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ANNOUNCEMENT BY
BOARD OF GOVERNORS
O F THE
FEDERAL RESERVE SYSTEM
H.2, 1985 No. 7
Actions of the Board
Applications and Reports Received
During the Made Biding February 16, 1985
APPLICABLE
RESERVE BANK

ACTIONS OF THE BOARD

Boston

North Country Bank, Berlin, New Hampshire, proposal to merqe
with New North Country Bank, Berlin, New Hampshire; report
to the Federal Deposit Insurance Corporation on competitive
factors. 1/

New York

First Jersey National Bank/West, Denville, New Jersey, application
to merge with Peoples National Bank of North Jersey, Denville,
New Jersey; report to the Comptroller of the Currency on
competitive factors. 1/

New York

Morgan Guaranty International Finance Corporation, New York,
New York, extension of time to February 14, 1986, within which
to pay in the remaining $7 million of an $8 million investment
in Banco Morgan Finansa, Santiago, Chile. 1/

Cleveland

First National Cincinnati Corporation, Cincinnati, Ohio, extension
of time to May 15, 1985, within which to acquire Preble County
National Bank, Eaton, Ohio. 1/

Cleveland

Northern Kentucky Trustcorp, Inc., Alexandria, Kentucky, extension
of time to May 15, 1985, within which to acquire Northern
Kentucky Bank & Trust, Inc., Alexandria, Kentucky. 1/

Richmond

Allied Irish Banks Limited, Dublin, Ireland, extension of time
to February 21, 1986, within which to acquire additional shares
of First Maryland Bancorp, Baltimore, Maryland. 1/

Richmond

First-Citizens Bank & Trust Company, Raleigh, North Carolina,
proposed merger with First State Bank, Winterville, North
Carolina; report to the Federal Deposit Insurance Corporation
on competitive factors. 1/

T7

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




H.2, 1985 No. 7

- 2 ACTIONS OF THE BOARD - Continued

Richmond

Bank of West Point, West Point, Virginia, extension of time to
May 30, 1985, within which to establish a branch at the inter­
section of U. S. Route 360 and State Route 1250, Mechanicsville,
Virginia. 1/

Richmond

First National Bank of Poquoson, Poguoson, Virginia, proposed
merger with Central Fidelity Bank, National Association,
Poquoson, Virginia, a proposed new bank; report to the
Comptroller of the Currency on competitive factors. 1/

Richmond

Union Trust Ccmpanv of Maryland, Baltimore, Maryland, extension
of time to February 17, 1986, within which to establish a
branch at 6225 Charles Street, Baltimore, Maryland. 1/

Richmond

First Virginia Bank, Falls, Virginia, extension of time to
October 19, 1985, within which to establish a branch at 8120
Courthouse Road, Vienna, Virginia. 1/

Richmond

Parkersburg National Bank, Parkersburg, West Virginia, proposed
merger with The Heritage National Bank, Huntington, West
Virginia; report to the Comptroller of the Currency on
competitive factors. 1/

Richmond

Bank of Chapmanville, Chapmanville, West Virginia, proposed
merger with Chapmanville State Bank, Inc., Chapmanville, West
Virginia, a proposed new bank; report to the Federal Deposit
Insurance Corporation on competitive factors. 1/

Richmond

Logan Bank & Trust Company, Logan, West Virginia, proposed merger
with Logan State Bank Inc., Logan, West Virginia, a proposed
new bank; report to the Federal Deposit Insurance Corporation
on competitive factors. 1/

Atlanta

Southeast Bank, N.A., Miami, Florida, extension of time to
June 8, 1985, within which to acquire 100 percent of the out­
standing voting shares of Southeast Credit Insurance Company,
Miami, Florida. 1/

Atlanta

Tower Bank Corporation, Hialeah Gardens, Florida, extension of
time to May 28, 1985, within which to become a bank holding
company through the acquisition of Tower Bank, N.A., Hialeah
Gardens, Florida. 1/

Chicago

Key State Bank, Owosso, Michigan, proposal to merge with KSR
Bank and title of NewCentury Bank - Key State; report to the
Federal Deposit Insurance Corporation on competitive factors. 1/

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




H.2, 1985 No. 7

- 3 ACTIONS OF THE BOARD - Continued

Chicago

State Savings Bank of South Lyon, South Lyon, Michigan, proposal
to merge with SSB Bank, South Lyon, Michigan, under the charter
of SSB Bank and title of The State Savings Bank of South Lyon;
report to the Federal Deposit Insurance Corporation on
competitive factors. 1/

Chicago

American State Bancorp, Sheridan, Indiana, extension of time
to February 28, 1985, within which to acquire 80 percent of
the voting shares of American State Bank of Sheridan, Sheridan,
Indiana. 1/

Chicago

FIRST WINNEBAGO CORPORATION, Winnebago, Illinois, extension of
time to May 16, 1985, within which to become a bank holding
company through the acquisition of 100 percent of the voting
shares of the successor by merger to First National Bank of
Winnebago, Winnebago, Illinois. 1/

St. Louis

United Missouri Bank of Ferguson, Ferguson, Missouri, proposed
merger with United Missouri Bank of Kirkwood, Kirkwood, Missouri;
report to the Federal Deposit Insurance Corporation on
competitive factors. 1/

Dallas

First Victoria Corporation, Victoria, Texas, extension of time
to May 14, 1985, within which to acquire First Victoria
National Bank, a proposed new bank, and First Victoria
Insurance Company, Victoria, Texas. 1/

San Francisco

Scottsdale Commercial Bank, Scottsdale, Arizona, extension of
time to November 1, 1985, within which to establish a branch
office at 9333 North 90th Street, Scottsdale, Arizona. 1/

San Francisco

Vineyard National Bank, Rancho Cucamonga, California, proposed
purchase of Crestline Branch of Wells Fargo Bank, N.A., San
Francisco, California, under the charter and title of the
former; report to the Comptroller of the Currency on competitive
factors. 1/

San Francisco

Centennial Beneficial Corp., Orange, California, extension of
time to May 20, 1985, within which to acquire Sunwest Bank,
Tustin, California. 1/

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




H.2, 1985 No. 7

- 4 ACTIONS OF THE BOARD - Continued
To Establish a Domestic Branch Pursuant to
Section 9 of the Federal Reserve Act
Approved

Cleveland

The Fifth Third Bank, Cincinnati, Ohio, to establish two
ATM's in Cincinnati, Ohio. 1/

Chicago

Bankers Trust Company, Des Moines, Iowa, to establish an
offsite automated teller machine at Aid Insurance Company
Mutual, 701 5th Avenue, Des Moines, Iowa. 1/

Chicago

Peoples Bank and Trust Company, Cedar Rapids, Iowa, to establish
an offsite electronic facility at 5001 1st Avenue, S.E., Cedar
Rapids, Iowa. 1/
* * * * *

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

Kansas City

State Financial Investments, Inc., Winfield, Kansas. 1/

Dallas

Cielo Vista Bank, El Paso, Texas. 1/
* * * * *

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

Boston

TJ

State Street Bank and Trust Company, Boston, Massachusetts,
grants consent to establish an Edge Corporation in
Boston, Massachusetts to be known as State Street International
Holdings, Boston, Massachusetts.

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




H.2, 1985 No. 7

- 5 ACTIONS OF TH
EBOARD - Continued

New York

Chase Manhattan Overseas Banking Corporation, Newark, Delaware,
grants consent to acquire, indirectly through Edge's whollyowned subsidiary, Chase Manhattan Australia Limited, Canberra,
Australia, 50 percent of the capital shares of an Australian
trading bank, Chase-AMP Bank Ltd., Sydney, Australia.

New York

Citibank, N.A., New York, New York, grants consent for the
Board to add two additional powers to the list of further
powers of foreign branches in Section 211.3(b) (1) to engage
in purchase/repurchase arrangements involving goods and real
property that are the functional equivalent of extensions of
credit, and (2) leasing real property or acting as agent,
broker, or advisor in leasing such property if the lease is
to serve as the functional equivalent of an extension of
credit to the lessee of the property provided the real property
is located outside of the United States.

Chicago

First Wisconsin Corporation, Milwaukee, Wisconsin: no objection
to invest in the equity of Intercontinental Trading Company,
Inc., Rolling Meadows, Illinois, an export trading company.
* * * * *

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

Chicago

Kansas City

17

Returned
American Bancorp, Inc., Suring, Wisconsin, for approval to
acquire 100 percent of the voting shares of The Suring State
Bank, Suring, Wisconsin and First National Bank of Paxton,
Paxton, Illinois. 1/
Sooner Southwest Bancshares, Inc., Bristow, Oklahoma, for approval
to acquire at least 80.86 percent of the voting shares of
Anadarko Bancshares, Inc., Anadarko, Oklahoma and indirectly
Anadarko Bank and Trust Co., Anadarko, Oklahoma; Ccranunity
Bancorporation, Inc., Bristow, Oklahoma and indirectly
Cemnunity Bank, Bristow, Oklahoma. 1/

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




H.2, 1985 No. 7

- 6 ACTIONS OF THE BCARD - Continued

Dallas

Richmond

Benson Investment Company, San Antonio, Texas, for approval
to acquire 92.08 percent of the voting shares of Kelly Field
Bancshares Corporation, San Antonio, Texas and indirectly acquire
Kelly Field National Bank, Leon Valley, Texas and Exchange
National Bank, San Antonio, Texas. 1/

Approved
First United Corporation, Oakland, Maryland, for approval to
acquire 100 percent of the voting shares of the successor by
merger to First United National Bank & Trust, Oakland,
Maryland. 3J

Chicago

First National Corporation, Bloomington, Indiana, for approval
to acquire 100 percent of the voting shares of First National
Bank of Bloomington, Bloomington, Indiana. 1/

Chicago

NBP Financial Services, Inc., Petersburg, Illinois, for approval
to acquire 100 percent of the voting shares of National Bank
of Petersburg, Petersburg, Illinois. 1/

Minneapolis

Fulda Bancorporation Inc., Fulda, Minnesota, for approval to
acquire 100 percent of the voting shares of Fulda State Bank,
Fulda, Minnesota, a proposed new bank. 1/

Kansas City

Thatcher Banking Corporation, Denver, Colorado, for approval
to acquire at least 95.0 percent of the voting shares of The
First National Bank of Salida, Salida, Colorado and to acquire
up to 30.0 percent of the voting shares of Pitkin County Bank
and Trust Ccmpany, Aspen, Colorado. 1/

Dallas

Brazos Valley Bancshares, Inc., Bryan, Texas, for approval to
acquire at least 80 percent of the voting shares of Western
National Bank, Bryan, Texas. 1/

Dallas

Vidor Bancshares, Inc., Beaumont, Texas, for approval to acquire
at least 99 percent of the voting shares of Allied Vidor Bank,
Vidor, Texas. 1/

San Francisco

Columbia Bancorp, Inc., Avondale, Arizona, for approval to acquire
100 percent of the voting shares of Columbia Bank, Avondale,
Arizona, a proposed new bank. 1/

T 7 Application
authority.




processed on behalf of the Board of Governors under delegated

H.2, 1985 No. 7

- 7 -

ACTIONS OF THE BOARD - Continued
To Expand a Bank Holding Company Pursuant to Section
3(a) (3) of the Bank Holding Company of 1956
Approved

Cleveland

Ccmnunity Holding Ccnpany, Inez, Kentucky, for approval to
acquire at least 42 percent of the voting shares of The
First National Bank of Louisa, Louisa, Kentucky. 1/

Atlanta

First Franklin Bancshares, Inc., Athens, Tennessee, for approval
to acquire at least 80 percent of the voting shares of Riceville Bank, Riceville, Tennessee. 1/

Atlanta

SouthTrust Corporation, Birmingham, Alabama, for approval to
acquire at least 80 percent of the voting Shares of The First
National Bancorp of the South, Opp, Alabama and indirectly
First National Bank of Andalusia, Andalusia, Alabama and First
National Bank of the South, Opp, Oklahoma. 1/

Chicago

CBC Bancorp, Ltd., Chicago, Illinois, for approval to acquire
at least 80 percent or more of the voting shares of Heritage
Bank of Oakwood, Westmont, Illinois.

Chicago

ELM MARINE BANCSHARES, INC., Elmhurst, Illinois, for approval to
acquire 100 percent of the voting shares of The Saint Charles
National Bank, Saint Charles, Illinois. 1/

Chicago

The Marine Corporation, Milwaukee, Wisconsin, for approval to
acquire 100 percent of the voting shares of Independence Bank
Group, Inc.,Waukesha, Wisconsin and indirectly Independence
Bank Brookfield, Brookfield; Independence Bank Elkhom, N.A.,
Elkhom; Independence Bank Kenosha, N.A., Kenosha; Independence
Bank New Berlin, New Berlin; Independence Bank Oconomowoc, N.A.,
Oconcmowoc; Independence Bank Waukesha, N.A., Waukesha; Inde­
pendence Bank of Wauwatosa, N.A., Wauwatosa; and Independence
Bank Madison, N.A., Monona, all located in Wisconsin.

Chicago

United Iowa Bancshares, Inc., Mason City, Iowa, for approval to
acquire at least 80 percent of the voting cannon shares and
to retain 99.6 percent of the cumulative convertible preferred
stock of North Iowa State State Bank, Belmond, Iowa.

T7

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




H.2, 1985 No. 7

- 8 -

ACTIONS OF TOE BOARD - Continued
Chicago

Valley Bancorporation, Appleton, Wisconsin, for approval to
acquire 100 percent of the voting shares of RANCWIS CORPORATION,
Janesville, Wisconsin and indirectly Bank of Wisconsin,
Janesville, and Merchants Bank of Evansville, Evansville,
Wisconsin. 1/

Minneapolis

Citizens Development Company of Billings, Montana, Billings,
Montana, for approval to acquire at least 96.98 percent of
the outstanding shares of First Security Bank of Laurel,
Laurel, Montana. 1/

Kansas City

Commercial Bank Investment Company and Commercial Bancorporation
of Colorado, both of Denver, Colorado, for approval to acquire
100 percent of the voting common shares of Liberty State Bank,
Colorado Springs, Colorado. 1/

Kansas City

QMNIBANCORP, Denver, Colorado, for approval to acquire 100
percent of the voting shares of OMNIBANK Kiowa County, N.A.,
Eads, Colorado. 1/

San Francisco

First Interstate Bancorp, Los Angeles, California, for approval
to acquire 100 percent of the voting shares of First Interstate
Bank, Ltd., Woodland Hills, California, a proposed new bank. 1/
* * * * *

To Expand a Bank Holding Ccnpany Pursuant to Section

4 (c) (8) of the Bank Holding Company Act of 1956
Withdrawn

Cleveland

T7

Provident Bancorp, Inc., Cincinnati, Ohio, notification of
intent to engage in de novo activities (in underwriting,
dealing in brokering, and purchasing and selling obligations
of the U.S. government and its agencies, general obligations
of the various states and their political subdivisions, and
such other obligations that state member banks of the Federal
Reserve System may be authorized to underwrite and deal in under
12 USC 24 and 335 including money market instruments such as
certificates of deposit and bankers acceptances; and to provide
general economic information and portfolio investment advice
to customers) serving the States of Ohio, Kentucky and
Indiana, through its subsidiary, Provident Securities & Invest­
ment Company, Cincinnati, Ohio (2/15/85)

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




H.2, 1985 No. 7

- 9 ACTIONS OF THE BOARD - Continued

Cleveland

Approved
Mellon Bank Corporation, Pittsburgh, Pennsylvania, for
approval to acquire Mellon Bank (CA), N.A., Panona, California
and Mellon Bank (DC), N.A., Washington, D. C., in consumer
lending and deposit taking.

Cleveland

Mellon Bank Corporation, Pittsburgh, Pennsylvania, for
approval to acquire Mellon Bank (IL), N.A., Oakbrook,
Illinois; and Mellon Bank (OH), N.A., Cleveland, Ohio, in
consumer lending and deposit taking.

Atlanta

Atlantic Bancorporation, Jacksonville, Florida, for approval to
acquire Florida Title & Mortgage Canpany, Jacksonville, Florida,
thereby to engage in the activities of originating and ser­
vicing conventional and federally insured residential mortgage
loans and the marketing and sales of such residential mortgage
loans to federal and private institutional purchasers. 1/

Chicago

How^-Win Development Co., Cresco, Iowa, for approval to acquire
*Cresco Insurance Agency, Inc., Cresco, Iowa, thereby engaging
in general insurance and bonding activities in a town with a
population not exceeding 5,000. 1/

Chicago

The Marine Corporation, Milwaukee, Wisconsin, for approval to
acquire Independence Trust Company, Waukesha, Wisconsin, and.
Independence Mortgage Company, Inc., New Berlin, Wisconsin.

T7

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




H.2, 1985 No. 7

- 10 -

ACTIONS OF TOE BOARD - Continued

New York

Permitted
The Chase Manhattan Corporation, New York, New York, notification
of intent to expand its de novo activities (acting as a
futures ccttinission merchant pursuant to section 225.25(18)
of Regulation Y for non-affiliated persons in the execution
of future contracts for bullion, foreign exchange and Eurodollar
time deposits traded on the Singapore International Monetary
Exchange Limited) through its subsidiary, Chase Manhattan
Futures Corporation, New York, New York (2/13/85) 3/

Richmond

Baltimore Bancorp, Baltimore, Maryland, notification of intent
to engage in de novo activities (making, acquiring, and ser­
vicing loans and leasing personal or real property) throughout
the United States (2/10/85) 3/

Chicago

WestBrook Bancshares,
of intent to engaqe
activities) through
Corp., Westchester,

San Francisco

First Interstate Bancorp, Los Angeles, California, notification
of intent to engage in de novo activities (in providing port­
folio investment advice and general economic information and
advice to its franchisee banks)
(2/14/85) 3/

37

Inc., Westchester, Illinois, notification
in de novo activities (in mortgage banking
its subsidiary, West Brook Mortgage
Illinois (2/14/85) 3/

Notification processed by Reserve Bank on behalf of the Board of Governors
under delegated authority.




H.2, 1985 No. 7

- 11 ACTIONS OP THE BOARD - Continued
Redenpticn of Shares
Approved

Kansas City

1/

State Financial Investments, Inc., Winfield, Kansas. 1/

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




H.2, 1985 No. 7

- 12 -

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

Atlanta

Boca Bank, Boca Raton, Florida, to establish a branch located
at 7000 West Palmetto Park Road, Boca Raton, Florida. 2/

Richmond

Bank of Virginia Beach, Virginia Beach, Virginia, to establish
a branch at the comer of Kempsville and King James Roads,
Virginia Beach, Virginia. 2/
* * * * *

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

New York

Citibank Overseas Investment Corporation, Wilmington, Delaware,
' prior notification of its intent to continue to hold the shares
of Citibank Canada, Toronto, Ontario, Canada after Citibank
Canada makes an additional investment in Citibank Leasing
Canada Limited, Toronto, Ontario, Canada.

New York

Republic International Bank of New York, Miami, Florida: requests
consent to make an additional investment in Republic National
Bank of New York (Singapore) Ltd., Singapore.

Cleveland

PNC International Bank, Pittsburgh, Pennsylvania, prior notifi­
cation of its intent to amend their Articles of Association
to reflect the branch in Philadelphia, Pennsylvania.

San Francisco

Valley National Corporation, Phoenix, Arizona, prior approval
of its intent to establish Valley International Trading Company
in Phoenix, Arizona, and to engage in the activities of an
export trading company.
* * * * *

27

Application subject to Ccrrmunity Reinvestment Act. The Ccmnunitv Affairs
Officer of the applicable Reserve Bank may be contacted as to the length of
the caiment period.




H.2, 1985 No. 7

- 13
APPLICATIONS RECEIVED - Continued

To Establish an Overseas Branch of a Member Bank
Pursuant to Section 25 of the Federal Reserve Act
Cleveland

PNC International Bank, Pittsburgh, Pennsylvania, prior notifi­
cation of its intent to establish a branch office in
Philadelphia, Pennsylvania.
* * * * *

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

Gateway Bancorp, Inc., Staten Island, New York, for approval
to acquire at least 80 percent of the voting shares of Gateway
State Bank, Staten Island, New York. 2/

New York

GHW Associates, Hackensack, New Jersey, for approval to acquire
100 percent of the voting shares of First County Bank of New
Jersey, North Brunswick, New Jersey. 2/

Cleveland

Metamora Bancorp, Inc., Metamora, Ohio, for approval to acquire
100 percent of the voting shares of The Metamora State Bank,
Metamora, Ohio. 2/

Richmond

Logan County BancShares, Inc., Logan, West Virginia, for approval
to acquire at least 80 percent of the voting shares of Logan
Bank and Trust Company, Logan, West Virginia, and Bank of
Chapmanville, West Virginia. 2/

Atlanta

First Union Bancorp, Blairsville, Georgia, for approval to
acquire 100 percent of the voting shares of First National
Bank of Union County, Blairsville, Georgia. 2/

Atlanta

Greene County Bancshares, Inc., Greeneville, Tennessee, for
approval to acquire 100 percent of the voting shares of Greene
County Bank, Greeneville, Tennessee. 2/

Chicago

American Bancorp, Inc., Suring, Wisconsin, for approval to acquire
100 percent of the voting shares of The Suring State Bank,
Suring, Wisconsin and The First National Bank of Oconto,
Oconto, Wisconsin, to be known as American Bank of Wisconsin,
Oconto, Wisconsin and to acquire 94.13 percent of The First
National Financial Corporation, Marinette, Wisconsin and

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




H.2, 1985 No. 7

- 14 APPLICATIONS RECEIVED - Continued

indirectly acquire The First National Bank of Marinette,
Marinette, Wisconsin. 2/
Chicago

Citizens Financial Corporation, Highland Park, Illinois, for
approval to acquire at least 80 percent of the voting shares
of First Highland Corporation, Highland Park, Illinois and
indirectly The First National Bank of Highland Park, Highland
Park, Illinois; Elk Grove Investment Corporation, Elk Grove
Village, Illinois and indirectly Bank of Elk Grove, Elk Grove
Village, Illinois; Financial Investments Corporation, Chicago,
Illinois and indirectly Hyde Park Bank and Trust Company,
Chicago, Illinois; Vfoodfield Investment Corporation, Schaum­
burg, Illinois and indirectly Woodfield Bank, Schauniburg,
Illinois; North State Investment Corporation, Chicago, Illinois
and indirectly Marina Bank, Chicago, Illinois and to acquire
Citizens Bank and Trust Company, Park Ridge, Illinois. 2/

Minneapolis

Fulda Bancorporation Inc., Fulda, Minnesota, for approval to
acquire 100 percent of the voting shares of Fulda State Bank,
Fulda, Minnesota, a proposed new bank. 2/

Kansas City

Community Bancshares of Alva, Inc., Alva, Oklahoma, for approval
to acc[uire at least 80 percent of the voting shares of
Ccnmunity National Bank, Alva, Oklahoma. 2/

Kansas City

Liberty State Bancshares, Inc., Tahlequah, Oklahoma, for approval
to acquire 85 percent of the voting shares of The Liberty
State Bank of Tahlequah, Oklahoma, Tahlequah, Oklahoma. 2/

Dallas

Ganado Bancshares, Inc., Ganado, Texas, for approval to acquire
at least 80 percent of the voting shares of The Citizens
State Bank of Ganado, Ganado, Texas. 2/

Dallas

Parker County Bancshares, Inc., Weatherford, Texas, for approval
to acquire at least 99.85 percent of the voting shares of
Weatherford Bancshares, Inc., Weatherford, Texas and indirectly
The First National Bank of Weatherford, Weatherford, Texas. 2/

* * * * *

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




H.2, 1985 No. 7

- 15 APPLICATIONS RECEIVED - Continued

To Expand a Bank Holding Company Pursuant to Section

3 (a) (3) of the Bank Holding Company Act of 1956
Boston

Bank of New Hampshire Corporation, Manchester, New Hampshire,
for approval to acquire at least 80 percent of the voting
shares of Strafford National Bank, Dover, New Hampshire. 2]

Boston

First NH Banks, Inc., Manchester, New Hampshire, for approval to
acquire 100 percent of the voting shares of The National Bank
of Lebanon, Lebanon, New Hampshire. 2/

Richmond

City Holding Company, Charleston, West Virginia, for approval
to acquire up to 30 percent of the voting shares of Seneca
Bancshares, Inc., Fairlea, West Virginia, and indirectly
Seneca National Bank, Fairlea, West Virginia. 2/

St. Louis

Kentucky Southern Bancorp, Inc., Bowling Green, Kentucky, for
approval to acquire 100 percent of the voting shares of
Citizens Bank and Trust Company, Glasgow, Kentucky. 2/

Kansas City

Commerce Group, Inc., Lincoln, Nebraska, for approval to retain
3 industrial banks and to operate these institutions as banks:
Commerce Savings Lincoln, Inc., Lincoln, Nebraska; Commerce
Savings Scottsbluff, Inc., Scottsbluff, Nebraska and Commerce
Savings Coluiribus, Inc., Columbus, Nebraska.

Kansas City

Commerce Group, Inc., Lincoln, Nebraska, for approval to acquire
at least 80 percent of the voting shares of Commerce Group
Kearney, Inc., Kearney, Nebraska and indirectly First National
Bank and Trust Company of Kearney, Kearney, Nebraska; Commerce
Group Hastings, Inc., and indirectly City National Bank and
Trust Co., Hastings, Nebraska; Commerce Group West Point, Inc.,
and indirectly The First National Bank of West Point, West
Point, Nebraska; Commerce Group Grand Island, Inc., Grand
Island, Nebraska and indirectly The Overland National Bank of
Grand Island, Grand Island, Nebraska and Commerce Group North
Platte, Inc., North Platte,Nebraska and indirectly North Platte
National Bank, North Platte, Nebraska (formerly North Platte
State Bank).

Kansas City

OMNIBANCORP, Denver, Colorado, for approval to acquire 100 percent
of the voting shares of QMNIBANK Kiowa County, N.A., Eads,
Colorado. 2/

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




H.2, 1985 No. 7

- 16 -

APPLICATIONS RECEIVED - Continued
Dallas

Texas Independent Bancshares, Inc., Texas City, Texas, for
"approval to acquire 100 percent of the voting shares of Gulf
Shores Bank, Crystal Beach, Texas, a proposed new bank. 2/

San Francisco

First Interstate Bancorporation, Los Angeles, California, for
approval to acquire 100 percent of the voting shares of First
Interstate Bank, Ltd., Woodland Hills, California, a proposed
new bank. 2/
* * * * *

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

St. Louis

City Bancorp, Inc., Murphysboro, Illinois, for approval to
merge with Gorham Bancorp, Inc., Murphysboro, Illinois and
indirectly acquire The City Bank of Carbondale, Carbondale,
Illinois. 2/
* * * * *

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

Boston

North American Bank Corporation, Farmington, New Hampshire,
notification to engage de novo (making, acquiring, and/or
servicing loans for itself or for others of the type made by
a commercial finance company)
(2/12/85)

New York

The Hongkong and Shanghai Banking Corporation, Hong Kong, B.C.C.,
for approval to engage de novo in consumer lending and deposit
taking through HongkongBank of Texas, N.A., Houston, Texas.

Richmond

NS&T Bankshares, Incorporated, Washington, D. C. for approval
to engage in making, acquiring, and/or servicing loans for
itself or for others of the type made by a mortgage ccmpany
through the acquisition of Franklin Mortgage Corporation,
Fairfax, Virginia.

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




H.2, 1985 No. 7

- 17 APPLICATICNS RECEIVED - Continued

Atlanta

First American Corporation, Nashville, Tennessee, for approval
to engage de novo in consumer lending and deposit taking through
First American National Bank of South Carolina, Greenville, South
Carolina; First American National Bank of West Virginia, Huntington,
West Virginia; and Alabama National Bank, Huntsville, Alabama.

Chicago

Alliance Bancorp, Danville, Indiana, for approval to engage
in insurance agency activities in a town of less than 5,000
persons through the acquisition of Poynter Insurance Agency,
Inc., Danville, Indiana.

Chicago

Citizens Financial Corporation, Highland Park, Illinois, to engage
in making, acquiring, and/or servicing loans for itself for
others of the type made by a commercial finance company, through
the acquisition of Interfinancial Corporation, Chicago, Illinois.

Chicago

Comerica Incorporated, Detroit, Michigan, for approval to expand
the scope of the activities of Ccmerica - Midwest National
Association, Toledo, Ohio, to offer the full range of non­
commercial loan services as defined in Section 225.25(b)(1).

Minneapolis

Phillips Insurance Agency, Inc., Newport, Minnesota, for approval
to retain general insurance agency assets previously acquired
from Ronald P. Raleigh Insurance Agency, Tripoli, Wisconsin
under Section 225.25(b)(8)(ii) of Regulation Y; these activities
would be conducted in the Prentice, Wisconsin trade area.

Minneapolis

Sahara Bancorp, Inc., New Brighton, Minnesota, notification to
engage de novo (in providing management consulting services to
depository institutions) the activity will be conducted
nationwide, through its subsidiary, Sahara Management Services,
Inc., New Brighton, Minnesota (2/15/85)

Minneapolis

Sahara Bancorp, Inc., New Brighton, Minnesota, notification to
engage de novo (in providing to others financially related
data processing and data transmission services facilities,
and data bases; or access to them) the activity will be con­
ducted nationwide, through its subsidiary, Sahara Management
Services, Inc., New Brighton, Minnesota. (2/15/85)

Kansas City

Commerce Group, Inc., Lincoln, Nebraska, for approval to indirectly
acquire Commerce Affiliated Life Insurance Company, Phoenix,
Arizona (through the acquisition of Commerce Group, Kearney,
Inc., Commerce Group Hastings, Inc., Commerce Group West Point,
Inc., Commerce Group Grand Island, Inc., and Commerce Group
North Platte, Inc.)




- 18 -

H.2, 1985 No. 7

APPLICATIONS RECEIVED - Continued
San Francisco

First Interstate BAncorp, Los Angeles, California, for approval
to engage de novo in consumer lending and deposit taking through
First Interstate Bank of Austin, N.A., Austin, Texas; First
Interstate Bank of Dallas, N. .A, Dallas, Texas; First Interstate
Bank of Fort Worth, N.A., Fort Worth, Texas; First Interstate
Bank of Houston, N.A., Houston, Texas; and First Interstate
Bank of San Antonio, N.A., San Antonio, Texas.

San Francisco

First Interstate Bancorp, Los Angeles, California, notification
to engage de novo (in making, acquiring, or servicing loans for
itself or for others of the type made by a consumer finance
ccrrpany) through its subsidiary, First Interstate Financial
Services, Inc., Newport Beach, California.
(2/11/85)




* * * * *

REPORTS RECEIVED

Proxy Statement (Special Meeting) Filed Pursuant to
Section 14(a) of the Securities Exchange Act
Belknap Bank & Trust Co.
Laconia, New Hampshire
Gateway State Bank
Staten Island, New York
* * * * *

PETITIONS FOR RDU34AKING

None