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ANNOUNCEMENT H.2, 1994, No. 2 Actions of the Board, its Staff, and RESEARCH L I B ^ Y Federal Reserve Banks; Applications and Reports Received During the Week Ending January 8, 1994 BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM ACTIONS TAKEN BY THE BOARD BANKS. FOREIGN (&BGO^ERiiiSp^ AH 94 KaH-RALKtStKVt BAHS OF CLEVELAND Deutsche Bank AG, Frankfurt au Main, Germany -request to permit its section 20 subsidiary to underwrite shares of Daimler-Benz AG, an affiliate. Granted, January 6, 1994. ENFORCEMENT Founders1 Bank, Bryn Mawr, Pennsylvania -- issuance of an order of assessment of a civil money penalty. Announced, January 4, 1994. United London Group, Inc., Salt Lake City, Utah -issuance of an order of prohibition against Marlen V. Johnson, a former institution-affiliated party. Announced, January 4, 1994. REGULATIONS AND POLICIES Section 20 subsidiaries -- quarterly table to adjust interest income for companies that adopt the Board's alternative indexed revenue test to measure compliance with the 10 percent limit on bank ineligible securities activities. Announced, January 5, 1994. RESERVE BANK OPERATIONS Directors -- appointment of Class C directors at seven Reserve Banks, including designation of deputy Chairman at the New York Reserve Bank. Announced, January 6, 1994. 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; FOMC - Federal Open Market Committee; FRBO - Federal Reserve Bank Operations; IF - International Finance; OSDM - Office of Staff Director for Management BANK BRANCHES. DOMESTIC Richmond Crestar Bank, Richmond, Virginia - - t o establish a branch at the Ironbridge Plaza Shopping Center at State Route 10 and Chalkley Road, Chester, Virginia. Approved, January 7, 1994. H •2 JANUARY 3, 1994 PAGE 2 TO JANUARY 7, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHES, DOMESTIC Richmond Crestar Bank, Richmond, Virginia - - t o establish a branch at the Graves Mill Center Shopping Center, U.S. Route 221 and Graves Mill Road, Forest, Virginia. Approved, January 7, 1994. Cleveland Ohio Bank, Findlay, Ohio - - t o establish a branch at 98 North Main Street, Chagrin Falls, Ohio. Approved, January 7, 1994. San Francisco West One Bank, Utah, Salt Lake City, Utah -- to establish a branch at 1283 Deer Valley Drive, Park City, Utah. Approved, January 3, 1994. San Francisco West One Bank, Utah, Salt Lake City, Utah -- to establish an automatic teller machine in the vicinity of the General Store Lodge at the Sundance Resort, Sundance, Utah. Approved, January 7, 1994. BANK HOLDING COMPANIES Chicago Bancorp of New Glarus, Inc., New Glarus, Wisconsin -to acquire the Bank of New Glarus. Approved, January 7, 1994. Chicago Citizens Bankshares, Inc., Shawano, Wisconsin --to acquire North Land Finance, Inc., Ashland, Wisconsin. Approved, January 4, 1994. Philadelphia CoreStates Financial Corporation, Philadelphia, Pennsylvania --to acquire Constellation Bancorporation, Elizabeth, New Jersey. Approved, January 7, 1994. Minneapolis Dakota Company, Inc., Minneapolis, Minnesota, South Dakota Bancorp, Inc., and South Dakota Financial Bancorporation, Inc. -- proposal that Dakota State Bank, Milbank, South Dakota, purchase certain assets and assume certain liabilities of the Milbank, South Dakota, branch of Bank of South Dakota, Watertown, South Dakota. Approved, January 4, 1994. Richmond F & M Bank Corp., Timberville, Virginia -- to engage de novo in community development activities, either in an equity investment in the Housing Equity Fund of Virginia II, L.P. Richmond, Virginia, or through loans or equity investments in similar housing projects. Permitted, January 5, 1994. H.2 JANUARY 3, 1994 PAGE 3 TO JANUARY 7, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Dallas First Abilene Bankshares of Delaware, Inc., Wilmington, Delaware -- to acquire Concho Bancshares, Inc., San Angelo, Texas, and Southwest Bank of San Angelo. Approved, January 5, 1994. Minneapolis First Bank Holding Company, Inc., Harvey, North Dakota -- to acquire Harvey Insurance Agency, Inc. Approved, January 7, 1994. Dallas First Eldorado Bancshares, Inc., Eldorado, Texas -to acquire First Eldorado D e . Bancshares, Inc., Dover, Delaware, and First National Bank of Eldorado, Eldorado, Texas. Approved, January 5, 1994. Dallas First Eldorado Delaware Bancshares, Inc., Dover, Delaware -- to acquire the First National Bank of Eldorado, Eldorado, Texas. Approved, January 6, 1994. Dallas First Financial Bankshares, Inc., Abilene, Texas -to acquire Concho Bancshares, Inc., San Angelo, Texas. Approved, January 5, 1994. Richmond Independent Community Bankshares, Inc., Middleburg, Virginia - - t o acquire The Middleburg Bank. Approved, January 5, 1994. St. Louis Peoples First Corporation, Paducah, Kentucky -- to acquire First Kentucky Bancorp, Inc., Central City, Kentucky, and to engage in credit related insurance activities through First Kentucky Federal Savings Bank. Approved, January 4, 1994. San Francisco Sakura Bank, Limited, Tokyo, Japan -- to engage de novo in providing investment or financial advisory services, and securities brokerage services through Sakura Securities CU.S.A.) Inc., New York, New York. Approved, January 7, 1994. H.2 JANUARY 3, 1994 PAGE 4 TO JANUARY 7, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Philadelphia United Bancshares, Inc., Philadelphia, Pennsylvania - to acquire United Bank of Philadelphia, Approved, January 7, 1994. BANK MERGERS Richmond Middleburg Bank, Middleburg, Virginia - - t o merge with The Middleburg National Bank. Approved, January 5, 1994. BANK PREMISES Kansas City Bank of Boulder, Boulder, Colorado -- investment in bank premises. Approved, January 3, 1994. Chicago Bank of Illinois in Normal, Normal, Illinois -investment in bank premises. Approved, January 4, 1994. Richmond Bank of McKenney, McKenney, Virginia -- investment in bank premises. Approved, January 6, 1994. Richmond Bank of Romney, Romney, West Virginia -- investment in bank premises. Approved, January 6, 1994. Richmond One Valley Bank of Summerville, Inc., Summerville, West Virginia -- investment in bank premises. Approved, January 3, 1994. H .2 JANUARY 3, 1994 PAGE 5 TO JANUARY 7, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CAPITAL STOCK Minneapolis United Bancorporation, Inc., Sidney, Montana -redemption of shares. Approved, January 7, 1994. CHANGE IN BANK CONTROL Atlanta Cullman Bancshares Employee Stock Ownership Plan, Cullman, Alabama -- change in bank control. Permitted, January 7, 1994. Kansas City First National Bankshares of Gunnison, Inc., Gunnison, Colorado -- change in bank control. Permitted, January 4, 1994. Minneapolis 1st United Bancorporation, Inc. change in bank control. Permitted, January 7, 1994. Sidney, Montana -- COMPETITIVE FACTORS REPORTS San Francisco American Savings Bank, F.A., Stockton, California, proposed acquisition of certain assets and assumption of certain deposits of New West Federal Savings and Loan Association -- report on competitive factors. Submitted, January 7, 1994. Boston CenterBank, Waterbury, Connecticut, proposed acquisition of the assets and assumption of the liabilities of the Bank of Waterbury, Waterbury, Connecticut -- report on competitive factors. Submitted, January 6, 1994. Boston Citizens Bank of Massachusetts, Boston, Massachusetts, proposed merger with Neworld Bank -report on competitive factors. Submitted, January 7, 1994. Dallas Community Bank, Longview, Texas, proposed merger with a Longview, Texas, branch of Pacific Southwest Bank, FSB, Corpus Christi, Texas -- report on competitive factors. Submitted, January 3, 1994. H.2 JANUARY 3, 1999 PAGE 6 TO JANUARY 7, 1999 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Dalton / Whitfield Bank & Trust, Dalton, Georgia, proposed merger with Interim D / W Corporation -report on competitive factors. Submitted, January 5, 1994. Richmond First-Citizens Bank & Trust Company, Raleigh, North Carolina, proposed merger with Rockingham Interim Bank, and establishment of a branch -- report on competitive factors. Submitted, January 5, 1994. New York HUB Commercial Bank, Union City, New Jersey, proposed merger with Statewide Savings Bank -- report on competitive factors. Submitted, January 5, 1994. New York Hudson United Bank, Union City, New Jersey, proposed merger with HUB Commercial Bank, an interim successor to Statewide Savings Bank -- report on competitive factors. Submitted, January 5, 1994. Atlanta Morris State Bank, Dublin, Georgia, proposed merger with MSB Interim, Inc., Dublin, Georgia -- report on competitive factors. Submitted, January 5, 1994. St. Louis Otwell State Bank, Otwell, Indiana, proposed merger with Otwell Merger Bank -- report on competitive factors. Submitted, January 4, 1994. Richmond Rockingham Interim Savings and Loan Association, Inc., Raleigh, North Carolina, proposed merger with First Savings Bank of Rockingham County, Inc., S.S.B., Reidsville, North Carolina -- report on competitive factors. Submitted, January 3, 1994. S t . Louis Southwestern Indiana Bank, Winslow, Indiana, proposed merger with The Otwell State Bank, Otwell, Indiana -- report on competitive factors. Submitted, January 4, 1994. H.2 JANUARY 3, 1994 PAGE 7 TO JANUARY 7, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Richmond Tazewell National Bank, Tazewell, Virginia, proposed purchase of certain assets and assumption of certain liabilities of the Pocahontas, Virginia, branch of First Union National Bank of Virginia, Roanoke, Virginia -- report on competitive factors. Submitted, January 5, 1994. Dallas Texas Bank of Garland, N.A., Garland, Texas, proposed merger with First State Bank of Texas, Denton, Texas -- report on competitive factors. Submitted, January 3, 1994. EXTENSIONS OF TIME San Francisco First Security Corporation, Salt Lake City, Utah -extensions of time to divest certain properties. Granted, January 4, 1994. Richmond First Southern Bank, Boca Raton, Florida -extension to January 1, 1995, to establish a branch at 1 South Ocean Boulevard, and 21301 Powerline Road. Granted, January 3, 1994. San Francisco Foothall Independent Bancorp, Glendora, California -extension of time to divest certain property. Granted, January 4, 1994. New York GP Financial Corp., Flushing, New York -- to acquire Green Point Savings Bank, Brooklyn, New York. Granted, January 7, 1994. San Francisco U.S.Bancorp, Portland, Oregon -- extension to divest certain property. Granted, January 4, 1994. San Francisco Zions Bancorporation, Salt Lake City, Utah -extensions of time of divest certain properties. Granted, January 4, 1994. H.2 JANUARY 3, 1994 PAGE 8 TO JANUARY 7, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY MEMBERSHIP Kansas City Century Bank Sterling, Sterling, Colorado -- six months1 notice of withdrawal from membership in the Federal Reserve System waived. Approved, January 3, 1994. Chicago Comerica Bank-Illinois, Franklin Park, Illinois -- to become a member of the Federal Reserve System. Approved, January 3, 1994. Kansas City Vail National Bank, Vail, Colorado --t o retain membership in the Federal Reserve System as a state chartered bank. Approved, January 7, 1994. RESERVE BANK SERVICES GC Book-Entry Securities Account Maintenance and Transfer Services -- new Federal Reserve Bank operating circular. Approved, January 4, 1994. 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 NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Institution Examination Date Rating* NONE ♦Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" Needs to Improve; "SN" - Substantial Noncompliance. Federal Reserve Bank o f New York Comment Period Ending Date SECTION I Applications Subject to Newspaper __________ Notice Only__________ None. SECTION II Applications Subject to Both Newspaper and Federal Register Notice None. SECTION III Nonbanking Applications (Subject to Federal Register Notice Only) Bankers Trust New York Corporation, New York, New York to engage de novo in the making of equity and debt investments in corporations or projects designed primarily to promote community welfare, such as economic rehabilitation and development of low-income areas by providing housing, services or jobs for residents, and simultaneously, to make an investment in New York Equity Fund Limited Partnership N/A SECTION IV Applications Not Involving _____ Public Comment______ None. SECTION V Availability of CRA Public Evaluations In connection with the assessment of each insured depository institution'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 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 neighbor hoods, in a manner consistent with its resources and capabilities. Week Ending January 8, 1994 NAME OF BANK RATING EXAMINATION DATE None. (Ml m| 1/ / / 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 Available FEDERAL RESERVE BANK OF PHILADELPHIA SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Carnegie Bancorp, Princeton, NJ, to form a bank holding company by acquiring 100% of Carnegie Bank, Princeton, NJ, pursuant to Section 3(a)(1) of the Bank Holding Company Act. Newspaper comment period expires: Fed. Register comment period expires: 1/22/94 1/31/94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE None. 1/ Subject to provisions of Community Reinvestment Act * N/A - not yet available. 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 January 7, 1994. Identification of Ratings In connection with the assessment of each insured depository performance, a rating is assigned from the following groups: institution's CRA 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 Examination Date CRA Ratincr First Commercial Bank of Philadelphia 1027 Arch Street Philadelphia, PA 19107 9/7/93 Satisfactory Fed e ral R e se rv e Bank of C le v e la n d A p p l i c a t i o n s B u l letin For W e e k E n ding J a nuary 8, 1994 SE C T I O N I - A P P L I C A T I O N S SUBJECT TO N E W S P A P E R N O T I C E ONLY Received prior notice from The Metamora State Bank, Metamora, Ohio, on January 4, 1994, of its intent to establish a branch at the corner of Erie Road and Centennial Avenue, Sylvania, Ohio. * February 1, 1994 Received prior notice from Fifth Third Bank, * January 28, 1994 Cincinnati, Ohio, on December 27, 1993, of its intent to establish a branch at 3656 Springdale Road, Cincinnati, Ohio. S E C T I O N II - A P P L I C A T I O N S SUBJECT TO B OTH N E W S P A P E R A N D FEDERAL REG I S T E R NOT I C E Received Section 4 (c)(8) application from * Not yet known # Mellon BankCorporation, Pittsburgh, Pennsylvania, on January 3, 1994, to acquire Dreyfus Security Savings Bank, FSB, Paramus, New Jersey, and Dreyfus Trust Company, Uniondale, New York. S ECTION III - A P P L I C A T I O N S S UBJECT TO FEDERAL R E G I S T E R N O T I C E ONL Y None S E CTION IV - A P P L I C A T I O N S N O T SUBJECT TO FEDERAL R E G I S T E R N O T I C E OR N E W S P A P E R NOT I C E None * N F # - Subject to CRA Newspaper Comment Period Federal Register Comment Period Expected to end approximately 30 days from date of application's receipt. • A V A I L A B I L I T Y OF CRA PUBLIC EVALUA T I O N S (January 7, 1994) 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 January 4, 1994. 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: OUTSTANDING: 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. SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE: 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 moderateincome neighborhoods, in a manner consistent with its resources and capabilities. S U B STANTIAL N O N COMPLIANCE: a bank in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. The Fifth Third Bank 38 Fountain Square Cincinnati, Ohio 45263 (513) 579-4385 Rating: Satisfactory Exam Date: August 9, 1993 Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date None. Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Notice of Change in Control filed by R. B. Scarborough with respect to Pee Dee Bancshares, Inc., Timmonsville, South Carolina.* 1-17-94 First Virginia Banks, Inc., Falls Church, Virginia, to merge with FNB Financial Corporation, Knoxville, Tennessee.* 2-7-94 Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date Allied Irish Banks, p.l.c., Dublin, Ireland, to engage in providing investment advice as a commodity trading advisor and providing foreign exchange advisory and transactional services. Not yet available. Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice Application None. *Application is subject to CRA requirements. Comment Period Ending Date Federal Reserve Bank of Richmond Availability of CRA Public Evaluations Week ending January 7, 1994 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 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. Examination Date Bank of Gassaway 536 Ilk Street Gassaway, West Virginia 26624 10-19-93 Rating Satisfactory Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending January 7. 1994 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date AmSouth Bancorporation Not yet available* Birmingham, Alabama Along with AmSouth Bank of Florida, Pensacola, Florida, to acquire the assets and assume the liabilities of Fortune Bancorp, Inc., Clearwater, Florida, and thereby acquire its thrift subsidiary, Fortune Bank, A Savings Bank, Clearwater, Florida, pursuant to Section 5(d)(3) of the Federal Deposit Insurance Act, as amended by the Federal Deposit Insurance Corporation Improvement Act of 1991. 1st United Bank Boca Raton, Florida To merge with Suburban Bank, Lake Worth, Florida, pursuant to Section 18(c) of the Federal Deposit Insurance A c t . 02-15-94* Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application FF Bancorp, Inc. New Smyrna Beach, Florida 1-BHC formation, Key Bancshares, Inc., Tampa, Florida, and thereby acquire Key Bank of Florida, Tampa, Florida. Comment Period Ending Date 01-10-94* Federal Register Synovus Financial Corp. Not yet available* Columbus, Georgia Along with its parent company, TB&C Bancshares, Inc., Columbus, Georgia, to merge with PNB Bankshares, Inc., Peachtree City, Georgia, and thereby directly acquire Peachtree National Bank, Peachtree City, Georgia, pursuant to Section 3 (a)(5) of the Bank Holding Company A c t . *Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending January 7, 1994 Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date White Eagle Financial Group, Inc. Boca Raton, Florida Change in control notice by Mr. Charles W. Gerlach to acquire 69.2 percent of the outstanding shares of White Eagle Financial Group, Inc., Boca Raton, Florida. Not yet available* Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date AmSouth Bancorporation Not yet available Birmingham, Alabama To acquire Fortune Bancorp, Inc., Clearwater, Florida, and thereby acquire its thrift subsidiary, Fortune Bank, A Savings Bank, Clearwater, Florida, pursuant to Section 4 (c)(8) of the Bank Holding Company Act and Section 225.25(b)(9) of Regulation Y. First American Corporation Nashville, Tennessee To acquire Fidelity Crossville Corp., Crossville, Tennessee, pursuant to Section 4 (c)(8) of the Bank Holding Company Act. 01-10-94 Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application The First National Bank of Knoxville Knoxville, Tennessee (National Bank Conversion) To become a member of the Federal Reserve System, pursuant to Section 9 of the Federal Reserve Act and Section 208.4 of Regulation Y. No n e . Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending January 7, 1994 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: r e cord 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 lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Outstanding record of m e e t i n g c o m m u n i t y 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. Satisfactory to improve record of m e e t i n g c o m m u n i t y 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. Needs in m e e t i n g c o m m u n i t y 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. S u b stantial n o n c o m p l i a n c e Examination Bank No n e . Rating Date Federal Reserve Bank of Chicago Section I - Applications Subject Notice Only to N e w s p a p e r Comment Period E n ding Date Type Application B r a n c h / 2 4A New Asia Bank Chicago, Illinois 8301 C a s s A v e n u e Darien, Illinois* N - 1-10-94 B r a n c h ! 24 A Th e N o r t h e r n Tr u s t C o m p a n y Chicago, Illinois 57 9 C e n t r a l S t r e e t H i g h l a n d Park, I l l i n o i s * N - ** Branch Community State Bank Avilla, Indiana 4134 W C R 10 0 S W o l f Lake, Indiana* N - 1-29-94 Oakar R e p u b l i c B a n c o r p Co. O r l a n d Pa r k , I l l i n o i s F i r s t C o o k C o m m u n i t y Bank, Chicago, Illinois* N - 11-20-93 FSB B r a n c h / 2 4A B a n k e r s Trust C o m p a n y Des Moines, Iowa Corner of Euclid & Cambridge Avenue Des Moines, Iowa* N - ** Membership Cedar Valley State Bank St. A n s g a r , I o w a To b e c o m e a m e m b e r o f t he F e d e r a l Reserve System* N - ** Branch First of America Bank - Ann Arbor Ann Arbor, Michigan 2140 Rawsonville Road Ypsilanti, Michigan* N - 1-6-94 Branch First o f America Bank-Security Southgate, Michigan 33505 Schoolcraft Road Livonia, Michigan* N - 1-6-94 Federal Reserve Bank of Chicago S e c t i o n I I - A p p l i c a t i o n s S u b j e c t to B o t h N e w s p a p e r a n d F e d e r a l Register Notice Type Application Y-l R e p u b l i c B a n c o r p Co. Orland P a r k , Illinois M A H B a n c o r p , Inc. O r l a n d Park, I l l i n o i s Republic Bank of Chicago Chicago, Illinois A P L F i n a n c i a l , Inc. Chicago, Illinois F i r s t C o o k C o m m u n i t y Bank, Chicago, Illinois* Comment Period Ending Date FR 1-6-94 N - 11-20-93 FSB Y-2 Comerica California Incorporated S a n Jose, C a l i f o r n i a Pacific Western B a n c s h a r e s , Inc S a n Jose, C a l i f o r n i a Pacific Western Bank S a n Jose, C a l i f o r n i a * FR - 11-29-93 N 1- 4 - 9 4 Y-2 Comerica Incorporated Detroit, Michigan P a c i f i c W e s t e r n B a n c s h a r e s , I n c . — (100%) S a n Jose, C a l i f o r n i a Pacific Western Bank S a n Jose, C a l i f o r n i a * FR - 11-29-93 N 1-4-94 y-2 Comerica Incorporated Detroit, Michigan P a c i f i c W e s t e r n B a n c s h a r e s , I n c . — (19.9%) S a n Jose, C a l i f o r n i a Pacific Western Bank S a n Jose, C a l i f o r n i a * FR N y-2 F i r s t b a n k o f I l l i n o i s Co. Springfield, Illinois C o l o n i a l B a n c s h a r e s , Inc. D e s P eres, M i s s o u r i Colonial Bank D e s Peres, M i s s o u r i V i l l a g e B a n k o f St. L o u i s C o u n t y Ballwin, Missouri* F R - ** N - ** CoC-HC P e o t o n e B a n c o r p , Inc. Peotone, Illinois C r a i g L. C a m p b e l l ; D o u g l a s L. a n d S c o t t L. C a m p b e l l FR N Campbell 12-29-93 1-4-94 1-17-94 1-11-94 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period E n d i n g Date Type Application Y-2 C e n t r a l B a n c s h a r e s , Inc. M u s c a t i n e , Iowa FSB Holding Company Kalona, Iowa Farmers State Bank K a l o n a , Iowa West C h ester Savings B a n k West Chester, Iowa* FR N - 12-30-93 1-3-94 Y-2 G r e a t e r C o l u m b i a B a n c s h a r e s , Inc. Portage, Wisconsin 1st C o l u m b i a Corp. Portage, Wisconsin First National Bank of Columbus C o l u m b u s , Wisconsin* FR N - 10-22-93 1- 6 - 9 4 Y-2 First Waukegan Corporation Gurnee, Illinois S e c u r i t y C h i c a g o Corp. Chicago, Illinois First Security Bank of Chicago Chicago, Illinois* FR N - 1-14-94 - 1-10-94 Y-2 First Waukegan Corporation Gurnee, Illinois First State Bancorp of Princeton, I l l i n o i s , Inc. Princeton, Illinois First State Bank of Princeton Princeton, Illinois First State Bank of Ashton-Rochelle Ashton, Illinois First State Bank of Gridley Gridley, Illinois* FR N - 1-14-94 - 1-10-94 Y-2 C a p i t o l B a n c o r p , Ltd. Lansing, Michigan Financial Center Corporation Holland, Michigan Paragon Bank Holland, Michigan* FR N - ** 1-11-94 Federal Reserve Bank of Chicago Section I I - A p p l i c a t i o n s S u b j e c t to B o t h N e w s o a o e i Register Notice (C o n t i n u e d ) Type Application Y-2 Marshall & Ilsley Corporation Milwaukee, Wisconsin Valley Bancorporation Milwaukee, Wisconsin Valley Bank La C r o s s e , W i s c o n s i n Valley Bank Madison, Wisconsin Valley Bank Chippewa Menomonie, Wisconsin Valley B ank East Central Kewaskum, Wisconsin Valley Bank Janesville Janesville, Wisconsin Valley Bank Milwaukee Thiensville, Wisconsin V a l l e y Bank, National A s s o c i a t i o n Watertown, Wisconsin Valley Bank Northeast Green B a y Wisconsin Valley Bank of Oshkosh Oshkosh, W i s c o n s i n Valley Bank of Shawano Shawano, Wisconsin Valley Bank Southwest S p r i n g G reen, W i s c o n s i n V alley B a n k Western, FSB Sparta, W isconsin Valley First National B a n k Rhinelander, Wisconsin Valley First National B ank o f Ripon Ripon, W i sconsin V a l l e y U n i t e d Ba n k , S S B Sheboygan, Wisconsin Valley Western Bank Appleton, Wisconsin Pierce C o u n t y B a n k and Trust Co m p a n y Ellsworth, Wisconsin* and Federal Comment Period Ending Date F R - 1-20-94 N 1-6-94 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued1 C o m m e n t Per i o d E n d i n g Date Twe Application Y -2 Omnibank Corporation River Rouge, Michigan I n d e c o r p , Inc. Chicago, Illinois I n d e p e n d e n c e B a n k o f Chi c a g o Chicago, Illinois Drexel Holding Company Chicago, Illinois Drexel National Bank Chica g o , I l l i n o i s * F R - 1-14-94 N - 1-31-94 Y-2 O r a n g e v i l l e B a n c o r p , Inc. Orangeville, Illinois State Bank of Winslow Winsl o w , I l l i n o i s * F R - 1-28-94 N - 1-12-94 Y-l Home Bancorp F o r t Wayne, I n d i a n a H o m e L o a n B a n k S.B. F o r t Wayne, I n d i a n a * F R - ** N - 1-24-94 Y -2 Independent B a n k Corporation Ionia, M i c h i g a n K S B F i n a n c i a l , Inc. Kingston, Michigan Kingston State Bank Kingston, Michigan* FR N - Y -2 C o m m u n i t y G r a i n Co. C o o n R a p ids, I owa Farmers National Bank Bayard, Iowa* F R - ** N - ** Y -2 First o f A m e r i c a Ba n k Corporation Kalamazoo, Michigan L G F B a n c o r p , Inc. LaGrange, Illinois LaGra n g e Federal Savings & Loan Association LaGrange, Illinois* F R - ** N - ** 1-31-94 1-28-94 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment P e r i o d Ending Date Type Application CoC-HC I l l i n o i s V a l l e y Bancorp, Inc. M o r r i s , I l linoi s R o n a l d L. Wohlwend, R o n a l d L. Wohlwend, Trustee, J a c k L e w i s Trust UTA DTD, C A t h e r i n e L e w i s Trust UTA D T A F R - ** N - ** Y-l A n t i o c h Bancshares, Inc. E m p l o y e e S a v i n g s and Stock O w n e r s h i p A n t i o c h , I llinois A n t i o c h Bancshares, Inc. A n t i o c h , Illinois* F R - ** N - ** Federal Reserve Bank of Chicago S e c t i o n II I - A p p l i c a t i o n s Subject 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 Per i o d Ending Date Type Application Y-4 R e p u b l i c B a n c o r p Co. (a D e l a w a r e Corporation) O r l a n d Park, I l l i n o i s A P L F i n a n c i a l , Inc. Chicago, I l l i n o i s F i r s t C o o k C o m m u n i t y Bank, F S B Chicago, I l l i n o i s FR - 1-6-94 Y-4 R e p u b l i c B a n c o r p Co. (an Il l i n o i s Corporation) O r l a n d Park, I l l i n o i s A P L F i n a n c i a l , Inc. Chica g o , I l l i n o i s F i r s t C o o k C o m m u n i t y Bank, F S B Chicago, I l l i n o i s FR - 1-6-94 4(c)(8) F i r s t b a n k o f I l l i n o i s Co. Springfield, Illinois Rowe, H e n r y & Deal, Inc. J a c k s o n v i l l e , I l l i n o i s — e ngage in s e c u r i t i e s b r o k e r a g e s e rvices FR Y-4 M a r s h a l l & I I s l e y Corpor a t i o n Milwaukee, Wisconsin V a l l e y Trust C o m p a n y Appleton, Wisconsin F R - 1-20-94 - 1-10-94 Federal Reserve Bank of Chicago S e c t i o n III - A p p l i c a t i o n s S u b j e c t Notice O n l y (Continued) to F e d e r a l R e g i s t e r Comment P e r i o d Ending Date Type Application Y-4 M a r s h a l l & I l sley C o r p o r a t i o n M i l w a u k e e , Wisconsin C o m m u n i t y Life I n s u r a n c e C o m p a n y Phoenix, A r i z o n a FR - 1- 2 0 - 9 4 Y-4 Marshall & Ilsley Corporation M i l w a u k e e , Wisconsin Valley Bankservice Corporation Sheboygan, Wisconsin FR - 1- 2 0 - 9 4 Y-4 Marshall & Ilsley Corporation M i l w a u k e e , Wisconsin V a l l e y Real Estate S e r v i c e s C o r p o r a t i o n Sheboygan, Wisconsin FR - 1- 2 0 - 9 4 4 ( c ) (8) F i r s t a r Corporation M i l w a u k e e , Wisconsin F i r s t a r Ho m e M o r t g a g e C o r p o r a t i o n M i l w a u k e e , W i s c o n s i n — e n g a g e de n o v o in d a t a p r o c e s s i n g & data t r a n s m i s s i o n s s e r v i c e s facilities & da t a b a s e s to realtors FR - 1-1 0 - 9 4 Y-4 M a h a s k a Investment C o m p a n y O s k a l o o s a , Iowa O n - S i t e Commercial S e r v i c e s & e n g a g e in p r o v i d i n g b o o k k e e p i n g , p a y r o l l proc e s s i n g , accounts r e c e i v a b l e & finan c i a l services FR - 1-2 0 - 9 4 4(c)(8) First Chicago Corporation Chicago, Illinois First C h icago L e a s i n g C o r p o r a t i o n Chicago, I l l i n o i s — C D C — A r r a n g i n g a n d inves t i n g in e n t i t i e s f o r the f i n a n c i n g o f low-i n c o m e h o u s i n g FR - 1- 1 7 - 9 4 Y-4 F i r s t b a n k of Illinois Co. S p r i ngfield, Illinois G u i d o Insurance Agency, D e s Peres, M i ssouri FR - ** Inc. Federal Reserve Bank of Chicago S e c t i o n II I - A p p l i c a t i o n s Subject to F e d e r a l R e g i s t e r Notice Only (C o n t i n u e d ) C o m m e n t Period E n d i n g Date Type Application Y-4 First Chicago Corporation Chicago, I l l i n o i s S e c t i o n 2 0 — F i r s t C h i cago Capital Marke t s , Inc. Chicago, I l l i n o i s — engage de n o v o in the b u s i n e s s o f u n d e r w r i t i n g a n d d e a l i n g in debt se c u r i t i e s F R - 1-19-94 4 ( c)(8) Q u a d C i t y H o l d i n g s , Inc. B e t t e n d o r f , Iowa E n g a g e in l e n d i n g activities FR - ** Y-4 Iowa N a t i o n a l B a n k s h a r e s Corp. Waterloo, Iowa MidAmerica Financial Corporation Waterloo, Iowa M i d A m e r i c a S a v i n g s Bank, FSB W aterloo, Iowa FR N 1-10-94 - 12-26-93 Federal Reserve Bank of Chicago Sect i o n I V - A p p l i c a t i o n s Not Subject to F e d e r a l R e g i s t e r or N e w s p a p e r Notice Twe Application None N FR * ** - Newspaper Federal Register S u b j e c t to P r o v i s i o n s o f C o m m u n i t y R e i n v e s t m e n t A c t N o t a v a i l a b l e at this time AVAILABILITY OF CRA PUBLIC EVALUATIONS REVISED The f o l l o w i n g s t a t e 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 R e s e r v e B a n k o f C h i c a g o for c o m p l i a n c e w i t h the CRA. The 3 0 - b u s i n e s s d a y p e r i o d the b a n k has to m a k e the e v a l u a t i o n p u b l i c h a s l a p s e d d u r i n g the w e e k e n d i n g D e c e m b e r 31, 1993. I f y o u ar e 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 d o c u m e n t , p l e a s e cont a c t the b a nk(s) directly. Identification of Ratings O - A n i n s t i t u t i o n in th i s g r o u p has an o u t s t a n d i n g r e c o r d of, an d is a l e a d e r i n , a s c e r t a i n i n g and h e l p i n g to m e e t the c r e d i t needs of its e n t i r e d e l i n e a t e d community, i n c l u d i n g lo w - and moderatei n c o m e n e i g h b o r h o o d s , in a m a n n e r c o n s i s t e n t with its r e s o u r c e s an d c a p a bilities. S-A n i n s t i t u t i o n in this g r o u p has a s a t i s f a c t o r y r e c o r d o f a s c e r t a i n i n g a n d h e l p i n g to m e e t the credit n e e d s o f i t s enti r e d e l i n e a t e d comm u n i t y , i n c l u d i n low- and m o d e r a t e - i n c o m e n e i g h b o r h o o d s , in a m a n n e r c o nsistent with i t s resources and capabilities. N I - A n i n s t i t u t i o n in this g r o u p n e e d s to i m p r o v e i t s o v e r a l l record o f a s c e r t a i n i n g a n d h e l p i n g to m e e t th e c r e d i t n e e d s of its e n t i r e d e l i n e a t e d community, i n c l u d i n g l o w - a n d moderate-income n e i g h b o r h o o d s , in a m a n n e r c o n s i s t e n t w i t h its r e s o u r c e s a n d capabilities. S N - 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 o f a s c e r t a i n i n g a n d h e l p i n g to m e e t th e c r e d i t needs o f its e n t i r e d e l i n e a t e d community, i n c l u d i n g l o w - a n d m o d e r a t e i n c o m e n e i g h b o r h o o d s , in a m a n n e r c o n s i s t e n t w i t h i t s resources and capabilities. BANK NAME/LOCATION -Grayling State Bank 305 M i c h i g a n A v e n u e B o x 489 Grayling, M i c h i g a n (517) 3 4 8-7631 EXAMINATION DAT E 4 9 738 -First Trust & S a v i n g s B a n k 111 E a s t S e c o n d Str e e t A u r e l i a , Iowa 5 1 005 (712) 434-2291 RATINGS 10/04/93 10/04/93 S S AVAILABILITY OF CRA PUBLIC EVALUATIONS The f o l l o w i n g s t a t e m e m b e r banks have b e e n e x a m i n e d b y the F e d e r a l R e s e r v e B a n k o f Chicago fo r c o m p l i a n c e w i t h the CRA. The 3 0 - b u s i n e s s d a y p e r i o d the ba n k h a s to m a k e the e v 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 ending J a n u a r y 7, 1994. I f y o u are i n t e r e s t e d in o b t a i n i n g a co p y o f the e v a l u a t i o n d o c u m e n t , p l e a s e c o n t a c t the b a n k ( s ) directly. Identification O o f Ratines - An i n s t i t u t i o n in this group has an o u t s t a n d i n g r e c o r d of, a n d is a l e a d e r in, a s c e r t a i n i n g and h e l p i n g to m e e t the c r e d i t n e e d s o f its entire d e l i n e a t e d c o mmunity, 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 n e i g h b o r h o o d s , in a m a n n e r c o n s i s t e n t w i t h its resources and c a p a b i l i t i e s . S - A n i n s t i t u t i o n 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 ping to me e t the credit n e e d s o f its e n t i r e 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 n e i g h b o r h o o d s , in a m a n n e r c o n s i s t e n t w i t h its r e s o u r c e s and c a p a b i l i t i e s . NT ~ A n i n s t i t u t i o n in this group n e e d s to i m p r o v e its overall r e c o r d o f a s c e r t a i n i n g and h e l p i n g to m e e t the c r e d i t n e e d s o f its e n t i r e deli 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 n e i g h b o r h o o d s , in a m a n n e r c o n s i s t e n t w ith its r e s o u r c e s and c a p a b i l i t i e s . S N - A n i n s t i t u t i o n in this group 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 o f a s c e r t a i n i n g and h e l p i n g to m e e t the c r edit n e e d s o f i ts e n t i r e delin e a t e d community, i n c l u d i n g l o w - a n d m o d e r a t e - i n c o m e n e i g h b o r h o o d s , in a m a n n e r c o n s i s t e n t w i t h its r e s o u r c e s and c a p a b i l i t i e s . B A N K N A M E /L O C A T I O N - C h e m i c a l B a n k a n d Trust C o m p a n y 333 E a s t M a i n Str e e t B o x 231 Midland, Michi g a n 48640 (517) 6 3 1 - 9 2 0 0 EXAMINATION DATE 9/07793 RATINGS S Federal Reserve Bank of St. Louis FOR THE WEEK ENDING JANUARY 7. 1994 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE Application End of Comment Period None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application End of Comment Period * Section 3(a)(3) application by Liberty National Bancorp, Inc., Louisville, Kentucky, to convert its thrift subsidiary, First Federal Savings Bank, Hopkinsville, Kentucky, into a bank, Liberty National Bank and Trust Company of Western Kentucky, Hopkinsville, Kentucky. Newspaper: 2-5-94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period * Section 4(c)(8) application by First Tennessee National Corporation, Memphis, Tennessee, to acquire Highland Capital Management Corporation, a Delaware corporation engaged in investment advisory activities. Not yet available * Section 4(c)(8) application by National Commerce Bancorporation, Memphis, Tennessee, to acquire Brooks, Montague & Associates, Inc., Chattanooga, Tennessee, a company engaged in investment advisory services. Not yet available SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application None. *This application is subject to CRA. End of Comment Period 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 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 tow- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs An institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record o f meeting community credit needs An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record 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. FOR THE WEEK ENDING Name of Bank None January 7, 1994 Bank Address Examination Date Examination Rating FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Endincr Date Application 2-7-94 Norwest Corporation Mpls, MN For one of its subsidiary banks, Norwest Bank Arizona, N.A., Phoenix, AZ, to purchase certain assets and assume certain liabili ties related to a Phoenix, AZ, branch of First Nationwide Bank, fsb, San Francisco, CA Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Endincr Date Community First Bankshares, Inc. Fargo, ND To acquire 100% of the voting shares of Grand National Bank of Colorado, Fraser, Colorado* Not yet available Reuben A. Ellingson and Eunice R. Ellingson Family Revocable Living Trust To acquire control of 16.53% of the voting shares of State Bank of Bottineau Holding Company, Bottineau, ND Not yet available Wishek Grandchildren's Voting Trust To acquire control of 44.97% of the voting shares of McIntosh County Bank Holding Company, Inc., Ashby, ND Not yet available Brill Bancshares, Inc. Owen, WI To become a bank holding company through the acquisition of 89.9% of the voting shares of Brill State Bank, Brill, WI* Not yet available *Subject to CRA F E D E R A L R E SERVE B A N K OF M I N N E A P O L I S Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date Application Rochester Bank and Trust Co. Rochester, MN To become a bank holding company through the acquisiton of 100% of the voting shares of the Security State Bank of Hammond, Hammond, MN* Not yet available Aumanchester, Inc. Rochester, MN To acquire of 100% of the voting shares of the Security State Bank of Hammond, Hammond, MN* Not yet available Richard Glynn, Duane Steege and Lester Timm To each increase their ownership to 28.05% of the voting shares of Northeast Bancorp, Inc., Brandon, SD Not yet available Section III - Applications Subject to Federal Register Notice Only Application Norwest Corporation Mpls, MN To engage in securities brokerage activities through the acquisition of certain assets of First Nation wide Investment Center, Phoenix, AZ Comment Period Ending Date 1-31-94 First Bank System, Inc. Mpls, MN To engage de novo in certain data processing activities in Arizona, Florida, Kansas, Missouri, Texas, and Utah Not yet available First Bank System, Inc. Mpls, MN To engage de novo in certain data processing activities nationwide. Not yet available ♦Subject to CRA Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Root River State Bank Chatfield, MN To increase its investment in bank premises by $1.2M FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending January 8, 1994 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 moderateincome 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. B A N K (S ) EXAMINED DATE OF EXAMINATION First State Bank September 27, 1993 of Rushmore 103 North Thompson, Box 48 Rushmore, MN 56168-0048 (507) 478-4121 CRA RATING Outstanding Federal Reserve Bank of Kansas City SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE First State Bank of Taos, Taos, New Mexico, for prior approval to establish a branch location in Sycamore Plaza Shopping Center, Albuquerque, New Mexico. Not Available BancFirst, Oklahoma City, Oklahoma, for prior approval to merge with First City Bank, Tulsa, Oklahoma. Not Available SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION Don Bodard, Shawnee, Oklahoma, for prior approval to acquire 100 percent of the voting shares of First Medicine Lodge Bancshares, Inc., Medicine Lodge, Kansas. COMMENT PERIOD ENDING DATE Not Available SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION First Medicine Lodge Bancshares, Inc., Medicine Lodge, Kansas, for prior approval to redeem 2,633 shares of its own voting common stock. Maple Hill Bancshares, Inc., Maple Hill, Kansas, for prior approval to repurchase 5,000 shares of its own common stock. Federal Reserve Bank of Kansas City S E C T I O N V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: Outs t a n d i n g record of meeting community credit needs An institution in this group has an outstanding record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome 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 moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Exam Date Bank of S outhern Colorado 09-07-93 P.O. B o x 7194 Pueblo West, Colorado 81007-0194 ♦Application is subject to CRA. CRA Public Date 01-03-94 CRA Rating Satisfactory FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF JANUARY 3, 1994 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP ♦Section 9 application received from Central Bank, Monroe, LA, to establish a branch at 1714 East Madison Ave., Bastrop, LA 71220) 94/01/19 ♦Section 9 application received from Central Bank, Monroe, LA, to establish a branch at 2265 South MacArthur Dr., Alexandria, LA 71315) 94/01/19 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ** NOTICE EXP ♦Section 3(a)(1) application by Mission-Heights Management Company, Ltd., Houston, TX, to acquire IBID, Inc., Wilmington, DE; Independent Bancorp, Inc., Channelview, TX; and Channelview Bank, Channelview, TX (Previously reported during the week of 12-27-93) Change in Control Notice by Catherine Finn ("Trustee"), Dallas, TX, and Shannon Wood ("Trustee"), Refugio, TX, to acquire an interest in Howland Bancshares, Inc., Robstown, TX (Previously reported during the week of 12-6-93) 94/01/24 94/01/12 ♦Section 3(a)(1) application by Limestone Bancshares, Inc., Mexia, TX, to acquire First National Bank of Mexia, Mexia, TX N/A ♦Section 3(a)(5) application by Western Commerce Bancshares of Carlsbad, Inc., Carlsbad, NM, to acquire Western Bancshares of Clovis, Inc., Carlsbad, NM N/A SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION None. NOTICE EXP SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None.* * SUBJECT TO CRA. ** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY. N/A - NOT AVAILABLE AT THIS TIME. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS FOR THE WEEK OF JANUARY 3, 1994 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 Date of Examination Landmark Bank - Mid Cities 150 Westpark Way, Ste. 130 P. 0. Box 1330 Euless, Texas 76039 93/10/04 Satisfactory Wellington State Bank 1000 Eighth Street P.0. Box 1032 Wellington, Texas 79095 93/09/27 Outstanding CRA Rating FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 1/07/94 Section I - Applications Sub.iect to Newspaper Notice Only Ap d Iication Comment Period Ending Date Bank of America Nevada, Las Vegas, Nevada, to establish a depository ATM in the Von's Grocery Store at the corners of Pecos and Windmill, Las Vegas, Nevada. * Newspaper: Not available Section II - Applications Sub.iect to Both Newspaper and Federal Register Notice Kaharudin Latief, Jakarta, Indonesia, to acquire 33 1/3 percent of Bank of San Francisco Bank Holding Company, San Francisco, California. * Newspaper: Not available Fed. Reg.: Not available Section III - Applications Sub.iect to Federal Register Notice Only U.S. Bancorp, Portland, Oregon, to engage directly in data processing activities through the use of customers' personal computers. Fed. Rea.: 1/19/94 Home Credit Corporation, Salt Lake City, Utah, to engage directly in lending activities. Fed. Rea.: 2/01/94 Section IV - Applications Not Sub.iect to Federal Register Notice or Newspaper Notice None * Subject to CRA. FEDERAL RESERVE BANK OF SAN FRANCISCO (cont'd.) Week Ending 1/07/94 Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during the week ending January 7, 1994. Information about a particular institution's CRA evaluation may be obtained directly from the institution. Examination Date Rating* Institution Location West One Bank Idaho P.0. Box 8247 Boise, ID 83733 (208) 383-7000 09/13/93 Satisfactory Home Valley Bank P.0. Box 129 10/04/93 Cave Junction, OR 97523 (503) 592-4663 Satisfactory *Under the rating system an institution's CRA performance is assigned one of the following four ratings: 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 moderateincome neighborhoods, in a manner consistent with its resouces and capabilities Substantial noncomoliance 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 moderateincome neighborhoods, in a manner consistent with its resouces and capabilities