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Federal Reserve Bank of Dallas
Dallas, Texas 75265-5906
Notice 99-86
October 6, 1999

SPECIAL ELECTION OF CLASS B DIRECTOR
REPORT OF NOMINATIONS —VOTING PROCEDURES
To All Member Banks
in the Eleventh Federal Reserve District:
In accordance with the provisions of Section 4 of the Federal Reserve Act and my notice dated August 24, 1999, this
Bank is conducting the special election of a Class B Director to succeed Robert C. McNair. Mr. McNair resigned as a Class
B Director to pursue other interests. The name of the candidate, along with the names of the banks that nominated her, is
set out on page 3.
Except in the case of any member banks that are subsidiaries of the same bank holding company, * there is sent as an
enclosure to each bank in Group 1 a ballot for use in voting for a Class B Director. Also enclosed are an envelope bearing
on its face the certificate in regard to the vote and a small envelope marked “Ballot–Directors’ Election,” in which the ballot
is to be sealed. When several banks are subsidiaries of a bank holding company, the voting forms are being sent only
to the bank designated to participate in this election. Banks in Group 1 that will not participate in this election are
being sent this notice, without forms, only for their information.
The ballot and certificate on the envelope must be executed by an officer who has been authorized to cast the vote. A
list of the designated officers, revised to date, forms a part of this notice. In order that the balloting may be secret, the name
of the bank and the voting officer should not be written on the ballot but only on the certificate envelope. If the official
signature of the officer casting the ballot has not been filed with this Federal Reserve Bank, such official signature
should be filed before the polls close.
Please follow carefully the instructions that are printed on the ballot and on the envelopes.
The following procedure is required in the case of the Class B ballot:
(1) The ballot should be marked.
(2)

It should be placed in the small envelope marked “Ballot–Directors’ Election” and that envelope sealed.

(3) After the certificate on the white certificate envelope is executed, the small sealed envelope
(containing the ballot) should be placed within the white certificate envelope and that envelope sealed.
(4) The sealed white certificate envelope containing the sealed ballot envelope should then be returned to me
in the enclosed self-addressed envelope.
*Section 4 of the Federal Reserve Act, as amended, reads in part as follows:
“...That whenever any member banks within the same Federal Reserve district are subsidiaries of the same bank
holding company within the meaning of the Bank Holding Company Act of 1956, participation in any such
nomination or election by such member banks, including such bank holding company if it is also a member bank,
shall be confined to one of such banks, which may be designated for the purpose by such holding company.”
The Board of Governors of the Federal Reserve System has ruled that a holding company affiliate, having one or more
subsidiary banks in each of the three groups into which member banks of a Federal Reserve district are divided for the purpose
of electing directors, may designate one such bank in each group to participate in the nomination and election of each Class
A Director and each Class B Director chosen by the group of which such bank is a member and such member bank so
designated may validly participate in such nomination and election. Accordingly, banks in Group 1 affected by the
foregoing provision of law are requested to take prompt action to have the appropriate bank holding company
designate, if it has not already designated, one of such banks to participate in this election.

1

Under the law, the ballot must be returned so as to reach me within 15 days after its receipt. The polls will open on
October 13, 1999, and close at 2 p.m. on October 28, 1999. At that time, the ballot box will be opened at this Bank, the sealed
envelopes containing the ballots will be opened, the votes counted, and the results of the election announced. The candidate
is invited to be present or represented on that occasion.
While the banks in Group 2 (consisting of banks having capital and surplus of over $2,500,000 but under
$10,000,000) and banks in Group 3 (consisting of banks having capital and surplus of $2,500,000 and under) will not
vote in this election, this notice is sent to them, without forms, for their information.

Sincerely,

Chairman of the Board
Enclosures (4)

2

CANDIDATE FOR CLASS B DIRECTOR

Judy Ley Allen

Nominated by the following banks in Group 1:
TEXAS

Co-Manager and Partner
The Fairways at Pole Creek Development, L.L.C.
Houston, Texas

Dallas .............................. TIB The Independent BankersBank
Houston ................................. Southwest Bank of Texas, N.A.
Jacksonville ............. Austin Bank, Texas National Association
Laredo ........................................... The Laredo National Bank
McAllen ....................................................... Texas State Bank
San Antonio ..................................... Broadway National Bank
San Antonio ...................................... CaminoReal Bank, N.A.
San Antonio ..................................... The Frost National Bank

Judy Ley Allen is co-manager and partner of The Fairways
at Pole Creek Development, L.L.C. The Fairways is a 1,000acre, 27-hole golf course and residential development in
Winter Park, Colorado. Allen has co-responsibility for land
planning, financing, and governmental approvals and total
responsibility for marketing and accounting. She also performs asset management for five family members, including
stock and bond, real estate, oil and gas, and timberland
investments, and supervises all accounting functions and
state and federal income tax return preparations.
Allen is active in numerous civic organizations. She serves
on the Rice University Advisory Board of Governors, the
Houston Ballet Foundation Board and the Museum of Natural
Science Finance Committee.
Allen has a bachelor’s degree from Stanford University
and an M.B.A. from Harvard Business School.

NOTE—A list of the banks in Group 1, showing the officers authorized to
cast the vote of each bank, is given on pages 4 through 5 of this notice.
3

GROUP 1
LOUISIANA
Location

Minden

Name of Bank or Trust Company

Minden Bank & Trust Company ...........................................

Officers Authorized to Cast Vote

President

NEW MEXICO
Location

Las Cruces

Name of Bank or Trust Company

First Security Bank of Southern New Mexico,
National Association .........................................................

Officers Authorized to Cast Vote

President, Vice President, Cashier

TEXAS
Location

Abilene
Abilene
Amarillo
Amarillo
Amarillo
Baytown
Bellaire
Brenham
Dallas

Dallas
Dallas
Dallas
Dallas
Dallas
Dallas
Edinburg
El Paso
El Paso
Garland
Granbury
Henderson
Houston
Houston
Houston
Houston
Houston
Houston
Houston
Houston
Houston
Houston
Houston
Houston
Hurst
Jacksonville
Kilgore
La Porte

Name of Bank or Trust Company

First National Bank of Abilene .............................................
First State Bank, National Association .................................
Amarillo National Bank ........................................................
First Bank Southwest, N. A. .................................................
The First National Bank Amarillo .........................................
Citizens Bank and Trust Company of Baytown, Texas ........
Citizens National Bank of Texas ..........................................
Texas National Bank ............................................................
Bank of Texas, National Association ...................................
.....................................................................................
.....................................................................................
Bank One, Texas, National Association ..............................
Inwood National Bank of Dallas ...........................................
Northern Trust Bank of Texas N.A. ......................................
Texas Capital Bank, National Association ...........................
TIB The Independent BankersBank .....................................
U.S. Trust Company of Texas, National Association ...........
First National Bank ..............................................................
Bank of the West .................................................................
Norwest Bank El Paso, N.A. ................................................
United Central Bank .............................................................
Community Bank .................................................................
Citizens National Bank .........................................................
American First National Bank ..............................................
Banco Popular, National Association (Texas) .....................
Bank of Tanglewood, National Association .........................
.....................................................................................
Chase Bank of Texas, National Association ........................
First Bank Texas National Association ................................
MetroBank, National Association .........................................
Northwest Bank, National Association .................................
Republic National Bank .......................................................
Southwest Bank of Texas, N.A. ...........................................
Texas First National Bank ....................................................
Wells Fargo Bank (Texas), National Association .................
Woodforest National Bank ...................................................
Surety Bank, National Association .......................................
Austin Bank, Texas National Association ............................
City National Bank of Kilgore ...............................................
Bayshore National Bank of La Porte ....................................
4

Officers Authorized to Cast Vote

Chairman, President, Vice President, Cashier
President
Chairman, President, Vice President, Cashier
President
President
Chairman
President
Chairman, President
Tom E. Turner, Chairman; C. Thomas Abbott,
President; Jane Colesar, Cashier & Sr. Vice
President
Chairman
President
President
*
President, Chief Executive Officer
Chairman, President, Senior Vice President
Chairman, President, Vice President, Cashier
Chairman
President
President
*
Cashier
President
Chairman, President
Chairman, President, Executive Vice
President
Chairman, President, Vice President, Cashier
Chairman, President, Vice President, Cashier
Chairman, President, Vice President, Cashier
Chairman, President
President
Chairman, President, Vice President, Cashier
President
Chairman of Executive Committee, President
Chairman, President, Vice President, Cashier
Chairman, President, Vice President, Cashier
Chairman, President, Vice President, Cashier
President
President

GROUP 1 — Continued
TEXAS — Continued
Location

Laredo
Livingston
Lubbock

Lubbock
Marble Falls
McAllen
McAllen
Nacogdoches
Pharr
Plainview
Plano
Richardson
San Angelo
San Antonio
San Antonio
San Antonio
San Antonio
Temple
Victoria
Victoria
Weatherford
Weatherford

Name of Bank or Trust Company

The Laredo National Bank ...................................................
The First National Bank of Livingston ..................................
PNB Financial Bank .............................................................
.....................................................................................
.....................................................................................
State National Bank of West Texas .....................................
Marble Falls National Bank ..................................................
Inter National Bank ..............................................................
Texas State Bank ................................................................
Commercial Bank of Texas, N.A. .........................................
Lone Star National Bank ......................................................
Hale County State Bank ......................................................
Legacy Bank of Texas .........................................................
Canyon Creek National Bank ..............................................
San Angelo National Bank ...................................................
Broadway National Bank .....................................................
CaminoReal Bank, N.A. .......................................................
.....................................................................................
The Frost National Bank ......................................................
Norwest Bank Texas, National Association .........................
Extraco Banks, National Association ...................................
Citizens National Bank .........................................................
First Victoria National Bank .................................................
Texas Bank ..........................................................................
Weatherford National Bank ..................................................

5

Officers Authorized to Cast Vote

President, Vice President
Chairman, President, Vice President, Cashier
Alan White, Chairman; John C. Owens,
President; DeWayne V. Pierce, Senior
Executive Vice President
Chairman
President
Chairman, President, Cashier
Chairman, President, Cashier
President
President, Vice President, Cashier
Chairman
Chairman, President, Vice President, Cashier
President
*
Chairman, President, Vice President, Cashier
Chairman, President and Chief Executive
Officer
President, Vice President, Cashier
President, Vice President, Cashier
President
President
Chairman, President, Vice President, Cashier
President
Vice President and Cashier