

Keokuk County State Bank, Sigourney, Iowa -- report on competitive factors of the 

proposed merger with Keokuk County Bankshares, Inc.

- Submitted, March 27, 2000 

Chicago

LA Bank, N.A., Lake Ariel, Pennsylvania -- report on competitive factors of the 

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

branches of Mellon Bank, N.A., Pittsburgh.

- Submitted, March 29, 2000 

Philadelphia

Lanier National Bank, Gainesville, Georgia -- report on competitive factors of the 

proposed merger with Georgia First Bank, National Association.

- Submitted, March 30, 2000 

Atlanta

Mid America Bank, FSB, Clarendon Hills, Illinois -- report on competitive factors of 

the proposed acquisition of two branches of M&I Bank, FSB, Las Vegas, Nevada.

- Submitted, March 27, 2000 

Chicago

Norwalk-Cumming State Bank, Norwalk, Iowa -- report on competitive factors of 

the proposed merger with City State Bank, Grimes.

- Submitted, March 27, 2000 

Chicago

Pacific Mercantile Bank, Newport Beach, California -- report on competitive factors 

of the proposed merger with PMSub.

- Submitted, March 28, 2000 

San Francisco

Peoples Bank and Trust Company, Greensburg, Kentucky -- report on competitive 

factors of the proposed purchase of the Eminence and Pleasureville branches of 

USAccess Bank, Inc., Louisville.

- Submitted, March 29, 2000 

St. Louis

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Competitive Factors Reports

Republic National Bank of Springfield, Springfield, Illinois -- report on competitive 

factors of the proposed merger with Illinois National Bank, Fairmount.

- Submitted, March 27, 2000 

Chicago

Uptown National Bank of Chicago, Chicago, Illinois -- report on competitive factors 

of the proposed merger with Heritage Bank, Phoenix, Arizona.

- Submitted, March 27, 2000 

Chicago

Westminster Bank and Trust Company of Carroll County, Westminster, Maryland -- 

report on competitive factors of the proposed merger with The Union National Bank 

of Westminster.

- Submitted, March 28, 2000 

Richmond

Extensions Of Time

Gold Banc Corporation, Inc., Leawood, Kansas, and Gold Banc Acquisition Corp. 

XI, Inc. -- extension to April 15, 2000, to acquire American Bancshares, Inc., 

Bradenton, Florida.

- Granted, March 17, 2000 (AC)

Kansas City

Grand Valley Corporation, Grand Junction, Colorado -- extension to June 6, 2000, 

to acquire Heber Valley National Bank, Heber City, Utah, a de novo bank.

- Granted, March 23, 2000 (AC)

Kansas City

GreatBanc Inc., Aurora, Illinois -- extension to June 30, 2000, to acquire ANB 

Financial Services, Inc.

- Granted, March 22, 2000 (AC)

Chicago

Pinnacle Bank, Papillion, Nebraska -- extension to July 13, 2000, to merge with 

Pinnacle Bank, Lincoln, and Crete State Bank, Crete, and thereby establish branches.

- Granted, March 17, 2000 (AC)

Kansas City

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority March 26, 2000 to April 1, 2000

Extensions Of Time

WCB Holding Company of Illinois, Inc., Geneva, Illinois -- extension to July 7, 

2000, to become a bank holding through the acquisition of Winfield Community 

Bank, Winfield, a de novo bank.

- Granted, March 29, 2000 

Chicago

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, April 1, 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) FleetBoston, Boston, Massachusetts – proposal to acquire

250,000 shares of 7.5% Series B Non-Cumulative Convertible

Preferred Stock and Common Stock Purchase Rights to acquire

7.500,000 shares of the Common Stock of North Fork

Bancorporation, Melville, New York

Newspaper – 04/23/2000

Fed Reg – N/Avail

3(a)(1) SI Bancorp, Inc., Willimantic, Connecticut – to become a

mutual bank holding company through the acquisition of

Savings Institute, Willimantic, Connecticut

Newspaper – N/Avail

Fed Reg – 04/30/2000

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

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, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

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

office in Beverly Hills, California.

Newspaper – N/Avail

FBSEA Banco Itau S.A., Sao Paulo, Brazil, to establish a representative

office in Miami, Florida.

Newspaper – N/Avail

FBSEA Deutsche Hypothekenbank Frankfurt-Hamburg AG, Frankfurt,

Germany, to establish a representative office in New York, New

York.

Newspaper – N/Avail

FBSEA The Chuo Trust & Banking Co., Ltd., Tokyo, Japan, to establish

a representative office in New York, New York.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

4(c)(8) North Fork Bancorporation, Inc., Melville, New York, to

acquire at least 50.1 percent of the voting shares of Dime

Bancorp, Inc., New York, New York (“Dime”), an existing

thrift holding company, and thereby indirectly acquire Dime’s

bank subsidiary, The Dime Savings Bank of New York, FSB,

New York, New York.*

Newspaper – 04/17/2000

Fed Reg – 04/28/2000

3(a)(3)/3(a)(5) Niagara Bancorp, MHC and Niagara Bancorp, Inc.

(“Niagara”), both of Lockport, New York, to acquire

CNY Financial Corporation, Cortland, New York (“CNY”)

and merge CNY with and into Niagara, and thereby to

indirectly acquire Cortland Savings Bank, Cortland,

New York.*

Newspaper – 04/30/2000

Fed Reg – 05/01/2000
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1)/4(c)(8) Mizuho Holdings, Inc., Tokyo, Japan (“Mizuho”), (i) to become

a bank holding company through the indirect acquisition of the

existing U.S. subsidiary banks of The Dai-Ichi Kangyo Bank,

Limited ("DKB"), The Fuji Bank Limited ("Fuji"), and The

Industrial Bank of Japan, Limited ("IBJ"), namely: Dai-Ichi

Kangyo Bank of California, Los Angeles, California, The Fuji

Bank and Trust Company, New York, New York, and The

Industrial Bank of Japan Trust Company, New York, New York;

(ii) requests permission to engage de novo indirectly in the

United States in industrial loan company activities to the

extent permissible; (iii) DKB, Fuji and IBJ request authority to

engage in the full range of nonbanking activities previously

approved to each of the other banks;and (iv) to indirectly

control through The Dai-Ichi Kangyo Fuji Trust and Banking

Company, Tokyo, Japan, DKF Trust Company (USA), New

York, New York.*

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(1) The Dai-Ichi Kangyo Fuji Trust and Banking Company, Ltd.,

Tokyo, Japan, to become a bank holding company through the

ownership of 100 percent of the shares of, and by the conversion

of DKF Trust Company (USA), New York, New York, a New

York State-charted trust company to a "bank" under the BHC

Act.*

Newspaper – N/Avail

Fed Reg – 05/01/2000

4(c)(8) TrustCo Bank Corp NY, Schenectady, New York, to acquire

Landmark Financial Corporation, Canajoharie, New York, a

savings and loan holding company, and indirectly acquire its

federal savings bank subsidiary, Landmark Community Bank,

also of Canajoharie, New York.*

Newspaper – 04/28/2000

Fed Reg – 05/01/2000

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Banco Bilbao Vizcaya, S.A., Bilbao, Spain, to acquire, through

BBV Securities Inc., New York, New York, Argentaria

International Securities Inc., New York, New York, and thereby

engage in securities brokerage services, riskless principal

transactions, and private placement services.

Fed Reg – 04/21/2000
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, April 1, 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) & 3(a)(3) National Penn Bancshares, Inc., Boyertown, PA, to form NPB

New Jersey, Inc., Morristown, NJ, a subsidiary bank holding by

acquiring Panasia Bank, Fort Lee, NJ.

Fed. Reg.: 04/07/2000

Newspaper: 04/15/2000

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

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice on 03/27/2000 from Fifth Third Bank,

Cincinnati, OH of its intent to establish the Woodlawn Bank

Mart, 10595 Springfield Pike, Woodlawn, OH.

03/27/2000

Branch Received notice on 03/27/2000 from Sky Bank, Salineville, OH

of its intent to establish a branch at 4767 Munson Street, N.W.,

Canton, OH.

03/27/2000

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, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Hanover Bank (in organization), Mechanicsville, Virginia,

to acquire the assets and assume the deposit liabilities of the

Mechanicsville, Virginia, branch of Southside Bank,

Tappahannock, Virginia.*

Newspaper – 04/15/2000

*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) Eastern Virginia Bankshares, Inc., Tappahannock, Virginia,

to acquire Hanover Bank (in organization), Mechanicsville,

Virginia.*

Fed Reg – 04/20/2000

Newspaper – 04/15/2000

3(a)(1) Islands Bancorp, Beaufort, South Carolina, to become a

bank holding company through the acquisition of 100%

of the voting shares of Islands Community Bank, N.A. (in

organization), Beaufort, South Carolina.*

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

3(a)(1) American Community Bancshares, Inc., Monroe, North

Carolina, to become a bank holding through the acquisition

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

Monroe, North Carolina.

25A Bank of America, N.A., Charlotte, North Carolina, to have

its Edge Corporation subsidiary, NationsBank Overseas

Corporation, Charlotte, North Carolina, amend its articles

of association.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

1500 Armory Drive, Franklin, Virginia, to be known as the

Franklin Wal-Mart Branch Office.

04/07/2000*

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

5510 Norbeck Road, Rockville, Maryland, to be known as the

Rock Creek Village Safeway Office.

04/04/2000*

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

the intersection of Route 118 and Middlebrook Road,

Germantown, Maryland, to be known as the Germantown Town

Center Safeway Office.

*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

CIC First National Bancshares of Louisiana, Inc., Alexandria,

Louisiana, after-the-fact notification filed by the Henry E. Blake

Group to retain 17.84 percent of the outstanding shares of First

National Bancshares of Louisiana, Inc., Alexandria, Louisiana.

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*

*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

Member Community Bank, Blountsville, Alabama, to become a member

of the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Libertyville Bank & Trust Company, Libertyville, Illinois, for

prior approval to establish a branch at 1180 Dato Lane,

Wauconda, Illinois.*

Newspaper – 04/24/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Notification by Angela Tinervia, of a change in control to

acquire 100 percent of New Century Bancorp, Inc., Southfield,

Michigan.

Newspaper – 04/12/2000

Fed Reg – 03/28/2000

3(a)(3) Dentel Bancorporation, Victor, Iowa, for prior approval to

acquire 100 percent of Pocahontas Bancorporation, Pocahontas,

Iowa, and thereby indirectly acquire Pocahontas State Bank,

Pocahontas, Iowa.*

Newspaper – 04/13/2000

Fed Reg – 04/17/2000

3(a)(1) Benchmark Bancorp, Inc. Aurora, Illinois, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Financial Institutions, Inc., Port

Washington, Wisconsin, and thereby indirectly acquire Valley

Bank, Verona, Illinois.*

Fed Reg – 04/21/2000

Newspaper – N/Avail

3(a)(3) Ida Grove Bancshares, Inc., Ida Grove, Iowa, for prior approval

to acquire at least 80 percent of American National Bank (in

organization), Sac City, Iowa.*

Fed Reg – 05/01/2000

Newspaper – N/Avail

3(a)(3) American Bancshares, Inc., Holstein, Iowa, for prior approval to

acquire at least 80 percent of American National Bank (in

organization), Sac City, Iowa.*

Fed Reg – 05/01/2000

Newspaper – N/Avail

3(a)(5) First Merchants Corporation, Muncie, Indiana, for prior

approval to acquire 100 percent of the voting shares of Decatur

Financial, Inc., Decatur, Indiana, and thereby indirectly acquire

Decatur Bank and Trust Company, Decatur, Indiana.*

Fed Reg – 04/27/2000

Newspaper – 04/27/2000

* 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

135041 F&M Bank Central

P.O. Box 808

Stevens Point, Wisconsin 54481

(715) 341-6691

10/18/1999 03/28/2000 O 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, April 1, 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 Notice involving Allendale Bancorp, Inc., Allendale, Illinois, by

Robert J. Coleman, Mr. Carmel, Illinois, Shane E. Gray, St.

Francisville, Illinois, and Byron K. Loeffler, Allendale, Illinois,

as trustees of an unnamed voting trust. (Previously reported

during the week ending March 25, 2000)

Newspaper - 4/11/2000

Fed Reg - 4/13/2000

CIC Notice involving Allegiant Bancorp, Inc., St. Louis, Missouri,

by Leon A. Felman, Clayton, Missouri (Previously reported

during the week ending March 25, 2000)

Newspaper – 4/13/2000

Fed Reg – 4/13/2000

3(a)(1) Notice by FCB Bancorp, Inc., Louisville, Kentucky, to acquire

The First Capital Bank of Kentucky, Louisville, Kentucky.*

Newspaper – 4/13/2000

Fed Reg – 4/13/2000

* 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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

BKBRX First Premier Bank, Sioux Falls, South Dakota, to establish a

branch in Sioux Falls, South Dakota.*

04/06/2000

18(c) & BKBRX Dacotah Bank, Aberdeen, South Dakota, to merge with First

National Bank, Hettinger, North Dakota, and incident thereto

establish four branches.*

05/03/2000

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

CIC John and Nancy Brown, Mark and Marlys Brown, Steven and

Cheryl Steinborn and Security State Bank of North Dakota

Employee Stock Ownership Plan, together as a group acting in

concert, to acquire control of Security State Bank Holding

Company, New Rockford, North Dakota.

Newspaper – 04/17/2000

3(a)(1) Community Pride Bank Corporation, Ham Lake, Minnesota, for

prior approval to become a bank holding company through the

acquisition of 100% of the voting shares of Community Pride

Bank, Ham Lake, Minnesota, a de novo bank.*

Fed Reg – 04/28/2000

* 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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) / Branch Community State Bank, Poteau, Oklahoma, to acquire the assets

and assume the liabilities of First State Bank, Wister, Oklahoma,

and incident thereto, all offices of First State Bank to become

branches of Community State Bank.

Newspaper - 04/17/2000

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

Type Application

Ending date of

comment period

3(a)(3) Central Financial Corporation, Hutchinson, Kansas, to acquire

25.62 percent of the voting shares of Mid-America Bancorp,

Inc., Jewell, Kansas, and thereby indirectly acquire Heartland

Bank N.A, Jewell, Kansas.

Newspaper - 04/29/2000

Fed Reg - 04/28/2000

3(a)(3) Shamrock Bancshares, Inc., Coalgate, Oklahoma, to acquire 100

percent of the voting shares of First Bank of Apache, Apache,

Oklahoma.

Newspaper - 04/14/2000

Fed Reg - 04/28/2000

CIC Tommy D. and Marilyn S. Craighead, Norman, Oklahoma; Mel

Van and Deana R. Craighead, Lana J. and Steven C. Martin,

Brandon L. Martin, all of Ardmore, Oklahoma; and Russell

Noble, Ardmore, Oklahoma, as Trustee of the TCC & BJC

Trusts No. 1 through 7 to acquire voting shares of Citizens

Commerce Corporation, Ardmore, Oklahoma, and thereby

indirectly acquire Citizens Bank and Trust Company, Ardmore,

Oklahoma.

Newspaper - N/Avail

Fed Reg - 04/03/2000

CIC Dickinson Family Stock Retention Trust, Kansas City, Missouri;

Amy Dickinson Holewinski, Mission Hills, Kansas; and Daniel

Dickinson, Kansas City, Missouri, as Trustees, to acquire DFC

Acquisition Corporation Two, and Dickinson Financial

Corporation, both of Kansas City, Missouri; and thereby

indirectly acquire Armed Forces Bank of California, N.A., San

Diego, CA, Armed Forces Bank, N.A., Fort Leavenworth, KS,

and Air Academy National Bank, Colorado Springs, CO, and

Bank Midwest, N.A., Kansas City, MO.

Newspaper - N/Avail

Fed Reg - 04/19/2000
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Ronald L. Gold, Mission Hills, Kansas; Allen Cinnamon,

Overland Park, Kansas; Daniel P. Winter, Kansas City,

Missouri; and Ronald M. Davidow, Leawood, Kansas, to

acquire voting shares of Sylvan Agency, Inc., Sylvan Grove,

Kansas., and thereby indirectly acquire The Sylvan State Bank,

Sylvan, Kansas.

Newspaper - N/Avail

Fed Reg - N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, April 1, 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) CBCT Bancshares, Inc., Baltimore, MD, to acquire

Community Bank of Central Texas, SSB, Smithville, TX*

Fed Reg – 04/27/2000

Newspaper – 04/28/2000

*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, April 1, 2000

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch The Bank of Casa Grande Valley, Casa Grande, Arizona, to

establish a branch office at 205 Frontage Road, Sunsites Pearce,

Arizona. *

Newspaper - 04/25/2000

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC John Lawrence Gilbert, Fairfield, Washington, to acquire

additional shares of Latah Bancorporation, Latah, Washington. *

Newspaper - 04/25/2000

Fed Reg - 04/20/2000

3(a)(3) Wells Fargo & Company, San Francisco, California, to acquire

First Commerce Bancshares, Inc., Lincoln, Nebraska, and

thereby indirectly acquire their subsidiaries. *

Newspaper - 04/30/2000

Fed Reg - N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(5)(C) Hanmi Financial Corporation to become a bank holding

company by acquiring Hanmi Bank, both of Los Angeles,

California.
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

1156539 Mid-Peninsula Bank

2860 W. Bay Shore Road

Palo Alto, CA 94303

(650) 323-5150

11/01/1999 03/27/2000 O X

678865 Bay Area Bank

900 Veterans Boulevard

Redwood City, CA 94063

(650) 367-1600

11/01/1999 03/27/2000 S X

16766 Peninsula Bank of Commerce

1001 Broadway

Millbrae, CA 94030

(650) 697-4333

11/01/1999 03/27/2000 S X

749569 Golden Gate Bank

344 Pine Street

San Francisco, CA 94104

(415) 421-9000

11/01/1999 03/27/2000 S X

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not

intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility

for errors or omissions.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None