Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 45

Week Ending November 6, 1999

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions October 31, 1999 to November 6, 1999

Currency

Federal Reserve notes -- 2000 new currency budget.

- Approved, November 1, 1999 

International Operations

CLS Services Ltd., London, England -- to establish an Edge corporation, CLS Bank 

International, New York, New York, and for CLS Bank International to establish a 

branch in London.

- Approved, November 1, 1999 

Regulations And Policies

Regulation Z (Truth in Lending) -- revisions for public comment addressing shortterm cash advances, commonly called "payday loans."

- Published, November 3, 1999 

Regulation Z (Truth in Lending) -- annual adjustment to the dollar amount that 

triggers additional disclosure requirements for mortgage loans with fees above a 

certain amount.

- Published, November 3, 1999 

(AC) = Addition or Correction Board - Page 1 of 1
October 31, 1999 to November 6, 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

Fifth Third Bank, Indiana, Indianapolis, Indiana -- to establish a branch at 2101 

Stanley Road, Plainfield.

- Approved, November 3, 1999 

Chicago

Somerset Trust Company, Somerset, Pennsylvania -- to establish a branch at 801 

Barn Street, Hooversville.

- Approved, November 2, 1999 

Cleveland

Bank Holding Companies

Area Bancshares Corporation, Owensboro, Kentucky -- to acquire Lyon Bancorp, 

Inc. and its subsidiary, Bank of Lyon County, both of Eddyville; Peoples Bank of 

Murray, Murray; Dees Bank of Hazel, Hazel; and Bank of Livingston County, Tiline.

- Approved, November 4, 1999 

St. Louis

BostonFed Bancorp, Burlington, Massachusetts -- to acquire Diversified Ventures, 

Inc., dba Forward Financial Company, Northborough, and thereby engage in 

origination of consumer installment loans, collection activity, and leasing activity.

- Approved, November 5, 1999 

Boston

Capitol Bancorp, Ltd., Lansing, Michigan; Sun Community Bancorp Limited, 

Phoenix, Arizona; and Nevada Community Bancorp Limited, Las Vegas, Nevada -- 

to acquire shares of Black Mountain Community Bank, Henderson, Nevada, a de 

novo bank.

- Returned, November 5, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority October 31, 1999 to November 6, 1999

Bank Holding Companies

Capitol Bancorp, Ltd., Lansing, Michigan; Sun Community Bancorp Limited, 

Phoenix, Arizona; and Sunrise Capital Corporation -- to acquire shares of Sunrise 

Bank of Albuquerque, Albuquerque, New Mexico, a de novo bank.

- Returned, November 5, 1999 

Chicago

Dai-Ichi Kangyo Bank, Limited, Tokyo, Japan -- to acquire through The CIT Group, 

Inc., New York, New York, certain assets of Heller Financial, Inc., Chicago, Illinois, 

and thereby engage in factoring and commercial finance activities.

- Approved, November 5, 1999 

San Francisco

Exchange National Bancshares, Inc., Jefferson City, Missouri -- request for waiver in 

connection with the proposed acquisition of Calhoun Bancshares, Inc., Clinton, and 

its subsidiary, Citizens State Bank of Calhoun.

- Approved, November 4, 1999 

St. Louis

F.N.B. Corporation, Hermitage, Pennsylvania -- to acquire shares of Sun Bancorp, 

Selinsgrove.

- Approved, November 1, 1999 

Cleveland

Farmers & Merchants Bancshares, Inc., Burlington, Iowa -- to acquire Farmers and 

Merchants Bank and Trust, Mount Pleasant, a de novo bank.

- Approved, November 1, 1999 

Chicago

Fentura Bancorp, Inc., Fenton, Michigan -- to acquire Davison State Bank, Davison, 

a de novo bank.

- Withdrawn, November 3, 1999 

Chicago

First Manitowoc Bancorp, Inc., Manitowoc, Wisconsin -- to acquire Dairy State 

Financial Services, Inc., Plymouth, and thereby acquire Dairy State Bank.

- Approved, November 3, 1999 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority October 31, 1999 to November 6, 1999

Bank Holding Companies

Gold Banc Corporation, Inc., Leawood, Kansas, and Gold Banc Acquisition 

Corporation VIII, Inc. -- to acquire Union Bankshares, Ltd., Denver, Colorado, and 

thereby acquire Union Bank and Trust.

- Approved, November 4, 1999 

Kansas City

Greenville First Bancshares, Inc., Greenville, South Carolina -- to become a bank 

holding company through the acquisition of Greenville First Bank, N.A., a de novo 

bank.

- Approved, November 2, 1999 

Richmond

Hartford Financial Corporation, Hartford, Alabama -- to establish City Insurance and 

Financial Services, Inc., and thereby engage de novo in insurance agency activities.

- Approved, November 3, 1999 

Atlanta

Interbancorp, Inc., Duvall, Washington -- to become a bank holding company 

through the acquisition of Inter Bank.

- Approved, October 28, 1999 (AC)

San Francisco

JD Financial Group, Inc., Evanston, Illinois -- to become a bank holding company 

through the acquisition of Pan American Bank, Chicago.

- Approved, November 2, 1999 

Chicago

Larch Bancorporation, Inc., Larchwood, Iowa -- to engage de novo in extending 

credit and servicing loans.

- Approved, November 3, 1999 

Chicago

National Penn Bancshares, Inc., Boyertown, Pennsylvania -- to acquire RBO 

Funding, Inc., McLean, Virginia, and thereby engage in extending credit and 

servicing loans.

- Approved, November 3, 1999 

Philadelphia

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority October 31, 1999 to November 6, 1999

Bank Holding Companies

Northern Plains Investment, Inc., Jamestown, North Dakota -- to increase its interest 

in North Star Holding Company, Inc.

- Approved, November 4, 1999 

Minneapolis

PAB Bankshares, Inc., Valdosta, Georgia -- to acquire Baxley Federal Savings Bank, 

Baxley.

- Approved, November 5, 1999 

Atlanta

Regions Financial Corporation, Birmingham, Alabama -- to merge with Minden 

Bancshares, Inc., Minden, Louisiana, and thereby acquire Minden Bank & Trust 

Company; and to merge with LCB Corporation, Fayetteville, Tennessee, and thereby 

acquire Lincoln County Bank.

- Approved, November 3, 1999 

Atlanta

The Leaders Group, Inc., Oak Brook, Illinois -- to become a bank holding company 

through the acquisition of The Leaders Bank, a de novo bank.

- Returned, November 3, 1999 

Chicago

Bank Mergers

Union Bank/West, Macomb, Illinois -- to acquire the Rushville branch of Associated 

Bank Illinois, National Association, Rockford, and thereby establish a branch at 116 

South Congress, Rushville.

- Approved, November 5, 1999 

Chicago

Capital Stock

Commerce Financial Corporation, Topeka, Kansas -- treasury stock transaction.

- Approved, November 5, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority October 31, 1999 to November 6, 1999

Change In Bank Control

First Sonora Bancshares, Inc., Sonora, Texas -- change in bank control.

- Permitted, November 2, 1999 

Dallas

Holmes County Capital Corporation, Lexington, Mississippi -- change in bank 

control.

- Permitted, November 4, 1999 

St. Louis

PDR Bancshares, Inc., Prairie du Rocher, Illinois -- change in bank control.

- Permitted, November 4, 1999 

St. Louis

Sterling Bank, Mount Laurel, New Jersey -- change in bank control.

- Permitted, November 4, 1999 

Philadelphia

Competitive Factors Reports

American International Bank, Los Angeles, California -- report on competitive 

factors of the proposed merger with East-West Bank, San Marino.

- Submitted, November 4, 1999 

San Francisco

Central Texas Bank, Flatonia, Texas -- report on competitive factors of the proposed 

merger with Central Texas Bank, Gonzales.

- Submitted, November 3, 1999 

Dallas

Eastern Bank, Lynn, Massachusetts -- report on competitive factors of the proposed 

purchase of assets and assumption of liabilities of four branches of Fleet National 

Bank, Providence, Rhode Island.

- Submitted, November 5, 1999 

Boston

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority October 31, 1999 to November 6, 1999

Competitive Factors Reports

Farmers & Mechanics National Bank, Frederick, Maryland -- report on competitive 

factors of the proposed merger with Commercial and Farmers Bank, Ellicott City.

- Submitted, November 1, 1999 

Richmond

First National Bank and Trust Company of Ada, Ada, Oklahoma -- report on 

competitive factors of the proposed merger with The Prague National Bank, Prague.

- Submitted, November 4, 1999 

Kansas City

First National Bank in Manitowoc, Manitowoc, Wisconsin -- report on competitive 

factors of the proposed merger with Dairy State Bank, Plymouth.

- Submitted, November 5, 1999 

Chicago

New First National Bank of Huntsville, Huntsville, Arkansas -- report on competitive 

factors of the proposed merger with First National Bank of Huntsville.

- Submitted, November 3, 1999 

St. Louis

Saratoga National Bank, Saratoga, California -- report on competitive factors of the 

proposed merger with San Jose National Bank, San Jose.

- Submitted, November 5, 1999 

San Francisco

Signal Bank National Association, West St. Paul, Minnesota -- report on competitive 

factors of the proposed merger with Park National Bank, St. Louis Park.

- Submitted, November 5, 1999 

Minneapolis

SunAmerica Trust Company, Englewood, Colorado -- report on competitive factors 

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

Co. 

- Submitted, November 4, 1999 

Kansas City

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority October 31, 1999 to November 6, 1999

Competitive Factors Reports

TCF National Bank Minnesota, Minneapolis, Minnesota -- report on competitive 

factors of the proposed merger with TCF National Bank Illinois, Burr Ridge, Illinois; 

Great Lakes National Bank Michigan, Ann Arbor, Michigan; and TCF National Bank 

Wisconsin, Milwaukee, Wisconsin.

- Submitted, November 5, 1999 

Minneapolis

Extensions Of Time

Comerica Bank, Detroit, Michigan -- extension to May 9, 2000, to establish a branch 

at 4980 Adams Road, Oakland Township.

- Granted, November 3, 1999 

Chicago

Inwood Bancshares, Inc., Dallas, Texas, and Inwood Delaware, Inc., Dover, 

Delaware -- extension to February 12, 2000, to acquire Provident Bank, Dallas.

- Granted, November 2, 1999 

Dallas

Membership

First Community Bank of the Desert, Indian Wells, California -- membership in the 

Federal Reserve System.

- Approved, October 28, 1999 (AC)

San Francisco

(AC) = Addition or Correction Delegated - Page 7 of 7
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, November 6, 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

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, November 6, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banca Intessa S.P.A., Milano, Italy, to establish a branch in New

York, New York, and to establish representative offices in

Chicago, Illinois and San Francisco, California.

Newspaper – N/Avail

FBSEA UBS AG, Zurich, Switzerland, to establish a representative

office in Boston, Massachusetts.

Newspaper – N/Avail

FBSEA Credit Commercial de France, Paris, France, to establish a

representative office in New York, New York.

Newspaper – N/Avail

FBSEA Banco Comercial Portugues, S.A., Porto, Portugal, to establish a

representative office in Miami, Florida.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3(a)(1)/3(a)(3) China Trust Capital A/S, Denmark (“AS”), to form a bank

holding company and acquire direct or indirect control of China

Trust Capital BV, Amsterdam, Netherlands, China Trust

Holdings Corp., New York, New York, and China Trust Bank

(U.S.A.), Torrance, California; and for China Trust Holdings

N.V., Curacao, Netherlands Antilles, to acquire control of AS.*

Newspaper – N/Avail

Fed Reg – 11/26/1999

3(a)(1) Caisse Nationale de Credit Agricola, Paris, France, to become a

bank holding company through its investment in Banco Espirito

Santo e Comercial de Lisboa, S.A., Lisbon, Portugal

(“BESCL”), through BESCL’s acquisition of Espirito Santo

Bank, Miami, Florida.*

Newspaper – 11/15/1999

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) Deutsche Bank AG, Frankfurt, Germany, to engage de novo,

through DB Advisors LLC, New York, New York, an indirect

wholly-owned subsidiary, as a commodity pool operator.

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, November 6, 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

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, November 6, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c)

Branch

Received application on 11/01/1999 from Wesbanco Bank

Wheeling, Wheeling, WV of its intent to merge with Wesbanco

Bank Charleston, Inc., Charleston, WV; Wesbanco Bank

Fairmont, Inc., Fairmont, WV; and Wesbanco Bank

Parkersburg, Inc., Parkersburg, WV and, incident thereto,

establish branches.*

11/30/1999

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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, November 6, 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) Coastal Banking Company, Inc., Beaufort, South Carolina, to

become a bank holding company through the acquisition of

100% of the voting shares of Lowcountry National Bank (in

organization), Beaufort, South Carolina.*

Fed Reg - 11/29/1999

Newspaper - N/A

4(c)(8) First Citizens Bancorporation of South Carolina, Inc., Columbia,

South Carolina, to acquire up to 10% of the voting shares of

Heritage Bancorp, Inc., Laurens, South Carolina.*

Fed Reg - 12/03/1999

Newspaper - N/A

3(a)(1) Heritage Bancshares, Inc., Lucama, North Carolina, to become

a bank holding company through the acquisition of 100% of the

voting shares of The Heritage Bank, Lucama, North Carolina.*

Fed Reg - 12/03/1999

Newspaper - 11/29/1999

3(a)(1) Centra Financial Holdings, Inc., Morgantown, West Virginia,

to become a bank holding company through the acquisition of

100% of the voting shares of Central Bank, Inc. (in

organization), Morgantown, West Virginia.*

Fed Reg - 12/03/1999

Newspaper - 12/03/1999

4(c)(8) First Citizens Bancorporation of South Carolina, Inc., Columbia,

South Carolina, to acquire up to 10% of the voting shares of

Great Pee Dee Bancorp, Inc., Cheraw, South Carolina.*

Fed Reg - 12/03/1999

Newspaper - N/A

3(a)(1) Smith River Bankshares, Inc., Martinsville, Virginia, to become

a bank holding company through the acquisition of 100% of the

voting shares of Smith River Community Bank, N.A. (in

organization), Martinsville, Virginia.*

Fed Reg - N/A

Newspaper - 12/06/1999

*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

2705121 Potomac Bank of Virginia

133 Maple Avenue, East

Vienna, Virginia 22180

08/23/1999 11/03/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, November 6, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Columbia Bank, Tampa, Florida, to merge with Southern

Exchange Bank, Tampa, Florida.

12/01/1999*

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(5) Cumberland Bancorp, Inc., Carthage, Tennessee, to merge with

Bancshares of Dyer, Inc., Dyer, Tennessee, and thereby acquire

its subsidiary, Bank of Dyer, Dyer, Tennessee.

Fed Reg - 12/03/1999*

3(a)(5) GB&T Bancshares, Inc., Gainesville, Georgia, to merge with

UB&T Financial Services Corporation, Rockmart, Georgia, and

thereby acquire United Bank & Trust Company, Rockmart,

Georgia.

Newspaper –11/25/1999*

*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

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

292334 1

st State Bank of Bibb County

Post Office Box 188

W. Blocton, Alabama 35184

07/26/1999 11/03/1999 S X

Section VI – CRA examinations scheduled for N/A Quarter of N/A

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, November 6, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Fifth Third Bank, Indiana

Indianapolis, Indiana

 2101 Stanley Road

 Plainfield, Indiana

Newspaper – 10/25/1999

Branch M&I Bank of Southern Wisconsin

Madison, Wisconsin

 220 N. Century Avenue

 Waunakee, Wisconsin

Newspaper – 11/12/1999

18(c) &

 Branch

Midwest Bank of Western Illinois

Monmouth, Illinois

 Aledo, Illinois, branch of

 Associated Bank Illinois, National Association

 Rockford, Illinois

 and to establish a branch at

 104 Southeast 3 rd Avenue

 Aledo, Illinois

Newspaper – 11/06/1999

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

Type Application

Ending date of

comment period

3(a)(1) NorthStar Bancshares, Inc.*

Estherville, Iowa

 NorthStar Bank

 Estherville, Iowa

Fed Reg – 11/05/1999

Newspaper – 10/31/1999

3(a)(3) Fentura Bancorp, Inc.*

Fenton, Michigan

 Davison State Bank (in organization)

 Davison, Michigan

Fed Reg – 11/29/1999

Newspaper – N/Avail

3(a)(1) The Leaders Group, Inc.*

Oak Brook, Illinois

 The Leaders Bank (in organization)

 Oak Brook, Illinois

Fed Reg – 12/03/1999

Newspaper – 11/24/1999
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Main Street Trust, Inc.*

Champaign, Illinois

 BankIllinois Financial Corporation

 Champaign, Illinois

 BankIllinois

 Champaign, Illinois

 First Decatur Bancshares, Inc.

 Decatur, Illinois

 The First National Bank of Decatur

 Decatur, Illinois

 First Trust Bank of Shelbyville

 Shelbyville, Illinois

Fed Reg – N/Avail

Newspaper – N/Avail

CIC Dysart Bancshares, Inc.

Dysart, Iowa

 By Michael David and Susan Ann Griffin

Fed Reg – 11/24/1999

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

CIC Republic Bancorp Co.

Orland Park, Illinois

 By Terry Halikias

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Main Street Trust, Inc.

Champaign, Illinois

 FirsTech, Inc.

 Decatur, Illinois

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

Type Application

ROS Dysart Bancshares, Inc.

Dysart, Iowa

 To redeem 441,736 shares of stock

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

842143 Mercantile Bank Midwest

431 E. Locust Street

Des Moines, Iowa 50309-1999

(515) 248-7700

05/03/1999 11/01/1999 O X

447342 The First State Bank

101 W. Center

Bourbon, Indiana 46504

(219) 342-2415

07/06/1999 11/02/1999 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, November 6, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by The Farmers & Merchants Bank of Prairie Grove,

Prairie Grove, Arkansas, to relocate its branch office from 196

Main Street, Farmington, Arkansas, to 92 East Main Street,

Farmington, Arkansas.*

11/25/1999

* 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

3(a)(1) Notice by Bob S. Prince Insurance Agency, Inc., McLeansboro,

Illinois, to become a bank holding company through the

retention of 7.12 percent of the voting shares of Market Street

Bancshares, Inc., Mt. Vernon, Illinois. A companion Section

4(c)(8) notice accompanies this notice (previously reported

during the week ending October 30, 1999).*

Newspaper – 11/13/1999

Fed Reg – 11/29/1999

CIC Notice involving Bancshares of Ripley, Ripley, Tennessee, by

Fitzhugh Holdings, Ripley, Tennessee.

Newspaper – 11/20/1999

Fed Reg – 11/24/1999

3(a)(5) Notice by Walden Financial Group, Inc., Pocahontas, Arkansas,

to acquire Rainbow Investment Company, Inc., Tuckerman,

Arkansas.*

Newspaper – N/Avail.

Fed Reg – 12/3/1999

CIC Notice involving Columbia Bancshares, Inc., Columbia,

Kentucky, by Wanda F. Hill, Columbia, Kentucky.

Newspaper – 11/26/1999

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) Notice by Bob S. Prince Insurance Agency, Inc., McLeansboro,

Illinois, to continue to engage in any insurance agency activities

in a small town, pursuant to Section 225.28(b)(11)(iii) of

Regulation Y. A companion Section 3(a)(1) notice accompanies

this notice (previously reported during the week ending October

30, 1999).

11/29/1999

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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, November 6, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First PREMIER Bank, Sioux Falls, South Dakota, to establish a

branch in Sioux Falls, South Dakota.*

11/17/1999

* 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 Zaruba Family Limited Partnership, Wyoming, Minnesota, to

acquire control of Wyoming Bancshares, Inc., Wyoming,

Minnesota.

Fed Reg - 11/24/1999

CIC Patricia Ann Adams to acquire control of Blunt Bank Holding

Company, Blunt, South Dakota.

Fed Reg - 11/24/1999

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

to acquire an additional 24% of the voting shares of Valley

Bancorp, Inc., Phoenix, Arizona, thereby increasing its

ownership interest to 52.67%.*

Fed Reg - 12/3/1999

3(a)(3) Glacier Bancorp, Inc., Kalispell, Montana, for prior approval to

acquire 100% of the voting shares of Mountain West Bank,

Coeur d'Alene, Idaho.*

Fed Reg - 11/26/1999

CIC John M. Morrison Florida Intangible Trust No. 3 dated October

29, 1999, to acquire control of Central Bancshares, Inc., Golden

Valley, Minnesota.

N/Avail -

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

application for deposit facilities.

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

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

767059 Liberty State Bank

St. Paul, Minnesota

6/21/1999 11/1/1999 S X

126955 F&M Bank - Cannon Valley

Dundas, Minnesota

7/26/1999 11/2/1999 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, November 6, 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 David Coffelt, Creighton, Mo; Harlan Limpus, Lake

Winnebago, Mo; Orvel Cooper, Teresa Miller, and Charles

Taylor, all of Harrisonville, Mo, to acquire voting shares of

Citizens Agency, Inc., Haddam, Kansas, and thereby indirectly

acquire Citizens State Bank, Haddam, Kansas.

Newspaper - N/Avail

Fed Reg - 11/24/1999

3(a)(1) Twenty First Century Financial Services Company, Tulsa,

Oklahoma, to become a bank holding company through the

acquisition of Oklahoma National Bank, Tulsa, Oklahoma, a de

novo bank in organization.

Newspaper - N/Avail

Fed Reg - 11/19/1999

3(a)(5) First Ada Bancshares, Ada, Oklahoma, to merge with Prague

Bancorp, Inc., Prague, Oklahoma, and thereby indirectly acquire

Prague National Bank, Prague, Oklahoma.

Newspaper - 12/05/1999

Fed Reg - 11/29/1999

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

4(c)(8) Twenty-First Century Financial Services Company, Tulsa,

Oklahoma, to acquire Twenty-First Century Building Company,

Tulsa, Oklahoma, and thereby indirectly engage in leasing

activities.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, November 6, 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) Ruff Partners, Ltd., Longview, TX, to acquire

The First State Bank of Hallsville, Hallsville, TX*

(previously reported the week ending October 30, 1999)

Fed Reg – 11/29/1999

Newspaper – 11/27/1999

3(a)(1) Praesidium Capital Corporation, Purchase, NY, to acquire

First National Bank, Uvalde, TX*

Fed Reg – 12/03/1999

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, November 6, 1999

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) First Security Bank of Nevada, to merge with Nevada State

Bank, both of Las Vegas, Nevada. *

Newspaper - 01/01/2000

Branch Business Bank of Nevada, Las Vegas, Nevada, to establish a

branch office at 3476 Executive Pointe Way, Carson City,

Nevada. *

Newspaper - 11/18/1999

* 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

3(a)(3) Wells Fargo & Company, San Francisco, California, to acquire

First Place Financial Corporation, Farmington, New Mexico. *

Newspaper - 12/01/1999

Fed Reg - 12/06/1999

3(a)(3) Wells Fargo & Company, San Francisco, California, to acquire

Prime Bancshares, Houston, Texas. *

Newspaper - 12/05/1999

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

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

738367 Bank of Orange County

10101 Slater Avenue

P.O. Box 8707

Fountain Valley, CA 92728-8707

(714) 964-6607

06/14/1999 10/19/1999 S X

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

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

for errors or omissions.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None