Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 17

Week Ending April 25, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions April 19, 1998 to April 25, 1998

BANK HOLDING COMPANIES

South Tulsa Financial Corporation, Tulsa, Oklahoma -- to acquire Bank South, N.A.

- Approved, April 20, 1998 

U.S. Bancorp, Minneapolis, Minnesota -- to acquire Piper Jaffray Companies, Inc., 

and engage in underwriting and dealing in, to a limited extent, bank-ineligible 

securities and other nonbanking securities. 

- Permitted, April 20, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
April 19, 1998 to April 25, 1998

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

BANK BRANCHES, DOMESTIC

American Bank of Montana, Bozeman, Montana -- to establish a branch at 501 East 

Main Street.

- Approved, April 22, 1998 

Minneapolis

Apple Creek Banking Company, Apple Creek, Ohio -- to establish a branch at 5091 

Manchester Road, Manchester, Ohio.

- Approved, April 23, 1998 

Cleveland

Chase Manhattan Bank, New York, New York -- to establish a branch at Pfizer Inc. 

at 219 East 42nd Street.

- Approved, April 23, 1998 

New York

Citizens Bank, Westminster, Colorado -- to establish a branch at 7180 West 103rd 

Avenue.

- Approved, April 24, 1998 

Kansas City

Colonial Bank, Montgomery, Alabama -- to establish a branch at 7401 Highway 43, 

Florence, Alabama.

- Approved, April 24, 1998 

Atlanta

Fifth Third Bank of Central Indiana, Indianapolis, Indiana -- to establish branches at 

5025 West 71st Street; and 905 North Green Street, Brownsburg, Indiana.

- Approved, April 22, 1998 

Chicago

Fifth Third Bank, Cincinnati, Ohio -- to establish the Liberty Bank Mart at 5420 

Liberty-Fairfield, Hamilton, Ohio.

- Approved, April 24, 1998 

Cleveland

(AC) = Addition or Correction Delegated - Page 1 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

BANK BRANCHES, DOMESTIC

First Virginia Bank-Piedmont, Lynchburg, Virginia -- to establish a branch inside the 

Kroger Store at 143 Crown Drive, Danville, Virginia.

- Approved, April 22, 1998 

Richmond

Heritage Bank, McLean, Virginia -- to establish a branch at Unit 6, Heritage Plaza, 

Pidgeon Hill Drive, Sterling, Virginia.

- Approved, April 20, 1998 

Richmond

Horizon Bank of Virginia, Merrifield, Virginia -- to establish a branch in the Heritage 

Mall Shopping Center at 7857 Heritage Drive, Annandale, Virginia.

- Approved, April 20, 1998 

Richmond

Liberty Bank, Milwaukee, Wisconsin -- to establish a branch at 15505 West National 

Avenue, New Berlin, Wisconsin.

- Approved, April 23, 1998 

Chicago

Southern Commercial Bank, St. Louis, Missouri -- to establish a branch at 5638 

Telegraph Road.

- Approved, April 20, 1998 

St. Louis

Union Bank and Trust Company, Bowling Green, Virginia -- to establish a branch at 

2811 Fall Hill Avenue, Fredericksburg, Virginia.

- Approved, April 24, 1998 

Richmond

Virginia Bank and Trust Company, Danville, Virginia -- to establish a branch at 

Franklin Turnpike and Mount Hermon Circle.

- Approved, April 20, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 2 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

BANK HOLDING COMPANIES

Alabama National Bancorporation, Birmingham, Alabama -- to merge with Public 

Bank, St. Cloud, Florida.

- Approved, April 23, 1998 

Atlanta

Baraboo Bancorporation, Inc., Baraboo, Wisconsin -- to acquire State Bank of 

Wonewoc, Wonewoc, Wisconsin.

- Approved, April 24, 1998 

Chicago

BB&T Corporation, Winston-Salem, North Carolina -- to acquire Franklin 

Bancorporation, Inc., Washington, D.C.

- Approved, April 23, 1998 

Richmond

Capital Bancorp Ltd., Lansing, Michigan, and Sun Community Bancorp Limited, 

Phoenix, Arizona -- to acquire Biltmore Community Bank, Phoenix, Arizona.

- Approved, April 22, 1998 

Chicago

Capitol Bancorp Ltd., Lansing, Michigan, and Sun Community Bancorp Limited, 

Phoenix, Arizona -- to acquire Southern Arizona Community Bank, Tucson, 

Arizona.

- Approved, April 22, 1998 

Chicago

Community Trust Bancorp, Inc., Pikeville, Kentucky -- to acquire Community Trust 

Bank of West Virginia, N.A., Williamson, West Virginia.

- Approved, April 20, 1998 

Secretary

CountryBanc Holding Company, Edmond, Oklahoma -- to acquire Home State 

Bank, Hobart, Oklahoma.

- Approved, April 22, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

BANK HOLDING COMPANIES

Fifth Third Bancorp, Cincinnati, Ohio -- to acquire CitFed BanCorp, Inc., Dayton, 

Ohio.

- Approved, April 23, 1998 

Cleveland

Fifth Third Bancorp, Cincinnati, Ohio -- to acquire State Savings Company, 

Columbus, Ohio.

- Approved, April 23, 1998 

Cleveland

First Security Corporation, Salt Lake City, Utah -- modification of a commitment 

made in connection with approval of its notice to engage de novo in certain 

nonbanking activities through First Security Capital Markets, Inc.

- Granted, April 21, 1998 

Director, BS&R

First Union Corporation, Charlotte, North Carolina -- to acquire Bowles Hollowell 

Conner & Co.

- Approved, April 23, 1998 

Richmond

Flag Financial Corporation, La Grange, Georgia -- to merge with Three Rivers 

Bancshares, Inc., Milan, Georgia, and acquire Bank of Milan.

- Approved, April 22, 1998 

Atlanta

Founders Financial Corporation, Grand Rapids, Michigan -- to acquire Founders 

Trust Personal Bank.

- Approved, April 21, 1998 

Chicago

Greater Bay Bancorp, Palo Alto, California -- to merge with Pacific Rim 

Bancorporation, San Francisco, California, and acquire Golden Gate Bank, San 

Francisco, California.

- Approved, April 22, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 4 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

BANK HOLDING COMPANIES

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

- Returned, April 24, 1998 

Chicago

Home Valley Bancorp, Cave Junction, Oregon -- to acquire Home Valley Bank.

- Approved, April 24, 1998 

San Francisco

Interchange Financial Services Corporation, Saddle Brook, New Jersey -- to acquire 

Jersey Bank For Savings, Montvale, New Jersey.

- Approved, April 21, 1998 

New York

Iowa First Bancshares, Corp., Muscatine Iowa -- redemption of shares.

- Approved, April 23, 1998 

Chicago

Mainline Bancorp, Inc., Ebensburg, Pennsylvania -- to acquire the First National 

Bank of Spangler, Spangler, Pennsylvania.

- Approved, April 24, 1998 

Philadelphia

Republic Security Financial Corporation, West Palm Beach, Florida -- request for 

waiver of application to merge with UniFirst Federal Savings Bank, Hollywood, 

Florida.

- Returned, April 22, 1998 

Atlanta

State of Franklin Bancshares, Inc., Pigeon Forge, Tennessee -- to acquire State of 

Franklin Savings Bank, Johnson City, Tennessee.

- Approved, April 23, 1998 

Atlanta

WNB Bancshares, Inc., Odessa, Texas -- to acquire City National Bank, Austin, 

Texas.

- Approved, April 24, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

BANK MERGERS

F&M Bank-Northern Virginia, Fairfax, Virginia -- to merge with The Bank of 

Alexandria, Alexandria, Virginia.

- Approved, April 21, 1998 

Richmond

Fifth Third Bank of Columbus, Columbus, Ohio -- to acquire a branch of Fifth Third 

Bank, Cincinnati, at 1720 Zolinger Road, Upper Arlington, Ohio, and to establish a 

branch.

- Approved, April 23, 1998 

Cleveland

Fifth Third Bank of Columbus, Columbus, Ohio -- to acquire State Savings Bank.

- Approved, April 23, 1998 

Cleveland

Fifth Third Bank of Southern Ohio, Hillsboro, Ohio -- to acquire a branch of The 

Fifth Third Bank of Western Ohio, Dayton, Ohio, at 140 West Main Street, 

Wilmington, Ohio, and to establish a branch.

- Approved, April 23, 1998 

Cleveland

Fifth Third Bank of Western Ohio, Dayton, Ohio -- to acquire Citizens Federal 

Savings Bank, FSB, and to establish branches.

- Approved, April 23, 1998 

Cleveland

Fifth Third Bank, Cincinnati, Ohio -- to acquire seven branches of The Fifth Third 

Bank of Western Ohio, Dayton, Ohio, in Hamilton; Middletown, Lebanon; and 

Fairfield, Ohio, and to establish branches.

- Approved, April 23, 1998 

Cleveland

Fifth Third Bank, Cincinnati, Ohio -- to acquire Century Bank, Upper Arlington, 

Ohio, and to establish branches.

- Approved, April 23, 1998 

Cleveland

(AC) = Addition or Correction Delegated - Page 6 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

BANK MERGERS

First Security Bank, Fort Lupton, Colorado -- to merge with The First Security 

Bank, Craig, Colorado.

- Approved, April 20, 1998 

Kansas City

Interchange Bank, Saddle Brook, New Jersey -- to merge with Jersey Bank for 

Savings, Montvale, New Jersey.

- Approved, April 21, 1998 

New York

CAPITAL STOCK

First Liberty Capital Corporation, Hugo, Colorado -- redemption of shares.

- Approved, April 21, 1998 

Kansas City

CHANGE IN BANK CONTROL

AmFirst Financial Services, Inc., McCook, Nebraska -- change in bank control.

- Permitted, April 20, 1998 

Kansas City

Delano State Agency, Inc., Delano, Minnesota -- change in bank control.

- Permitted, April 23, 1998 

Minneapolis

Learner Financial Corporation, Walnut Creek, California -- change in bank control.

- Permitted, April 23, 1998 

San Francisco

Tallahatchie Holding Company, Charleston, Mississippi -- change in bank control.

- Permitted, April 22, 1998 

St. Louis

COMPETITIVE FACTORS REPORTS

Bank of Santa Maria, Santa Maria, California -- report on competitive factors of the 

proposed merger with Mid-State Bank, Arroyo Grande, California.

- Submitted, April 21, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 7 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

COMPETITIVE FACTORS REPORTS

Cenit Bank, FSB, Norfolk, Virginia -- report on competitive factors of the proposed 

merger with Cenit Bank, Virginia Beach, Virginia.

- Submitted, April 20, 1998 

Richmond

Community Trust Bank of West Virginia, National Association, Williamson, West 

Virginia -- report on competitive factors of the proposed purchase of certain assets 

and assumption of certain liabilities of 14 branches of Bank One West Virginia, N.A., 

Huntington; and two branches of Bank One Wheeling-Steubenville, N.A., Wheeling, 

West Virginia.

- Submitted, April 20, 1998 

Richmond

First Republic Bank, Las Vegas, Nevada -- report on competitive factors of the 

proposed merger with Fidelity Management Trust Company of New York, New 

York, New York.

- Submitted, April 22, 1998 

San Francisco

Guaranty Bank and Trust Company, Belzoni, Mississippi -- report on competitive 

factors of the proposed merger with Bank of Hollandale, Hollandale, Mississippi.

- Submitted, April 23, 1998 

St. Louis

Habib American Bank, New York, New York -- report on competitive factors of the 

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

branch of Habib Bank AG Zurich, Zurich, Switzerland.

- Submitted, April 24, 1998 

New York

Highlands Bank, Highlands, Texas -- report on competitive factors of the proposed 

merger with New Highlands Bank.

- Submitted, April 22, 1998 

Dallas

(AC) = Addition or Correction Delegated - Page 8 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

COMPETITIVE FACTORS REPORTS

Mercantile Bank of Arkansas, N.A., North Little Rock, Arkansas -- report on 

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

liabilities of Horizon Bank, Malvern, Arkansas.

- Submitted, April 20, 1998 

St. Louis

Mercantile Trust Company, N.A., St. Louis, Missouri -- report on competitive 

factors of the proposed merger with Horizon Bank, Malvern, Arkansas.

- Submitted, April 20, 1998 

St. Louis

Metrobank, N.A., Houston, Texas -- report on competitive factors of the proposed 

merger with New Metrobank N.A, Houston, Texas.

- Submitted, April 22, 1998 

Dallas

Ocean Federal Savings Bank, Toms River, New Jersey -- report on competitive 

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

Whiting, New Jersey, branch of Summit Bank, Hackensack, New Jersey.

- Submitted, April 21, 1998 

Philadelphia

Schuykill Savings and Loan Association, Schuykill, Pennsylvania -- report on 

competitive factors of the proposed merger with Sobieski Building and Loan 

Association, Mount Carmel, Pennsylvania.

- Submitted, April 21, 1998 

Philadelphia

South Side National Bank in St. Louis, St. Louis, Missouri -- report on competitive 

factors of the proposed merger with Public Service Bank, A FSB.

- Submitted, April 23, 1998 

St. Louis

SouthTrust Bank, N.A., Birmingham, Alabama -- report on competitive factors of 

the proposed merger with American National Bank of Florida, Jacksonville, Florida.

- Approved, April 22, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 9 of 10
H.2 Actions under delegated authority April 19, 1998 to April 25, 1998

COMPETITIVE FACTORS REPORTS

U.S Bank National Association, Minneapolis, Minnesota -- report on competitive 

factors of the proposed merger with Piper Trust Company.

- Submitted, April 20, 1998 

Minneapolis

USDB Merger Corporation, Stockton, Colorado -- report on competitive factors of 

the proposed merger with Union Safe Deposit Bank.

- Submitted, April 23, 1998 

San Francisco

EXTENSIONS OF TIME

FCNB Corp, Frederick, Maryland, and FCNB Bank -- extension to divest certain 

property.

- Granted, April 21, 1998 

Richmond

FirstBank Holding Company of Colorado Employee Stock Ownership Plan, 

Lakewood, Colorado -- extension to July 21, 1998, to acquire FirstBank Holding 

Company of Colorado.

- Granted, April 21, 1998 

Kansas City

INTERNATIONAL OPERATIONS

Bryn Mawr Bank Corporation, Bryn Mawr, Pennsylvania -- to invest in BMT Jersey, 

a trust company on the Isle of Jersey in the Channel Islands.

- Approved, April 24, 1998 

Philadelphia

SECURITIES REGULATION

Over-the-counter stocks -- revised list of OTC stocks subject to margin 

requirements, and a list of foreign margin stocks.

- Published, April 24, 1998 

Director BS&R

(AC) = Addition or Correction Delegated - Page 10 of 10
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week of April 25, 1998 

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) Cambridge Financial Group, Inc., Cambridge, Massachusetts - Newspaper-05/26/98

application filed pursuant to Section 3(a)(1) of the Bank Holding Fed Reg -05/26/98

Company Act proposing to become a mutual bank holding

company through the reorganization of Cambridge Savings Bank,

Cambridge, Massachusetts.*

3(a)(1) Plymouth Bancorp, Inc., Wareham, Massachusetts - application Newspaper - 05/26/98

filed pursuant to Section 3(a)(1) of the Bank Holding Company Fed Reg - 05/26/98

Act proposing to become a mutual bank holding company through

the reorganization of Plymouth Savings Bank, Wareham,

Massachusetts.

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(1) The K&Z Company LLC, Brooklyn, New York, to become a Fed Reg - 05/21/98 1/

one-bank holding company through the acquisition of up to 75

percent of The First Bational Bank of Lisbon, Rochester, New

York.

1/ Date specified in Federal Register notice; a later date may be specified in the newspaper notice.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None 

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and Notifications Filed During the Week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application period

Ending date of comment

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

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

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

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

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of

None
Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

887827 The Hamler State Bank 12/15/97 4/24/98 Satisfactory Small Bank

210 Randolph Street

Hamler, OH 43524

Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

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

Enterprise Bank 6150 Enterprise Parkway, Solon, OH 44139

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

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

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

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

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

Federal Reserve Bank of Richmond

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Crestar Bank, Richmond, Virginia, to establish a branch in the 5/18/98

Fort Belvoir Commissary at 6020 Gorgas Road, Fort Belvoir,

Virginia.*

Branch Crestar Bank, Richmond, Virginia, to establish a branch in the 5/18/98

Fort Lee Commissary at 400 Shop Road, Fort Lee, Virginia.*

Branch Crestar Bank, Richmond, Virginia, to establish a branch in the 5/18/98

Langley AFB Commissary at 51 Spaatz Drive, Langley AFB,

Hampton, Virginia.*

Branch Crestar Bank, Richmond, Virginia, to establish a branch in the 5/18/98

Walter Reed Commissary at 2460 Linden Lane, Silver Spring,

Maryland.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

3(a)(3) BB&T Corporation, Winston-Salem, North Carolina, to acquire Fed Reg - 5/18/98

100% of the common stock of BB&T Bankcard Corporation, Newspaper - 5/19/98

Columbus, Georgia, in organization.*

3(a)(3) Community Bankshares, Inc., Orangeburg, South Carolina, to Fed Reg - 5/23/98

acquire 100% of the common stock of Florence National Bank, Newspaper - 5/15/98

Florence, South Carolina, in organization.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

4(c)(8) Allied Irish Banks, p.l.c., Dublin, Ireland, to engage in certain

investment advisory activities.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

1995.

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

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

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

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

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

708333 The Peoples Bank of Mullens 2/9/98 4/23/98 Satisfactory Small Bank

200 1st Street

Mullens, West Virginia 25882

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

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

FBSEA Banco de Credito Inversiones, S.A., Santiago, Chile, to establish an N/Avail

international agency located in Miami, Florida.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

4(c)(8) Republic Bancshares, Inc., St. Petersburg, Florida, to acquire Bankers N/Avail

Savings Bank, FSB, Coral Gables, Florida, and thereby engage in

operating a savings association.*

3(a)(1) CNB Holdings, Inc., Alpharetta, Georgia, to become a bank holding N/Avail

company by acquiring Chattahoochee National Bank, Alpharetta,

Georgia (in organization).*

CIC DBT Holding Company, Vidalia, Georgia, after-the-fact notification N/Avail

filed by the Darby Family Limited Partnership No. 2, Vidalia, Georgia,

to retain 46.6 percent of the outstanding shares of DBT Holding

Company, Vidalia, Georgia.

3(a)(5) Premier Bancshares, Inc., Atlanta, Georgia, to merge with The Bank Fed Reg - 5/18/98

Holding Company, Griffin, Georgia, and thereby acquire First

Community Bank of Henry County, McDonough, Georgia, and The

Bank of Spaulding County, Griffin, Georgia.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of 

WAIVER SouthTrust Corporation, Birmingham, Alabama, application waiver

request in connection with the proposed merger with American Banks

of Florida, Inc., Jacksonville, Florida, and indirect acquisition of

American National Bank of Florida, Jacksonville, Florida.

4(c)(8) Community Financial Services, Inc., Atlanta, Georgia, to acquire

Community Bank Marketing, Inc., Atlanta, Georgia, and thereby engage

in management consulting and counseling activities.

3(a)(1) UB&T Financial Services Corporation, Rockmart, Georgia, notice to

become a bank holding company by acquiring United Bank & Trust

Company, Rockmart, Georgia.

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

931636 Gulf Bank 01/20/98 04/22/98 Satisfactory Small Bank

P.O. Box 015-299

Miami, Florida 33145
Section VI - CRA examinations scheduled for 2nd Quarter of 1998

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Old Kent Bank Newspaper - 5/14/98

Grand Rapids, Michigan

 3010 Union Lake Road

 Commerce Township, Michigan

Newspaper - Newspaper Comment Period Ending Date

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

Type Application comment period

Ending date of 

3(a)(3) Halbur Bancshares, Inc.* Fed Reg - 4/13/98

Halbur, Iowa Newspaper - 5/6/98

 Westside Banco, Inc

 Westside, Iowa

 Westside State Savings Bank

 Westside, Iowa

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not available at this time

*Subject to the provisions of the Community Reinvestment Act

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) National Australia Bank Limited Fed Reg - 5/13/98

Melbourne, Australia

 Banc One Mortgage Corporation

 Indianapolis, Indiana

Fed Reg - Federal Register Comment Period Ending Date
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of 

None

Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Notice by McIlroy Bank & Trust, Fayetteville, Arkansas, to 5/5/98

establish a branch at the 3350 West Wedington Drive,

Fayetteville, Arkansas.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application comment period

Ending date of 

CIC Notice involving P & W Bancshares, Inc., Little Rock, Arkansas, Newspaper - 5/6/98

by The Robert M. Wilson Family Limited Partnership (previously

reported during the week of April 13, 1998).

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

3(a)(5) Notice by Citizens Bancorp, Inc., Charleston, Missouri, to acquire Not applicable

Citizens Bank, Charleston, Missouri.

3(a)(5) Notice by Signature Bancshares, Inc., Springfield, Missouri, to Not applicable

acquire Signature Bank, Springfield, Missouri.
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and Notifications Filed During the Week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch First Interstate Bank, Billings, Montana, to establish a branch in 5/9/98

Lame Deer, Montana.*

Branch Flint Creek Valley Bank, Philipsburg, Montana, to establish a 5/10/98

branch in Butte, Montana.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application period

Ending date of comment

3(a)(3) Avon State Bank Employee Stock Ownership Plan, Avon, Fed Reg - 5/23/98

Minnesota, for prior approval to acquire 36.1% of the voting

shares of Avon Bancshares, Inc., Avon, Minnesota.*

CIC Carl Larson to acquire control of 31.2% of the voting shares of N/Avail

Omega City Holding Company, La Moure, North Dakota.

CIC Myron Mulder to acquire control of 24.5% of the voting shares of N/Avail

PSB Financial Shares, Inc., Prinsburg, Minnesota.

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

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

Type Application comment period

Ending date of

None

Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA

number Institution/ Location date public date rating Exam type

None

Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Bank of Boulder, to establish a branch at 915 Hoover Street, Newspaper - N/Avail

Longmont, Colorado.

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

Type Application comment period

Ending date of 

CIC Ned and Margaret Stuart Family Partnership, LP; and J.L. and Newspaper - 04/30/98

Delene Stuart Family Partnership, LP, both of Shattuck, Fed Reg - 05/13/98

Oklahoma, for prior approval to acquire voting shares of Shattuck

Bancshares, Inc., Shattuck, Oklahoma, and thereby indirectly

acquire Shattuck National Bank, Shattuck, Oklahoma.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

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

institutions for which an evaluation is publicly available.

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

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

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

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

CRA.:

Outstanding

Satisfactory

Needs to Improve

Substantial noncompliance

RSSD Examination CRA CRA

number Institution/ Location date public date rating

None

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

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

None

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

Type Application comment period

Ending date of 

None
Section V - Availability of CRA public evaluations

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA 

number Institution/Location date public date rating Exam type

None

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

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and Notifications Filed During the Week of April 25, 1998

Section I - Applications subject to newspaper notice only

Type Application comment period

Ending date of 

Branch Santa Barbara Bank and Trust, Santa Barbara, California, to re- Newspaper - 4/29/98

establish its branch office at 2010 Mission Drive, Solvang,

California.*

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application period

Ending date of comment

3(a)(1) Jefferson State Bancorp, Medford, Oregon, to become a bank Newspaper - 5/19/98

holding companay by acquiring Bank of Southern Oregon, Fed Reg - 5/21/98

Medford, Oregon.*

3(a)(1) San Juan Bank Holding Company, Friday Harbor, Washington, to Newspaper - 5/15/98

become a bank holding company by acquiring Islanders Bank, Fed Reg - 5/26/98

Friday Harbor, Washington.*

3(a)(5) Heritage Financial Corporation, Olympia, Washington, to acquire Newspaper - 5/15/98

100 percent of North Pacific Bancorporation, Tacoma, Fed Reg - 5/22/98

Washington.*

*Subject to the provisions of the Community Reinvestment Act.

Section III - Applications subject to Federal Register notice only

Type Application comment period

Ending date of 

4(c)(8) Palm Desert Investments, Palm Desert, California, to engage de Fed Reg - 5/12/98

novo, directly, in bringing together buyers and sellers in connection

with the sale of Automated Teller Machines ("ATM's"), or

management rights with respect to such ATM's.
Section IV - Applications not subject to Federal Register or newspaper notice

Type Application comment period

Ending date of

4(c)(8) Pedcor Bancorp, Indianapolis, Indiana, to engage in making debt and None

equity investments in connection with low-income housing through

Pedcor Funding Corporation, Indianapolis, Indiana.

Section V - Publicly available CRA evaluations

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

Outstanding

Satisfactory

Needs to improve

Substantial noncompliance

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

RSSD Examination CRA CRA Large Small

number Institution/ Location date public date rating bank bank

Exam type

None

Section VI - CRA examinations scheduled 2nd Quarter of 1998

Institution Location

None