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

Ending date of
Type Application comment period

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

614313 The State Bank and Trust Company 3/24/97 TNA4/97 Satisfactory
P.O. Box 6287

Defiance, OH 43512

$13920 The Marblehead Bank S/S/9T WAVIT Satisfactory
709 West Main Street
Marblehead, OH 43440

Footnotes


David L. and Nancy A. Spehar, Kansas City, Kansas, August 5, 1997
for prior approval to acquire 11.3 percent the voting

shares of First Community Bancshares, Inc., Kansas

City, Kansas, and thereby indirectly acquire First

Community Bank, Kansas City, Kansas.

Commerce Bancshares, Inc., Kansas City, Missouri, August 8, 1997
for prior approval to acquire 100 percent of the voting

shares of CNB Bancorp, Inc., Independence, Kansas,

and thereby indirectly acquire Citizens National Bank,

Independence, Kansas.

CBE-Kansas, Inc., Kansas City, Missouri, for prior August 8, 1997
approval to merge with CNB Bancorp, Inc.,

Independence, Kansas, and thereby indirectly acquire

Citizens National Bank, Independence, Kansas.

TI Ii - APPLICA’ TT a TI
APPLICATION COMMENT PERIOD ENDING DATE
None.
1m - APPLICA’ Tt T RAL TER Ni
R PAP’
APPLICATION

Rawlins Bancshares, Inc., Atwood, Kansas, for prior
approval to redeem 58 shares of its own voting
common stock.



RESERVE BANK APPLICATIONS BULLETIN For week ending July 18, 1997

= ED

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



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 7/18/97
Section I - lications Subj N Jotice Onl
Jicati C Period Ending D:
The Bank of Casa Grande Valley, Casa Grande, Newspaper: 8/09/97
Arizona, establish a branch office at 161 East Oak
Street, Globe, Arizona. *
Section II - Applications Subject to Both
Newspaper and Federal Register Notice
Robert Wayne St. Yves, Prineville, Oregon, to Newspaper: Not available
increase his ownership up to 10.99 percent of
Prineville Bancorporaiton, Prineville, Oregon. * Fed. Reg.: 8/05/97
Richard A. Lagomarsino, Robert J. Lagomarsino, Newspaper: Not available
and Catherine A. Wood, Ventura, California, to
retain owership of 19.06 percent of Americorp, Fed. Reg.: 8/06/97
Ventura, California, *
= 1 F
None
at = at
or Newspaper Notice
None

* Subject to CRA.



FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

SECTION I_- APPLICATIONS SUBJECT TO
NEWSPAPER NOTICE ONLY
i . iod i

NONE

NONE .
T = T
FEDERAL REGISTER NOTICE ONLY
Application Comment Period Ending Date
NONE

Ws R NOT
li .
NONE
SECTION V_- AVAILABILITY OF CRA PUBLIC EVALUATIONS
Institution Examination Date Rating**

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; "Ss" - Satisfactory; "N" - Needs to
Improve; "SN" - Substantial Noncompliance



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Wenig, Fred and Lincoln Bancshares, Inc., CIBC. Kansas City July 16, 1997
Rayma, Lincoln, MO Lincoln,

MO, and The Farmers Bank

of

Lincoln, Lincoln, MO
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
Young, Susan Aileen, C.S.B. Co., Cozad, NE, and = CIBC. Kansas City August 5, 1997
Chicago, IL Cozad State bank & Trust

Company, Cozad, NE, and

First National Bank of

Chadron, Chardron, NE
Zions Bancorporation, Tri-State Bank, 3 San Francisco June 6, 1997

Salt Lake City, UT

Montpelier, ID



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank End of comment period
Davis Bancorporation, Century Acquisition 3 Kansas City July 21, 1997
Inc., Davis, OK; First Corporation,
Centralia Bancshares, Hurst, TX, and City
Inc., National Bank,
Centralia, KS; Morrill Kilgore, TX
Bancshares,
Inc., Sabetha, KS; and
Onaga
Bancshares, Inc.,
Overland Park, KS
Dean Financial The First National 3 Minneapolis August 15, 1997
Services, Inc., St. Paul, Corporation of Aitkin, Inc.,
MN & 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
Deposit Guaranty Corp., CSF Acquisition Corp., 4 Atlanta July 3, 1997
Jackson, MS Jackson,
MS; CitiSave Financial
Corporation, Baton
Rouge, LA; Citizens
Savings Association, F.A.,
Baton Rouge, LA operating
a savings association (b)(4)
Deutsche Bank, AG Ganis Credit Corporation, 4 New York May 12, 1997
(Main) Newport Beach, CA,
Federal Republic of lending (b)(1)
Germany
ECSB Holding American National 3 Atlanta June 27, 1997
Company, Inc., Financial Corporation,
Fort Walton Beach, FL Panama City, FL and
First National Bank
Northwest Florida,
Panama City, FL
Edison Bancshares, Fort Edison 3 Atlanta August 1, 1997

Myers, FL

National Bank (in
organization), Fort Myers,
FL



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Cooperative Centrale Financial advisor (b)(1) & 4 New York June 17, 1997
Raiffeisen- (2)
Boerenleenbank,
B.A., Rabobank
Nederland, Utrecht,
Netherlands; and
Smith Graham & Co.
Asset Managers L.P.,
Houston, TX
Cooperative Centrale Smith Graham & Co. Asset 4 New York July 10, 1997
Raiffeisen- Managers L.P., Houston,
Boerenleenbank, TX, & SGR Global
B.A.(1), Rabobank Advisers, Houston, TX, &
Nederland, Utrecht, The Robeco Institutional Asset
Netherlands Management US, Inc.,
CONTINUED Houston, TX, & AEA
Global Advisors LLC, New
York, NY, & Robeco
Group, N.V., Rotterdam
CONTINUED
Cooperative Centrale Smith Graham & Co. Asset 4 New York July 10, 1997
Raiffeisen- Managers L.P., and SGR
Boerenleenbank, Global Advisors, and
B.A.(2), Rabobank Robeco Institutional Asset
Nederland, Utrecht, The Management US, Inc., and
Netherlands AEA Global Advisors,
CONTINUED LLC, and Smith Graham &
Co. Asset Managers L.P.,
and SGR Global Advisers,
CONTINUED
Cooperative Centrale Robeco Institutional Asset 4 New York July 10, 1997
Raiffeisen- Management US, Inc., and
Boerenleenbank, AEA Global Advisors LLC,
B.A.(3), Rabobank in investment (b)(6), as a
Nederland, Utrecht, the general partner to and
Netherlands providing administrative
CONTINUED services to investment
partnerships, including
placing interests in such
partnerships, CONTINUED
Cooperative Centrale in acting as a commodity 4 New York July 10, 1997

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

pool operator, and in
providing administrative
services to open-end
investment companies



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

Greer, Elmo,
East Bernstadt, KY

Harris Financial MHC,
Harrisburg, PA

Hibernia Corporation,
New Orleans, LA

Hibernia Corporation,
New Orleans, LA

Hometown Independent
Bancorp, Inc., Morton,
IL

Horizon Bancorp, Inc.,
Beckley, WV

Huntington Bancshares
Incorporated(1),
Columbus, OH
CONTINUED

Cumberland Valley
Financial Company,
London, KY

Harris Financial Inc.,
Harrisburg, PA;
Harris Savings Bank,
Harrisburg, PA

Unicorp Bancshares-Texas
Inc., Orange, TX, and
OrangeBank, Orange, TX

Executive Bancshares, Inc.,
Paris, TX, and First
National Bank of Paris,
Paris, TX, and Collin
County National Bank,
McKinney, TX

Morton Community Bank,
Morton,
IL

Beckley Bancorp, Inc.,
Beckley, WV, and

Beckley Federal Savings
Bank, Beckley,

WV operating a savings and
Joan

association (b)(4)

First Michigan
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, MJ;
FMB-Lumberman’s Bank,
Muskegon, MI;
CONTINUED

CIBC Cleveland May 23, 1997
3 Philadelphia March 27, 1997
3 Atlanta August 11, 1997
3 Atlanta June 14, 1997
3 Chicago August 15, 1997
4 Richmond August 14, 1997
3 and 4 Cleveland July 18, 1997

End of comment period


Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Lloyds TSB Group IAI Holdings Inc., 4 New York March 26, 1997
PLC, and Lloyds Bank Investment Advisers, Inc.,
PLC, Minneapolis, MN, trust
both of London, England _ services (b)(3); investment
advisory services (b)(4);
full-service brokerage
(b)(15); foreign exchange
execution & advisory
services, and other advisory
& administrative services
Maries County Bancorp, Progress Bancshares, Inc., 3 St. Louis August 15, 1997
Inc., Vienna, MO Sullivan, MO, and Progress
Bank of Sullivan, Sullivan,
MO, a de novo bank
Marshall & Ilsey Security Capital 3 Chicago May 5, 1997
Corporation, Corporation,
Milwaukee, WI Milwaukee, WI,
Security Bank, S.S.B.,
Milwaukee, WI
Maypearl Bancshares, First State Bank, Maypearl, 3 Dallas August 7, 1997
Inc., Maypearl, TX, and TX
Maypearl Holdings,
Inc., Wilmington, DE
McGlasson, Harold Tri-Parish Bancshares, Ltd, CIBC Atlanta August 1, 1997
Edwin, McGlasson, Eunice, LA, and Tri-Parish
Karen Jane Veilon, Bank, Eunice, LA
and Voorhies & Labbe
Profit Sharing Plan, all
of Lafayette,
LA
Middleburg Bancorp, Lincoln Federal Savings 4 St. Louis July 24, 1997
Inc., Middleburg, KY Bank, Liberty, KY in the
operation of a federal
savings bank (b)(4)
Moody Bancshares, The Bank of Galveston, 3 Dallas June 30, 1997
Inc,, Galveston, TX, and NA.,
Moody Bank Holding Galveston, TX
Company, Reno, NV
Moyer, George H., Jr., Madison Bancshares, Inc., CIBC Kansas City June 26, 1997

Madison, NE, and
Moyer, Jon M.,
Madison, NE

Madison, NE, and The
Bank of Madison, Madison,
NE



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Caisse Nationale de Credit Agricole Indosuez, 4 Chicago July 25, 1997
Credit Agricole Paris, Paris, France, and Indosuez
France Investment Management

Services, Inc.,

Menlo Park, CA investment

management and advisory

services (b)(6)
Central IHinois Bancorp, First Ozaukee Capital 3 Chicago June 26, 1997
Sidney, IL Corporation,

Cedarburg, WI, and

First Ozaukee Savings

Bank,

Cedarburg, WI
Century Acquisition Century Capital Financial, 3 Kansas City July 21, 1997
Corporation, Hurst, TX Inc., Kilgore, TX,

and Century Capital

Financial, Inc.,

Kilgore, TX, and City

National Bank, Kilgore, TX
Century Bancorp, MHC, Century Savings Bank, 3 Philadelphia May 1, 1997
Bridgeton, NJ; Bridgeton, NJ
and Century Bancorp,
Inc.,
Bridgeton, NJ
Century South Banks, Bank Corporation of 3 Atlanta July 18, 1997
Inc., Dahlonega, GA Georgia, Macon, GA, and

First South Banks, N.A.,

Macon,

GA, and AmeriBank, N.A.,

Savannah, GA
Chaparral Bancshares, Van Alstyne Financial 3 Dallas August 8, 1997
Inc., Richardson, TX, Corporation, Van Alstyne,
and TX, and First National
Chaparral Delaware Bank of Van Alstyne, Van
Bancshares, Inc., Dover, Alstyne, TX
DE
Citizens Bancshares John Birchfield and Debbie 4 Kansas City July 30, 1997
Company, Chillicothe, Keele, the purchase and
MO servicing of

accounts receivable (b)(1)



Fed ak f Atlant:

Applications Bulletin for Week Ending July 18, 1997

ction 1 - Applications ject to Newspaper Notice Onl
Application Comment Period Ending Date
Colonial Bank 07-31-97*

Montgomery, Alabama
To establish a branch located at 5441 Highway 90 West, Mobile, Alabama.

Colonial Bank 07-31-97*
Montgomery, Alabama
To establish a branch located at 3379 Peachtree Road, Atlanta, Georgia.

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

Application Comment Period Ending Date
Barnett Banks, Inc. Not yet available*

Jacksonville, Florida

To acquire First American Bank-Florida, FSB, Tampa, Florida, and thereby engage in owning,
controlling, and 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.

Big Lake Financial Corporation Not yet available*
Okeechobee, Florida

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

ection 3 - Applications Subject to Federal Register Onl

None.

Section 4 - Applications Not Subject to

‘ederal ‘ister Notice or Ni ai loti
Application

None.

*Subject to the provisions of the Community Reinvestment Act.



SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS
Identification of Ratings

In connection with the assessment of each insured depository iastitution's CRA performance, a
tating 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
neighbochoods, in 2 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 mamner 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.

CRA Public CRA
Bank/Location RSSD# Exam Date —Date__ —Rating
Premier Bank 36858 4-28-97 7-17-97 Satisfactory
15301 West 87th Street Parkway
Lenexa, Kansas 66219
The Farmers Bank of 742355 4-21-97 7-17-97 Satisfactory
Lincoln
P.O. Box 250

Lincoln, Missouri 75338-0250

*Application is subject to CRA.



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

Union Planters
Corporation(1),
Memphis, TN
CONTINUED

Union Planters
Corporation(2),
Memphis, TN
CONTINUED

United Bankshares, Inc.,
Charleston, WV

United Community
Banks Inc., Blairsville,
GA

Valcourt, Jeffery T.,
Arlington, VA

Wachovia Corporation,
Winston-Salem, NC

Waterman, Charles E.
Frankfort, [L

Magna Bancorp, Inc., 4
Hattiesburg, MS, &
Magnolia Federal Bank for
Savings, Hattiesburg, MS
indirectly

acquiring a federal savings
bank (b)(4); & Magna
Mortgage Co., Hattiesburg,
MS originating & servicing
mortgage loans (b)(1)
CONTINUED

& in providing real estate 4
appraisal & inspection
services (b)(2)

First Patriot Bankshares 3
Corporation,

Reston, VA, and

Patriot National Bank,

Reston, VA

First Clayton Bancshares, 3
Inc., Clayton, GA, and

First Clayton Bank and

Trust Company,

Clayton, GA

United Financial Banking CIBC

Companies, Inc.,
Vienna, VA, and
The Business Bank,
Vienna, VA

Jefferson National Bank, 3
Charlottesville, VA and
Jefferson National Bank,
Charlottesville, VA

South Holland Bancorp, CIBC

Inc., South Holland, IL, and
South Holland Trust &
Savings Bank, South
Holland, IL

St. Louis

St. Louis

Richmond

Atlanta

Atlanta

Richmond

Chicago

August 15, 1997

August 15, 1997

June 16, 1997

August 8, 1997

June 5, 1997

August 18, 1997

July 10, 1997



H2 Page 3
July 13, 1997 to July 19, 1997

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

St. Louis

Enterbank Holdings, Inc., Clayton, Missouri -- to acquire shares of City Bancorp,
Springfield, Missouri, and The Bank, a proposed de novo bank.
- Approved, July 17, 1997

Chicago

FBA Bancorp, Inc., Chicago, Illinois -- to acquire First Bank of the Americas, S.S.B.
- Approved, July 15, 1997

Minneapolis
First Bank System, Inc., Minneapolis, Minnesota -- to acquire First Bank National

Association, ND, Fargo, North Dakota.
- Approved, July 14, 1997

St. Louis

First ElDorado Bancshares, Inc., ElDorado, Illinois -- to acquire Dana Bancorp, Inc.,
Dana, Indiana, and First National Bank of Dana.
- Approved, July 15, 1997

Dallas

First Marshall Bancshares, Inc., Marshall, Texas -- to acquire First Marshall
Delaware Bancshares, Inc., Dover, Delaware; First Marshall Corporation, Marshall,
Texas; and East Texas National Bank, Marshall.

- Approved, July 16, 1997

Dallas

First Marshall Delaware Bancshares, Inc., Dover, Delaware -- to acquire First
Marshall Corporation, Marshall, Texas, and East Texas National Bank, Marshall.
- Approved, July 16, 1997

General Counsel

Fleet Financial Group, Inc., Providence, Rhode Island -- request for relief from
commitment to divest its ownership interest in Savings Bank Life Insurance
Corporation.

- Granted, July 16, 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: 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)

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)



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, 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 63102-2034

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

a 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


Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

First Financial
Caribbean Corporation,
San Juan, Puerto Rico

Gold Banc Corporation,
Inc., Leawood, KS

Hatch, Gordon M.,
Portales, NM

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

KeyCorp(1), Cleveland,
OH
CONTINUED

KeyCorp(2), Cleveland,
OH
CONTINUED

Premier Financial
Bancorp, Inc.,
Georgetown,

KY

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

Mortgage Corporation,

Hato Rey, Puerto Rico

making, acquiring, or

servicing mortgage loans

(1)

Farmers Bancshares of 3
Oberlin, Inc., Oberlin, KS,

and Farmers National Bank,
Oberlin, KS

Portales National CIBC
Bancshares, Inc., Portales,

NM, and Portales National

Bank, Portales, NM

JBC Bancshares, Inc., CIBC
Jasper, GA

Key Capital Markets, Inc., 4
Cleveland, OH, in

underwriting & dealing in,

toa 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 4
(1989); financial &

investment advisory

activities (b)(6); agency
transactional services for
customer investments

(b)(7); and investment
transactions as principal

(b)(8)

The Sabina Bank, Sabina, 3
OH

New York

Kansas City

Dallas

Atlanta

Cleveland

Cleveland

Cleveland

August 18, 1997

August 21, 1997

August 8, 1997

August 12, 1997

August 11, 1997

August 11, 1997

August 21, 1997



RESERVE BANK APPLICATIONS BULLETIN

For week ending July 18, 1997

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE

Application

None.

Applicati

Notification pursuant to Section 5(b) of the Bank
Service Corporation Act by First National Bank,
Searcy, Arkansas, and First Bank of Arkansas,
Jonesboro, Arkansas (both subsidiaries of First
Commercial Corporation, Little Rock, Arkansas),
to invest in a bank service corporation, The Bank
Card Center, Inc., Norman, Oklahoma.

N/A



Federal Reserve Bank of Richmond

Triangle Bank, Raleigh, North Carolina,

to establish a branch inside the Winn

Dixie Store at Clayton Crossing, 11407

U.S. Highway 70 West, Clayton, North

Carolina.* 8-8-97

F & M Bank-Winchester, Winchester,

Virginia, to establish a drive-thru

branch facility at 8 West Market

Street, Leesburg, Virginia.* 8-16-97

Application Comment Period Ending Date

People's Community Capital Corporation,

Aiken, South Carolina, to become a bank

holding company through the acquisition

of 100% of the voting shares of People's

Community Bank of South Carolina, Aiken,

South Carolina, in organization. 8-14-97**

BB&T Financial Corporation, Winston-

Salem, North Carolina, to acquire

Virginia First Financial Corporation,

Petersburg, Virginia, and its subsidiary,

First Federal Savings Bank, F.S.B.,

Petersburg, Virginia. 8-15-97

Crestar Financial Corporation, Richmond,

Virginia, to acquire American National

Bancorp, Inc., Baltimore, Maryland, and

its subsidiary, American National Savings

Bank, F.S.B., Baltimore, Maryland. 8-17-97**

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



Federal Reserve Bank of Chicago
Section L - Applications Subi N
Notice Only
Comment Period
T licati Ending D
Merger & Branch UnionBank NP - 7-25-97
Streator, Illinois
UnionBank/Sandwich

Sandwich, Illinois

and to establish a branch at
Route 34 and Center Street
Plano, Illinois

Merger & Branch _Tiskilwa State Bank NP - 7-25-97
Tiskilwa, Illinois

Tampico National Bank
Tampico, Illinois
First National Bank of Manlius
Maniius, Illinois
and to establish branches at
601 S. Main Street
Princeton, Illinois
1839 N. Main Street
Princeton, Illinois

Branch F & M Bank-Northeast NP - 7-28-97
Pulaski, Wisconsin
1926 & 1934 Dickinson Road
DePere, Wisconsin

Branch First American Bank NP - 8-7-97
Carpentersville, Illinois
Northeast corner of intersection of Roosevelt Road (Route 38)
and Bakerhill Road
Glen Ellyn, Illinois


Federal Reserve Bank of Richmond

; labil 1

Week ending July 18, 1997

Fini £ 5

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
1229228 The Marathon Bank

4095 Valley Pike

Stephens City, Virginia 22602 5-5-97 Outstanding
858528 The Bank of Marion

102 West Main Street
Marion, Virginia 24354-2599 5-12-97 Satisfactory



RESERVE BANK APPLICATIONS BULLETIN For week ending July 18, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

SECTION V - AVAILABILITY OF CRA PUBLIC DISCLOSURES
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, ina
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
97neighborhoods, 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.

ank RSSD Name of Bank Examination | Examination
Number Bank Address Date Rating

po

None



FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER.
NOTICE ONLY

First Sterling Bank, Devon, Pennsylvania to merge with Prime Bank, a savings bank,
Philadelphia, Pennsylvania, pursuant to Section 5(d)(3) of the Federal Deposit Insurance Act.

Newspaper comment period expires: N/Avail

Madison Bank, Blue Bell, Pennsylvania to establish a branch office at 100 Main Street,
Lansdale, Pennsylvania, pursuant to Section 9 of the Federal Reserve Act.

Newspaper comment period expires: 08/02/97
- Te P,
-AND FEDERAL REGISTER NOTICE
NONE
TI =
REGISTER NOTICE ONLY
Keystone Financial, Inc., Harrisburg, Pennsylvania to engage in employee benefits counseling

services, pursuant to Section 4(c)(8) of the Bank Holding Company Act and Section
225.28(b)(9)(ii) of Regulation Y.

Federal Register cmt. period expires: 07/29/97

- D FED)
REGISTER NOTICE OR NEWSPAPER

NONE



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 July 18, 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(j)), 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 oflaw Reserve Bank End of comment period
BCB Bancorp, Inc., Heartland Data Center, Inc., 4 Minneapolis August 11, 1997
Chippewa Falls, WI Cameron, WI providing

data processing services to

local, nonaffiliated financial

institutions (b)(14)
Big Lake Financial CNB Financial Corporation, 3 Atlanta August 18, 1997
Corporation, Clewiston, FL, and
Okeechobee, FL Clewiston National Bank,

Clewiston, FL
Bloomberg, John Isaac, Draper BanCorp, Draper, CIBC San Francisco August 12, 1997
Park City, UT UT and Draper Bank &

Trust, Draper, UT
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 Western

Oklahoma, Elk City, OK



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Industrial Bank of Aubrey G. Lanston & Co., 4 New York May 12, 1997
Japan, Ltd., Inc.,
Tokyo, Japan New York, NY, securities
activities (b)(7); data
processing (b)(14);
financial & investment
activities (b)(6); and
underwriting (b)(8)
Intra Financial Peoples Bancorp of 3 Kansas City June 20, 1997
Corporation, Belleville, Inc.,
Clyde, KS Belleville, KS, and
Peoples Bank of Belleville,
Belleville, KS
J&L Holdings Limited American National 3 Kansas City July 18, 1997
Partnership, and Creighton
Plainview Company, Creighton, NE
Holding Company, both
of Pilger, NE
Jackson Boulevard Damen Financial CIBC Chicago August 1, 1997
Fund, Ltd., Chicago, 1L Corporation, Schaumburg,
IL, Damen National Bank,
Schaumburg, IL.
Kazi, Zubair and Khatija, | Greater Pacific Bancshares, CIBC San Francisco May 5, 1997
Studio City, CA; Whittier, CA;
and Abdul-Rahman, Bank of Whittier, N.A.,
Yahia and Magda, Whittier, CA
Pasadena, CA
Kazi, Zubair and Khatija, | Kentucky Home Bank, 3 San Francisco April 17, 1997
Studio City, CA; Bardstown, KY
and Yahia and Magda
Abdul-Rahman,
Pasadena, CA
KeyCorp(1), Cleveland, Key Capital Markets, Inc., 4 Cleveland August 1, 1997

OH
CONTINUED

Cleveland, OH underwriting
& dealing in all types of
debt and equity securities
(other

than ownership interests in
open-end investment
companies) J.P. Moran &
Co., Inc., The Chase
Manhattan Corp.,
CONTINUED



H2 Page 8
July 13, 1997 to July 19, 1997

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

Minneapolis
Margette Bank of South Dakota, N.A., Sioux Falls, South Dakota -- report on
competitive factors of the proposed merger with four banks in South Dakota.
- Approved, July 18, 1997

St. Louis

Mercantile Bank National Association, Hartford, Illinois -- report on competitive
factors of the proposed merger with Mercantile Bank of Illinois, Alton; and Mark
Twain Illinois Bank, Belleville, Illinois.

- Submitted, July 17, 1997

Cleveland

Northwest Savings Bank, Warren, Pennsylvania -- report on competitive factors of
the proposed purchase of certain assets and assumption of certain liabilities of the
Oil City branch of First Western Bank, F.S.B., Sharon, Pennsylvania.

- Submitted, July 18, 1997

Cleveland

Osgood State Bank, Osgood, Ohio -- report on competitive factors of the proposed
merger with OSB Interim Bank.
- Submitted, July 18, 1997

Cleveland

Progressive Bank, N.A. - Bellaire, Bellaire, Ohio -- report on competitive factors of
the proposed merger with Progressive Bank, N.A., Wheeling, West Virginia.
- Submitted, July 18, 1997

St. Louis

Republic National Bank of Dana, Dana, Indiana -- report on competitive factors of
the proposed merger with The First National Bank of Dana, Dana, Indiana.
- Submitted, July 17, 1997

Chicago
State Farm Mutual Automobile Insurance Company, Bloomington, Illinois -- report
on competitive factors of the proposed acquisition of the assets and assumption of
the liabilities of State Farm Financial Services, F.S.B.
- Submitted, July 14, 1997



Federal Reserve Bank of Chicago

Section V - Availability of CRA Public Evaluations
cont’d

BANK NAME/LOCATION EXAMINATION DATE RATINGS

LaSalle State Bank 3/17/97
654 1st Street

P.O. Box 462

LaSalle, Illinois 61301-0462

(815) 223-8800

RSSD # 956134

Farmers State Bank of Breckenridge 3/25/97
316 East Saginaw Street

P.O. Box 186

Breckenridge, Michigan 48615-0186

(517) 842-3191

RSSD # 691145

Ss



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

Peoples Community Farmers Bank of Malone, 3 Atlanta July 14, 1997
Bancshares, Inc., Malone, FL

Colquitt,

GA

Peoples-Marion The Peoples Bank, 3 St. Louis June 12, 1997
Bancorp, Inc., Marion, KY

Marion, KY

PHS Bancorp, M.H.C., Peoples Home Savings 3 Cleveland May 1, 1997
Beaver Falls, PA Bank,

Beaver Falls, PA

Pioneer Bancshares, Pioneer Bank, F.S.B., 4 Atlanta July 25, 1997
Inc., Chattanooga, TN Chattanooga, TN operating
a savings

association (b)(4)

Pioneer Bancshares, Pioneer Bancshares, Inc., 3 Kansas City July 18, 1997
Inc., ESOP, Ponca City, Ponca City, OK, and Bank
OK & Trust, Ponca City, OK;

Bancshares of Nichols
Hills, Inc., Oklahoma City,
OK; and Bank of Nichols
Hills, Oklahoma City, OK

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

Porter, John D., Jr., Mount Hope Bancshares, CIBC Kansas City July 15, 1997
Mount Hope, KS, and Inc., Mount Hope, KS, and

Hill, Nancy L., Burrton, First National Bank of

KS Mount Hope, Mount Hope,

KS



Applicant or notificant

Acquiree or activity Section of law

Reserve Bank

End of comment period

Santa Barbara Bancorp,
Santa Barbara, CA

Security Bancshares,
Inc.,
Scott City, KS

Security State
Corporation,
Centralia, WA.

Sephar, David L.,
Kansas City, KS

Southwestern
Bancshares, Inc.,
Oklahoma City,
OK

Spehar, David L. &
Nancy A., Kansas City,
KS

St. Yves, Robert W.,
Prineville, OR

Sterling Bancshares,
Inc., Houston, TX

Citizens State 3
Bank of Santa Paula, Santa
Paula, CA

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

Southwestern Bank & Trust 3
Company, Oklahoma City,
OK

First Community CIBC
Bancshares, Inc., Kansas

City, KS, and First

Community Bank, Kansas

City, KS

Prineville Bancorporation, CIBC
Prineville, OR and

Community First Bank,

Prineville OR (formerly the

Prineville Bank)

First Houston Bancshares, 3
Houston, TX, and Houston
National Bank, Houston, TX

San Francisco

Kansas City

San Francisco

Kansas City

Kansas City

Kansas City

San Francisco

Dallas

July 25, 1997

June 20, 1997

June 9, 1997

July 25, 1997

August 11, 1997

August 5, 1997

August 5, 1997

July 21, 1997



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

Stockmens Financial
Corporation, Rushville,
NE

Swiss Bank
Corporation, Basel,
Switzerland

The Bank of Mulberry
Employee Stock
Ownership

Trust,

Mulberry, AR

The Commercial
Bancorp, Inc., Ormond
Beach,

FL

The Union Illinois 1995
Investment Limited
Partnership, Swansea,
IL

TNB Bancorporation,
Inc., Brenham, TX, and
TNB

Bancorporation of
Delaware, Inc.,
Wilmington, DE

Triangle Bancorp, Inc.,
Raleigh, NC

BankWest
(ade novo bank), Castle
Rock, CO

Dillon, Read Holding, Inc.,
New York, NY, investment
advisory lending (b)(6);
futures commission
merchant (b)(7); brokerage
activities (b)(7);
underwriting

ACME Holding
Company, Inc.,
Mulberry, AR, and
The Bank of Mulberry,
Mulberry, AR

Commercial Bank of
Volusia
County, Ormond Beach, FL

Union Illinois Company,
Swansea, IL, and Union
Bank of Illinois, Swansea,
IL, and State Bank of
Jerseyville, Jerseyville, IL

Texas National Bank,
Brenham, TX

Bank of Mecklenburg,
Charlotte, NC

Kansas City

New York

St. Louis

Atlanta

St. Louis

Dallas

Richmond

July 25, 1997

June 27, 1997

June 23, 1997

August 15, 1997

July 7, 1997

July 29, 1997

August 1, 1997



Type
3¢a)()

3d)

4©)(8)

Federal Reserve Bank of Chicago

tion II - Hi

Register Noti -d

wos

First State Bancshares, Inc.*
Ida Grove, Iowa

First State Bank

Ida Grove, Iowa

Hometown Independent Bancorp, Inc.*
Morton, Illinois

Morton Community Bank

Morton, Illinois

Associated Banc-Corp
Green Bay, Wisconsin
First Financial Corporation
Stevens Point, Wisconsin
First Financial Bank, FSB
Stevens Point, Wisconsin
Appraisals Services, Inc.
Milwaukee, Wisconsin
First Financial Card Services Bank, N.A.
Stevens Point, Wisconsin

Comment Period

Ending Date

FR - 8-15-97
NP - **

FR - 8-15-97
NP - **

FR - 8-5-97
NP - 7-16-97


H.2 Page 5

July 13, 1997 to July 19, 1997

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

St. Louis
St. Clair Bancshares, Inc., St. Clair, Missouri -- to acquire Farmers and Merchants

Bank of St. Clair.
- Approved, July 18, 1997

St. Louis
Union Illinois 1995 Investment Limited Partnership, Swansea, Illinois -- to acquire
shares of Union Illinois Company.
- Approved, July 14, 1997

New York
United Roosevelt, MHC, Carteret, New Jersey, and United Roosevelt Bancorp -- to
acquire United Roosevelt Savings Bank.
- Approved, July 18, 1997

BANK MERGERS

Minneapolis
New North Shore Bank, Duluth, Minnesota -- to merge with North Shore Bank of

Commerce.
- Approved, July 17, 1997

Kansas City
Security Bank, Denver, Colorado -- to merge with Professional Bank and establish

additional branches.
- Approved, July 16, 1997

BANKS, STATE MEMBER

Director, BS&R
First Bank, Strasburg, Virginia -- registration as transfer agent.
- Withdrawn, July 16, 1997

Director, BS&R
First Banking Center-Burlington, Burlington, Wisconsin -- transfer agent
registration.
- Approved, July 14, 1997



2 Page 4
July 13, 1997 to July 19, 1997

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

Atlanta

Hibernia Corporation, New Orleans, Louisiana -- to merge with Executive
Bancshares, Inc., Paris, Texas, and acquire First National Bank of Paris, Texas, and
Collin County National Bank, McKinney, Texas.

- Approved, July 17, 1997

St. Louis
Holly Springs Bancshares, Inc., Holly Springs, Mississippi -- to acquire Bank of
Holly Springs.
- Approved, July 15, 1997

Secretary

Lauritzen Corporation, Omaha, Nebraska -- to acquire shares of First National of
Nebraska, Inc., Omaha, Nebraska.
~ Approved, July 17, 1997

New York

MSB Mutual Holding Company, Wall Township, New Jersey, and MSB Financial,
Inc. -- to acquire Manasquan Savings Bank.
~ Approved, July 18, 1997

Minneapolis

Norwest Corporation, Minneapolis, Minnesota; Norwest Financial Services, Inc. and
Norwest Financial, Inc., both of Des Moines, Iowa -- to acquire Tennessee Credit
Corporation, Murfreesboro, Tennessee, and First City Life Insurance Company.

- Approved, July 17, 1997

Cleveland

OSB Bancorp, Inc., Osgood, Ohio -- to acquire The Osgood State Bank.
- Approved, July 15, 1997

Director, BS&R

PNC Bank Corp., Pittsburgh, Pennsylvania -- request for relief from a commitment
concerning the operation of certain private investment limited partnerships.
- Granted, July 15, 1997



District
Federal Reserve Bank of Cleveland
Applications and notifications filed during the week of 7/19/97

Section I - Applications subject to newspaper notice only

Ending date of
Type Application comment period
18C Received notice from Citizens Commercial Bank & Trust *8/19/97
9 Company, Celina, OH, on July 18, 1997, to merge with
Van Wert National Bank, Van Wert, OH, and to establish
branches.
Footnotes

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

Ending date of
Type Application comment period
NONE
Footnotes
Section III - Applications subject to Federal Register notice only
Ending date of
Type Application comment period
NONE
Footnotes
Section IV - Applications not subject to Federal Register or newspaper notice
Ending date of
Type Application comment period

4C8 Received notice from Mellon Bancorp, Pittsburgh, PA, on July
18, 1997, of its intent to acquire a 20% interest in Money
Station, Inc.

Footnotes



H.2 Page 7
July 13, 1997 to July 19, 1997

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

Minneapolis
Citizens Interim Independent Bank, St. Louis Park, Minnesota -- report on

competitive factors of the proposed merger with Citizens Independent Bank.
- Submitted, July 18, 1997

Chicago
Farmers State Bank of Ferris, Ferris, Illinois -- report on competitive factors of the
proposed acquisition of the assets and assumption of the liabilities of certain

branches of Omni Bank, Macomb, Illinois.
- Submitted, July 14, 1997

San Francisco

First Bank and Trust, Irvine, California -- report on competitive factors of the
proposed purchase of certain assets and assumption of certain liabilities of the
Woodland Hills, California, branch of Highland Federal Bank, F.S.B., Los Angeles,
California.

- Submitted, July 18, 1997

St. Louis

First National Bank and Trust Company, Paducah, Kentucky -- report on
competitive factors of the proposed merger with Guaranty Federal Savings Bank,
Clarksville, Tennessee.

- Submitted, July 17, 1997

Cleveland

Fort Jennings State Bank, Fort Jennings, Ohio -- report on competitive factors of the
proposed merger with FJSB.
- Submitted, July 18, 1997

Chicago

George Washington Savings Bank, Oak Lawn, Illinois -- report on competitive
factors of the proposed merger with George Washington Interim Savings Bank.
- Submitted, July 14, 1997 :

Cleveland

Great Lakes Bank, Mentor, Ohio -- report on competitive factors of the proposed
merger with GLB Interim Bank.
- Submitted, July 18, 1997 .



Section 10 - Availability of CRA 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:

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 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 ati Examination Date

None.



Federal Reserve Release
a

~

H.2

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

Applications and Reports Received

No. 29
Week Ending July 19, 1997

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



H.2A

Notice of Formations and Mergers of, and Acquisitions by, Bank Holding

Companies; Change in Bank Control

Notices Filed as of July 18, 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.

Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

ABC Bancorp, Moultrie,
GA

Altus NBC Corporation,
Inc., Oklahoma City,
OK

AMFED Financial, Inc.,
Minneapolis, MN

Irwin Bankcorp, Inc.,
Ocilla, GA and Bank of
Ocilla, Ocilla, GA

NBC Corporation, Inc.,
Oklahoma City, OK, and
NBC Technologies, Inc.,
Oklahoma City, OK
providing data

processing services (b)(14)

Norwest Bank Nevada,
National Association, Las
Vegas, NV

3 Atlanta
4 Kansas City
3 Minneapolis

July 18, 1997

June 25, 1997

July 14, 1997



H.2 Page 10
July 13, 1997 to July 19, 1997

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

New York

Saban S.A., Panama City, Panama, and RNYC Holdings Limited, Gibraltar --
extension to October 28, 1997, for Saban to acquire shares of Republic New York
Corporation, New York, New York, and for Saban and RNYCH to acquire shares of
RNYC.

- Granted, July 16, 1997

MEMBERSHIP

Chicago

Bank of Ladd, Ladd, Illinois -- te become a member of the Federal Reserve System.
- Approved, July 16, 1997

Chicago

Hanover State Bank, Hanover, Illinois -- to become a member of the Federal
Reserve System.
- Approved, July 17, 1997

Minneapolis

New North Shore Bank, Duluth, Minnesota -- to become a member of the Federal
Reserve System.
- Approved, July 17, 1997

Chicago
Omni Bank, Macomb, Illinois -- to become a member of the Federal Reserve
System.
- Approved, July 17, 1997

Chicago
Tiskilwa State Bank, Tiskilwa, Illinois -- to become a member of the Federal
Reserve System.
- Approved, July 16, 1997



H2 Page 9
July 13, 1997 to July 19, 1997

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

New York
United Roosevelt Savings Bank, Carteret, New Jersey -- report on competitive
factors of the proposed merger with United Roosevelt Savings Bank, an interim
savings bank.
- Submitted, July 18, 1997

San Francisco

Zions First National Bank, Salt Lake City, Utah -- report on competitive factors of
the proposed acquisition of the assets and assumption of the liabilities of six Utah
branches of Wells Fargo Bank, N.A., San Francisco, California.

- Submitted, July 18, 1997

EXTENSIONS OF TIME

Dallas

Bank of the West, El Paso, Texas -- extension to July 22, 1998, to establish a branch
at the northeast corner of Montwood Drive and Firehouse Drive.
- Granted, July 15, 1997

Chicago
CH and JD Byrum, LLC, Indianapolis, Indiana -- extension to October 23, 1997, to
acquire American State Corporation, Lawrenceburg, Indiana, and American State
Bank.
- Approved, July 17, 1997

Dallas

First Live Oak Bancshares, Inc., Three Rivers, Texas -- extension to October 14,
1997, to acquire First Live Oak Delaware Bancshares, Inc., Dover, Delaware, and
First State Bank, Three Rivers, Texas.

- Granted, July 18, 1997

Dallas

First Live Oak Delaware Bancshares, Inc., Dover, Delaware -- extension to
October 14, 1997, to acquire First State Bank, Three Rivers, Texas.
- Granted, July 18, 1997



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Huntington Bancshares FMB-Northwestern Bank, 3 and 4 Cleveland July 18, 1997
Incorporated(2), Boyne City, MI; FMB-State
Columbus, OH Savings Bank, Lowell, MI;
CONTINUED FMB-Commercial Bank,
Greenville, MI; FMB-
Security Bank, Manistee,
MI; FMB-Community
Bank, Dowagiac, MI; FMB-
Oceana Bank, Hart, MI;
CONTINUED
Huntington Bancshares FMB-Reed City Bank, Reed 3 and4 Cleveland July 18, 1997
Incorporated(3), City, MI; FMB-Maynard
Columbus, OH Allen Bank, Portland, MI;
CONTINUED FMB-Old State Bank,
Fremont, MI; FMB-Arcadia
Bank, Kalamazoo, MI; and
FMB-Trust, Holland, MI
trust company activities
(b)(5); FMB-Brokerage
Services, Inc., Holland, MI
CONTINUED
Huntington Bancshares customer investments 3 and4 Cleveland July 18, 1997
Incorporated(4), (b)(7); and First Michigan
Columbus, OH Life Insurance Co.,
CONTINUED Holland, MI insurance
agency underwriting
(OID;
Huntington Bancshares, underwriting & dealingtoa 4 Cleveland June 17, 1997
Inc.(A), Columbus, OH, limited extent in all types of
Huntington Capital debt securities, including
Corp., corporate debt, sovereign
Columbus, OH debt securities, mortgage
CONTINUED revenue bonds, mortgage-
backed and consumer-
receivable securities J.P.
Morgan & Co.
CONTINUED
Huntington Bancshares, The Chase Manhattan 4 Cleveland June 17, 1997
Inc.(B), Corp., Bankers Trust New
Columbus, OH York Corp., Citicorp and
CONTINUED Security Pacific Corp. (75.

Fed. Res. Bull. 192 (1989)
CONTINUED



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.



Federal Reserve Bank of Chicago
Section V - Availability of CRA Public Evaluations

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 July 18, 1997. If you are interested in obtaining a copy of the evaluation document,
please contact the bank(s) directly.

ification of Rati

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

Clear Lake Bank & Trust 3/31/97 oO
322 Main Avenue

P.O. Box 8

Clear Lake, Iowa 50428-0008

(515) 357-7121

RSSD # 865544

The Blissfield State Bank 2/10/97 Ss
204 East Jefferson

P.O. Box 40

Blissfield, Michigan 49228-1324

(517) 486-2151

RSSD # 937843



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Area Bancshares
Corporation(1),
Owensboro, KY
CONTINUED

Area Bancshares
Corporation(2),
Owensboro, KY
CONTINUED

Area Bancshares
Corporation,
Owensboro, KY
CORRECTION

Arrendale, Thomas A.,
IH, 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

Cardinal Bancshares, Inc., 3and4
Lexington, KY, & The Vine
Street Trust Company,
Lexington, KY, and First &
Peoples Bank, Springfield,
KY, and HNB Bank
National Associaton,
Harlan, KY, and Jefferson
Banking Company,
Louisville, KY,
CONTINUED

and Alliance Bank, FSB, 3 and 4
Somerset, KY, and

operation of a federal

savings bank (b)(4), and

Cardinal Data Services

Corporation, Lexington,

KY, and data processing

activities (b)(14)

Mutual Service 4
Corporation, Somerset,

KY riskless principal
transactions (b)(7)

Habersham Bancorp, CIBC
Comelia, 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

St. Louis

St. Louis

St. Louis

Atlanta

Chicago

July 21, 1997

July 21, 1997

July 21, 1997

June 5, 1997

August 15, 1997


Federal Reserve Bank of Chicago

Notice Only
Comment Period
Type Application Ending Date
4(c)(8) Caisse Nationale de Credit Agricole FR - 7-25-97

Paris, France
Indosuez Investment Management Services, Inc.
Menlo Park, California

Section IV - Applications Not Subject to Federal Register or Newspaper Notice
Type Application

NONE


Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

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

Pathfinder Bancorp,
MHC, Oswego, NY

PBT Bancshares, Inc.,
McPherson, KS

People's Community
Capital Corporation,
Aiken,

sc

Peoples Bancorp, Inc.,
Marietta, OH

Peoples Bank
Employee Stock
Ownership Trust,
Marion, KY

Peoples Community
Bancshares, Inc.,
Colquitt,

GA

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

Central Florida, Longwood,

FI

Pathfinder Bancorp,
Oswego, NY, and Stock
Holding Company,
Oswego, NY

and Oswego City Savings
Bank, Oswego,

NY

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

Yoder, KS

People's Community Bank
of South
Carolina, Aiken, SC

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

New York

Kansas City

Richmond

Cleveland

St. Louis

Atlanta

May 30, 1997

August 7, 1997

June 6, 1997

August 14, 1997

August 1, 1997

June 12, 1997

August 1], 1997



H.2 Page 6
July 13, 1997 to July 19, 1997

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

CHANGE IN BANK CONTROL

Chicago

South Holland Bancorp Inc., South Holland, Illinois -- change in bank control.
- Permitted, July 18, 1997

Kansas City

Stigler Bancorporation, Inc., Stigler, Oklahoma -- change in bank control.
- Permitted, July 16, 1997

COMPETITIVE FACTORS REPORTS

Secretary

Barnett Bank, N.A., Jacksonville, Florida -- report on competitive factors of the
proposed acquisition of the assets and assumption of the liabilities of the Ormond
Beach, Naples, Orlando, Kissimmee, and Sarasota, Florida, branches of SouthTrust
Bank of Florida, N.A., St. Petersburg, Florida.

~ Submitted, July 14, 1997

San Francisco

Cathay Bank, Los Angeles, California -- report on competitive factors of the
proposed purchase of the assets and assumption of the liabilities of the Westminster,
California, branch of Lippobank, Los Angeles, California.

~ Submitted, July 18, 1997

Cleveland

Charter One Financial, Inc., Cleveland, Ohio -- report on competitive factors of the
proposed acquisition of RCSB Financial, Inc., Rochester, New York, and proposed
merger of Rochester Community Savings Bank, Rochester, New York, with Charter
One Bank, FSB, Cleveland, Ohio.

- Submitted, July 18, 1997

San Francisco

Chase Trust Company, N.A., Los Angeles, California -- report on competitive
factors of the proposed acquisition of the assets and assumption of the liabilities of
the Los Angeles, California, branch of Chase Manhattan Private Bank, N.A.,
Tampa, Florida.

- Submitted, July 17, 1997



Federal Reserve Bank of Richmond

. Licats 1 teral . .
Licati ¢ iod_Endi

NationsBank Corporation, Charlotte,

North Carolina, to acquire Montgomery

Securities and The Pyramid Company,

both of San Francisco, California. 8-15-97%*

Section IV - Application Not Subject to

Federal Register Notice or Newspaper Notice
Licati

Community First Bancorporation, Walhalla,
South Carolina, to become a bank holding
company through the acquisition of 100%
of the voting shares of Community First
Bank, Inc., Walhalla, South Carolina.



Applicant or notificant

Acquiree or activity

Section of law Reserve Bank

End of comment period

First National
Bancshares of Gallatin,
Inc.,

Gallatin, MO

First National
Bancshares, Inc., East
Lansing, MI

First National Bank of
Julesburg and South
Platte Bancorp, ESOP,
Julesberg, CO

First National Bank
Shares, LTD., Great
Bend,

KS

First State Bancshares,
Inc., Farmington, MO

First State Bancshares,
Inc., Ida Grove, IA

Florida Bancshares, Inc.,
Dade City, FL

Gideon Bancshares
Company,
Dexter, MO

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

Interim First National Bank
of Gallatin,

Gallatin, MO,

First National Bank of
Gallatin,

Gallatin, MO

Finance Company of North
America, LLC, East
Lansing, MI in making and
servicing loans (b)(1)

South Platte Bancorp,
Julesburg, CO

BankWest (a
de novo bank), Castle Rock,
co

Perry County Financial
Corporation, Perryville,
MO, and

Perry County Savings
Bank, FSB,

Perryville, MO operating a
savings

association (b)(4)

First State Bank, Ida Grove,
TA

First National Bank of
Pasco,
Dade City, FL

First Midwest Bank of
Chaffee,
Chaffee, MO

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

CIBC

Kansas City

Chicago

Kansas City

Kansas City

St. Louis

Chicago

Atlanta

St. Louis

Chicago

June 27, 1997

August 17, 1997

July 21, 1997

July 25, 1997

August 1, 1997

August 15, 1997

April 21, 1997

June 20, 1997

July 9, 1997



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

NationsBank financial advisor (b)(6); in 4 Richmond August 6, 1997
Corporation(4), providing securities

Charlotte, NC brokerage

CONTINUED services (including

securities clearing &
securities execution

services on an exchange),
alone & in combination with

investment advisory
services, & incidental
activities
CONTINUED
NationsBank (including related securities 4 Richmond August 6, 1997
Corporation(5), credit activities & custodial
Charlotte, NC services) (b)(7); in buying
CONTINUED & selling in the secondary

market all types of
securities on the order of
customers as a riskless

principal to
CONTINUED
NationsBank the extent of engaging in a 4 Richmond August 6, 1997
Corporation(6), transaction in which the
Charlotte, NC company, after receiving an
CONTINUED order to buy (or sell) a

security from a customer,
purchases (or sells) the
security for its own account
to offset a contemporaneous
sale to (or purchase

CONTINUED
NationsBank from) the customer (b)(7); 4 Richmond August 6, 1997
Corporation(7), in acting as agent for the
Charlotte, NC private placement of
CONTINUED securities (b(7)
New Prague Community Security Bank, 3 Minneapolis July 7, 1997
Bancshares, Inc., New ‘New Prague, MN,
Prague, MN a de novo bank
Northway Financial, The Berlin City Bank, 3 Boston July 17, 1997
Inc., Berlin, NH Berlin, NH, and

Pemi Bancorp, Inc.,

Plymouth,

NH, and Pemigewasset
National Bank of Plymouth,
Plymouth, NH



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of
CRA Public Evaluations
week ending July 18, 1997

ASSIG) T OF

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

NONE.



Applicant or notificant Acquiree or activity Section of law Reserve Bank End of comment period
Rockdale National Rockdale National Bank, 3 Atlanta August 22, 1997
Bankshares, Inc., Conyers, GA
Conyers, GA
Royal Bank of Canada, Integrion Financial 4 New York August 11, 1997
Montreal, Canada and Network, LLC, Altanta,
Stitching GA, & acquire certain
Prioriteir ABN AMRO- assets & liabilites of VISA
Holding; Stichting Interactive, Inc., in data
Administratiekantoor processing & data
ABN AMRO Holding; transmission services (b)(14)
ABN AMRO Holding,
N.V.; ABN AMRO
Bank, N.V.,
Amsterdam, The
Netherlands; and ABN
AMRO North America,
Inc., Chicago, IL
Spanjer, Leland, Cozad, C.S.B. Co., Cozad, NE, CIBC Kansas City August 11, 1997
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
The Chase Manhattan Chase Trust Company, 3 New York August 18, 1997
Corporation and Chase National Association, Los
Holding Angeles, CA
Delaware Inc., New
York, NY
West U. Limited, First University CIBC Dallas August 8, 1997
Bradley F. Bracewell, Corporation, Houston, TX,
Jr., General and West University Bank,
Partner, Houston, TX NA,
Houston, TX
Western Bank, Western Bancshares of 3 Kansas City August 21, 1997

Albuquerque, New
Mexico ESOP & Trust,
Albuquerque, NM

Albuquerque, Inc.,
Albuquerque, NM, and
Western Bank,
Albuquerque, NM



Federal Reserve Bank of Kansas City Week ending July 18, 1997

‘TI = PAPER E
APPLICATION COMMENT PERIOD ENDING DATE
Community Bank & Trust Company, Neosho, Not Available

Missouri, for prior approval to merge with Citizens
State Bank, Galena, Kansas, and to establish branches
in Galena, Kansas, and Riverton, Kansas.

TION I - APPLICATI T TO Bi
P. FEDE) R TICE
(CATION COMMENT PERIOD ENDING DATE
Western Bank, Albuquerque, New Mexico ESOP & Not Available

Trust, Albuquerque, New Mexico, for prior approval
to become a bank holding company through the
acquisition of 26.14 percent of the voting shares of
Western Bancshares of Albuquerque, Albuquerque,
New Mico.

Southwestern Bancshares, inc., Oklahoma City, Not Available
Oklahoma, for prior approval to become a bank

holding company through the acquisition of 100

percent of the voting shares of Southwestern Bank &

Trust Company, Oklahoma City, Oklahoma.

Thomas J. Remington, S. June Remington, both of July 18, 1997
Lincoln, Nebraska, and Ada E. Remington, McCook,

Nebraska, for prior approval to acquire control of

Clatonia, Bancshares, Inc., Clatonia, Nebraska, and

thereby indirectly acquire Farmers Bank of Clatonia,

Clatonia, Nebraska.

Community First Bancshares, Inc., Butler, Missouri, July 31, 1997
for prior approval to become a bank holding company

through the acquisition of 100 percent of the voting

shares of Citizens Bank, Appleton City, Missouri.

Susan Aileen Young, Chicago, Illinois, to acquire August 5, 1997
32.51 percent of the voting shares of C.S.B. Co.,

Cozad, Nebraska, and thereby indirectly acquire

Cozad State Bank and Trust Company, Cozad,

Nebraska, and First National Bank of Chadron,

Chadron, Nebraska.



Applicant or notificant

Acquiree or activi

Section of law

Reserve Bank

End of comment period

CoreStates Financial
Corp., Philadelphia, PA

Corley, John William,
q)

Monticello, IL
CONTINUED

Corley, John William,
Q)

Monticelli, IL
CONTINUED

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

Crestar Financial
Corporation, Richmond,
VA

Cross County Bank
Employee Stock
Ownership Plan,
Wynne, AR

CoreStates Securities Corp.,
Philadelphia, PA,
underwriting; lending
(b)(1); investment advice
(b)(6); and management
consulting (b)9)

First State Bancorp of
Monticello, Inc.,
Monticello, IL

State Bank of Hammond,
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 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

Philadelphia

Chicago

Chicago

Dallas

Richmond

St. Louis

June 27, 1997

May 16, 1997

May 16, 1997

April 30, 1997

August 15, 1997

August 4, 1997



Federal Reserve Bank of Chicago

Section I - Applications Subject to N

Notice Only cont’d

Type Application

Merger & Branch Omni Bank
Macomb, Illinois
Farmers State Bank of Ferris

Ferris, Illinois
and to establish a branch at
Main Street, Ferris, Illinois

Branch Fifth Third Bank of Central Indiana
Indianapolis, Indiana
3060 Valley Farms Road
Indianapolis, Indiana

NP - Newspaper
FR - Federal Register

* - Subject to Provisions of Community Reinvestment Act

** _ Not available at this time

Comment Period

Ending Date

NP - 7-25-97

NP - 8-15-97


Applicant or notificant

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

Ferguson, Roy, Tulsa,
OK; Leonard, Michael
S., Muskogee, OK,
directly

and indirectly; and
Jackson, Beverly Carter,
Q-TIP Trust, and
Leonard, Michael
S.,Trustee, both of
Stigler, OK

Fifth Third Bancorp,
Cincinnati, OH

First Chicago NBD
Corporation, Chicago, IL

First Eldorado
Bancshares, Inc.,
Eldorado,

IL

First Fairland
Banshares, Inc.,
Fairland, OK.

First Marshall
Bancshares, Inc.,
Marshall, TX,

and First Marshall
Delaware Bancshares,
Inc., Dover, DE

First Midwest Bancorp,
Inc., Itasca, IL

Stigler Bancorporation, Inc., CIBC Kansas City July 2, 1997
Stigler, OK, and First

National

Bank of Stigler, Stigler, OK

Suburban Bancorporation, 4 Cleveland May 27, 1997
Inc.,

Cincinnati, OH,

Suburban Federal Savings

Bank, .

Cincinnati, OH

First Chicago Capital 4 Chicago June 30, 1997
Markets, Inc., Chicago,

IL, underwriting & dealing

intoa

limited extent, equity

securities

Dana Bancorp, Inc., Dana, 3 St. Louis July 10, 1997
IN, and First National Bank
of Dana, Dana, IN

Fairland Holding Company, 3 Kansas City August 1, 1997
Inc., Neosho,
MO

First Marshall Corporation, 3 Dallas July 11, 1997
Marshall, TX, and

East Texas National Bank

of Marshall,

Marshall, TX

SparBank, Incorporated, 3 Chicago July 21, 1997
McHenry, IL, and McHenry
State Bank, McHenry, IL



Applicant or notificant Acquiree or activity Section oflaw Reserve Bank End of comment period
Northwest Suburban Mount Prospect 3 Chicago July 28, 1997
Bancorp., Inc. (in National Bank (in
formation), organization), Mount
Arlington Heights, IL Prospect, IL
Norwest Corporation, The Bank of the 3 Minneapolis August 4, 1997
Minneapolis, MN Southwest, N.A., Pagosa

Springs, CO
NSB Holding Corp., Check Depot, Staten Island, 4 New York August 6, 1997
Staten Island, NY NY in check cashing, See

Midland Bank T1, PLC, 76

Fed. Res. Bull. 869 (1990)
NSS Bancorp, Inc., Norwalk Savings Society, 3 New York July 21, 1997
Norwalk, CT Norwalk, CT
O.A.K. Financial Caledonia Financial 3 Chicago August 15, 1997
Corporation, Byron Corporation,
Center, Caledonia, MI, & State
MI Bank of Caledonia,

Caledonia,

MI
Otto Bremer Bremer Financial 3 Minneapolis August 15, 1997
Foundation, St. Paul, Corporation, St. Paul,
MN MN, The

Halo Bancorporation, Inc.,

Devils Lake, ND, & First

National Bank of Devils

Lake, Devils

Lake, ND
P.C.B. Bancorp, Inc., Anchor Savings Bank, 4 Atlanta August 8, 1997
Largo, FL F.S.B., St. Petersburg, FL

operating a savings

association (b)(4)
Patel, Susma; Patel, First Bankshares, Inc., CIBC Atlanta June 26, 1997

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

Longwood, FL, and First
National Bank of Central
Florida, Longwood, FL



H2
July 13, 1997 to July 19, 1997

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

Page 2

Philadephia

Premier Bank, Doylestown, Pennsylvania -- to establish a branch at 101 Floral Vale
Boulevard, Yardley, Pennsylvania.

- Approved, July 18, 1997

San Francisco

Santa Barbara Bank & Trust, Santa Barbara, California -- to establish a branch at
5000 Santa Rosa Road, Camarillo, California.
- Approved, July 15, 1997

New York

Summit Bank, Hackensack, New Jersey -- to establish branches at Pathmark
Supermarkets at 145 Passaic Avenue, Kearney; 420 Grand Avenue, Jersey City; 35
Lackawanna Plaza, Montclair; 1070 Hamburg Turnpike, Wayne; 25 Kinnelon Road,
Kinnelon; 130 White Horse Pike, Lawnside; and 1450 Clements Bridge Road,
Deptford, all in New Jew Jersey.

- Approved, July 16, 1997

Kansas City

Vectra Bank, Denver, Colorado -- to establish a branch at 6025 Parkway Drive,
Commerce City, Colorado.

- Approved, July 15, 1997

BANK HOLDING COMPANIES

New York

Anteilsverwaltung-Zentralsparkasse, Vienna, Austria, and Bank Austria
Aktiengesellschaft -- to acquire indirectly the U.S. nonbanking subsidiaries of
Creditanstalt-Bankverein, and engage in certain nonbanking activities.

- Permitted, July 17, 1997

Secretary

Deposit Guaranty Corp., Jackson, Mississippi -- to acquire CitiSave Financial
Corporation, Baton Rouge, Louisiana, and Citizens Savings Association, and engage
in operating a savings association.

~ Approved, July 15, 1997



FEDERAL RESERVE BANK OF SAN FRANCISCO

Week ending 7/18/97

ion V = Availabili “RA Public Evaluati

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.

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.

ii i 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.



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

* The examination schedule for the fourth quarter of 1997 will be published on August 16, 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

Progressive Bancorp,
Inc., Pekin, IL

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

RCB Holding Company,
Claremore, OK

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

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

Republic Bancshares,
Inc.,
St. Petersburg, FL

Rossenberg, Clifford R.,
Sunset Beach, CA

Royal Bank of Canada,
Toronto, Canada

Tennessee State
Bancshares, Inc., Pigeon
Forge, TN (formerly
Gatlinburg, TN), and
Tennessee State Bank,
Gatlinburg, TN

CIBC

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

Pekin Savings Bank, S.B., 3
Pekin, IL

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

Sarasota, FL

Northeastern Oklahoma 3
Bancshares,Inc., Inola, OK,

and Bank of Inola, Inola,

OK

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)

Security First Bank,
Fullerton, CA

CIBC

RBC Dominion Securities 4
Corporation, New York,

NY securities and FCM

(b)(7) & (by{8)

Atlanta

St. Louis

Chicago

Cleveland

Kansas City

Kansas City

Atlanta

San Francisco

New York

August 5, 1997

August 8, 1997

August 15, 1997

July 24, 1997

July 25, 1997

July 18, 1997

May 23, 1997

May 27, 1997

July 30, 1997



FEDERAL RESERVE BANK OF NEW YORK

Comment Period

SECTIONI
Applications Subject to Newspaper
———Notice Only _

None.

SECTION II
Applications Subject to Both

First Financial Caribbean Corporation, San Juan, Puerto Rico ("FFCC"),

to become a bank holding company, in connection with the proposed

conversion of Doral Federal Savings Bank, San Juan, Puerto Rico,

to a non-member commercial bank; and FFCC to continue to engage in

making, acquiring and servicing mortgage loans through its subsidiary,

Doral Mortgage Corporation, Hato Rey, Puerto Rico. 8/15/97 3/

SECTION IIT

Nonbanking Applications
si F ‘ister Notice O;

Royal Bank of Canada, Montreal, Canada, through Integrion Financial

Network, LLC, Atlanta, Georgia, to acquire certain assets and liabilities

of VISA Interactive, Inc. and thereby engage in data processing and

data transmission services. N/A

SECTION IV

Applications Not Involving
Public Comment

None.



Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of comment period

Eggemeyer Advisory
Corp., San Diego, CA,
and Castle Creek
Capital, L.L.C., San
Diego, CA, Castle Creek
Capital Partmers Fund -
1, LP., San Diego, CA,
and Western Bancorp,
Laguna Niguel, CA.

Enterbank Holdings,
Inc., Clayton, MO.

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

F.N.B. Corporation,
Hermitage, PA

FBA Bancorp, Inc.,
Chicago, IL

SC Bancorp, Anaheim, CA,
and Southern California
Bank, Anaheim, CA

City Bancorp,

Springfield, MO, and THE
BANK (a

proposed de novo bank),
Springfield, MO

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

Sun Bancorp, Inc.,
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
(b)(11)

Interim First Bank, S.B.,
Chicago, IL, a de

novo bank,

First Bank of the Americas,
SSB,

Chicago, IL

CIBC

3and4

San Francisco

St. Louis

Richmond

Cleveland

Chicago

July 21, 1997

July 14, 1997

July 15, 1997

August 7, 1997

June 12, 1997



Applicant or notificant

Acquiree or activity

Section oflaw Reserve Bank

End of comment period

KeyCorp(2), Cleveland,
OH

CONTINUED

KeyCorp(3), Cleveland,
OH

Keystone Financial,
Inc., Harrisburg, PA

Lagomarsino, Richard
A, and Robert J.,

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

CA; acting in concert

Lashute, Ronald J.,
Opelousas, LA

Leake Family
Partnership, L.P.,
Jackson,

MS

Lexington B & L
Financial Corp.,
Lexington,

MO

Bankers Trust New York 4
Corp., Citicorp and Security
Pacific Corp., 75 Fed. Res.
Bull. 192 (1989); providing
certain financial &
investment advisory
services, providing certain
agency transactional
services for customer
investments

CONTINUED

& engaging in certain 4
investment transactions &
principal (b)(6), (7) & (8)

MMC &P, Inc., Pittsburgh, 4
PA employee benfits
consulting services (b)(9)

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

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)

Cleveland

Cleveland

Philadelphia

San Francisco

Atlanta

Atlanta

Kansas City

August 1, 1997

August 1, 1997

July 29, 1997

August 6, 1997

May 23, 1997

July 23, 1997

August 4, 1997



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 July 21, 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/L . Examination D CRA Rati
NONE NONE NONE



H.2
July 13, 1997 to July 19, 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

Commercial and Farmers Bank, Ellicott City, Maryland -- to establish a branch at
6430 Freetown Road, Columbia, Maryland.
- Approved, July 16, 1997

Chicago
First American Bank, Carpentersville, Illinois -- to establish a branch at 33 West
Monroe, Chicago, Illinois.
- Approved, July 18, 1997

Minneapolis

First Interstate Bank, Billings, Montana -- to establish a branch in Eureka, Montana.
- Approved, July 18, 1997

Chicago

First Source Bank, South Bend, Indiana -- to establish a branch at 973 South
Centerville Road, Sturgis, Michigan.
- Approved, July 14, 1997

Richmond

First Virginia Bank-Commonwealth, Grafton, Virginia -- to establish a branch inside
the Wal-Mart SuperCenter at 12401 Jefferson Avenue, Newport News, Virginia.
- Approved, July 18, 1997

Philadelphia

Madison Bank, Blue Bell, Pennsylvania -- to establish a branch at 8000 Verree
Road, Philadelphia, Pennsylvania.
- Approved, July 17, 1997

Minneapolis

New North Shore Bank, Duluth, Minnesota -- to establish branches in Duluth and
Hermanstown, Minnesota.
- Approved, July 17, 1997



FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to
lews Noti

Comment Period

Application —Ending Date_
Le Sueur State Bank, Le Sueur, Minnesota to purchase Not yet available

certain assets and assume certain liabilities of the Cloquet,
Minnesota branch of TCF National Bank Minnesota,
Minneapolis, Minnesota, and, incident thereto, to establish
abranch. *

* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section II - Applications Subject to Both

Newspaper and Federal Register Notice

Comment Period

Application Ending Date
Marquette Bancshares, Inc., Minneapolis, Minnesota for prior August 11, 1997
approval to acquire 100% of the voting shares of the (Federal Register)

Marquette Bank Rochester, N.A., Rochester, Minnesota. *

Dean Financial Services, Inc., St. Paul, Minnesota for prior August 15, 1997
approval to acquire 100% of the voting shares of the First (Federal Register)
National Corporation of Aitkin, Inc., Aitkin, Minnesota;

100% of the voting shares of Mid-Continent Financial

Services, Inc., Bloomington, Minnesota; and 100% of the

voting shares of the First State Bank of Eden Prairie,

Eden Prairie, Minnesota. *

* Subject to CRA

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject

to Federal ister Notice Onh
Comment Period
tion Ending Date
BCB Bancorp, Inc., Chippewa Falls, Wisconsin to engage Not yet available

de novo in data processing activities.
FEDERAL RESERVE BANK OF MINNEAPOLIS

Section IV - Applications Not Subject to
Federal ister Notice or New: er Notic

NONE.



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

Jefirey 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



th rove ications Approval Date

Deposit Guaranty Corp. 07-15-97

Jackson, Mississippi
For its subsidiary, CSF Acquisition Corp., Jackson, Mississippi, to acquire CitiSave Financial
Corporation, Baton Rouge, Louisiana, and its subsidiary, Citizens Savings Association, F.A., Baton
Rouge, Louisiana, 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.

Hibernia Corporation 07-17-97

New Orleans, Louisiana
To merge with Executive Bancshares, Inc., Paris, Texas, and thereby acquire First National Bank
of Paris, Paris, Texas, and Collin County National Bank, McKinney, Texas, pursuant to Section
3(a)(5) of the Bank Holding Company Act.



No. 29

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

TESTIMONY AND STATEMENTS

Efforts to streamline the disclosure requirements for home mortgage loans under
the Truth in Lending Act and unify them with those of the Real Estate Settlement
Procedures Act -- statement by Governor Meyer before the Subcommittee on
Financial Institutions and Regulatory Relief of the Senate Committee on Banking,
Housing, and Urban Affairs, July 15, 1997.

- Published, July 15, 1997

Views on the Financial Services Competition Act of 1997 -- statement by
Chairman Greenspan before the House Committee on Commerce, July 17, 1997.
- Published, July 17, 1997

ADVISORY COUNCILS

Consumer Advisory Council.
- Convened, July 17, 1997



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

Associated Banc- tangible personal property 4 Chicago August 15, 1997
Corp(2), Green Bay, WI — (b)(2);_ & First Financial
CONTINUED Card Services Bank, N.A.,

Stevens Point, WI operating

a
credit card bank (b1) and
Q)

Associated Banc-Corp, First Financial Corporation, 4 Chicago August 5, 1997
Green Bay, WI Stevens Point, WI,

and First Financial Bank,

FSB, Stevens

Point, WI owning &

operating a

savings and loan

association (b)(4)

Banco Bilbao Vizcaya, BBV LatInvest Securities 4 New York March 4, 1997
S.A. Inc.,
Bilbao, Spain New York, NY,

securities activities (b)(1),

(b)(4), (b)(15), and (616)

Bank of Elmwood Elmwood Financial 3 Chicago August 4, 1997
Employee Stock Corporation, Racine, WI,

Ownership Plan and and Bank of Elmwood,

Trust, Racine, WI Racine, WI

Bank of Idaho Holding Bank of Eastern Idaho, 3 San Francisco June 9, 1997
Company, Idaho Falls, ID

Idaho Falls, ID

Bank of New York State Street Boston 3 and 4 New York March 14, 1997
Company, Inc., Corporation,
‘New York, NY Boston, MA;

State Street Bank and Trust

Company,

Boston, MA

trust, securities and data

processing activities (b\(3),

(6)(4), and (6)(7)

Banterra Corp, 1st Bancorp Vienna, Inc., 3 St. Louis July 18, 1997
Eldorado, IL Vienna,

IL, First State Bank of

Vienna, Vienna, IL



RESERVE BANK APPLICATIONS BULLETIN

For week ending July 18, 1997

FEDERAL RESERVE BANK OF ST. LOUIS

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE

licati
* Section 9 branch notification by Southern Commercial

Bank, St. Louis, Missouri, to establish a branch at 300
South Truman Boulevard, Crystal City, Missouri.

I- T!

End of Comment Period

7-15-97

NEWSPAPER AND FEDERAL REGISTER NOTICE

licati

* Section 3(a)(3) notification by Cabot Bankshares, Inc.,
Cabot, Arkansas, to acquire 7.7 percent of Capital Bank,
Little Rock, Arkansas (previously reported during the
week ending July 11, 1997).

Change in control notification involving Cross County
Bancshares, Inc., Wynne, Arkansas, by the Cross County
Bank Employee Stock Ownership Plan, Wynne, Arkansas
(previously reported during the week ending July 11, 1997).

* Section 4(c)(8) notification by Union Planters Corporation,
Memphis, Tennessee, to acquire Magna Bancorp, Inc.,
Hattiesburg, Mississippi, and thereby acquire Magnolia
Federal Bank for Savings, Hattiesburg, Mississippi.

* Section 3(a)(1) notification by Progress Bancshares,
Inc., Sullivan, Missouri, to acquire Progress Bank of
Sullivan, Sullivan, Missouri.

* Section 3(a)(3) notification by Maries County

Bancorp, Inc., Vienna, Missouri, to acquire Progress
Bancshares, Inc., Sullivan, Missouri.

* This notification is subject to CRA.

End of Comment Period

Newspaper: 8-11-97

Federal Register: 8-4-97

Newspaper: 8-15-97

Newspaper: 8-8-97

Newspaper: 8-15-97


District 11
Federal Reserve Bank of Dallas
Applications and Notifications Filed During the Week of July 14, 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
Change in Control West U. Limited, Bradley F. Bracewell, Jr., General N/A
Notice Partner, Houston, TX, only notificant, to acquire an

interest in First University Corporation, Houston, TX
Change in Control Gordon M. Hatch, Portales, NM, only notificant, N/A
Notice to acquire an interest in Portales National Bancshares, Inc.,

Portales, NM.
*Section 3(a)(3) Chaparral Bancshares, Inc., Richardson, TX, and **97/08/09

Chaparral Delaware Bancshares, Inc., Dover, DE,

to acquire Van Alstyne Financial Corporation,

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

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



Type
CoC-HC

3(a)(1)

3(a)(3)

CoC-HC

3(a)G)

3(ay(l)

3(@)(1)

Federal Reserve Bank of Chicago

Register Notice

Application

Home Financial Bancorp
Spencer, Indiana
by Leon A. Greenblatt, II and Chiplease, Inc.

Community National Bancorporation.*
Waterloo, Iowa
Community National Bank (in organization)
Waterloo, lowa

Bank of Elmwood Employee Stock Ownership
Plan and Trust*
Racine, Wisconsin
Elmwood Financial Corporation
Racine, Wisconsin
Bank of Elmwood
Racine, Wisconsin

Damen Financial Corporation
Schaumburg, Illinois
By Jackson Boulevard Fund, Ltd.,

First Midwest Bancorp, Inc.*
Itasca, Illinois
SparBank, Incorporated
McHenry, Illinois
McHenry State Bank
McHenry, Illinois

Northwest Suburban Bancorp, Inc.*
Arlington Heights, Illinois

Mount Prospect National Bank

Mount Prospect, Illinois (in organization)

Progressive Bancorp, Inc.*
Pekin, Illinois
Pekin Savings, S.B.
Pekin, Illinois

i

Comment Period
Ending Date

FR - 7-9-97

NP - 7-14-97

FR - 7-29-97
NP - 7-18-97

FR - 8-4-97
NP - 7-24-97

FR - 8-1-97
NP - 8-5-97

FR - 7-21-97
NP - 7-28-97

FR - 7-28-97
NP - 7-28-97

FR - 8-15-97
NP - **


H.2 Additions/Corrections

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

BANK HOLDING COMPANIES

Kansas City
First National Bancshares of Gallatin, Gallatin, Missouri -- to acquire The First
National Bank of Gallatin.
- Approved, July 2, 1997

Kansas City
Intra Financial Corp., Clyde, Kansas -- to acquire Peoples Bancorp of Belleville,

Belleville, Kansas.
- Approved, July 2, 1997

COMPETITIVE FACTORS REPORTS

San Francisco
Bay View Capital Corporation, San Mateo, California -- report on competitive
factors of the proposed acquisition of the assets and assumption of the liabilities of
Eureka Holdings, Inc., San Mateo, California, and EurekaBank, FSB.
- Submitted, July 7, 1997

EXTENSIONS OF TIME

Boston
Charter Oak Community Bank Corp., Vernon, Connecticut -- extension to acquire
shares of The Savings Bank of Rockville.
- Granted, July 10, 1997



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

Murfreesboro Bancorp, Bank of Murfreesboro, 3 Atlanta July 18, 1997
Inc., Murfreesboro, TN Murfreesboro, TN

National City Bridgeport Bancorp, Inc., 3 St. Louis June 6, 1997
Bancshares, Inc., Bridgeport, IL, and First
Evansville, IN National Bank of

Bridgeport, Bridgeport, IL

NationsBank Montgomery Securities, 4 Richmond August 6, 1997
Corporation(1), Inc., & The Pyramid
Charlotte, NC Company,
CONTINUED 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
NationsBank (See J.P. Morgan & Co., 4 Richmond August 6, 1997
Corporation(2), Inc., The Chase Manhattan
Charlotte, NC Corp.,
CONTINUED Bankers Trust New York
Corp., Citicorp, & Security
Pacific

Corp., 75 Fed. Res. Bull.
192 (1989)); in
underwriting & dealing in
obligations of the United
States, general

CONTINUED
NationsBank of states and their political 4 Richmond August 6, 1997
Corporation(3), subdivisions, and other
Charlotte, NC obligations that state
CONTINUED member banks of the

Federal Reserve System
may be authorized to
underwrite and deal in
under 12 U.S.C, 24 & 335
(b)(8); in acting as
investment or
CONTINUED



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)

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

Federal Reserve FP: Chicago
Frank Skweres (TE!. >i: --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 (TEI.: 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 oflaw Reserve Bank End of comment period
Barnett Banks, Inc., First of America Bank- 4 Atlanta August 15, 1997
Jacksonville, FL Florida, FSB, Tampa, FL

owning, controlling &

operating a savings

association (b)(4)
BB&T Corporation, Virginia First Financial 4 Richmond August 18, 1997
Winston-Salem, NC Corporation, Petersburg,

VA, and Virginia Savings

Bank, F.S.B., Petersburg,

VA mortgage banking &

operating a savings & loan

association (b)(1) and (4)
Biggs, Daniel Biggs; First Wakeeney Agency, CIBC Kansas City July 3, 1997
Grimes, Merlin; ED&J, Inc., Wakeeney, KS, and
Inc., c/o David Marmie; Interstate Bank, Great
Carr, Ronald and Call, Bend, KS
Dennis; and Southard,
R. Joe, all of Great
Bend, KS
Bryan Family Bryan-Heritage Limited 3 Dallas July 21, 1997
Management Trust, Partnership, Bryan, TX, and
Bryan, TX, and Bryan- The First National Bank of
Heritage Limited Bryan, Bryan, TX
Partnership, Bryan, TX
Bryan, James Hugh, JBC Bancshares, Inc., CIBC Atlanta July 10, 1997
Jasper, GA Jasper, GA, and

Jasper Banking Company,

Jasper, GA
Cabot Bankshares, Inc., The Capital Bank, Little 3 St. Louis August 11, 1997
Cabot, AR Rock, AR
Cabot Bankshares, Inc., The Capital Bank, Cabot, 3 St. Louis July 11, 1997
Cabot, AR AR
Cabot Bankshares, Inc., The Capital Bank, Little 3 St. Louis July 11, 1997
Cabot, AR Rock, AR

CORRECTION



Applicant or notificant

Acquiree or activity Section oflaw Reserve Bank

End of comment period

Citizens National
Corporation, Paintsville,
KY

Comerzbank AG,
Frankfurt am Main,
Germany

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 National
Bancorporation,
Waterloo, IA

Josephine Bancshares, Inc., 3 Cleveland
Prestonburg, KY, and The
Bank Josephine,

Prestonburg, KY

CAM Acquisition, LLC, 4 New York
Wilmington, DE
Montgomery Asset
Mangement, L.P.,
Montgomery Services,
LLC,

all of San Francisco, CA,
securities activities (b)(7)(i)
and (iii); financial &
Investment advisory
services (b)(6);
administrative services

CNB Bancorp, Inc., 3 Kansas City
Independence,

KS, and Citizens National

Bank,

Independence, KS

Citizens State 3 St. Louis

Bank, Hempstead, TX

Citizens Bank, Appleton 3 Kansas City

City, MO

Upper Rio Grande Bank 3
Corporation, Del Norte,

CO, and Rio Grande

County Bank, Del Norte,

co

Kansas City

Community National Bank 3 Chicago
(in organization),

Waterloo, IA

July 28, 1997

May 14, 1997

August 8, 1997

July 29, 1997

July 31, 1997

July 28, 1997

July 29, 1997



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.

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 7
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.

Week Endi, uly 19, 1997
OF BAN RATING EXAMINATION DATE

None.

1/ Subject to provisions of Community Reinvestment Act.

2/ Later of dates specified in newspaper and Federal Register notices.

3/ Date specified in newspaper notice; a later date may be specified in
the Federal Register notice.

4/ Date specified in Federal Register notice; a later date may be
specified in the newspaper notice.
N/A - Not Available