Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 25

Week Ending June 20, 1998

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions June 14, 1998 to June 20, 1998

Testimony And Statements

Merger wave affecting industries in the American economy -- statement by Chairman 

Greenspan before the House Committee on the Judiciary, June 16, 1998.

- Published, June 16, 1998 

Modernization of the U.S. financial system -- statement by Chairman Greenspan 

before the Senate Committee on Banking, Housing, and Urban Affairs, June 17, 

1998.

- Published, June 17, 1998 

Bank Holding Companies

NationsBank Corporation, Charlotte, North Carolina, and BankAmerica 

Corporation, San Francisco, California -- public meeting to be held on Thursday, 

July 9, 1998, at 9:00 a.m. PDT, at the Federal Reserve Bank of San Francisco, 101 

Market Street, San Francisco, California.

- Announced, June 19, 1998 

Travelers Group Inc., New York, New York, and Citicorp -- public meeting to be 

held on Thursday, June 25, and Friday, June 26, 1998, at 8:00 a.m. EDT, at the 

Federal Reserve Bank of New York, 33 Liberty Street, New York, New York.

- Announced, June 18, 1998 

Regulations And Policies

Community development investments by banking organizations -- annual updated 

directory.

- Announced, June 18, 1998 

Federal Reserve Board sponsorship of a statistical study of household finances to 

provide policymakers with information on the economic condition of a broad array 

of American families.

- Announced, June 15, 1998 

Payments system -- policy statement on risks in privately operated multilateral 

settlement systems (Docket R-0987).

- Approved, June 19, 1998 

(AC) = Addition or Correction Board - Page 1 of 1
June 14, 1998 to June 20, 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 McKenney, McKenney, Virginia -- to establish a branch at 20815 

Chesterfield Plaza, Ettrick, Virginia.

- Approved, June 15, 1998 

Richmond

Chase Manhattan Bank, New York, New York -- to establish a branch at 500 Plum 

Street, Syracuse, New York.

- Approved, June 17, 1998 

New York

Bank Holding Companies

Cambridge Financial Group, Inc., Cambridge, Massachusetts -- to become a mutual 

bank holding company through reorganization of Cambridge Savings Bank.

- Approved, June 19, 1998 

Boston

Central Bancompany, Inc., Jefferson City, Missouri -- to acquire Higginsville 

Bancshares, Inc., Higginsville, Missouri, and First State Bank of Higginsville/Odessa, 

Higginsville.

- Approved, June 17, 1998 

St. Louis

Dauphin Bancorp, Inc., Harrisburg, Pennsylvania -- to purchase stock in The First 

National Bank of Liverpool, Liverpool, Pennsylvania.

- Approved, June 16, 1998 

Philadelphia

Diamond Bancorp, Inc., Washington, Missouri -- to acquire additional shares of 

Cardinal Bancorp II, Inc., St. Louis, Missouri.

- Approved, June 17, 1998 

St. Louis

(AC) = Addition or Correction Delegated - Page 1 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Bank Holding Companies

Exchange Bancshares, Inc., Luckey, Ohio -- to acquire shares of Towne Bank, 

Perrysburg, Ohio.

- Approved, June 18, 1998 

Cleveland

First National Bank at St. James ESOP, St. James, Minnesota -- to increase its 

ownership interest in First National Agency at St. James.

- Approved, June 16, 1998 

Minneapolis

First Telebanc Corporation, Boca Raton, Florida -- to acquire Boca Raton First 

National Bank.

- Approved, June 15, 1998 

Atlanta

FirstMerit Corporation, Akron, Ohio -- to acquire Security First Corp., Mayfield 

Heights, Ohio.

- Approved, June 17, 1998 

Cleveland

Florida Banks, Inc., Jacksonville, Florida -- to acquire First National Bank of Tampa, 

Tampa, Florida.

- Approved, June 15, 1998 

Atlanta

FVNB Corp., Victoria, Texas -- to acquire First Victoria National Bank.

- Approved, June 19, 1998 

Dallas

Gold Banc Corporation, Inc., Leawood, Kansas -- to acquire Farmers State 

Bancshares of Sabetha, Inc., Sabetha, Kansas, and Farmers State Bank.

- Approved, June 18, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Bank Holding Companies

Great Southern Bancorp, Inc., Springfield, Missouri -- to offer discount securities 

brokerage services and related investment advisory services through Great Southern 

Capital Management, Inc., Springfield, Missouri.

- Permitted, June 15, 1998 

St. Louis

Great Southern Bancorp, Inc., Springfield, Missouri -- to become a bank holding 

company as a result of the conversion of Great Southern Bank, FSB, Springfield, 

Missouri, to a state-chartered bank.

- Approved, June 15, 1998 

St. Louis

K&Z Company LLC, Brooklyn, New York -- to acquire shares of The Upstate 

National Bank, Lisbon, New York.

- Approved, June 15, 1998 

New York

Krum Holdings, L.L.C., Krum, Texas, and Porter Holdings, Ltd. -- to acquire 

Farmers and Merchants State Bank.

- Approved, June 19, 1998 

Dallas

Merchants Holding Company, Winona, Minnesota -- to increase its ownership of 

BRAD, Inc., Black River Falls, Wisconsin.

- Approved, June 17, 1998 

Kansas City

Orchard Valley Financial Corporation, Englewood, Colorado -- to retain shares of 

MegaBank Financial Corporation and MegaBank and engage in the operation of a 

savings association.

- Permitted, June 18, 1998 

Kansas City

Peoples Bancshares, Inc., Sardis, Tennessee -- to engage in leasing activities.

- Returned, June 16, 1998 

St. Louis

(AC) = Addition or Correction Delegated - Page 3 of 10
H.2 Actions under delegated authority June 7, 1998 to June 13, 1998

Bank Holding Companies

Ploetz Investments Limited Partnership, Prairie du Sac, Wisconsin -- to acquire 

shares of Bank of Prairie du Sac.

- Approved, June 12, 1998 (AC)

Chicago

Popular, Inc., San Juan, Puerto Rico -- determination that Popular, Inc., and Popular 

Securities, Inc., had established acceptable policies and procedures in conformance 

with the Board's requirements, and that Popular Securities, Inc., may underwrite and 

deal in equity securities abroad.

- Granted, June 16, 1998 

Director, BS&R

Republic Bancshares, Inc., St. Petersburg, Florida -- to acquire Republic Bank, 

F.S.B., and engage in operating a savings association.

- Approved, June 15, 1998 

Atlanta

Salisbury Bancorp, Inc., Lakeville, Connecticut -- to acquire Salisbury Bank and 

Trust Company, Lakeville, Connecticut.

- Approved, June 18, 1998 

Boston

Slades Ferry Bancorp, Somerset, Maine -- transfer agent registration.

- Approved, June 18, 1998 

Director, BS&R

Sterling Bancshares, Inc., Houston, Texas -- to acquire CMCR Holdings, Inc., 

Wilmington, Delaware.

- Approved, June 19, 1998 

Dallas

Summit Bank Corporation, Atlanta, Georgia -- request for waiver of application to 

acquire California Security Bank, San Jose, California.

- Granted, June 19, 1998 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Bank Holding Companies

Town Bankshares, Ltd., Delafield, Wisconsin -- to acquire Delafield State Bank.

- Approved, June 19, 1998 

Chicago

WTSB Bancorp, Inc., Snyder, Texas -- to acquire WTSB Delaware Bancorp, Inc., 

Dover, Delaware, and West Texas State Bank, Snyder, Texas.

- Approved, June 15, 1998 

Dallas

Bank Mergers

Exchange Bank, Luckey, Ohio -- to merge with Towne Bank, Perrysburg, Ohio, and 

establish branches.

- Approved, June 18, 1998 

Cleveland

Banks, State Member

Arkansas Bank & Trust Company, Hot Springs, Arkansas -- payment of a dividend.

- Approved, June 17, 1998 

St. Louis

Benton State Bank, Benton, Arkansas -- payment of a dividend.

- Approved, June 19, 1998 

St. Louis

Citizens First Bank, Fordyce, Arkansas -- payment of a dividend.

- Approved, June 19, 1998 

St. Louis

First Security Bank, Newcastle, Wyoming -- to declare a dividend.

- Approved, June 18, 1998 

Kansas City

Fleet Bank of Maine, Portland, Maine -- registration as transfer agent.

- Withdrawn, June 18, 1998 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 5 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Banks, State Member

Fleet Bank of New Hampshire, Manchester, New Hampshire -- registration as 

transfer agent.

- Withdrawn, June 18, 1998 

Director, BS&R

Mercantile Bank, Kansas City, Missouri -- to declare a dividend.

- Approved, June 18, 1998 

Kansas City

Security Bank, Harrison, Arkansas -- payment of a dividend.

- Approved, June 19, 1998 

St. Louis

Shore Bank, Onley, Virginia -- transfer agent registration.

- Approved, June 18, 1998 

Director, BS&R

Change In Bank Control

Bosshard Banco, Ltd., La Crosse, Wisconsin -- change in bank control.

- Permitted, June 16, 1998 

Minneapolis

BRAD, Inc., Black River Falls, Wisconsin -- change in bank control.

- Permitted, June 17, 1998 

Minneapolis

DBT Holding Company, Vidalia, Georgia -- change in bank control.

- Permitted, June 19, 1998 

Atlanta

Competitive Factors Reports

American Trust Federal Savings Bank, Peru, Indiana -- report on competitive factors 

of the proposed acquisition of the Bunker Hill, Indiana, branch of First of America 

Bank, N.A., Kalamazoo, Michigan.

- Submitted, June 16, 1998 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Competitive Factors Reports

Citizens Bank of Jasper, Jasper, Indiana -- report on competitive factors of the 

proposed merger with TCB Bank, Tell City, Indiana.

- Submitted, June 15, 1998 

St. Louis

Citizens National Bank of Texas, Houston, Texas -- report on competitive factors of 

the proposed merger with Citizens Bank, National Association.

- Submitted, June 18, 1998 

Dallas

Compass Bank for Savings, New Bedford, Massachusetts -- report on competitive 

factors of the proposed merger with Sandwich Co-operative Bank, Sandwich, 

Massachusetts.

- Submitted, June 18, 1998 

Boston

Federal Savings Bank, Wyomissing, Pennsylvania -- report on competitive factors of 

the proposed purchase of assets and assumption of liabilities of 95 offices of First 

Union National Bank, Charlotte, North Carolina.

- Submitted, June 15, 1998 

Philadelphia

First National Bank of Morton Grove, Morton Grove, Illinois -- report on 

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

certain liabilities of the Morton Grove branch of Republic Bank of Chicago, Chicago, 

Illinois.

- Submitted, June 16, 1998 

Chicago

NationsBank, National Association, Charlotte, North Carolina -- report on 

competitive factors of the proposed merger with Barnett Bank, National Association, 

Jacksonville, Florida, and Community Bank of the Islands, Sanibel, Florida.

- Submitted, June 15, 1998 

Richmond

(AC) = Addition or Correction Delegated - Page 7 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Competitive Factors Reports

Peoples National Bank of Clay Center, Clay Center, Kansas -- report on competitive 

factors of the proposed merger with Tri-County National Bank, Washington, Kansas.

- Submitted, June 18, 1998 

Kansas City

Scripps Bank, La Jolla, California -- report on competitive factors of the proposed 

merger with Pacific Commerce Bank, Chula Vista, California.

- Submitted, June 10, 1998 (AC)

San Francisco

Extensions Of Time

Bank of Gassaway, Gassaway, West Virginia -- extension to June 2, 1999, to 

establish a branch at 2190 Sutton Lane, Sutton, West Virginia.

- Granted, June 17, 1998 

Richmond

Concord EFS, Inc., Memphis, Tennessee -- extenstion to July 2, 1998, to acquire 

Digital Merchant Systems, Inc., et. al., Northfield, Illinois, and engage in credit card 

and debit card data processing activities.

- Granted, June 15, 1998 

St. Louis

Cortez Investment Co., Cortez, Colorado -- extension to October 14, 1998, to 

acquire The Citizens State Bank of Cortez.

- Granted, June 19, 1998 

Kansas City

Davis BanCorporation, Inc., Davis, Oklahoma -- extension to March 24, 1999, to 

acquire FBC Financial Corporation, Claremore, Oklahoma.

- Granted, June 19, 1998 

Kansas City

Fifth Third Bank of Southern Ohio, Hillsboro, Ohio, and Fifth Third Bank, 

Cincinnati, Ohio -- extension to October 23, 1998, to acquire branches of Fifth Third 

Bank of Western Ohio, Dayton, Ohio, and establish branches.

- Granted, June 16, 1998 

Cleveland

(AC) = Addition or Correction Delegated - Page 8 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Extensions Of Time

Fifth Third Bank of Western Ohio, Dayton, Ohio -- extension to October 23, 1998, 

to merge with Citizens Federal Savings Bank, FSB, Dayton, and establish branches.

- Granted, June 16, 1998 

Cleveland

First Centralia Bancshares, Inc., Centralia, Kansas -- extension to March 24, 1999, to 

acquire FBC Financial Corporation, Claremore, Oklahoma.

- Granted, June 19, 1998 

Kansas City

First Citizens Bancorp, Inc., Monroeville, Alabama -- extension of time to September 

17, 1998, to effect a change in bank control.

- Granted, June 17, 1998 

Atlanta

Glacier Bancorp, Inc., Kalispell, Montana -- 90-day extension to acquire HUB 

Financial Corporation, Helena, Montana.

- Granted, June 19, 1998 

Minneapolis

Landmark Bancorp, Inc., Margate, Florida -- extension to September 24, 1998, to 

acquire Sunniland Bank, Fort Lauderdale, Florida.

- Granted, June 15, 1998 

Atlanta

Morrill and Janes Bancshares, Inc., Hiawatha, Kansas -- extension to March 24, 

1999, to acquire FBC Financial Corporation, Claremore, Oklahoma.

- Granted, June 19, 1998 

Kansas City

Morrill Bancshares, Sabetha, Kansas -- extension to March 24, 1999, to acquire FBC 

Financial Corporation, Claremore, Oklahoma.

- Granted, June 19, 1998 

Kansas City

(AC) = Addition or Correction Delegated - Page 9 of 10
H.2 Actions under delegated authority June 14, 1998 to June 20, 1998

Extensions Of Time

Onaga Bancshares, Inc., Onaga, Kansas -- extension to March 24, 1999, to acquire 

FBC Financial Corporation, Claremore, Oklahoma.

- Granted, June 19, 1998 

Kansas City

International Operations

State Street Bank and Trust Company, Boston, Massachusetts -- waiver of the 45-

day prior notification period to make an additional investment in State Street GmbH, 

Munich, Germany.

- Granted, June 17, 1998 

Director, BS&R

State Street Bank International, New York -- to transfer its home office to Los 

Angeles, California, from New York City.

- Approved, June 19, 1998 

Director, BS&R

Membership

Bank Altoona, Altoona, Iowa -- to become a member of the Federal Reserve System.

- Approved, June 17, 1998 

Chicago

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, June 20, 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

3(a)(1) Danvers Bancorp, Inc., Danvers, Massachusetts – application to

form a mutual bank holding company through the acquisition of

100% of Danvers Savings Bank, Danvers, Massachusetts.*

Newspaper – N/Avail

Fed Reg – 07/16/1998

3(a)(3)/3(a)(5)/

4(c)(8)

UST Corp., Boston, Massachusetts – application for the

acquisition of Affiliated Community Bancorp, Inc., Waltham,

Massachusetts.*

Newspaper-07/19/1998

Fed Reg – 07/17/1998

* 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.

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.

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, June 20, 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.

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.

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, June 20, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch East Penn Bank, Emmaus, PA to establish a branch office at 951

State Street, Merztown, Longswamp Township, PA

7/15/1998

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

Type Application

Ending date of

Comment period

CIC First Community Financial Corporation, Mifflintown, PA, filed by

Jeanette M. Doty and Jane Ferrier, The Jeanette Metherell Doty

Trust, to retain 15.88 percent of the voting stock

Newspaper - N/Avail

Fed Reg - N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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.

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, June 20, 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

3(a)(5) Received application from Citizens Bancshares, Inc., Salineville,

OH on June 19, 1998, to acquire Mid Am, Inc., Bowling Green,

OH and its bank subsidiaries.

Newspaper – 7/20/1998

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Received Section 4(c)(8) notification from Citizens Bancshares,

Inc., Salineville, OH on June 19, 1998, of its intent to acquire the

non-bank subsidiaries of Mid Am, Inc., Bowling Green, OH.

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

Type Application

3(a)(1) Received notice from Sherwood Banc Corporation, Sherwood, OH

on June 19, 1998, of its intent to acquire The Sherwood State

Bank, Sherwood, OH pursuant to Section 3(a)(1) of the Bank

Holding Company Act.

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.

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

853112 The Heartland Bank

939 E. Johnstown Road

Gahanna, OH 43220

4/13/98 6/22/98 S X
Section VI – CRA examinations scheduled for Third Quarter of 1998

Institution Location

Community First Bank & Trust 225 N. Main Street, Celina, OH 45822-2201

Iron & Glass Bank 1114 Carson Street, Pittsburgh, PA 15203-1124

The Farmers Citizens Bank Washington Square, Bucyrus, OH 44820

The Ohio Bank 236 S. Main Street, Findlay, OH 45840-0300

Sabina Bank 135 N. Howard Street, Sabina, OH 45169-1152

Shore Bank & Trust Company 540 E. 105th Street, Cleveland, OH 44108

Somerset Trust Company 151 W. Main Street, Somerset, PA 15501-0777

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar quarter

is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need to defer a

planned examination or conduct an unforeseen examination because of scheduling difficulties or other circumstances.
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, June 20, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Member Potomac Bank of Virginia, Vienna, Virginia, in organizaton,

for membership in the Federal Reserve System.*

7/1/1998

Branch Potomac Bank of Virginia, Vienna, Virginia, in organization,

to operate a mobile branch to pick up non-cash depositsb from

business customers at general locations throughout the Northern

Virginia area.*

7/1/1998

Branch First Virginia Bank of Tidewater, Norfolk, Virginia, to

establish a branch inside Greenbrier Mall at 1401 Greenbrier

Parkway, Chesapeake, Virginia.*

7/10/1998

Branch County Bank of Chesterfield, Midlothian, Virginia, to establish

a branch at 906 Branchway Road, Richmond, Virginia.*

7/17/1998

* 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)(3) One Valley Bancorp, Inc., Charleston, West Virginia, to

acquire Summit Bankshares, Inc., Raphine, Virginia.*

Fed Reg – 7/16/1998

Newspaper – 7/17/1998

* 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

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.

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2506177 The Bank of Belton

711 Anderson Street

Belton, South Carolina 29627

4/6/1998 6/18/1998 S X

1156883 Blue Ridge Bank

125 North Main Street

Sparta, North Carolina 28675

4/6/1998 6/19/1998 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, June 20, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Admiralty Bank, Palm Beach Gardens, Florida, to establish a

branch located at 1401 North Federal Highway, Boca Raton,

Florida.

07/16/1998

Branch Provident Bank, Sarasota, Florida, to establish a branch located at

Parcel C of Palmer Crossing Shopping Center, located at the

southeast corner of Clark Road and Honore Avenue, Sarasota,

Florida.

07/10/1998

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

Type Application

Ending date of

Comment period

3(a)(5) The Banc Corporation, Panama City Beach, Florida (formerly

known as Emerald Coast Bancorp), to merge with Warrior Capital

Corporation, Birmingham, AL, and thereby directly acquire

Warrior Savings Bank, Warrior, Alabama.

N/Avail

3(a)(5) The Banc Corporation, Panama City Beach, Florida (formerly

known as Emerald Coast Bancorp), to merge with Commercial

Bancshares of Roanoke, Inc., and thereby directly acquire

Commercial Bank, both of Roanoke, Alabama.

N/Avail

3(a)(5) The Banc Corporation, Panama City Beach, Florida (formerly

known as Emerald Coast Bancorp), to merge with First Citizens

Bancorp, Inc., and thereby directly acquire First Citizens Bank of

Monroe County, both of Monroeville, Alabama.

N/Avail

3(a)(5) The Banc Corporation, Panama City Beach, Florida (formerly

known as Emerald Coast Bancorp), to merge with City National

Corporation, and thereby directly acquire City National Bank of

Sylacauga, both of Sylacauga, Alabama.

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

Type Application

Ending date of

Comment period

3(a)(5) SunTrust Banks, Inc., Atlanta, Georgia, along with SunTrust

Banks of Florida, Inc., Orlando, Florida, to merge with Citizens

Bancorporation, Inc., Marianna, Florida, and thereby directly

acquire Citizens Bank of Marianna, Marianna, Florida, and

Gadsden State Bank, Chattahoochee, Florida.

N/Avail

3(a)(1) Banco Espirito Santo e Comercial de Lisboa, S.A., Lisbon,

Republic of Portugal, along with E.S. Control Holding S.A.,

Luxembourg; E.S. International Holding S.A., Luxembourg;

Espirito Santo Financial Group S.A., Luxembourg; Espirito Santo

Financial (Portugal) Sociedade Gestora de Participacoes Sociais,

S.A., Lisbon, Republic of Portugal; and BESPAR-Sociedade

Gestora De Participacoes Sociais, S.A., Lisbon, Republic of

Portugal; to become bank holding companies by acquiring Espirito

Santo Bank of Florida, Miami, Florida.

N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

Comment period

None

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

Type Application

3(a)(1) Alliance Bancshares, Inc., Orlando, Florida, notice to become a

bank holding company by acquiring Alliance Bank, Orlando,

Florida.
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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section V1- 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, June 20, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch F & M Bank-Central

Stevens Point, Wisconsin

 1600 Academy Drive

 Stevens Point, Wisconsin

Newspaper – 7/15/1998

Branch Old Kent Bank

Grand Rapids, Michigan

 20422 Mack Avenue

 Grosse Pointe Woods, Michigan

 5080 Corunna Road

 Flint, Michigan

Newspaper – 7/5/1998

Newspaper - Newspaper Comment Period Ending Date

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

Type Application

Ending date of

comment period

3(a)(3) Fort Madison Financial Company*

Fort Madison, Iowa

 Bank of Dallas City

 Dallas City, Illinois

Fed Reg – 7/10/1998

Newspaper – N/Avail

3(a)(3) First American Bankshares, Inc.*

Fort Atkinson, Wisconsin

 Jefferson County Bancorp., Inc.

 Jefferson, Wisconsin

 Jefferson County Bank

 Jefferson, Wisconsin

Fed Reg – 7/16/1998

Newspaper – 7/12/1998
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Premier Financial Corp*

Dubuque, Iowa

 Premier Bank

 Dubuque, Iowa

Fed Reg – 7/20/98

Newspaper – N/Avial

* 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) Heartland Financial USA, Inc.

Dubuque, Iowa

 To acquire Arrow Motors, Inc., a Wisconsin Corporation

 d/b/a/ Lease Associates Group, which engages in vehecle

 leasing activities.

Fed Reg – N/Avail

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

913940 Liberty Bank

815 N. Water Street

P.O.Box 1268

Milwaukee, Wisconsin 53201

(414) 223-8400

2/13/1998 6/17/1998 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, June 20, 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 Notice involving Republic Bancorp, Inc., Louisville, Kentucky, by

the Teebank Family Limited Partnership (Steven E. Trager, Arthur

S. Trager, Bernard M. Trager, and Sheldon G. Gilman as voting

committee members).

Newspaper – 7/12/1998

CIC Notice involving Central Bancompany, Inc., Jefferson City,

Missouri, by Sam Bryan Cook and Robert Robuck, as trustees of

the Central Bancompany Trust.

Newspaper – N/Avail

Fed Reg – 7/10/1998

CIC Notice involving Maries County Bancorp, Inc., Vienna, Missouri,

by The Henderson Family Limited Partnership.

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(3) Notice by Carlinville National Bank Shares, Inc., Carlinville,

Illinois, to acquire Shipman Bancorp, Inc., Shipman, Illinois

(previously reported during the week ending June 13, 1998).*

Fed Reg – 7/10/1998

3(a)(5) Notice by National City Bancshares, Inc., Evansville, Indiana, to

acquire Trigg Bancorp, Inc., Cadiz, Kentucky.*

Newspaper – N/Avail

Fed Reg – 7/13/1998

3(a)(5) Notice by National City Bancshares, Inc., Evansville, Indiana, to

acquire Community First Financial, Inc., Maysville, Kentucky.*

Newspaper – N/Avail

Fed Reg – 7/13/1998

3(a)(5) Notice by National City Bancshares, Inc., Evansville, Indiana, to

acquire Hoosier Hills Financial Corporation, Osgood, Indiana.*

Newspaper – N/Avail

Fed Reg – 7/17/1998

* 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

SMBOTH Notice by Arkansas Bank & Trust Company, Hot Springs,

Arkansas, to make a divident payment.

Not applicable

SMBOTH Notice by The Benton State Bank, Benton, Arkansas, to make a

dividend payment.

Not applicable

SMBOTH Notice by Citizens First Bank, Fordyce, Arkansas, to make a

dividend payment.

Not applicable

SMBOTH Notice by Security Bank, Harrison, Arkansas, to make a dividend

payment.

Not applicable

SMBOTH Notice by Citizens First Bank, Arkadelphia, Arkansas, to make a

dividend payment.

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.

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, June 20, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Citizens Bank of Butte, Butte, Montana, to establish a branch

in Butte, Montana.*

7/5/1998

* 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

3(a)(1) Community Bank Minnesota Employee Stock Ownership Plan,

Owatonna, Minnesota, for prior approval to become a bank

holding company through the acquisition of 29.70 % of the voting

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

Fed Reg - 7/19/1998

* 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.

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, June 20, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18c / Branch WestStar Bank, Bartlesville, Oklahoma, for prior approval to

purchase the assets and assume the liabilities of the Nowata,

Oklahoma, branch of Superior Federal Bank, F.S.B., Fort Smith,

Arkansas.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(3) AmCorp Financial, Inc., Ardmore, Oklahoma, for prior approval to

acquire 100 percent of the voting shares of First State Bank,

Morton, Texas. In addition the bank’s main office will be relocated

to Keller, Texas, and the bank will be renamed American Bank,

Keller, Texas.

Newspaper – 07/09/1998

Fed Reg – 06/29/1998

CIC Donald Ray Clark and Kitty Drline Clark, both of Anadarko,

Oklahoma, to acquire voting shares of First State Bank, Anadarko,

Oklahoma.

Newspaper – 06/26/1998

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Membership Bank of Durango, Durango, Colorado, for membership in the

Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

182652 First Bank of Fairland

32 W. Conner

Fairland, Oklahoma 74343

03/23/1998 06/18/1998 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, June 20, 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

3(a)(1) MetroCorp Bancshares, Inc., Houston, TX,

to acquire MetroCorp-Delaware, Inc., Wilmington, DE, and

MetroBank, N.A., Houston, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) MetroCorp–Delaware, Inc., Wilmington, DE, to acquire

MetroBank, N.A., Houston, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(3) A.N.B. Holding Company, Ltd., The, Terrell, TX,

ANB Corporation, The, Terrell, TX, and

ANB Delaware Corporation, Terrell, TX, to acquire

Bank of Van Zandt, Canton, TX*

(Previously reported the week of June 13, 1998)

Fed Reg – 07/13/1998

Newspaper – 07/11/1998

3(a)(3) Independent Bankshares, Inc., Abilene, TX, to acquire

Azle Bancorp, Azle, TX, Azle Holdings, Inc., Azle, TX, and

Azle State Bank, Azle, TX*

Fed Reg – 07/19/1998

Newspaper – N/Avail

3(a)(3) McLaughlin Bancshares, Inc., Ralls, TX, to acquire

First Petersburg Bancshares, Inc., Petersburg, TX, and

First State Bank, Petersburg, TX*

Fed Reg – 07/19/1998

Newspaper – N/Avail

CIC Julia Dobbins, Fort Worth, TX, et al, to acquire an interest in

Mercedes Bancorp, Inc., Mercedes, TX

Fed Reg – 07/06/1998

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

None

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

Type Application

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.

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.

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, June 20, 1998

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

establish a branch office at 44870 W. Hathaway Road, Suite O,

Maricopa, Arizona.*

Newspaper - 7/13/1998

* Subject to the provisions of the Community Reinvestment Act

 Newspaper - Newspaper Comment Period Ending Date

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

Type Application

Ending date of

comment period

3(a)(1) First National Bank of Nevada Holding Company to become a

bank holding company by acquiring Laughlin National Bank, both

of Laughlin, Nevada.*

Newspaper - N/Avail

Fed Reg - 7/20/1998

* 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

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

Type Application

Member Metro Commerce Bank, San Rafael, California, to become a

member of the Federal Reserve System.

 

SR Southern California Bank, Newport Beach, California, to pay a

dividend of $4.4 million to Western Bancorp, Laguna Niguel,

California.

Section V – Availability of CRA public evaluations

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

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

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

revised in May 1995.

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

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

facilities.

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

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.

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