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ANNOUNCEMENT B O A R D OF G O V E R N O R S OF TH E FEDERAL RESERVE SYSTEM H.2, 1995, No. 31 A c t i o n s of the Board, its Staff, and the Federal R e s e r v e Banks; Applications and Reports Received D u r i n g the W e e k E n d i n g A u g u s t 5, 1995 ACTIONS TAKEN BY THE BOARD OF GOVERNORS TESTIMONY AND STATEMENTS Savings Association Insurance Fund (SAIF) and deposit insurance more generally -- statement by Chairman Greenspan before the Subcommittee on Financial Institutions and Consumer Credit of the House Committee on Banking and Financial Services, August 2, 1995. Published, August 2, 1995. BANK HOLDING COMPANIES Canadian Imperial Bank of Commerce, Toronto, Canada - to acquire certain assets and assume certain liabilities of The Argosy Group L.P., New York, New York, and The Argosy Securities Group L.P., and to continue to engage in expanded underwriting and dealing in riskless principal, private placement and advisory activities through Wood Gundy Corporation. Permitted, July 31, 1995. ENFORCEMENT Bankers Trust New York Corporation, New York, New York, Bankers Trust Company, and BT Securities Corporation --amendment to the December 4, 1994, written agreement by and with the Federal Reserve Bank of New York to clarify the types of derivative transactions covered by the written agreement. Announced, August 4, 1995. BCCI -- Bank of Credit and Commerce International Federal Reserve, United States Department of Justice, and the District Attorney for the County of New York reached an agreement with Sheikh Hamaid bin Mohammed Al-Sharqi of Fujairah, United Arab Emirates, and Sheikh Humaid bin Rashid Al-Nuaimi of Ajman, United Arab Emirates to settle potential claims arising from the BCCI affair. Announced, August 2, 1995. H.2 JULY 31, 1995 PAGE 2 TO AUGUST 4, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and Community Affairs; FQMC - Federal Open Market Committee; FRBO - Federal Reserve Bank Operations; IF - International Finance; OSDM - Office of Staff Director for Management BANK BRANCHES. DOMESTIC Chicago Bank of Lenawee, Adrian, Michigan - - t o establish a mobile branch. Approved, August 2, 1995. Philadelphia Bank of Mid-Jersey, Bordentown, New Jersey -- to establish an in-store branch in the ShopRite Supermarket at Routes 206 and 518, Montgomery Township, New Jersey. Approved, August 1, 1995. Chicago Bank of Pontiac, Pontiac, Illinois - - t o establish a branch at 1703 Reynolds Street. Approved, August 1995. Atlanta Georgia First Bank, Gainesville, Georgia - - t o establish a branch at the Southeast corner of Spout Springs Road and Holland Dam Road, Flowery Branch, Georgia. Approved, July 31, 1995. Cleveland Provident Bank, Cincinnati, Ohio -- to establish a customer-bank communication terminal at the Drake Center, 151 West Galbraith Road. Approved, July 31, 1995. Secretary SouthTrust Bank of West Florida, St. Petersburg, Florida -- to establish a branch at 1530 Pinehurst Drive, Spring Hill, Florida. Approved, August A, 1995. Kansas City State Bank 8 Trust Company, Colorado Springs, Colorado -- to establish a mobile branch to operate within a 15 mile radius of 111 South Tejon. Approved, August 4, 1995. H .2 JULY 31, 1995 PAGE 3 TO AUGUST 9, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago A. E. Bancorp, Inc., Buffalo Grove, Illinois -- to acquire American Enterprise Bank. Approved, August 2, 1995. St. Louis Ambanc Corp., Vincennes, Indiana -- waiver of application to acquire First Robinson Bancorp, Robinson, Illinois. Approved, August 3, 1995. Kansas City Aspen Bancshares, Inc., Aspen, Colorado -- to acquire Val Cor Bancorporation, Inc., Cortez, Colorado. Withdrawn, August 2, 1995. St. Louis Community First Financial Group, Inc., English, Indiana - - t o acquire shares of Peninsula National Bank, Rolling Hills Estates, California. Approved, August 2, 1995. Minneapolis Dakota Heritage Banking Corporation, Chancellor, South Dakota -- to acquire Dakota Heritage State Bank. Approved, August 1, 1995. Kansas City Equity Bancshares, Inc., Mulhall, Oklahoma --to acquire Oklahoma State Bank. Withdrawn, August 3, 1995. San Francisco First Hawaiian, Inc., Honolulu, Hawaii -- to make an investment in Hawaii Affordable Housing Fund I through Pioneer Federal Savings Bank and First Hawaiian Credicorp, Inc. Permitted, August 2, 1995. Atlanta FirstBancorp, Inc., Marathon, Florida -- to acquire Gulf Coast National Bank of Naples, Naples, Florida. Approved, August 2, 1995. Chicago Garrett Bancshares Ltd., Bloomfield, Iowa -- to engage de novo in lending activities. Permitted, August 4, 1995. Atlanta Great Southern Bancorp, West Palm Beach, Florida -to acquire Great Southern Bank. Approved, August 9, 1995. H.2 JULY 31, 1995 PAGE 4 TO AUGUST 9, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago Horizon Bancorp, Michigan City, Indiana -- to engage de novo in lending activities through The Loan Store, Inc. Permitted, August 3, 1995. Chicago Midstates Bancshares, Inc., Missouri Valley, Iowa -to engage in investment advisory services through MidStates Financial Services, Inc., Harlan, Iowa. Permitted, August 3, 1995. Minneapolis Norwest Corporation, Minneapolis, Minnesota -- to acquire The First National Bank in Big Spring, Big Spring, Texas. Approved, August 1, 1995. St. Louis Peninsula Banking Group, Inc., Rolling Hills Estates California -- to acquire PNBank, and Bay Cities National Bank, Redondo Beach, California. Approved, August 2, 1995. Chicago Princeton / LeClaire Agency, Inc., Princeton, Iowa to engage in leasing activities. Permitted, August 1, 1995. Secretary Wachovia Corporation, Winston-Salem, North Carolina -- to engage de novo in providing certain types of investment or financial advice, arranging commercial real estate equity financing, and providing foreign exchange advisory and transactional services through Wachovia Capital Markets, Inc., Atlanta, Georgia. Permitted, August 4, 1995. H .2 JULY 31, 1995 PAGE 5 TO AUGUST 4, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK MERGERS Philadelphia Orrstown Bank, Orrstown, Pennsylvania -- to acquire certain assets and assume certain liabilities of the branch at 15400 Path Valley Road, Spring Run, Pennsylvania. Approved, August 2, 1995. BANXS. NONMEMBER. AND MISCELLANEOUS INSTITUTIONS Richmond Warrenton Farm Credit ACA, Warrenton, Virginia registration statement. Withdrawn, July 31, 1995. BANKS. STATE MEMBER Chicago Hinsbrook Bank & Trust Co., Willowbrook, Illinois -• to engage in trust activities. Approved, August 2, 1995. CHANGE IN BANK CONTROL Atlanta Brand Banking Company, Lawrenceville, Georgia -change in bank control. Permitted, July 31, 1995. Boston Finest Financial Corporation, Pelham, New Hampshire - change in bank control. Permitted., August 4, 1995. Minneapolis First State Banking Corporation, Alcester, South Dakota -- change in bank control. Permitted, August 4, 1995. Atlanta LaFourche Bancshares, Inc., Larose, Louisiana -change in bank control. Permitted, August 3, 1995. COMPETITIVE FACTORS REPORTS Richmond American National Savings Bank, F.S.B., Baltimore, Maryland, proposed merger with American National Interim Savings Bank, F.S.B. -- report on competitive factors. Submitted, July 31, 1995. H.2 JULY 31, 1995 PAGE 6 TO AUGUST 4, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS New York Chase Manhattan Bank, N.A., New York, New York, proposed merger with Chase Manhattan Bank of New Jersey, N.A. -- report on competitive factors. Submitted, July 31, 1995. Dallas Coupland State Bank, Coupland, Texas, proposed merger with Interim Coupland Bank -- report on competitive factors. Submitted, August 3, 1995. Dallas Farmers & Merchants National Bank of Kaufman, Kaufman, Texas, proposed merger with Terrell State Bank, Terrell, Texas -- report on competitive factors. Submitted, July 31, 1995. Atlanta First American National Bank, Nashville, Tennessee, proposed merger with First American Trust Company, N.A. -- report on competitive factors. Submitted, August 2, 1995. Dallas First International Bank, Bedford, Texas, proposed acquisition of the branch at 6828 Ranchester Drive, Houston, Texas, of Pacific Southwest Bank, A FSB, Corpus Christi, Texas -- report on competitive factors. Submitted, August 1, 1995. St. Louis First National Bank of Harrisburg, Harrisburg, Illinois, proposed merger with The Bank of Harrisburg -- report on competitive factors. Submitted, August 3, 1995. Dallas First National Bank of Trenton, Trenton, Texas, proposed merger with New Trenton Bank, Trenton, Texas -- report on competitive factors. Submitted, August 2, 1995. Dallas Liberty National Bank, Austin, Texas, proposed acquisition of the assets and assumption of the liabilities of Norwest Interim Bank Liberty, National Association -- report on competitive factors. Submitted, August 1, 1995. H .2 JULY 31, 1995 PAGE 7 TO AUGUST 4, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Lowndes Bancshares, Inc., Hahira, Georgia, and Commercial Banking Company, proposed conversion t a unitary thrift holding company and a stock savings and loan association -- report on competitive factors. Submitted, July 31, 1995. Dallas Parker Square Bank, National Association, Wichita Falls, Texas, proposed acquisition of the assets and assumption of the liabilities of First State Bank in Archer City, Archer City, Texas -- report on competitive factors. Submitted, July 31, 1995. Secretary PTC Bank, Greenwich, Connecticut, proposed acquisition of the assets and assumption of the liabilities of The Putnam Trust Company of Greenwich -- report on competitive factors. Submitted, July 31, 1995. Minneapolis Security State Bank-Madison, Madison, Wisconsin, proposed acquisition of the assets and assumption of the liabilities of the Madison, Wisconsin, branch of First Bank, fsb, Fargo, North Dakota -report on competitive factors. Submitted, August 3, 1995. Richmond Wesbanco Bank Parkersburg, Parkersburg, West Virginia, proposed merger with Wesbanco Bank Elizabeth, Elizabeth, West Virginia -- report on competitive factors. Submitted, August 3, 1995. EXTENSIONS OF TIME Kansas City Bancock Corporation, Cook, Nebraska -- extension to September 31, 1995, to acquire The First National Bank of SummerfieId, Summerfield, Kansas. Granted, July 31, 1995. San Francisco Columbia Banking System, Inc., Tacoma, Washington extension to divest certain property. Granted, August 2, 1995. H.2 JULY 31, 1995 PAGE 8 TO AUGUST 4, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME Atlanta First American Corporation, Nashville, Tennessee -extension to November 8, 1995, to acquire Heritage Federal Bancshares, Inc., Kingsport, Tennessee. Granted, July 31, 1995. Richmond First Community Corporation, Columbia, South Carolina -- extension to November 5, 1995, to acquire First Community Bank, N.A., Lexington, South Carolina. Granted, August *», 1995. Philadelphia InfiNet Payment Services, Inc., Hackensack, New Jersey -- extension to consummate certain activities, Granted, August 1, 1995. Atlanta SunTrust Banks, Inc., Atlanta, Georgia -- extension to November 7, 1995, to acquire shares of Peoples Bank of Lakeland, Lakeland, Florida. Granted, August 2, 1995. INTERNATIONAL OPERATIONS Director, BS&R Republic International Bank of New York (Delaware), Wilmington, Delaware -- home office of RIB Delaware transferred to Wilmington, Delaware, from Beverly Hills, California. Approved, August 4, 1995. St. Louis Bay-Hermann-Berger Bank, Hermann, Missouri - -to become a member of the Federal Reserve System. Approved, July 31, 1995. St. Louis First Bank of Arkansas, Searcy, Arkansas - to become a member of the Federal Reserve System. Approved, August 2, 1995. Minneapolis M&I Bank Superior, Superior, Wisconsin - - t o become member of the Federal Reserve System. Approved, August 4, 1995. MEMBERSHIP H.2 JULY 31, 1995 PAGE 9 TO AUGUST H, 1995 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGA7E0 AUTHORITY RESERVE BANK SERVICES Director, FRBO Federal Reserve Bank of St. Louis - - t o reduce the fees for the selected weekend Other Fed products and to offer four new low dollar products. Approved, August 3, 1995. Director, FRBO Federal Reserve Bank of San Francisco -- to implement several account sorting products for Electronic Check Presentment customers. Approved, August 1, 1995. Director, FRBO Federal Reserve Bank of St. Louis --to add three new group sort deposit options. Approved, August 2, 1995. H.2 JULY 31, 1995 PAGE 10 ADDITIONS AND CORRECTIONS TO AUGUST 4, 1995 ACTIONS TAKEN 8Y THE BOARD OF GOVERNORS BOARD OPERATIONS Ombudsman -- appointment of Barbara R. Lowery, Associate Secretary of the Board, as Board Ombudsman. Approved, July 28, 1995. ADDITIONS AND CORRECTIONS ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANKS■ FOREIGN New York Deutsche Genossenschaftsbank ("DG Bank” ) -- agreement pursuant to section 8 of the Securities and Exchange Act of 1934 concerning extensions of credit to securities brokers and dealers. Approved, July 3, 1995. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date Application NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Comment Period Ending Date Application NONE SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Comment Period Ending Date Application NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Institution Merrill Merchants Bank 201 Main Street P.O. Box 925 Bangor, Maine 04402-0925 Phone: (207) 942-4801 Examination Date 5/31/95 Rating** "S" ♦Subject to CRA. ♦♦Rating Definitions: "0" - Outstanding; "S" - Satisfactory; Improve; "SN" - Substantial Noncompliance. "N" - Needs to Federal Reserve Bank of New York Comment Period Ending Date SECTION I Applications Subject to Newspaper _______ Notice Only_______________ United Jersey Bank, Hackensack, New Jersey, to establish an offsite electronic facility at Helene Fuld Medical Center, 750 Brunswick Avenue, Trenton, New Jersey. 1/ 8/30/95 United Jersey Bank, Hackensack, New Jersey to establish an offsite electronic facility at Bergen Pines Hospital, 230 East Ridgewood Avenue, Paramus, New Jersey. 1/ 8/27/95 SECTION II Applications Subject to Both Newspaper and Federal Register Notice The 401k Plan and ESOP of United States Trust Company of New York and Affiliated Companies, (1) to acquire between 25 and 35 percent of the common shares of New USTC Holdings Corporation, New York, New York ("New Holdings"), a bank holding company with respect to New U.S. Trust Company of New York, New York, New York; U.S. Trust Company of Texas, N.A. , Dallas, Texas; and U.S. Trust Company of California, N.A., Los Angeles, California; and (2) to engage through certain of New Holdings' nonbanking subsidiaries in (a) trust company functions, investment or financial advice, community development, savings association operations, and securities brokerage activities pursuant to Sections 225.25(b)(3), (4), (6), (9), and (15) of Regulation Y, and (b) riskless principal activities pursuant to previous Board order. 1/ 8/30/95 3/ SNBNY Holdings Limited, Gibraltar ("Applicant"), to become a bank holding company by acquiring 8.29 percent of the shares of Safra National Bank of New York, New York, New York ("SNB"). Applicant, together with its controlling shareholders, control at least 25 percent of SNB's voting shares. 1/ 9/3/95 3/ 1/ Subject to the provisions of the Community Reinvestment Act. SECTION II Applications Subject to Both Newspaper and Federal Register Notice con't Comment Period Ending Date Fleet Financial Group, Inc., Providence, Rhode Island, Fleet New York, Inc., Albany, New York, and Fleet Bank, Albany, New York, to merge Fleet Bank with Shawmut Bank New York, N.A., Schenectady, New York, under the name charter of Fleet Bank. 1/ 9/5/95 2/ Banco Santander, S.A., Santander, Spain ("Santander"), and its wholly-owned subsidiary, FFB Participacoes e Servicos, S.A., Funchal, Portugal ("FFBPS"), pursuant to Section 3(a)(3) of the Bank Holding Company Act of 1956, as amended, to acquire approximately 11.4 percent of the outstanding shares of First Union Corporation, Charlotte, North Carolina ("First Union") Santander and FFBPS are each bank holding companies with respect to their ownership of 29.9 percent of First Fidelity Bancorporation, Lawrenceville, New Jersey ("Fidelity") Santander and FFBPS will acquire the First Union shares in consideration for their interest in Fidelity, which will be acquired by First Union pursuant to a merger agreement between First Union, Fidelity, and PKC, Inc., a subsidiary of First Union. 1/ 8/30/95 3/ SECTION III Nonbanking Applications (subject to Federal Register Notice Only) HSBC Holdings pic, London, England, and HSBC Holdings B.V., Amsterdam, The Netherlands (together, "Notificants"), to acquire through Notificants' indirect subsidiary, James Capel Incorporated, New York, New York, an office of NatWest Securities Corporation located in Washington, D.C., and thereby to engage in providing investment and financial advice pursuant to Section 225.25(b)(4)(iv) of Regulation Y. SECTION IV Applications Not Involving ______ Public Comment______ N o ne. 1/ Subject to the provisions of the Community Reinvestment Act. 8/24/95 SECTION V Availability of CRA Public Evaluations In connection with the assessment of each insured depositoryinstitution's CRA performance, a rating is assigned from the following group: Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources an 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 neighbor hoods, in a manner consistent with its resources and capabilities. Week Ending August 5, 1995 NAME OF BANK RATING EXAMINATION DATE None. H| CNl co| / / / 4/ Subject to provisions of Community Reinvestment Act. Later of dates specified in newspaper and Federal Register notices. Date specified in newspaper notice; a later date may be specified in the Federal Register notice. Date specified in Federal Register notice; a later date may be specified in the newspaper notice. N/A - Not Availables F E D E R A L R E S E R V E B A N K OF P H I L A D E L P H I A Section I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER NOTICE ONLY Meridian Bank, Reading, Pennsylvania to establish a branch office inside Redner's Market, 2074 Fruitville Pike, Lancaster, Pennsylvania, pursuant to Section 9 of the Federal Reserve Act. Newspaper Notice comment period expires: 08/14/95 SECTION II - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Financial Trust Coro, Carlisle, Pennsylvania to acquire Washington County National Bank, Williamsport, Pennsylvania, pursuant to Section 3(a)(3) of the Bank Holding Company Act of 1956, as amended. Newspaper Notice comment period expires: Federal Register comment period expires: 08/30/95 N/Avail SECTION III - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL REGISTER NOTICE ONLY Sun Bancorp, Inc., Selinsgrove, PA requests approval to engage de novo in community development activities through a 95% limited partnership interest in Mifflin Place Associates, pursuant to Section 4(c)(8) of the Bank Holding Company of 1956, as amended and Section 225.25(b)(6) of Regulation Y. Federal Register comment period expires: N/Avail MBNA Corporation, Newark, Delaware to engage de novo in making, acquiring, and servicing consumer loans and credit card loans; and engage in acquiring and servicing mortgage loans, pursuant to Section 4(c)(8) of the Bank Holding Company Act of 1956, as amended and Sections 225.25(b)(1)(i);(ii);(iii) of Regulation Y through its nonbank subsidiary MBNA Consumer Services, Inc., Newark, Delaware. Federal Register comment period expires: N/Avail MBNA Corporation, Newark, Delaware to engage de novo in offering credit insurance (life, disability, and involuntary unemployment), pursuant to Section 4(c)(8) of the Bank Holding Company Act of 1956, as amended and Sections 225.25(b)(8)(i) of Regulation Y through its nonbank subsidiary MBNA Consumer Services, Inc., Newark, Delaware. Federal Register comment period expires: N/Avail SECTION IV - APPLICATIONS RECEIVED AND NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE NONE FEDERAL RESERVE BANK OF PHILADELPHIA SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS The following institutions were examined for CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending August 4, 1995 Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: Outstanding record of meeting community credit needs• An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Premier Bank 379 N. Main Street Doylestown, PA Examination Date 03/20/95 CRA Rating Satisfactory F ed era l R eserv e Bank of C leveland P. 0 . BOX 6387 CLEVELAND, OHIO 4 4 10 1-13 87 APPLICATIONS BULLETIN (For the week ending August 5, 1995) SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Received prior notice from Fifth Third Bank of Columbus, Columbus, Ohio, on July 25, 1995, of its intent to establish to establish a branch facility at 3353 Cleveland Avenue, Columbus, Ohio. *August 18, 1995 SECTION n - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE NONE SECTION m - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE SECTION TV - 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 AVAILABILITY OF CRA PUBLIC EVALUATIONS (August 4, 1995) The following state member banks have been examined by the Federal Reserve Bank of Cleveland for compliance with The Community Reinvestment Act. A public evaluation document became available from the bank(s) listed below during the week ended August 4, 1995. If you are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly. There are four descriptive ratings for CRA: OUTSTA N D IN G : a bank 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. SA TISFA CTO RY : a bank 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 IM PR O V E: a bank 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 NON C O M PLIA N C E: a bank in this group has a substantially deficient 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. NONE Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Signet Bank/Virginia, Richmond, Virginia, for prior approval to merge with Signet Bank/Maryland, Baltimore, Maryland.* 8-30-95 Southern Financial Bank, Warrenton, Virginia, an organizing bank, for prior approval to merge with Southern Financial Federal Savings Bank, Warrenton, Virginia.* 9-5-95 Southern Financial Bank, Warrenton, Virginia, for prior approval for membership in the Federal Reserve System.* 9-5-95 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date First Union Corporation, Charlotte, North Carolina, for prior approval to acquire First Fidelity Bancorporation, Newark, New Jersey, and Philadelphia, Pennsylvania.* 9-1-95** First Union Corporation of New Jersey, Newark, New Jersey, for prior approval to become a bank holding company through the acquistion of First Fidelity Bank, N.A., Elkton, Maryland; First Fidelity Bank, Stamford, Connecticut; First Fidelity Bank, Delaware, Wilmington, Delaware; and First Executive Bank, Philadelphia, Pennsylvania (24.4%).* 9-1-95** Southern Financial Bancorp, Inc., Warrenton, Virginia, for prior approval to become a bank holding company through the acquisition of Southern Financial Bank, Warrenton, Virginia.* 9-5-95 *Application is subject to CRA requirements. **Expiration of comment period specified in the Federal Register. Section III - Applications Subject to Federal Register Notice ADolication Comment Period Ending Date First Union Corporation, Charlotte, North Carolina, to engage in acting as insurance agent or broker for credit life and health insurance in conjunction with credit transactions; acting as insurance agent or broker for the sale of credit-related property and casualty insurance protecting real and personal property which serves as collateral for a credit transaction and liability coverage as part of a package on home, automobile and business policies; and acting as an insurance agent or broker for insurance for affiliates through the acquisition of Broad & Lombardy Associates, Inc., Newark, New Jersey. 9-1-95** First Union Corporation, Charlotte, North Carolina, to engage in reinsurance of credit life, disability and health insurance written by an outside insurance carrier in connection with loans extended by bank affiliates through the acquisition of Fidelcor Life Insurance Company, Phoenix, Arizona. 9 First Union Corporation, Charlotte, North Carolina, to engage in community development activities through the acquisition of First Fidelity Community Development Corp, Newark, New Jersey. 9-1-95** First Union Corporation, Charlotte, North Carolina, to engage in community development activities through the acquisition of Waller House Corporation, Philadelphia, Pennsylvania. 9 -I-9 5 ** -I-9 5 ** Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice Application KS Bancorp, Inc., Kenly, North Carolina, to repurchase shares of its own stock. **Expiration of comment period specified in the Federal Register. Federal Reserve Bank of Richmond Availability of CRA Public Evaluations Week ending August 4, 1995 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 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 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 Hanover Bank 7021 Mechanicsville Turnpike Mechanicsville, Virginia 23111 Rating 5-8-95 Satisfactory Bank of Carroll 145 North Main Street Hillsville, Virginia 24343 5-15-95 Satisfactory Security Bank Corporation 8780 Centreville Road Manassas, Virginia 22110 5-15-95 Satisfactory Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending August 4, 1995 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date American Bancshares, Inc. Not yet available* Bradenton, Florida Notice for 1-BHC formation, American Bank of Bradenton, Bradenton, Florida. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date F.B.H. Corporation Not yet available* Fayette, Alabama After-the-fact change in control notice by Mr. James Walter Branyon to retain 19.11 percent of the outstanding shares of F.B.H. Corporation, Fayette, Alabama. Century South Banks, Inc. 08-31-95* Dahlonega, Georgia Federal Register To acquire Peoples Bank, Lavonia, Georgia, pursuant to Section 3 (a)(3) of the Bank Holding Company A c t . Heart of Georgia Bancshares, Inc. Not yet available* Mount Vernon, Georgia 1-BHC formation, Citizens Bank & Trust Company of Mount Vernon, Mount Vernon, Georgia. Thomasville Bancshares, Inc. Thomasville, Georgia 1-BHC formation, Thomasville organization) National Bank, 08-25-95* Federal Register Thomasville, Georgia (in First Commerce Corporation 08-31-95* New Orleans, Louisiana Federal Register To acquire 9.85 percent of First United Bank of Farmerville, Farmerville, Louisiana, pursuant to Section 3(a)(3) of the Bank Holding Company Act. Farmers Bancshares, Inc. Not yet available* Cheneyville, Louisiana 1-BHC formation, The Farmers Bank & Trust of Cheneyville, Cheneyville, Louisiana. *Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending August 4, 1995 Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date Community Trust Financial Services Corporation 08-16-95 Hiram, Georgia In a 75%/25% joint venture with Danny H. Drummond, to establish Community Loan Company, Hiram, Georgia, which will acquire Credit Services of Woodstock, Woodstock, Georgia, and thereby engage in consumer finance activities, pursuant to Section 4(c)(8) of the Bank Holding Company Act and Section 225.25(b)(1)(i) of Regulation Y. First American Corporation 08-24-95 Nashville, Tennessee To acquire Charter Federal Savings Bank, Bristol, Virginia, and thereby engage in operating a savings association, pursuant to Section 4(c)(8) of the Bank Holding Company Act and Section 225.25(b)(9) of Regulation Y. Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Prosperity Banking Corporation St. Augustine, Florida Commitment waiver request. First City Bancorp, Inc. Murfreesboro, Tennessee Commitment waiver request. First City Bancorp, Inc. Murfreesboro, Tennessee Commitment waiver request. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending August 4, 1995 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. Rating Examination Date Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending August 4, 1995 Recently Approved Applications Approval Date FirstBancorp, Inc. 08-02-95 Marathon, Florida To acquire Gulf Coast National Bank of Naples, Naples, Florida (in organization) , pursuant to Section 3(a) (3) of the Bank Holding Company Act. Great Southern Bank West Palm Beach, Florida 1-BHC formation, Great Southern Bank, West Palm Beach, Florida. 08-04-95 SouthTrust Bank of WestFlorida 08-04-95 St. Petersburg, Florida To establish a branch located at 1530 Pinehurst Drive, Spring Hill, Florida. Brand Banking Company 07-31-95 Lawrenceville, Georgia Change in control notification by Mr. Bartow Morgan, Jr. and Mrs. Patricia B. Morgan, to acquire, as advisor and trustee, respectively, of a testamentary trust to be formed, 49.6 percent of the outstanding shares of Brand Banking Company, Lawrenceville, Georgia. Lafourche Bancshares, Inc. 08-03-95 Larose, Louisiana After-the-fact notification by Mr. Clinton J. Theriot, to retain 25.6 percent of the outstanding shares of Lafourche Bancshares, Inc., Larose, Louisiana. F e d e ra l R e s e rv e Bank o f C h ic a g o S e c t i o n I - A p p l i c a t i o n s Su b j e c t to N e w s p a p e r Notice Only Co m m e n t Pe r i o d E n d i n g Date T.YBe Application EFT H a r r i s Tr u s t a n d S a v i n g s B a n k NP Chicago, Illinois 2 E F T ’s at L o y o l a U n i v e r s i t y B u s i n e s s Sc h o o l 25 East P e a r s o n St r e e t Chicago, Illin o i s Merger/Branch S e c u r i t y Sa v i n g s B a n k N P - ** Farhamville, Iowa to a c q u i r e the asse t s a n d a s s u m e the d e p o s i t l i a b i l i t i e s of the Harcourt, Iowa a n d Lehigh, Iowa o f f i c e s of B o a t m e n ’s B a n k of Fort Dodge, Fort Dodge, Iowa and to e s t a b l i s h b r a n c h e s at 127 S o u t h A s h Street, Harcourt, Iowa a n d 116 M a i n Street, Lehigh, Iowa Branch B a n k of L a k e v i e w Lakeview, M i c h i g a n 10049 B u c h a n a n R o a d Stanwood, M i c h i g a n NP -8-5-95 Merger B a n k of O a k f i e l d Oakfield, W i s c o n s i n V a n Dyne B r a n c h of M&I Central State B a n k Ripon, W i s c o n s i n NP - ** EFT R o l l i n g Hil l s B a n k & Trust Atlantic, Iowa 900 M a i n Street Griswold, Iowa NP - 8-11-95 Branch H a r r i s Trust and S a vings B a n k Chicago, Illinois 824 N. W e s t e r n A v e n u e Lake Forest, Illinois NP - ** Branch N o r t h Shore C o m m u n i t y B a n k & Trust C o m p a n y Wilmette, Illinois 362 Park A v e n u e Glencoe, Illinois NP - ** Branch W e s t C h e s t e r Savings Ban k W e s t Chester, Iowa 313 F r a n k l i n Street W e s t Chester, Iowa NP - 8-1-95 8-23-95 F e d e ra l R e s e rv e B ank o f C h ic a g o Section I - Applications Subject to Newspaper Notice Only Continued Comment Pe r i o d E n d i n g Date Tvoe Application Branch D e M o t t e State B a n k DeMotte, Indiana 3421 W e s t State R o a d 10 Wheatfield, Indiana NP - 8-21-95 Merger/Branch R o l l i n g Hil l s B a n k & Trust Atlantic, Iowa G r i s w o l d State Bank Griswold, Iowa 1307 East S e v e n t h Atlantic, Iowa 701 M a i n Street Anita, Iowa 600 M a i n Street Griswold, Iowa NP - 8-21-95 Branch OmniBank R i v e r Rouge, M i c h i g a n 25818 M a r k e t Street Detroit, M i c h i g a n 14555 East J e f f e r s o n Av e n u e Detroit, M i c h i g a n 1431 W a s h i n g t o n B o u l e v a r d Detroit, M i c h i g a n NP - 7-20-95 Membership S e c u r i t y S a vings Bank Eagle Grove, Iowa To b e c o m e a m e m b e r of the Federal Reserve System NP - 7-31-95 EFT C o m e r i c a Ban k Detroit, M i c h i g a n K r o g e r Store 23001 M i c h i g a n Avenue Dearborn, M i c h i g a n NP - 8-14-95 F e d e ra l S e c t i o n II R e s e rv e B ank o f C h ic a g o A p p l i c a t i o n s S u b j e c t to B o t h Newspape Register Notice a n d Federal Comment Period E n d i n g Date Type. Application Y-2 Lincoln Bancorp Reinbeck, Iowa Garwin Bancorporation Garwin, Iowa Farmers Savings Bank Garwin, Iowa* CoC-HC First C o m m u n i t y Bancshares, Milton, W i s c o n s i n J o h n C. B r a d s h a w Y-2 Shorebank Corporation Chicago, Illinois U.S. B a n k of S o u t h w e s t W a s h i n g t o n Vancouver, W a s h i n g t o n * FR - 8-4-95 NP - 7-31-95 Y-2 C o l f a x Bancshares, Inc. Victor, Iowa Maxwell Bancorporation Maxwell, Iowa M a x w e l l State B a n k Maxwell, Iowa* FR - 8-4-95 NP - 8-28-95 Y-l Barlow Banking Corporation Iowa Falls, Iowa Iowa Falls Sta t e B a n k Iowa Falls, Iowa* FR - 8-4-95 NP - 7-26-95 Y-2 Ida Gro v e Bancshares, Inc. Ida Grove, Iowa A m e r i c a n Bancshares, Inc. Holstein, Iowa A m e r i c a n N a t i o n a l Ban k Holstein, Iowa* FR - 8-10-95 NP - 8-6-95 Y-l A m e r i c a n Bancshares, Inc. Holstein, Iowa A m e r i c a n Nat i o n a l Ban k Holstein, Iowa* FR - 8-10-95 NP - 8-6-95 Y-l Ol y m p i a Bancorporation, Inc. E m p l o y e e Sto c k Owners C h icago Heights, Illinois Ol y m p i a Bancorporation, Inc. Ch i c a g o Heights, Illinois Heritage Olympia Bank C h i c a g o Heights, Illinois* FR - 8-11-95 NP - 9-4-95 FR - 7-10-95 N P - 8-7-95 Corp. FR - 7-17-95 NP - 8-9-95 F e d e r a l R e s e rv e Bank o f C h ic a g o S e c t i o n II - A p p l i c a t i o n s Su b j e c t to B o t h N e w s p a p e r and Federal Register Notice Comment Period Ending Date Tyne Application Y-2 F & M Bancorporation, Inc. Kaukauna, W i s c o n s i n P e oples State B a n k of B l o o m e r Bloomer, W i s c o n s i n * FR - 8-17-95 N P - ** Y-l Phi l i p p s I n v e stment L i m i t e d P a r t n e r s h i p S p r i n g Hill, F l o r i d a G r a t i o t Bancshares, Inc. Gratiot, W i s c o n s i n G r a t i o t State B a n k Gratiot, W i s c o n s i n * FR - 8-17-95 N P - 7-22-95 Y-2 Shorebank Corporation Chicago, Illinois Indecorp, Inc. Chicago, Illinois I n d e p e n d e n c e B a n k of C h i c a g o Chicago, Illinois Drexel N a t i o n a l B a n k Chicago, Illinois* FR - 8-14-95 NP - 8-10-95 Y-2 B e a m a n Bancshares, Inc. Beaman, Iowa P r o d ucers Savings G r e e n Mountain, Iowa* FR - 8-17-95 NP - 8-14-95 Y-2 Comerica Incorporated Detroit, M i c h i g a n Metrobank Los Angeles, California* FR - 8-18-95 NP - ** Y-2 Comerica California Incorporated San Jose, C a l i f o r n i a Metrobank Los Angeles, California* FR - 8-18-95 NP - ** CoC-HC Kent Bancshares, Inc. Kent, Illinois b y V i r g i l L. B o c k e r & D e l m a r Ka m p e n FR - 8-3-95 N P - ** Y-2 Dentel B a n c o r p o r a t i o n Victor, Iowa Maxwell Bancorporation Maxwell, Iowa M a x w e l l State Ban k M a x w e 11, Iowa* FR NP - 8-4-95 8-28-95 F e d e ra l S e c tio n II - R e s e rv e Bank o f C h ic a g o A p p lic a t io n s S u b je c t t o B o th N e w s p a p e r a n d F e d e r a l R e g is t e r N o tic e C o n tin u e d C o m m e n t Pe r i o d E n d i n g D ate Type Application Y-l National Australia Bank Limited M e l b ourne, A u s t r a l i a National Equities Limited M e l b ourne, A u s t r a l i a N a t i o n a l A u s t r a l i a G r o u p (UK) L i m i t e d L o n d o n , England North Americas Holdings Limited London, E n g l a n d M N C A c q u i s i t i o n Co. Melbourne, A u s t r a l i a Michigan National Corporation F a r m i n g t o n Hills, M i c h i g a n B l o o m f i e l d H i l l s Bancorp, Inc. B l o o m f i e l d Hills, M i c h i g a n B a n k of B l o o m f i e l d H ills B l o o m f i e l d Hills, M i c h i g a n M i c h i g a n N a t i o n a l Banks F a r m i n g t o n Hills, M i c h i g a n * F R - 8-24-95 N P - ** Y-2 F i r s t b a n k of Illi n o i s Co. Springfield, I l l inois Confluence Bancshares Corporation St. Peters, M i s s o u r i Duchesne Bank St. Peters, M i s s o u r i * FR - 8-25-95 NP - 8-1-95 Y-2 N B D Bancorp, Inc. Detroit, M i c h i g a n NBD Bank V e n i c e F l o rida* FR - 8-28-95 NP - ** Y-l Madison Holdings Limited Partnership M a d i s o n Heights, M i c h i g a n M a d i s o n Bancorp, Inc. M a d i s o n Heights, M i c h i g a n M a d i s o n N a t i o n a l Ban k M a d i s o n Heights, Mic h i g a n * FR - 8-31-95 N P - 8-25-95 Y-2 Comerica Incorporated Detroit, M i c h i g a n Q u e s t a r Bank, N a t i o n a l A s s o c i a t i o n Houston, Texas* FR - 8-28-95 NP - ** Y-2 Comerica Texas Incorporated Dallas, T e x a s Q u e s t a r Bank, N a t i o n a l A s s o c i a t i o n Houston, Texas* FR - 8-28-95 N P _ ** F e d e ra l S e c tio n II - R e s e rv e B ank o f C h ic a g o A p p lic a t io n s S u b je c t t o B o th N e w s p a p e r a n d F e d e r a l R e g is t e r N o t ic e C o n t in u e d Comment Pe r i o d E n d i n g Date T ype, Application Y-l Sable Bancshares, Inc. Chicago, Illinois C o m m u n i t y B a n k of L a w ndale Chicago, I l linois* FR - 9-1-95 N P - ** Y-2 WFC, Inc. Waukon, Iowa V i k i n g State B a n k & Trust Decorah, Iowa (in o r g a n i z a t i o n ) * FR - ** NP - ** Y-2 M e r c h a n t s Bancorp, Inc. Aurora, Illinois V a l l e y B a n c Ser v i c e s Corp. St. Charles, Illinois Anchor Bank T h i r d Lake, Illinois H i n c k l e y State B a n k Hinckley, Illinois State B a n k of O s c o Osco, Illinois V.B.H. C o r p o r a t i o n St. Charles, Illinois Fox V a l l e y Ban k St. Charles, Illinois* FR - ** NP - ** F e d e ra l S e c t i o n III R e s e rv e B ank o f C h ic a g o - A p p l i c a t i o n s S u b j e c t to F e d e r a l R e g i s t e r Notice Only C o m m e n t Pe r i o d E n d i n g Date Type Application 4(c) (8) Ce n t r a l Illinois F i n a n c i a l Co., Inc. C h a m p a i g n , . I l l inois to e n g a g e in tr u s t a c t i v i t i e s t h r o u g h i t ’s subsidiary, B a n k l l l i n o i s Tru s t Co. Champaign, I l l inois 4(c) (8) West Bend Bancorp F R - 8-3-95 W e s t Bend, Iowa to e n g a g e in the sale of i n s u r a n c e t h r o u g h it’s subsidiary, S e c u r i t y I n s u r a n c e Inc., W e s t Bend, Iowa 4(c) (8) N o r t h e r n Trust C o r p o r a t i o n Chicago, Illinois RCB I n t e r n a t i o n a l Inc. Stamford, C o n n e c t i c u t 4(c) (8) Ida Gro v e Bancshares, Inc. Ida Grove, Iowa to e n g a g e in m a k i n g & s e r v i c i n g loans 4 (c) (8) Horizon Bancorp FR - 8-10-95 M i c h i g a n City, Indi a n a to act as an agent or b r o k e r for i n s u r a n c e d i r e c t l y r e l a t e d to its e x t e n s i o n s of cr e d i t 4(c) (8) C r ystal V a l l e y F i n a n c i a l C o r p o r a t i o n Middlebury, Indiana to invest in l o w - i n c o m e h o u s i n g p r o j e c t FR - 8-10-95 4(c) (8) W i t h e e B a n k Shares, Inc. Withee, W i s c o n s i n to e n gage in c o m m u n i t y d e v e l o p m e n t activities through Hometown Development Corporation, Withee, W i s c o n s i n FR - 8-22-95 4 (c) (8) FR S p e n c e r Bancorporation, Inc. Spencer, W i s c o n s i n to engage de n o v o in c o m m u n i t y d e v e l o p m e n t activities FR - 8-4-95 FR - 8-10-95 FR - 8-15-95 8-23-95 F e d e ra l S e c t i o n III R e s e rv e Bank o f - A p p l i c a t i o n s S u bject Notice Only C h ic a g o to Fe d e r a l R e g i s t e r C o mment P e r i o d E n d i n g Dat.p Typ e Application 4 (c) (8) National Australia Bank Limited FR - 8-24-95 Melbourne, A u s t r a l i a Nati o n a l Equi t i e s L i m i t e d Melbourne, A u s t r a l i a Nat i o n a l A u s t r a l i a Gro u p (UK) L i m i t e d London, E n g l a n d North Americas Holdings Limited London, E n g l a n d M N C A c q u i s i t i o n Co. Melbourne, A u s t r a l i a M N C O p e r a t i o n s a n d Services, Inc. F a r m i n g t o n Hills, M i c h i g a n MNC L e a s i n g C o m p a n y Detroit, M i c h i g a n I n d e p e n d e n c e One Life Insurance C o m p a n y Phoenix, A r i z o n a I n d e p e n d e n c e One Capital M a n a g e m e n t Corp. F a r m i n g t o n Hills, M i c h i g a n M i c h i g a n Bank, F.S.B. Troy, M i c h i g a n I n d e p e n d e n c e One Asset M a n a g e m e n t C o r p o r a t i o n Irvine, C a l i f o r n i a 4(c) (8) N B D Bancorp, Inc. FR - 8-22-95 Detroit, M i c h i g a n to e x p a n d the g e o g r a p h i c scope of its subsidiary, NBD Real Estate Services, Inc. Detroit, Michigan, and t h e r e b y engage in mort g a g e le n d i n g and servicing, real p r o p e r t y leasing, real estate appraising, m a n a g e m e n t c o n s u l t i n g and credit insurance activities. F e d e ra l R e s e rv e Bank o f C h ic a g o S e c t i o n IV - A p p l i c a t i o n s Not S u b j e c t to Fe d e r a l R e g i s t e r or N e w s p a p e r Notice Tvoe Application RoS O l y m p i a B a n c o r p oration, C h i c a g o Heights, IL to r e d e e m 7,750 shares RoS M S B H o l d i n g Company, Inc Moorehead, Iowa to r e d e e m 600 (50%) shares of v o t i n g c o m m o n s t o c k f r o m Olaf S a n d v o l d & V i v i a n S a n d v o l d N - Newspaper FR - F e deral R e g i s t e r * - Su b j e c t to Pro v i s i o n s of C o m m u n i t y R e i n v e s t m e n t Act * * - Not a v a i l a b l e at this time A V A I L A B I L I T Y OF C R A PUBLIC E V A L U A T I O N S T h e f o l l o w i n g state m e m b e r b a n k s have b e e n e x a m i n e d b y the F e d e r a l Rese r v e Bank of Chicago for compliance w i t h the CRA. The 3 0-d a y b u s i n e s s d a y p e r i o d the bank has to make the ev a l u a t i o n p u b l i c has l a p s e d d u r i n g the w e e k en d i n g August 5, 1995. If you are i n t e r e s t e d in o b t a i n i n g a c o p y of the e v a l u a t i o n document, p l e a s e c o ntact the bank(s) directly. I d e n t i f i c a t i o n of R a t i n g s O-An institution in this group has an o u t s t a n d i n g r e c o r d of, and is a leader in, a s c e r t a i n i n g a n d h e l p i n g to meet the credit nee d s of its entire delineated community, including low- and m o d e r a t e - i n c o m e n eighborhoods, in a m a n n e r c o n s istent w i t h its r e s o u r c e s and capabilities. S-An institution in this group has a s a t i s f a c t o r y r e c o r d of a s c e r t a i n i n g and h e l p i n g to meet the credit needs of its entire d e l i n e a t e d community, including low- and moderate-income neighborhoods, in a manner c o n s i s t e n t w i t h its resou r c e s and capabilities. N I - A n i n s t i t u t i o n in this g r o u p needs to improve its ov e r a l l r e cord of a s c e r t a i n i n g and h e l p i n g to meet the credit needs of its e n tire d e l i n e a t e d community, i n c l u d i n g low- a n d m o d e r a t e - i n c o m e neighborhoods, in a m a n n e r c o n s istent w i t h its r e s o u r c e s and capabilities. SN- A n i n s t i t u t i o n in this g r o u p has a s u b s t a n t i a l l y d e f i c i e n t r e c o r d of a s c e r t a i n i n g and h e l p i n g to meet the credit needs of its entire d e l i n e a t e d community, i n c l u d i n g low- and m o d e r a t e - i n c o m e neighborhoods, in a m a n n e r co n s i s t e n t w i t h its r e s o urces and capabilities. BANK NAME/LOCATION E X A M I N A T I O N DATE RATI N G S -Bank One, A n t i g o 700 5th A v e n u e P .0. Box 7 Antigo, W i s c o n s i n 5 4409-0007 (715) 623-4148 4/24/95 O -Hinsdale B a n k & Trust C o m p a n y 25 East First Street Hinsdale, Illinois 60521 (708) 323-4404 4/24/95 S Federal Reserve Bank of St. Louis FOR THE WEEK ENDING AUGUST 4, 1995 A p p Iication SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE End of Comment Period *Section 9 application by First Bank, Creve Coeur, Missouri, to establish a branch office at 9901 Manchester Road, Warson Woods, Missouri. A p p Iication 8/13/95 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE End of Comment Period *Section 3(a)(3) application by Old National Bancorp, Evansville, Indiana, to acquire City National Bancorp, Inc., Fulton, Kentucky. Newspaper: 9/4/95 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE A p p Iication End of Comment Period None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application End of Comment Period None. *This application is subject to CRA. FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification o f Ratings: Outstanding record o f meeting community credit needs A n in stitu tio n in this group has an outstanding record of, and is a leader in, ascertaining and helping to m eet the credit needs o f its entire delineated com m unity, including lo w - and m oderate-incom e neighborhoods, in a m anner consistent w ith its resources and capabilities. Satisfactory record o f meeting community credit needs A n in s titu tio n in this group has a sa tisfactory record o f ascertaining and helping to m eet the credit needs o f its entire delineated com m unity, including lo w - and m oderate- incom e neighborhoods, in a m anner consistent w ith its resources and capabilities. Needs to improve record o f meeting community credit needs A n in s titu tio n in this group needs to im prove its overall record o f ascertaining and helping to m eet the credit needs o f its entire delineated com m unity, including tow - and m oderate-incom e neighborhoods, in a m anner consistent w ith its resources and capabilities. Substantial noncompliance in meeting community credit needs A n in stitu tio n in this group has a substantially deficient record o f ascertaining and helping to m eet the credit needs o f its entire delineated com m unity, including lo w - and m oderateincom e neighborhoods, in a m anner consistent w ith its resources and capabilities. FOR THE WEEK ENDING Name of Bank The First State Bank of Dongola August 4, 1995 Bank Address Dongola, Illinois Examination Date 4-17-95 Examination Rating Satisfactory FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application Grand Marais State Bank, Grand Marais, Minnesota, to establish a branch in Grand Marais, Minnesota August 31, 1995 FEDERAL RESERVE BANK OF MINNEAPOLIS Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Norwest Corporation, Minneapolis, Minnesota, to acquire 100% of the voting shares of Liberty National Bank, Austin, Texas* August 28, 1995 (Federal Register) Roger Berglund and Susan Berglund, to acquire control of 27.8% and 30.0%, respectively, of the voting common shares of Dakota Western Bankshares, Inc., Bowman, North Dakota August 22, 1995 (Federal Register) Kensington Bancorp, Inc., Kensington, Minnesota, to acquire 87.6% of the voting shares of First State Bank of Kensington, Kensington, Minnesota* September 1, 1995 (Federal Register) Hershel R. Page, Thomas R. Page, and Ruth Ann Page Trust, to acquire 59.5% of the voting shares of The Page Holding Company, Plankinton, South Dakota (Retroactive) August 22, 1995 (Federal Register) Lake Elmo Bancshares, Inc., Lake Elmo, Minnesota, to acquire 70.57% of the voting shares of Lake Elmo Bancorp, Inc., Lake Elmo, Minnesota* Not yet available Western Dakota Holding Company, Timber Lake, South Dakota, to acquire 50.02% of the voting shares of Dewey County Bank, Timber Lake, South Dakota* Not yet available Security State Bank Holding Company, Hannaford, North Dakota, to acquire 100% of the voting shares of Security State Bank of Jamestown, Jamestown, North Dakota, a de novo bank* Not yet available *Sub1ect to CRA FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application Norwest Corporation, Minneapolis, Minnesota, to engage in the residential mortgage lending business through the acquisition of an interest in a joint venture, Southeastern Residential Mortgage, Releigh, North Carolina August 22, 1995 FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application NONE. FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending August 4, 1995 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. BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING The Onida Bank 201 South Main Onida, South Dakota 57564 (612) 258-2641 January 4, 1995 Satisfactory Federal Reserve Bank of Kansas City SE C T IO N I - A PPLICA TIO N S SU BJECT TO N EW SPA PER N O T IC E ONLY APPLICATION Bank One, Oklahoma City, Oklahoma, forprior approval toestablishan ATM intheHeritage Park Mall, Oklahoma City, Oklahoma. COMMENT PERIOD ENDING PATH Not Available SECTIO N II - A PPLICA TIO N S SU BJECT TO B O TH N EW SPA PER AND FED ERA L R E G IST E R N O TIC E APPLICATION Leonard C. Briscoe, Taloga, Oklahoma, forprior approval toacquire 100 percent ofthevoting shares ofDewey County Bancorporation, Inc., Taloga, Oklahoma. Jackie Lynn Poulsen, Ericson, Nebraska, and Gregory Gene Jenson, Ord, Nebraska, forprior approval to acquire an additional 3.86 percentofthe voting shares ofWheeler County Bancshares, Inc., Ericson, Nebraska. StarValley Bancshares, Inc., Afton, Wyoming, for priorapproval tobecome abank holding company throughtheacquisitionof 100 percentofthevoting shares ofStarValley StateBank, Afton, Wyoming (in organization). BillJ.Home, Sr., Ada, Oklahoma, forprior approval toretain27.14 percentand thereby retain control ofthevoting shares ofFirstAda Bancshares, Inc., Ada, Oklahoma. COMMENT PERIOD ENDING DATE Not Available Not Available September 5, 1995 August 18, 1995 Federal Reserve Bank o f Kansas City SE C T IO N III - A PPLIC A 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 BOK Financial Corporation, Tulsa, Oklahoma, to acquire 9.9 percent ofLiberty Bancorp, Inc., Oklahoma City, Oklahoma, and thereby acquire Liberty TrustCompany, Oklahoma City, Oklahoma, and thereby engage intrustcompany activities;MidAmerica CreditLife Assurance Co., Oklahoma City, Oklahoma, and Mid-America Insurance Agency, Oklahoma City, Oklahoma, and thereby engage in underwriting credit-related, life,accident, and health insurance sold inconnectionwithcreditextensions made by subsidiariesofLiberty Bancorp, Inc., and personalproperty leasing. August 23, 1995 SE C T IO N IV - A PPLIC A TIO N S N O T SU BJECT TO FED ERA L R E G IS T E R N O T IC E O R N EW SPA PER N O TIC E APPLICATION None. SE C T IO N V - A VAILABILITY O F CRA PU BLIC EV A LUA TIO N S Identification of R atings Inconnectionwiththeassessmentofeach insureddepositoryinstitution’sCRA performance, a ratingisassignedfrom thefollowing groups: O utstanding record of m eeting com m unity credit needs An institutioninthisgrouphasanoutstandingrecordof ascertainingandhelpingtomeet thecreditneedsofitsentiredelineatedcommunity, includinglow-andmoderate-income neighborhoods, inamanner consistentwithitsresources and capabilities. Federal Reserve Bank of Kansas City S atisfactory record of m eeting com m unity credit needs An institutioninthisgroup hasasatisfactoryrecordofascertainingandhelpingtomeet thecreditneedsofitsentiredelineatedcommunity, includinglow-andmoderate-income neighborhoods, inamanner consistentwith itsresourcesand capabilities. Needs to im prove record of m eeting com m unity credit needs An institution in this group needs to improve its overall record of ascertaining and helping tomeet thecreditneeds ofitsentiredelineatedcommunity, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. S ubstantial noncom pliance in m eeting com m unity credit needs An institutioninthisgrouphasasubstantiallydeficientrecordofascertainingandhelping tomeetthecreditneedsofitsentiredelineatedcommunity, includinglow-andmoderateincome neighborhoods, inamanner consistentwith itsresources and capabilities. Bank/Location Exam Date CRA Public Date Heartland Bank 120 South Washington Jewell, Kansas 66949 05-01-95 08-04-95 Satisfactory Colorado Bank & Trust P. 0. Box 499 La Junta, Colorado 81050-0499 05-01-95 08-04-95 Outstanding *ApplicationissubjecttoCRA. CRA Ratine FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF JULY 31, 1995 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP *Section 3(a)(1) formation notice by F & M Bancshares, Inc., DeLeon, TX, to acquire Farmers & Merchants Bank, DeLeon, TX 95/07/28 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ♦Section 3(a)(1) application by FCT Bancshares, Inc., Mart, TX, to acquire First Central Holdings, Inc., Dover, DE, and The First National Bank of Mart, Mart, TX (Previously reported during the week of 7-10-95) ♦Section 3(a)(1) application by First Central Holdings, Inc., Dover, DE, to acquire The First National Bank of Mart, Mart, TX (Previously reported during the week of 7-10-95) ♦Section 3(a)(1) application by Maedgen & White, Ltd., Lubbock, TX, to acquire Plains Capital Corporation, Lubbock, TX, and Plains National Bank of West Texas, Lubbock, TX (Previously reported during the week of 7-10-95) ** NOTICE EXP 95/08/05 95/08/05 95/08/06 ♦Section 3(a)(3) application by Maedgen & White, Ltd., Lubbock, TX, to acquire Friona Bancorporation, Inc., Friona, TX, and Friona State Bank, Friona, TX 95/08/06 (Previously reported during the week of 7-10-95) ♦Section 3(a)(3) application by Plains Capital Corporation, Lubbock, TX, to acquire Friona Bancorporation, Inc., Friona, TX, and Friona State Bank, Friona, TX 95/08/06 (Previously reported during the week of 7-10-95) ♦Section 3(a)(3) application by Texas Bancorp Shares, Inc., San Antonio, TX, to acquire Camino Real Delaware, Inc., Wilmington, DE; Camino Real Bancshares, Inc., San Antonio, TX; and Camino Real Bank, N.A., Eagle Pass, TX (Previously reported during the week of 7-24-95) ♦Section 3(a)(1) application by TBSI Merging Co., Inc., San Antonio, TX, to acquire Camino Real Delaware, Inc., Wilmington, DE; Camino Real Bancshares, Inc., San Antonio, TX; and Camino Real Bank, N.A., Eagle Pass, TX (Previously reported during the week of 7-24-95) 95/08/26 95/08/26 Change in Control Notice by Ralph L. Matteucci, Anna M. Matteucci, James L. Mateucci, Phoenix, AZ, and Richard L. Matteucci, Albuquerque, NM, to acquire an interest in New Mexico National Financial Incorporated, Roswell, NM N/A Change in Control Notice by Homer Lee Bryce, Henderson, TX, to acquire an interest in Fredonia Bancshares, Inc., Nacogdoches, TX N/A SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION NOTICE EXP None. 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 31. 1995 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 need to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial Noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank Central Bank 300 DeSiard St. P.0. Box 4928 Monroe, Louisiana 71211 Date of Examination CRA Rating 95/03/20 Outstanding FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 8/04/95 Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during the week ending August 4, 1995. Information about a particular institution’s CRA evaluation may be obtained directly from the institution. Institution Location Examination Date Rating* None ♦Under the rating system an institution’s CRA performance following four ratings: is assigned one of the Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and meeting the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderate-income neighborhoods, in a manner consistent with its resources and capabilities. 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 capabilities. The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility for errors or omissions. FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 8/04/95 Section I - Applications Sub.iect to Newspaper Notice Only Application Comment Period Ending Date ValliWide Bank, Fresno, California, to merge with Commerce Bank of San Luis Obispo, National Association, San Luis Obispo, California. * Newspaper: 8/31/95 Capital Corp of the West, Merced, California, to become a bank holding company by acquiring County Bank, Merced, California. * Newspaper: 8/19/95 Section II - Applications Sub.iect to Both Newspaper and Federal Register Notice Draper BanCorp, Draper, Utah, to become a bank holding company by acquiring Draper Bank & Trust, Draper, Utah. * Newspaper: 8/08/95 Fed. Rea.: 8/21/95 ValliCorp Holdings, Inc., Fresno, California, to merge with CoBanic Financial Corporation, San Luis Obispo, California, thereby acquiring Commerce Bank of San Luis Obispo, National Assocation, San Luis Obispo, California. * Newspaper: 8/31/95 Fed. Req.: Not available Allen Barbieri, Martin Hart, Doug Heller, G. Mitchell Morris, Jon Salquist, James Schuler and David Stein, to acquire up to 67.79 percent of PNB Financial Group, Newport Beach, California. * Newspaper: Not available Fed. Req.: Not available John C. Bell, John C. Bell Family Trust and K & G Trust, Burbank, California, to increase ownership up to 13.83 percent of Western Security Bancorp, Burbank, California. * Newspaper: Not available Fed. Req.: Not available 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.