i lleti w End bri 1 1
1- 1 ns_S N
Application Comment Period Ending Date
None.
= icati bj o Both

Ni nd Fi al i i
Application Comment Period Ending Date
The Colonial BancGroup, Inc. Not yet available*

Montgomery, Alabama
To merge with Fort Brooke Bancorporation, Brandon, Florida, and thereby directly
acquire Fort Brooke Bank, Brandon, Florida, pursuant to Section 3(a)(5) of the
Bank Holding Company Act.

Regions Financial Corporation 03-06-97*
Birmingham, Alabama Federal Register

To merge with Gulf South Bancshares, Inc., Gretna, Louisiana, and thereby directly

acquire Gulf South Bank and Trust Company, Gretna, Louisiana, pursuant to Section

3(a) (5) of the Bank Holding Company Act.

Decatur First Bank Group, Inc. Not yet available*
Decatur, Georgia
1-BHC formation, Decatur First Bank, Decatur, Georgia.

Jamestown Union Bancshares, Inc. Not yet available*
Jamestown, Tennessee

Change in control notification by WMJ/RMJ Family Limited Partnership, to acquire

17.7 percent of the outstanding shares of Jamestown Union Bancshares, Inc.,

Jamestown, Tennessee.

Hamilton Bancorp, Inc. 02-21-97*

Miami, Florida Federal Register
Change in control notification by Mr. Eduardo A. Masferrer to acquire an
additional 9.31 percent of the outstanding shares of Hamilton Bancorp, Inc.,
Miami, Florida. The acquisition will increase Mr. Masferrer’s total ownership to
15.20 percent.

Republic Bancshares, Inc. 03-01-97*

St. Petersburg, Florida Newspaper
To acquire Firstate Financial, F.A., Orlando, Florida, and thereby engage in
operating a savings association, pursuant to Section 225.25(b) (9) of Regulation
Y and Section 4(c) (8) of the Bank Holding Company Act.

*Subject to provisions of the Community Reinvestment Act.



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 2/07/97
section I - Licati subi ice Only.
Licati Com P i Ending D

None

Section II = Applications Subj F

r Feder
U.S. Bancorp, Portland, Oregon, to acquire Newspaper: Not available
Business & Professional Bank, Woodland,
California. * Fed, Reg.: 3/03/97
-Applicati i E i
Philippine Commercial International Bank, Fed, Reg.: 2/24/97

Manila, Philippines, to expand the geographic
scope of its money transmitter services through
PCI Express Padala, Inc., Los Angeles, California.

Regency Bancorp, Fresno, California, to acquire Fed. Reg.: 2/18/97 —
Regency Investment Advisors, Fresno, California.

None

* Subject to CRA.



CRA Public CRA
Bank/Location Exam Date —Date_ —Rating_
Farmers State Bank 11/18/96 02/03/97 Outstanding
103 East Second
Pine Bluffs, Wyoming 82082
Bank of Laramie 11/18/96 02/07/97 Outstanding
P.O. Box 1027

Laramie, Wyoming 82070-1027

*Application is subject to CRA.



FEDERAL RESERVE BANK OF PHILADELPHIA

ECT! : IV) ND TT PA
TICE ONLY
NONE

SECTION II - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER.
-AND FEDERAL REGISTER NOTICE

Keystone Financial Inc., Harrisburg, PA to acquire 100 percent of Financial Trust Corp,

Carlisle,
PA, pursuant to Section 3(a)(5) of the Bank Holding Company Act.

Newspaper comment period expires: 3/02/97
Federal Register comment period expires: N/Avail

IN FFE ~ APPLICATIONS RECEIVED AND RAL
REGISTER NOTICE ONLY

NONE

FECTION ITV - IONS RECEIVED AND T TO FEDERAL
REGISTER NOTICE ER

Prime Bancorp, Fort Washington, PA to be relieved of certain commitments in connection
with its bank holding company formation.



Federal Reserve Bank of Chicago

Section I - Applications Subj WS]
Notice Only
Comment
Period
Merger & Branch La Salle State Bank NP - 2-3-97
La Salle, Illinois
Community Bank of Utica
Utica, Illinois
100 Mill Street
Utica, Illinois
Branch 1St Source Bank NP - 2-10-97

South Bend, Indiana
2900 South State Street
St. Joseph, Michigan

NP - Newspaper

FR - Federal Register

* - Subject to Provisions of Community Reinvestment Act
** - Not available at this time



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 2/07/97

V_- Availability of CRA Publi
The CRA public evaluations of the institution(s) below became available during this
week. Information about a particular institution's CRA evaluation may be obtained
directly from the institution.
Institut . Examination £ Ratina*

None

*Under the rating system an institution's CRA performance is assigned one of the
following four ratings:

Outstanding record of meeting community credit needs: An institution has an
outstanding record of, and is a leader in, ascertaining and helping to meet the credit
needs of its entire delineated community, including Jow- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs: An institution has a
satisfactory record of ascertaining and meeting the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

Needs to Improve record of meeting community credit needs: An institution needs to
improve its overall record of ascertaining and helping to meet the credit needs of its
entire delineated community, including low- to moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

in meeting community credit needs: An institution has a
substantially deficient record of ascertaining and helping to meet the credit needs of
its entire delineated community, including low- to moderate-income neighborhoods, in
a manner consistent with its resources and capabilities.



H.2
FEBRUARY 3, 1997 TO FEBRUARY 7, 1997
PAGE 5

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK MERGERS

Dallas Bank of the West, El Paso, Texas -- to acquire
certain assets and assume certain liabilities of a
branch of NationsBank of Texas, N.A., Dallas,
Texas.

Approved, February 3, 1997.

BANKS, STATE MEMBER

Director, BS&R Bank of America - Nevada, Las Vegas, Nevada --
registration as transfer agent.
Withdrawn, February 4, 1997.

Richmond Middleburg Bank, Middleburg, Virginia -- payment of a
dividend.
Approved, February 7, 1997.

CAPITAL STOCK

Chicago Halbur Bancshares, Inc., Halbur, Iowa -- redemption
of shares.
Approved, February 5, 1997.

CHANGE IN BANK CONTROL

Atlanta Alabama Bancorporation, Birmingham, Alabama -- change
in bank control.
Permitted, February 7, 1997.

Chicago Antioch Holding Company, Antioch, Illinois -- change
in bank control.
Returned, February 4, 1997.

Chicago APM Bancorp, Inc., Buffalo, Iowa -- change in bank
control.
Permitted, February 6, 1997.

COMPETITIVE FACTORS REPORTS

San Francisco Bank of Hawaii, Honolulu, Hawaii, proposed merger
with First Federal Savings and Loan Association --
report on competitive factors.

Submitted, February 5, 1997.



KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED
During the week ending February 7, 1997

- AP) R NOTI
APPLICATION COMMENT PERIOD ENDING DATE
None.
‘TION II - APPLICAT! H
NEWSPAPER AND FEDERAL REGISTER NOTICE
APPLICATION COMMENT PERIOD ENDING DATE
BancFirst Corporation, Oklahoma City, Oklahoma, February 28, 1997

for prior approval to acquire 40 percent of the voting
shares of First Ada Bancshares, Inc., Ada,
Oklahoma.*

Mid-America Bankshares, Inc., Baldwin City, Kansas, March 10, 1997
for prior approval to become a bank holding company

through the acquisition of 100 percent of the voting

shares of State Bank of Esbon, Esbon, Kansas.*

Community Bankshares, Inc., Neosho, Missouri, for Not Available
prior approval to purchase The Diamond Bank,

Diamond, Missouri, and upon consummation merge

Diamond Bank into Community Bank & Trust,

Neosho, Missouri.*

Clayton L. Green, Jr., Lawton, Oklahoma, for prior Not Available
approval to increase ownership interest from 13.75

percent to 100 percent, of the voting shares of B.O.F.

Bancshares, Inc., Elgin, Oklahoma.

- APPLICATI T

APPLI COMMENT PERIOD ENDING DATE

None.



deral Reserve B: of in
Applications Bulletin for Week Ending February 7, 1937

ection 2 - Applications Subject to Both

aper and Feder. egi oa ice
Appli ion Comment Period Ending Date
Whitney Holding Corporation 03-06-97*
New Orleans, Louisiana Federal Register

To merge with Merchants Bancshares, Inc., Gulfport, Mississippi, and thereby
directly acquire Merchants Bank & Trust Company, Gulfport, Mississippi, pursuant
to Section 3(a) (5) of the Bank Holding Company Act.

Whitney Holding Corporation 03-06-97*

New Orleans, Louisiana Federal Register
To acquire Whitney National Bank of Mississippi, Gulfport, Mississippi
(in organization), pursuant to Section 3(a) (3) of the Bank Holding Company Act.

Section 3 - Applications Subject to Federal Register Only

Applic:

nm Comment Period Ending Dat

Barnett Banks, Inc. 02-25-97
Jacksonville, Florida

To acquire Oxford Resources Corp., Melville, New York, and thereby engage in

consumer finance and leasing personal or real property or acting as agent, broker

or adviser in leasing such property, pursuant to Sections 225.25 (b) (1) (i) and

225.25(b) (5) of Regulation Y and Section 4(c) (8) of the Bank Holding Company Act.

Section 4 - Applications Not Subject to
deral Regi, lotice or News} Noti

Applicatio:

Deposit Guaranty Corporation

Jackson, Mississippi
Request for waiver of the application requirement of Section 3(a) (5) of the Bank
Holding Company Act for Deposit Guaranty Louisiana Corp., Shreveport, Louisiana,
to merge with Deposit Guaranty Arkansas Corp., Fort Smith, Arkansas, and thereby
directly acquire Merchants National Bank, Fort Smith, Arkansas.

*Subject to provisions of the Community Reinvestment Act.



3(a)(1)

3(a)(3)

3(ay()

Federal Reserve Bank of Chicago

ction JI - icati subj B WS) F
Register Notice Cont’d

Damen Financial Corporation*
Schaumburg, Illinois
Damen National Bank
Schaumburg, Illinois

Firstbank of Illinois Co.*
Springfield, Illinois
BanCentral Corporation
Champaign, Illinois
Central National Bank of Mattoon
Mattoon, Illinois

First Equity Corp.*
Skokie, Illinois
1st Equity Bank
Skokie, Illinois (in organization)

FR - 2-7-97
NP - 2-2-97

FR - 2-14-97
NP - **

FR - 2-27-97
NP - 2-23-97



Applications Bulletin for Week Ending February 7, 1997
Recently Approved Applications Approval Date

Alabama National BanCorporation 02-07-97

Birmingham, Alabama

Change in control notification by James Ransom McWane, individually and as trustee
of the McWane Trust, to acquire an additional 4.73 percent of the outstanding
shares of common stock. Mr. McWane’s total ownership will equal 29.38 percent.

CBC Holding Company 02-05-97
Fitzgerald, Georgia

Notice for 1-BHC formation, Community Banking Company of Fitzgerald, Fitzgerald,
Georgia.



V - Al FEDERAL REGISTER I

OR NEWSPAPER NOTICE
APPLICATION
None.
V- LI Pl E TION,
Identification of Ratings

In connection with the assessment of each insured depository institution's CRA performance, a
rating is assigned from the following groups:

Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-

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

Substantial noncompliance in meeting community credit needs

An institution in this group has a substantially deficient record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities



Federal Reserve Bank of Richmond

ection III - Applications Subject to Federal Register Notice

Application mment Peri En

None.

Section IV - Application Not Subject to
Notice Ne ape: i

Licati

Second Bank & Trust, Culpeper, Virginia,

and Virginia Heartland Bank, Fredericksburg,
virginia, to acquire 50% interest each in
VHB Mortgage Company, L.L.C., Fredericksburg,
Virginia, a bank service corporation.

The Middleburg Bank, Middleburg, Virginia,
to pay a dividend in excess of statutory
limitations.

ing Dat:



H.2

FEBRUARY 3, 1997 TO FEBRUARY 7, 1997

PAGE 10

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

EXTENSIONS OF TIME

Dallas

Dallas

Dallas

Boston

REGULATIONS AND POLICIES

Secretary
FOMC

New Galveston Company, Wilmington, Delaware -- to
acquire Citizens State Bank, Corpus Christi, Texas.
Granted, February 7, 1997.

Sanger Bancshares, Inc., Sanger, Texas -- extension
to April 8, 1977, to acquire Sanger Intermediate
Holding Company, Inc., Wilmington, Delaware, and
Sanger Bank, Sanger, Texas.

Granted, February 5, 1997.

Sanger Intermediate Holding Company, Inc.,
Wilmington, Delaware -- to acquire Sanger Bank,
Sanger, Texas.

Granted, February 5, 1997.

Service Bancorp, MHC, Medway, Massachusetts -- to
become a mutual savings bank holding company
through the acquisition of Medway Savings Bank.

Granted, February 5, 1997.

Federal Open Market Committee -- minutes of the
meeting on December 17, 1997.
Published, February 6, 1997.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to

Newspaper Notice Only
Comment Period
Ending Date
NONE.
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both
New: i i ic
Comment Period
Application —Ending Date _
Trimont Bancorporation, Inc., Trimont, Minnesota March 7, 1997
for prior approval to acquire 24% of the voting shares (Federal Register)

of the Financial Services of Winger, Inc., Winger, Minnesota. *

Farmers State Financial Corp., Victor, Montana February 21, 1997
to engage de novo in operating a savings association (Federal Register)
through the acquisition of Farmers State Bank, fsb,

Stevensville, Montana, a de novo federal savings bank.

*Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS

Section III - Applications Subject
Federal i ti 1
Comment Period

Application Ending Date _
NONE.

FEDERAL RESERVE BANK OF MINNEAPOLIS

Section IV - Applications Not Subject to
ral Register Noti ws ice
licati

Otto Bremer Foundation and Bremer Financial Corporation,
both of St. Paul, Minnesota for prior approval to engage in
general insurance agency activities through the acquisition of
certain assets of the Paul E. Hedlund Insurance Agency,
Boyceville, Wisconsin.



Federal Reserve Bank of Chicago

Section V - Availabili ic Evaluati
cont’d

State Bank of Howards Grove

211 North Wisconsin Drive

Howards Grove, Wisconsin 53083-1199
(414) 565-3351 11/12/96



H.2

FEBRUARY 3, 1997 TO FEBRUARY 7, 1997

PAGE 7

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

Dallas

Cleveland

Chicago

Richmond

Atlanta

Cleveland

First National Bank of South Padre Island, South
Padre Island, Texas, proposed merger with New South
Padre Bank -- report on competitive factors.

Submitted, February 4, 1997.

First State Bank of Pineville, Kentucky, Inc.,
Pineville, Kentucky, proposed purchase of certain
assets and assumption of certain liabilities of the
Pineville branch of Security First Network Bank,
FSB, Atlanta, Georgia -- report on competitive
factors.

Submitted, February 3, 1997.

LaSalle Northwest National Bank, Chicago, Illinois,
proposed merger with Columbia National Bank of
Chicago -- report on competitive factors.

Submitted, February 5, 1997.

Lincoln Bank of North Carolina, Lincolnton, North
Carolina, proposed purchase of certain assets and
assumption of certain liabilities of the Lake Lure,
North Carolina, branch of First Union National Bank
of North Carolina, Charlotte, North Carolina --
report on competitive factors.

Submitted, February 7, 1997.

Nashville Bank of Commerce, Nashville, Tennessee,
proposed purchase of certain assets and assumption
of certain liabilities of the St. Joseph's branches
in Lawrence County of Boston's Bank of Tennessee,
Memphis, Tennessee -- report on competitive
factors.

Submitted, February 7, 1997.

Northwest Savings Bank, Warren, Pennsylvania,
proposed merger with Northwest Interim Savings Bank
-- report on competitive factors.

Submitted, February 3, 1997.



H.2

FEBRUARY 3, 1997 TO FEBRUARY 7, 1997

PAGE 6

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

San Francisco

Richmond

Cleveland

San Francisco

Atlanta

New York

Bay View Federal Bank, A Federal Savings Bank, San
Mateo, California, proposed acquisition of certain
assets and assumption of certain liabilities of
California Thrift & Loan, Corvina, California ~--
report on competitive factors.

Submitted, February 6, 1997.

Cabarrus Bank of North Carolina, Concord, North
Carolina, proposed purchase of certain assets and
assumption of the liabilities of the Mount Pleasant
branch of First Union National Bank of North
Carolina, Charlotte, North Carolina -- report on
competitive factors.

Submitted, February 7, 1997.

Citizens National Bank of Leesburg, Leesburg,
Florida, proposed merger with The Huntington
National Bank of Florida, Maitland, Florida --
report on competitive factors.

Submitted, February 3, 1997.

City Bank, Honolulu, Hawaii, proposed merger with
International Savings and Loan Association ~--
report on competitive factors.

Submitted, February 4, 1997.

Commercial State Bank, Donaldsonville, Georgia,
proposed purchase of certain assets and assumption
of certain liabilities of the Blakely branch of
First Federal Savings Bank of Southwest Georgia,
Donaldsonville, Georgia, and to establish one
branch -- report on competitive factors.

Submitted, February 5, 1997.

Dime Bancorp, Inc., New York, New York, proposed
acquisition of the assets and assumption of the
liabilities of BFS Bancorp, Inc., and its
subsidiary, Bankers Federal Savings, FSB -- report
on competitive factors.

Submitted, February 5, 1997.



Federal Reserve Bank of Richmond
ion v - Availabili £ Cl lic E

Week ending February 7, 1997

Definition of Ratings

Outstanding record of meeting community credit needs.
An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated

community, including low- and moderate-income neighborhoods, in a manner con-
sistent with its resources and capabilities.

Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community,

including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.

Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record of ascer-
taining and helping to meet the credit needs of its entire delineated

community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of ascer-
taining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods,

in a manner consistent with
its resources and capabilities.

Examination
Date _ Rating

Citizens Bank and Trust Company
126 South Main Street
Blackstone, Virginia 23824-1842 11-4-96 Satisfactory
Second Bank & Trust
102 South Main Street
Culpeper, Virginia 22701-3028 11-4-96

Outstanding



H.2

PAGE 9

FEBRUARY 3, 1997 TO FEBRUARY 7, 1997

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

| COMPETITIVE FACTORS REPORTS

| Chicago West Suburban Bank of Carol Stream/Stratford Square,

EXTENSIONS OF TIME

San Francisco

Dallas

Dallas

Richmond

Atlanta

Dallas

Bloomingdale, Illinois, proposed merger with West
Suburban Bank of Aurora, F.S.B., Aurora; West
Suburban Bank, Lombard; West Suburban Bank of
Darien, Darien; and West Suburban Bank of Downers
Grove/Lombard, Downers Grove, Illinois -- report on
competitive factors.

Submitted, February 7, 1997.

Centennial Holdings, Ltd., Olympia, Washington --
extension to divest certain property.
Granted, February 5, 1997.

Cullen/Frost Bankers, Inc., San Antonio, Texas --
extension to June 3, 1997, to acquire Corpus
Christi Bancshares, Inc., Corpus Christi, Texas,
and C.S.C.C., Inc., Wilmington, Delaware, and
Citizens State Bank, Corpus Christi, Texas.

Granted, February 7, 1997.

Cullen/Frost Bankers, Inc., San Antonio, Texas --
extension to June 3,:1997, to merge with Corpus
Christi Bancshares, Corpus Christi, Texas.

Granted, February 7, 1997.

First National Bancorp, Inc., St. Marys, West
Virginia -- extension to April 4, 1997, to acquire
The First National Bank of St. Marys.

Granted, February 6, 1997.

Gateway Bancshares, Inc., Ringgold, Georgia --
extension to May 23, 1997, to acquire Gateway Bank
and Trust.

Granted, February 6, 1997.

New Galveston Company, Wilmington, Delaware --
extension to June 3, 1997, to merge with Corpus
Christi Bancshares, Corpus Christi, Texas.

Granted, February 7, 1997.


COC-HC

3(a)(1)

3(a)(3)

COC-HC

3a)

Federal Reserve Bank of Chicago

tis - icatio: ibj Bi Ww:
it ti “d

Application

Antioch Holding Company
Antioch, Illinois
By Randolph S. Miles

AliKat Investments, Inc.*

Gurnee, Illinois

NorthSide Community Bank
Gurnee, Illinois (in organization)

Blackhawk Bancorp, Inc.*

Beloit, Wisconsin

Rochelle Bancorp, Inc.
Rochelle, Illinois
Rochelle Savings Bank, S.B.
Rochelle, Illinois

Gilman Investment Company

Montezuma, Iowa
By Todd E. Arendt & Revocable trust agreement
of Angela D. Hulin

Vanderbilt Holding Company, Inc.*

Fairfax, lowa

Fairfax State Savings Bank
Fairfax, lowa

Comment
Period

Ending Date

FR - 2-20-97
NP - **

FR - 3-03-97
NP - **

FR - 3-3-97
NP - **

FR - 2-4-97
NP - 1-24-97

FR - 1-24-97
NP - 3-01-97



ANNOUNCEMENT H.2, 1997, No. 6
Actions of the Board, its Staff, and

BOARD OF GOVERNORS the Federal Reserve Banks;
OF THE Applications and Reports Received
FEDERAL RESERVE SYSTEM During the Week Ending February 8, 1997

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES

HSBC Holdings, PLC, London, England; HSBC Holdings
BV, Amsterdam, The Netherlands; and HSBC Americas,
Inc., Buffalo, New York (HSAI) -- to acquire CTUS,
Wilmington, Delaware; First Federal Savings and
Loan Association of Rochester, Rochester, New York;
and application by Marine Midland Bank, Buffalo,
New York -- to merge First Federal with and into
Marine Midland Bank and to establish branches.

Permitted, February 3, 1997.

South Coast Bancorp, Inc., Irvine, California --
request for reconsideration of approval by the
Federal Reserve Bank of San Francisco of an
application to become a bank holding company.

Denied, February 5, 1997.

Susquehanna Bancshares, Inc., Lititz, Pennsylvania --
to acquire Atcorp, Inc., Marlton, New Jersey;
Equity National Bank, Atco, New Jersey; Farmers
Banc Corp., Mullica Hill, New Jersey; and Farmers
National Bank.

Approved, February 3, 1997.

ENFORCEMENT

BCCI Holdings (Luxembourg), S.A., Luxembourg, and the
Bank of Credit and Commerce International, S.A. --
final decision and final order of prohibition and
assessment of a civil money penalty against Ghaith
R. Pharaon, an institution-affiliated party.

Announced, February 4, 1997.

Cuyamaca Bank, Santee, California -- written
agreement dated January 22, 1997, with the Federal
Reserve Bank of San Francisco.

Announced, February 7, 1997.

OmniBanc Corporation, Detroit, Michigan -- written
agreement dated February 5, 1997, with the Federal
Reserve Bank of Chicago.

Announced, February 7, 1997.

OmniBank, River Rouge, Michigan -- written agreement
dated January 21, 1997, with the Federal Reserve
Bank of Chicago and the Michigan Financial
Institutions Bureau.

Announced, February 7, 1997.



FEDERAL RESERVE BANK OF NEW YORK

Comment Period
‘in:

SECTION I

Applications Subject to Newspaper
Notice Only

None.
SECTION IT
Applications Subject to Both
Newspaper and Federal Register Notice

Application by The Bank of New York Company, Inc., New York,
New York, to acquire between 5 percent and 9.9 percent of the
common shares of State Street Boston Corporation, Boston,
Massachusetts, a bank holding company that controls State

Street Bank and Trust Company, Boston, Massachusetts, and
certain non-bank subsidiaries, and incident thereto, to engage in

the following non-banking activities:

(1) performing functions or activities that may be performed

by a trust company pursuant to Section 225.25(b)(3) of Regulation
Y through State Street Boston Securities Services Corp., Boston,
Massachusetts, Investors Fiduciary Trust Company, Kansas City, Missouri;
(2) acting as an investment or financial advisor pursuant to Sections
225.25(b)(4) (ii) and (iii) of Regulation Y through State Street
Global Advisors, Inc., Dover, Delaware, State Street Global
Advisors, United Kingdom Limited, London, England, State Street
Unit Trust Management Limited, London, England, Boston
Equiserve, L.P., Canton, Massachusetts; and,

(3) data processing activities pursuant to Section 222.25(b)(7) through
Boston Financial Data Services, North Quincy, Massachusetts,
National Financial Data Services, Kansas City, Missouri,

CFDS Limited, Toronto, Ontario, Canada, CFDS Investor

Services Limited, Toronto, Ontario, Canada, European Financial
Data Services, Luxembourg, Princeton Financial Systems, Princeton,
New Jersey, Bridge Information Systems, Inc., St. Louis, Missouri,
Dunai Financial Services PTY Limited, Melbourne, Australia.

SECTION IT
Nonbanking Applications
subj Register Notice Onl
None.
ION IV

Applications Not Involving
Public Co

Notice by J.P. Morgan, New York, New York, to make an additional
investment in a foreign company.



T ~-_AP.
NE! R IN.

Ay icatio:

NONE

- APPLI
iW: P} [D :D: R
Application Comm: ri i D:
Bank of Boston Corporation, Newspaper 01-15-97
Boston, Massachusetts, and
BayBanks, Inc., Boston, Fe ister 02-18-97
Massachusetts - 3(a) (3)
application to acquire
BankBoston (NH), National
Association, Nashua,
New Hampshire*
N IIT - PLICA' ECT T
DERA: Et T. NOTI iY

Application lomme. iod Endin

NONE

SECTION IV - APPLICATIONS NOT SUBJECT TO
E LR! T: NEWSP. TICE
icatio:
NONE
SECTION -_ AV: L P EB AT IO}

Institution Examination Date Rating**

NONE
*Subject to CRA.
**Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to

Improve; "SN" - Substantial Noncompliance

FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

ati



FEDERAL RESERVE BANK OF ST. LOUIS

FOR THE WEEK ENDING February 7, 1997

Identificati ings:

Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping to meet

the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

xamination xXamination
Date Rating

Dongola, Illinois 10/21/96 Satisfactory



Federal Reserve Bank of St. Louis

FOR THE WEEK ENDING FEBRUARY 7, 1997

TI : IN; PAPE. ICE
Application End of Comment Period
None.

SECTION II - APPLICATIONS SUBJECT TO BOTH
NE PE) TICE
Application nd of mi

Change in control notification involving

Omni Bancorp, Inc., Effingham, Illinois,

by Gerald L. and Shirley M. Moon

(previously reported during the week

ending January 24, 1997). Federal Register: 2-28-97

* Section 3(a)(3) application by Security

Bancorp of Tennessee, Inc., Halls,

Tennessee, to acquire 41% of Bank of

Jackson, Jackson, Tennessee, a proposed

de novo bank. Newspaper: 3-3-97

* Southeast Arkansas Bank Corporation,

Lake Village, Arkansas, to acquire

Jefferson County Bank of Fayette, Fayette,

Mississippi. Newspaper: 3-10-97

* Bolivar Bancshares, Inc., Bolivar,
Missouri, to acquire Bank of Bolivar,

Bolivar, Missouri. Newspaper: 3-7-97
- APP! ATI TT IE RE E

Apnlication End of Comment Period
None.

TI - APPLI! FE)

OR NEWSPAPER NOTICE

Application End of Comment Period
None.

* This application/notification is subject to CRA.



H.2

FEBRUARY 3, 1997 TO FEBRUARY 7, 1997

PAGE 8

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS

Dallas

Dallas

Atlanta

Atlanta

Kansas City

Dallas

Chicago

South Texas Bank, SSB, Victoria, Texas -- proposed
acquisition of the assets and assumption of the
liabilities of branches of Pacific Southwest Bank,
Corpus Christi at 204 East 4th Street,
Hallettsville; 601 Lott Street, Yoakum; and 4304
North Navarro, Victoria, Texas -- report on
competitive factors.

Submitted, February 4, 1997.

Summit Community Bank, N.A., Fort Worth, Texas,
proposed merger with Alta Mesa National Bank --
report on competitive factors.

Submitted, February 6, 1997.

SunTrust Bank, South Florida, N.A., Fort Lauderdale,
Florida, proposed merger with SunTrust Bank,
Treasure Coast, Fort Pierce, Florida -- report on
competitive factors.

Submitted, February 5, 1997.

Tucker Federal Bank, Tucker, Georgia -- proposed
acquisition of the assets and assumption of the
liabilities of Southern Crescent Bank, Union City,
Georgia -- report on competitive factors.

Submitted, February 3, 1997.

United Valley Bank, Estes Park, Colorado, proposed
acquisition of the assets and assumption of the
liabilities of the Grand Lake and Granby branches
of Mountain Parks Bank West, Denver, Colorado --
report on competitive factors.

Submitted, February 6, 1997.

Waggoner National Bank of Vernon, Vernon, Texas,
proposed merger with the New Waggoner Bank --
report on competitive factors.

Submitted, February 4, 1997.

Waterfield Mortgage Company, Incorporated, Fort
Wayne, Indiana, proposed merger with Union Federal
Savings Bank of Indianapolis, Indianapolis, Indiana
-- report on competitive factors.

Submitted, February 7, 1997.



Ss nt,

ection 10 - Availability of CRA Public Evaluations

The CRA public evaluations of the insured depository institutions listed below
became available during this week. Information about an institution's CRA
evaluation may be obtained directly from the institution. In connection with the
assessment of an institution's CRA performance, a rating is assigned from the
following groups:

Qutstanding record of meeting community credit needs: An institution has an
outstanding record of, and is a leader in, ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

Satisfactory record of meeting community credit needs: An institution has a
satisfactory record of ascertaining and helping to meet the credit needs of its
entire delineated community, including low- and moderate-income neighborhoods, in
a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs: An institution needs
to improve its overall record of ascertaining and helping to meet the credit needs
of its entire delineated community, including low- and moderate-income

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

Substantial noncompliance in meeting community credit needs: An institution has
a substantially deficient record of ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

Bank CRA Rating
Community Bank of Satisfactory 08-19-97
Mississippi

323 East Third Street
Forest, Mississippi 39074
(601) 469-1661



SECTION V_- AVAILABILITY OF CRA PUBLIC EVALUATIONS
FOR THE WEEK OF FEBRUARY 3, 1997

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and is a
leader in, ascertaining and helping to meet the credit needs of its
entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and
capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.

Needs to Improve record of meeting community credit needs.

An institution in this group need to improve its overall record of
ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods ,
in a manner consistent with its resources and capabilities.

Substantial Noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient record of
ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods ,
in a manner consistent with its resources and capabilities.

Date of
Bank Examination CRA Rating

None.



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN

APPLICATIONS AND NOTIFICATIONS APPROVED DURING THE WEEK OF FEBRUARY 3, 1997

APPLICATION

Section 18(c) Application received from

Bank of the West, £1 Paso, TX, to acquire through a
purchase and assumption transaction certain assets and
liabilities of a branch of NationsBank of Texas, N.A.,
Dallas, Texas

Section 9 Application received from
Bank of the West, £1 Paso, TX, to establish a branch
at 10400 Montwood Drive, E1 Paso, TX 79935

Section 3(a)(1) Application by

Waggoner National Bancshares, Inc., Vernon, TX, to acquire
Vernon Bancshares, Inc., Dover, DE, and

The Waggoner National Bank, Vernon, TX

Section 3(a)(1) Application by
Vernon Bancshares, Inc., Dover, DE, to acquire
The Waggoner National Bank, Vernon, TX

Section 9 Application by

Central Bank, Monroe, LA

to establish two branches to be located at
3000 N. Market St., Shreveport, LA 71107
and 388 Bert Kouns, Shreveport, LA 71106

Section 3(a)(1) Application by

Laguna Madre Bancshares, Inc., South Padre
Island, TX, to acquire

Laguna Madre Delaware Bancshares, Inc., Dover, DE,
and First National Bank of South Padre Island,
South Padre Island, TX

Section 3(a)(1) Application by

Laguna Madre Delaware Bancshares, Inc., Dover, DE,
to acquire

First National Bank of South Padre Island,

South Padre Island, TX

DATE

97/02/03

97/02/03

97/02/03

97/02/03

97/02/06

97/02/07

97/02/07



Type
4(c)(8)

4(c)(8)

ROS

Federal Reserve Bank of Chicago

Section II] - Applications Subject to Federal Register
Notice Onl 4
Comment Period
Application Ending Date
Vermilion Bancorp, Inc. FR - 2-11-97

Danville, Illinois
To engage de novo in the activity
of lending funds to the ESOP and making and servicing
loans.

Blackhawk Bancorp, Inc. FR - 3-3-97
Beloit, Wisconsin

Midland Acceptance Corporation

Rochelle, Illinois

t Subj Federal Regis! 1 News, t Noti

licat

Anchor Bancorporation, Inc.
Farmer City, Illinois
To redeem 105 shares of outstanding shares



H.2

FEBRUARY 3, 1997 TO FEBRUARY 7, 1997

PAGE 4

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES

Dallas

6c

St. Louis

6c

Dallas

Dallas

Laguna Madre Delaware Bancshares, Inc., Dover,
Delaware -- to acquire First National Bank of South
Padre Island, South Padre Island, Texas.

Approved, February 7, 1997.

Louisville Development Bancorp, Inc., Louisville,
Kentucky -- request for an exemption to permit Mr.
Ishmon Burks, a director of Great Financial Bank,
FSB, and Mr. Morton Boyd, a director of National
City Bank of Kentucky, to serve also as directors
of Bancorp.

Granted, February 5, 1997.

Mid-Missouri Bancshares, Inc., Nevada, Missouri -- to
acquire Continental Security Bancshares, Inc.,
Springfield, and Continental Security Bank
Deepwater, Missouri.

Approved, February 3, 1997.

Stine Family Partnership, Grand Island, Nebraska -~-
determination that the Partnership is a qualified
family partnership under the Bank Holding Company
Act.

Granted, February 5, 1997.

Vernon Bancshares, Inc., Dover, Delaware -- to
acquire The Waggoner National Bank, Vernon, Texas.
Approved, February 3, 1997.

Waggoner National Bancshares, Inc., Vernon, Texas -~
to acquire Vernon Bancshares, Inc., Dover,
Delaware, and The Waggoner National Bank, Vernon,
Texas.

Approved, February 3, 1997.



APPLICATIONS BULLETIN
(For the week ending February 8, 1997)

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY

Received notice from Fifth Third Bank of Northern Kentucky, * March 1, 1997
Florence, Kentucky, on Febraury 3, 1997, of its intent to
establish a branch at 8825 U.S. 42, Union, Kentucky.

Received notice from The Provident Bank, Cincinnati, * February 28, 1997
Ohio, on February 5, 1997, of its intent to establish a
branch at 550 Old Stet Route 74. Cincinnati, Ohio.

SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL
REGISTER NOTICE

Received Section 3(a)(3) application from F.N.B. Corporation, * N: February 21, 1997
Hermitage, Pennsylvania, and Southwest Banks, Inc., Naples,

Florida, on January 24, 1997, to acquire West Coast Bancorp,

Inc., Cape Coral, Florida.

Received application from Banc One Corporation, Columbus, * Not Yet Known #
Ohio, and Banc One Oklahoma Corporation, Oklahoma City,

Oklahoma, on February 5, 1997, to acquire Liberty Bancorp,

Inc., Oklahoma City, Oklahoma, and its bank and non-bank

subsidiaries.

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY
NONE

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE

Received notice from National City Corporation, Cleveland, Ohio, on Februaury 7, 1997, of its
intent to acquire NTA, Inc., Federal Way, Washington, through its wholly-owned subsidiary,

National Processing, Inc., Louisville, Kentucky, pursuant to Section 4(c)(8) of the Bank Holding
Company Act.

* - Subject to CRA

N - Newspaper Comment Period

F - Federal Register Comment Period

# - Expected to End 30 Days from Date of Receipt

ee



Federal Reserve Bank of Richmond

Section I - Applications Subject to Newspaper

Notice Only

Application Comment Period Ending Date

Pinnacle Bankshares Corporation, Altavista,

Virginia, to become a bank holding company

through the acquisition of 100% of the

voting shares of The First National Bank

of Altavista, Altavista, Virginia.* 2-20-97

Community Bank of Tri-County, Waldorf,

Maryland (the proposed successor to Tri-

County Federal Savings Bank of Waldorf),

for membership in the Federal Reserve

System.* 2-28-97

The Marathon Bank, Stephens City, Virginia,

to establish branches at 1447 North Frederick

Pike, Winchester, Virginia, and in the 1000

block of South Main Street, Woodstock,

virginia.* 2-28-97

F & M Bank - Massanutten, Harrisonburg,

virginia, to establish a branch in the

Sunnyside Presbyterian Retirement Community

at 430 Highlands Place, Harrisonburg,

virginia.* 3-6-97

Tri-County Financial Corporation, Waldorf,

Maryland, to become a bank holding company

through the acquisition of Community Bank

of Tri-County, Waldorf, Maryland (the pro-

posed successor to Tri-County Federal

Savings Bank of Waldorf) .* 2-28-97

*Application is subject to CRA requirements.



H.2
FEBRUARY 3, 1997 TO FEBRUARY 7, 1997
PAGE 3

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES

Secretary Bank of New York Company, Inc., New York, New York,
and BNY Western Trust Company -- to purchase assets
relating to the corporate trust business of Wells
Fargo Bank, N.A., San Francisco, California, and
its affiliates, Wells Fargo Bank, N.A., and Wells
Fargo Bank (Texas), N.A.

Permitted, February 6, 1997.

Atlanta CBC Holding Company, Fitzgerald, Georgia -- to
acquire Community Banking Company of Fitzgerald.
Permitted, February 5, 1997.

Gc Dalrymple Family Limited Partnership, L.P., Elmira,
New York -- determination that the Partnership is a
qualified family partnership for purposes of the
Bank Holding Company Act.

Granted, February 5, 1997.

New York Deutsche Bank AG, Frankfurt, Germany -- to acquire
through German American Capital Corporation, New
York, New York, shares of Translantic Capital
Company, L.L.C., New York, New York, a joint
venture between GACC and Rhodes II. L.L.C., and
thereby engage in commercial real estate mortgage
loan origination activities.

Permitted, February 7, 1997.

Kansas City Eagle Holding Company, Broomfield, Colorado --
extension to February 21, 1997, to acquire Eagle
Bank.

Approved, February 3, 1997.

Chicago Iron Horse Bancshares, Inc., Mazomanie, Wisconsin ~-
to acquire Peoples State Bank of Mazomanie.
Approved, February 4, 1997.

Dallas Laguna Madre Bancshares, Inc., South Padre Island,
Texas -- to acquire Laguna Madre Delaware
Bancshares, Inc., Dover, Delaware, and First
National Bank of South Padre Island, South Padre
Island, Texas.
Approved, February 7, 1997.



FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN

APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF FEBRUARY 3, 1997

ION I - API IONS SU ‘T_TO_NEWSPAPER
NOTICE ONLY
APPLICATION NOTICE EXP

*Section 9 application by

Central Bank, Monroe, LA

to establish two branches to be located at
(3000 N. Market St., Shreveport, LA 71107

and 388 Bert Kouns, Shreveport, LA 71106) 97/01/30
SECTION II _- APPLICATIONS SUBJECT TO BOTH
Ni R_AND RAL RI R_NOTI
APPLICATION ** NOTICE EXP
None.
TI -_API TION: T_TO _ REGIST|
NOTICE ONLY
APPLI IN NOTICE EXP
None.
T - Al ATIO! oT_S T_TO FEDERAL TER NOTICE
OR NEWSPAPER NOTICE
APPLICATION
None.

* SUBJECT TO CRA.
** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY.
N/A - NOT AVAILABLE AT THIS TIME.



Type

3(a)(1)

3(a)(1)

3(a(1)

3(a)(3)

COC-HC

Federal Reserve Bank of Chicago

ion II - Ay io ject WS}
Register Noti: mit”
Application

The Connor Trusts*
Marshfield, Wisconsin

Pioneer Bancorp, Inc.
Auburndale, Wisconsin
Pioneer State Bank
Auburndale, Wisconsin

Pioneer Bancorp, Inc.*
Aburndale, Wisconsin

Pioneer State Bank
Auburndale, Wisconsin

Brickyard Bancorp, Inc.*
Northbrook, Illinois

Sysco Financial, Inc.
Lincolnwood, Illinois
Brickyard Bank

Lincolnwood, Illinois

First Financial Bancorporation*
Towa City, lowa

West Branch Bancorp, Inc.
West Branch, Iowa

West Branch State Bank
West Branch, lowa

La Salle Bancorp, Inc.
La Salle, Illinois

nd

By S.C. Investment, L.P., Gerald F. Fitzgerald, Jr.,
Julie F. Schauer, Thomas G. Fitzgerald,
Otis Road Investment, L.P.

I

Comment
Period
in le

FR - 2-28-97
NP - 2-24-97

FR - 2-28-97
NP - 2-24-97

FR - 2-14-97

NP - 2-18-97

FR - 2-3-97
NP - 2-1-97

FR - 2-4-97
NP - 2-6-97



H.2
FEBRUARY 3, 1997 TO FEBRUARY 7, 1997
PAGE 2

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

INTERNATIONAL OPERATIONS

Republic National Bank of New York, New York, New
York -- to make an investment in Mercury Bank AG,
Zurich, Switzerland.

Permitted, February 6, 1997.

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

ABBREVIATIONS: BS&R ~- Banking Supervision and Regulation; C&CA - Consumer and
Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve
Bank Operations; IF - International Finance; OSDM - Office of Staff Director
for Management

BANK BRANCHES, DOMESTIC

Dallas Bank of The West, El Paso, Texas -- to establish a
branch at 10400 Montwood Drive.
Approved, February 3, 1997.

Dallas Central Bank, Monroe, Louisiana -- to establish a
branch at 3000 North Market Street and 338 Bert
Kouns, both in Shreveport, Louisiana.
Approved, February 6, 1997.

New York European American Bank, New York, New York -- to
establish an in-store full service branch in a Wal-
Mart store at 750 Middle Country Road, Middle
Island, New York -- report on competitive factors.
Approved, February 7, 1997.

Chicago Royal American Bank, Inverness, Illinois -- to
establish a branch at One Tiffany Pointe,
Bloomington, Illinois.
Approved, February 7, 1997.

BANK HOLDING COMPANIES

Director, BS&R Bank of Boston, Boston, Massachusetts --
determination that BankBoston Securities, Inc. may
commence underwriting and dealing in debt and
equity securities subject to certain conditions.

Granted, February 4, 1997.



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of
CRA Public Evaluations
week ending February 7, 1997

ASSIGNMENT OF RATING
Identification ings

In connection with the assessment of each insured depository institution's CRA performance, a rating is
assigned from the following groups:

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs
of its entire delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

An institution in this group needs to improve its overall record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in
a manner consistent with its resources and capabilities.

SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS.
An institution in this group has a substantially deficient record of ascertaining and helping to meet the

credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING
The Northwestern Bank November 4, 1996 Satisfactory
202 North Bridge Street

P.O. Box 49

Chippewa Falls, WI 54729

Dacotah Bank November 4, 1996 Satisfactory
600 Main

P.O. Box 596

Webster, SD 57274-0596



The above listing has been prepared as a courtesy by the Federal Reserve Bank of San
Francisco, and is not intended to replace formal notices required by statute or
regulation; the Reserve Bank assumes no responsibility for errors or omissions.



Federal Reserve Bank of Chicago

Section V = Availability of CRA Public Evaluati

The following state member banks have been examined by the Federal Reserve Bank of
Chicago for compliance with the CRA. The 30-business day period the bank has to make the
evaluation public has lapsed during the week ending February 07, 1997. If you are interested
in obtaining a copy of the evaluation document, please contact the bank(s) directly.

ion in,

O- An institution in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

S- An institution in this group has a satisfactory record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

NI- An institution in this group has a needs to improve its overall record of ascertaining
and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilities.

SN - An institution in this group has a substantial noncompliance record of asc. rtaining
and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilies.

BANK NAME/LOCATION EXAMINATION DATE RATINGS

F&M Bank-Potosi

102 South Main Street

Potosi, Wisconsin 53820-0159

(608) 763-2211 9/30/96 oO

Hedrick Savings Bank

Main Street

Hedrick, Iowa 52563

(515) 653-4422 10/21/96 Ss

Union State Bank

400 Main Street

Rockwell City, lowa 50579-1419

(712) 297-7556 10/07/96 s



SECTION V
Availability of CRA Public Evaluations

In connection with the assessinent of each insured depository institution's
CRA performance, a rating is assigned from the following group:

Outstanding record of meeting community credit needs.

An institution in this group has an outstanding record of, and

is a leader in, ascertaining and helping to meet the credit

needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

Satisfactory record of meeting community credit needs.

An institution in this group has a satisfactory record of ascertaining
and helping to meet the credit needs of its entire delineated
community, including low- and moderate- income neighborhoods,
in a manner consistent with its resources and capabilities.

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record

of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate income
neighborhoods, in a manner consistent with its resources and capabilities.

Substantial noncompliance in meeting community credit needs.

An institution in this group has a substantially deficient

record of ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate- income
neighborhoods, in a manner consistent with its resources and capabilities.

Week Ending Feb: 8, 1997
NAME OF BANK TIN XAMINATIO: T

None.

T/ Subject to provisions of Community Reinvestment Act.

2/ Later of dates specified in newspaper and Federal Register notices.

3/ Date specified in newspaper notice; a later date may be specified in
the ister notice.

4/ Date specified in Federal Register notice; a later date may be
specified in the newspaper notice.
N/A - Not Available



AVAILABILITY OF CRA PUBLIC EVALUATIONS
(February 7, 1997)

The following state member banks have been examined by the Federal Reserve Bank of
Cleveland for compliance with The Community Reinvestment Act. A public evaluation document
became available from the bank(s) listed below during the week ended February 7, 1997. If you
are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly.

There are four descriptive ratings for CRA:

OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in,
ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

NEEDS TO IMPROVE: a bank in this group needs to improve its overall record of
ascertaining and helping to meet the credit needs of its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

SUBSTANTIAL NON COMPLIANCE: a bank in this group has a substantially deficient
record of ascertaining and helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.

NONE