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I . ANNOUNCEMENT BY BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM H. 2 1973 No. 32 Applications and Reports Received or Acted on During the Week Ending August 11, 1973 District 5 To Become a Member of the Federal Reserve System Pursuant to Section 9 of the Federal Reserve Act Received First Bank & Trust Company, Brookneal, Virginia 5 Bank of Isle of Wight, Smithfield, Virginia 7 Hawthorn Center State Bank, Vernon Hills, Illinois 11 Approved ^Houston State Bank, Houston, Texas * * * * * 7 To Withdraw from Membership in the Federal Reserve System Without a Six-Month Notice as Prescribed by Section 9 of the Federal Reserve Act Received Manteno State Bank, Manteno, Illinois * * * * * ^Application processed by the Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 32 2 - 2To Establish a Domestic Branch Pursuant to Section 9 of the Federal Reserve Act Received Fidelity Union Trust Company, Newark, New Jersey. to be established at the following locations: Branches A. To be established on Route 10 in the proximity of Route 202, Morris County. B. To be established on Paterson-Hamburg Turnpike in the proximity of Berdan Avenue, Wayne Township, Passaic County. C. To be established on Morris Avenue in the proximity of Liberty Avenue, Union Township, Union County. 6 Trust Company of Georgia, Atlanta, Georgia. Branch to be established at the intersection of Holcolm Bridge Road and U. S. 19 (Roswell Crossing), Atlanta. 7 The Peoples Bank of Leslie, Leslie, Michigan. Branch to be established at 11600 Bunkerhill Road, Pleasant Lake, Henrietta Township, Jackson County. 2 Approved *Long Island Trust Company, Garden City, New York. Branch to be established at the Northwest corner of Gerard Street and New York Avenue, Huntington, Suffolk County. 6 *The Bank of New Orleans and Trust Company, New Orleans, Louisiana. Branch to be established at Poydras Street and St. Charles Avenue, New Orleans. 8 *The Citizens Bank, Batesville, Arkansas. Branch to be established at St. Louis and Boswell Streets, Batesville. 12 *United California Bank, Los Angeles, California. Branch to be established in the Central Business District of unincorporated community of Wrightwood, San Bernardino County. -k -k -k -k -k ^Application processed by the Reserve Bank on behalf of the Board of Governors under delegated authority. H. 2 1973 No. 32 2 To Establish an Overseas Branch of a Member Bank Pursuant to Section 25 of the Federal Reserve Act Approved Peoples Trust of New Jersey, Hackensack, New Jersey. To establish a branch in Georgetown, Grand Cayman Islands. 2 The Bank of New York, New York, New York. branch in Georgetown, Cayman Islands. 7 The Indiana National Bank, Indianapolis, Indiana. To establish a branch in Georgetown, Grand Cayman Islands. 7 The Indiana National Bank, Indianapolis, Indiana. To establish a branch in Luxembourg City, Luxembourg. * * * * * To establish a To Form a Bank Holding Company Pursuant to Section 3(a)(1) of the Bank Holding Company Act of 1956 Received Payne County Bancshares, Inc., Perkins, Oklahoma, for prior approval to acquire 100 per cent of the voting shares of The Payne County Bank, Perkins, Oklahoma. Waverly Investment Company, Waverly, Missouri, for prior approval to acquire 100 per cent of the voting shares of Bank of Waverly, Waverly, Missouri. Approved Citizens Bankshares Incorporated, St. Francis, Kansas, for prior approval to acquire 80 per cent or more of the voting shares of The Citizens State Bank of St. Francis, St. Francis, Kansas. * * * * * To Expand a Bank Holding Company Pursuant to Section 3(a)(3) of the Bank Holding Company Act of 1956 Received Chemical New York Corporation, New York, New York, for prior approval to acquire 100 per cent of the voting shares of Chemical BankBuffalo, Buffalo, New York, a proposed new bank. Barnett Banks of Florida, Inc., Jacksonville, Florida, for prior approval to acquire 90 per cent or more of the voting shares of Barnett Bank of North Pensacola, Pensacola, Florida, a proposed new bank. Palmer Bank Corporation, Sarasota, Florida, for prior approval to acquire 100 per cent (less directors1 qualifying shares) of the voting shares of Bradenton Palmer National Bank, Bradenton, Florida, a proposed new bank. Received Continued Palmer Bank Corporation, Sarasota, Florida, for prior approval to acquire 100 per cent (less directorsT qualifying shares) of the voting shares of Fort Myers Palmer National Bank, Fort Myers, Florida, a proposed new bank. Palmer Bank Corporation, Sarasota, Florida, for prior approval to acquire 100 per cent (less directors' qualifying shares) of the voting shares of Naples Palmer Bank and Trust Company, N. A., Naples, Florida, a proposed new bank. Southeast Banking Corporation, Miami, Florida, for prior approval to acquire 80 per cent or more of the voting shares of Peoples National Bank, Naples, Florida» Farmer City Agency, Inc., Farmer City, Illinois, for prior approval to acquire 6.27 per cent of the voting shares of National Bank of Chenoa, Chenoa, Illinois. NBS Financial Corporation, Southfield, Michigan, for prior approval to acquire 100 per cent (less directors' qualifying shares) of the voting shares of National Bank of Royal Oak, Royal Oak, Michigan. Approved Barnett Banks of Florida, Inc., Jacksonville, Florida, for prior approval to acquire 80 per cent or more of the voting shares of Edison National Bank in Fort Myers, Fort Myers, Florida. United First Florida Banks, Inc., Tampa, Florida, for prior approval to acquire 80 per cent or more of the voting shares of Davenport State Bank, Davenport, Florida, a proposed new bank. Southwest Bancshares, Inc., Houston, Texas, for prior approval to acquire 100 per cent (less directors' qualifying shares) of the voting shares of Houston State Bank, Houston, Texas, a proposed new bank. H. 2 ^ 1973 No, 32 12 - 6 - Approved Continued Texas Commerce Bancshares, Inc., Houston, Texas, for prior approval to acquire 100 per cent of the voting shares (less directors1 qualifying shares) of the successor by merger to Irving Bank and Trust Company, Irving, Texas. * * * * * 10 To Expand a Bank Holding Company Pursuant to Section 3(a)(5) of the Bank Holding Company Act of 1956 Approved Affiliated Bankshares of Colorado, Inc., Boulder, Colorado, for prior approval to merge with First Colorado Bankshares, Inc., Littleton, Colorado. * * * * * 1 2 To Expand a Bank Holding Company Pursuant to Section 4(c)(8) of the Bank Holding Company Act of 1956 Received ^Industrial National Corporation, Providence, Rhode Island, notification of intent to engage in de novo activities (consumer finance; insurance underwriting of credit life insurance and credit accident and health insurance; and insurance agency or brokerage in connection with selling to consumer finance borrowers credit life insurance, credit accident and health insurance, and property damage insurance for collateral securing loans made to borrowers) at a new office in Zayre's Center, East Macon, Second Street, Macon, Georgia, through a subsidiary, Southern Discount Company. **First National City Corporation, New York, New York, notification of intent to engage in de novo activities (making consumer installment personal loans, purchasing consumer installment sales finance contracts; and acting as broker for the sale of consumer credit related life-accident and health insurance and consumer credit related property and casualty insurance; if this proposal is effected, 8- 9-73 8- 2-72 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H. 2 1973 No. 32 - 7 Received Continued Nationwide Financial Corporation of Oregon will offer to sell insurance as follows: (a) group credit lifeaccident and health insurance to cover the outstanding balances of loans to borrowers in the event of their death,, or to make the contractual monthly payments on the loans in the event of the borrowers disability; (b) individual casualty insurance on propperty, generally automobiles and household goods, subject to security agreements with Nationwide; further, in regard to the sale of credit related insurance, Nationwide Financial Corporation of Oregon will not offer insurance counseling) in Portland, Oregon, through its subsidiary, Nationwide Financial Corporation of Oregon. 2 **Lincoln First Banks, Inc., Rochester, New York, notification of intent to engage in de novo activities (making or acquiring, for its own account or for the account of others, loans and other extensions of credit such as would be made by a mortgage company; servicing loans and other extensions of credit; acting as investment or financial adviser including acting as adviser for mortgage or real estate investment trusts; and making equity and debt investments in corporations or projects designed primarily to promote community welfare, such as the economic rehabilitation and development of low income areas) through a subsidiary to be known as LIFRECC of California, Inc., Los Angeles, California. 8- 6-73 2 ^^Manufacturers Hanover Corporation, Dover, Delaware, 7-26-73 notification of intent to engage in de novo activities (leasing personal property and equipment, and acting as agent, broker or adviser in the leasing thereof, where at the inception of the initial lease the expectation is that the effect of the transaction and reasonably anticipated future transactions with the same lessee, as to the same property, will be to compensate the lessor for not less than the lessors full investment in the property; and making or acquiring, for its own account or for the account of others, loans and other extensions of credit with respect to personal property and equipment; and servicing such loans and other extensions of credit) in Houston, Texas, through its subsidiary, Manufacturers Hanover Leasing Corporation of New York, New York, New York. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H. 2 1973 No. 32 Received Continued **First Pennsylvania Corporation, Philadelphia, Pennsylvania, notification of intent to engage in a jie novo activity (sale of property insurance to protect collateral in which the said subsidiary has a security interest as a result of its extension of consumer credit) through the existing offices of the following subsidiaries: Termplan Thibodaux, Inc., Thibodaux, Louisiana; Termplan Galliano, Inc., Galliano,. Louisiana; Termplan Terrebonne, Inc., Houma, Louisiana; and Termplan Ruston, Inc., Ruston, Louisiana. 8- 2-73 3 Philadelphia National Corporation, Philadelphia, Pennsylvania, for prior approval to acquire the shares of Hartzler Mortgage Company, Columbus, Ohio. 3 **Provident National Corporation, Philadelphia, Pennsylvania, notification of intent to engage in a de novo activity (leasing personal property and equipment on a full pay-out basis) in Memphis, Tennessee; and Houston, Texas, through its indirect subsidiary, Provco Leasing Corporation. 8- 2-73 5 **First Virginia Bankshares Corporation, Falls Church, Virginia, notification of intent to engage in de_ novo activities (operating as a finance company, including the extension of small personal loans; financing retail installment sales; granting real estate loans, primarily second mortgage loans; and acting as agent or broker in the sale of property insurance, credit life insurance and credit accident and health insurance only to its loan customers) in Pensacola, Florida, through its subsidiary, First General Financial Services, Inc. 8- 7-73 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 32 5 " 9 Received Continued **First Virginia Bankshares Corporation, Falls Church, Virginia, notification of intent to engage in de novo activities (operating as a finance company, including the extension of small personal loans; financing retail installment sales; granting real estate loans, primarily second mortgage loans; and acting as agent or broker in the sale of property insurance, credit life insurance and credit:accident and health insurance only to its loan customers) in Hattiesburg, Mississippi, through its subsidiary9 First General Financial Services, Inc. 5 NCNB Corporation, Charlotte, North Carolina, for permission to continue to engage in certain insurance activities through its wholly-owned subsidiary, C. Douglas Wilson & Co., Greenville, South Carolina. 6 First Bancshares of Florida, Inc., Boca Raton, Florida, for prior approval to acquire 90 per cent or more of the voting shares of Beacon Leasing Corporation, North Palm Beach, Florida. 6 **First Bancshares of Florida, Inc., Boca Raton, Florida, notification of intent to engage in de novo activities (acting as a credit life and accident and health insurance agency for First Bancshares of Florida, Inc., its affiliated banks and subsidiaries in connection with their general banking or bank-connected activities) in Boca Raton, Florida, through a subsidiary, Fleming Insurance Agency, Fort Lauderdale, Florida. 8- 9-73 8- 6-73 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 32 6 - 1 0 - Received Continued **First Commerce Corporation, New Orleans, Louisiana, notification of intent to engage in de novo activities (acting as an agent or broker in the sale of credit life and credit accident and health insurance incidental to the extensions of consumer credit by the various offices of Money, Inc., operating under the name of E-Z Finance Plan in the State of Mississippi) in Moss Point, Pascagoula, Gulfport, Biloxi, McComb, and Columbia, Mississippi, through its subsidiary, Money, Inc. (of Mississippi). 6 **Southeast Banking Corporation, Miami, Florida, notification of intent to engage in a de novo activity (insurance for the holding company and its subsidiaries, credit life and credit accident and health insurance directly related to extensions of credit by the holding company and its subsidiaries, and insurance sold as a matter of convenience to the purchaser, so long as the premium income from such sales does not constitute a significant portion of the aggregate insurance premium of the holding company from credit life and credit accident and health insurance sold) in Miami, Miami Springs, Miramar, Hollywood, Fort Lauderdale, Deerfield Beach, Jacksonville, Jacksonville Beach, Orange Park, Bradenton, Dunedin, Tampa, Belbourne, Satellite Beach, Deltona, and Orlando, Florida, through a subsidiary, Southeast Insurance Agency. 10 Commerce Bancshares, Inc., Kansas City, Missouri, for prior approval to acquire 100 per cent of the shares of a credit life insurance company (in organization). 10 Waverly Investment Company, Waverly, Missouri, for prior approval to acquire Mallen Insurance Agency, Waverly, Missouri; and Waverly Insurance Agency, Waverly, Missouri. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on of the Board of Governors under delegated authority. H.2 1973 No. 32 12 12 12 6 10 - 11 Received Continued **BanCal Tri-State Corporation, San Francisco, California, notification of intent to engage in a de_ novo activity (providing bookkeeping or data processing services for the internal operations of the holding company and its subsidiaries, storing and processing other banking, financial, or related economic data, such as performing payroll, accounts receivable or payable, or billing services) in San Francisco, California, through a subsidiary, California Bankdata Corporation. **Zions Utah Bancorporation, Salt Lake City, Utah, notification of intent to engage in de novo activities (business of soliciting and acquiring mortgages on real property which it will place with lenders including affiliates; as an adjunct to this business, Zions Mortgage Company will act as agent in the issuance of credit related insurance policies incidental to the proposed transactions) in Longmont and Loveland, Colorado, through a subsidiary, Zions Mortgage Company. 8- 3-73 8- 3-73 Approved BankAmerica Corporation, San Francisco, California, reconsideration of an Order dated July 27, 1973, which denied BankAmerica Corporation's application for prior approval to acquire GAC Finance, Inc. Delayed **Combanks Corporation, Winter Park, Florida, notification of intent to engage in de novo activities (general mortgage banking, including originating, processing, closing, selling, buying, and servicing of real estate mortgage loans) through a subsidiary known as Combanks Mortgage Company, Winter Park, Florida. **First National Corporation of El Reno, Inc., El Reno, Oklahoma, notification of intent to engage in a de novo activity (leasing personal property) in El Reno, Oklahoma, through a subsidiary to be known as First National of El Reno Leasing Company, Inc. 8- 8-73 8- 8-73 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 32 10 12 12 - Delayed Continued **First National Corporation of El Reno, Inc., El Reno, Oklahoma, notification of intent to engage in a de novo activity (mortgage financing and mortgage banking activities) in El Reno, Oklahoma, through a subsidiary to be known as First National of El Reno Mortgage Company, Inc. **Zions Utah Bancorporation, Salt Lake City, Utah, notification of intent to engage in de novo activities (mortgage banking; and acting as an agent in the issuance of credit-related insurance policies incidental thereto) in Colorado Springs, Littleton, Arvada, and Fort Collins, Colorado; and Idaho Falls, Blackfoot, Pocatello and Montpelier, Idaho, through a subsidiary, Zions Mortgage Company. 1 1 Permitted **First National Boston Corporation, Boston, Massachusetts, to engage in de novo activities (making, acquiring and servicing for its own account, or for the account of others, loans and other extensions of credit including those secured by mortgages of residential or commercial properties or leasehold interests therein; furnishing economic or financial information on real estate matters; providing portfolio investment advice concerning real estate matters; and providing all such other services and engaging in all such other activities as are incidental to any of the foregoing) in Boston, Massachusetts, through a subsidiary to be known as First of Boston Mortgage Corporation. **Industrial National Corporation, Providence, Rhode Island, to continue to engage in de novo activities (consumer finance; insurance underwriting of credit life insurance and credit accident and health insurance; and insurance agency or brokerage in connection with selling to consumer finance borrowers credit life insurance, credit accident and health insurance, and property damage insurance for collateral securing loans made to borrowers) in Savannah, Georgia, through a subsidiary, Southern Discount Company. 8- 8-73 8- 6-73 8- 6-73 8- 8-73 **4(c)(8) and 4(c)(12) notification processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No.32 5 - 13Permitted Continued **First & Merchants Corporation, Richmond, Virginia, to engage in cle novo activities (making mortgage loans principally secured by second mortgages on residential and commercial real estate and such other incidental activities as may be necessary to the business of making such loans, including acting as agent for the sale of credit life, credit disability, mortgage redemption and mortgage cancellation insurance in connection with the making of such loans) in Virginia Beach, Virginia, through its subsidiary, First Realty Mortgage Corporation. 8- 5-73 5 **United Carolina Eancshares Corporation, Whiteville, North Carolina, to engage in de novo activities (making loans with a cash advance of $900 or less, to be repaid in installments; and acting as agent with respect to credit life and credit accident and health insurance that is directly related to any extension of credit) in Wallace, North Carolina, through its subsidiary, First Credit Corporation. 8- 6-73 5 **United Virginia Bankshares Incorporated, Richmond, Virginia, to relocate de novo activities (originating loans as principal; originating loans as agent; servicing loans for nonaffiliated individuals, partnerships, and corporations; servicing loans for affiliates of the holding company; and engaging in such other activities as may be incidental to the business of a mortgage corporation) from 2601 Franklin Road, S.W., to Third and Elm Streets, Roanoke, Virginia, through its subsidiary, United Virginia Mortgage Corporation. 8- 5-73 6 **Third National Corporation, Nashville, Tennessee, to relocate de novo activities (making of instalment loans direct to borrowers and discounting of instalment notes receivable issued to dealers by purchasers; and acting as insurance agents or brokers in selling credit life insurance, accident and health insurance, and property damage insurance for collateral-supporting loans made by such finance subsidiary) from Fulton, Kentucky, to Martin, Tennessee, through its subsidiary, Friendly Finance, Incorporated. 8-11-73 **4(c)(8) and 4(c) (12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 32 6 7 - 14 Permitted Continued .**Third National Corporation, Nashville, Tennessee, to engage in de novo activities (conducting the business of a mortgage company, including the making or acquiring, for its own account or for the account of others, loans and other extensions of credit; servicing loans and other extensions of credit for any person; and to act as agent or broker in the sale of mortgage redemption insurance, credit life, accident and health insurance) in Columbia, South Carolina, through its subsidiary, John W. Murphree Co. 8-9-73 **First Chicago Corporation, Chicago, Illinois, to engage in de novo activities (making or acquiring, for its own account or for the accounts of others, loans and other extensions of credit secured by real estate mortgages; and servicing such loans and other extensions of credit) in Los Angeles, California, through a subsidiary, First Chicago Realty Services Corporation, Chicago, Illinois. 8- 9-73 10 **First Tulsa Bancorporation, Inc., Tulsa, Oklahoma, to engage in de novo activities (making and servicing real estate mortgage loans, construction loans, home improvement loans and other loans and extensions of credit to businesses and individuals) at two locations in Tulsa, Oklahoma, through a subsidiary to be known as Firstul Mortgage Company. 8-10-73 12 **BanCal Tri-State Corporation, San Francisco, California, to engage in a de novo activity (acting as investment or financial adviser to the extent of serving as the advisory company for a mortgage or a real estate investment trust) in San Francisco and Los Angeles, California; and New York, New York, through a subsidiary to be known as BanCal Advisors, Inc. 8-10-73 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 32 12 7 6 -15- Permitted Continued **Zions Utah Bancorporation, Salt Lake City, Utah, to engage in de novo activities (business of soliciting and acquiring mortgages on real property which it will place with lenders, including affiliates; as an adjunct to this business, Zions Mortgage Company will act as agent in the issuance of credit-related insurance policies incidental to the proposed transactions) in Salt Lake City, Utah, through a subsidiary, Zions Mortgage Company; and the banking offices of Zions First National Bank located in Ogden, Bountiful, Provo, Spanish Fork, St» George, Roosevelt, Vernal, Heber City and Price, all in Utah. Reactivated **Financial Incorporated, Fort Wayne, Indiana, notification of intent to engage in de novo activities (serving as investment adviser, as defined in Section 2(a)(20) of the Investment Company Act of 1940, to an investment company registered under that Act; providing portifolio investment advice to financial institutions and other persons; and furnishing general economic information and advice) through a subsidiary, Financing Investment Advisors, Inc., Fort Wayne, Indiana. Withdrawn **First Bancshares of Florida, Inc., Boca Raton, Florida, notification of intent to engage in de novo activities (acting as a general insurance agency for First Bancshares of Florida, Inc., its affiliated banks and subsidiaries in connection with their general banking or bank connected activities) in Fort Lauderdale, Florida, through a subsidiary to be known as Fleming Insurance Agency, Inc. 8- 9-73 8-10-73 8- 6-73 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 32 7 7 - 16 To Expand a Bank Holding Company Pursuant to Section 4(c)(12) of the Bank Holding Company Act of 1956 Received **Berkshire Hathaway Inc., New Bedford, Massachusetts, notification of intent to acquire additional shares of the following companies: Oglilvy & Mather International Inc., New York, New York, whose principal business is the creation of advertising campaigns for television, radio, newspaper, magazines, and .other media; The Washington Post Company, Washington, D.C., which is engaged in the newspaper and magazine publishing business; also owns and operates television and radio stations; and owns a hotel and real estate; and United States Truck Lines Inc., Cleveland, Ohio, which is engaged in intercity motor carrier transportation and local cartage business. **Lumbermens Mutual Casualty Company, Long Grove, Illinois, notification of intent to acquire all of the outstanding stock of Federal Mutual Insurance Company, Long Grove, Illinois, indirectly through its subsidiary, Kemperco, Inc., Long Grove, Illinois. The acquisition will take place through merger of Federal Mutual Insurance Company into Kemper Fire and Casualty Insurance Company, Long Grove, Illinois, a proposed, whollyowned de novo subsidiary of Kemperco, Inc. The resulting corporation will change its name to Federal Kemper Insurance Company. 8- 6-73 8- 8-73 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority.
@FedFRASER