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BQAED OF GOVERNORS
OF THE
F H H H L RESERVE SYSTEM
(H.2, 1985 No. 4)
Actions of the Board; Applications and Reports
Received During the ffeek finding January 26, 1985

APPLICABLE
RESERVE BANK

ACTIONS O F THE BOARD

The Federal Reserve has published a revised list of Over-theCounter stocks that are subject to its margin regulations,
effective February 12, 1985.
New York

Constellation Bancorp, Elizabeth, New Jersey, extension of time
to February 16, 1985, within which to became a bank holding
company with respect to the National State Bank, Elizabeth,
New Jersey, Elizabeth, New Jersey. 1/

Philadelphia

First Valley Corporation, Bethlehem, Pennsylvania, extension
of time to April 21, 1985, within which to consummate the
formation of First Valley Life Insurance Company, Phoenix,
Arizona. 1/

Philadelphia

First Cannunity Interim National Bank, Mifflintown, Pennsylvania,
proposal to merge with The First National Bank of Mifflintown,
Mifflintown, Pennsylvania, under the charter of the former
and with the title of the latter; report to the Comptroller of
the Currency on competitive factors. 1/

Philadelphia

Susquehanna Bancshares, Inc., Lititz, Pennsylvania, extension
of time to April 10, 1985, within which to establish SusqueBancshares Life Insurance Company, Phoenix, Arizona. 1/

Cleveland

Sylvania Savings Bank Company, Sylvania, Ohio, extension of time
to April 30, 1985, within which to acquire The Sylvania Ban­
corp, Inc. 1/

Cleveland

Banc One Corporation, Columbus, Ohio, extension of time to
April 26, 1985, within which to acquire XML Financial
Corporation. 1/

17

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




H.2, 1985 No. 4

- 2 -

ACTIONS OF THE BOARD - Continued
Richmond

First Community Bank - Castle Rock, Pineville, West Virginia,
preposed purchase of assets and assumption of liabilities of
First Ccmnunity Bank - Oceana National, Oceana, West Virginia;
report to the Federal Deposit Insurance Corporation on
competitive factors. 1/

Richmond

First United National Bank & Trust, Oakland, Maryland, proposed
merger with First United Interim National Bank, Oakland, Maryland,
a proposed new bank; report to the Comptroller of the Currency
on competitive factors. 1/

Richmond

Bank of Shawsville, Shawsville, Virginia, an investment in bank
premises. 1/

Atlanta

Colonial Bank, Montgomery, Alabama, an investment in bank
premises. 1/

Atlanta

Banque of Maringouin Holding Company, Inc., Maringouin, Louisiana,
extension of time to April 19, 1985, within which to become
a bank holding company through acquisition of Bank of
Maringouin, Maringouin, Louisiana. 1/

Atlanta

Collier Bank Corporation, Naples, Florida, extension of time
to April 9, 1985, within which to become a bank holding
company through the acquisition of Collier Bank, Naples,
Florida. 1/

Atlanta

Greensburg Bancshares, Inc., Greensburg, Louisiana, extension
of time to April 24, 1985, within which to become a bank
holding company through acquisition of Bank of Greensburg,
Greensburg, Louisiana. 1/

Atlanta

First Bancshares, Inc., Grove Hill, Alabama, extension of time
to May 12, 1985, within which to become a bank holding company
through the acquisition of First Bank of Grove Hill, Grove
Hill, Alabama. 1/

Atlanta

NBC Bancshares of DeRidder, Inc., DeRidder, Louisiana, extension
of time to April 22, 1985, within which to become a bank
holding company through the acquisition of National Bank of
Commerce of DeRidder, DeRidder, Louisiana. 1/

1/

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




- 3 -

H.2, 1985 No. 4

ACTIONS OF IBB BOARD - Continued
Atlanta

Metro Bancorp, Inc., Douglasville, Georgia, extension of time
to April 26, 1985, within which to becane a bank holding
company through the acquisition of The Commercial Bank,
Douglasville, Georgia. 1/

Atlanta

Southern Bank Corporation, Inc., Tallahassee, Florida, extension
of time to May 10, 1985, within which to become a bank holding
company through the acquisition of The Southern Bank of Talla­
hassee, Tallahassee, Florida. 1/

Chi.cago

First Washington Bancorp, Inc., Naperville, Illinois, extension
of time to March 15, 1985, within which to became a bank
holding company through the acquisition of the successor by
merger to Washington Bank and Trust Company of Naperville,
Naperville, Illinois. 1/

Chicago

Benton Financial Corporation, Fowler, Indiana, extension of
time to April 26, 1985, within which to acquire Fowler
State Bank, Fowler, Indiana. 1/

Chicago

Villa Park Trust & Savings Bank, Villa Park, Illinois, extension
of time to August 17, 1985, within which to establish a branch
facility at 21, W. 025 Fullerton, Lombard, Illinois. If

St. Louis

State First Financial Corporation, Texarkana, Arkansas, extension
of time to April 25, 1985, within which to become a bank holding
company through the acquisition of The State First National
Bank of Texarkana, Texarkana, Arkansas, and acquire indirectly
First National Bank of Ashdown, Ashdown, Arkansas, through the
acquisition of its parent, Commercial Investment Company,
Texarkana, Arkansas. 1/

St. Louis

Elliott State Bank, Jacksonville, Illinois, investment in bank
premises. 1/

Kansas City

Cache Bancshares, Inc., Cache, Oklahoma, extension of time to
February 18, 1985, within which to commence finance company
activities through Cash Financial Services, Inc. 1/

Kansas City

Colorado National Bankshares, Inc., Denver, Colorado, extension
of time to April 2, 1985, within which to acquire Longmont
National Bankshares, Inc., Longmont, Colorado, and indirectly
Longmont National Bank, Longmont, Colorado. 1/

T7

Application processed
delegated authority.




on behalf

of the Board of Governors under

H.2, 1985 No. 4

- 4 ACTIONS OP THE BORED - Continued

Dallas

First Bancorp, Inc., Denton, Texas, extension of time to
April 26, 1985, within which to acquire First State Bank of
Denton, Denton, Texas. 1/

Dallas

New First Bank, Tulia, Texas, preposed merger with First National
Bank of Tulia, Tulia, Texas; report to the Federal Deposit
Insurance Corporation on competitive factors. 1/

San Francisco

Harbor National Bancorp, Larkspur, California, extension of time
to April 27, 1985, within which to acquire Harbor National
Bank, Larkspur, California, a proposed new bank. 1/

San Francisco

Union Bank, Los Angeles, California, extension of time to
March 20, 1986, within which to establish a branch office
in the vicinity of 18300 Von Karman, Irvine, California. 1/

T7

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




H.2, 1985 No. 4

- 5 -

ACTIONS OF THE BOARD - Continued
T o Establish a Domestic Branch Pursuant to
Section 9 o f the Federal Reserve Act

New York

Approved
United Jersey Bank, Hackensack, New Jersey. To establish a
branch office at 1455 Valley Road, Wayne Twp., Passaic
County, New Jersey. 1]

New York

Manufacturers Hanover Trust Company, New York, New York. To
establish an offsite electronic facility at 352 East 86th
St., New York, New York. 1/

Atlanta

Holiday Bank, Holiday, Florida. To establish a branch located
at 12312 U.S. Highway 19, Bayonet Point, Florida. 1/

Dallas

First City Bank of Dallas, Dallas, Texas. To establish a
branch office at one main place, 1201 Main Street, Dallas
Texas. 1/

San Francisco

Union Bank, Los Angeles, California. To establish a branch
office to be located in the vicinity of Market and University
Avenue, City of Riverside, Riverside County, California. 1/
* * * * *

To Become a Matter of the Federal Reserve System
Pursuant to Section 9 of the Federal Reserve Act
Approved

San Francisco

Concord Ccmnercial Bank, Concord, California. 1/
* * * * *

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

Kansas City

Not Disapproved
American Exchange Company, Elmwood, Nebraska. 1/

Minneapolis

Whitehall Banoorporation, Inc, Whitehall, Montana. 1/

T7

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




H.2, 1985 No. 4

- 6 -

ACTIONS OF HIE BOARD - Continued
To Merge Pursuant to Section 18 (c)
of the Federal Deposit Insurance Act
Approved

Richmond

Bank of Virginia, Richmond, Virginia, to merge with Citizens
Trust Bank, Portsmouth, Virginia. 1/
* * * * *

International Investments and Other Actions Approved
Pursuant to Sections 25 and 25(a) of the Federal Reserve Act
and Sections 4 (c) (9) and 4 (c) (13) of the
Bank Holding Gcnpany Act of 1956, as amended
A pprove d

New York

Morgan Guaranty International Finance Corporation, New York,
New York: grants consent to continue to hold 20.4 percent
of the shares of Bank of the Philippine Islands, Makati,
Manila, Philippines, after Bank establishes a branch in
New York, New York.

Forty-Five Day Notification Period Allowed to Expire

Chicago

Continental Illinois National Bank and Trust Company of Chicago,
Chicago, Illinois: no objection to make an additional invest­
ment in Continental Illinois Bank (Canada) Toronto, Ontario,
Canada.
* * * * *

Tb Farm a Bank Bblding Company Pursuant to Section
3 (a) (1) o f the Bank Holding Company Act o f 1956
Returned

Atlanta

T7

Banco Del Pacifioo, Guayas, Equador, for approval to acquire
at least 50.02 percent of the voting shares of Pacific
National Bank, Miami, Florida, a proposed new bank. If

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




H . 2 r 1985 No. 4

- 7 ACTIONS OF THE BOARD - Continued

Kansas City

San Luis Valley Banking Corporation, Denver, Colorado, for
approval to acquire at least 72.1 percent of the voting
shares of First National Bank in Alamosa, Alamosa,
Colorado. If

Approved

Cleveland

The First National Bank Holding Company of Jackson, Jackson,
Kentucky, for approval to acquire 100 percent of the voting
shares of The First National Bank of Jackson, Jackson,
Kentucky. 1/

Cleveland

Security Banc Corporation, Springfield, Ohio, for approval to
acquire 100 percent of the voting shares of The Security
National Bank and Trust Co., Springfield, Ohio. 1/

Cleveland

SNB Corp., Greenville, Ohio, for approval to acquire 100 percent
of the voting shares of Second National Bank, Greenville,
Ohio. 1/

Richmond

Columbia Bancorp, Inc., Charleston, South Carolina, for approval
to acquire at least 80 percent of the voting shares of Republic
Bancorp of South Carolina, Inc., Columbia, South Carolina,
and indirectly Republic National Bank, Columbia, South
Carolina. 1/

Richmond

Mid-Atlantic Bankcorp, Hagerstcwn, Maryland, for approval to
acquire 100 percent of the voting shares of Hagerstown Trust
Company, Hagerstown, Maryland. 1/

Richmond

Southwest Virginia Bankshares, Inc., Marion, Virginia, for
approval to acquire 100 percent of the voting shares of
the successor by merger to The Bank of Marion, Marion,
Virginia. 1/

Atlanta

Dooly Bancshares, Inc., Vienna, Georgia, for approval to acquire
100 percent of the voting shares of Bank of Dooly, Vienna,
Georgia. 1/

Chicago

Des Plaines National Bancorp, Inc., Des Plaines, Illinois, for
approval to acquire 100 percent of the voting shares of Des
Plaines National Bank, Des Plaines, Illinois. 1/

T7

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




H.2, 1985 No. 4

- 8 -

ACTIONS OP TOE BOARD - Continued
Chicago

Hartland Bancorp., Inc., Oconancwoc, Wisconsin, for approval to
acquire 80 percent or more of the voting shares of Hartland
National Bank, Hartland, Wisconsin. 1/

Chicago

US BANCORP, Carmel, Indiana, for approval to acquire 100 percent
of the voting shares of Union State Bank, Carmel, Indiana. 1/

St. Louis

Columbia Bancshares, Inc., Columbia, Kentucky, for approval to
acquire 100 percent of the voting shares of Bank of Columbia,
Columbia, Kentucky. 1/

St. Louis

First National Corporation of Wynne, Wynne, Arkansas, for approval
to acquire 100 percent of the voting shares of the successor
by merger to The First National Bank of Wynne, Wynne, Arkansas. 1/

St. Louis

MC Bancorp, Inc., Modesto, Illinois, for approval to acquire 100
percent of the voting shares of the successor by merger to
Bank of Modesto, Modesto, Illinois. 1/

Minneapolis

CaSH Holding Company, Inc., Sioux Falls, South Dakota, for approved
to acquire at least 98.6 percent of the voting shares of
Southern Hills Bank, Erigemont, South Dakota, and 100 percent
of the voting shares of Custer County Bank, Custer, South
Dakota. 1/

Dallas

Red River Bancshares, Inc., Clarksville, Texas, for approval to
acquire 100 percent of the voting shares of Citizens Bank,
Clarksville, Texas, a proposed new bank. 1/

*****
To Expand a Bank Holding Ccnpany Pursuant to Section
3(a) (3) of the Bank Holding Ccnpany Act of 1956
Approved

Philadelphia

Merchants Bancorp, Inc., Allentown, Pennsylvania, for approval
to acquire 100 percent of the voting shares of Number One
Bancorp, Inc., Scranton, Pennsylvania and indirectly First
State Bank, Scranton, Pennsylvania. 1/

St. Louis

Citizens Fidelity Corporation, Louisville, Kentucky, for approval
to acquire 100 percent of the voting shares of the successor
by merger to American Bank and Trust Company, Inc., Lexington,
Kentucky. 1/

17

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




H.2, 1985 Ho. 4

- 9 ACTIONS OF THE BOARD - Continued
Merchants Bancorporation, Topeka, Kansas, for approval to acquire
8,000 shares of nonvoting preferred stock, representing 19.4
percent of the equity of Kansas Bank System, Inc., Manhattan,
Kansas, and indirectly Kansas State Bank of Manhattan,
Manhattan, Kansas. 1/

Kansas City

* * * * *

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

Chicago

Minneapolis

Returned
First American Bank Corporation, Elk Grove Village, Illinois,
notification of intent to engage in de novo activities (as
an investment or financial adviser to the extent of providing
portfolio investment advice, furnishing general economic
information and advice, general economic statistical fore­
casting services and industry studies to Old Orchard Bank
and Trust Company, or any other person) the geographic area
to be served will be the State of Illinois (12/31/84)

Approved
First Bank System, Inc., Minneapolis, Minnesota, for approval
to indirectly acquire certain assets from Marshall-Salsbury,
Inc., a general insurance agency in Billings, Montana, a
community with a papulation exceeding 5,000. 1/

San Francisco

Bancorp Hawaii, Inc., Honolulu, Hawaii, for approval to acquire
100 percent of the voting shares of Hawaiian Trust Company,
Limited, Honolulu, Hawaii.

San Francisco

U. S. Bancorp, Portland, Oregon, for approval to acquire Delson
Financial Corporation, Encino, California. 1/

T7

Application processed on behalf of the Board
delegated authority.




of Governors

under

H.2, 1985 No. 4

- 10 -

ACTIONS OF THE BOARD - Continued

New York

Permitted
Key Banks Inc., Albany, New York, notification of intent to
engage in de novo activities (making, acquiring, or
servicing, for its own account or for the account of others,
leases, loans and other extensions of credit including, but
not limited to, leases, loans and other extensions of credit
to finance the purchase or other acquisition of aircraft and
boats) through its subsidiary, Key Financial Services, Inc.,
Albany, New York (1/26/85) 3/

Philadelphia

CoreStates Financial Corp, Philadelphia, Pennsylvania,
notification of intent to expand the de novo activities
(the activities of factoring, carmercial finance and
leasing of personal and real property nationwide) through
its subsidiary, Congress Financial Corporation (1/25/85) 3/

Philadelphia

National Penn Bancshares, Inc., Bqyertown, Pennsylvania,
notification of intent to engage in de novo activities
(in underwriting, as reinsurer, credit life and accident
and health insurance directly related to extensions of
credit by National Bank of Boyertcwn) these activities
will be conducted in the Ccrmonwealth of Pennsylvania,
through its subsidiary, National Penn Life Insurance
Company, Phoenix, Arizona (1/21/85) 3/

St. Louis

Financial Dominion of Kentucky Corporation, Radcliff,
Kentucky, notification of intent to engage in de novo
activities (in the origination of first mortgage loans
for the account of other nonrelated permanent institutional
lenders) through its subsidiary, Financial Dominion
Mortgage Corporation, Radcliff, Kentucky (1/23/85) 3/

Minneapolis

NOrwest Corporation, Minneapolis, Minnesota, notification
of intent to engage in de novo activities (to transfer the
general insurance agencies presently owned by 19 of its
subsidiary banks located in Minnesota, Montana, North
Dakota, and South Dakota to NOrwest Agencies Inc., an
existing subsidiary which engages in general insurance
agency activities) (1/21/85) 3/
* * * * *

17

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




H.2, 1985 No. 4

- 11 -

ACTIONS OF THE BOARD - Continued
Application to the Board of Governors of the
Federal Reserve System for Prior Approval of an
Acquisition Pursuant to Section 5 (b) of the Bank
Service Corporation Act, as Amended

Philadelphia

Provident of Delaware Bank, N.A., Wilmington, Delaware,
for approval to establish PNC Service Corp., Wilmington,
Delaware (1/21/84) 3/
* * * * *

Redemption of Shares
Approved

St. Louis

Dyer F & M Bancshares, Inc., Dyer, Tennessee. 1/

Kansas City

American Exchange Company, Elmwood, Nebraska. 1/

Dallas

Milford Bancshares, Inc., Milford, Texas. 1/

T7
3/

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




H.2, 1985 No. 4

- 12 -

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

San Francisco

Simi Valley Bank, Sirai Valley, California. To establish a
branch to be located at the southwest comer of Los Angeles
Avenue and Yosemite Street, City of Simi Valley, Ventura
County, California. 2J
* * * * *

To Become a Menfcer of the Federal Reserve System
Pursuant to Section 9 of the Federal Reserve Act

Philadelphia

Fidelity Bank Delaware, Wilmington, Delaware. 2/
* * * * *

To Merge Pursuant to Section 18(c) Of the
Federal Deposit Insurance Act

Chicago

Midway Bank & Trust, Cedar Falls, Iowa, to merge with MBT
State Bank, Cedar Falls Iowa. 2/

Dallas

New First Bank, Tulia, Texas, to merge with First National
Bank of Tulia, Tulia, Texas. 2/
* * * * *

Applications and Notification far International Investments
and Other Actions Pursuant to Sections 25 and 25(a) of the
Federal Reserve Act and Section 4 (c) (9), 4 (c) (13) and
4 (c) (14) of the Bank Holding Ccnpany Act of 1956, as amended

New York

Citibank Overseas Investment Corporation, Wilmington, Delaware:
notification of its intent to acquire all the shares of Banque
Sud Beige S.A., Charleroi, Belgium.

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




H.2, 1985 No. 4

- 13 APPLICATIONS RECEIVED - Continued

New York

IDB Bankholding Corporation Limited, New York, New York,
requests approval to retain their indirect interest in Scitex
Ltd., Herzlia, Israel and its two U.S. subsidiaries, Scitex
America Corporation and Scitex Development Corporation,
Bedford, Massachusetts.

Cleveland

Society Corporation, Cleveland, Ohio: prior notification of its
intent to increase its investment in Export Partnership for
Intercontinental Trade, Inc., a 28.6 percent owned export
trading company.

Atlanta

Commerce Onion Corporation, Nashville, Tennessee: prior
notification of its intent to engage de novo in export trading
company activities through a wholly-owned subsidiary, Commerce
Trading Corporation, Nashville, Tennessee.
* * * * *

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

First Community Financial Corporation, Mifflintown, Pennsyl­
vania, for approval to acquire 100 percent of the voting
shares of The First National Bank of Mifflintown, Mifflintown,
Pennsylvania. 2/

Philadelphia

Pennsylvania National Financial Corp., Harrisburg, Pennsylvania,
for approval to acquire 100 percent of the voting shares of
Pennsylvania National Bank and Trust Company, Pottsville,
Pennsylvania. 2/

Atlanta

Banco Del Pacifico, Guayas, Equador, for approval to acquire
at least 50.02 percent of the voting shares of Pacific
National Bank, Miami, Florida, a proposed new bank. 2/

Atlanta

First National Bancshares, Inc., Jacksonville, Florida, for
approval to acquire 80 percent of the voting shares of First
National Bank of Jacksonville, Jacksonville, Florida. 2/

Atlanta

First State Capital Corporation, Lineville, Alabama, for
approval to acquire 100 percent of the voting shares of First
State Bank of Lineville, Lineville, Alabama. 2/

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




H.2, 1985 Mo. 4

- 14 -

APPLICATIONS RECEIVED - Continued
Chicago

Egypt Bancorp, Inc., Marion, Illinois, for approval to acquire at
least 80 percent of the voting shares of Bank of Egypt,
Marion, Illinois. 2/

Chicago

Farmers Banc, Inc., Tipton, Indiana, for approval to acquire
at least 80 percent of the voting shares of Farmers Loan
and Trust Company, Tipton, Indiana. 2/

Chicago

First Berne Financial Corporation, Berne, Indiana, for approval
to acquire 100 percent of the voting shares of First Bank of
Berne, Berne, Indiana. 2/

Chicago

First United Financial Services, Inc., Arlington Heights,
Illinois, for approval to acquire Oak Park Bancorp, Inc., Oak
Park, Illinois and indirectly acquire Oak Park Trust & Savings
Bank, Oak Park, Illinois and The Dunham Bank, St, Charles,
Illinois and to acquire MPSBancorp, Inc., Mount Prospect,
Illinois and indirectly acquire Mount Prospect State Bank,
Mount Prospect, Illinois and United National Bank, Arlington
Heights, Illinois. 2/

Chicago

First Wayne County Ban Corporation, Inc., Corydon, Iowa, for
approval to acquire at least 80 percent of the voting shares
of Corydon State Bank, Corvdon, Iowa. 2/

Chicago

Palmer Bancorp, Inc., Danville, Illinois, for approval to
acquire 100 percent of the voting shares of Palmer-American
National Bank of Danville, Danville, Illinois. 2/

St. Louis

FTB Bancshares, Inc., Louisville, Kentucky, for approval to
acquire 100 percent of the voting shares of Fort ThanasBellevue Bank, Fort Thcmas, Kentucky. 2/

Kansas City

OCI Bancshares, Inc., Kansas City, Kansas, for approval to
acquire 100 percent of the voting shares of CNB Financial
Corporation, Kansas City, Kansas and indirectly Cattnercial
National Bank of Kansas City, Kansas City, Kansas. 2/

Dallas

FNB Bancshares, Inc., Lake Providence, Louisiana, for approval
to acquire 100 percent of the voting shares of The First
National Bank of Lake Providence, Lake Providence,
Louisiana. 2/

2/
“

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




H.2, 1985 No. 4

- 15 APPLICATIONS RBCEIYHD - Continued

Dallas

Horizon Bankshares, Inc., Port Worth, Texas, for approval to
acquire 100 percent of the voting shares of National Bank of
Texas at Fort Worth, Port Worth, Texas. 2/

Dallas

MNB Bancshares, Inc., Mesquite, Texas, for approval to acquire
100 percent of the voting shares of Mesquite National Bank,
Mesquite, Texas. 2/

Dallas

Red River Bancshares, Inc., Clarksville, Texas, for approval to
acquire 100 percent of the voting shares of Citizens Bank,
Clarksville, Texas, a proposed new bank. 2/

Dallas

Woodson Bancshares, Inc., Woodson, Texas, for approval to
acquire 100 percent of the voting shares of First State Bank,
Woodson, Texas. 2/
* * * * *

T o Expand a Bank Holding Ccnpany to Section

3(a) (3) o f the Bank Holding Ccnpany Act of 1956
Richmond

Central Fidelity Banks, Inc., Richmond, Virginia, for approval
to acquire at least 80 percent of the voting shares of The
First National Bank of Poquoson, Poquoson, Virginia. 2/

Atlanta

Dahlonega Bancorp, Inc., Dahlonega, Georgia, for approval to
acquire 100 percent of the voting shares of The Bank of
Ellijay, Ellijay, Georgia. 2J

Chicago

Suburban Bancorp, Inc., Palatine, Illinois, for approval to
acquire 34 percent of the voting shares of Bartlett Bank &
Trust Company, Bartlett, Illinois. 2/

St. Louis

Banterra Corp., Eldorado, Illinois, for approval to acquire
Egypt Bancorp, Inc., Marion, Illinois. 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 Ccnpany, Glasgow, Kentucky. 2/

27

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




H.2, 1985 No. 4

- 16 -

APPLICATIONS RECEIVED - Continued
St. Louis

Liberty United Bancorp, Inc., Louisville, Kentucky, for approval
to acquire PTB Bancshares, Inc., Louisville, Kentucky and
indirectly acquire 100 percent of Fort Thcmas-Bellevue Bank,
Fort Thanas, Kentucky. 2/

Minneapolis

First National Corporation, Grand Forks, North Dakota, for
approval to acquire at least 80 percent of the voting shares of
of Northwood State Bank, Northwood, North Daktoa. 2j

Kansas City

The Bank of New Mexico Holding Company, Albuquerque, New Mexico,
for approval to acquire at least 80 percent of the voting
shares of The Bank of Northern New Mexico, Las Vegas, New
Mexico. 2j

Kansas City

Industrial Bancshares, Inc., Kansas City, Kansas, for approval
to acquire 31 percent of the nonvoting Class A shares, and
27 percent of the nonvoting Class B shares of OCI Bancshares,
Inc., Kansas City, Kansas and indirectly Commercial National
Bank of Kansas City, Kansas City, Kansas. 2/

Dallas

United City Corporation, Plano, Texas, for approval to acquire
100 percent of the voting shares of First National Bank in
Desoto, Desoto, Texas. 2/

Kansas City

Valley Bancshares, Inc., Pauls Valley, Oklahoma, for approval to
acquire 100 percent of the voting shares of First National Bank
of Marlow, Marlow, Oklahoma, a proposed new bank. 2/

Kansas City

Valley View Bancshares, Inc., Overland Park, Kansas, for approval
to acquire 13 percent of the nonvoting Class A shares and 27
percent of the Class B shares of OCI Bancshares, Inc., Kansas
City, Kansas, which proposes to acquire CNB Financial
Corporation, Kansas City, Kansas and indirecrtly Ccnroercial
National Bank of Kansas City, Kansas City, Kansas City. 2/

Kansas City

Mission Bancshares, Inc., Mission, Kansas, for approval to
acquire 46 percent of the nonvoting Class A shares and 37
percent of the novoting Class B shares of OCI Bancshares,
Inc., Kansas City, Kansas and indirectly Commercial National
Bank of Kansas City, Kansas City, Kansas. 2/
* * * * *

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




H.2, 1985 No. 4

- 17 -

APPLICATIONS RECEIVED - Continued
To Expand a Bank Holding Ccnpany Pursuant to Section
3(a) (5) of the Bank Holding Company Act of 1956

Kansas City

Valley Bancorp, Inc., Brighton, Colorado, for approval
to merge with Lyons Bancorp, Inc., Lyons, Colorado and
indirectly acquire Valley Bank of Lyons, Lyons, Colorado. 2/
* * * * *

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

Boston

Bankeast Corporation, Manchester, New Hampshire, notification
of intent to engage in de novo activities (in mortgage
banking activities, throughout the New England and Middle
Atlantic States, through its subsidiary, Bankeast Mortgage
Corporation (1/25/85)

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 Philadelphia,
N.A., Philadelphia, Pennsylvania.

Chicago

Citizens tanking Corporation, Flint, Michigan, notification
of intent to engage in de novo activities (in underwriting,
as reinsurer, of credit life and accident and health
insurance directly related to extensions of credit by Citizens
Banking Corporation) through its subsidiary, Citizens Heritage
Life Insurance Ccnpany, Phoenix, Arizona (1/22/85)

Chicago

The Marine Corporation, Milwaukee, Wisconsin, notification of
intent to engage in de novo activities (in data processing
and data transmission services, facilities (including data
processing and data transmission hardware, software,
documentation and operating personnel}, data bases and
access to such services to other financial institutions)
(1/24/85)

2/

Application subject to Ccnraunity Reinvestment Act. Hie Ccranunity Affairs
Officer of the applicable Reserve Bank may be contacted as to the length
of the cement period.




H.2, 1985 No, 4

- 18 -

APPLTCKPICNS KBCKIVH) - Continued
Chicago

Northern Trust Corporation, Chicago, Illinois, notification
of intent to engage in de novo activities (in management
consulting advise to nonaffiliated depository institutions)
through its subsidiary, Northern Trust Services, Inc.,
Chicago, Illinois (1/23/85)

Kansas City

Colt Investments, Inc., Leawood, Kansas, for approved to
acquire indirectly engage in the sale of general insurance
and in providing management consulting advice to depository
institutions, through its acquisitions of shares of
Flint Hills Financial Services Corporatio, Leawood, Kansas,
which proposes to engage de novo in the activities.

Kansas City

Valley Bancorp, Inc., Brighton, Colorado, for approval to
expand its insurance agency activities.

Dallas

Independent Bankshares Inc., Abilene, Texas, notification of
intent to engage in de novo activities (in underwriting
credit related insurance that is directly related to an
extension of credit by the Bank Holding Company System
pursuant to Section 225.25(b)(9) of Regulation Y) the
geographic scope serves the State of Texas, through its
subsidiary, First Independent Bankshares Life Insurance
Co., Abilene, Texas. (1/21/85)

Dallas

Washington County Bancshares, Inc., Brenham, Texas, notifi­
cation of intent to engage in de novo activities (in mortgage
loan origination and servicing pursuant to section 225.25(b) (1)
of Regulation Y) the geographic scope serves the United States
(1/23/85)




* * * * *

REPORTS KMCKIVHP
Registration Statement Filed Pursuant to Section 12(g)
o f the Securities Exchange Act

Grrstcwn Bank
Orrstown, Pennsylvania

*****

H.2, 1985 No. 4




- 19 -

APPLICATIONS RECEIVED - Continued
Current Report Filed Pursuant to Section 13
of the Securities Exchange Act

The Bank of West Point
West Point, Virginia
(Month of January 1985)
First Bank of Colonia
Colonia, New Jersy
(Months of December-January)
Hanover Bank of Florida
Plantation, Florida
(Month of December)
* * * * *

Proxy Statement (Special Meeting) Filed Pursuant to
Section 14(a) of the Securities Exchange Act

Hanover Bank of Florida
Plantation, Florida
* * * * *

Ownership Statement Filed Pursuant to
Section 13(d) of the Securities Exchange Act

Bank of the Ccmnonwealth
Norfolk, Virginia
(Filed by Donald H. Burlage; Raymond L. Gottlieb;
Julius S. Peck? Morton M. Zedd)
Bank of Suffolk
Suffolk, Virginia
(Filed by G. P. Jackson and E. V. Stephenson, Jr.)
Union Bank & Trust Company
Montgomery, Alabama
(Filed by William G. Thames)
* * * * *