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a w o m c m h i p by

BORED CF GOVERNORS
OF THE
FEDERAL RESERVE SYSTEM
H.2, 1985 No. 31
Actions of the Board
. Applications and Reports Received
During the Week Biding August 3, 1985
APPLICABEE
RESERVE BANK

ACTIONS OF THE BOARD

Paul A. Volcker, statement regarding multilateral
development institutions and their role with
respect to debt and growth problems of developing
nations before the Subcommittee on International
Development Institutions and Finance of the House
Banking Caimittee on July 30, 1985.
Appointment of a 14-member Advisory Group to assist
in the development of the Federal Reserve program
to reduce risk on large dollar transfer systems.
Secretary

Federal Reserve Board has extended the period for
public ccnment until September 30, 1985, on the
proposed revision of its bank holding company
reporting requirements (Docket R-0548). 1/

New York

Great Falls Bancorp, Totcwa, New Jersey —
extension of time to November 6, 1985, within
which to become a bank holding company with
respect to Great Falls Bank. 1/

Philadelphia

The First National Bank of Leesport, Pennsylvania,
proposed merger with ENBL National Bank, under the
charter of the latter and with the title of the
former — report to the Comptroller of the
Currency on competitive factors. 1/

Philadelphia

Frankford Trust Company, Philadelphia,
Pennsylvania, proposed merger with Colonial
Savings Bank, under the charter and title of the
former — report to the Federal Deposit Insurance
Corporation on competitive factors. 1/

T7




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 Mo. 31

- 2 ACTIONS OF THE BOARD - Continued

Richmond

The Bank of Alexandria, Virginia — extension of
time to November 10, 1985, within which to
withdraw from membership in the Federal Reserve
System. 1/

Richmond

First Ccranunity Bank, Inc., Princeton, West
Virginia — extension of time to August 19, 1985,
within which to establish a branch at Pine Plaza
Shopping Center. 1/

Atlanta

First State Corp., West Blocton, Alabama —
extension of time to October 20, 1985, within
which to become a bank holding company through
acquisition of First State Bank of Bibb County. 1/

Atlanta

United Bankshares, Inc., Nashville, Georgia —
extension of time to September 1, 1985, within
which to become a bank holding ccnpany through
acquisition of The United Banking Company. 1/

Atlanta

Sun Banks, Inc., Orlando, Florida and SunTrust
Banks, Inc., Atlanta, Georgia — extension of time
to November 1, 1985, within which to acquire up to
15 percent of outstanding shares of Peoples Bank
of Lakeland, Lakeland, Florida. 1/

Atlanta

B. B. Financial Corporation, Boca Raton, Florida —
extension of time to October 1, 1985, within which
to become a bank holding company through
acquisition of Boca Bank. 1/

Atlanta

Culverhouse, Sr., Hugh F., — extension of time to
December 31, 1985, within which he may acquire
additional shares of Florida Commercial Banks,
Inc., Miami, Florida. 1/

Chicago

Bank of Sturgeon Bay, Wisconsin —
bank premises. 1/

Chicago

M&I Bank of Hilldale, Madison, Wisconsin, proposed
merger with M&I Bank of Jamestown, under the
charter and title of M&I Bank of Hilldale —
report to the Federal Deposit Insurance
Corporation on competitive factors. 1/

T7




investment in

Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 3 ACTIONS OF THE BQAED - Continued

Chicago

The Morton Grove Bank, Morton Grove, Illinois,
proposed merger with The Morton Grove Interim
Bank, under the charter of the latter and the
title of the former — report to the Federal
Deposit Insurance Corporation on competitive
factors. 1/

Chicago

St. Francis State Bank, St. Francis, Wisconsin,
proposed merger with SFSB Interim Bank, under the
charter of the latter and the title of the former
— report to the Federal Deposit Insurance
Corporation on competitive factors. 1/

Chicago

Chicago Canmerce Bancorporatian, Chicago, Illinois
— extension of time to September 27, 1985, within
which to become a bank holding company through the
acquisition of 100 percent of the voting shares of
the successor by merger to Chicago Bank of
Commerce. 1/

St. Louis

Adairville Banking Company, Adairville, Kentucky,
proposed merger with MSB Acquisition Bank, Inc. —
report to the Federal Deposit Insurance
Corporation on competitive factors. 1/

St. Louis

Peeples Bancorp of Washington, Washington, Indiana
— extension of time to October 28, 1985, within
which to become a bank holding company through
acquisition of the successor by merger to The
Peoples National Bank and Trust Company. 1/

Dallas

Marble Falls National Bancshares, Inc., Marble
Falls, Texas — extension of time to October 28,
1985, within which to acquire 100 percent of the
voting shares of Marble Falls National Bank. 1/

San Francisco

Marathon Bancorp, Los Angeles, California —
extension of time to November 9, 1985, within
which to engage de novo in nonbanking activities
through Marathon Bancorp Mortgage Corporation. 1/

San Francisco

Trans Bankcorp Holdings, N.V., — extension of time
to November 4, 1985, within which to acquire Trans
Bankcorp Inc. 1/

17




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 4 ACTIONS OF THE BOARD - Continued

San Francisco

Wells Fargo & Company, San Francisco, California —
extension of time to July 31, 1986, within which
to divest of real estate acquired in connection
with debts previously contracted (Bauer Farm) by a
subsidiary, Wells Fargo AG Credit. 1/

San Francisco

Messrs. Milton, Brian, and Samuel Sorokin and Terry
Metrovich — extension of time to September 4,
1985, regarding Change in Control notice to
acquire shares of Mesa Bancorp. 1/

T7




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 5 -

ACTIONS OF THE BOARD - Continued
* * * * *

To Establish a Domestic Branch Pursuant to
Section 9 of the Federal Reserve Act
Approved
Cleveland

The Provident Bank, Cincinnati, Ohio — to establish
three customer bank ccmnunication terminals
at: 4145 Montgomery Road; 4016 Harrison Road;
and Thriftway, Inc., 4900 Aunt Road, Cincinnati,
Ohio. 1/

Richmond

First Virginia Bank-South Central, Amherst, Virginia
— to establish a branch at the intersection
of U.S. Route 501 and State Route 24, Rustburg,
Virginia. 1/

Richmond

Bank of the Commonwealth, Norfolk, Virginia —
establish a branch at 7530 Tidewater Drive,
Norfolk, Virginia. 1/

Dallas

First City Bank of Corpus Christi, Corpus Christi,
Texas — to establish a branch at 418 South
Alister, Port Aransas, Texas. 1/

San Francisco

First Interstate Bank of California, Los Angeles,
California — to establish a temporary branch
facility at the Annual Southern California
Heme and Garden Show, Anaheim Convention Center,
Anaheim, California. 1/

to

* * * * *

Issued Intent Not to Disapprove Change of Control
Pursuant to Change in Bank Control Act of 1978
Not Disapproved
Minneapolis

Greenbush Bancshares, Inc., Greenbush, Minnesota. 1/

1 7 Application processed on behalf of the Board, of Governors under
delegated authority.




H.2, 1985 No. 31

- 6 ACTIONS OF THE BOARD - Continued

Kansas City

Bank Land Company, Denver, Colorado. 1/

Kansas City

Herington Bancshares, Inc., Herington, Kansas. 1/

Kansas City

Republic Bancorporation, Inc., Englewood,
Colorado. 1/
* * * * *

TO Become a Member of the Federal Reserve System
Pursuant to Section 9 of the Federal Reserve Act
Approved

Atlanta

Commerce Bank of Tampa, Tampa, Florida. 1/
* * * * *

Applications and Notifications for International
Investments and Other Action Pursuant to Sections 25 and 25 (a)
of the Federal Reserve Act and Sections 4(c) (9), 4(c) (13) , and
4(c) (14) of the Bank Holding Company Act of 1956r as amended
Approved

Boston

State Street Boston Corporation, Boston,
Massachusetts — grants consent to make an
additional investment in the preferred stock of
its subsidiary, State Street Trade Development
Company, Inc., Cambridge, Massachusetts.

New York

Citibank Overseas Investment Corporation,
Wilmington, Delaware — grants consent to purchase
and hold, directly or indirectly, the shares of
Banca Centro Sud, Naples, Italy.

San Francisco

Security Pacific International Bank, Los Angeles,
California — crrants consent to act as an
insurance agent or broker with respect to
international commercial risks and to invest in
one or more domestic subsidiaries.

T7




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 7 ACTIONS OF TOE BOARD - Continued
* * * * *

To Form a Bank Holding Company Pursuant to Section
3(a) (1) of the Bank Holding Company Act of 1956
Returned

Kansas City

Schuyler Bancorporation, Schuyler, Nebraska — for
approval to acquire 100 percent of the voting
shares of the Schuyler State Bank and Trust
Company, Schuyler, Nebraska.

San Francisco

American Foreign Exchange Bancorp, Los Angeles,
California — for approval to acquire 100 percent
of the voting shares of American Foreign Exchange
Bank, N.A., Los Angeles, California, a proposed
new bank.

San Francisco

The Stockman's Bancorp, Kingman, Arizona — for
approval to acquire 100 percent of the v o tin g
shares of The Stockman's Bank, Kingman, Arizona.

Approved

Boston

Verbanc Financial Corp., Bellows Falls, Vermont —
for approval to acquire 100 percent of the voting
shares of Bellows Falls Trust Company, Bellcv/s
Falls, Vermont. 1/

Atlanta

Citizens and Southern Acquisition Corporation,
Atlanta, Georgia — for a p p ro v a l to acquire 100
percent of the voting shares of Landmark Banking
Corporation of Florida, Fort Lauderdale, Florida
and indirectly Landmark Bank of Brevard,
Melbourne; Landmark First National Bank, Fort
Lauderdale; Charlotte County National Bank, Port
Charlotte; First Bank of Marco Island, N.A., Marco
Island; First National Bank and Trust Company of
Naples, Naples; First County Bank, Riverview;
Landmark Bank of Tampa, Tampa; Peoples Bank of
Hillsborough County, Tampa; East First National
Bank, East Fort Myers; First Commercial Bank of
Fort Myers, Fort Myers; The First Bank of Fort

Tf




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 8 ACTIONS OF THE BOARD - Continued
Myers, Fort Myers; Gulf Coast First National Bank,
Fort Myers; North First Bank, North Fort Myers;
Hie Palmetto Bank and Trust Company, Palmetto;
Landmark Bank of Orlando, Orlando; Landmark Bank
of Palm Beach County, Boca Raton; Peoples Bank of
Pasco County, Flfers; Gulf Coast Bank of Pinellas,
Madeira Beach; Landmark Union Trust Bank of St.
Petersburg, N.A., St. Petersburg; Palm State Bank,
Palm Harbor; Gulf Coast National Bank. Sarasota;
National Bank of Sarasota, Sarasota; and South
County Bank, Venice, all located in Florida.

Atlanta

FirstBanc Holding Company, Inc., Robertsdale,
Alabama — for approval to acquire 100 percent of
the voting shares of First Bank of Baldwin
County, Robertsdale, Alabama, a proposed new bank.
1/

Atlanta

Mississippi River Bancshares, Ltd., Belle Chasse,
Louisiana — for approval to acquire 100 percent
of the voting shares of Mississippi River Bank,
Belle Chasse, Louisiana. 1/

Chicago

The Farmers and Merchants Bancorp, Boswell, Indiana
— for approval to acquire 100 percent of the
voting shares of The Farmers and Merchants Bank,
Boswell, Indiana. 1/

Chicago

Montgomery Financial Corporation, Darlington,
Indiana — for approval to acquire at least 80.84
percent of the voting shares of Farmers &
Merchants State Bank, Darlington, Indiana.

Chicago

Republic Bancorp, Inc., Flint, Michigan — for
approval to acquire at least 80 percent of the
votinq shares of Republic Bank, Flint, Michigan.
1/

St. Louis

ONB Merger Corp., Evansville, Indiana — for
approval to acquire Merchants Republic Corp.,
Terre Haute, Indiana and indirectly 100 percent of
the voting shares of The Merchants National Bank
of Terre Haute, Terre Haute, Indiana. 1/

Kansas City

City Bankshares, Inc., Oklahoma City, Oklahoma —
for approval to acquire 100 percent of the voting
shares of City Bank & Trust, Oklahoma City,
Oklahoma, a proposed new bank. 1/

1/




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 9 ACTIONS OF THE BOARD - Continued

Kansas City

First Carmerce Banc shares, Inc., Lincoln, Nebraska
— for approved to acquire at least 80.0 percent
of the voting shares of Caimerce Group, Inc.,
Lincoln, Nebraska,and indirectly National Bank of
Caimerce Trust and Savings Association, Lincoln,
Nebraska; Caimerce Savings Lincoln, Inc., Lincoln,
Nebraska; Caimerce Savings Columbus, Inc.,
Columbus, Nebraska; Caimerce Savings Scottsbluff,
Inc., Scottsbluff, Nebraska; Caimerce Group Grand
Island, Inc., Lincoln, Nebraska, and indirectly
Overland National Bank, Grand Island, Nebraska;
Caimerce Group Hastings, Inc., Lincoln,
Nebraska,and indirectly City National Bank and
Trust Company of Hastings, Hastings, Nebraska;
Caimerce Group Kearney, Inc., Lincoln, Nebraska,
and indirectly First National Bank and Trust Co.,
Kearney, Nebraska; Caimerce Group North Platte,
Inc., Lincoln, Nebraska,and indirectly North
Platte National Bank, North Platte, Nebraska;
Caimerce Group West Point, Inc., Lincoln, Nebraska
and indirectly First National Bank, West Point,
Nebraska. 1/

Dallas

Bosque Bancshares, Inc., Cranfills Gap, Texas —
for approval to acquire 100 percent of the voting
shares of Centex Bancshares, Inc., Cranfills Gap,
Texas and indirectly First Security State Bank,
Cranfills Gap, Texas. 1/
* * * * *

Tb Expand a Bank Holding Ccnpany Pursuant to Section
3 (a) (3) of the Bank Holding Crapany Act of 1956
Withdrawn

Boston

New Hampshire Savings Bank Corporation, Concord,
New Hampshire — for approval to acquire 100
percent of the voting shares of United Savings
Bank, Manchester, New Hampshire (conversion fran
United Federal Bank) 1/

Atlanta

Pan American Bank, Inc., Miami, Florida — for
approval to acquire 100 percent of the voting

T7




Application processed on behalf of the Board of Governors under
delegated authority.

- 10 -

H.2, 1985 No. 31
ACTIONS

OF THE

BOARD - Continued

shares of Pan American Bank of Broward, N.A.,
Oakland Park, Florida, a proposed new bank. 1/

Returned
Kansas City

FirstBank Holding Company and FirstBank Holding
Company of Colorado, both of Lakewood, Colorado —
for approval to acquire 100 percent of the voting
shares of FirstBank at 88th/Wadsworth, N.A.,
Westminster, Colorado, a proposed new bank.

Kansas City

Kansas State Financial Corporation, Wichita, Kansas
— for approval to acquire 100 percent of the
voting shares of Central Financial Corporation,
Wichita, Kansas and indirectly acquire Central
Bank and Trust, Wichita, Kansas.

Approved

Boston

UST Corp., Boston, Massachusetts — for approval to
acquire at least 80 percent of the voting shares
of Gloucester National Bank of Gloucester,
Gloucester, Massachusetts. 1/

Atlanta

Citizens and Southern Georgia Corporation, Atlanta,
Georgia — for approval to acquire 100 percent of
the voting shares of the successor by merger to
landmark Banking Corporation of Florida, Fort
Lauderdale, Florida and indirectly Landmark Bank
of Brevard, Melbourne; Landmark First National
Bank, Fort Lauderdale; Charlotte County National
Bank, Port Charlotte; First Bank of Marco Island,
N.A., Marco Island; First National Bank and Trust
Company of Naples, Naples; First County Bank,
Fiverview; Landmark Bank of Tampa, Tampa; Peoples
Bank of Hillsborough County, Tampa; East First
National Bank, East Fort Myers; First Carmercial
Bank of Fort Myers, Fort Myers; The First Bank of
Fort Myers, Fort Myers; Gulf Coast First National
Bank, Fort Myers; North First Bank, North Fort
Myers; The Palmetto Bank and Trust Company,
Palmetto; Landmark Bank of Orlando, Orlando;
Landmark Bank of Palm Beach County, Boca Raton;
Peeples Bank of Pasco County, Elfers; Gulf Coast
Bank of Pinellas, Madeira Beach; Landmark Union

17




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 11 ACTIONS OF THE BOARD - Continued

Trust Bank of St. Petersburg, N.A., St.
Petersburg; Palm State Bank, Palm Harbor; Gulf
Coast National Bank, Sarasota; National Bank of
Sarasota, Sarasota; and South County Bank, Venice,
all located in Florida.
Atlanta

First National Corporation, Covington, Louisiana —
for approval to acquire 100 percent of the voting
shares of CNB Bancshares Corporation, New Orleans,
Louisiana and indirectly Century Bank of New
Orleans, New Orleans, Louisiana and Riverlands
National Bank in La Place, La Place, Louisiana. 1/

Atlanta

Sun Banks, Inc., Orlando, Florida and SunTrust
Banks, Inc., Atlanta, Georgia — for approval to
acquire 100 percent of the voting shares of Pan
American Bank of Sarasota, Sarasota, Florida. 1/

Chicago

Second National Corporation, Richmond, Indiana —
for approval to acquire at least 60.12 percent of
the voting shares of Bentonville State Bank,
Bentonville, Indiana. 1/

St. Louis

Old National Bancorp, Evansville, Indiana — for
approval through the merger of its wholly-cwned
subsidiary and one-bank holding cotpany, CNB
Merger Corp., Evansville and Merchants Republic
Corp., Terre Haute, Indiana, to acquire 100
percent of the voting shares of The Merchants
National Bank of Terre Haute, Terre Haute,
Indiana. 1/

Minneapolis

Citizens State Bank at Mohall Employee Stock
Ownership Plan, Mohall, North Dakota — for
approval to acquire an additional 21.25 percent of
the voting shares of GSB Bancshares, Inc., Mohall,
NOrth Dakota and indirectly Citizens State Bank of
Mohall, Mohall, North Dakota. 1/

Kansas City

UBT Bancorp, Inc., Bartlesville, Oklahoma — for
approval to acquire 25 percent of the voting
shares of City Bankshares, Inc., Oklahoma City,
Oklahoma. 1/

Dallas

Bay Bancshares, Inc., La Porta, Texas — for
approval to acquire 100 percent of the voting
shares of Peoples Bank, N.A., Houston, Texas, a
proposed new bank. 1/

T7




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 12 ACTIONS OF THE BOARD - Continued

Dallas

Central Corporation, Monroe, Louisiana — for
approval to acquire 100 percent of the voting
shares of Lincoln Bancshares, Inc., Ruston,
Louisiana and indirectly Lincoln Bank and Trust
Company, Ruston, Louisiana. 1/

Dallas

Haltcm City Bancshares, Inc., Dallas, Texas — for
approval to acquire 100 percent of the voting
shares of American Bank of Ccnroerce, Grapevine,
Texas.
Denied

New York

Citicorp, New York, New York — for approval to
acquire at least 80 percent of the voting shares
of American State Bank of Rapid City, Rapid City,
South Dakota.
* * * * *

To Expand a Bank Holding Carpany Pursuant to Section
3 (a) (5) of the Bank Holding Ccnpany Act of 1956
Returned
Kansas City

Starr Banc Shares, Inc., Hutchinson, Kansas — for
approval to merge with Ark-Valley Bancorp, Inc.,
Hutchinson, Kansas and indirectly acquire Carmerce
Bank of Hutchinson, N.A., Hutchinson, Kansas;
Garden Banc Shares, Inc., Hutchinson, Kansas and
indirectly acquire Fourth Bank of Garden City,
N.A., Garden City, Kansas; Santa Fe Trail Banc
Shares, Inc., Hutchinson, Kansas and indirectly
acquire The Haskell County State Bank, Sublette,
Kansas; Southwest Kansas Banc Shares, Inc.,
Hutchinson, Kansas and indirectly acquire First
National Bank of Meade, Meade, Kansas and Valley
Bancorp, Inc., Hutchinson, Kansas and indirectly
acquire Valley State Bank, Syracuse, Kansas.

Approved

Atlanta

17




Carmerce Union Corporation, Nashville, Tennessee —
for approval to merge with Tennessee Eastern

Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 13 ACTIONS OF THE BOARD - Continued

Bancshares, Inc., Oak Ridge, Tennessee, and
indirectly to acquire Energy Bank, Oak Ridge,
Tennessee.
Correction:
The application of First National Bancorp,
Gainesville, Georgia, to merge with The Peoples
Bancorp, Cleveland, Georgia and indirectly acquire
Peoples Bank, Cleveland, Georgia which appeared on
H.2 No. 27, 1985 as a 3(a)(1) should have been
listed under section 3 (a)(5).

Atlanta

* * * * *

To Expand a Bank Holding Cfpany Pursuant to Section
4(c) (8) of the Bank Holding Company Act of 1956
Returned
Chicago

J. E. Coonley Company, Dows, Iowa — to engage de
novo (providing to others financially related
data processing and data transmission ser­
vices, facilities, and data bases; or access
to them) in Sheffield, Ic*ra. (7/31/85)

Kansas City

Binger Agency, Inc., Binger, Oklahoma — to engage
de novo (engaging in full pay-out personal
property leasing) conducted in the Oklahoma
counties of Caddo, Canadian and Grady (7/31/85)

San Francisco

Centennial Beneficial Corp., Orange, California —
to engage de novo (making, acquiring, and/or
servicing loans for itself or for others of the
type made by a mortgage company) through
Centennial Mortgage Income Fund II (7/23/85)

San Francisco

U. S. Bancorp, Portland, Oregon — to engage de novo
(providing to others financially related data
processing and data transmission services,
facilities, and data bases; or access to
them) (7/30/85)

Approved

T7




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 14 ACTIONS OP THE BOARD - Continued

Atlanta

Citizens and Southern Acquisition Corporation,
Atlanta, Georgia — for approval to acquire
Capital Group, Inc., Fort Lauderdale, and
its subsidiaries, Capital America, Inc.,
Fort Lauderdale and
Capital Associates, Inc., Pompano Beach,
companies that engage in equipment leasing;
Landmark Financial Services, Inc., Fort
Lauderdale engages in real estate appraisal
activities and acts as an agent with respect
to the sale of credit life insurance; Land­
mark Mortgage Corporation, Tampa, engages
in making and servicing residential real
estate mortgage loans; The National Trust
Company, Fort Myers, engages in trust activities
and Florida Interchange Group, Inc., Orlando
engages in data processing and related activities.

Atlanta

Ciizens and Southern Georgia Corporation, Atlanta,
Georgia — for approval to acquire Capital Group
Inc., Fort Lauderdale, and its subsidiaries,
Capital American, Inc., Fort Lauderdale, and
Capital Associates, Inc., Pompano Beach, ccnpanies
that engage in equipment leasing; Landmark
Financial Services, Inc., Fort Lauderdale, engages
in real estate appraisal activities and acts as an
agent with respect to the sale Of credit life
insurance; Landmark Mortgage Corporation, Tampa,
engages in making and servicing residential real
estate mortgage loans; The National Trust Company,
Fort Myers, engages in trust activities; and
Florida Interchange Group, Inc., Orlando, engages
in data processing and related activities for an
electronic funds transfer interchange system, all
located in Florida.

Chicago

Indiana National Corporation, Indianapolis, Indiana
— to acquire through its wholly-owned sub­
sidiary, Indiana Mortgage Company, 21.1 percent
of the voting shares of Keystone Mortgage
Corporation, Indianapolis, Indiana, thereby
engaging in he production of single family
mortgage loans. These activities would be
conducted in Indianapolis, Indiana and
Greenwood, Indiana.

1/




Application processed on behalf of the Board of Governors under
delegated authority.

H.2, 1985 No. 31

- 15 -

ACTIONS OF THE BOARD - C ontinued
Minneapolis

Northeast Montana Bank Shares, Inc., Poplar, Montana
— for approval to acquire Northeast Montana
Insurance Agency, Inc., Poplar, Montana. 1/

Kansas City

First Ccmnerce Bancshares, Inc., Lincoln, Nebraska
— for approved to indirectly acquire, through its
acquisition of at least 80 percent of the voting
shares of Ccmnerce Group, Inc., Lincoln, Nebraska,
75 percent of the voting shares of Ccmnerce
Affiliated Life Insurance Company, Phoenix,
Arizona, and thereby indirectly engage in
underwriting credit life insurance on consumer
loans and underwriting credit disability insurance
on consumer loans. 1/

P erm itted
Boston

First NH Banks, Inc., Manchester, New Hampshire —
to engage de novo (in full payout personal
property leasing) through its subsidiary, First NH
Resources, Inc., Manchester, New Hampshire. The
activity will be conducted nationwide. (8/2/85) 3/

New York

Citicorp, New York, New York — to engage de novo
(in making, acquiring, and/or servicing loans for
itself or for others of the type made by a
consumer finance ccnpany; a sales finance ccnpany;
and a ccmnercial finance ccnpany) (7/30/85) 3/

New York

Citicorp, New York, New York — to engage de novo
(providing portfolio investment advice to any
person; providing economic information and advice,
statistical forecasting services, and industry
studies; providing financial advice to state and
local governments) through an existing subsidiary
or of any subsidiary yet to be farmed, throughout
the U.S., Great Britain, Hong KOng. (8/1/85) 3/

Chicago

17
3/




North Ccranunity Bancorp, Inc., Chicago, Illinois —
to engage de novo (making, acquiring and/or
servicing loans for itself or for others of the
type made by a mortgage ccnpany) through a
subsidiary to be established, Conrounity Mortgage
Ccnpany, Chicago, Illinois. The geographic area
to be served will be the State of Illinois.
(7/31/85) 3/
Application processed on behalf of the Board of Governors under
delegated authority.
Notification processed by Reserve Bank on behalf of the Board of
Governors under delegated authority.

H.2, 1985 Mb. 31

- 16 ACTIONS OF THE BOARD - Continued

San Francisco

Pacific Regency Bancorp, El Toro, California — to
engage de novo (in providing financially related
courier services) through Pacific Regency Courier
Service (7/28/85) 3/

37— Nbtificafion"~proceSsed by Reserve Bank on behalf of the Board of
Governors under delegated authority.




H.2, 1985 No. 31

- 17 ACTIONS OF THE BOARD - Continued
Redemption of Shares

Appro**
Minneapolis

Correction:
The stock redemption notification for O'Neill
Properties, Inc., Minneapolis, Minnesota, which
appeared on H.2 No. 26, 1985 from the Kansas City
district should have appeared from the Minneapolis
district.

Kansas City

Bank Land Company, Denver, Colorado. 1/

Kansas City

Herington Bancshares, Inc., Herington, Kansas. 1/

Kansas City

Republic Bancorporation, Inc., Englewood,
Colorado. 1/

17 Application processed on behalf of the Board of Governors under
delegated authority.




H.2, 1985 No. 31

- 18 -

APPLICATIONS RECEIVED
To Establish a Domestic Branch Pursuant to
Section 9 of the Federal Reserve Act
New York

Chemical Bank, New York, New York — to establish a
branch at 2 Broadway, New York, New York. 2/

New York

United Jersey Bank, Hackensack, New Jersey —
establish a branch at 34 Speedwell Avenue,
Morristown, New Jersey. 2/

Cleveland

The Fifth Third Bank, Cincinnati, Ohio — to
establish a branch on Cheviot Road, Cincinnati,
Ohio. 2/

Cleveland

The Fifth Third Bank, Cincinnati, Ohio — to
establish a branch on Montgomery Road, Cincinnati,
Ohio. 2/

Richmond

Peoples Bank of Danville, Danville, Virginia —
establish a branch on Route 3, Danville,
Virginia. 2/

Richmond

Bank of Virginia, Richmond, Virginia — to
establish a night depository at 2700 Potomac Mills
Circle, Woodbridge, Virginia. 2/

Richmond

Capon Valley Bank, Wardensville, West Virginia —
to establish a branch in Moorefield, West
Virginia. 2/

Chicago

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin —
to establish an offsite electronic facility at
1200 West Wisconsin Avenue, Milwaukee, Wisconsin.
2/

to

to

* * * * *

To Merge Pursuant to Section 18(c)
of the Federal Deposit Insurance Act
New York

United Counties Trust Company, Elizabeth, New
Jersey — to acquire the assets and assume the
liabilities of the Keansburg Branch of United
Jersey Bank/Mid State, Hazlet, New Jersey. 2/

2j Application subject to Ccranunity Reinvestment Act. The
Caimunity Affairs Officer of the applicable Reserve Bank may be
contacted as to the length of the comment period.




H.2, 1985 No. 31

- 19 -

APPLICATIONS RECEIVED - Continued
* * * * *

Applications and Notifications for International
Investments and Other Action Pursuant to Sections 25 and 25(a)
of the Federal Reserve Act and Sections 4(c) (9), 4(c) (13), and
4 (c) (14) of the Bank Holding Ccnpany Act of 1956, as amended
Boston

The First National Bank of Boston, Boston,
Massachusetts — intent of its Edge subsidiary,
Boston Overseas Financial Corporation to make an
additional investment in Boston Financial Limited,
Melbourne, Victoria, Australia.
* * * * *

To Farm a Bank Holding Ccnpany Pursuant to Section
3 (a) (1) of the Bank Holding Ccnpany Act of 1956
New York

The Trustccnpany Bancorporation, Jersey City, New
Jersey — for approval to acquire 100 percent of
the voting shares of The Trust Ccnpany of New
Jersey, Jersey City, New Jersey. 2/

Philadelphia

Freedan Valley Bancshares, Ltd., West Chester,
Pennsylvania — for approval to acquire 100
percent of the voting shares of Freedan Valley
Bank, West Chester, Pennsylvania, a preposed new
bank. 2/

Cleveland

United Bancshares, Inc., Columbus Grove, Ohio —
for approval to acquire 100 percent of the voting
shares of The Union Bank Ccnpany, Columbus Grove,
Ohio. 2/

Atlanta

First Santa Rosa Holding Corporation, Milton,
Florida — for approval to acquire at least 80
percent of the voting shares of First National
Bank of Santa Rosa, Milton, Florida. 2/

Atlanta

Lawrence County Bancshares, Inc., Aurora, Missouri
— for approval to acquire at least 86.81 percent
of the voting shares of Lawrence County Bank,
Aurora, Missouri. 2/

27




Application subject to Caimunity Reinvestment Act.

The

Caimunity Affairs Officer of the applicable Reserve Bank may be
contacted as to the length of the comment period.

H.2, 1985 No. 31

- 20 APPLICATIONS RECEIVED - Continued

Atlanta

University State Bank Corporation, Tampa, Florida
— for approval to acquire 100 percent of the
voting shares of University State Bank, Tampa,
Florida. 2/

Chicago

First Bancorp, Indianapolis, Indiana — for
approval to acquire 100 percent of the voting
shares of First Bank and Trust Company, Speedway,
Indiana. 2/

Chicago

West Bancorp, Inc., Westmont, Illinois — for
approval to acquire 100 percent of the voting
shares of Bank of Westmont, Westmont, Illinois. 2/

St. Louis

First United Bancshares, Inc., Horse Cave, Kentucky
— for approval to acquire 100 percent of the
voting shares of Park City State Bank, Park City,
Kentucky. 2/

Minneapolis

Richmond Bank Holding Co., Richmond, Minnesota —
for approval to acquire at least 82 percent of the
voting shares of State Bank of Richmond, Richmond,
Minnesota. 2/

Minneapolis

Taylor Bancshares, Inc., North Mankato, Minnesota
— for approval to acquire 100 percent of the
voting shares of Valley National Bank, North
Mankato, Minnesota. 2/

Kansas City

City Bankshares, Inc., Oklahoma City, Oklahoma —
for approval to acquire 100 percent of the voting
shares of City Bank & Trust, Oklahoma City,
Oklahoma, a proposed new bank. 2/

Kansas City

Crown Bancshares, Inc., Omaha, Nebraska — for
approval to acquire 100 percent of the voting
shares of First United Bank of Bellevue, Bellevue,
Nebraska, a proposed new bank. 2/

Dallas

First Lubbock Bancshares, Inc., Lubbock, Texas —
for approval to acquire 100 percent of the voting
shares of First National Bank at Lubbock, Lubbock,
Texas. 2/

Dallas

Sun Belt Bancshares Corporation, Conroe, Texas —
for approval to acquire at least 51 percent of the
voting shares of National Bank of Conroe, Conroe,
Texas. 2/

27 Application subject to Community Reinvestment Act. The
Community Affairs Officer of the applicable Reserve Bank may be
contacted as to the length of the comment period.




H.2, 1985 No. 31

- 21 APPLICATIONS RECEIVED - Continued

San Francisco

Financial Consortium of America, Solana Beach,
California — for approval to acquire at least 51
percent of the voting shares of Bank of La Costa,
Carlsbad, California. 2/

* * * * *

Tb Expand a Bank Holding Company Pursuant to Section
3 (a) (3) of the Bank Holding Ccnpany Act of 1956
Boston

Shawmut Corporation, Boston, Massachusetts — for
approval to acquire 100 percent of the voting
shares of Shawnut Quincy Bank & Trust Company,
Quincy, Massachusetts, a proposed new bank. 2/

Atlanta

Banco NOroriental De Venezuela, C.A., Apartado
Caracas, Venezuela — for approval to acquire at
least 10 percent of the voting shares of Eastern
National Bank, Hialeah, Florida. 2/

Atlanta

First Railroad & Banking Company of Georgia,
Augusta, Georgia — for approval to acquire 100
percent of the voting shares of Georgia State
Bank, Martinez, Georgia. 2/

Chicago

Caimunity Banks, Inc., Middleton, Wisconsin — for
approval to acquire at least 80 percent of the
voting shares of Fanners & Merchants Bank,
Richland Center, Wisconsin. 2/

Chicago

1st Columbia Corp., Columbus, Wisconsin — for
approval to acquire at least 80 percent of the
voting shares of Rio-Fall River Union Bank, Fall
River, Wisconsin. 2/

Chicago

Naperville Financial Corporation, Naperville,
Illinois — for approval to acquire 100 percent of
the voting shares of Heritage Bank of Bolingbrook,
Bolingbrook, Illinois. 2/

Kansas City

Kansas Bank Corporation, Liberal, Kansas — for
approval to acquire 100 percent of the voting
shares of Citizens Bank Services, Inc., Abilene,
Kansas and indirectly Citizens Bank & Trust Co.,
Abilene, Kansas. 2/

27 Application subject to Caimunity Reinvestment Act. The
Catmunity Affairs Officer of the applicable Reserve Bank may be
contacted as to the length of the comment period.




H.2, 1985 No. 31

- 22 APPLICATIONS RECEIVED - Continued

Kansas City

Ottawa Bancshares, Inc., Ottawa, Kansas — for
approval to acquire 84.7 percent of the voting
shares of First State Bank, Hoisington, Kansas. 2/

Kansas City

UBT Bancorp, Inc., Bartlesville, Oklahoma — for
approval to acquire 25 percent of the voting
shares of City Bankshares, Inc., Oklahoma City,
Oklahoma. 2/

Dallas

Bay Bancshares, Inc., La Porte, Texas — for
approval to acquire 100 percent of the voting
shares of Peoples Bank, N.A., Houston, Texas, a
proposed new bank. 2/

Dallas

Equitable Company of Texas, Dallas, Texas — for
approval to acquire 4.9 percent of the voting
shares of First Lubbock Bancshares, Inc., Lubbock,
Texas and indirectly First National Bank of
Lubbock, Lubbock, Texas. 2/

Dallas

Klein Bancshares, Inc., Houston, Texas — for
approval to acquire 100 percent of the voting
shares of Klein Bank-Cypresswood, N.A., Houston,
Texas, a proposed new bank. 2/

Dallas

JCOrp, Dallas, Texas and MCorp Financial, Inc.,
Wilmington, Delaware — for approval to acquire
4.9 percent of the voting shares of First Lubbock
Bancshares, Inc., Lubbock, Texas and indirectly
First National Bank at Lubbock, Lubbock, Texas. 2/

San Francisco

SJNB Financial Corp., San Jose, California — for
approval to acquire 100 percent of the voting
shares of Tri-Valley Bancorp, Dublin, California
and indirectly Tri-Valley National Bank, Dublin,
California. 2/

* * * * *

To Expand a Bank Holding Ccnpany Pursuant to Section
3(a) (5) of the Bank Holding Company Act of 1956
Richmond

27




Key Bancshares of west Virginia, Inc., Huntington,
West Virginia — for approval to merge with

Application subject to Ccmnunity Reinvestment Act. The
Ccranunity Affairs Officer of the applicable Reserve Bank may be
contacted as to the length of the comment period.

H.2, 1985 No. 31

- 23 -

APPLICATIONS RECEIVED - Continued
Centurion Bancorp, Inc., Charleston, West Virginia
and indirectly Cardinal State Bank, N.A., Beckley,
West Virginia and Charleston National Bank,
Charleston, West Virginia and Citizens National
Bank of St. Albans, St. Albans, West Virginia. 2/
* * * * *

To Expand a Bank Holding Company Pursuant to Section
4 (c) (8) of the Bank Holding Ccnpany Act of 1956
New York

Community Bank System, Inc., Syracuse, New York —
to continue to engage in the provision of data
processing services to commercial banks, mutual
savings banks, savings and loan associations, and
credit unions, through the retention of
Northeastern Computer Services, Inc., Syracuse,
New York.

Richmond

United Virginia Bankshares Incorporated, Richmond,
Virginia — to engage de novo (any insurance
activity engaged in by a bank holding company or a
subsidiary that was approved by the Board prior to
January 1, 1971) through its subsidiary, United
Virginia Insurance Agency, Incorporated, Richmond,
Virginia, the activity would be conducted
nationwide. (7/31/85)

Minneapolis

First Bank System, Inc., Minneapolis, Minnesota —
for approval to acquire certain assets of Rust
Insurance Agency, Inc., Fargo, North Dakota.

Kansas City

Citadel Bankshares, Inc., Wichita, Kansas —
selling credit life, disability, or involuntary
unemployment insurance through the acquisition of
Montgomery County Financial Corporation,
Independence, Kansas.

Kansas City

Commerce Bancshares, Inc., Kansas City, Missouri —
to engage in providing securities brokerage and
incidental services through the acquisition of
Commerce Brokerage Services, Inc., Kansas City,
Missouri.

27 Application subject to Community Reinvestment Act. The
Community Affairs Officer of the applicable Reserve Bank may be
contacted as to the length of the comment period.




H.2, 1985 No. 31

- 24 APPLICATIONS KECEXVH) - Continued

Kansas City

FirsTier, Inc., Lincoln, Nebraska — to engage de
novo (in providing management consulting services
to depository institutions) through FirsTier
Management Consultants, Inc., Ctnaha, Nebraska, the
activity will be conducted in Nebraska, Iowa,
Kansas, South Dakota, Colorado, Wyoming and
Montana (7/29/85)

Kansas City

IntraWest Financial Corporation, Denver, Colorado
— to engage in underwriting credit life insurance
and credit disability insurance on consumer loans
through IntraWest Insurance Company, Northglenn,
Colorado and a joint venture with American Bankers
Life Insurance Company of Florida.

Dallas

Southwest First Ccranunity, Inc., Beeville, Texas —
to engage in underwriting with respect to
insurance limited to assuring repayment of the
outstanding balance due on a specific extension of
credit by a bank holding company or its subsidiary
in the event of the death or disability of the
debtor through the acquisition of South First
Ccranunity Life Insurance Co., Beeville, Texas.

San Francisco

Heme Interstate Bancorp, Inc., Signal Hill,
California — to continue to engage in ccranercial
lending, the leasing of personal property, and
financial advisory services through its
subsidiary, Bancorp Capital Group, Inc., Signal
Hill , California after the sale of 66.7 percent
of the subsidiary to County Bank & Trust, Santa
Cruz, California and First Trust Bank, Ontario,
California.




* * * * *

REPORTS RECEIVE)
None.
* * * * *

PETTnCKS FOR SDEJEMRKING

None