Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 4

Week Ending January 23, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions January 17, 1999 to January 23, 1999

Testimony And Statements

State of the economy -- statement by Chairman Greenspan before the House 

Committee on Ways and Means, January 20, 1999.

- Published, January 20, 1999 

Bank Holding Companies

Citigroup Inc., New York, New York -- request for relief from certain conditions in 

connection with the application by Travelers Group Inc. to acquire Citicorp that 

relate to an investment in one closed-end investment fund. 

- Granted, January 19, 1999 

Forms

Recordkeeping Requirements Associated with the Real Estate Lending Standards 

Regulation (FR H-5) -- extension, without revision.

- Proposed, January 14, 1999 (AC)

Enforcement

First National Summit Bankshares, Crested Butte, Colorado, and First National 

Summit Bank -- issuance of a consent order of prohibition and order of assessment 

of a civil money penalty against Bob L. Sellers, a former institution-affiliated party.

- Announced, January 21, 1999 

Hanmi Bank, Los Angeles, California -- order of removal and prohibition against 

John H. Ahn, a former institution-affiliated party.

- Authorized, January 19, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
January 17, 1999 to January 23, 1999

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

Capital City Bank, Tallahassee, Florida -- to establish a branch at 1456 Capital Circle 

NW.

- Approved, January 22, 1999 

Secretary

Community Bank & Trust Company, Neosho, Missouri -- to establish a branch at 

414-424 East 32nd Street, Joplin, Missouri.

- Approved, January 19, 1999 

Kansas City

Heritage Bank, Louisville, Colorado -- to establish a branch at 2333 N. Main, 

Longmont, Colorado.

- Approved, January 21, 1999 

Kansas City

Metro Commerce Bank, San Rafael, California -- to establish a branch at 1371 

Redwood Way, Petaluma, California.

- Approved, January 19, 1999 

San Francisco

Midwest Bank, Hinsdale, Illinois -- to establish a branch at 1851 S. Roselle Road, 

Roselle, Illinois.

- Approved, January 21, 1999 

Chicago

Northern Trust Company, Chicago, Illinois -- to establish a branch at 1100 

Pembridge Drive (Lake Forest Place), Lake Forest, Illinois.

- Approved, January 20, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority January 17, 1999 to January 23, 1999

Bank Holding Companies

Bank of America NT&SA, San Francisco, California -- waiver of application in 

connection with the proposed transfer of its New Mexico banking operations to 

NationsBank, N.A., Charlotte, North Carolina.

- Granted, December 3, 1998 (AC)

Richmond

BCC Bancshares, Inc., Hardin, Illinois -- to acquire Bank of Calhoun County.

- Approved, January 21, 1999 

St. Louis

Business Bank Corporation, Las Vegas, Nevada -- to acquire Las Vegas Business 

Bank.

- Approved, January 21, 1999 

San Francisco

Central Bancshares of Kansas City, Inc., Kansas City, Missouri -- to acquire ASB 

Bancshares, Inc., Harrisonville, Missouri, and Winterset State Bank.

- Approved, January 21, 1999 

Kansas City

Durant Bancorp, Inc., Durant, Oklahoma, and First United Bank and Trust 

Company -- waiver of application to acquire Bokchito Bancshares, Inc., Bokchito, 

Oklahoma, and First State Bank. 

- Granted, December 10, 1999 (AC)

Kansas City

Fifth Third Bancorp, Cincinnati, Ohio -- to acquire Enterprise Federal Bancorp, Inc., 

West Chester, Ohio.

- Approved, January 22, 1999 

Cleveland

First Busey Corporation, Urbana, Illinois -- request for relief from a commitment.

- Granted, January 21, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority January 17, 1999 to January 23, 1999

Bank Holding Companies

Humboldt Bancorp, Eureka, California -- to acquire Capitol Valley Bank, Roseville, 

California.

- Approved, January 21, 1999 

San Francisco

Johnson Holdings, Inc., Isanti, Minnesota; East Central Holding Company; and Isanti 

Agency, Inc. -- to engage de novo in securities brokerage services through Isanti 

Agency, Inc.

- Withdrawn, January 19, 1999 

Minneapolis

McIlroy Family Limited Partnership, Bowling Green, Missouri -- to retain shares of 

Community State Bank of Bowling Green.

- Approved, January 21, 1999 

St. Louis

Old National Bancorp, Evansville, Indiana -- to merge with Dulaney Bancorp, Inc., 

Marshall, Illinois, and acquire Dulaney National Bank.

- Approved, January 20, 1999 

Secretary

Peoples Bancorporation, Inc., Easley, South Carolina -- to acquire Seneca National 

Bank, Seneca, South Carolina.

- Approved, January 21, 1999 

Richmond

Rae Valley Financials, Inc., Petersburg, Nebraska -- to acquire Petersburg State 

Bank.

- Returned, January 20, 1999 

Kansas City

South Georgia Bank Holding Company, Omega, Georgia -- to acquire South 

Georgia Banking Company.

- Approved, January 19, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority January 17, 1999 to January 23, 1999

Bank Holding Companies

Stockmens Financial Corporation, Rushville, Nebraska -- waiver of application to 

acquire Martell Financial Services, Inc., Martell, Nebraska, and The Martell State 

Bank.

- Granted, November 30, 1998 (AC)

Kansas City

Tower Financial Corporation, Fort Wayne, Indiana -- to acquire Tower Bank & 

Trust Company.

- Approved, January 19, 1999 

Chicago

Union Bankshares Corporation, Bowling Green, Virginia -- to acquire Bank of 

Williamsburg, Williamsburg, Virginia.

- Approved, January 22, 1999 

Richmond

WB&T Bancshares, Inc., Duncanville, Texas -- to acquire WB&T Delaware 

Bancshares, Inc., Wilmington, Delaware, and Western Bank and Trust, Duncanville, 

Texas.

- Approved, January 21, 1999 

Dallas

WB&T Delaware Bancshares, Inc., Wilmington, Delaware -- to acquire Western 

Bank and Trust, Duncanville, Texas.

- Approved, January 21, 1999 

Dallas

Wells Fargo & Company, San Francisco, California -- to acquire Riverton State 

Bank Holding Company, Riverton, Wyoming; Riverton State Bank; and Dubois 

National Bank, Dubois, Wyoming.

- Approved, January 19, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority January 17, 1999 to January 23, 1999

Bank Holding Companies

Wells Fargo & Company, San Francisco, California; Norwest Mortgage, Inc., Des 

Moines, Iowa; and Norwest Ventures, LLC -- to engage through MidAmerican 

Home Services Mortgage, LLC, West Des Moines, Iowa, in residential mortgage 

lending activities.

- Approved, January 22, 1999 

San Francisco

Bank Mergers

Fifth Third Bank, Cincinnati, Ohio -- to acquire through merger Enterprise Federal 

Savings Bank, West Chester, Ohio.

- Approved, January 22, 1999 

Cleveland

First American Bank and Trust Co., Purcell, Oklahoma -- to merge with First 

American Bank, Maysville, Oklahoma, and establish an additional branch.

- Approved, January 21, 1999 

Kansas City

Banks, State Member

Banco Popular de Puerto Rico, San Juan, Puerto Rico -- transfer agent registration.

- Withdrawn, January 22, 1999 

Director, BS&R

Mobile County Bank, Grand Bay, Alabama -- to acquire certain assets and assume 

certain liabilities of a branch of Union Planters Bank, N.A., Mobile, Alabama.

- Approved, January 22, 1999 

Atlanta

WestStar Bank, Bartlesville, Oklahoma -- to declare a dividend.

- Approved, January 19, 1999 

Kansas City

Change In Bank Control

Cumberland Valley Financial Company, London, Kentucky -- change in bank control.

- Permitted, January 20, 1999 

Cleveland

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority January 17, 1999 to January 23, 1999

Competitive Factors Reports

Barretville Bank & Trust Company, Barretville, Tennessee -- report on competitive 

factors of the proposed merger with Peoples Interim Bank.

- Submitted, January 21, 1999 

St. Louis

Fidelity Federal Savings Bank, Cincinnati, Ohio -- report on competitive factors of 

the proposed merger with Centennial Savings Bank.

- Submitted, January 15, 1999 (AC)

Cleveland

First Citizens National Bank, Dyersburg, Tennessee -- report on competitive factors 

of the proposed merger with Bank of Troy, Troy, Tennessee.

- Submitted, January 22, 1999 

St. Louis

First Independent Bank, Russell, Minnesota -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Balaton, Minnesota, 

branch of 21st Century Bank, Rogers.

- Submitted, January 22, 1999 

Minneapolis

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

proposed merger with Azle State Bank, Azle, Texas.

- Submitted, January 22, 1999 

Dallas

Lake Worth National Bank, Lake Worth, Texas -- report on competitive factors of 

the proposed acquisition of a branch of United Bank and Trust, Abilene, Texas.

- Submitted, January 19, 1999 

Dallas

LC Interim National Bank, Lebanon, Ohio -- report on competitive factors of the 

proposed merger with Lebanon Citizens National Bank.

- Submitted, January 15, 1999 (AC)

Cleveland

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority January 17, 1999 to January 23, 1999

Competitive Factors Reports

Mercantile Bank, N.A., Brownsville, Texas -- report on competitive factors of the 

proposed merger with Norwest Interim Bank Mercantile, N.A.

- Submitted, January 22, 1999 

San Francisco

Peoples Bank & Trust Company, Tupelo, Mississippi -- report on competitive 

factors of the proposed merger with Inter-City Federal Bank for Savings, Louisville, 

Mississippi.

- Submitted, January 21, 1999 

St. Louis

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

of the proposed merger with First Savings Bank of New Jersey, Bayonne, New 

Jersey.

- Submitted, January 21, 1999 

New York

Simmons First National Bank, Pine Bluff, Arkansas -- report on competitive factors 

of the proposed merger with American State Bank, Charleston, Arkansas.

- Submitted, January 20, 1999 

St. Louis

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

the proposed merger with Bank of LaPlace of St. John the Baptist Parish, Louisiana, 

LaPlace, Louisiana.

- Submitted, January 22, 1999 

St. Louis

Extensions Of Time

BB&T Corporation, Winston-Salem, North Carolina -- extension to April 16, 1999, 

to acquire Scott & Stringfellow Financial, Inc., Richmond, Virginia.

- Granted, January 21, 1999 

Richmond

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority January 17, 1999 to January 23, 1999

Extensions Of Time

Capitol Bancorp Limited, Lansing, Michigan -- extension to February 28, 1999, to 

acquire shares of Detroit Commerce Bank, Detroit, Michigan.

- Granted, December 11, 1998 (AC)

Chicago

Hancock Holding Company, Gulfport, Mississippi -- extension to April 15, 1999, to 

merge with American Security Bancshares, Inc., Ville Platte, Louisiana, and acquire 

American Security Bank.

- Granted, January 14, 1999 (AC)

Atlanta

Membership

Bank of Williamsburg, Williamsburg, Virginia -- to become a member of the Federal 

Reserve System.

- Approved, January 22, 1999 

Richmond

Johnson Bank Illinois, Lake Forest, Illinois -- to become a member of the Federal 

Reserve System.

- Approved, January 19, 1999 

Chicago

Mid Am Bank, Toledo, Ohio -- to become a member of the Federal Reserve System.

- Approved, January 22, 1999 

Cleveland

Tower Bank & Trust Company, Fort Wayne, Indiana -- to become a member of the 

Federal Reserve System.

- Approved, January 19, 1999 

Chicago

(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, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banco de la Ciudad de Buenos Aires, Buenos Aires, Argentina,

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

Newspaper – N/Avail

FBSEA Moscow Narodny Bank, London, England, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Caixa Geral de Depositos, Lisbon, Portugal, to establish a

branch 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

3(a)(3)/3(a)(5) M&T Bank Corporation (“MTB”) and Olympia Financial Corp.,

both of Buffalo, New York, to (i) acquire FNB Rochester Corp.,

Rochester, New York (“FNB”), and thereby acquire First

National Bank of Rochester, also of Rochester, New York, and

(ii) for MTB to acquire 19.9 percent of FNB common stock.*

Newspaper – 02/09/1999

Fed Reg – 02/15/1999

3(a)(1)/4(c)(8) Deutsche Bank AG, Frankfurt am Main, Federal Republic of

Germany, to become a bank holding company by acquiring 100

percent of the shares of Bankers Trust Corp., New York, New

York (“BT”), and as a result, acquire the nonbanking

subsidiaries of BT.

Newspaper – N/Avail

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) National Westminster Bank Plc, London, England, to engage de

novo in certain data processing and related activities through a

proposed subsidiary, XCo, LLC.

Fed Reg – N/Avail
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Main Street Bank, to establish five branch offices located at 17th

Chew St, Fairgrounds, County of Lehigh, PA, Lexington &

South Fourth Street, Allentown, County of Lehigh, PA, 235

Main Street, Emmaus, County of Lehigh, PA, 3321 Willow

Lane, Macungie, County of Lehigh, PA, and 1430 Jacobsburg

Road, Wind Gap, County of Northampton, PA.

02/05/1999

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch EagleBank, Bethesda, Maryland, to operate a mobile branch

by providing a courier service to pick up noncash deposits

from customers at locations in Washington, D. C.; Arlington

County, Fairfax County, Loudoun County, the City of

Alexandria, and the City of Fairfax, Virginia; and Montgomery

County, Prince George’s County, Howard County and Anne

Arundel County, Maryland.*

Newspaper – 01/29/1999

18(c) F&M Bank-Northern Virginia, Fairfax, Virginia, to merge with

Security Bank Corporation, Manassas, Virginia.*

Newspaper – 02/12/1999

*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 Notice of Change in Control with respect to Community

Bancshares, Inc., Wilkesboro, North Carolina.

Fed Reg – 02/02/1999

Newspaper – 02/07/1999

3(a)(1) First Community Financial Corporation, Burlington, North

Carolina, to become a bank holding company through the

acquisition of 100% of the voting shares of Community

Savings Bank, Inc., SSB, Burlington, North 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

4(c)(8) Wachovia Corporation, Winston-Salem, North Carolina, to

acquire Interstate/Johnson Lane, Inc., Charlotte, North Carolina.

Fed Reg – 02/11/1999
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

887126 First Community Bank, Inc.

2 West Main Street

Buckhannon, West Virginia 26201

10/13/1998 01/22/1999 S X

355821 The Bank of Floyd

101 Jacksonville Circle

Floyd, Virginia 24091

11/16/1998 01/22/1999 S X

497020 Bank of Greenville

Main Street

Greenville, West Virginia 24949

11/16/1998 01/22/1999 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, January 23, 1999

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) Flag Financial Corporation, LaGrange, Georgia, to acquire First

Flag Bank, LaGrange, Georgia (formerly known as First Federal

Savings Bank of LaGrange), upon its conversion from a federal

savings bank to a state-chartered bank.

Newspaper –02/15/1999

*Subject to 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) Community Trust Financial Services Corporation, Hiram,

Georgia, to acquire First Family Financial Services of Georgia,

Inc., Atlanta, Georgia, and thereby engage in making, acquiring,

brokering, or servicing loans or other extensions of credit.

02/11/1999
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Old Kent Bank

Grand Rapids, Michigan

 64660 VanDyke

 Romeo, Michigan

Newspaper – 1/24/1999

Branch 1

st Source Bank

South Bend, Indiana

 720 South 11th Street

 Niles, Michigan

Newspaper – 1/27/1999

18(c) &

 Branches

Baylake Bank

Sturgeon Bay, Wisconsin

 Baylake Bank, National Association (was Evergreen Bank,

 N.A.)

 Poy Sippi, Wisconsin

 and thereby to establish 4 branches

Newspaper – 1/31/1999

Newspaper - Newspaper Comment Period Ending Date

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

Type Application

Ending date of

comment period

3(a)(1) First Personal Financial Corp.*

Orland Park, Illinois

 First Personal Bank (in organization)

 Orland Park, Illinois

Fed Reg – 2/19/1999

Newspaper – N/Avail

3(a)(1) Morton Community Bank Employee Stock Ownership Plan

 and Trust*

Morton, Illinois

 Hometown Independent Bancorp, Inc.

 Morton, Illinois

 Morton Community Bank

 Morton, Illinois

Fed Reg – N/Avail

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Bay Port Financial Corporation*

Bay Port, Michigan

 Bay Port State Bank

 Bay Port, Michigan

Fed Reg – 2/22/1999

Newspaper – 2/14/1999

3(a)(3) Hometown Independent Bancorp, Inc.*

Morton, Illinois

 Sunstar Bank

 Washington, 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

None

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

Type Application

S/R Madison Holding Company

Winterset, Iowa

 To redeem 124 shares of common stock

S/R Piper Bankshares, Inc.

Piper City, Illinois

 To purchase 4,800 shares of its common stock from one

 shareholder
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

9436 Union Bank Northwest

215 Jefferson St.

P.O. Box 606

Hanover, Illinois 61041

(815) 591-2201

9/18/1998 1/19/1999 S x

114541 F&M Bank-Brodhead

1035 First Center

P.O. Box 225

Brodhead, Wisconsin 53520

(608) 897-2151

10/9/1998 1/22/1999 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, January 23, 1999

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

CC Notice involving Clement Bancshares, Inc., Plainview,

Arkansas, by the Blanchard Family Group (previously reported

during the week ending January 16, 1999).

Newspaper – 2/9/1999

Fed Reg – 2/8/1999

3(a)(1) *Notice by Memphis First Corporation, Memphis, Tennessee, to

acquire MemphisFirst Community Bank, Memphis, Tennessee

(in organization).

Newspaper – 2/18/1999

Fed Reg – 2/22/1999

3(a)(1) *Notice by Franklin Bancshares, Inc., Franklin, Illinois, to

acquire Franklin Bank, Franklin, Illinois (in organization)

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

585543 Bank of Louisville

Louisville, Kentucky

9/14/1998 1/18/1999 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, January 23, 1999

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 Nefsy Family Voting Trust, Miles City, Montana, to acquire

control of Stockman Financial Corp., Miles City, Montana.

Fed Reg - 02/10/1999

3(a)(1) CNB, Inc. Walker, Minnesota, for prior approval to become a

bank holding company through the acquisition of 95% of the

voting shares of Centennial National Bank, Walker, Minnesota.

N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, January 23, 1999

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) Nationwide Bancshares, Inc., West Point, Nebraska, to acquire

100 percent of the voting shares of FNB Insurance Agency, Inc.,

Walthill, Nebraska; and thereby indirectly acquire First National

Bank of Walthill, Nebraska.

Newspaper – 01/25/1999

Fed Reg – 02/08/1999

3(a)(3) Hometown Banc Corp., Grand Island, Nebraska, to acquire 100

percent of the voting shares of Security State Bank, Sumner,

Nebraska.

Newspaper – N/Avail

Fed Reg – 02/19/1999

CIC / S/R Thomas G. Fitzgerald and James G. Fitzgerald, both of

Inverness, Illinois, to acquire voting shares of Southern

Colorado Corp., Pagosa Springs, Colorado; and thereby

indirectly acquire Mancos Valley Bank, Mancos, Colorado, and

Citizens Bank of Pagosa Springs, Pagosa Springs, Colorado.

Newspaper – N/Avail

Fed Reg – 02/10/1999

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

538651 Deuel County State Bank

Chappell, Nebraska

10/19/1998 01/20/1999 S X

152851 First Community Bank

Emporia, Kansas

10/26/1998 01/21/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, January 23, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Texas Heritage Bank, Hutto, TX, to establish a branch at 100

West Morrow Street, Georgetown, TX 78626*

Newspaper – 02/06/1999

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(5) Woodforest Bancshares, Inc., Houston, TX, and

Sun Belt Bancshares Corporation, Wilmington, DE, to acquire

HB Financial Corporation, Highlands, TX, and

HB Financial Corporation of Delaware, Wilmington, DE, and

Highlands State Bank, Highlands, TX*

(Previously reported the week ending January 16, 1999)

Fed Reg – 02/18/1999

Newspaper – 02/14/1999

3(a)(3) Extraco Bancshares, Inc., Waco, TX, to acquire

Central Financial Corporation, Inc., Lorena, TX,

Central Delaware Financial Corporation, Inc., Dover, DE,

Bank of Troy, Troy, TX, and

Lorena State Bank, Lorena, TX*

Fed Reg – 02/19/1999

Newspaper – N/Avail

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

Cameron Bancshares of Delaware, Inc., Wilmington, DE, and

First National Bank in Cameron, Cameron, TX*

Fed Reg – 02/19/1999

Newspaper – 02/20/1999

3(a)(1) Cameron Bancshares of Delaware, Inc., Wilmington, DE, to

acquire First National Bank in Cameron, Cameron, TX*

Fed Reg – 02/19/1999

Newspaper – 02/20/1999

3(a)(1) Bauer Management, Inc., Port Lavaca, TX, to acquire

Bauer Investments, Ltd., Port Lavaca, TX,

The First National Bank, Port Lavaca, TX, and

Seaport Bank, Seadrift, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Bauer Investments, Ltd., Port Lavaca, TX, to acquire

The First National Bank, Port Lavaca, TX, and

Seaport Bank, Seadrift, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(1) North Texas Future Bancshares, Inc., Whitewright, TX, to

acquire First National Bank of Whitewright, Sherman, TX

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, January 23, 1999

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) Castle Creek Capital Partners Fund IIa, LP, Castle Creek Capital

Partners Fund IIb, LP, both of Rancho Santa Fe, California, to

become bank holding companies by acquiring up to 23.93

percent of Rancho Santa Fe National Bank, Rancho Santa Fe,

California. *

Newspaper – 02/19/1999

Fed Reg – 02/22/1999

3(a)(1) WJR Corporation to become a bank holding company through

its 22.96 percent voting control of Castle Creek Capital LLC,

both of Rancho Santa Fe, California. *

Newspaper – 02/19/1999

Fed Reg – 02/22/1999

3(a)(3) Eggemeyer Advisory Corp., and Castle Creek Capital LLC, both

of Rancho Santa Fe, California, to acquire up to 48.94 percent of

Rancho Santa Fe National Bank, Rancho Santa Fe, California. *

Newspaper – 02/19/1999

Fed Reg – 02/22/1999

* 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) Pacific Continental Corporation to become a bank holding

company by acquiring Pacific Continental Bank, both of

Eugene, Oregon.

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