Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 36

Week Ending September 4, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions August 29, 1999 to September 4, 1999

Bank Holding Companies

AmSouth Bancorporation, Birmingham, Alabama -- to merge with First American 

Corporation, Nashville, Tennessee, and thereby acquire First American National 

Bank and its nonbank subsidiaries, including First American Federal Savings Bank.

- Approved, August 30, 1999 

Firstar Corporation, Milwaukee, Wisconsin -- to merge with Mercantile 

Bancorporation, Inc., St. Louis, Missouri, and thereby acquire Ameribanc, Inc., 

Mercantile Bank National Association, and other subsidiary banks and nonbanking 

subsidiaries of Mercantile.

- Approved, September 1, 1999 

Forms

Information collection under OMB delegated authority -- Publication for comment 

of proposals to: discontinue Commercial Bank Report of Consumer Credit; extend 

with revision Weekly Report of Assets and Liabilities for Large Banks, Weekly 

Report of Selected Assets, and Weekly Report of Assets and Liabilities for Large 

U.S. Branches and Agencies of Foreign Banks; and extend without revision 

Recordkeeping and Disclosure Requirements Associated with Loans Secured by 

Real Estate Located in Flood Hazard Areas.

- Published, August 31, 1999 

Regulations And Policies

Electronic delivery of disclosures to consumers -- publication for comment of revised 

proposals to permit electronic delivery of federally mandated disclosures under 

Regulations B (Equal Credit Opportunity), E (Electronic Fund Transfers), M 

(Consumer Leasing), Z (Truth in Lending), and DD (Truth in Savings).

- Published, August 31, 1999 

Electronic delivery of disclosures to consumers -- interim rule amending Regulation 

DD (Truth in Savings) to allow depository institutions to deliver disclosures on 

periodic statements to a consumer's e-mail account or post them on a web site, if the 

consumer agrees.

- Published, August 31, 1999 

Host state lending ratios under the Interstate Act -- interagency release of the host 

state loan-to-deposit ratios used by the banking agencies to determine compliance 

with the Riegle-Neal Interstate Banking and Branching Efficiency Act.

- Published, September 3, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
August 29, 1999 to September 4, 1999

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Five Points Bank of Grand Island, Grand Island, Nebraska -- to establish a branch at 

370 North Walnut Street.

- Approved, September 1, 1999 

Kansas City

Legacy Bank, Plano, Texas -- to establish a branch at 2213 McDermott.

- Approved, August 30, 1999 

Dallas

New Century Bank, Phoenixville, Pennsylvania -- to establish a branch at 3557 West 

Chester Pike, Newtown Township.

- Approved, September 2, 1999 

Philadelphia

Texas Heritage Bank, Hutto, Texas -- to establish a branch at 18643 Highway 1431, 

Jonestown.

- Approved, August 31, 1999 

Dallas

Bank Holding Companies

AmericasBank Corp., Baltimore, Maryland, and AmericasBank -- to become a bank 

holding company through the acquisition of AmericasBank, and for AmericasBank to 

become a member of the Federal Reserve System.

- Approved, September 2, 1999 

Richmond

Bank On It, Inc., Stockton, California -- to become a bank holding company through 

the acquisition of Community Bank of San Joaquin.

- Approved, September 2, 1999 

San Francisco

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority August 29, 1999 to September 4, 1999

Bank Holding Companies

Central Illinois Bancorp, Inc., Pewaukee, Wisconsin -- to acquire Marine Bank, 

Omaha, Nebraska, a de novo bank.

- Approved, September 2, 1999 

Chicago

First Security Group, Inc., Dalton, Georgia -- to become a bank holding company 

through the acquisition of Dalton Whitfield Bank, a de novo bank.

- Approved, August 30, 1999 

Atlanta

First Union Corporation, Charlotte, North Carolina -- to acquire Everen Capital 

Corporation, Chicago, Illinois, and to engage in management consulting and 

counseling activities through Everen Securities, Inc.

- Approved, September 3, 1999 

Richmond

FLAG Financial Corporation, LaGrange, Georgia -- to acquire Abbeville Capital 

Corporation, Abbeville, South Carolina, and thereby acquire Bank of Abbeville.

- Approved, September 1, 1999 

Atlanta

Holland Financial Corporation, Holland, Michigan -- to acquire The Bank of 

Northern Michigan, Petoskey, a de novo bank.

- Returned, September 3, 1999 

Chicago

InterWest Bancorp, Inc., Oak Harbor, Washington -- to acquire NBT Northwest 

Bancorp, Tukwila.

- Approved, September 2, 1999 

San Francisco

National Bancshares Corporation of Texas, San Antonio, Texas -- to establish NBC 

Financial, Inc. and thereby engage de novo in securities brokerage activities.

- Approved, September 2, 1999 

Dallas

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority August 29, 1999 to September 4, 1999

Bank Holding Companies

Oakland Financial Services, Inc., Oakland, Tennessee -- to engage indirectly in title 

insurance activities through Oak Tree Title in small towns with a population not 

exceeding 5,000.

- Approved, September 1, 1999 

St. Louis

Rae Valley Financials, Inc., Petersburg, Nebraska -- to become a bank holding 

company through the acquisition of Petersburg State Bank.

- Approved, September 1, 1999 

Kansas City

U.S. Bancorp, Minneapolis, Minnesota -- to acquire the investment banking business 

of The John Nuveen Company, Chicago, Illinois.

- Approved, August 30, 1999 

Minneapolis

Wells Fargo & Company, San Francisco, California; Norwest Mortgage, Inc., Des 

Moines, Iowa; and Southwest Partners, Inc. -- to engage in residential mortgage 

lending activities through two de novo joint ventures, United Mortgage Group and 

Gold Coast Mortgage, both in San Diego, California.

- Approved, August 30, 1999 

San Francisco

Bank Mergers

Cumberland Bank, Carthage, Tennessee -- to acquire certain assets and assume 

certain liabilities of two branches of American City Bank, Tullahoma.

- Approved, September 3, 1999 

Atlanta

Banks, Nonmember, And Miscellaneous Institutions

ABS Investors LLC, Marietta, Georgia -- modification of a commitment.

- Approved, September 1, 1999 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority August 29, 1999 to September 4, 1999

Banks, State Member

First Bank & Trust of Evanston, Evanston, Illinois -- to exercise trust powers.

- Approved, September 3, 1999 

Chicago

Change In Bank Control

Alliance Bancshares, Inc., Orlando, Florida -- change in bank control.

- Permitted, September 3, 1999 

Atlanta

Butte State Company, Butte, Nebraska -- change in bank control.

- Withdrawn, September 1, 1999 

Kansas City

New Mexico National Financial, Inc., Roswell, New Mexico -- change in bank 

control.

- Permitted, September 1, 1999 

Dallas

Southern Missouri Bancshares, Inc., Marshfield, Missouri -- change in bank control.

- Permitted, September 1, 1999 

St. Louis

Trenton Bankshares, Inc., Trenton, Texas -- change in bank control.

- Permitted, September 1, 1999 

Dallas

Competitive Factors Reports

Bremer Bank, National Association, South St. Paul, Minnesota -- report on 

competitive factors of the proposed merger with First State Bank of Eden Prairie, 

Eden Prairie, and Princeton Bank, Princeton.

- Submitted, August 31, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority August 29, 1999 to September 4, 1999

Competitive Factors Reports

California Bank & Trust, San Diego, California -- report on competitive factors of 

the proposed merger with Regency Bank, Fresno.

- Submitted, August 6, 1999 (AC)

San Francisco

Connecticut Bank of Commerce, Stamford, Connecticut -- report on competitive 

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

of MTB Bank, New York, New York.

- Submitted, September 2, 1999 

New York

Firstar Bank, National Association, Cincinnati, Ohio -- report on competitive factors 

of the proposed merger with Mercantile Bank, National Association, St. Louis, 

Missouri; Mercantile Bank, Overland Park, Kansas; Mercantile Bank of Arkansas, 

National Association, North Little Rock, Arkansas; Mercantile Bank Midwest, Des 

Moines, Iowa; Mercantile Bank of Kentucky, Paducah, Kentucky; Mercantile Bank 

of Trenton, Trenton, Missouri; Mercantile Bank of Illinois, Springfield, Illinois; and 

Mercantile Trust Company, National Association, St. Louis, Missouri.

- Submitted, September 3, 1999 

Chicago

Quaker City Federal Savings and Loan Association, Whittier, California -- report on 

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

of the Rowland Heights branch of PPF Bank & Trust, Pomona.

- Submitted, September 2, 1999 

San Francisco

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

the proposed merger with First Bank and Trust, Groves, Texas.

- Submitted, September 2, 1999 

Secretary

Extensions Of Time

First Interstate Bank, Billings, Montana -- extension to September 8, 2000, to 

establish a branch in Helena.

- Granted, August 31, 1999 

Minneapolis

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority August 29, 1999 to September 4, 1999

Membership

First State Bank, Wister, Oklahoma -- membership in the Federal Reserve System.

- Approved, August 31, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 6 of 6
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

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

4(c)(8)

The Royal Bank of Scotland Group plc, The Royal Bank of

Scotland plc, RBSG International Holdings Limited, all of

Edinburgh, Scotland and Citizens Financial Group, Inc.,

Providence, Rhode Island – application/notification to

acquire UST Corp., Boston, Massachusetts *

Newspaper - 09/11/1999

Fed Reg - 09/16/1999

*This application was previously identified on the August 21, 1999 H.2. It is being resubmitted in this

H.2 only to indicate the addition of RBSG International Holdings Limited, a mid-tier bank holding

company in the Royal Bank of Scotland Group organization, as an applicant. Publication dates have not

been affected by this revision.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Moscow Narodny Bank, London, England, to establish a

representative office in New York, New York.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(3) Warwick Community Bancorp, Inc., Warwick, New York, to

acquire The Towne Center Bank, Lodi, New Jersey.*

Newspaper – 09/20/1999

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) UBS AG, Zurich, Switzerland, to retain indirect control, through

TP Group, Ltd., Grand Cayman, Cayman Islands, of Tradepoint

Financial Networks plc, London, England, and thereby engage

in agency transactional services.

Fed Reg – 09/17/1999

4(c)(8) National Bank of Canada, Montreal, Canada, to acquire in

excess of 4.9 percent, but less than 25 percent of the voting

shares of GlobalNet Financial.Com, Inc., Boca Raton, Florida,

and thereby engage in certain nonbanking activities.

Fed Reg – 09/21/1999

4(c)(8) Banco Santander Central Hispano, S.A., Madrid, Spain, to

purchase interests in business trusts holding personal property

subject to lease, and thereby to engage de novo in leasing

activities.

Fed Reg – N/Avail
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Canadian Imperial Bank of Commerce, Toronto, Canada, to

invest through its wholly-owned subsidiary, CIBC World

Markets Corp., in Identrus, LLC, New York, New York (aka

Global Trust Organization), and engage de novo in digital

certification, and data processing and data transmission

activities.

Fed Reg – N/Avail

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

4(c)(8) Commerce Bancorp, Inc., Cherry Hill, NJ, to acquire up to 9.9

percent of the voting shares of Chester Valley Bancorp, Inc.,

Downingtown, PA, (a thrift holding company) and its whollyowned subsidiary First Financial Savings Bank, Downingtown,

PA.

Newspaper 9/25/1999

Fed. Reg. 10/1/1999

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

Section 3(a)(1) Received final application on 8/30/1999 from TCNB Financial

Corp., Dayton, Ohio, to acquire 100 percent of the voting shares

of The Citizens National Bank of Southwestern Ohio, Dayton,

Ohio, a de novo national bank.

N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Allfirst Bank, Baltimore, Maryland, to establish a branch at

1025 Herndon Parkway, Herndon, Virginia.*

Newspaper – 09/10/1999

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

4(c)(8) James River Bankshares, Inc., Suffolk, Virginia, to acquire

Colonial Loans, Inc., Fredericksburg, Virginia.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Horizon Bancorporation, Bradenton, Florida, to become a bank

holding company by acquiring Horizon Bank, Bradenton,

Florida (in organization).

N/Avail*

3(a)(1) Marine Bancorp, Inc., Marathon, Florida, to become a bank

holding company by acquiring Marine Bank of the Florida Keys,

Marathon, Florida.

Fed Reg - 10/04/1999*

CIC Exchange Bankshares, Inc., Milledgeville, Georgia, prior

notification by the Morrison Family Partnership, Milledgeville,

Georgia, to acquire 12.72 percent of the outstanding shares of

Exchange Bankshares, Inc., Milledgeville, Georgia.

Fed Reg – 09/22/1999

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Member Flagler Bank, West Palm Beach, Florida (in organization), to

become a member of the Federal Reserve System.

Member Horizon Bank, Bradenton, Florida (in organization), to become a

member of the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

395630 Bank at Ormond-by-the Sea

Post Office Box 4318

Ormond Beach, Florida 32175

03/15/1999 08/30/1999 S X

93039 Harris Trust/Bank of Montreal

777 S. Flagler Drive

West Palm Beach, Florida 33401

03/29/1999 09/02/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) Citizens Banking Corporation*

Flint, Michigan

 F&M Bancorporation, Inc.

 Kaukauna, Wisconsin

 F & M Merger Corporation

 Kaukauna, Wisconsin

 F&M Bank-Brodhead

 Brodhead, Wisconsin

 F&M Bank-New London

 New London, Wisconsin

 F&M Bank-Waushara County

 Wautoma, Wisconsin

 F&M Bank-Appleton

 Appleton, Wisconsin

 F&M Bank-Algoma

 Algoma, Wisconsin

 F&M Bank-Kaukauna

 Kaukauna, Wisconsin

 F&M Bank-Hilbert

 Hilbert, Wisconsin

 F&M Bank-East Troy

 East Troy, Wisconsin

 F&M Bank

 Dundas, Minnesota

 F&M Bank-Central

 Stevens Point, Wisconsin

Fed Reg – 09/24/1999

Newspaper – 09/22/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

(cont’d) F&M Bank-Winnebago County

 Omro, Wisconsin

 F&M Bank-Prairie du Chien

 Prairie du Chien, Wisconsin

 F&M Bank-Northeast

 Pulaski, Wisconsin

 F&M Bank Darlington

 Darlington, Wisconsin

 F&M Bank-Kiel

 Kiel, Wisconsin

 F&M Bank-Jefferson

 Jefferson, Wisconsin

 F&M Bank-Grant County

 Fennimore, Wisconsin

 F&M Bank-Woodruff

 Woodruff, Wisconsin

 F&M Bank Superior

 Superior, Wisconsin

 F&M Bank Landmark

 Hudson, Wisconsin

 F&M Bank Iowa Central

 Marshalltown, Iowa

 F&M Bank Iowa Story City

 Story City, Iowa

 F&M Bank Iowa South Central

 Grinnell, Iowa

 F&M Bank Elkhorn

 Elkhorn, Wisconsin

3(a)(3) Holland Financial Corporation*

Holland, Michigan

 The Bank of Northern Michigan (in organization)

 Petoskey, Michigan

Fed Reg – 10/01/1999

Newspaper – N/Avail

3(a)(3) Capitol Bancorp, Ltd*

Lansing, Michigan

 Red Rock Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg – 09/17/1999

Newspaper – 09/17/1999

3(a)(3) Sun Community Bancorp Limited*

Phoenix, Arizona

 Red Rock Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg – 09/17/1999

Newspaper – 09/17/1999

3(a)(3) Nevada Community Bancorp Limited*

Las Vegas, Nevada

 Red Rock Community Bank (in organization)

 Las Vegas, Nevada

Fed Reg – 09/17/1999

Newspaper – 09/17/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) WCB Holding Company of Illinois, Inc.*

Geneva, Illinois

 Winfield Community Bank (in organization)

 Winfield, Illinois

Fed Reg – 10/04/1999

Newspaper – N/Avail

3(a)(3) Backlund-White, Inc.*

Peoria, Illinois

 Hopedale Investment Company

 Peoria, Illinois

Fed Reg – N/Avail

Newspaper – 10/06/1999

3(a)(3) Backlund-White, Inc.*

Peoria, Illinois

 Backlund Scott Company

 Peoria, Illinois

Fed Reg – N/Avail

Newspaper – 10/06/1999

3(a)(3) Backlund-White, Inc.*

Peoria, Illinois

 Backlund Investment Company

 Peoria, Illinois

Fed Reg – N/Avail

Newspaper – 10/06/1999

3(a)(3) Backlund Scott Company*

Peoria, Illinois

 Hopedale Investment Company

 Peoria, Illinois

Fed Reg – N/Avail

Newspaper – 10/06/1999

3(a)(3) Backlund Investment Company*

Peoria, Illinois

 Hopedale Investment Company

 Peoria, Illinois

Fed Reg – N/Avail

Newspaper – 10/06/1999

3(a)(3) Bartonville Investment Company*

Peoria, Illinois

 Hopedale Investment Company

 Peoria, Illinois

Fed Reg – N/Avail

Newspaper – 10/06/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

280044 Baylake Bank

217 N. 4th Avenue

Sturgeon Bay, Wisconsin 54235

(920) 743-5551

05/10/1999 09/01/1999 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Notice by Kennett Merger Corporation, Kennett, Missouri, to

acquire Kennett Bancshares, Inc., Kennett, Misssouri.*

Newspaper – 9/27/1999

Fed Reg –10/4/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

753548 The Scott County State Bank

Scottsburgh, Indiana

5/17/1999 8/30/1999 S x

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Community Bank, Glasgow, Montana, proposes to

establish a branch in Three Forks, Montana.*

09/20/1999

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

CIC Harriet Dolores Jones to acquire control of CNB, Inc., Walker,

Minnesota.

Fed Reg - 09/21/1999

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

705958 Kanabec State Bank

Mora, Minnesota

06/07/1999 09/02/1999 S X

223751 Belt Valley Bank

Belt, Montana

05/17/1999 09/03/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Five Points Bank, Grand Island, Nebraska, to establish a branch

at 370 North Walnut Street, Grand Island, Nebraska.

Newspaper – 07/31/1999

Branch People First Bank, Hennessey, Oklahoma, to establish a branch

at 1601 S.E. 19th Street, Edmond, Oklahoma.

Newspaper – 09/03/1999

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

Type Application

Ending date of

comment period

3(a)(1) FMLB Acquisition, Inc., Medicine Lodge, Kansas, to become a

bank holding company through the acquisition of 100 percent of

the voting shares of First Medicine Lodge Bancshares, Inc.,

Medicine Lodge, Kansas; and thereby indirectly acquire First

National Bank of Medicine Lodge, Medicine Lodge, Kansas.

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(1) SJN Banc Co., St. John, Kansas, to become a bank holding

company through the acquisition of 66.35 percent of the voting

shares of Saint John Naitonal Bank, St. John, Kansas.

Newspaper – 09/17/1999

Fed Reg – 09/23/1999

3(a)(3) DFC Acquisition Corp. Two, Kansas City, Missouri, and

Dickinson Financial Corporation, both of Kansas City, Missouri,

to acquire 100 percent of the voting shares of Armed Forces

Bank of California, N.A., San Diego, California.

Newspaper – 09/15/1999

Fed Reg – 09/17/1999

3(a)(3) UMB Financial Corporation, Kansas City, Missouri, and First

Sooner Bancshares, Inc., Oklahoma City, Oklahoma, to acquire

100 percent of the voting shares of Charter Bancshares, Inc.,

Oklahoma City, Oklahoma; and thereby indirectly acquire

Charter National Bank, Oklahoma City, Oklahoma.

Newspaper – 09/23/1999

Fed Reg – 09/20/1999

3(a)(1) Alta Vista Bancshares, Inc., Alta Vista, Kansas, to become a

bank holding company through the acquisition of 91 percent of

the voting shares of Alta Vista State Bank, Alta Vista, Kansas.

Newspaper – 09/15/1999

Fed Reg – 09/23/1999

3(a)(3) First Bancshares, Inc., Kansas City, Missouri, to acquire 100

percent of the voting shares of The Lawrence Bank, Lawrence,

Kansas.

Newspaper – 09/14/1999

Fed Reg – 09/27/1999
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

866859 Canadian State Bank

Yukon, Oklahoma

06/14/1999 09/01/1999 S X

776659 Bank at Broadmoor

Colorado Springs, Colorado

06/14/1999 09/03/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Parkway National Bancshares, Inc., Plano, TX, to acquire

Parkway Bank, N.A., Plano, TX (de novo)*

Fed Reg – 09/24/1999

Newspaper – 09/17/1999

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1017658 Texas State Bank

3900 N 10th

McAllen, Texas 78501

05/17/1999 09/04/1999 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, September 4, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Kevin Philo Gates, Salt Lake City, Utah, to increase his

ownership to more than 25 percent of Centennial Bancshares,

Inc., Ogden, Utah. *

Newspaper – N/Avail

Fed Reg – 09/21/1999

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) The Sanwa Bank, Limited, Osaka, Japan, to engage in digital

certification and data processing activities through Identrus,

LLC, New York, New York.

Fed Reg – 09/22/1999

4(c)(8) Wells Fargo & Company, San Francisco, California, Norwest

Financial Services, Inc., and Norwest Financial, Inc., both of

Des Moines, Iowa, to acquire certain consumer finance

receivables through TCF National Bank Minnesota,

Minneapolis, Minnesota.

Fed Reg – N/Avail
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(5)(C) North Bay Bancorp, to become a bank holding company by

acquiring The Vintage Bank, both of Napa, California.

Member Palomar Savings and Loan Association, Escondido, California,

to become a member of the Federal Reserve System, upon

conversion to a state charter.

COM Pedcor Bancorp, Indianapolis, Indiana, requests relief of a

commitment made not to incur debt, in order to borrow $2

million to fund working capital needs.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None