Section Vi - CRA examinations scheduled for Fourth Quarter of 1997

Institution Location
Andover Bank P.O. Box 1300, Public Square, Andover, OH 44003-1300
Bank of Corning Company P.O. Box 428, N. Valley Street, Corning, OH 43730-0428

Commercial & Savings Bank Co.
Fifth Third of Northeastern Ohio
Genoa Banking Company
Hamler State Bank

Hocking Valley Bank

The Citizens Banking Company
The Corn City State Bank

The Cortland Savings & Banking Co.
The Custar State Bank

The Farmers Citizen Bank

The Metamora State Bank

The Minster State Bank

The Provident Bank

Towne Bank

P.O. Box 50, 701 S. Market Street, Danville, OH 43014-0050
1404 E. Ninth Street, Cleveland, OH 44114

P.O, Box 98, 801 Main Street, Genoa, OH 43430-0098

P.O. Box 358, 210 Randolph Street, Hamler, OH 43524-0358
P.O. Box 4847, 7 W. Stimson, Athens, OH 45701-4847

P.O. Box 5016, 100 E. Water Street, Sandusky, OH 44871-5016
P.O. Box 197, 120 W. Main Street, Deshler, OH 43516-0197
P.O. Box 98, 194 W. Main Street, Cortland, OH 44410-0098
P.O. Box 127, Main Street, Custar, OH 43511-0127

P.O. Box 567, Washington Square, Bucyrus, OH 44820-0567
P.O. Box F, 120 E. Main Street, Metamora, OH 43540-0270
P.O. Box 90, 96 W. Fourth Street, Minster, OH 45865-0090

1 E. 4th Street, Cincinnati, OH 45202

P.O. Box 202, 610 E. South Boundary, Perrysburg, OH 43551

Footnotes



Federal Reserve Bank of Kansas City Week Ending August 22, 1997

I- APPLI TO NEWSP. INLY
PPLICATIO. Cc PERI IN T
None.
JECTION II - APPLICATIONS T TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
APPLICATION CO) INT PERIOD ENDING DAT
FirstBank Holding Company of Colorado, Lakewood, September 19, 1997

Colorado, for prior approval to acquire 100 percent of
the voting shares of FirstBank of Parker, Parker,
Colorado, a de novo bank in organization.*

Imogene Metcalf, and Charles W. Butler, both of September 10, 1997
Hooker, Oklahoma; for prior approval to acquire

voting shares of Hooker National Bancshares, Inc.,

Hooker, Oklahoma, and thereby indirectly acquire

First National Bank, Hooker, Oklahoma.

Michael D. Platt, Hardtner, Kansas, James L. Molz, September 10,1997
Kiowa, Kansas, David C. Collins, and Roland C.

Pederson, both of Burlington, Oklahoma; for prior

approval to acquire voting shares of B-K Agency,

Inc., Hardtner, Kansas, and thereby indirectly acquire

The Farmers State Bank, Hardtner, Kansas.

TION III - APPLICATION: ‘T TO FEDERAL REGISTER NOTICE ONLY
APPLICATION COMMENT PERIOD ENDING DATE

None.



RESERVE BANK APPLICATIONS BULLETIN For week ending August 22, 1997

FEDERAL RESERVE BANK OF ST. LOUIS
V- I iF LI

Identification of Ratings:
Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a mannér consistent with its resources and capabilities.
Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit
needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.
Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping to meet
the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping to meet

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

———
Name of Bank Examination | Examination]
Bank Address Date Rating

2



Federal Reserve Bank of Dallas

Section V - Publicly available CRA evaluations

Description of the CRA goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which is has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and
moderate-income neighborhoods, in a manner consistent with its resources and capabilities.

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

Outstanding

Satisfactory

Needs to improve
Substantial noncompliance

RSSD Examination CRA CRA
number Institution/ Location date public date rating
None.

Section VI - CRA examinations scheduled Quarter of

Institution Location

*N/A

* Not Available.



FEDERAL RESERVE BANK OF NEW YORK

Comment Period
_Ending Date

SECTION |

Applications Subject to Newspaper
Notice Only

Summit Bank, Hackensack, New Jersey, to establish branches at the

Pathmark supermarkets located at: 1) 498 E.30th Street, Paterson,

New Jersey; and 2) Plaza 46, Route 46 W., W.Paterson, New Jersey;

and at the Shop Rite supermarkets located at: 3) Route 45 & Parkville

Station Road, W.Deptford, New Jersey; and 4) 1224 Blackwood-Clementon
Road,Clementon, New Jersey.1/ 09/14/97

SECTION II

Applications Subject to Both
Newspaper and Federal Register Notice

None.

SECTION If

Nonbanking Applications
(subject to Federal Register Notice Only )

None.

SECTION 1V

Applications Not Involving
Public Comment

None.

SECTION V

Ayailability of CRA Public Evaluations

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

Outstanding record of meeting community credit needs.

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

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

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



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

P.C.B. Bancorp, Inc.,
Largo, FL

Patel, Susma; Patel,
Suketu Madhusudan
(Suku); Patel, Parimal
Kantibhai (Perry);
Amin, Bharat Muljibhai,
London, England; and
King, Dennis John
Lloyd, Surrey, England;
collectively, as the Patel
Group

Patel, Susma;Patel
(Suku), Suketu
Madhusudan; Patel
(Perry), Parimal
Kantibhai; Amin, Bharat
Muljibhai, London,
England; and King,
Dennis John Lloyd,
Surrey, England;
collectively, as the Patel
Group

PBT Bancshares, Inc.,
McPherson, KS

Peoples Bancorp, Inc.,
Marietta, OH

Peoples Bank
Employee Stock
Ownership Trust,
Marion, KY

Peoples Community
Bancshares, Inc.,
Colquitt,

GA

Anchor Savings Bank,
F.S.B., St. Petersburg, FL
operating a savings
association (b)(4)

First Bankshares, Inc.,
Longwood, FL, and First
National Bank of Central
Florida, Longwood, FL.

First Bankshares, Inc.,
Longwood, FL, and

First National Bank of
Central Florida, Longwood,
FI

Yoder Bankshares, Inc.,
Yoder, KS, and Farmers
State Bank,
Yoder, KS

Gateway Bancorp, Inc.,
Catlettsburg, KY, and
Catlettsburg Federal
Savings Bank, Catlettsburg,
KY operating a savings
association (b)(4)(ii)

Peoples-Marion Bancorp,
Inc.,
Marion, KY

Farmers Bank of Malone,
Malone, FL

Atlanta

Atlanta

Atlanta

Kansas City

Cleveland

St. Louis

Atlanta

August 8, 1997

June 26, 1997 —

May 30, 1997

June-6, 1997

August 1, 1997

June 12, 1997

July 14, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Central [linois Bancorp,
Sidney, IL

Century Bancorp, MHC,
Bridgeton, NJ;

and Century Bancorp,
Inc.,

Bridgeton, NJ

Century South Banks,
Inc., Dahlonega, GA

Chaparral Bancshares,
{nc., Richardson, TX,
and

Chaparral Delaware
Bancshares, Inc., Dover,
DE

Citizens Bancshares
Company, Chillicothe,
MO

Citizens Bancshares of
Woodville, Inc.,
Woodville, WI

Citizens Bankers, Inc.,
Baytown, TX, and
Citizens Bankers of
Delaware, Wilmington,
DE

Citizens National Bank
of Waxahachie
Employee Stock
Ownership Plan,
Waxahachie, TX

First Ozaukee Capital
Corporation,
Cedarburg, WI, and
First Ozaukee Savings
Bank,

Cedarburg, WI

Century Savings Bank,
Bridgeton, NJ

Bank Corporation of
Georgia, Macon, GA, and
First South Banks, N.A.,
Macon,

GA, and AmeriBank, N.A.,
Savannah, GA

Van Alstyne Financial
Corporation, Van Alstyne,
TX, and First National
Bank of Van Alstyne, Van
Alstyne, TX

John Birchfield and Debbie
Keele, the purchase and
servicing of

accounts receivable (b)(1)

Investors bancorporation,
Inc., Hudson, WI & Bank
St. Croix, Roberts, WI

First National Bank of Bay
City, Bay City, TX

First Citizens Bancshares,
Inc. Waxahachie, TX &
Citizens National Bank,
Waxahachie, TX

CIBC

Chicago

Philadelphia

Atlanta

Dallas

Kansas City

Minneapolis

Dallas

Dallas

June 26, 1997

May 1, 1997

July 18, 1997

August 8, 1997

July 30, 1997

August 25, 1997

September 18, 1997

September 3, 1997


Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Bryan Family
Management Trust,
Bryan, TX, and:Bryan-
Heritage Limited
Partnership, Bryan, TX

CB&T, Inc.,
McMinnville, TN

Cabot Bankshares, Inc.,
Cabot, AR

Cabot Bankshares, Inc.,
Cabot, AR

Cabot Bankshares, Inc.,
Cabot, AR
CORRECTION

Caisse Nationale de
Credit Agricole Paris,
France

Calvin B. Taylor
Bankshares, Inc., Berlin,
MD

Canadian Imperial Bank
of Commerce(]),
Toronto, Canada
CONTINUED

Bryan-Heritage Limited
Partnership, Bryan, TX, and
The First National Bank of
Bryan, Bryan, TX

CBT Insurance, Inc.,
Smithville, TN in insurance
activities, (b)(11)

The Capital Bank, Cabot,
AR

The Capital Bank, Little
Rock, AR

The Capital Bank, Little
Rock, AR

Credit Agricole Indosuez,
Paris, France, and Indosuez
Investment Management
Services, Inc.,

Menlo Park, CA investment
management and advisory
services (b)(6)

Calvin B.Taylor Banking
Company of Berlin
Maryland, Berlin, MD, &
Calvin B. Taylor Bank of
Delaware, Ocean View, DE

CIBC Wood Gundy
Securities Corp. (*CIBC
Wood Gundy"), New York,
NY, all the outstanding
shares of Oppenheimer
Holdings, Inc., New York,
NY, & its subsidiaries,
including

Oppenheimer & Co., Inc.,
New York, NY in
underwriting &
CONTINUED

3

Dallas

Atlanta

St. Louis

St. Louis

St. Louis

Chicago

Richmond

New York

July 21, 1997 /

August 20, 1997

July 11, 1997 ~

August 11, 1997

July 11, 1997

July 25, 1997

September 15, 1997

August 28, 1997


Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Dean Financial
Services, Inc., St. Paul,
MN

Deposit Guaranty Corp.,
Jackson, MS

Deutsche Bank, AG
(Main)

Federal Republic of
Germany

ECSB Holding
Company, Inc.,
Fort Walton Beach, FL

Edison Bancshares, Fort
Myers, FL

Emprise Financial
Corporation, Wichita,
KS

Estrin Associates,
L.L.C. and Estrin
Family Limited
Partnership, Bethesda,
MD

The First National 3
Corporation of Aitkin, Inc.,
& The First National Bank
of Aitkin, Aitkin, MN; Mid-
Continent Financial
Services, Inc.,
Bloomington, MN, & State
Bank of Edgerton,
Edgerton, MN; & The First
State Bank of Eden Prairie,
Eden Prairie, MN

Minneapolis

CSF Acquisition Corp., 4 Atlanta
Jackson,

MS; CitiSave Financial

Corporation, Baton

Rouge, LA; Citizens

Savings Association, F.A.,

Baton Rouge, LA operating

a savings association (b)(4)

Ganis Credit Corporation, 4 New York
Newport Beach, CA,

lending (b)(1)

American National 3 Atlanta
Financial Corporation,

Panama City, FL and

First National Bank

Northwest Florida,

Panama City, FL

Edison 3
National Bank (in

organization), Fort Myers,

FL

Atlanta

Mid Continent Bancshares, 4
Inc., El Dorado, KS, & Mid
Continent Federal Savings

& Loan Association, El

Dorado, KS operating a

savings association (b)(4)

Kansas City

Estrin Associates, L.L.C. &
Estrin Family Limited
Partnership TI, Bethesda,
MD

CIBC Richmond

August 15, 1997

July 3, 1997

May 12, 1997

June 27, 1997

August 1, 1997

September 2, 1997

July 15, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Frei, Robert L., Wagner,
sD

FSB Bancorp, MHC &
FSB Bancorp, both of
Farmington, ME
CORRECTION

FSB Bancorp, MHC,
and FSB Bancorp, both
of Farmington, ME

Gage, W. Allen,
Houston, TX

Gideon Bancshares
Company,
Dexter, MO

Gold Banc Corporation,
Inc., Leawood, KS

Greenblatt, Leon A., III,
and Chiplease, Inc.,
both of Chicago, IL

Greer, Elmo,
East Bernstadt, KY

Grell, Steven; Bovee
Investment Trust,
Bovee, Michael R.,
Trustee; Tamisiea,
Bruce; Nystrom, Bruce;
Grave, Gary; Cotton,
John M.; & Hultgren,
David M.; all of
Spencer, JA, acting in
concert

Commercial Holding
Company, Wagner, SD, &
Commercial State Bank of
Wagner, Wagner, SD

Franklin Savings Bank,

Farmington, MN

Franklin Savings Bank,
Farmington, ME

First Bancshares of Texas,
Inc., Houston, TX & First

Bank of Texas, Tomball, TX

First Midwest Bank of
Chaffee,
Chaffee, MO.

Farmers Bancshares of
Oberlin, Inc., Oberlin, KS,
and Farmers National Bank,
Oberlin, KS

Home Financial Bancorp,
Spencer, IN, and Owen
Community Bank, S.B.,
Spencer, IN

Cumberland Valley
Financial Company,
London, KY

Albert City Bankshares,
Inc., Albert City, IA &
Albert City Savings Bank,
Albert City, IA & The
Citizens State Bank,
Marathon, IA

CIBC

CIBC

CIBC

CIBC

CIBC

CIBC

Minneapolis

Boston

Boston

Dallas

St. Louis

Kansas City

Chicago

Cleveland

Chicago

September 11, 1997

August 28, 1997

August 28, 1997

August 28, 1997

June 20, 1997

August 21, 1997

July 9, 1997

May 23, 1997

August 29, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

BankAmerica
Corporation(1), San
Francisco, CA.
CONTINUED

BankAmerica
Corporation(2), San
Francisco, CA
CONTINUED

Banterra Corp,
Eldorado, IL

Barnett Banks, Inc.(1),
Jacksonville, FL; BB&T
Corp., Winston-Salem,
NC; Central Fidelity
Banks, Inc., & Crestar
Financial Corp.,
Richmond, VA; First
American Corp.,
Nashville, TN; First
Citizens BancShares,
inc., Raleigh, NC;
CONTINUED

Barnett Banks, Inc.(2),
Jacksonville, FL; First
Union Corp., Charlotte,
NC; First Virginia
Banks, Inc., Falls
Church, VA; Jefferson
Bankshares, Inc.,
Charlottesville, VA;
NationsBank Corp.,
Charlotte, NC; Riggs
Nat'l Corp.,
Washington, D.C.;
CONTINUED

all of the assets, & assume
all of the liabilities of
Robertson Stephens &
Company Group
(Group"), & Robertson
Stephen & Company, Inc.
(RS&Co., Inc."),
worldwide in underwriting
& dealing in, to a limited
extent, all types of
CONTINUED

and other securities
activities

1st Bancorp Vienna, Inc.,
Vienna,

IL, First State Bank of
Vienna, Vienna, IL

through HONOR
Technologies, Inc.,
Maitland, FL, Monetary
Transfer System, L.L.C., St.
Louis, MO, directly &
indirectly in certain data
processing & electronic
funds

transfer services (b)(14)

San Francisco

San Francisco

St. Louis,

Richmond

Richmond

September 9, 1997

September 9, 1997

July 18, 1997

September 3, 1997

September 3, 1997



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending August 22. 7

Section 1 - Applications Subject to Newspaper Notice Only

Application Comment Period Ending Date
Caja de Ahorros de Valencia, Castellon y Alicante, Bancaja 09-15-97*

Valencia, Spain
To establish an international agency in Miami, Florida.

Section 2 - Applications Subject to Both
Newspaper and Federal Register Notice

Application Comment Period Ending Date
Regions Financial Corporation 09-15-97*
Birmingham, Alabama Federal Register

To acquire Griffin Federal Savings Bank, Griffin, Georgia, and thereby engage in operating a
savings association, pursuant to Section 225.28(b)(4)(ii)of Regulation Y and Section 4(c)(8) of the
Bank Holding Company Act.

Landmark Bancorp, Inc. 09-19-97*
Margate, Florida Federal Register
1-BHC formation, Sunniland Bank, Fort Lauderdale, Florida.

Section 3 - Applications Subject to Federal Register Only
Application Comment Period Ending Date
None.

ection 4 - Applications Not Subject t
Federal Register Notice or Newspay

Application

Provident Bank of Florida
Apollo Beach, Florida
Application for authority to exercise trust powers.

*Subject to provisions of the Community Reinvestment Act.



ECTION IV - APPLICATION: TT DERA! ISTER NOTICE
R APER Ni E

APPLICATION

State Bank of Burden, Burden, Kansas, for prior
approval to become a member in the Federal Reserve
System.

FECTION V - AVAILABILITY OF LI L
Identification of Ratings

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

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

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

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

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

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



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Northwest Wisconsin Heartland Data Center, Inc., 4 Minneapolis August 11, 1997
Bancorp, Inc., & its Cameron, WI providing
wholly-owned data processing services to
subsidiary, BCB local, non-affilite financial
Bancorp, Inc., both of institutions (b)(14)
Chippewa Falls, WI
CORRECTION
Norwest Corporation, First Valley Bank Group, 3 Minneapolis September 2, 1997
Minneapolis, MN Los Fresons, TX & First

Valley Delaware Financial

Corporation, Dover,

Delaware, & First Valley

Bank, Harlingen, TX
Norwest Corporation, Int'l Bancorp, Golden 3 and 4 Minneapolis September 12, 1997
Minneapolis, MN Valley, MN & Northern

Nat'l Bank, Int'l Falls, MN;

City Nat'l Bank of Cloquet,

Cloquet, MN & Northern

Nat'l Bank, Nisswa, MN &

Norwest Investment

Services, Inc., Minneapolis,

MN securities &

underwriting activites (b)(7)

& (b)(8)
Norwest Corporation, Packers Management 3 Minneapolis September 2, 1997
Minneapolis, MN Company, Omaha, NE, &

Packers Bank, Omaha, NE

_ NSB Holding Corp., Check Depot, Staten Island, 4 New York August 6, 1997

Staten Island, NY NY in check cashing, See

Midland Bank T!, PLC, 76

Fed. Res. Bull. 869 (1990)
O.A.K. Financial Caledonia Financial 3 Chicago August 15, 1997
Corporation, Byron Corporation,
Center, Caledonia, MI, & State
MI Bank of Caledonia,

Caledonia,

MI
Olympic Bancorp, Port Kitsap Bank, Port Orchard, 3 San Francisco September 19, 1997
Orchard, WA WA



te

H.2 Page 3

. August 17, 1997 to August 23, 1997

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

Chicago

0O.A.K. Financial Corporation, Byron Center, Michigan -- to acquire shares of

~ Caledonia Financial Corporation, Caledonia, Michigan, and to acquire State Bank of
Caledonia:
- Approved, August 21, 1997

Minneapolis
Otto Bremer Foundation, St. Paul, Minnesota, and Bremer Financial Corporation --

~ to acquire Halo Bancorporation, Inc., Devils Lake, North Dakota.
- Approved, August 20, 1997

Richmond

People's Community Capital Corporation, Aiken, South Carolina -- to acquire
‘People's Community Bank of South Carolina, an organizing bank.
- Approved, August 21, 1997

Atlanta

Pioneer Bancshares, Inc., Chattanooga, Tennessee -- notice to acquire Pioneer Bank.
F.S.B. (in organization), ‘and engage in operating a savings association.

a. .i!? . 4 Approved: August 21, 1997

Dallas
Planters & Merchants Bancshares, Inc., Hearne, Texas, and Planters & Merchants
Banchares of Delaware, Inc., Wilmington, Delaware -- to acquire Homestead Bank,
: $:S.B., College Station, Texas.
- Approved, August 20,1997

Chicago
Progressive Bancorp, Inc., Pekin, Illinois -- to acquire Pekin Savings Bank. S.B.
- Approved, August 19, 1997

Kansas City
SBT Bankshares, Inc., Colorado Springs, Colorado -- to acquire shares of State
Bank & Trust Mortgage, L.L.C., Colorado Springs, Colorado, and engage in
extending credit and servicing loans.
Permitted, August 21, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Proffitt, Richard Todd,
Pigeon Forge, TN

Progress Bancshares,
Inc., Sullivan, MO

Provident Financial
Group, Inc., & FGBIU
Acquisition Corp., both
of Cincinnati, OH

Regions Financial
Corporation,
Birmingham, AL

Remington, Thomas J.,
and S. June, both of
Lincoln,

NE, and Remingrton,
Ada E., McCook, NE

Republic Bancshares,
Ine.,
St. Petersburg, FL

Reynolds, Marshall T.,
Huntington, WV

Rockdale National
Bankshares, Conyers,
GA

CORRECTION

Tennessee State CIBC
Bancshares, Inc., Pigeon

Forge, TN (formerly

Gatlinburg, TN), and

Tennessee State Bank,

Gatlinburg, TN

Progress Bank of Sullivan, 3
Sullivan, MO, a
de novo bank

Florida Gulfcoast Bancorp, 3
Inc., Sarasota, FL, and
Enterprise National Bank of
Sarasota,

Sarasota, FL

Griffin Federal Savings 4
Bank, Griffin, GA operating,
a savings association (b)(4).

Clatonia Bancshares, Inc., CIBC
Clatonia, NE, and
Farmers Bank of Clatonia,

Clatonia, NE

F.F.O. Financial Group, 4
Inc.,

St. Cloud, FL, and First

Federal Savings and Loan
Association of Ocelola

County, Kissimmee, FL,
operating a savings

association (b)(4){ii)

St. Mary Holding CIBC
Corporation, and Saint

Mary Bank & Trust

Company, Franklin,

Louisiana

Rockdale National Bank, 3
Conyers, GA.

Atlanta

St. Louis

Cleveland

Atlanta

Kansas City

Atlanta

Atlanta

Atlanta

August 5, 1997

August 8, 1997

July 24, 1997

September 15, 1997

July 18, 1997

May 23, 1997

August 15, 1997

August 22, 1997


Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Peoples Community Farmers Bank of Malone, 3 Atlanta August 11, 1997
Bancshares, Inc., Malone, FL
Colquitt,
GA
Peoples Financial Corp., Elderton State Bank, 3 Cleveland August 25, 1997
Inc., Ford City, PA Elderton, PA
Peoples-Marion The Peoples Bank, 3 St. Louis June 12, 1997
Bancorp, Inc., Marion, KY
Marion, KY
Plainview Holding American National 3 Kansas City June 23, 1997
Company, Creighton Co.,
Pilger, NE Creighton, NE, and
American National Bank of
Creighton,
Creighton, NE
Planters & Merchants Homestead Bank, S.S.B., 3 Dallas August 14, 1997
Bancshares, Inc., College Station, TX
Hearne,
TX, & Planters &
Merchants Bancshares
of Delaware, Inc.,
Wilmington, DE
Platt, Michael D., B-K Agency, Inc. Hardtner, CIBC Kansas City September 10, 1997
Hardtner, KS; Molz, KS, & The Farmers State
James L., Kiowa, KS; Bank, Hardtner, KS
Collins, David C., &
Pederson, Roland
C., both of Burlington,
OK
Premier Financial The Sabina Bank, Sabina, 3 Cleveland August 21, 1997
Bancorp, Inc., OH
Georgetown,
KY
Prillaman, Bob Maurice Independent Bancshares, CIBC Atlanta August 29, 1997

& Lillias B., Marietta,
GA

Inc., Powder Springs, GA


Applicant or notificant Acquiree or activity Section of law Reserve Bank
Spanjer, Leland, Cozad, C.S.B. Co., Cozad, NE, CIBC Kansas City
NE, in his capacity as Cozad State Bank & Trust
Personal Representative Company, Cozad, NE, and
of the Estate of Clifford First National Bank of
G. Young Chadron, Chadron, NE
Spehar, David L. & First Community CIBC Kansas City
Nancy A., Kansas City, Bancshares, Inc., Kansas
KS City, KS, and First
Community Bank, Kansas
City, KS
Sterling Bancshares, First Houston Bancshares, 3 Dallas
Inc., Houston, TX Houston, TX, and Houston
National Bank, Houston, TX
Stockmens Financial BankWest 3 Kansas City
Corporation, Rushville, (a de novo bank), Castle
NE Rock, CO
Suez Lyonnaise des Harbor Capital 4 New York
Euax, Paris, France; Management, Inc., Boston,
Societe Generale de MA investment advisory
Belgique, Brussels, activities (b)(6); investment
Belguim; and Generale transactions as principal
de Banque, Brussels, (b)(8); & serve as general
Belguim partner of & provide
management & private
placement services to
unregistered investment
funds
The Bank of Mulberry ACME Holding 3 St. Louis
Employee Stock Company, Inc.,
Ownership Mulberry, AR, and
Trust, The Bank of Mulberry,
Mulberry. AR Mulberry, AR
The Chase Manhattan Chase Manhattan Bank & 3 New York
Corporation & Chase Trust Company, National
Holdings Delaware, Association, Los Angeles,
Inc., New York, NY CA
CORRECTION
The Chase Manhattan Chase Trust Company, 3 New York
Corporation and Chase National Association, Los
Holding Angeles, CA

Delaware Inc., New
York, NY

End of comment period

August 11, 1997

August 5, 1997

July 21, 1997

July 25, 1997

August 21, 1997

June 23, 1997

August 18, 1997

August 18, 1997


Federal Reserve Bank of Chicago

Section V = ilability of CRA Public Evaluati
cont'd

BANK NAME/LOCATION EXAMINATION DATE RATINGS

Titonka Savings Bank 5/12/97 Ss

173 Main Street North

P.O. Box 309

Titonka, Iowa 50480-0309
(515) 928-2142
RSSD #334648



Federal Reserve Bank of Richmond

I 1 . .
Notice Only

Licati tod _Endi

First Virginia Bank-Clinch valley,
Richlands, Virginia, to merge with
Premier Bank, National Association,
Tazewell, Virginia.* 9-17-97

First Virginia Bank-Mountain Empire,

Damascus, Virginia, to merge with

Premier Bank-Central, N.A., Honaker,

Virginia.* 9-17-97

Section II - Applications Subject to Both
Newspaper and Federal Register Notice

Application Comment Period Ending Date

Wachovia Corporation, Winston-Salem,
North Carolina, to acquire First United
Bancorp, Boca Raton, Florida.* 9-15-97**

Carolina First Corporation, Greenville,

South Carolina, to acquire First South-

east Financial Corporation, Anderson,

South Carolina.* 9-15-97

First Union Corporation, Charlotte, North
Carolina, to acquire Signet Banking
Corporation, Richmond, Virginia.* 9-19-97**

Wachovia Corporation, Winston-Salem,

to acquire Central Fidelity Banks, Inc.,
Richmond, Virginia.* 9-19-97

Section III - Applications Subject to Federal Register Notice

Li 2 Comment Period Ending Date

None.

*Application is subject to CRA requirements.
**Expiration of comment period specified in the Federal Register.



Federal Reserve Bank of Chicago

Section I - Applications Subject to Newspaper

Notice Only
Comment Period
Type Application Endin:
Branch First Farmers Bank & Trust Company NP - 8-18-97
Converse, Indiana

36 West Fifth Street

Peru, Indiana
Merger & Branch F & M Bank-Fennimore NP - 8-28-97

Fennimore, Wisconsin
F & M Bank - Potosi
Potosi, Wisconsin
F & M Bank - Lancaster
Lancaster, Wisconsin
to establish branches at
302 South Madison
Lancaster, Wisconsin
102 South Main Street
Potosi, Wisconsin
100 Rosalyn Avenue
Dickeyville, Wisconsin

Merger & Branch First Farmers Bank & Trust Company NP - **
Converse, Indiana
Sheridan, Indiana branch office of
NBD Bank, N.A.
to establish a branch at
322 South Main Street
Sheridan, Indiana

Branch Prairie Bank and Trust Company NP - 8-30-97
Bridgeview, Illinois
Corner of 179th Street and Southwest Highway
Orland Park, Illinois

Branch First American Bank NP - 8-26-97
Kankakee, Illinois
Northwest corner of Naperville Road and Boughton Road
Bolingbrook, Illinois



Federal Reserve Bank of Richmond

Week ending August 22, 1997

Definition of Ratings

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

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

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

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

RSSD Examination
Number Name of Bank Date Rating
612720 Commercial and Farmers Bank

8593 Baltimore National Pike
Ellicott City, Maryland 21043-4202 6-2-97 Satisfactory



RESERVE BANK APPLICATIONS BULLETIN For week ending August 22, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

ECT! - APPL! TON: TO NE’ NOTICE

Application d of nt Peri

* Section 9 notification by Union Bank of Illinois,
Swansea, Illinois, to establish a branch at 2200 Troy
Road, Edwardsville, Illinois. 9-18-97

* Section 9 notification by Belgrade State Bank, Potosi,
Missouri, to transfer the bank’s main office designation
from its Potosi, Missouri facility to an existing facility
located in Belgrade, Missouri, and to redesignate the

Potosi, Missouri facility as a branch office. 9-2-97
TI - APP] TION: TO BOTH
PAPER DI I E
lication f ri
None.

13 Til - APPLI TON: TT D REGI TICE
Application me nt Peri
None.

- T RAL TI
OR NEWSPAPER NOTICE
Applicati , End of C Period

Section 3(a(5)(C) notification by. CB&T Bancshares,
Inc., Marks, Mississippi, to acquire Citizens Bank
& Trust Company, Marks, Mississippi. N/A

* This notification is subject to CRA.



District
Federal Reserve Bank of Cleveland
Applications and notifications filed during the week ending 8/23/97

Section I - Applications subject to newspaper notice only

om

Ending date of
Type Application comment period

NONE

Footnotes

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

Ending date of

Type Application comment period
NONE
Footnotes
Section IMI - Applications subject to Federal Register notice only
Ending date of
Tipe Application comment period
NONE
Footnotes
Section 1V - Applications not subject to Federal Register or newspaper notice
Ending date of
Tipe Application comment period

NONE

Footnotes


Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Rockdale National
Bankshares, Inc.,
Conyers, GA

Rockdale Nationa!
Bankshares, Inc.,
Conyers, GA.

Rossenberg, Clifford R.,
Sunset Beach, CA

Saehan Bancorp, Los
Angeles, CA

Santander Holding
Internacional, S.A., and
Santusa Holding, S.L.,
both of Madrid, Spain

Security Bancshares,
Inc.,
Scott City, KS

Security State
Corporation,
Centralia, WA.

Sephar, David L.,
Kansas City, KS

Rockdale National Bank, 3
Conyers, GA

Rockdale National Bank, 3
Conyers, GA

Security First Bank, CIBC
Fullerton, CA

Saehan Bank, Los Angeles, 3
CA

Banco Santander Puerto 3
Rico, San Juan, Puerto

Rico. Santander Holding
Invernacional, S.A.,

Santusa Holding, S.L., &

Banco Santander Puerto

Rico all currently are
subsidiaries of Banco

Santander, S.A., Madrid,

Spain

Intra Financial Corp., and 3
Exchange Bank of Clyde,
Clyde, KS; Farmers State
Bancshares

of Sabetha, Inc., Sabetha,
KS; Farmers

State Bank, Sabetha, KS;
Peoples Bancorp of
Belleville, Inc., and Peoples
Bank of

Belleville, Belleville, KS

Security State Bank, 3
Centralia, WA.

First Community CIBC
Bancshares, Inc., Kansas

City,

KS, and First Community

Bank,

Kansas City, KS

Atlanta

Atlanta

San Francisco

San Francisco

New York

Kansas City

San Francisco

Kansas City

August 25, 1997

August 22, 1997

May 27, 1997

September 19, 1997

September 10, 1997

June 20, 1997

June 9, 1997

July 25, 1997



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period

First National Interim First National Bank = 3 Kansas City June 27, 1997
Bancshares of Gallatin, of Gallatin,
Inc., Gallatin, MO,
Gallatin, MO First National Bank of
Gallatin,
Gallatin, MO
First National Finance Company of North 4 Chicago August 17, 1997
Bancshares, Inc., East America, LLC, East
Lansing, MI Lansing, MI in making and
servicing loans (b)(1)
First National Bank BankWest (a 3 Kansas City July 25, 1997
Shares, LTD., Great de novo bank), Castle Rock,
Bend, co
KS
First National of Platte Valley National 3 Dallas August 25, 1997
Nebraska, Inc., Omaha, Bank, Grand Island, NE &
NE, & its subsidiary First National of Nebraska,
First National of Lincoln, NE
Colorado, Inc., Fort
Collins, CO
First State Bancorp of First State Bancorp of 3 Chicago September 12, 1997
Monticello, Inc., Monticello, Inc.,
Employee Stock Monticello, IL & State
Ownership Plan(1), Bank of Hammond,
Monticello, IL Hammond, IL; First State
CONTINUED Bank of Monticello,

Monticello, IL; First State
Bank of Bloomington,
Bloomington, IL; First State

Bank of Heyworth,
Heyworth, IL
CONTINUED
First State Bancorp of & First State Bank of 3 Chicago September 12, 1997
Monticello, Inc., Atwood, Atwood, IL
Employee Stock
Ownership Plan(2),

Monticello, IL
CONTINUED



H.2 Page 8
August 17, 1997 to August 23, 1997

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

Minneapolis

Murray County State Bank, Slayton, Minnesota -- report on competitive factors of

the proposed acquisition of certain assets and assumption of the deposit liabilities of
the Waseca, Minnesota, branch of the Family Bank, fsb, Mankato, Minnesota. *
- Submitted, August 22, 1997

Minneapolis
Northern National Bank, International Falls, Minnesota -- report on competitive
factors of the proposed merger with Norwest Interim Bank Falls, National
Association.
- Submitted, August 21, 1997

Cleveland

Oak Hill Banks, Jackson, Ohio -- report on competitive factors of the proposed
merger with Unity Savings Bank, McArthur, Ohio.
~ Submitted, August 20, 1997

Cleveland

Peoples Exchange Bank of Beattyville, Beattyville, Kentucky -- report on
competitive factors of the proposed purchase of certain assets and assumption of the
liabilities of the Stanton, Kentucky, office of Pioneer Federal Savings Bank,
Winchester, Kentucky.

- Submitted, August 22, 1997

Cleveland

PNC Bank, FSB, Vero Beach, Florida -- report on competitive factors of the
proposed acquisition of certain assets and assumption of certain liabilities of PNC
Bank, NA, Pittsburgh, Pennsylvania.

- Submitted. August 20, 1997

Cleveland

Reliable Savings and Loan Association, Bridgeville, Pennsylvania, dba Reliable
Savings Bank -- report on competitive factors of the proposed merger with First-
Commonwealth Bank.

- Submitted, August 22, 1997

Cleveland

Signal Bank, NA, Wooster, Ohio -- report on competitive factors of the proposed
purchase of seven offices of KeyBank, NA, Cleveland, Ohio.
- Submitted, August 20, 1997


Federal Reserve Bank of Chicago

ection TV - lications Not Subject to Federal Register or Newspaper Noti
Type Application
ROS Albert City Bankshares, Inc.

Albert City, lowa
To redeem approximately 1,513 shares of common
stock



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Lagomarsino, Richard
A.; Lagomarsino,
Ramona; Ramona
Lagomarsino Family
Limited Partnership;
Lagomarsino, Robert J.,
all of Ventura, CA; &
Lagomarsino, Norma
M; Wood, Catherine S.;
& Wood, Jack W.;
acting in concert, all of
Carpinteria, CA

Landmark Bancorp,
Inc., Margate, FL

Lashute, Ronald J.,
Opelousas, LA

Leake Family
Partnership, L.P.,
Jackson,

MS

Lexington B & L
Financial Corp.,
Lexington,

MO

Lloyds TSB Group

PLC, and Lloyds Bank
PLC,

both of London, England

Americorp , Ventura, CA, CIBC
and American Commerical
Bank, Ventura CA

Sunniland Bank, Fort 3
Lauderdale, FL

American Bancorp, Inc., CIBC
Opelousas, LA

and American Bank &

Trust Company,

Opelousas, LA

Citizens Capital CIBC
Corporation, Magee, MS,

and

Citizens State Bank, Magee,

MS

Lafayette Bancshares, Inc., 3 and 4
Lexington, MO, and

Lafayette

County Bank of
Lexington/Wellington,

Lexington, MO; and B & L

Bank, Lexington, MO

operating a savings

association (b)(4)

IAI Holdings Inc., 4
Investment Advisers, Inc.,
Minneapolis, MN, trust

services (b)(3); investment
advisory services (b)(4);
full-service brokerage

(b)(15); foreign exchange
execution & advisory

services, and other advisory

& administrative services

San Francisco August 20, 1997
Atlanta September 19, 1997
Atlanta May 23, 1997
Atlanta July 23, 1997
Kansas City August 4, 1997
New York March 26, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Moyer, George H., Jr.,
Madison, NE, and
Moyer, Jon M.,
Madison, NE

Murfreesboro Bancorp,
Inc., Murfreesboro, TN

Mutual Bancorp of the
Berkshires, Inc.,
Pittsfield, MA

National City
Bancshares, Inc.,
Evansville, IN

National City
Corporation, Cleveland,
OH, acting through its
wholly-owned
subsidiary, National
Processing, Inc.,
Louisville, KY

NationsBank
Corporation(1),
Charlotte, NC
CONTINUED

Madison Bancshares, Inc., CIBC
Madison, NE, and The

Bank of Madison, Madison,

NE

Bank of Murfreesboro, 3 Atlanta
Murfreesboro, TN

Lee National Banc Corp., 3 Boston
Lee, MA, & First National

Bank of the Berkshires,

Lee, MA & City Savings

Bank of Pittsfield,

Pittsfield, MA

Bridgeport Bancorp, Inc., 3 St. Louis
Bridgeport, IL, and First

National Bank of

Bridgeport, Bridgeport, IL

Caribbean Data Services, 4 Cleveland
Ltd., Dallas, TX in data

processing activities

(b)(14); See Banc One

Corp. 80 Fed. Res. Bull 139

(1994)

Montgomery Securities, 4 Richmond
Inc., & The Pyramid
Company,

San Francisco, CA
underwriting &

dealing in, to a limited
extent, all types of debt &
equity

securities other than
interests in open end
investment companies
CONTINUED

Kansas City

June 26, 1997

July 18, 1997

September 19, 1997

June 6, 1997

September.9, 1997

August 6, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

NationsBank
Corporation(2),
Charlotte, NC
CONTINUED

New Broadway, Inc.,
San Antonio, TX

‘New Prague
Bancshares, Inc., New
Prague, MN

Nichols Bancshares,
Inc., Kenedy, TX &
J.M. Nichols, Inc.,
Dover, DE

North Fork
Bancorporation, Inc.,
Melville, NY

Northside Banking
Corporation, Tampa, FL

Northwest Suburban
Bancorp., Inc. (in
formation),
Arlington Heights, IL

(See J.P. Morgan & Co.,
Inc., The Chase Manhattan
Corp.,

Bankers Trust New York
Corp., Citicorp, & Security
Pacific

Corp., 75 Fed. Res. Bull.
192 (1989)); and other
securities and realted
activities (b)(8), (bX(6), &
&X7)

Broadway Bancshares, Inc.,
San Antonio, TX &
Broadway Bancshares of
Delaware, Inc.,
Wilmington, DE; Broadway
National Bank, San
Antonio, TX & Eisenhower
National Bank, San
Antonio, TX

Community Security Bank,
New Prague, MN,
a de novo bank

First-Nichols National Bank
of Kenedy, Kenedy, TX

Branford Savings Bank,
Branford, CT

Northside Bank of Tampa,
Tampa, FL

Mount Prospect
National Bank (in
organization), Mount
Prospect, IL

Richmond

Minneapolis

Dallas

New York

Atlanta

Chicago

August 6, 1997

September 4, 1997

July 7, 1997

September 2, 1997

September 18, 1997

August 29, 1997

July 28, 1997



Federal Reserve Bank of Chicago

‘ion II - ications Subj 0 Both Newspaper and Federal
Regi: ‘ice
Comment Period
‘ype Application Ending Date
CoC-HC Damen Financial Corporation FR - 9-3-97
Schaumburg, Illinois NP - **

By Jackson Boulevard Fund, Ltd. and
Paul J. Duggan

CoC-HC First Business Bancshares, Inc. FR - 8-28-97
Madison, Wisconsin NP - **
By Sam Jacobsen

3(a)(1) First State Bancshares, Inc.* FR - 8-15-97
Ida Grove, Iowa NP - 8-22-97

First State Bank

Ida Grove, Iowa

3(a)(1) Hometown Independent Bancorp, Inc.* ER - 8-15-97
Morton, Illinois NP - 8-15-97
Morton Community Bank
Morton, Hlinois

3(a)(1) Heartland Bancshares, Inc.* FR - 9-12-97
Franklin, Indiana NP - 9-8-97
Heartland Community Bank (in organization)
Franklin, Indiana

3(a)(3) Mid City Financial Corporation* FR - 8-28-97
Chicago, Illinois NP - 8-25-97
Abrams Centre Bancshares, Inc.
Dallas, Texas
Abrams Centre National Bank
Dallas, Texas

COC-HC Northern Bankshares, Inc. FR - 8-29-97
McFarland, Wisconsin NP - 8-29-97
By E. David Locke



Addresses for Comments and Information Requests
Addresses for comments differ from those for information requests.

Addresses for Comments

Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or

the Board.

Federal Reserve Bank of Boston

Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA
02106-2204

Federal Reserve Bank of New York
Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001

Federal Reserve Bank of Philadelphia

Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia,
PA 19105-1521

Federal Reserve Bank of Cleveland

Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

Federal Reserve Bank of Richmond
A. Linwood Gill, III, Assistant Vice President, 70] East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA
30303-2713

Federal Reserve Bank of Chicago

Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL
60690-1413

Federal Reserve Bank of St. Louis
Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034

Federal Reserve Bank of Minneapolis
Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171

Federal Reserve Bank of Kansas City
D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001

Federal Reserve Bank of Dallas
Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272

Federal Reserve Bank of San Francisco

Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San
Francisco, CA 94105-1579

Board of Governors of the Federal Reserve System
William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001



H.2 Page 5
August 17, 1997 to August 23, 1997

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

CHANGE IN BANK CONTROL

Kansas City

B-K Agency, Inc., Hardtner, Kansas -- change in bank control.
- Withdrawn, August 21, 1997

Dallas

First University Corporation, Houston, Texas -- change in bank control.
- Permitted, August 20, 1997

Dallas

Portales National Bancshares, Inc., Portales, New Mexico -- change in bank control.
- Permitted, August 19, 1997

San Francisco

Prineville Bancorporation, Prineville, Oregon -- change in bank control.
- Permitted, August 20, 1997

Atlanta
Tri-Parish Bancshares, Ltd., Eunice, Louisiana -- change in bank control.
~ Permitted, August 21, 1997

COMPETITIVE FACTORS REPORTS

Richmond

Century National Bank, Washington, D.C. -- report on competitive factors of the
proposed purchase of certain assets and the assumption of certain liabilities of the
McLean, Virginia, branch of Eastern Savings Bank, F.S.B., Herndon, Virginia.

- Submitted, August 21, 1997

Dallas

Citizens National Bank of Childress, Childress, Texas -- report on competitive
factors of the proposed acquisition of a branch of Boatman First National Bank of
Amarillo, Amarillo, Texas.

- Submitted, August 21, 1997


H.2 Page 4
August 17, 1997 to August 23, 1997

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

Kansas City

Southwestern Bancshares, Inc., Oklahoma City, Oklahoma -- to acquire
Southwestern Bank & Trust Company, Oklahoma City, Oklahoma.
- Approved, August 19, 1997

Atlanta

United Community Banks, Inc., Blairsville, Georgia -- to merge with First Clayton
Bancshares, Inc., Clayton, Georgia, and acquire First Clayton Bank & Trust
Company.

- Approved, August 20, 1997

Kansas City

WFS Bancorp., Inc., Wichita, Kansas -- application to terminate its status as margin
lender under Regulation G.
- Approved, August 19, 1997

BANK MERGERS

Atlanta

Colonial Bank, Montgomery, Alabama -- to merge with Dadeland Bank, Miami,
Florida.
- Approved, August 20, 1997

Secretary
Compass Bank. Birmingham, Alabama -- to merge with Compass Bank,
Jacksonville, Florida, and to establish branches.
- Approved, August 20, 1997

BANKS, NONMEMBER, AND MISCELLANEOUS INSTITUTIONS

Director, BS&R

Metro Financial Corporation, Atlanta, Georgia -- registration as transfer agent.
- Withdrawn, August 18, 1997

BANKS, STATE MEMBER

Cleveland
Citizens Commercial Bank and Trust Company, Celina, Ohio -- to acquire and
merge with Van Wert National Bank, Van Wert, Ohio, and to establish branches.
- Approved, August 22, 1997

e


Section V - Availability of CRA public evaluations

Description of the CRA Goal against which institutions are evaluated, the four performance levels, and the
institutions for which an evaluation is publicly available.

The CRA requires a periodic evaluation of each covered institution regarding the extent to which it has
ascertained, and helped meet, the credit needs of its entire delineated community, including low- and moderate-
income neighborhoods, in a manner consistent with its resources and capabilities.

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

Outstanding

Satisfactory

Needs to Improve
Substantial noncompliance

RSSD Examination CRA CRA
number Institution/ Location date public date rating
934114 The Commercial Bank 6/16/97 8/23/97 Satisfactory

230 E. Second Street
Delphos, OH 45833

Footnotes



H.2 Page 7
August 17, 1997 to August 23, 1997

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

Cleveland

First Western Bank, NA, New Castle, Pennsylvania -- report on competitive factors
of the proposed purchase of assets and assumption of liabilities of the Mentor, Ohio,
branch of First Western Bank, FSB. Sharon, Pennsylvania, and the establishment of
one branch.

- Submitted, August 20. 1997

Cleveland
First Western Bank. NA, New Castle, Pennsylvania -- report on competitive factors
of the proposed purchase of certain assets and assumption of certain liabilities of the
Chicora. Pennslvania. office of Mellon Bank, NA, Pittsburgh, Pennsylvania.
- Submitted, August 20. 1997

San Francisco

Goleta National Bank, Goleta. California -- report on competitive factors of the
proposed merger with Goleta Interim National Bank.
- Submitted. August 22. 1997

Dallas
Graham National Bank, Graham, Texas -- report on competitive factors of the
proposed acquisition of five branches of Boatman's First National Bank of Amarillo.
Amarillo, Texas.
- Submitted. August 19, 1997

Richmond
Greater Atlantic Savings Bank, F.S.B., Rockville, Maryland -- report on competitive
factors of the proposed merger with Interim Bank. Rockville. Maryland, an
organizing bank.
- Submitted. August 18, 1997

Minneapolis
Laona State Bank, Laona. Wisconsin -- report on competitive factors of the proposed
purchase of the assets and assumption of the liabilities of the Crandon, Wisconsin.
branch of Security Bank. $.S.B.. Milwaukee. Wisconsin.
- Submitted. August 20, 1997


H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding
Companies; Change in Bank Control

Notices Filed since the H.2A dated August 22, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817G)), Regulation Y (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the
Board.

Applicant or notificant Acquiree or activity Section of law Reserve Bank

End of comment period

Bank Capital Guaranty Corporation, 3 Kansas City September 26, 1997
Corporation, Strasburg, Denver, CO
co
Centre | Bancorp, Inc., First Winnebago 3 Chicago September 26, 1997
Beloit, WI Corporation, Winnebago,

IL & First National Bank of

Winnebago
New Amboy, Inc., Old Amboy Bancorporation, 3 New York September 26, 1997
Bridge, NJ Old Bridge, N) & Amboy

National Bank, Old Bridge,

NJ
Peoples Commercial Bank of Commerce, 3 Kansas City September 26, 1997
Bancorp, Inc., Stilwell, Stilwell, OK & Peoples .
OK Bank, Westville, OK
Prestige Financial Corp., PSC Financial Services, 4 New York September 16, 1997

Flemington, NJ

Inc., Flemington, NJ
securities brokerage
activities (b)(7(i)



Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federat Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 332-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252)

Federai Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System
Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending August 22, 1997

ection 10 - Availability of Public Evaluations

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

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

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

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

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

Bank CRA Rating Examination Date
Citizens Trust Bank Satisfactory 04-14-97
Post Office Box 4485

Atlanta, Georgia 30302
(404) 659-5959



Federal Reserve Release

H.2

Actions of the Board, Its Staff,
and the Federal Reserve Banks:

Applications and Reports Received

No, 34
Week Ending August 23, 1997

Board of Governors of the Federal Reserve System, Washington, DC 20551



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 8/22/97

The CRA public evaluations of the institution(s) below became available during this week. Information
about a particular institution's CRA evaluation may be obtained directly from the institution.

Institution Location Examination Date Rating*
None

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

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

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

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

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

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.



H.2 Page 10
August 17, 1997 to August 23, 1997

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

MEMBERSHIP

Kansas City

First Bank of Hennessey, Hennessey, Oklahoma -- to become a member of the
Federal Reserve System.
- Approved, August 21, 1997

RESERVE BANK OPERATIONS

General Counsel

Federal Reserve Bank uniform operating circulars -- uniform operating circulars
entitled Automated Clearing House Items and Collection of Cash Items and
Returned Checks.

- Approved, August 19, 1997

General Counsel

Federal Reserve Bank uniform operating circulars -- operating circulars entitled
Book-Entry Securities Account Maintenance and Transfer Services and Funds
Transfers Through Fedwire.

- Approved, August 19. 1997



H2 Page 9
August 17, 1997 to August 23, 1997

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

Secretary
Six Rivers National Bank, Eureka, California -- report on competitive factors of the
proposed acquisition of four branches of Bank of America National Trust and
Savings Association, San Francisco, California.
- Submitted, August 22, 1997

New York
Skylands Community Bank, Independence Township, New Jersey -- report on
competitive factors of the proposed acquisition of certain assets and assumption of
the abilities of a branch of First Union National Bank, Avondale, Pennsylvania.
~ Submitted, August 21, 1997

EXTENSIONS OF TIME

San Francisco
Asahi Bank, Ltd., Tokyo, Japan -- extension to September 30, 1997, to file certain
information in the Annual Report of Foreign Banking Organizations (FR Y-7).
~ Granted, August 18, 1997

Boston
Falmouth Bancorp, Inc., Falmouth, Massachusetts -- extension to acquire Falmo

Co-operative Bank.
- Granted, August 22, 1997

Dallas
Medina Bankshares, Inc., D'Hanis, Texas -- extension to November 22, 1997, to
acquire Medina Financial, Inc., Carson, City, Nevada, and D'Hanis State Bank,
D'Hanis, Texas.
- Granted, August 20, 1997

Secretary
Sections 23A and 23B of the Federal Reserve Act -- extension of comment period to
October 3, 1997, on a proposal to apply both sections to transactions between a
member bank and certain subsidiaries (Docket R-0977).
- Granted, August 20, 1997

Boston
UFS Bancorp, Whitinsville, Massachusetts -- extension to acquire Unibank For
Savings.
- Granted, August 19, 1997


Applicant or notificant

Acquiree or activity Section of law Reserve Bank

End of comment period

F.N.B. Corporation,
Hermitage, PA

F.N.B. Corporation,
Hermitage, PA

Fifth Third Bancorp,
Cincinnati, OH

First Commercial
Corporation, Little
Rock, AR

First Fairland
Banshares, Inc.,
Fairland, OK

First Financial
Bankshares, Inc.,
Abilene, TX

First Financial
Caribbean Corporation,
San Juan, Puerto Rico

First Midwest Bancorp,
Inc., Itasca, IL

Indian Rocks State Bank, 3
Largo, FL

Cleveland

Sun Bancorp, Inc., 3and4 Cleveland
Selinsgrove, PA & Sun
Bank, Selinsgrove, PA, &
Pennsylvania Sun Life
Insurance Company,
Phoenix, AZ providing
credit life &

disability insurance
exclusively to customers of
Sun Bank, Sun Bancorp,
Inc.'s bank subsidiary

(oy)

Suburban Bancorporation, 4 Cleveland
Tnc.,

Cincinnati, OH,

Suburban Federal Savings

Bank,

Cincinnati, OH

First Charter Bancshares, 3 St. Louis
Inc., North Little Rock, AR,

& Charter State Bank,

Beebee, Arkansas, Beebe,

AR

Fairland Holding Company, 3
Inc., Neosho,
MO

Kansas City

Southlake Bancshares, Inc., 3 Dallas
Southlake, TX & Texas

National Bank, Southlake,

TX

Doral Bank, San Juan, 3 and 4
Puerto Rico, and Doral

Mortgage Corporation,

Hato Rey, Puerto Rico

making, acquiring, or

servicing mortgage loans

(6)

New York

SparBank, Incorporated, 3 Chicago
McHenry, 1L, and McHenry
State Bank, McHenry, IL

September 2, 1997

August 7, 1997

May 27, 1997

September 19, 1997

August 1, 1997

September 19, 1997

August 18, 1997

July 21, 1997



District 11
Federal Reserve Bank of Dallas
Applications and Notifications Filed During the Week of August 18, 1997

Section I - Applications subject to newspaper notice only

Comment period
Type Application ending date

None.

* Subject to CRA.
+* Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.

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

Comment period
Type Application ending date

*Section 3(a)(3) | Keene Bancorp, Inc., 401(K) Employee Stock Ownership **97/09/03
Plan & Trust, Keene, TX, to acquire Keene Bancorp, Inc.,
Keene, TX, and First State Bank of Keene, Keene, TX

*Section 3(a)(5) First Financial Bankshares, Inc., Abilene, TX, to acquire N/A
Southlake Bancshares, Inc., Southlake, TX, and
Texas National Bank, Southlake, TX

Change in Control Citizens National Bank of Waxahachie Employee Stock ¥*97/08/28
Notice Ownership Plan, Waxahachie, TX, only notificant, to acquire

an interest in First Citizens Bancshares, Inc., Waxahachie,

TX

(Previously reported during the week of August 11, 1997)

Change in Control Lacy J. Harber, Denison, TX, only notificant, to acquire an **97/09/09
Notice interest in Marble Falls National Bancshares, Inc., Marble

Falls, TX

(Previously reported during the week of August 11, 1997)

* Subject to CRA.
** Comment period ending date is the date specified in the newspaper only.
N/A - Not available at this time.



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Spectrum
Bancorporation, Inc.,
Omaha, NE

Texas Financial
Bancorporation, Inc.,
Minneapolis, MN &
Delaware Financial,
Inc., Wilmington, DE

UST Corp. Boston, MA
CORRECTION

Wachovia Corporation,
Winston-Salem, NC

First Savings & Loan
Association of South
Dakota, Inc., Aberdeen, SD
in the operation of a savings
association (b)(4)

CNB Bancshares of
Victoria, Victoria, TX &
Citizens Bancorp of
Delaware, Inc.,
Wilimington, DE &
Citizens National Bank,
Victoria, TX

Firestone Financial Corp.,
Newton, MA in installment
loan and lease financing
activities to commercial
customer (b)(1) & (6)(3)

Central Fidelity Banks,
Inc., & Central Fidelity
National Bank, Richmond,
VA; Central Fidelity
Insurance Agency,

Inc., Richmond, VA acting
as an agent or broker in the
sale of credit related
insurance (b)(11)

Minneapolis

Dallas

Boston

Richmond

September 26, 1997

September 26, 1997

September 5, 1997

September 26, 1997


Federal Reserve Bank of Chicago

Section III - Applications Subject to Federal Register
Notice Onl:
Comment Period
Type Application Ending Date
4(c)(8) Bank of Montreal FR - 8-28-97

Toronto, Canada
Cash Station, Inc.
Chicago, Illinois

4(c)(8) Bankmont Financial Corp. FR - 8-28-97
Chicago, Illinois
Cash Station, Inc.
Chicago, Illinois

4(c)(8) Harris Bankcorp, Inc. FR - 8-28-97
Chicago, Illinois
Cash Station, Inc.
Chicago, Illinois

4(c)(8) Harris Bankmont, Inc. FR - 8-28-97
Chicago, Illinois
Cash Station, Inc.
Chicago, Illinois

4(c(8) Firstbank of Illinois Co. FR - 8-26-97
Springfield, Illinois
Geneva Capital Corp.
Springfield, Illinois



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding
Companies; Change in Bank Control

Notices Filed as of August 22, 1997

The following companies and individuals seek System approval to acquire a bank holding company,
a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of
1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817()), Regulation Y (12
CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and
notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no
later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks
are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the
Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank;
addresses are listed at the end of this release. Applications and notices also may be obtained from the
Board.

Section oflaw Reserve Bank

Applicant or notificant Acquiree or activity End of comment period

1867 Western Financial Capital Corp of the West, 4 San Francisco August 26, 1997
Corporation(1), Merced, CA, & Town &

Stockton, CA Country Finance & Thrift

CONTINUED Co., Turlock, CA &

Capital West Group, Inc.,
Stockton, CA operating an
industrial toan co. (b)(4);
providing credit life
insurance (b)(11);
management consulting
(b)(9); CONTINUED

1867 Western Financial & investment & financial 4 San Francisco August 26, 1997
Corporation(2), advice (b)(6)

Stockton, CA

CONTINUED

1867 Western Financial Capital Corp of the West, 3 San Francisco September 2, 1997

Corporation, Stockton,
CA

Merced, CA & County
Bank, Merced, CA



Federal Reserve Bank of Chicago

ion II - icati i B S deral
Register Noti 5
Comment Period
Type Application ing Date
CoC-HC Albert City Bankshares, Inc. FR - 8-29-97
Albert City, Iowa NP - 8-25-97

By Steven A. Grell
Bovee Investment Trust
Bruce Tamisiea

Bruce Nystrom

Gary Grave

John M. Cotton

David M. Hultgren



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

KeyCorp(1), Cleveland,
OH
CONTINUED

KeyCorp(2), Cleveland,
OH
CONTINUED

KeyCorp(A), Cleveland,
OH

CONTINUED

KeyCorp(B), Cleveland,
OH
CONTINUED

Keystone Financial,
Inc., Harrisburg, PA

Lagomarsino, Richard
A., and Robert J.,

both of Ventura, CA, &
Wood, Catherine S.,
Carpinteria,

CA; acting in concert

Key Capital Markets, Inc.,
Cleveland, OH underwriting
& dealing in all types of
debt and equity securities
(other

than ownership interests in
open-end investment
companies)

CONTINUED

& engaging in certain
investment transactions &
principal (b)(6), (7) & (8)

Key Capital Markets, Inc.,
Cleveland, OH, in
underwriting & dealing in,
to a limited extent, all types
of debt & equity securities
(other than ownership
interests in open-end
investment companies) J.P.
Morgan & Co., Inc., et al,
CONTINUED

75 Fed. Res. Bull. 192
(1989); financial &
investment advisory
activities (b)(6); agency
transactional services for
customer investments
(b)(7); and investment
transactions as principal
yx)

MMC & P, Inc., Pittsburgh,
PA employee benfits
consulting services (b)(9)

Americorp, Ventura, CA,
and American Commercial
Bank, Ventura, CA

CIBC

Cleveland

Cleveland

Cleveland

Cleveland

Philadelphia

San Francisco

August 1, 1997

August 1, 1997

August 11, 1997

August 11, 1997

July 29, 1997

August 6, 1997



H.2 Page 6
August 17, 1997 to August 23, 1997

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

Minneapolis
City National Bank of Cloquet, Cloquet, Minnesota -- report on competitive factors
of the proposed merger with Norwest Interim National Bank Cloquet, National
Association.
~ Submitted, August 21, 1997

Cleveland

Community National Corporation, Lexington, Tennessee -- report on competitive
factors of the proposed acquisition of Lexington First FSB.
- Submitted. August 22, 1997

New York

Eurobank, Hato Rey, Puerto Rico -- report on competitive factors of the proposed
merger with Prime Bank of Puerto Rico, Caguas. Puerto Rico.
- Submitted, August 21, 1997

Kansas City

Farmers State Bank, Cameron, Missouri -- report on competitive factors of the
proposed acquisition of the assets and assumption of the liabilities of the Trenton,
Missouri. branch of Roosevelt Bank.

- Submitted. August 21. 1997

Philadelphia
First National Bank of Wyoming. Wyoming. Delaware -- report on competitive
factors of the proposed purchase of the assets and assumption of the liabilities of wo
offices of JCPenny National Bank, Harrington, New Jersey.
~ Submitted, August 21, 1997

Dallas
First State Bank of Canadian, N.A.. Canadian, Texas -- report on competitive factors
of the proposed acquisition of a branch of Boatman First National Bank of Amarillo,

Amarillo, Texas.
- Submitted, August 22, 1997

Cleveland

First Western Bank, FSB, Sharon, Pennsylvania -- report on competitive factors of
the proposed merger with First Western Bank, NA. New Castle, Pennsylvania,
- Submitted. August 20. 1997



Section IV - Application Not Subject to
Federal Regi Jot ;

. .
Wachovia Corporation, Winston-Salem,

North Carolina, to establish a branch
in London, England.



Addresses for Comments and Information Requests
Addresses for comments differ from those for information requests.

Addresses for Comments

Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or

the Board.

Federal Reserve Bank of Boston

Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA
02106-2204

Federal Reserve Bank of New York
Betsy Buttril] White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001

Federal Reserve Bank of Philadelphia

Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia,
PA 19105-1521

Federal Reserve Bank of Cleveland

Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH
44101-2566

Federal Reserve Bank of Richmond
A. Linwood Gill, III, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528

Federal Reserve Bank of Atlanta

Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA
30303-2713

Federal Reserve Bank of Chicago

Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL
60690-1413

Federal Reserve Bank of St. Louis
Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63 102-2034

Federal Reserve Bank of Minneapolis
Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171

Federal Reserve Bank of Kansas City
D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001

Federal Reserve Bank of Dailas
Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272

Federal Reserve Bank of San Francisco

Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San
Francisco, CA 94105-1579

Board of Governors of the Federal Reserve System
William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001



Section oflaw Reserve Bank End of comment period

Applicant or notificant Acquiree or activity

Corley, John William, First State Bancorp of CIBC Chicago May 16, 1997

(¢9) Monticello, Inc.,
Monticello, IL Monticello, IL
CONTINUED State Bank of Hammond,

Corley, John William,
Q)

Monticelli, IL
CONTINUED

Cox, Walter L., Sr.,
Naples, TX

Crestar Financial
Corporation, Richmond,
VA

Crestar Financial
Corporation, Richmond,
VA

Cross County Bank
Employee Stock
Ownership Plan,
Wynne, AR

Hammond, IL; First State
Bank of Monticello,
Monticello, IL; First State
Bank of Bloomington,
Bloomington, IL; First State
Bank of Heyworth,
Heyworth, IL;
CONTINUED

First State Bank of Atwood,
Atwood, IL

Morris County Bankshares,
Incorporated,

Naples, TX;

Morris County National
Bank,

Naples, TX

American Nat'l Bancorp,
Inc., & American Nat'l
Savings Bank, F.S.B.,
Baltimore, MD acting as
agent in the sale of mutual
funds (b)(7); in the sale of
home mortgage redemption
insurance (b)(11)(i); and in
the sale of annuities

(bY (wii)

American National
Bancorp, Inc., Baltimore,
MD,

and American National
Savings Bank,

F.S.B., Baltimore, MD
operating a

savings and loan
association (b)(4)

Cross County Bancshares,
Inc., Wynne, AR, and
Cross County Bank,
Wynne, AR

Chicago

Dallas

Richmond

Richmond

St. Louis

May 16, 1997

April 30, 1997

August 15, 1997

August {5, 1997

August 4, 1997



Information Requests

The public portions of the applications and notices currently listed in this release are available on an
expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also
may be obtained from the Board.

Federal Reserve Bank of Boston
Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219)

Federal Reserve Bank of New York
Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628)

Federal Reserve Bank of Philadelphia
Rosanna Crosier (TEL: 215-574-6581; FAX: 2 15-574-4146)

Federal Reserve Bank of Cleveland
Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932)

Federal Reserve Bank of Richmond
Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283)

Federal Reserve Bank of Atlanta
Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342)

Federal Reserve Bank of Chicago
Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894)

Federal Reserve Bank of St. Louis
Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740)

Federal Reserve Bank of Minneapolis
Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702)

Federal Reserve Bank of Kansas City
Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252)

Federal Reserve Bank of Dallas
Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302)

Federal Reserve Bank of San Francisco
Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031)

Board of Governors of the Federal Reserve System
Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)



Applicant or notificant

Acquiree or activity Section of law

Reserve Bank

End of comment period

Huntington Bancshares
Incorporated(3),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(4),
Columbus, OH
CONTINUED

Huntington Bancshares,
Inc.(A), Columbus, OH,
Huntington Capital
Corp.,

Columbus, OH
CONTINUED

Huntington Bancshares,
Inc.(B),

Columbus, OH
CONTINUED

Industrial Bank of
Japan, Ltd.,
Tokyo, Japan

Intemational
Bancorporation, Golden
Valley, MN

FMB-Reed City Bank, Reed 3 and 4
City, MI; FMB-Maynard
Allen Bank, Portland, MI;
FMB-Old State Bank,
Fremont, MI; FMB-Arcadia
Bank, Kalamazoo, MI; and
FMB-Trust, Holland, MI
trust company activities
(6)(5); FMB-Brokerage
Services, Inc., Holland, MI
CONTINUED

customer investments 3 and 4
(b)(7); and First Michigan

Life Insurance Co.,

Holland, MI insurance

agency underwriting

W)C);

underwriting & dealingtoa 4
limited extent in all types of
debt securities, including
corporate debt, sovereign

debt securities, mortgage
revenue bonds, mortgage-
backed and consumer-
receivable securities J.P.

Morgan & Co.

CONTINUED

The Chase Manhattan 4
Corp., Bankers Trust New

York Corp., Citicorp and
Security Pacific Corp. (75.

Fed. Res. Bull. 192 (1989)
CONTINUED

Aubrey G. Lanston & Co., 4
Inc.,

New York, NY, securities
activities (b)(7); data

processing (b)(14);

financial & investment

activities (6)(6); and
underwriting (b)(8)

Northern National Bank, 3
Nisswa, MN

Cleveland

Cleveland

Cleveland

Cleveland

New York

Minneapolis

July 18, 1997

July 18, 1997

June 17, 1997

June 17, 1997

May 12, 1997

September 18, 1997



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to
Newspaper Notice Only

Comment Period

Application Ending Date
First Interstate Bank, Billings, Montana to establish a August 31, 1997

branch in Helena, Montana. *

First Interstate Bank, Billings, Montana to establish August 24, 1997
a branch in Great Falls, Montana. *

First Interstate Bank, Billings, Montana to establish a August 24, 1997
branch in West Yellowstone, Montana. *

* Subject to CRA
FEDERAL RESERVE BANK OF MINNEAPOLIS

Section II - Applications Subject to Both
Newspaper and Federal Register Notice

Comment Period

Application Ending Date
Union Bancshares, Inc., Fargo, North Dakota for prior September 15, 1997
approval to become a bank holding company through the (Federal Register)

acquisition of 84.56% of the voting shares of Union State
Bank, Fargo, North Dakota. *

Anderson Financia] Group, Inc., Golden Valley, Minnesota for prior September 18, 1997
approval to become a bank holding company through the acquisition (Federal Register)
of 100% of the voting shares of Northern National Bank, Nisswa,

Minnesota, a de nove bank. *

International Bancorporation, Golden Valley, Minnesota for prior September 18, 1997
approval to acquire 100% of the voting shares of the Northern (Federal Register)
National Bank, Nisswa, Minnesota, a de move bank. *

* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IIT - Applications Subject
to Federal Register Notice Only

Comment Period

Application Ending Date
NONE.

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to
Federal ister Notice or Newspaper Notice

Application
NONE.



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
TNB Bancorporation, Texas National Bank, 3 Dallas July 29, 1997
Inc., Brenham, TX, and Brenham, TX
TNB
Bancorporation of
Delaware, Inc.,
Wilmington, DE
Triangle Bancorp, Inc., Bank of Mecklenburg, 3 Richmond August 1, 1997
Raleigh, NC Charlotte, NC
Union Bancshares, Inc., Union State Bank of Fargo, 3 Minneapolis September 15, 1997
Fargo, ND Fargo, ND’
Union Planters Magna Bancorp, Inc., 4 St. Louis August 15, 1997
Corporation(1), Hattiesburg, MS, &
Memphis, TN Magnolia Federal Bank for
CONTINUED Savings, Hattiesburg, MS
indirectly
acquiring a federal savings
bank (b)(4); & Magna
Mortgage Co., Hattiesburg,
MS originating & servicing
mortgage loans (b)(1)
CONTINUED
Union Planters & in providing real estate 4 St. Louis August 15, 1997
Corporation(2), appraisal & inspection
Memphis, TN services (b)(2)
CONTINUED
Union Planters Sho-Me Financial 4 St. Louis September-4, 1997
Corporation, Memphis, Corporation, Mt. Vernon,
TN, and its wholly- MO, and its wholly-owned
owned bank holding savings association
company subsidiary, Ist Savings
subsidiary, Capital Bank, f.s.b., Mt. Vernon,
Bancorporation; the., MO in operating a savings
Memphis, TN institution (b)(4)(ii)
United Bankshares, Inc., First Patriot Bankshares 3 Richmond June 16, 1997
Charleston, WV Corporation,
Reston, VA, and
Patriot National Bank,

Reston, VA



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of
CRA Public Evaluations
week ending August 22, 1997

ASSIGNMENT OF RATING

Identification of Ratings

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

OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS.

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

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

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

BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING
Victoria State Bank May 27, 1997 Satisfactory

1630 Arboretum Boulevard
Victoria, MN 55386
(612) 443-2491



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period

Canadian Imperial Bank dealing to a limited extent 4 New York August 28, 1997
of Commerce(2), in all types of equity & debt

Toronto, Canada securities that a state

CONTINUED member bank may not

underwrite and deal in,
except ownership interests
in open-end investment
companies;in making loans
or other extensions of credit

(b));
CONTINUED
Canadian Imperial Bank in activities related to 4 New York August 28, 1997
of Commerce(3), extending credit (b)(2); in
Toronto, CA providing financial &
CONTINUED investment advisory
services (b)(6); in providing,
securities brokerage,

riskless principal, private
placement, futures
commission merchant &
other agency transactional

CONTINUED
Canadian Imperial Bank services (b)(7); in 4 New York August 28, 1997
of Commerce(4), underwriting & dealing in
Toronto, Canada government obligations &
CONTINUED money market instruments,

providing investments &
trading services & buying
& selling bullion & realted
activities (b)(8)

Carolina First First Southeast Financial 4 Richmond September 3, 1997
Corporation, Greenville, Corporation, Anderson, SC
sc & First Federal Savings &

Loan Association of
Anderson, Anderson, SC in
operating a savings & loan
association (b)(4}(ii)

Cates, Joe Lecil and Western Oklahoma CIBC Kansas City August 11, 1997
Cates, Roger Kevin, Bancshares, Inc., Elk City,
both of Leedy, OK OK, and Bank of Westem

Oklahoma, Elk City, OK



Federal Reserve Bank of Chicago

Section I - Applications Subject to Newspaper

Notice Only cont’

Comment Period

Type Application Ending Date
Branch F & M Bank - Appleton NP - 8-25-97

Appleton, Wisconsin
3000 E. College Avenue
Appleton, Wisconsin

Branch Firstar Bank Wisconsin NP - 8-21-97
Madison, Wisconsin
East Pointe Shopping Center
5673 Highway 10 East
Stevens Point, Wisconsin

Merger & Branch F&M Bank-Portage County NP - **
Stevens Point, Wisconsin
Antigo branch of Security Bank, S.S.B.
Antigo, Wisconsin
to establish a branch at 724 Fifth Avenue
Antigo, Wisconsin

Branch Old Kent Bank NP - 6-29-97
Grand Rapids, Michigan
17447 Haggerty Road
Northville, Michigan

Branch Old Kent Bank NP - 6-29-97
Grand Rapids, Michigan
University Road and Adams Road
Rochester Hills, Michigan

Branch Old Kent Bank NP - 6-29-97
Grand Rapids, Michigan
1495 Rochester Road
Rochester, Michigan

Branch Old Kent Bank NP - 7-20-97
Grand Rapids, Michigan
Petoskey Independence Village
965 Hager Drive
Petoskey, Michigan



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(1), Rabobank
Nederland, Utrecht, The
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(2), Rabobank
Nederland, Utrecht, The
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(3), Rabobank
Nederland, Utrecht, the
Netherlands
CONTINUED

Cooperative Centrale
Raiffeisen-
Boerenleenbank,
B.A.(4), Rabobank
Nederland, Utrecht, the
Netherlands
CONTINUED

Smith Graham & Co. Asset
Managers L.P., Houston,
TX, & SGR Global
Advisers, Houston, TX, &
Robeco Institutional Asset
Management US, Inc.,
Houston, TX, & AEA
Global Advisors LLC, New
York, NY, & Robeco
Group, N.V., Rotterdam
CONTINUED

Smith Graham & Co. Asset
Managers L.P., and SGR
Global Advisors, and
Robeco Institutional Asset
Management US, Inc., and
AEA Global Advisors,
LLC, and Smith Graham &
Co. Asset Managers L.P.,
and SGR Global Advisers,
CONTINUED

Robeco Institutional Asset
Management US, Inc., and
AEA Global Advisors LLC,
in investment (b)(6), as a
general partner to and
providing administrative
services to investment
partnerships, including
placing interests in such
partnerships, CONTINUED

in acting as a commodity
pool operator, and in
providing administrative
services to open-end
investment companies

4

4

New York

New York

New York

New York

July 10, 1997

July 10, 1997

July 10, 1997

July 10, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Intra Financial
Corporation,
Clyde, KS

Jackson Boulevard
Fund, Ltd.; Jackson
Boulevard Equities, L.P.
& Paul J. Duggan, all of
Chicago, IL

Jacobsen, Sam J.,
Middleton, WI

Jasper Banking
Company Second
Amended and Restated
Employee Stock
Ownership Stock Bonus
Plan (ESOP), Jasper, GA

Kazi, Zubair and Khatija,
Studio City, CA;

and Abdul-Rahman,
Yahia and Magda,
Pasadena, CA

Kazi, Zubair and Khatija,
Studio City, CA;

and Yahia and Magda
Abdul-Rahman,
Pasadena, CA

Keene Bancorp
Employee Stock
Ownership Plan &
Trust, Keene, TX

Peoples Bancorp of
Belleville, Inc.,

Belleville, KS, and
Peoples Bank of Belleville,
Belleville, KS

Damen Financial
Corporation, Schaumburg,
IL & Damen National
Bank, Schaumburg, IL

First Business Bancshares,
Madison, WI & First
Business Bank, Madison,
WI

JBC Bancshares, Inc.,
Jasper, GA

Greater Pacific Bancshares,
Whittier, CA;

Bank of Whittier, N.A.,
Whittier, CA

Kentucky Home Bank,
Bardstown, KY

Keene Bancorp, Inc.,
Keene, TX & First State
Bank, Keene, TX

CIBC

CIBC

CIBC

CIBC

Kansas City

Chicago

Chicago

Atlanta

San Francisco

San Francisco

Dallas

June 20, 1997

September 3, 1997

August 28, 1997

August 12, 1997

May 5, 1997

April 17, 1997

September 2, 1997


H.2 Page 2
August 17, 1997 to August 23, 1997

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

St. Louis

Commercial Bancshares, Inc., Texarkana, Arkansas -- to acquire Citizens. State
Bank, Hempstead, Texas.
- Approved, August 20, 1997

Richmond

Crestar Financial Corporation, Richmond, Virginia -- to acquire American National
Bancorp, Inc., Baltimore, Maryland, and American National Savings Bank, F.S.B.
- Approved, August 22. 1997

\. Philadelphia
Harris Financial Inc., Harrisburg, Pennsylvania. and Harris Financial. MHC -- to

acquire Harris Savings Bank and Bancorp.
- Approved. August 19, 1997

Chicago
Hometown Independent Bancorp, Inc., Morton. Illinois -- to acquire Morton

Community Bank.
- Approved. August 20. 1997

Dallas

Maypearl Bancshares, Inc., Maypearl, Texas -- to acquire Maypearl Holdings. Inc..
Wilmington, Delaware. and First State Bank. Maypearl. Texas:
- Approved. August 19. 1997

Dallas

Maypearl Holdings, Inc., Wilmington. Delaware -- to acquire First State Bank.
Maypearl, Texas.
- Approved. August 19, 1997

Minneapolis .

Norwest Corporation, ‘Minneapolis, Minnesota -- notice to acquire through Integrion
Financial Network. LLC, Atlanta, Georgia. certain assets and assume certain
liabilities of Visa Interactive. Inc.. Foster City, California.

- Approved. August 21. 1997

a


FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 8/22/97

ion I - icati i i nb
ication m. Peri ndin;
None
Section II - Applications Subject to Both
Ws ni ral ister Noti

Saehan Bancorp, Los Angeles, California, to become a Newspaper: Not available
bank holding company by acquiring Saehan Bank, Los
Angeles, California. * Fed. Reg.; 9/19/97
Zions Bancorporation, Salt Lake City, Utah, to acquire by Newspaper: 9/21/97
merger, GB Bancorporation, and its wholly-owned
subsidiary, Grossmont Bank, both of San Diego, Fed. Reg.: 9/25/97
California. *

i I] - lication: i I i i
BankAmerica Corporation, San Francisco, California, to Fed. Reg.: 9/09/97

engage in unerwriting and dealing in debt and equity
securities and in obligations of the U.S.; acting as an
investment advisor; providing securities brokerage
services; acting as riskless principal; and acting as agent
for private placement of securities through Robertson,
Stevens & Company Group, L.L.C., and Robertson,
Stevens & Company, Inc., both of San Francisco,
California.

Western Holdings Bancorp, Los Altos, California, to become a bank holding company by acquiring Bank
of Los Altos, Los Altos, California.

* Subject to CRA.



Federal Reserve Bank of Dallas

Section III - Applications subject to Federal Register notice only

Comment period
Type Application ending date
None.
* Subject to CRA.
Section IV - Applications not subject to Federal Register or newspaper notice

Comment period
Type Application ending date

None.



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Locke, E. David,
McFarland, WI

Mahaska Investment
Company, Oskaloosa, 1A

Maries County Bancorp,
Inc., Vienna, MO

Marshall & Ilsey
Corporation,
Milwaukee, WI

McConachie, Kirk F.,
and Patricia A.,
Andover, KS

Metcalf, Imogene and
Butler, Charles W., both
of Hooker, OK

MidCity Financial
Corporation, Chicago, IL

Middleburg Bancorp,
Inc., Middleburg, KY

Midwest Community
Bancshares, Inc.,
Marion, IL

Moody Bancshares,
Inc., Galveston, TX, and
Moody Bank Holding
Company, Reno, NV

Northern Bancshares, Inc.,
McFarland, WI &
McFarland State Bank,
McFarland, WI

Pella State Bank, Pella, IA

Progress Bancshares, Inc.,
Sullivan, MO, and Progress
Bank of Sullivan, Sullivan,
MO, a de riovo bank

Security Capital
Corporation,
Milwaukee, WI,
Security Bank, S.S.B.,
Milwaukee, WI

Andover Financial
Corporation, Andover, KS
& The Andover State Bank,
Andover, KS.

Hooker National
Bancshares, Inc., Hooker,
OK, & First National Bank,
Hooker, OK

Abrams Centre Bancshares,
Inc., Dallas, TX, and
Abrams Centre National
Bank, Dallas, TX

Lincoln Federal Savings
Bank, Liberty, KY in the
operation of a federal
savings bank (b)(4)

The Bank of Marion,
Marion, IL

The Bank of Galveston,
NA,
Galveston, TX

CIBC

CIBC

CIBC

Chicago

Chicago

St. Louis

Chicago

Kansas City

Kansas City

Chicago

St. Louis

St. Louis

Dallas

August 29, 1997

September 12, 1997

August 15, 1997

May 5, 1997

August 22, 1997

September 10, 1997

August 28, 1997

July 24, 1997

September 2, 1997

June 30, 1997



Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

An institution in this group needs to improve its overall record

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

Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient
record of ascertaining and helping to meet the credit needs of its entire
delineated community, including law- and moderate- income ,
neighborhoods, in a manner consistent with its resources and capabilities.
Week Ending August 23, 1997
NAME OF BANK. RATING EXAMINATION DATE

None

tik

ea

Ld

Subject to provisions of Community Reinvestment Act.

Later of dates specified in newspaper and Federal Register notices.
Date specified in newspaper notice; a later date may be specified in
the Federal Register notice.

Date specified in Federal Register notice: a later date may be
specified in the newspaper notice.

N/A - Not Available



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

Citizens National
Corporation, Paintsville,
KY

Commerce Bancshares,
Inc., Kansas City, MO,
and CBI-Kansas Inc.,
Kansas City, MO

Commercial
Bancshares, Inc.,
‘Texarkana, AR

Community Bancshares,
Inc., Butler, MO

Community Bancshares,
Inc., Denver, CO.

Community Financial
Corp., Olney, IL

Community Holding
Company, Inez, KY

Community National
Bancorporation,
Waterloo, 1A

Josephine Bancshares, Inc.,
Prestonburg, KY, and The
Bank Josephine,
Prestonburg, KY

CNB Bancorp, Inc.,
Independence,

KS, and Citizens National
Bank,

Independence, KS

Citizens State
Bank, Hempstead, TX

Citizens Bank, Appleton
City, MO

Upper Rio Grande Bank
Corporation, Del Norte,
CO, and Rio Grande
County Bank, Del Norte,
co

MidAmerica Bank of St.
Clair County, O'Fallon, IL

The First National Bank of
Louisa, Louisa, KY, into a
federal-charted stock
savings bank, Inez Deposit
Bank, F.S.B., Inez, KY
savings & loan activities

(by)

Community National Bank
(in organization),
Waterloo, IA

3

3

Cleveland

Kansas City

St. Louis

Kansas City

Kansas City

St. Louis

Cleveland

Chicago

End of comment period

July 28, 1997

August 8, 1997

July 29, 1997

July 31, 1997

July 28, 1997

September 12, 1997

August 26, 1997

July 29, 1997



Applicant or notificant

Acquiree or activity Section of law

First State Bancshares,
Inc., Farmington, MO

First State Bancshares,
Inc., Ida Grove, IA

First Union
Corporation(1),
Charlotte, NC
CONTINUED

First Union
Corporation(2),
Charlotte, NC
CONTINUED

FirstBank Holding
Company of Colorado,
Lakewood, CO

Firstbank of Ulinois Co.,
Springfield, TL.

Florida Bancshares, Inc.,
Dade City, FL

Perry County Financial 4
Corporation, Perryville,

MO, and

Perry County Savings

Bank, FSB,

Perryville, MO operating a
savings

association (b)(4)

First State Bank, Ida Grove, 3
IA

Signet Banking Corp., & 3.and4
Signet Bank, Richmond,
VA; Signet Commercial
Credit Corp., Richmond,
VA making loans that are
typcially secured by
inventory, accounts
receivable or like security
& are generally structured
ona revolving basis (b)(1);
CONTINUED

and other nonbanking 3and4
activities (b)(1 1)(iv); (b)(5)

(6)(7), ()(8), (66)

FirstBank of Parker, Parker, 3
co

Geneva Capital 4
Corporation, Springfield,

IL serving as a broker in IL,

IN & St. Louis, MO for
mortgage loans to

companies engaged in

operating income-

producing commercial real
estate & in extending credit

& servicing loans (b)(1)

First National Bank of 3
Pasco,
Dade City, FL

Reserve Bank

St. Louis

Chicago

Richmond

Richmond

Kansas City

Chicago

Atlanta

End of comment period

August 1, 1997

August 15, 1997

September 19, 1997

September 19, 1997

September 19, 1997

August 26, 1997

April 21, 1997



he

FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS

‘The following institutions were examined for CRA. The 30-business day period the bank has
to make the evaluation public has lapsed during the week ending August 22, 1997.

Identification of Ratings
In connection with the assessment of each insured depository institution’s CRA performance, a

rating is assigned from the following groups:

Outstanding record of meeting community credit needs.

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

Satisfactory record of meeting community credit needs.

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

Needs to improve record of meeting community credit needs.

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

Substantial noncompliance in meeting community credit needs.

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

Bank/Location Examination Date R. in:

NONE = "NONE NONE



.

H.2
August 17, 1997 to August 23, 1997

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

‘Abbreviations: BS&R - Banking Supervision and Regulation, C&CA - Consumer and Community
Affairs; FOMC - Federal Open Market Committee; RBOPS - Reserve Bank Operations and Payment
Systems; IF - International Finance; OSDM - Office of Staff Director for Management .

BANK BRANCHES, DOMESTIC

Richmond

F & M Bank-Winchester, Winchester, Virginia -- to establish a drive-through branch
at 8 West Market Street, Leesburg, Virginia.
....- Approved, August 22, 1997

Chicago
Fifth Third Bank of Central Indiana, Indianapolis, Indiana -- to establish a branch at

3060 Valley Farms Road.
- Approved, August 22, 1997

San Francisco

First Security Bank of Nevada, Las Vegas, Nevada -- to establish a branch at 3320
N. Buffalo.
..+ Approved, August 19, 1997

BANK HOLDING COMPANIES

Richmond
BB&T Corporation, Winston-Salem, North Carolina -- to acquire Virginia First
‘Financial Corporation, Petersburg, Virginia, and First Federal Savings Bank, F.S.B.
- Approved, August 21, 1997

Atlanta
Big Lake Financial Corporation, Okeechobee, Florida -- to merge with CNB
Financial Corporation, Clewiston, Florida, and acquire Clewiston National Bank.
- Approved, August 21, 1997

Philadelphia
Century Bancorp, MHC, Bridgeton, New Jersey, and Century Bancorp, Inc. -- to
. acquire Century Savings Bank.
~- Approved, August 22, 1997

Atlanta
Commercial Bancorp, Inc., Ormond Beach, Florida -- to acquire Commercial Bank
of Volusia County (in organization).
- Approved, August 20, 1997


RESERVE BANK APPLICATIONS BULLETIN For week ending August 22, 1997

SECTION VI - CRA EXAMINATIONS SCHEDULED

Examinations may have to be rescheduled during the calendar quarter in which they are designated
to begin. If an institution's examination is rescheduled for a date later than the end of the date range
reflected in a published schedule, the institution's name will be republished in an appropriate later
listing. Any comments received as a result of either the first publication or subsequent publications
will be considered during the examination.

RSSD Name City State
Number



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
UST Corp., Boston, MA Firestone Financial Corp., 4 Atlanta September 15, 1997

Newton, MA in installment

Joan & lease financing

activities to commercial

customers (b)(1) & (b)(3)
Valcourt, Jeffery T., United Financial Banking CIBC Atlanta June 5, 1997
Arlington, VA Companies, Inc.,

Vienna, VA, and

The Business Bank,

Vienna, VA
Valley National Valley National Bank of 3 Atlanta September 5, 1997
Corporation, Lanett, AL Lannett, Lanett, AL
Wachovia Corporation, 1st United Bancorp, Boca 3 Richmond September 15, 1997
Winston-Salem, NC Raton, FL, & First United

Bank, Boca Raton, FL, &

United Bancorp's

subsidiary, Island

Investment Service, Inc.,

Palm Beach, FL in

securities brokerage

activities (b)(7)(i)
Wachovia Corporation, Jefferson National Bank, 3 Richmond August 18, 1997
Winston-Salem, NC Charlottesville, VA and

Jefferson National Bank,

Charlottesville, VA
Western Bank, Western Bancshares of 3 Kansas City August 21, 1997
Albuquerque, New Albuquerque, Inc.,
Mexico ESOP & Trust, Albuquerque, NM, and
Albuquerque, NM Western Bank,

Albuquerque, NM
Woodruff, Thomas M., Grimes County Capital CIBC Dallas August 26, 1997
Humble, TX Corporation, Iola, TX &

Community State Bank,

Houston, TX
Young, David E., East Ridge CIBC Atlanta July 22, 1997

Chattanooga, TN

Bancshares, Inc., East
Ridge, TN, and Bank of
East Ridge, East Ridge, TN



Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending August 22, 1997

Recently Approved Applications Approval Date
Colonial Bank 08-20-97

Montgomery, Alabama
To merge with Dadeland Bank, Miami, Florida, pursuant to Section 18(c) of the Federal Deposit
Insurance Act.

Compass Bank 08-20-97
Birmingham, Alabama

To merge with Compass Bank, Jacksonville, Florida, puruant to Section 18(c) of the Federal Deposit
Insurance Act.

Big Lake Financial Corporation 08-21-97
Okeechobee, Florida

To merge with CNB Financia} Corporation, and thereby directly acquire Clewiston National Bank,
both of Clewiston, Florida, pursuant to Section 3(a)(5) of the Bank Holding Company Act.

The Commercial Bancorp, Inc. 08-20-97
Ormond Beach, Florida
1-BHC formation, Commercial Bank of Volusia County, Ormond Beach, Florida (in organization).

United Community Banks, Inc. 08-20-97
Blairsville, Georgia

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

Tri-Parish Bancshares, Ltd. 08-21-97

Eunice, Louisiana

Change in control notification by Mr. Harold Edwin McGlasson, Ms. Karen Jane Veillon
McGlasson, and Voorhies & Labbe Profit Sharing Plan to increase their ownership to 32.35 percent
of the outstanding shares of Tri-Parish Bancshares, Ltd., Eunice, Louisiana.

Pioneer Bancshares, Inc. 08-21-97
Chattanooga, Tennessee

To acquire Pioneer Bank, f.s.b., Chattanooga, Tennessee, and thereby engage in operating a savings
association, pursuant to Section 225.28(b)(4)(ii) of Regulation Y and Section 4(c)(8) of the-Bank
Holding Company Act.



No. 34

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES

Horizon Bancorp, Inc., Beckley, West Virginia -- to acquire Beckley Bancorp,
Inc., and its subsidiary, Beckley Federal Savings Bank.
- Approved, August 22, 1997

Northwest Bancorp. MHC, Warren, Pennsylvania -- to form Northwest Bancorp,
Inc., a second tier-stock bank holding company.
- Approved, August 18, 1997

«

Santa Barbara Bancorp, Santa Barbara. California. and Santa Barbara Bank &
Trust -- to acquire Citizens State Bank of Santa Paula, Santa Paula, California.
- Approved, August 21, 1997

BOARD OPERATIONS

Labor Relations Panels of the Federal Reserve System -- reappointment of Richard
Bloch to the panels.
- Approved, August 19, 1997

REGULATIONS AND POLICIES

Capital guidelines -- request for comment on a proposal to amend risk-based
capital guidelines to recognize certain revaluation gains on equity securities in
Tier 2 capital.

- Approved, August 18, 1997

Capital guidelines -- request for comment on proposed revisions of risk-based
capital guidelines to address the regulatory capital treatment of recourse
obligations, direct credit substitutes, and securitized transactions.

- Approved, August 21, 1997

Section 20 subsidiaries of bank holding companies -- amendments to eliminate
most of the section 20 firewalls and incorporate remaining firewalls in a statement
of operating standards.

oe - Approved, August 21, 1997

RESERVE BANK OPERATIONS

- Policies and guidelines concerning Federal Reserve Bank operations -- revisions to
certain approval authority limits and reassignment of certain review
responsibilities.

- Approved, August 19. 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

ALBANK, FSB
Incentive Savings and
Employee Stock
Ownership Plan,
Albany, NY

Altus NBC Corporation,
Inc., Oklahoma City,
OK

ANB Corporation,
Terrell, TX

Anderson Financial
Group, Inc., Golden
Valley, MN

Arrendale, Thomas A.,
III, Gainesville, GA,
Bussey, Cynthia A.,
Atlanta, GA, and
Arrendale, Nelle,
Clarkesville, GA, as
partners in the
Arrendale Undiversified
Family Limited
Partnership,

Baldwin, GA

Associated Banc-
Corp(1), Green Bay, WI
CONTINUED

ALBANK Financial CIBC
Corporation, Albany, NY,

& ALBANK Commercial,

Albany, NY, & ALBANK,

FSB, Albany, NY

New York

NBC Corporation, Inc., 4
Oklahoma City, OK, and

NBC Technologies, Inc.,
Oklahoma City, OK

providing data

processing services (b)(14)

Kansas City

Lakeside Bancshares, Inc., 3 Dallas
Rockwall, TX & Lakeside

National Bank, Rockwall,

TX

Northern National Bank, 3
Nisswa, MN.

Habersham Bancorp, CIBC Atlanta
Cornelia, GA, and
Habersham Bank,

Clarkesville, GA

First Financial Corporation, 4
Stevens Point, WI,

and First Financial Bank,
FSB, Stevens Point, WI
owning and operating a
savings and loan
association (b)(4);
Appraisal Services, Inc.,
Milwaukee, WI performing
appraisals of real estate &
CONTINUED

Chicago

Minneapolis

September 10, 1997

June 25, 1997

August 25, 1997

September 18, 1997

June 5, 1997

August 15, 1997



Federal Reserve Bank of Chicago
V - Availabili ic Ev:

The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance
with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the
week ending August 22, 1997. If you are interested in obtaining a copy of the evaluation document, please
contact the bank(s) directly.

Identification of Ratings

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

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

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

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

BANK NAME/LOCATION EXAMINATION DATE RATINGS

Midwest Guaranty Bank 4/25/97 oO

201 West Big Beaver Road

P.O. Box 7091

Troy, Michigan 48007-7091 .
(810) 689-1200 ae
RSSD #1356683

North Shore Community 4/28/97 Ss
Bank & Trust

1145 Wilmette Avenue

Wilmette, Illinois 60091

(847) 853-1145

RSSD #2239288



CRA Public CRA
Bank/Location RSSD# Exam Date Date _ Rating _
Eaton Bank 83450 6-9-97 8-22-97 Outstanding
100 Oak Avenue
Eaton, Colorado 80616

*Application is subject to CRA.



Type Application Comment Period
Ending Date

Old Kent Bank NP - 6-16-97
Grand Rapids, Michigan

4668 Cascade Road S.E.

Grand Rapids, Michigan

Branch

Citizens Bank and Trust Company NP - 9-13-97
Hudson, Iowa

209 West Fifth Street

Waterloo, Iowa

Branch

NP - Newspaper

FR - Federal Register
* - Subject to Provisions of Community Reinvestment Act

** - Not available at this time



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

SECTION I - APPLICATIONS SUBJECT TO
NEWSPAPER NOTICE ONLY

Application Comment Period Ending Date

NONE

ECTION IT - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE

Application Comment Period Ending Date
Mutual Bancorp of the Newspaper 9~18-97
Berkshires, Inc.,

Pittsfield, Massachusetts - Federal Register 9-19-97

3 (a) (1) /3 (a) (3) application
to acquire City Savings
Bank of Pittsfield,
Pittsfield, Massachusetts
and Lee National Banc Corp.,
Lee, Massachusetts*

SECTION IIT - APPLICATIONS SUBJECT TO
FEDERAL REGISTER NOTICE ONLY
Application Comment Period Ending Date

NONE

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

Application
NONE
SECTION V_- AVAILABILITY OF CRA PUBLIC EVALUATIONS
Institution Examination Date Rating**

NONE

SECTION VI_ - APPLICATIONS BULLETIN

Effective April 21, 1997, information regarding the comment periods associated with
applications and notices submitted to the Federal Reserve Bank of Boston for
processing under section 3 and 4(c) (8) of the Bank Holding Company Act of 1956, as
amended, will be available 24 hours a day by calling the following

toll-free number 1-800-896-9480.

*Subject to CRA.

**Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to
Improve; "SN" - Substantial Noncompliance



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Harbor, Lacy J.,
Denison, TX

Hardin County
Bancshares, Inc.,
Savannah, TN

Heartland Bancshares,
Inc., Franklin, IN

Hibernia Corporation,
New Orleans, LA

Huntington Bancshares
Incorporated(1),
Columbus, OH
CONTINUED

Huntington Bancshares
Incorporated(2),
Columbus, OH
CONTINUED

Marble Falls National CIBC Dallas
Bancshares, Inc., Marble

Falls, TX, & Marble Falls

National Bank, Marble

Falls, TX

Majors Insurance Agency, 4 St. Louis
Inc.,

Adamsville, TN general

insurance agency activities

in a town of less than 5,000

yt)

Heartland Community 3
Bank, Franklin, IN

Chicago

Unicorp Bancshares-Texas 3 Atlanta
Inc., Orange, TX, and

OrangeBank, Orange, TX

First Michigan 3and4 Cleveland
Bancorporation, and
Superior Financial Corp.,
Holland, MI; FMB-Sault
Bank, Saulte Ste. Marie, MI;
FMB-First Michigan Bank,
Zeeland, MI; FMB-First
Michigan

Bank, Grand Rapids, MI;
FMB-Lumberman's Bank,
Muskegon, MI;
CONTINUED

FMB-Northwestern Bank, 3and4 Cleveland
Boyne City, MI; FMB-State

Savings Bank, Lowell, MI;

FMB-Commercial Bank,

Greenville, MI; FMB-

Security Bank, Manistee,

MI; FMB-Community

Bank, Dowagiac, MI; FMB-

Oceana Bank, Hart, MI;

CONTINUED

September 4, 1997

August 26, 1997

September 12, 1997

August 11, 1997

July 18, 1997

July 18, 1997



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Young, Susan Aileen,
Chicago, IL

Zions Bancorporation,
Salt Lake City, UT

Zions Bancorporation,
Salt Lake City, UT

C.S.B. Co., Cozad, NE, and
Cozad State Bank & Trust
Company, Cozad, NE, and
First National Bank of
Chadron, Chardron, NE

GB Bancorporation, San
Diego, CA, & Grossmont
Bank, San Diego, CA

GB Bancorporation, San
Diego, CA & Grossmont
Bank, San Diego, CA;
Rancho Vista National
Bank, Vista, CA & Pacific
Commerce Bank, Chula
Vista, CA

Kansas City

San Francisco

San Francisco

August 5, 1997

September 15, 1997

September 22, 1997



Applicant or notificant

Acquiree or activity

Associated Banc-
Corp(2), Green Bay, W1
CONTINUED

Associated Banc-Corp,
Green Bay, WI

Banco Bilbao Vizcaya,
S.A,
Bilbao, Spain

Bank of Elmwood
Employee Stock
Ownership Plan and
Trust, Racine, WI

Bank of Idaho Holding
Company,
Idaho Falls, ID

Bank of Montreal,
Montreal, Canada;
Bankmont Financial
Corp., Chicago, IL;
Harris Bankcorp, Inc.,
Chicago, IL & Harris
Bankmont, Inc.,
Chicago, IL

Bank of New York
Company, Inc.,
New York, NY

tangible personal property
(b)(2); & First Financial
Card Services Bank, N.A.,
Stevens Point, WI operating
a

credit card bank (b)(1) and
(2)

First Financial Corporation,
Stevens Point, WI,

and First Financial Bank,
FSB, Stevens

Point, WI owning &
operating a

savings and loan
association (b)(4)

BBV LatInvest Securities

Inc.,

New York, NY,

securities activities (b)(1),
(b)(4), (b)(15), and (b)(16)

Elmwood Financial
Corporation, Racine, WI,
and Bank of Elmwood,
Racine, WI

Bank of Eastern Idaho,
Idaho Falls, ID

Cash Station, Inc., Chicago,
IL in certain data
processing activities,
consisting of electronic
funds transfer services

(b)(14)

State Street Boston
Corporation,

Boston, MA;

State Street Bank and Trust
Company,

Boston, MA.

trust, securities and data
processing activities (b)(3),
(b)(4), and (b)(7)

Section of law Reserve Bank
4 Chicago
4 Chicago
4 New York
3 Chicago
3 San Francisco
4 Chicago
3 and 4 New York

End of comnient period

August 15, 1997

August 5, 1997

March 4, 1997

August 4, 1997

June 9, 1997

August 28, 1997

March 14, 1997



Applicant of notificant

Acquiree or activity Section of law

Barnett Banks, Inc.(3),

Jacksonville, FL; Signet

Banking Corp.
Richmond, VA;
SunTrust banks, Inc.,
Atlanta, GA; Synovus
Financial Corp.,
Columbus, GA, &
Wachovia Corporation,
Winston-Salem, NC

Barnett Banks, Inc.,
Jacksonville, FL

BB&T Corporation(A),
Winston-Salem, NC
CONTINUED

BB&T Corporation(B),
Winston-Salem, NC
CONTINUED

Biggs, Daniel Biggs;
Grimes, Merlin; ED&J,
Inc., c/o David Marmie;
Carr, Ronald and Call,
Dennis; and Southard,
R. Joe, all of Great
Bend, KS

Bloomberg, John Isaac,
Park City, UT

Bloomer Bancshares,
Inc., Bloomer, WI

4

First of America Bank- 4
Florida, FSB, Tampa, FL
owning, controlling &

operating a savings

association (b)(4)

Craigie Incorporated, 4
Richmond, VA in
underwriting & dealing in,
to a limited extent, all types
of debt & equity

securities, other than
interests in open end
investment companies;
underwriting & dealing in
bank-eligible securities,
(b)(8);

CONTINUED

and other securities and 4
related activities

First Wakeeney Agency, CIBC
Inc., Wakeeney, KS, and
Interstate Bank, Great

Bend, KS

Draper BanCorp, Draper, CIBC
UT and Draper Bank &

Trust, Draper, UT

Peoples State Bank, 3
Bloomer, WI

Reserve Bank

Richmond

Atlanta

Richmond

Richmond

Kansas City

San Francisco

Minneapolis

End of comment period

September 3, 1997

August 15, 1997

August 20, 1997

August 20, 1997

July 3, 1997

August 12, 1997

September 5, 1997


FEDERAL RESERVE BANK OF PHILADELPHIA