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ANNOUNCEMENT BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM H.2, 1996, No. 31 Actions of the Board, its Staff, and the Federal Reserve Banks; Applications and Reports Received During the Week Ending August 3, 1996 ACTIONS TAKEN 3Y THE BOARD OF GOVERNORS BANK HOLDING COMPANIES Banco Santander, S.A., Madrid, Spain -- to acquire Banco Central Hispano Puerto Rico, Hato Rey, Puerto Rico . Approved, July 31, 1996. Hibernia Corporation, New Orleans, Louisiana -- to acquire St. Bernard Bank & Trust Company, Arabi, Louisiana. Approved, July 31, 1996. Hibernia Corporation, New Orleans, Louisiana -- to merge with CM Bank Holding Company, Lake Charles, Louisiana, and acquire Calcasieu Marine National Bank of Lake Charles. Approved, July 31, 1996. BANKS. FOREIGN CBG Compagnie Bancaire de Geneve, Geneva, Switzerland -- to establish a representative office in Miami, Florida. Approved, July 29, 1996. BANKS. STATE MEMBER Du Quoin State Bank', D.u Quoin, Illinois - - t o make a public welfare investment in Kaskaskia Community Development Corporation, Pinckneyville, Illinois. Approved, July 29, 1996'. ENFORCEMENT Peoples Bancshares, Inc., Colorado Springs, Colorado -- combined order of prohibition and order of assessment of a civil money penalty against Scott A. Noyes, a former vice president and secretary/treasurer. Announced, July 29, 1996. FORMS Notice of Change in Bank Control (FR 2081) extension with revision. Proposed, August 1, 1996. H.2 JULY 29, 1996 PAGE 2 TO AUGUST 2 , 1996 ACTIONS TAKEN BY THE STAFF ANO 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; FRBO - Federal Reserve Bank Operations; IF - International Finance; OSDM - Office of Staff Director for Management BANK BRANCHES. DOMESTIC Kansas City BancFirst, Oklahoma City, Oklahoma -- to establish an ATM and night deposit drop box in the Weatherford Shopping Center, 310 North Washington, Suite 1345, Weatherford, Oklahoma. Approved, August 2, 1996. Chicago Comerica Bank, Detroit, Michigan -- to establish a branch at 31145 Harper, St. Clair Shores, Michigan. Approved, August 2, 1996. Chicago Harris Trust and Savings Bank, Chicago, Illinois -to establish an offsite electronic facility at CNA Plaza, 55 East Jackson Blvd. Approved, August 1, 1996. Chicago M&I First American Bank, Wausau, Wisconsin -- to establish a branch at 220 South 18th Avenue. Approved, August 1, 1996. Atlanta United American Bank of Central Florida, Orlando, Florida - - t o establish a branch at 2488 Semoran Boulevard, Apopka, Florida. Approved, August 2, 1996. BANK HOLDING COMPANIES New York Arrow Financial Corporation, Glens Falls, New York, and Arrow Vermont Corporation, Rutland, Vermont to engage de novo in trust company activities through VNB Trust Company. Permitted, July 31, 1996. GC Bank of Boston Corporation, Boston, Massachusetts request for reconsideration of Boardvs approval of the applications to acquire BayBanks, Inc. Denied, July 30, 1996. Dallas Big Bend Bancshares Corporation, Presidio, Texas to acquire shares of Marfa National Bank, Marfa, Texas. Approved, July 30, 1996. H.2 JULY 29, 1996 PAGE 3 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE. BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Boston Cambridge Bancorp, Inc., Cambridge, Massachusetts -to engage de novo in investment advisory activities through Cambridge Investment Services of NH, Inc. Permitted, July 29, 1996. San Francisco Capital Corp of the West, Merced, California -- to expand the geographic scope of Capital West Group, Inc., and to engage de novo in providing management consulting advice. Withdrawn, July 29, 1996. St. Louis Century Bancshares, Inc., Gainesville, Missouri -- to engage de novo in discount brokerage securities activities. Permitted, July 30, 1996. Director, BS&R Community Bankshares Incorporated, Petersburg, Virginia -- registration statement. Approved, July 31, 1996. Dallas East Texas Bancorp, Inc., Longview, Texas -- to acquire East Texas Delaware Financial Corp, Dover Delaware. Approved, July 30, 1996. Dallas East Texas Delaware Financial Corporation, Dover, Delaware -- to acquire Community Bank, Longview, Texas. Approved, July 30, 1$96. San Francisco Eggemeyer Corp., Chicago, Illinois -- to engage in providing investment or financial advice through Belle Plaine Financial, L.L.C. Withdrawn, July 29, 1996. St. Louis First Commercial Corporation, Little Rock, Arkansas - to acquire City National Bank, Whitehouse, Texas. Approved, July 29, 1996. H.2 JULY 29, 1996 PAGE 4 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEOERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago Fortress Bancshares, Inc., Cresco, Iowa -- to acquire Fortress Bank of Cresco; Fortress Holdings, Inc., Hartland, Wisconsin; Houston Security Bank, Houston, Minnesota; and Westby-Coon Valley State Bank, Westby, Wisconsin. Approved, July 30, 1996. Dallas Freeman Bancstock Investments, Dallas, Texas -- to merge with UB&T Financial Corporation. Approved, August 2, 1996. New York Greater Community Bancorp, Totowa, New Jersey -- to engage de novo in full service securities brokerage activities and dealing in bank-eligible securities through Greater Community Financial, L.L.C. Permitted, August 2, 1996. Minneapolis Independent Bancshares, Inc., Clarkfield, Minnesota - to acquire Granite Holding Corporation, Granite Falls, Minnesota. Approved, July 30, 1996. Dallas Inwood Bancshares, Inc., Dallas, Texas -- to merge with UB&T Financial Corporation. Approved, August 2, 1996. Kansas City Kingsbury BDC Financial Services, Inc., Ponca, Nebraska - - t o acquire Bank of Dixon County and American State Bank, Newcastle, Nebraska. Approved, July 30, 1996. Minneapolis Mesaba Bancshares, Inc., Biwabik, Minnesota -- to acquire shares of the River Bancorp, Inc., Ramsey, Minnesota. Approved, July 31, 1996. Cleveland Mid Am, Inc., Bowling Green, Ohio -- to acquire Gulf Coast Collection Bureau, Sarasota, Florida. Approved, July 31, 1996. St. Louis National City Bancshares, Inc., Evansville, Indiana - to acquire First National Bank of Wayne City, Wayne City, Illinois. Approved, August 2, 1996. H.2 JULY 29, 1996 PAGE 5 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Atlanta NBN Corp., Newport, Tennessee --notification of intent to establish Smoky Mountain Financial Services, Inc., Jefferson City, Tennessee, and engage de novo in consumer finance activities. Permitted, July 31, 1996. Dallas Ouachita Bancshares Corp, Monroe, Louisiana - - t o acquire Ouachita Independent Bank. Approved, August 2, 1996. Director, BS&R Premier Financial Services, Inc., Freeport, Illinois, and Premier Acquisition Company -- request for relief from certain commitments made in connection with acquisition of First Northbrook Bancorp, Inc., Northbrook; First National Bank of Northbrook; and First Security Bank of Cary-Grove, Cary, Illinois. Granted, August 2, 1996. Dallas Rio Bancshares Corporation, Wilmington, Delaware -to acquire shares of Marfa National Bank, Marfa, Texas. Approved, July 30, 1996. Minneapolis River Bancorp, Inc., Ramsey, Minnesota -- to acquire Northland Security Bank. Approved, July 31, 1996. Cleveland Security Banc Corporation, Springfield, Ohio - - t o acquire Third Financial Corporation, Piqua, Ohio, and the Third Savings and Loan Company. Approved, August 2, 1996. Kansas City SSB Holdings, Inc., Miami, Oklahoma - - t o acquire Second Security Bancshares, Inc. Approved, July 31, 1996. Dallas Sterling Bancorporation, Inc., Wilmington, Delaware - to engage in residential mortgage lending through CMCR Holding Company, Wilmington, Delaware, and Charter Mortgage Company, Houston, Texas. Approved, August 2, 1996. H.2 JULY 29, 1996 PAGE 6 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Dallas Sterling Bancshares, Inc., Houston, Texas -- to engage in residential mortgage lending through CMCR Holding Company, Wilmington, Delaware; and Charter Mortgage Company, Houston, Texas. Approved, August 2, 1996. Richmond Summit Bankshares, Inc,, Raphine, Virginia - - t o acquire the Bank of Rockbridge. Approved, July 31, 1996. BANK MERGERS Richmond Triangle Bank, Raleigh, North Carolina -- to merge with Granville United Bank, Oxford, North Carolina. Approved, August 2, 1996. BANK PREMISES Kansas City Lafayette State Bank, Lafayette, Colorado - - t o invest in bank premises. Approved, July 31, 1996. Minneapolis Northland Security Bank, Ramsey, Minnesota - - t o increase investment in bank premises. Approved, July 31, 1996. BANKS. NONMEMBER. AND MISCELLANEOUS INSTITUTIONS Director, BS&R Mitsubishi Trust Company of New York, New York, New York -- registration as transfer agent. Withdrawn, July 31, 1996. BANKS. STATE MEMBER Director, BS&R First Commercial Bank, Parkersburg, West Virginia -registration as transfer agent. Withdrawn, July 31, 1996. Dallas First State Bank, Brackettville, Texas -- payment of a dividend Approved, July 29, 1996. H.2 JULY 29, 1996 PAGE 7 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CAPITAL STOCK Kansas City Central Bancshares, Inc., Cambridge, Nebraska -redemption of shares. Approved, July 29, 1996. CHANGE IN BANK CONTROL Kansas City Central Bancshares, Inc., Cambridge, Nebraska -change in bank control. Permitted, July 29, 1996. Atlanta First State Bancshares of DeKalb County, Inc., Fort Payne, Alabama -- chang > in bank control. Permitted, July 31, 1996. Atlanta Georgia National Bancorp, Athens, Georgia -- change in bank control. Permitted, July 30, 1996. COMPETITIVE FACTORS REPORTS Kansas City Ashland State Bank, Ashland, Nebraska, proposed merger with Sapp City Bank, Omaha, Nebraska -report on competitive factors. Submitted, July 31, 1996. Atlanta Bank of Newnan, Newnan, Georgia, proposed merger with Newnan Interim Corporation -- report on competitive factors. Submitted, July 29, 1996. Richmond Central Carolina Bank and Trust Company, Durham, North Carolina, proposed merger with Graham Savings Bank, Inc., SSB, Graham, North Carolina -- report on competitive factors. Submitted, July 29, 1996. Richmond Community Federal Savings and Loan Association, Winnsboro, South Carolina, proposed acquisition of certain assets and assumption of the liabilities of the Winnsboro branch of First Palmetto Savings Bank, F.S.B., Camden, South Carolina -- report on competitive factors. Submitted, July 31, 1996. H.2 JULY 29, PAGE 8 1996 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS St. Louis First National Bank of Sharp County, Ash Flat, Arkansas, proposed acquisition of certain assets and assumption of certain liabilities of the Salem branch of Boatmen1s National Bank of Arkansas, Little Rock, Arkansas -- report on competitive factors. Submitted, August 2, 1996. Chicago First National Bank of Wilmington, Wilmington, Illinois, proposed merger with Beverly Bank, Chicago; Beverly Bank-Matteson, Matteson; and Beverly Bank of Lockport, Lockport, Illinois -report on competitive factors. Submitted, July 31, 1996. Dallas First State Bank, Hubbard, Texas, proposed merger with Norwest Bank Texas, Waco, National Association, Waco, Texas -- report on competitive factors. Submitted, August 1, 1996. Minneapolis Hiawatha National Bank, Hager City, Wisconsin, proposed acquisition of the assets and assumption of the liabilities of the Maiden Rock branch of M&I Community State Bank, Eau Claire, Wisconsin -report on competitive factors. Submitted, July 29, 1996. Minneapolis Houston Security Bank, Houston, Minnesota, proposed acquisition of the assets and assumption of the liabilities of the Winona branch of TCF Bank Minnesota, FSB, Minneapolis, Minnesota -- report on competitive factors. Submitted, July 30, 1996. Richmond Logan Bank and Trust Company, Logan, West Virginia proposed merger with Bank of Chapmanville, Chapmanville, West Virginia -- report on competitive factors. Submitted, July 31, 1996. H.2 JULY 29, PAGE 9 1996 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Cleveland Merchants National Bank, Hillsboro, Ohio, proposed consolidation with Hillsboro Interim Bank, National Association -- report on competitive factors. Submitted, August 2, 1996. Dallas New Paris Bank, Paris, Texas, proposed merger with the Liberty National Bank in Paris -- report on competitive factors. Submitted, July 31, 1996. Dallas Norwest Bank Texas, New Braunfels, New Braunfels, Texas, proposed merger with Victoria Bank & Trust Company, Victoria, Texas -- report on competitive factors. Submitted, July 31, 1996. S t . Louis Old National Bank in Evansville, Evansville, Indiana, proposed merger with Gibson County Bank, Princeton, Indiana -- report on competitive factors. Submitted, July 30, 1996. Cleveland Peoples Savings Association, Sharonville, Ohio, proposed merger with Fidelity Federal Savings Bank, Norwood, Ohio -- report on competitive factors. Submitted, August 2, 1996. Atlanta Regions Bank of Louisiana, Baton Rouge, Louisiana, proposed merger with American Bank & Trust Company of Houma, Houma, Louisiana -- report on competitive factors. Submitted, July 29, 1996. Boston Savings Bank of Rockville, Rockville, Connecticut, proposed acquisition of certain assets and assumption of certain liabilities in the 231 Hazard Avenue, Enfield branch of First National Bank of New England, Hartford, Connecticut -- report on competitive factors. Submitted, August 2, 1996. H .2 JULY 29, PAGE 10 1996 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Boston Savings Institute, Willimantic, Connecticut, proposed acquisition of certain assets and assumption of certain liabilities of the Dayville branch of Norwich Savings Society, Norwich, Connecticut -report on competitive factors. Submitted, July 30, 1996. Chicago TCF Financial Corporation, Minneapolis, Minnesota, proposed purchase of BOC Financial Corporation, Chicago, Illinois -- report on competitive factors. Submitted, July 31, 1996. EXTENSIONS OF TIME Chicago Comerica Bank, Detroit, Michigan -- extension to August 15, 1997, to establish branches at 1965 Baldwin, Jenison, Michigan; and 515 10 Mile Road, N.E., Rockford, Illinois. Granted, July 31, 1996. San Francisco Delta National Bancorp, Manteca, California -extension to August 29, 1996, to achieve change in bank control. Granted, July 29, 1996. Minneapolis Duke Financial Group, Inc., Minneapolis, Minnesota -extension to October 31, 1996, to acquire Inland Empire National Bank, Riverside, California. Granted, July 31, 1996. Atlanta PCB Bancorp, Inc., Largo, Florida -- extension to November 16, 1996, to acquire Premier Community Bank, Venice, Florida. Granted, July 30, 1996. INTERNATIONAL OPERATIONS Director, BS&R Chase Manhattan International Finance, Ltd., New York, New York -- amendment to Articles of Association. Approved, August 2, 1996. H.2 JULY 29, PAGE 11 1996 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY MEMBERSHIP Chicago Fortress Bank of Cresco, Cresco, Iowa -- to become a member of the Federal Reserve System. Approved, July 30, 1996. Minneapolis Northland Security Bank, Ramsey, Minnesota - - t o become a member of the Federal Reserve System. Approved, July 31, 1996. RESERVE BANK OPERATIONS GC Federal Reserve Bank of New York -- to act as fiscal agent in connection with proposed issue by the Inter-American Development Bank of U.S. Dollar Thirty Year bonds. Approved, July 29, 1996. Director, BS&R Federal Reserve Bank of New York -- to purchase a check image equipment and software^ Approved, July 31, 1996. H.2 JULY 29, PAGE 12 ADDITIONS AND CORRECTIONS 1996 TO AUGUST 2, 1996 ACTIONS TAKEN BY THE BOARD OF GOVERNORS FORMS Bank Reports (FR 2416, Weekly Report of Assets for Large Banks), CFR 2644, Weekly Report of Selected Assets), and (FR 2069, Weekly Report of Assets and Liabilities for Large U.S. Branches and Agencies of Foreign Banks) -- extension with revisions. Approved, July 18, 1996. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date Application NONE S E C T I O N II - A P P L I C A T I O N S S U B J E C T T O B O T H NEWSPAPER AND FEDERAL REGISTER NOTICE Comment Period Ending Date Application NONE S E C T I O N I II - A P P L I C A T I O N S S U B J E C T T O FEDERAL REGISTER NOTICE ONLY Application Comment Period Ending Date Cambridge Bancorp, Inc., Cambridge, Massachusetts 4 ( c ) (8) notification to expand the previouslyapproved investment advisory activities of Cambridge Investment Services of New Hampshire, Inc., Concord, New Hampshire Federal Register Not Yet Established SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V Institution - AVAILABILITY OF CRA PUBLIC EVALUATIONS Examination Date Rating** NONE ♦Subject to CRA. ♦♦Rating Definitions: "0" - Outstanding; "S" - Satisfactory; Improve; "SN" - Substantial Noncompliance. "N" - Needs to FEDERAL R ESER V E B A N K OF N E W Y O R K Comment Period Ending Date SECTION I Applications Subject to Newspaper _____ Notice Only______ Hongkong Bank o f Canada, Vancouver, British Columbia, Canada, to establish branches in Portland, Oregon, and Seattle, Washington. N/A Manufacturers and Traders Trust Company, Buffalo., New York, to establish branches at Shoprite supermarkets located at (1) Fishkill Plaza, northeast corner, intersection of Route 9 and Commonwealth Ave., Fishkill, New York; (2) Wallkill Plaza, 400 Route 211 East, Building E, Wallkill, New York; and (3) Chester Mall, 78 Brookside Ave., Suite 122, Chester, New York. 1/ 08/30/96 SECTION II Applications Subject to Both Newspaper and Federal Register Notice None. SECTION III Nonbanking Applications (subject to Federal Register Notice Only 1 Rabobank Nederland, Utrecht, The Netherlands, to acquire 51 percent interest in Agricredit Acceptance LLC, Des Moines, Iowa, and thereby engage in lending, leasing, insurance and data processing activities. SECTION IV Applications Not Involving Public Comment Citibank International, Miami, Florida, to establish a branch in Hong Kong. N/A SECTION V Availability of CRA Public Evaluations In connection with the assessment o f each insured depository institution's CRA performance, a rating is assigned from the following group: Outstanding record o f 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 o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs. An institution in this group has a satisfactory record o f 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 o f meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs o f 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 o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Week Ending August 3.1996 NAME OF BANK RATING None. Mir; \J Subject to provisions o f Community Reinvestment Act. ?/ Later o f dates specified in newspaper and Federal Register notices. / 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 - N ot Available EXAMINATION DATE FEDERAL RESERVE BA N K OF PHILADELPHIA SECTION I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER NOTICE ONLY MidState Bancorp, Inc., Felton, DE to become a bank holding company by acquiring Felton Bank, Felton, DE pursuant to section 3(a)(1) of the Bank Holding Company Act. Newspaper comment period expires: 7/25/96 SECTION n - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Collective Bancorp, Inc., Cologne, NJ to become a bank holding company through the acquisition of Continental Bancorporation, Laurel Springs, NJ, pursuant to Section 3(a)(1) of the Bank Holding Company Act. Federal Register comment period expires: 8/23/96 Newspaper comment period expires: N/Avail. SECTION HI - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE SECTION IV - APPLICATIONS RECEIVED AND NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NONE FEDERAL RESERVE BA NK 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 August 2, 1996. 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 o f 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 o f 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 o f 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/Location Examination Date CRA Rating Founders Bank Bryn Mawr, PA 2/12/96 Satisfactory First Bank o f Philadelphia Philadelphia, PA 3/11/96 Satisfactory F ederal R eserve B ank of C leveland P. O. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending August 3, 1996) SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Received application from The Ohio Bank, Findlay, Ohio, on July 29, 1996, to establish a branch at 125 South M ain Street, Fostoria, Ohio. Received notice from The Richwood Banking Company, Richwood, Ohio, of its intent to establish a branch facility at M osier’s IGA, 21701 Main Street, Raymond, Ohio. * August 4, 1996 * February 9, 1996 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE NONE SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE NONE * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to End 30 Days from Date of Receipt F e d e ra l Reserve Bank o f Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Peoples State Bank, Inc., Clarksburg, West Virginia, to establish a branch at 115 West Main Street, Clarksburg, West Virginia.* 8-26-96 Bank of Hampton Roads, Chesapeake, Virginia, to establish a branch at the intersection of Portsmouth Boulevard and Gum Road, Chesapeake, Virginia.* 8-27-96 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Notice of Change in Control filed by Mr. Michael Macielag with respect to Chesapeake Bancorp, Chestertown, Maryland. 8-22-96 Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date None. Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice Application None. *Application is subject to CRA requirements. F e d e ra l R eserve Bank o f Richmond Section V - Availability of CRA Public Evaluations Week ending August 2, 1996 Definition of Ratings 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. Examination Date Rating United Bank 3801 Wilson Boulevard Arlington, Virginia 22203 5-13-96 Satisfactory Bank of Gassaway 536 Elk Street Gassaway, West Virginia 5-13-96 Satisfactory 26624 Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending August 2, 1996 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date The Bank of Nashville Nashville, Tennessee To establish a branch located at 3770 Hillsboro Road, pursuant to section 9 of the Federal Reserve Act. 08-19-96* Nashville, Tennessee, Omni Bancshares, Inc. Not yet available* Metairie, Louisiana Notice 1-BHC formation, Omni Bank, Metairie, Louisiana. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Colony Bankcorp, Inc. Not yet available* Fitzgerald, Georgia To acquire Broxton State Bank, Broxton, Georgia, pursuant to section 3(a) (3) of the Bank Holding Company A c t . First Bankshares of West Point, Inc. Not yet available* West Point, Georgia To merge with Canebrake Bancshares, Inc., Uniontown, Alabama, and thereby directly acquire its subsidiary, First State Bank of Uniontown, Uniontown, Alabama, pursuant to section 3 ( a ) (5) of the Bank Holding Company Act. Citizens Corporation Not yet available* Franklin, Tennessee 1-BHC formation, Peoples State Bancshares, Inc., Grant, Alabama, and thereby acquire its subsidiary, Peoples State Bank, Grant, Alab a m a . Harrison Group, Inc. Not yet available* Franklin, Tennessee 1-BHC formation, Peoples State Bancshares, Inc., Grant, Alabama, and thereby acquire its subsidiary, Peoples State Bank, Grant, Alabama. ♦Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending August 2, 1996 Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date Citizens Corporation Not yet available Franklin, Tennessee Along with its wholly-owned subsidiary, Harrison Group, Inc., Franklin, Tennessee, to engage directly in mortgage lending activities pursuant to section 225.25(b)(1) of Regulation Y and, through Financial Data Technology Corporation, Franklin, Tennessee, to engage in data processing activities pursuant to section 225.25(b)(7) of Regulation Y. Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application SouthTrust Corporation Birmingham, Alabama Request for waiver of the application requirement of section 3 (a) (5) of the Bank Holding Company Act along with SouthTrust of Florida, Inc., Jacksonville, Florida, to merge with Heritage Bancshares, Inc., Fort Myers, Florida, and thereby directly acquire its subsidiary, Heritage National Bank, Fort Myers, F lorida. Ocean Bankshares, I n c . Miami, Florida Commitment modification request. First Liberty Financial Corp. Macon, Georgia Request for waiver of the application requirement of section 3 (a) (1) of the Bank Holding Company Act to acquire Middle Georgia Bank, Byron, Georgia. Citizens Community Bancshares, Inc. Winchester, Tennessee Commitment modification request. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending August 2, 1996 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 moderateincome 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-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- 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-income neighborhoods, in a manner consistent with its resources and capabilities. Bank None. CRA Rating Examination Date Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending- August 2, 1996 Recently Approved Applications Approval Date First State Bancshares of DeKalb County, Inc. 07-31-96 Fort Payne, Alabama After-the-fact notification filed by Ms. Shari K. Jones and Mr. James T. Jones, Jr., to jointly retain 39.80 percent of the outstanding shares of First State Bancshares of DeKalb County, Inc., Fort Payne, Alabama. Gulf West Banks, Inc. 07-25-96 St. Petersburg, Florida To acquire Liberty Leasing Corporation, Tampa, Florida, and thereby engage in leasing activities, pursuant to Section 4 ( c ) (8) of the Bank Holding Company Act and Sections 225.25(b)(5)(i) and 225.25(b)(5(ii) of Regulation Y. United American Bank of Central Florida 08-02-96 Maitland, Florida To establish a branch to be known as the Apopka Office, located at 2488 Semoran Boulevard, Apopka, Florida. Georgia National Bancorp, Inc. 07-30-96 Athens, Georgia After-the-fact notification filed by Mr. Claude Williams, Jr., to retain 10.92 percent of the outstanding shares of Georgia National Bancorp, Inc., Athens, Ge o r g i a . Meriwether Bank Shares, Inc. 07-25-96 Greenville, Georgia 1-BHC formation, The Greenville Banking Company, Greenville, Georgia. Hibernia Corporation New Orleans, Louisiana To acquire St. Bernard & Trust Company, Arabi, 3 ( a ) (3) of the Bank Holding Company Act. 07-31-96 Louisiana, pursuant to section Hibernia Corporation 07-31-96 New Orleans, Louisiana To merge with CM Bank Holding Company, Lake Charles, Louisiana, and thereby directly acquire its subsidiary, The Calcasieu Marine National Bank of Lake Charles, Lake Charles, Louisiana, pursuant to section 3(a) (5) of the Bank Holding Company A c t . NBN Corp. 07-31-96 Newport, Tennessee To establish Smoky Mountain Financial Services, Inc., Jefferson City, Tennessee, and thereby engage in consumer finance activities, pursuant to section 4 ( c ) (8) of the Bank Holding Company A c t . CBG Compagnie Bancaire Geneve 07-29-96 Geneva, Switzerland To establish a international representative office located in Miami, Florida. Federal Reserve Bank o f Chicago Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date lY£e Application Merger/Branch First Banking Center-Burlington Burlington, Wisconsin Genoa City, Wisconsin branch of American National Bank and Trust Company o f Genoa City Genoa City, Wisconsin 235 Freeman Street Genoa City, Wisconsin NP - & 19-96 Branch Harris Trust and Savings Bank Chicago, Illinois Morgan Park Professional Centre 1701 W. Monterey Avenue Chicago, Illinois NP - 8-14-96 Merger/Branch First Banking Center-Burlington Burlington, Wisconsin Pell Lake, Wisconsin branch of American National Bank and Trust Company of Genoa City Genoa City, Wisconsin N1264 Park Road Pell Lake, Wisconsin NP - 8-19-96 Merger/Branch First Trust & Savings Bank Aurelia, Iowa Cleghorn State Bank Cleghorn, Iowa 101 North Lewis Avenue Cleghorn, Iowa N P - ** NP - Newspaper FR Federal Register * - Subject to Provisions of Community Reinvestment Act ** - Not available at this time Federal Reserve Bank o f Chicago Section I - Applications Subject to Newspaper Notice Only Cont’d Comment Period Ending Date Type Application Merger/Branch Mercantile Bank of Polk County Des Moines, Iowa Mercantile Bank of The Bluffs Council Bluff, Iowa Mercantile Bank of Boone Boone, Iowa Mercantile Bank of Centerville Centerville, Iowa Mercantile Bank of Chariton Chariton, Iowa Mercantile Bank of Clay County Spencer, Iowa Mercantile Bank of Humboldt County Humboldt, Iowa Mercantile Bank of Jasper County Newton, Iowa Mercantile Bank of Lyon County Rock Rapids, Iowa Mercantile Bank of Marshalltown Marshalltown, Iowa Mercantile Bank of Mount Ayr Mount Ayr Mercantile Bank of Onawa Onawa, Iowa Mercantile Bank of Osceola County Sibley, Iowa Mercantile Bank of Pella Pella, Iowa, and to establish 36 branches NP - ** Branch Chemical Bank and Trust Company Midland, Michigan 7295 Alger Road Alma, Michigan NP - 8-23-96 Branch M&I Bank of Racine Racine, Wisconsin 5201 Washington Avenue Racine, Wisconsin NP - 8-22-96 Federal Reserve Bank o f Chicago Section I - Applications Subject to Newspaper Notice Only Cont’d Comment Period Ending Date Type Application Branch Harris Trust and Savings Bank Chicago, Illinois Cicero and 29th Street Cicero, Illinois NP - 8-25-96 Branch 1st Source Bank South Bend, Indiana 1409 East Market Street Nappanee, Indiana NP - 8-24-96 3(a)(l)notice River Holding Company Stoddard, Wisconsin River Bank Stoddard, Wisconsin NP - 8-18-96 Federal Reserve Bank o f Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Type, Application 3(a)(1) First Midwest Financial, Inc.* Storm Lake, Iowa Central West Bancorporation Casey, Ipwa Security State Bank Stuart, Iowa FR -8-16-96 NP - 8-16-96 3(a)(3) Capitol Bancorp, Ltd.* Lansing, Michigan Macomb Community Bank Clinton Township, Michigan (in organization) FR - 8-16-96 jsjp . ** 3(a)(1) Crestmark Bancorp, Inc.* Bloomfield Hills, Michigan Crestmark Bank Troy, Michigan ( in organization) FR - 8-19-96 jsjp . ** 3(a)(1) TDI Financial Corporation* Chicago, Illinois Security Chicago Corporation Chicago, Illinois First Security Bank of Chicago Chicago, Illinois FR - 8-29-96 NP _ ** 3(a)(1) Community Holdings Corporation* Palos Hills, Illinois First State Bank and Trust Company of Palos Hills Palos Hills, Illinois FR - 8-1-96 NP - 7-31-96 3(a)(1) Lewis Family Partners, L.P.* Morris, Illinois Illinois Valley Bancorp, Inc. Morris, Illinois Grundy County National Bank Morris, Illinois FR - 8-1-96 NP - 7-22-96 3(a)(1) Lewis Management Company* Morris, Illinois Illinois Valley Bancorp, Inc. Morris, Illinois Grundy County National Bank Morris, Illinois FR - 8-29-96 NP - ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Cont'd Comment Period Ending Date Type Application 3(a)(1) FirstValue Corp* Appleton, Wisconsin Tigerton Bancorporation, Inc. Tigerton, Wisconsin First National Bank in Tigerton Tigerton, Wisconsin FR -J8-19-96 NP - 8-12-96 3(a)(5) Country Bank Shares Corporation* Mount Horeb, Wisconsin Belleville Bancshares Corporation Belleville, Wisconsin Belleville State Bank Belleville, Wisconsin FR - 8-8-96 NP - 8-5-96 3(a)(1) Oak Park River Forest Bankshares, Inc.* Oak Park, Illinois Community Bank of Oak Park River Forest Oak Park, Illinois (in organization) FR - 8-19-96 Lakes Region Bancorp, Inc.* Bannockburn. Illinois Anchor Bank Third Lake, Illinois FR - 8-22-96 NP - 8-24-96 3(a)(1) NP - ** Federal Reserve Bank o f Chicago Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Type Application 4(c)(8) First Chicago NBD Corporation Chicago, Illinois Multinet International Bank New York, New York FR - 8-14-96 4(c)(8) Bank of Montreal Montreal, Canada Multinet International Bank New York, New York FR - 8-14-96 4(c)(8) Pinnacle Banc Group, Inc. Oak Brook, Illinois Financial Security Corp. Chicago, Illinois Security Federal Savings and Loan Association Chicago, Illinois FR - 8-1-96 NP - 8-12-96 4(c)(8) First Midwest Financial, Inc. Storm Lake, Iowa First Federal Savings Bank of the Midwest Storm Lake, Iowa FR - 8-16-96 4(c)(8) NEB Corporation Fond du lac, Wisconsin to engage de novo in making and servicing loans FR - 8-1-96 4(c)(8) ABN AMRO Bank N.V. Amsterdam, The Netherlands ChiCorp, Inc. Chicago, Illinois The Chicago Corporation Chicago, Illinois FR - 8-22-96 4(c)(8) ABN AMRO Holding N.V. Amsterdam, The Netherlands ChiCorp, Inc. Chicago, Illinois The Chicago Corporation Chicago, Illinois FR - 8-22-96 Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date T y pe Application 4(c)(8) Stichting Administratiekantoor ABN AMRO Holding Amsterdam, The Netherlands ChiCorp, Inc. Chicago, Illinois The Chicago Corporation Chicago, Illinois FR - 8-22-96 4(c)(8) Stichting Prioriteit ABN AMRO Holding Amsterdam, The Netherlands ChiCorp, Inc. Chicago, Illinois The Chicago Corporation Chicago, Illinois FR - 8-22-96 4(c)(8) Quad City Holdings, Inc. Bettendorf, Iowa Nobel Electronic Transfer, L.L.C. an Iowa limited liability company that engages in credit Bettendorf, Iowa FR - 8-14-96 4(c)(8) Decatur Financial, Inc. Decatur, Indiana to purchase stock in Independent Bankers Life Insurance Company of Indiana and thereby engage in reinsuring credit life and accident and health insurance PR . ** Federal Reserve Bank o f Chicago Section IV - Applications Not Subject to Federal Register or Newspaper Notice Type None Application Federal Reserve Bank o f Chicago Section V - Availability o f CRA Public Evaluations The following state member banks have been examined by the Federal Reserve Bank o f 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 August 02, 1996. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. Identification of Ratings 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 o f 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 o f 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 capabilies. BANK NAME/LOCATION EXAMINATION DATE RATINGS Kent City State Bank Six Main Street Kent City, Michigan 49330 (616) 678-5911 4/15/96 S M&I Bank of Burlington 200 South Pine Street Burlington, Wisconsin 53105 (414) 763-9141 4/18/96 S State Bank of Caledonia 627 East Main Street Caledonia, Michigan 49316-9438 (616)891-8113 4/22/96 S Federal Reserve Bank of St. Louis FOR THE WEEK ENDING August 2, 1996 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE Application End of Comment Period None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSFAEER AND FEDERAL REGISTER NOTICE Application End of Comment Period * Section 3(a)(3) application by The Landrum Company, Columbia, Missouri, to acquire Itasca State Bank Itasca, Texas. Newspaper: 9-3-96 * Section 3(a)(1) application by LandMark Bancshares of Texas, Inc., Columbia, Missouri, to acquire Itasca State Bank, Itasca, Texas. Newspaper: 9-3-96 * Section 3(a)(3) application by First Banks, In c., Creve Coeur, Missouri, to acquire Sunrise Bancorp, Inc., Roseville, California. Newspaper: 9-4-96 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application None.* * This application/notification is subject to CRA. End o f Comment Period FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY QF CRA PUBLIC DISCLOSURES IdentificatioaMRatings; O u ts ta n d in g r e c o r d o f m e e tin g c o m m u n ity c r e d it n e e d s An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. S a tis fa c to r y r e c o r d o f m e e tin g c o m m u n ity c r e d it n e e d s An institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. N e e d s to i m p r o v e r e c o r d o f m e e t i n g c o m m u n i t y c r e d i t n e e d s An institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. S u b s t a n t i a l n o n c o m p l i a n c e in m e e t i n g c o m m u n i t y c r e d i t n e e d s An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. FOR THE WEEK ENDING August 2, 1996 Name of Bank Lindell Bank and Trust Co. Bank Address P.O. Box 211 St. Louis, MO 63166-0211 Examination Date Examination Rating 5/15/96 Satisfactory FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application NONE. FEDERAL RESERVE BANK OF MINNEAPOLIS Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Application NONE FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application Otto Bremer Foundation and Bremer Financial Corporation, both of St. Paul, Minnesota, to engage in leasing personal and real property through the acquisition of the lease servicing program of CFS Financial Corp., Minnetonka, Minnesota. FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application NONE. August 16, 1996 FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending August 2,1996 ASSIGNMENT OF RATING 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. BANKYS1 EXAMINED NONE DATE OF EXAMINATION CRA RATING Federal Reserve Bank o f Kansas C ity SE C T IO N T - APPLICATIONS SUBJECT TO N EW SPA PER N O T IC E ONLY APPLICATION COMMENT PERIOD ENDING DATE Premier Bank, Lenexa, Kansas, for prior approval to establish a branch facility at 135th and Quivira Road, Overland Park, Kansas, and to invest in bank premises. Not Available SECTIO N II - A PPLIC A TIO N S SU BJECT T O B O TH N EW SPAPER AND FED ERA L R E G IST E R N O TIC E APPLICATION COMMENT PERIOD ENDING DATE Olathe Bancorporation, Inc., Olathe, Colorado, for prior approval to become a bank holding company through the acquisition of 100 percent of the voting shares of Olathe State Bank, Olathe, Colorado.* Not Available Leslie R. and David R. Andersen, both of Bennington, Nebraska, for prior approval to acquire 27.3 percent of the voting shares of Hilltop Bancshares, Inc., Bennington, Nebraska.* Not Available SE C T IO N III - A PPLICA TIO N S SU BJECT TO FED ER A L R E G IS T E R N O T IC E ONLY APPLICATION COMMENT PERIOD ENDING DATE None. SE C T IO N IV - A PPLICA TIO N S NOT SU BJECT TO FED ER A L R E G IS T E R N O T IC E O R N EW SPAPER N O TIC E APPLICATION None. SEC TIO N V - AVAILABILITY O F CRA PU BLIC EVALUATIONS Identification of R atings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: Federal Reserve Bank o f Kansas C ity 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 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 moderateincome 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 moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Exam Date CRA Public Date Professional Bank 4100 East Mississippi Avenue Glendale, Colorado 80222-3048 04/22/96 07/30/96 *Application is subject to CRA. CRA Rating Satisfactory FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF JULY 29, 1996 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP ♦ Section 9 application by Zia New Mexico Bank, Tucumcari, NM, to establish at branch at 500 Parker Ave., Santa Rosa, NM 88435 N/A SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ♦ Section 3(a)(3) application by Incus Company, Ltd., Road Town, Tortola, BVI, to acquire Mercantile Financial Enterprises, Inc., Wilmington, DE, and Mercantile Bank, N.A., Brownsville, TX (Previously reported during the week of 7-1-96) ♦ Section 3(a)(3) application by Laredo National Bancshares, Inc., Laredo, TX, to acquire Mercantile Financial Enterprises, Inc., Wilmington, DE, and Mercantile Bank, N.A., Brownsville, TX (Previously reported during the week of 7-1-96) Change in Control Notice by Ned S. Holmes and Sherry Holmes, Houston, TX, to acquire an interest in Commercial Bancshares, Inc., Houston, TX ** NOTICE EXP 96/07/28 96/07/28 N/A SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE NOTICE ONLY APPLICATION None. NOTICE EXP SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. * SUBJECT TO CRA. ** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY. N/A - NOT AVAILABLE AT THIS TIME. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS FOR THE WEEK OF JULY 29, 1996 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 it s entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and cap ab ilities. 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 it s resources and capab ilities. Needs to Improve record of meeting community credit needs. An institution in this group need to improve it s overall record of ascertaining and helping to meet the credit needs of it s entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with it s resources and c ap ab ilities. 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 c ap ab ilities. Bank None. Date of Examination CRA Rating FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 8/02/96 Section I - Applications Sub.iect to Newspaper Notice Only Application Comment Period Ending Date Idaho Banking Company (In Organization), Boise, Idaho, to establish a branch o ffice at 6010 Fairview Avenue, Boise, Idaho. * Newspaper: Not available Westamerica Bank, San Rafael, California, to establish a branch o ffice at 4550 Mangels Boulevard, Suisun City, California. * Newspaper: 8/28/96 First Security Bank of Nevada, Las Vegas, Nevada, to establish a branch o ffice at the intersection of 1-215 Freeway and Warm Springs Road, Las Vegas, Nevada. * Newspaper: 8/07/96 Section II - Applications Sub.iect to Both Newspaper and Federal Register Notice None Section III -Applications Sub.iect to Federal Register Only None Section IV - Applications Not Sub.iect to Federal Register Notice or Newspaper Notice None * Subject to CRA. FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 8/02/96 Section V - A v ailab ility of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during this week. Information about a particular in stitu tion ’ s CRA evaluation may be obtained directly from the institution. Institution Location Examination Date Rating* None *Under the rating system an in stitu tion ’ s CRA performance is assigned one of the following four ratings: 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 it s entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and cap ab ilitie s. Outstanding 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 it s resources and cap ab ilities. Satisfactory 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 cap ab ilities. 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- to moderate-income neighborhoods, in a manner consistent with its resources and cap ab ilities. The above lis tin g 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.