Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 32

Week Ending August 8, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions August 2, 1998 to August 8, 1998

Bank Holding Companies

Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A., Rabobank Nederland, 

Utrecht, The Netherlands -- to acquire Weiss, Peck & Greer, L.L.C., New York, 

New York, and engage in certain nonbanking activities.

- Approved, August 3, 1998 

Royal Bank of Canada, Montreal, Quebec, Canada -- to acquire New Security First 

Network Bank, Miami, Florida, and engage in operating a savings association.

- Approved, August 3, 1998 

Banks, Foreign

Bank of East Asia Ltd., Hong Kong Special Administrative Region, People's 

Republic of China -- to establish a representative office in Flushing, New York.

- Approved, August 3, 1998 

Banks, State Member

WestStar Bank, Bartlesville, Oklahoma -- to acquire the Nowata, Oklahoma, branch 

of Superior Federal Bank, F.S.B., Fort Smith, Arkansas.

- Approved, August 3, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
August 2, 1998 to August 8, 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

Bank of Hampton Roads, Chesapeake, Virginia -- to establish a branch at 4037 East 

Little Creek Road, Norfolk, Virginia.

- Approved, August 6, 1998 

Richmond

Central State Bank, Calera, Alabama -- to establish a branch at 57 Shelby County 

Road 87.

- Approved, August 7, 1998 

Atlanta

Dakota Bank, Mendota Heights, Minnesota -- to establish a branch in St. Paul, 

Minnesota.

- Approved, August 7, 1998 

Minneapolis

First Virginia Bank of Tidewater, Norfolk, Virginia -- to establish a branch at 355 

Crawford Street, Portsmouth, Virginia.

- Approved, August 7, 1998 

Richmond

Mercantile Bank of Western Iowa, Des Moines, Iowa -- to establish a temporary 

branch at the Clay County Fair, Spencer, Iowa.

- Approved, August 7, 1998 

Chicago

Peninsula Trust Bank, Incorporated, Gloucester, Virginia -- to establish a branch at 

100 McLaws Circle, Williamsburg, Virginia.

- Approved, August 3, 1998 

Richmond

Prime Bank, Philadelphia, Pennsylvania -- to establish a branch at 1235 West Chester 

Pike, Havertown, Pennsylvania.

- Approved, July 31, 1998 (AC)

Philadelphia

(AC) = Addition or Correction Delegated - Page 1 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Bank Branches, Domestic

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

Supermarket, 140 North McDade Boulevard, Glenolden, Pennsylvania, and 

Genuardi's Family Market, 1925 Norristown Road, Maple Glen, Pennsylvania.

- Approved, August 7, 1998 

Philadelphia

Bank Holding Companies

Archer, Inc., Palmer, Nebraska -- to acquire additional shares of Osceola Insurance, 

Inc., Osceola, Nebraska.

- Approved, August 3, 1998 

Kansas City

CCF Holding Company, Jonesboro, Georgia -- to acquire Heritage Bank.

- Approved, August 6, 1998 

Atlanta

CGB&L Financial Group, Inc., Cerro Gordo, Illinois -- to acquire Cerro Gordo 

Building and Loan, SB, and engage in extending credit and servicing loans through 

the bank's Employee Stock Ownership Plan.

- Approved, August 3, 1998 

Chicago

Colonial BancGroup, Inc., Montgomery, Alabama -- to acquire Pro Image, Inc., 

Norcross, Georgia, and engage in data processing activities.

- Approved, August 4, 1998 

Atlanta

Commerce Bancshares, Inc., Kansas City, Missouri, and CBI-Kansas, Inc. -- to 

acquire and merge with Columbus Bancshares, Inc., Columbus, Kansas.

- Approved, August 5, 1998 

Kansas City

Commerce Financial Corporation, Topeka, Kansas -- to acquire shares of Financial 

Institution Technologies and engage in data processing activities.

- Approved, August 4, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Bank Holding Companies

First American Corporation, Nashville, Tennessee -- to merge with CSB Financial 

Corporation, Ashland City, Tennessee, and to acquire Cheatham State Bank, 

Kingston Springs, Tennessee.

- Approved, August 6, 1998 

Secretary

First Bancorp, San Juan, Puerto Rico -- notification to become a bank holding 

company with respect to FirstBank Puerto Rico.

- Returned, August 5, 1998 

New York

First Kansas Financial Corporation, Osawatomie, Kansas -- registration under 

Regulation U.

- Approved, August 7, 1998 

Kansas City

Marfa Bancshares, Inc., Marfa, Texas -- to acquire Marfa Delaware Bancshares, Inc., 

Wilmington, Delaware, and The Marfa National Bank, Marfa, Texas.

- Approved, August 5, 1998 

Dallas

Marfa Delaware Bancshares, Inc., Wilmington, Delaware -- to acquire The Marfa 

National Bank, Marfa, Texas.

- Approved, August 5, 1998 

Dallas

National City Bancshares, Inc., Evansville, Indiana -- to acquire Princeton Federal 

Bank, FSB, Princeton, Kentucky.

- Approved, August 5, 1998 

St. Louis

United Financial Corp., Great Falls, Montana -- to form Heritage State Bank, Fort 

Benton, Montana, through the purchase of certain assets and assumption of certain 

liabilities of Q Bank.

- Approved, August 7, 1998 

Minneapolis

(AC) = Addition or Correction Delegated - Page 3 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Bank Mergers

Colonial Bank, Montgomery, Alabama -- to merge with Prime Bank of Central 

Florida, Titusville, Florida.

- Approved, August 4, 1998 

Atlanta

Mercantile Bank of Western Iowa, Des Moines, Iowa -- to merge with Mercantile 

Bank of Eastern Iowa, Waterloo, Iowa, and establish 48 branches.

- Approved, August 4, 1998 

Chicago

One Valley Bank of Summersville, Inc., Summersville, West Virginia -- to merge 

with One Bank of Oak Hill, Inc., Oak Hill, West Virginia, and One Valley Bank of 

Ronceverte, National Association, Ronceverte, West Virginia.

- Approved, August 5, 1998 

Richmond

Peoples Bank and Trust Company, Selma, Alabama -- to merge with The Bank of 

Tallassee, Tallassee, Alabama.

- Approved, August 5, 1998 

Atlanta

Banks, Nonmember, And Miscellaneous Institutions

Adolph Coors Company, Golden, Colorado -- termination of registration under 

Regulation U.

- Approved, August 7, 1998 

Kansas City

Advanced Energy Industries, Inc., Fort Collins, Colorado -- termination of 

registration under Regulation U.

- Approved, August 7, 1998 

Kansas City

EchoStar Communications Corporation, Littleton, Colorado -- registration under 

Regulation U.

- Approved, August 7, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 4 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Banks, State Member

Bank of Casa Grande Valley, Casa Grande, Arizona -- to acquire the Eloy, Arizona, 

branch of National Bank of Arizona, Tucson, Arizona.

- Approved, August 6, 1998 

San Francisco

James River Bank, Waverly, Virginia -- payment of a dividend.

- Approved, August 7, 1998 

Richmond

Capital Stock

Grandview Bancshares, Inc., Tahlequah, Oklahoma -- redemption of shares.

- Approved, August 5, 1998 

Kansas City

Change In Bank Control

Ballard Kevil Bancorp, Inc., Kevil, Kentucky -- change in bank control.

- Permitted, August 3, 1998 

St. Louis

BOC Bancshares, Inc., Chouteau, Oklahoma -- change in bank control.

- Permitted, August 6, 1998 

Kansas City

W.T.B. Financial Corporation, Spokane, Washington -- change in bank control.

- Permitted, August 6, 1998 

San Francisco

Competitive Factors Reports

AmBanc Holding Co., Inc., Amsterdam, New York -- report on competitive factors 

of the proposed acquisition of Afsala Bancorp, Inc., and Amsterdam Federal Bank. 

- Submitted, August 5, 1998 

New York

(AC) = Addition or Correction Delegated - Page 5 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Competitive Factors Reports

American National Bank & Trust Company of Muncie, Muncie, Indiana -- report on 

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

liabilities of seven Indiana branches of Union Federal Savings Bank of Indianapolis, 

Indianapolis, Indiana.

- Submitted, August 3, 1998 

Chicago

American National Bank-Fox Cities, Appleton, Wisconsin -- report on competitive 

factors of the proposed merger with and into the New American National Bank-Fox 

Cities.

- Submitted, August 3, 1998 

Chicago

Anchor Bank, Third Lake, Illinois -- report on competitive factors of the proposed 

acquisition of the deposits and fixed assets of the Lindenhurst branch of First of 

America Bank - Illinois, N.A., Kalamazoo, Michigan.

- Submitted, August 3, 1998 

Chicago

Associated Banc-Shares, Inc., Madison, Wisconsin -- report on competitive factors 

of the proposed merger with and into Associated Bank South Central.

- Submitted, August 3, 1998 

Chicago

Associated Bank Lakeshore, National Association, Manitowoc, Wisconsin -- report 

on competitive factors of the proposed merger with and into Associated Interim 

Bank Lakeshore, National Association.

- Submitted, August 3, 1998 

Chicago

Associated Bank North, Wausau, Wisconsin -- report on competitive factors of the 

proposed merger with and into Associated Interim Bank North.

- Submitted, August 3, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Competitive Factors Reports

Associated Bank South Central, Madison, Wisconsin -- report on competitive factors 

of the proposed merger with and into Associated Interim Bank South Central.

- Submitted, August 3, 1998 

Chicago

Associated Bank, National Association, Neenah, Wisconsin -- report on competitive 

factors of the proposed merger with and into Associated Interim Bank, National 

Association.

- Submitted, August 3, 1998 

Chicago

Associated Interim Bank Green Bay, Green Bay, Wisconsin -- report on competitive 

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

Wisconsin branches of Associated Bank Milwaukee, Milwaukee, Wisconsin.

- Submitted, August 3, 1998 

Chicago

Associated Interim Bank Green Bay, Green Bay, Wisconsin -- report on competitive 

factors of the proposed merger with Associated Bank Green Bay, National 

Association.

- Submitted, August 3, 1998 

Chicago

Associated Interim Bank Lakeshore, National Association, Manitowoc, Wisconsin -- 

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

of the liabilities of two Wisconsin branches of Associated Bank Milwaukee, 

Milwaukee, Wisconsin.

- Submitted, August 3, 1998 

Chicago

Associated Interim Bank North, Wausau, Wisconsin -- report on competitive factors 

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

Associated Bank Milwaukee, Milwaukee, Wisconsin.

- Submitted, August 3, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 7 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Competitive Factors Reports

Associated Interim Bank South Central, Madison, Wisconsin -- report on 

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

certain liabilities of Associated Bank Milwaukee, Milwaukee, Wisconsin.

- Submitted, August 3, 1998 

Chicago

Associated Interim Bank, National Association, Neenah, Wisconsin -- report on 

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

liabilities of two Wisconsin branches of Associated Bank Milwaukee, Milwaukee, 

Wisconsin.

- Submitted, August 3, 1998 

Chicago

Bank of the Ozarks, WCA, Ozark, Arkansas -- report on competitive factors of the 

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

Ozarks, FSB, Little Rock, Arkansas.

- Submitted, August 6, 1998 

St. Louis

BankIllinois, Champaign, Illinois -- report on competitive factors of the proposed 

merger with BankIllinois Trust Company.

- Submitted, August 3, 1998 

Chicago

Danvers Savings Bank, Danvers, Massachusetts -- report on competitive factors of 

the proposed transfer of certain assets and liabilities to a stock savings bank on 

conversion of Danvers Savings Bank to a mutual holding company.

- Submitted, July 27, 1998 (AC)

Boston

Financial Federal Trust and Savings Bank, Olympia Fields, Illinois -- report on 

competitive factors of the proposed merger with an Interim Federal Savings 

Association.

- Submitted, August 3, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 8 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Competitive Factors Reports

First Financial Bank, Stevens Point, Wisconsin -- report on competitive factors of the 

proposed merger with and into Associated Bank Milwaukee, Milwaukee, Wisconsin.

- Submitted, August 3, 1998 

Chicago

First Financial Corporation, Stevens Point, Wisconsin -- report on competitive 

factors of the proposed merger with and into First Financial Bank.

- Submitted, August 3, 1998 

Chicago

First Financial Investments, Inc., Las Vegas, Nevada -- report on competitive factors 

of the proposed merger with Associated Bank Milwaukee, Milwaukee, Wisconsin.

- Submitted, August 3, 1998 

Chicago

First Midwest Bank, National Association, Moline, Illinois -- report on competitive 

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

Crystal Lake, Illinois, branch of First of America Bank-Illinois, National Association, 

Oak Brook, Illinois.

- Submitted, August 3, 1998 

Chicago

First National Bank of Pecos, Pecos, Texas -- report on competitive factors of the 

proposed acquisition of a branch of Norwest Bank Texas, N.A., San Antonio, Texas.

- Submitted, August 6, 1998 

Dallas

First Trust Bank for Savings, FSB, Memphis, Tennessee -- report on competitive 

factors in connection with the proposed organization of First Trust Bank for Savings, 

FSB.

- Submitted, August 7, 1998 

St. Louis

First Union Bank of Delaware, Wilmington, Delaware -- report on competitive 

factors of the proposed merger with CoreStates Bank of Delaware, N.A.

- Submitted, August 3, 1998 

Philadelphia

(AC) = Addition or Correction Delegated - Page 9 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Competitive Factors Reports

Iowa Trust & Savings Bank, Emmetsburg, Iowa -- report on competitive factors of 

the proposed merger with Cylinder State Bank, Cylinder, Iowa.

- Submitted, August 3, 1998 

Chicago

Lake-Osceola State Bank, Baldwin, Michigan -- report on competitive factors of the 

proposed acquisition of the assets and assumption of the liabilities of the Wellston, 

Michigan, branch of First of America Bank, N.A., Kalamazoo, Michigan.

- Submitted, August 3, 1998 

Chicago

LaSalle Federal Savings Bank, Buchanan, Michigan -- report on competitive factors 

of the proposed purchase of one branch of First of America Bank, N.A., Kalamazoo, 

Michigan.

- Submitted, August 3, 1998 

Chicago

Metrobank, National Association, Davenport, Iowa -- report on competitive factors 

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

Davenport, Iowa, branch of United Security Savings Bank, FSB, Cedar Rapids, Iowa.

- Submitted, August 3, 1998 

Chicago

New Avon State Bank, Avon, Minnesota -- report on competitive factors of the 

proposed merger with Avon State Bank.

- Submitted, August 6, 1998 

Minneapolis

Roslindale Cooperative Bank, Boston, Massachusetts -- report on competitive 

factors of the proposed merger with Charlestown Cooperative Bank, Charlestown, 

Massachusetts.

- Submitted, August 3, 1998 

Boston

Scott State Bank, Bethany, Illinois -- report on competitive factors of the proposed 

merger with Hight State Bank, Dalton City, Illinois.

- Submitted, August 3, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 10 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Competitive Factors Reports

Success National Bank, Lincolnshire, Illinois -- report on competitive factors of the 

proposed purchase of the assets and assumption of the liabilities of the Lake Zurich, 

Illinois, branch of First of America Bank-Illinois, National Association, 

Bannockburn, Illinois.

- Submitted, August 3, 1998 

Chicago

Union State Bank, East Bernard, Texas -- report on competitive factors of the 

proposed merger with First Prosperity Bank, El Campo, Texas.

- Submitted, August 6, 1998 

Dallas

Union State Bank, East Bernard, Texas -- report on competitive factors of the 

proposed merger with New Prosperity Bank, El Campo, Texas.

- Submitted, August 6, 1998 

Dallas

West Allis Savings Bank, West Allis, Wisconsin -- report on competitive factors of 

the proposed assumption of the liabilities of First Heights Bank, FSB, Houston, 

Texas.

- Submitted, August 3, 1998 

Chicago

West Burlington Bank, West Burlington, Iowa -- report on competitive factors of the 

proposed merger with West Burlington Interim Bank.

- Submitted, August 3, 1998 

Chicago

Extensions Of Time

Compass Bank, Birmingham, Alabama -- extension to August 6, 1999, to establish a 

branch at the intersection of J. Turner Butler Boulevard and Gate Parkway, 

Jacksonville, Florida.

- Granted, August 3, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 11 of 12
H.2 Actions under delegated authority August 2, 1998 to August 8, 1998

Extensions Of Time

Great Southern Capital Corporation Employee Stock Ownership Trust, Meridian, 

Mississippi -- extension to November 4, 1998, to acquire shares of Great Southern 

Capital Corporation.

- Granted, August 4, 1998 

Atlanta

Valley National Corporation, Lanett, Alabama -- extension to November 7, 1998, to 

merge with First National Sylacauga Corporation, Sylacauga, Alabama, and to 

acquire First National America's Bank.

- Granted, August 7, 1998 

Atlanta

Membership

F&M Bank and Trust Company, Tulsa, Oklahoma -- to become a member of the 

Federal Reserve System.

- Approved, August 4, 1998 

Kansas City

FirstBank, Dallas, Texas -- to become a member of the Federal Reserve System.

- Approved, August 4, 1998 

Atlanta

Lincoln Security Bank, Newport, Oregon -- to become a member of the Federal 

Reserve System.

- Approved, August 4, 1998 

San Francisco

(AC) = Addition or Correction Delegated - Page 12 of 12
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Section 9* Bankers’ Bank Northeast (In Organization), Glastonbury,

Connecticut – Membership in the Federal Reserve System

8/28/1998

*Subject to CRA

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Westdeutsche ImmobilienBank, Mainz, Federal Republic of

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

York.

08/24/1998

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

Type Application

Ending date of

comment period

3(a)(5) Summit Bancorp, Princeton, New Jersey, to merge with NSS

Bancorp, Inc., Norwalk, Connecticut, and to indirectly acquire NSS

Bank, Norwalk, Connecticut.*

08/28/98**

CIBC Mr. Peter D. Baichi and Mrs. Patricia A. Baichi to acquire

additional outstanding common stock of Solvay Bank Corp., Inc.,

Solvay, New York, thereby increasing the shares held from 9.79

percent to more than 10 percent, but less than 25 percent, of the

outstanding common stock.

08/13/1998***

3(a)(1) Cooper Life Sciences, Inc., and its wholly-owned subsidiary,

Greater American Finance Group, Inc., both of New York, New

York, to become bank holding companies by acquiring 100 percent

of the outstanding shares of The Berkshire bank, new York, New

York.

N/Avail

* Subject to the provisions of the Community Reinvestment Act

** Fed Reg - Federal Register Comment Period Ending Date

*** Newspaper - Newspaper Comment Period Ending Date
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Southern Financial Bank, Warrenton, Virginia, to establish a

branch at 2062 Plank Road, Fredericksburg, Virginia.*

8/10/1998

Branch Second Bank & Trust, Culpeper, Virginia, to establish a branch at

134-136 West Main Street, Orange, Virginia.*

8/30/1998

Branch F&M Bank-Richmond, Richmond, Virginia, to establish a branch

at 4851 South Laburnum Avenue, Richmond, Virginia.*

9/5/1998

Branch F&M Bank-Richmond, Richmond, Virginia, to establish a branch

at 17650 Midlothian Turnpike, Midlothian, Virginia.*

9/5/1998

*Subject to provisions of The Community Reinvestment Act.

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch SunTrust Bank, Gulf Coast, Sarasota, Florida, to establish a

branch located at 7419 West Manatee Avenue, Bradenton, Florida.

08/24/1998*

*Subject to provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(1) First National Bancshares, Inc., Bradenton, Florida, to become a

bank holding company by acquiring First National Bank of

Manatee, Bradenton, Florida.

N/Avail*

*Subject to provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

3(a)(1) Equitable Financial Group, Inc., Fort Lauderdale, Florida, notice to

become a bank holding company by acquiring Equitable Bank,

Fort Lauderdale, Florida.

COM DBT Holding Company, Vidalia, Georgia, commitment waiver

request.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

497039 Commercial Bank

Post Office Box 400

Harrogate, Tennessee 37752

(423) 869-5151

02/23/1998 08/04/1998 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branches &

18C

Mercantile Bank of Western Iowa

Des Moines, Iowa

 Mercantile Bank of Eastern Iowa

 Waterloo, Iowa

 To establish 48 branches

Newspaper – 7/29/1998

Branches &

18C

Johnson Bank

Racine, Wisconsin

 Johnson Bank N.A.

 Janesville, Wisconsin

 2636 Hwy 51 South

 Janesville, Wisconsin

 1 South Main Street

 Janesville, Wisconsin

 1309 Wright Road

 Janesville, Wisconsin

 2021 Holiday Drive

 Janesville, Wisconsin

 4600 American Parkway

 Madison, Wisconsin

Newspaper – 8/15/1998

Branch Old Kent Bank

Grand Rapids, Michigan

 20422 Mack Avenue

 Grosse Pointe Woods, Michigan

Newspaper – 7/22/1998

Branch Old Kent Bank

Grand Rapids, Michigan

 5080 Corunna Road

 Flint, Michigan

Newspaper – 7/6/1998

Newspaper - Newspaper Comment Period Ending Date
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Union-Adams Bancorp

Creston, Iowa

 By Karl W. Knock

Fed Reg – 8/21/1998

Newspaper – N/Avail

3(a)(3) Associated Banc-Corp*

Green Bay, Wisconsin

 Associated Bank Illinois, National Association

 (in organization)

 Rockford, Illinois

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Holland Financial Corporation*

Holland, Michigan

 The Bank of Holland (in organization)

 Holland, Michigan

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) NCB Holdings, Inc.*

Chicago, Illinois

 New Century Bank (in organization)

 Chicago, Illinois

Fed Reg – 9/3/1998

Newspaper – 9/4/1998

3(a)(3) WFC, Inc.*

Waukon, Iowa

 Iowa State Bank (in organization)

 Oelwein, Iowa

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Fed Reg - Federal Register Comment Period Ending Date

Newspaper - Newspaper Comment Period Ending Date

N/Avail - Not Available (Not yet available; Not available at this time)

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Wintrust Financial Corporation

Lake Forest, Illinois

 Wintrust Asset Management Company, National Association

 Lake Forest, Illinois

Fed Reg – 8/25/1998

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2461641 Fortress Bank of Cresco

130 N. Park Place

P.O. Box 317

Cresco, Iowa 52136

(319) 547-2244

5/11/1998 8/3/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch *Notice by Union Bank of Illinois, Swansea, Illinois, to establish

a branch at 102 Duncan Street, Marine, Illinois.

9/5/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Notice involving Ohio Valley Bancorp, Inc., Henderson, Kentucky,

by Hattie L. Preston as trustee of the Hattie L. Preston Revocable

Trust.

Newspaper - N/Avail

Fed Reg - 8/26/1998

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3(a)(5)(C) Notice by Bodcaw Bancshares, Inc., Stamps, Arkansas, to acquire

Bodcaw Bank, Stamps, Arkansas.

Not applicable
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

420457 Southern Commercial Bank

St. Louis, Missouri

4/27/1998 8/7/1998 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Dakota Bank, Mendota Heights, Minnesota, to establish a branch

in St. Paul, Minnesota.*

7/31/1998

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Voyager Financial Services Corporation, Eden Prairie, Minnesota,

for prior approval to become a bank holding company upon

conversion of its wholly-owned federal savings bank subsidiary,

The Family Bank, f.s.b, Eden Prairie, Minnesota, to a statechartered commercial bank to be known as Voyager Bank, Eden

Prairie, Minnesota.*

9/8/1998

(Fed Reg)

3(a)(3) Norwest Corporation, Minneapolis, Minnesota, for prior approval

to acquire 100% of the voting shares of First National Bank of

Missouri City, Missouri City, Texas.*

9/4/1998

(Fed Reg)

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Voyager Financial Services Corporation, Eden Prairie, Minnesota

(“Voyager Financial”), to continue to engage in mortgage

brokering and related activities through its subsidiary, Voyager

Mortgage Corporation, Eden Prairie, Minnesota, once Voyager

Financial becomes a bank holding company.

9/8/1998
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(1) United Financial Corp., Great Falls, Montana, for prior approval to

become a bank holding company through the acquisition of 100%

of the voting shares of Heritage State Bank, Fort Benton, Montana,

a de novo bank.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

763958 Citizens State Bank of St. James

St. James, Minnesota

5/11/1998 8/3/1998 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Roy G. and Gloria B. Dinsdale, both of Palmer, Nebraska, to

acquire voting shares of Dinsdale Brothers, Inc., Palmer,

Nebraska, and thereby indirectly acquire voting shares of First

Security Bank, Mitchell, Nebraska, and First National Bank of

Wisner, Wisner, Nebraska.

Newspaper – N/Avail

Fed Reg – 08/24/1998

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

4(c)(8) Bancshares of Jackson Hole, Jackson, Wyoming, to acquire 31.82

percent of the oustanding shares of The AmeriTrust Holding

Company, Tulsa, Oklahoma, which will own 100 percent of

AmeriTrust Corporation, Tulsa, Oklahoma, a non-deposit trust

company and 100 percent of AMERICORP Investment Advisors,

Inc., Tulsa, Oklahoma, an investment advisory company.

4(c)(8) Lake Bancshares Corporation, Langley, Oklahoma, to acquire

31.82 percent of the oustanding shares of The AmeriTrust Holding

Company, Tulsa, Oklahoma, which will own 100 percent of

AmeriTrust Corporation, Tulsa, Oklahoma, a non-deposit trust

company and 100 percent of AMERICORP Investment Advisors,

Inc., Tulsa, Oklahoma, an investment advisory company.

4(c)(8) Heritage Group, Aurora, Nebraska, to acquire 100 percent of the

voting shares of Neligh Insurance Agency, Neligh, Nebraska, and

thereby indirectly engage in general insurance activities.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Henry A. Taliaferro, Jonesville, LA, et al, to acquire an interest

in Catahoula Holding Company, Jonesville, LA

Fed Reg – 08/24/1998

Newspaper – 08/19/1998

3(a)(3) Northwest Bancorporation, Inc., Houston, TX, to acquire

Redstone Bancorporation, Inc., Houston, TX, and

Redstone Bank, N.A., Houston, TX*

Fed Reg – 08/28/1998

Newspaper – 08/23/1998

3(a)(1) Redstone Bancorporation, Inc., Houston, TX, to acquire

Redstone Bank, N.A., Houston, TX*

Fed Reg – 08/28/1998

Newspaper – 08/23/1998

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, August 8, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

COM Pacific Century Financial Corporation, Honolulu, HI, request for

relief of commitment made in 1990 in connection with the

acquisition of FirstFed Americas, Inc., Honolulu, HI, not to

convert the charter of the thrift, First Federal Savings and Loan

Association of America, Honolulu, HI, or merge into a different

type of institution, without the prior approval of the Federal

Reserve System.

Waiver Zions Bancoproration, Salt Lake City, Utah, and its subsidiary,

Val Cor Bancorporation, Inc., Cortez, Colorado, requests waiver of

any Bank Holding Company Act application requirement in

connection with the proposed acquisitions of: 1) Eagle Holding

Company and its wholly-owned subsidary, Eagle Bank, both of

Broomfield, Colorado; 2) Mountain Financial Holding Company

and its wholly-owned subisidary, Mountain National Bank, both of

Woodland Park, Colorado; and 3) Kersey Bancorp, Inc., and its

wholly-owned subsidiary, Independent Bank, both of Kersey,

Colorado.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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

CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

808260 Farmers & Merchants Bank of

 Central California

121 Pine Street

P.O. Box 3000

Lodi, CA

(209) 334-1101

3/16/1998 8/07/1998 S X

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

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

omissions.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None