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'■ ■ .. ■■■ ANNOUNCEMENT BOARD OF GOVERNORS H.2, 1989, No. 28 Actions of the Board, its Staff, and the Federal Reserve Banks; Applications and Reports Received During the Week Ending July 15, 1989. JL 3 ‘ & 55 i f ' M E .FEDERAL RESERVE SYSTEM r t V\ ACTIONS THE BOARD OF GOVERNORS • • BANK HOLDING COMPANIES SouthTrust Corporation, Birmingham, Alabama — to underwrite and deal in securities, to offer full-service brokerage services and investment advice, and to engage in commercial paper and in private placement activities through SouthTrust Securities, Incorporated. Approved, July 10, 1989. TESTIMONY AND STATEMENTS National Flood Insurance Program — letter to Congressman Erdreich, Chairman of the Subcommittee on Policy Research and Insurance of the House Committee on Banking, Finance and Urban Affairs. Approved, July 11, 1989. ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY A B B R E V I A T I O N S : BS&R - Banking Supervision and Regulation; C&CA - Consumer and Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve Bank Operations; GC - General Counsel; IF - International Finance; OSDM - Office of Staff Director for Management BANK BRANCHES, DOMESTIC Minneapolis Farmers & Merchants Bank, Huron, South Dakota — to establish a branch at 1920 Broadway, Yankton, South Dakota. Approved, July 11, 1989. Cleveland Fifth T h i r d Bank, Columbus, Ohio — to establish a branch at Columbus City Center, Building D Store 127. Approved, July 11, 1989. Atlanta Merchant B a n k of Florida, Brandon, Florida — to establish a branch at Teco Plaza, 702 North Franklin Street, Tampa, Florida. Approved, July 12, 1989. Dallas Texas Commerce Bank - Rio Grande Valley, Brownsville, Texas — to establish a branch at 2300 Boca Chica, Brownsville, Texas. Approved, July 13, 1989. H .2 JULY 9, 1989 PAGE 2 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Staff Director BS&R Allegheny Bankshares Corporation, Lewisburg, West Virginia — transfer agent registration. Approved, July 12, 1989. Chicago Bank of Elmwood Employee Stock Ownership Plan and Trust, Racine, Wisconsin — to acquire Elmwood Financial Corporation, and Bank of Elmwood, Elmwood, Wisconsin. Approved, July 12, 1989. Staff Director BS&R Barnett Brokerage, Service, Inc., Jacksonville, Florida — request for relief from commitment not to act as a principal or take a position in any securities it brokers. Granted, July 10, 1989. Atlanta BMR Financial Group, Inc., Atlanta, Georgia — to acquire Bay Bankshares, Inc., Clearwater, Florida; Ameribank; and Ameribank of Oldsmar, Oldsmar, Florida. Approved, July 13, 1989. Kansas City BOC Banshares, Inc., Chouteau, Oklahoma — B a n k of Commerce. Approved, July 13, 1989. Atlanta Da d e l a n d Bancshares, Inc., Miami, Florida; Dadeland Bank; and Community Bank of Homestead, Homestead, F l o rida — to retain shares of Financial Processors, Inc., Miami, Florida. Withdrawn, July 10, 1989. Cleveland Fifth T h i r d Bancorp, Cincinnati, Ohio — to acquire C.S. Bancshares, Inc., C o n n e r s v i l l e , Indiana. Approved, July 14, 1989. Boston Fleet / Norstar Financial Group, Inc., Providence, Rhode Island — to transfer certain accounts of Shatkin Financial Services, Inc., Chicago, Illinois to Norstar Brokerage Corporation, New York, New York. Approved, July 11, 1989. to acquire H .2 JULY 9, 1989 PAGE 3 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Atlanta Franklin Financial Corporation, Franklin, Tennessee — to acquire Franklin National Bank. Approved, July 14, 1989. New York Fuji Bank, Limited, Tokyo, Japan — to acquire certain factoring assets of NatWest Commercial Services, Inc., New York, New York. Approved, July 12, 1989. San Francisco Gateway Bancorp, Inc., Phoenix, Arizona — to engage in credit card authorization services through Allied Investment Company, Inc. Returned, July 12, 1989. Philadelphia Guaranty Bancshares Corporation, Shamokin, Pennsylvania — to acquire Guaranty Bank of Princeton, Princeton, New Jersey. Approved, July 12, 1989. New York Midlantic Corporation, Edison, New Jersey — to acquire Central Trust Company, Rochester, New York; Endicott Trust Company, Endicott, New York; The First National Bank of Moravia, Moravia, New York, The Merchants National Bank & Trust Company of Syracuse, Syracuse, New York, and Union National Bank, Albany, New Yo r k A p p r o v e d , July 14, 1989. Secretary National City Corporation, Cleveland, Ohio — to acquire Shawmut Mortgage Corporation, Miamisburg, Ohio, and engage in mortgage banking activities and credit related i n s u r a n c e . Approved, July 13, 1989. H.2 JULY 9, 1989 PAGE 4 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES New York National Westminster PLC, London, England; NatWest Holdings Inc., Wilmington, Delaware; and National Westminster Bancorp Inc., New York, New Yor k — to acquire Ultra Bancorporation, Bridgewater, New Jersey; Ultra Bancorporation to merge with National Westminster Bancorp NJ, Jersey City, New Jersey; and coincident with the merger of Ultra Bancorporation, National Westminster Bancorp NJ to acquire Ultra Bancor p o r a t i o n Ts interest in B a n c o r p s 1 International Trading Corporation, Bridgewater, New Jersey, an export trading company. Approved, July 12, 1989. Minneapolis New Richland Bancshares, Inc., New Richland, Minnesota — to acquire State Bank of New Richland, New Richland, Minnesota. Approved, July 14, 1989. Atlanta North Georgia National Bancshares, Inc., Woodstock, Georgia — to acquire North Georgia National Bank. Approved, July 13, 1989. New York Texas Commerce Bancshares, Inc.," Houston, Texas — exemption from Regulation L to permit William D. Ruckelshaus to serve as a director of the Texas Commerce Bancshares> Inc., Houston Texas, while also serving as a director of Weyerhaeuser Company, Tacoma, Washington. Granted, July 13, 1989. Boston United S a v e r Ts Bancorp, Inc., Manchester, New Hampshire — to continue to engage in loan servicing activities. Approved, July 11, 1989. Boston Wachusett Bancorp, Inc., Clinton, Massachusetts — acquire Clinton Savings Bank. Withdrawn, July 14, 1989. Kansas City Wauneta Falls Bancorp, Inc., Wauneta, Nebraska — acquire W a u n e t a Falls Bank. Approved, July 11, 1989. to to H.2 JULY 9, 1989 PAGE 5 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK MERGERS Richmond Crestar Bank, Richmond, Virginia — to merge with Mountain National Bank of Clifton Forge, Clifton Forge, Virginia. Approved, July 10, 1989. BANK PREMISES Chicago Bank of Sturgeon Bay, Sturgeon Bay, Wisconsin — investment in bank premises. Approved, July 14, 1989. Staff Director BS&R Bankers Trust Company, Des Moines, Iowa — in bank premises. Approved, July 13, 1989. Cleveland Sabina Bank, Sabina, Ohio — premises. Approved, July 10, 1989. Staff Director BS&R United States Trust Company of New York, New York, New York — investment in bank premises. Approved, July 13, 1989. investment investment in bank BANKS, STATE MEMBER Staff Director BS&R First Bank North, Freeport, Illinois — agent registration. Approved, July 12, 1989. transfer CAPITAL STOCK Chicago Cleghorn Financial, Inc., Omaha, Nebraska — redemption of shares. Approved, July 14, 1989. Boston Family Bancorp, Haverhill, Massachusetts — redemption of shares. Approved, July 9, 1989. Minneapolis Farmers and Merchants Financial Services, Inc., St. Paul, Minnesota — redemption of shares. Approved, July 14, 1989. H.2 JULY 9, 1989 PAGE 6 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CHANGE IN BANK CONTROL Kansas City American Banc Corporation, Fremont, Nebraska — change in bank c o n t r o l . Permitted, July 14, 1989. Cleveland Ameritrust Corporation, Cleveland, Ohio — bank c o n t r o l . Permitted, July 11, 1989. Richmond ENB Financial Corporation, Elkridge, Maryland — change in bank c o n t r o l . Permitted, July 12, 1989. Chicago First Alsip Bancorp, Inc., Alsip, Illinois — in bank c o n t r o l . Returned, July 13, 1989. Chicago Oswego Bancshares, Inc., Oswego, Illinois — in ba n k c o n t r o l . Permitted, July 12, 1989. Dallas Premier Bancshares of Texas, Inc., Kerrville, Texas — change in bank c o n t r o l . Returned, July 14, 1989. S t . Louis Rosedale First National Corp. Rosedale, Mississippi — change in bank c o n t r o l . Withdrawn, July 12, 1989. Kansas City Stigler Bancorporation, Stigler, Oklahoma — in bank c o n t r o l . Permitted, July 13, 1989. change in change change change COMPETITIVE FACTORS REPORTS Kansas City B a n k of Oklahoma, N.A., Tulsa, Oklahoma, proposed merger with Ban k of Oklahoma, Broken Arrow, N.A., Broken Arrow, Oklahoma; Bank of Oklahoma, City Plaza, Tulsa; Bank of Oklahoma, Lewis Center, Tulsa; and Bank of Oklahoma, Southwest Tulsa, Tulsa, Oklahoma — report on competitive factors. Submitted, July 14, 1989. Kansas City Ban k of Papillon, Papillon, Nebraska, proposed merger with Bank of the Midlands — report on competitive factors. Submitted, July 13, 1989. H.2 JULY 9, 1989 PAGE 7 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Dallas Bonham State Bank* Bonham, Texas, proposed merger with Willow Bend National Bank, Plano, Texas — report on competitive factors. Submitted, July 11, 1989. Dallas Capital Bank of Delhi, Delhi, Texas, proposed merger with Security Bank, Monroe, Louisiana, Monroe, Louisiana — report on competitive factors. Submitted, July 11, 1989. Philadelphia Coastal Bank, Ocean City, New Jersey, proposed purchase of certain assets and assumption of deposit liabilities of the National Westminster Bank Branch at 155 Shore Road, Ocean View, New Jersey. Submitted, July 12, 1989. Kansas City Commercial proposed Oklahoma Submitted, Atlanta First National Ban k of Lake Charles, Lake Charles, Louisiana, proposed merger with National Bank of Commerce, DeRidder, Louisiana — report on compet itive f a c t o r s . Submitted, July 14, 1989. Chicago Bank, N.A., Oklahoma City, Oklahoma, merger with Mercantile Bank, N.A., Moore, — report on competitive factors. July 13, 1989. F 8 M Bank Hilbert, Hilbert, Wisconsin, proposed merger with F 8 M Bank - Forest Junction, Forest Junction, Wisconsin — report on competitive factors. Submitted, July 10, 1989. Chicago INB National Bank, Indianapolis, Indiana, proposed merger wit h Citizens National Ba n k of Bedford, Bedford, Indiana — report on competitive factors. Submitted, July 12, 1989. Philadelphia Jefferson Bank, Haverford, Pennsylvania, proposed purchase of certain assets and assumption of deposit liabilities of the 5th and Chestnut Streets Branch of Frankford Trust Company, Philadelphia, P e n nsylvania — report on competitive factors. Submitted, July 12, 1989. H.2 JULY 9, 1989 PAGE 8 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Dallas Johnson County Bank* N.A., Cleburne, Texas, proposed merger with First State Bank, Rio Vista, Texas — report on competitive factors. Submitted, July 11, 1989. Kansas City Key Bank of Wyoming - Casper, Casper, Wyoming, proposed merger with Key Bank of Wyoming - Douglas, Douglas; Key Bank of Wyoming - Gillette, Gillette; Key Bank of Wyoming - Lusk, Lusk; Key Bank of Wyoming - Sheridan, Sheridan; and Key Bank of Wyoming - Wheatland, Wheatland, Wyoming — report on competitive factors. Submitted, July 13, 1989. Kansas City Key Bank of Wyoming - Cheyenne, Cheyenne, Wyoming, proposed merger with Key Bank of Wyoming Torrington, Torrington, Wyoming — report on competitive factors. Submitted, July 12, 1989. Kansas City Key Bank of Wyoming - Jackson, Jackson, Wyoming, proposed merger with Key Bank of Wyoming - Big Piney, Big Piney; Key Bank of Wyoming - Evanston, Evanston; and Key Bank of Wyoming - Kemmerer, Kemmerer, Wyoming — report on competitive factors. Submitted, July 12, 1989. Kansas City Key Bank of Wyoming - Riverton, Riverton, Wyoming, proposed merger with Key Bank of Wyoming - Cody, Cody, Wyoming; Key Bank of Wyoming - Lander, Lander; and Key Ba n k of Wyoming - Worland — report on competitive factors. Submitted, July 12, 1989. Kansas City Key Bank of Wyoming - Roc k Springs, Rock Springs, Wyoming, proposed merger with Key Bank of Wyoming Green River, Green River; Key Bank of Wyoming Laramie, Laramie; Key Bank of Wyoming - Rawlins, Rawlins; and Key Bank of Wyoming - Saratoga, Saratoga, Wyoming — report on competitive factors. Submitted, July 12, 1989. H.2 JULY 9, 1989 PAGE 9 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS New York National Bank of Sussex County, Branchville, New Jersey, proposed purchase of the assets and assumption of the liabilities of the Netcong Office of Crestmont Federal Savings and Loan Association, Edison Township, New Jersey — * report on competitive factors. Submitted, July 12, 1989. Chicago NBD Commerce Bank, Lansing, Michigan, proposed merger with Community State Bank, Fowlerville, Michigan — report on competitive factors. Submitted, July 10, 1989. Kansas City Nebraska State Bank, Ord, Nebraska, proposed merger with Bank of Burwell, Burwell, Nebraska — report on competitive factors. Submitted, July 14, 1989. Chicago St. Francis State Bank, St. Francis, Wisconsin, pr oposed merger with F&M Interim Bank of St. Francis — report on competitive factors. Submitted, July 12, 1989. Dallas Texas Commerce Bank - Rio Grande Valley, Brownsville, Texas, proposed purchase of assets and assumption of liabilities of National Bank of Commerce of Brownsville — report on competitive factors. Submitted, July 13, 1989. EXTENSIONS OF TIME San Francisco BankA m e r i c a Corporation, San Francisco, California extension to divest certain property. Granted, July 12, 1989. San Francisco Br i g h t o n Bancorp, Salt Lake City, Utah — to October 15, 1989, to redeem shares. Granted, July 12, 1989. Philadelphia CoreStates Financial Corp., Philadelphia, Pen n s y l v a n i a -- extension to October 11, 1989, to engage in und e r w r i t i n g and dealing in certain securities through CoreStates Securities Corp. Granted, July 11, 1989. extension H .2 JULY 9, 1989 PAGE 10 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME San Francisco Security Pacific Corporation, Los Angeles, California — extensions to divest certain properties. Granted, July 11, 1989. INTERNATIONAL OPERATIONS Staff Director BS&R Bank of America San Francisco, investment in Permitted, July National Trust & Savings Association, California — to make an additional KorAm Bank, Seoul, Korea. 13, 1989. San Francisco United States National Bank of Oregon, Portland, Oregon — to establish an Edge Act corporation, U.S. Bank International, Portland, Oregon, with branches in San Mateo and Los Angeles, California. Approved, July 10, 1989. S t . Louis Mid ~ America Bank of Louisville and Trust Company, Louisville, Kentucky -- to become a member of the Federal Reserve System. Approved, July 14, 1989. MEMBERSHIP RESERVE BANK OPERATIONS Director, FRBO Federal Reserve Bank of Dallas — drives and disk controllers. Approved, July 10, 1989. to purchase disk RESERVE BANK SERVICES Director, FRBO Federal Reserve Bank of Kansas City — to offer a fixed availability deposit option on sorted unqualified local and nonlocal return item deposits. Approved, July 13, 1989. H .2 ADDITIONS AND CORRECTIONS JULY 9, 1989 PAGE 11 TO JULY 14, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Boston BT Holding Company L.P., Boston, Massachusetts; Wainwright Capital Company L.P.; Wainwright Capital Management Company L.; and Wainwright Capital Corp of Boston — to retain International Heritage Corp., Boston, Massachusetts. Withdrawn, April 5, 1989. San Francisco Salinas Valley Bancorp, Salinas, California — acquire Bank of Salinas. Returned, June 9, 1989. to COMPETITIVE FACTORS REPORTS Atlanta Barnett Bank of Atlanta, Palmetto, Georgia, proposed merger with Investors Bank & Trust, Duluth, Georgia — report on competitive factors. Submitted, July 7, 1989. Atlanta Southeast Bank, N.A., Miami, Florida, proposed purchase of certain assets and assumption of certain liabilities of thirteen branches of American Pioneer Savings Bank, Orlando, Florida — report on competitive factors. Submitted, July 7, 1989. EXTENSIONS OF TIME San Francisco World Trade Bancorp, Beverly Hills, California — extension to December 31, 1989, to achieve change in bank c o n t r o l . Granted, July 5, 1989. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS 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 Lee National Banc Corp, Lee, Massachusetts - 3(a)(1) application to become a bank holding company through the acquisition of First National Bank of the Berkshires, Lee, Massachusetts* Newspaper Federal Register 8-10-89 Not Yet Established SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Application Comment Period Ending Date NONE Federal Reserve Bank of 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 Harmonia Bancorp, Inc., Kenilworth, New Jersey to became a bank holding company with respect to Harmonia Savings Bank, Kenilworth, New Jersey. 1/ 8/12/89 3/ Ira Hoberman, Lakewood, New Jersey to increase his interest in Fist State Bancorp, Howell, New Jersey to 16.48%. 8/1/89 3/ SECTION III Nonbanking Applications (Subject to Federal Register Notice Only) Barclays PIC, London, England; Barclays Bank PIC, London, England; Baybanks, Inc., Boston, Massachusetts; Chemical Banking Corporation, New York, New York; Manufacturers Hanover Corporation, New York, New York; National Westminster Bank PLC, London, England; NatWest Holdings Inc., New York, New York; Northeast Bancorp, Inc., New Haven, Connecticut; The Bank of New York Company, Inc., New York, New York; The Chase Manhattan Corporation, New York, New York; The Hongkong and Shanghai Banking Corporation, Hong Kong, B.C.C.; Kellett NV, Curacao, Netherlands Antilles; HSBC Holdings BV, Amsterdam, the Netherlands; and Marine Midland Banks, Inc., Buffalo, New York to acquire, indirectly through The New York Switch Corporation, Datek Instacard Corporation, Buffalo, New York and thereby to engage in data processing and related activities. N/A Canadian Imperial Bank of Commerce, Toronto, Canada to engage through its subsidiary, Wood Gundy Corp., in the private placement of debt and equity securities. N/A The Fuji Bank, Ltd., Tokyo, Japan to engage through its subsidiary, Heller Capital Markets Group, Inc., in financial advisory activities, placing, as the issuer's agent, commercial paper, acting as agent, broker or advisor in the leasing of personal property and loan marketing activities. N/A Federal Reserve Bank of New York Comment Period Ending Date Nippon Credit Bank Ltd., Tokyo, Japan, to engage through its subsidiary, Eastbridge Capital, Inc., in acting as investment adviser to investment companies. N/A SECTION IV Applications Not Involving ______ Public Comment______ Manufacturers Hanover Corporation, New York to mate an additional investment in Manufacturers Hanover Leasing International Corporation, New York, New York ("MHLT"), and to contribute MHLI to Manufacturers Hanover International Finance Corporation, New York, New York ("MHIFC"); MHIFC also to mate an additional investment in Manufacturers Hanover Arrendamento Mercantil, S.A., Rio de Janeiro, Brazil. 1/ 2/ 3/ Subject to provisions of Community Reinvestment Act. Later of dates specified in newspaper and Federal Register notices. Data specified in newspaper notice; a later date may be specified in the Federal Register notice. N/A - Not Available FEDERAL RESERVE BAN KO F PHILADELPHIA SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date Montour Bank (in organization), Danville, PA for membership in the Federal Reserve System pursuant to Section 9 of the Federal Reserve Act and Section 208.4 of Regulation Y. 8/13/89 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Comment Period Ending Date None. SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Comment Period Ending Date None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE* OR NEWSPAPER NOTICE None. JV Subject to provisions of Community Reinvestment Act. *N/A - not yet available. Ten Independence Mall, Philadelphia, PA 19106-1574, (215) 574-6000 Applications Bulletin For Week Ending July 15, 1989 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY COMMENT PERIOD ENDING A P P L IC A T IO N Received two (2) applications on July io , 1989 from The Provident Bank, Cincinnati, Ohio, for permission to relocate existing branches at 2739 Madison Road and 3195 Linwood Avenue, both located in Cincinnati, Ohio, to 3880 Paxton Avenue, Cincinnati, Ohio. *A ugust 7, 1989 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE NONE SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER N O T IC E ONLY Received Section 4(c)(8) Notice on June 29, 1989 fran Hometown Bancshares, Inc., Middleboume, West Virginia, of its intent to engage in general insurance agency activities in towns having a population of 5,000 or less through Hometown Insurance Agency, Inc., a wholly-owned subsidiary pursuant to Section 225.25(b)(8)(iii)(A) of Regulation Y. July 28, 1989 - SuDject to CRA # - Expected to end a p p ro x im a te ly 30 days from the date o f r e c e ip t N - Newspaper Comment P eriod F - Federal R e g is te r Comment P eriod Applications Bulletin For Week Ending July 15, 1989 SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE to® * # N F - Subject to CRA Expected to end approximately 30 days from the date of receipt Newspaper Comment Period Federal Register Comment Period 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 H orizon Bancorp, Inc., Bethesda, Maryland, for prior approval to become a bank holding company through the acquisition of GOLDCrest Bank, Bethesda, Maryland, a de novo bank.* 8-4-89 Section III - Applications Subject to Federal Register Notice A p p lication Comment Period Ending Date None Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application None ^Application is subject to CRA. July 10, 1989 Federal Reserve Bank of Atlanta Applications Bulletin Section I - Applications Subject to Newspaper Notice Only Application Conxnent Period Ending Date Emerald Coast State Bank 07-31-89 (CRA) Mary Esther, Florida To relocate its Main Office from 130 Miracle Strip Parkway West, Mary Esther, Florida, to the c o m e r of Beal Parkway and Carmel Drive. First Interim Bank of Crestview 06-26-89 (CRA) Crestview, Florida Newspaper To become a member of the Federal Reserve System, pursuant to section 9 of the Federal Reserve Act. Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Conment Period Ending Date Metro Bank of Dade County 07-20-89 Coral Gables, Florida Federal Register & Newspaper Change in control by Fred Havenick and Barbara Havenick to acquire up to 20.6 percent of the outstanding shares. Bryan Bancorp of Georgia, Inc. 07-31-89 Richmond Hill, Georgia Federal Register 1-BHC formation, Bryan Bank & Trust, Richmond Hill, Georgia. CB&T Bancshares, Inc. 07-06-89 Columbus, Georgia Federal Register To merge with Vanguard Banks, Inc., Valparaiso, Florida, and thereby indirectly acquire its subsidiary bank, Vanguard Bank and Trust Ccnpany, Valparaiso, Florida. AgriSource Incorporated 07-26-89 Rayne, Louisiana Federal Register 1-BHC formation, Bank of Southwest Louisiana, Oakdale, Louisiana. Cen-La Bancshares, Inc. 07-24-89 Marksville, Louisiana Newspaper To retain indirect ownership (5.59 percent) of Union Bancshares, Inc., Marksville, Louisiana (after-the-fact). Federal Reserve Bank of Chicago Section I - Applications Subject to Newspapc Notice Only Type Application Branch/24A Sparta State Bank Sparta, Michigan 416 Division St. Sparta, Michigan - 24A* Comment Period Ending Date N - 5-11-89 Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Type Application Y-2 First Chicago Acquisition III Corp. Chicago, Illinois Ravenswood Financial Corporation Chicago, Illinois Bank of Ravenswood Chicago, Illinois* N - 7-7-89 FR - 7-17-89 Y-2 First Chicago Corporation Chicago, Illinois Ravenswood Financial Corporation Chicago, Illinois Bank of Ravenswood Chicago, Illinois* N - 7-7-89 FR - 7-17-89 Y-2 Salin Bancsharea of North Central Indiana, Inc. Indianapolis, Indiana Logansport Bancorp, Inc. Indianapolis, Indiana The Farmers & Merchants State Bank Logansport, Indiana* N - 8-1-89 FR - ** Y-l Withee Bank Shares, Inc. Withee, Wisconsin State Bank of Withee Withee, Wisconsin* N Cascade Bancorporation, Inc. Altoona, Iowa Wabeno Bancorporation, I n c • Altoona, Iowa State Bank of Wabeno Wabeno, Wisconsin* N Wabeno Bancorporation, Inc. Altoona, Iowa State Bank of Wabeno Wabeno, Wisconsin* N - 6-15-89 FR - 7-7-89 Y-2 Y-l - 7-7-89 FR - 8-2-89 - 6-15-89 FR - 7-7-89 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (continued) Comment Period Ending Date Type Application Y-l Illinois Valley Bancshares, Inc. Elmh u r s t , Illinois Colonial Trust & Savings Bank Peru, Illinois Illinois Regional Bank, Bureau County Princeton, Illinois* N - 7-18-89 FR - 7-7-89 Y-2 Northwest Illinois Bancorp, Inc Freeport, Illinois First Galena Bancshares, Inc Galena, Illinois The First National Bank of Galena Galena, Illinois* N - 7-21-89 FR - 7-14-89 Y-2 NWIB Acquisition Corporation, Inc Freeport, Illinois First Galena Bancshares, Inc Galena, Illinois The First National Bank of Galena Galena, Illinois* N - 7-21-89 FR - 7-14-89 Y-l Mansfield Bancorp, Inc Mansfield, Illinois People's State Bank of Mansfield Mansfield, Illinois* N - 7-22-89 FR - ** Y-2 Merchants National Corporation Indianapolis, Indiana First National Bankshares, Inc Logansport, Indiana The First National Bank of Logansport Logansport, Indiana First National Bank of Indiana Monticello, Indiana* N - ** FR - ** Y-l Westchester Financial Corporation Westchester, Illinois Westbank Westchester, Illinois* Y-l First Channahon Bancorp, Inc Naperville, Illinois WestBank/Orland Park Orland Park, Illinois (in organization)* N - ** FR - ** N - ** FR - ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (continued) Comment Period Ending Date Type Application Y-2 WestBank Financial Corporation Naperville, Illinois First Bank of Channahon (Charter Only) Channahon, 111inoi s WestBank/Orland Park (in organization) Orland Park, Illinois* N - ** FR - ** Y-2 First Chicago Corporation Chicago, Illinois The Winnetka Bank Winnetka, Illinois* N - ** FR - ** Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Type Application 4(c)(8) First Midwest Bancorp, Inc Naperville, Illinois First Midwest Asset Management Co. Joliet, Illinois Y-4 Bank of Montreal FR - ** Montreal, Canada Nesbitt Thomson Securities, Inc New York, New York - underwriting and dealing in debt and equity securities 4(c)(8) First Midwest Bancorp, Inc Naperville, Illinois Continue to engage in making, acquiring and servicing loans FR - ** Y-4 Johnson Heritage Bancorp, Ltd Racine, Wisconsin Johnson Heritage Trust Company Racine, Wisconsin FR - ** 4(c)(8) Erie Bancorp, Inc Erie, Illinois Engage in making and servicing loans FR - ** FR - 7-28-89 Federal Reserve Bank of Chicago Section IV - Applications Not Subject to Federal Register Notice Or Newspaper Notice Type Application None N FR * ** - Newspaper Federal Register Subject to Provisions of Community Reinvestment Act Not available at this time Fed eral Reserve Bank o f S t. Lo uis SECTION I ~ APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application Comment Period Ending Date ♦Section 3(a)(3) application by Liberty National Bancorp, Inc., Louisville, Kentucky, to acquire Florence Deposit Bank, Florence, Kentucky (Not available) ♦Section 3(a)(5) application by Union Planters Corporation, Memphis, Tennessee, to acquire National Commerce Corporation, New Albany, Mississippi (Not available) ♦Section 3(a)(1) application by First National Security Company, De Queen, Arkansas, to acquire First National Bank of De Queen, De Queen, Arkansas; Citizens National Bank of Nashville, Nashville, Arkansas; First National Bank of Howard County, Dierks, Arkansas; and Bank of Ashdown, N.A., Ashdown, Arkansas (Not available) ♦Section 3(a)(1) application by M & P Community Bancshares, Inc., Newport, Arkansas, to acquire Merchants and Planters Bank, Newport, Arkansas (Not available) Fe d e ra l Reserve Bank o f S t . Lo u is SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE FEDERAL RESERVE BANK OF MINNEAPOLIS 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 Application Comment Period Ending Date Primo Financial Services, Inc. Apple Valley, MN To acquire the State Bank of Hampton, Hampton, MN* Not yet available James W. Emison To acquire control of 26.23% of Henderson Bancorporation, Inc., Not yet available Henderson, MN Stearns Financial Services, Inc. Albany, MN To acquire (1) 80% of Stearns Agency, Inc., Albany, MN, which owns Stearns County Na tional Bank, Albany, MN; (2) 100% of Finan cial Services of Evansville, Inc., Evans ville, Inc., Evansville, MN, which owns Farmers State Bank, Evansville, MN; (3) 84.13% of Security State Bank, Holdingsford, MN; and (4) 94.56% of Farmers State Bank, Upsala, MN* Mar'tinius Corporation Rogers, MN To acquire Almelund Bancshares, Inc. Almelund, MN* First Bank System, Inc. Minneapolis, MN To merge with Northern Cities Bancorpora tion, Inc., Anoka, MN* *Subject to CRA 7-28-89 (Federal Register) 8-2-89 (Newspaper) Not yet available FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only Application Comment Period Ending Date Stearns Financial Services, Inc. Albany, MN To engage in general insurance agency activities in places with a population not exceeding 5,000 through the acqui sition of (1) Stearns Agency, Inc., Albany, MN; (2) Financial Services, of Evansville, Inc., Evansville, MN; and (3) Security Insurance Agency, Holdingsford, MN 7-28-89 Norwest Corporation Minneapolis, MN To engage in leasing personal or real property or acting as agent, broker or advisor in leasing such property and commercial finance through the acquisi tion of Crestwood Capital Corp., Minne apolis, MN and Crestwood Financial Corp. Minneapolis, MN. Not yet available Norwest Corporation Minneapolis, MN To engage de novo through Norwest Investment Services, Inc., in the following activities: 1) Underwriting and dealing in obligations that national banks are authorized to deal in; 2) Underwriting and dealing to a limited ex tent in certain securities national banks are ineligible to deal in; 3) Full service retail brokerage; 4) Providing private placement services for commercial paper, municipal revenue bonds, municipal leases, and mortgage-backed securi ties ; 5) Purchasing and selling precious metals and coins for the account of customers; and 6) Acting as a futures commission merchant. Not yet available FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Norwest Corporation Minneapolis, MN To redeem 2.1% of its voting shares. Federal Reserve Bank o f Kansas City SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION C O M M E N T P E R I O D E N DING DATE None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION C O M M E N T P E R I O D E N D I N G DATE Fourth Financial Corporation/ W i c h i t a / Kansas/ for prior a p p r o v a l t o a c q u i r e 100 p e r c e n t of the v o t i n g s h a r e s of T h e G a r d e n N a t i o n a l Ba n k of G a r d e n City/ G a r d e n City, K a n s a s . * Not Available B r u c e B. Morgan/ K a n s a s City/ M i s s o u r i / and D o n n a L. McCoy/ S h a w n e e / Kansas/ for prior a p p r o v a l for eac h t o a c q u i r e a 50 p e r c e n t o w n e r s h i p i n t e r e s t in P o l o B a n c s h a r e s , Inc./ Polo, M i s s o u r i . Not A v a i l a b l e C h r i s t o p h e r D i n s d a l e / S t e rli n g / Colorado; Thomas Stephen Dinsdale/ G r a n d Island/ N e b r a s k a ; J a n e t L y n n D i n s d a l e Ba r c l a y , G r a n d Isla n d , N e b r a s k a ; and Ja n e D i n s d a l e Rog e r s , Omaha, N e b r a s k a , for a p p r o v a l t o r e t a i n e a c h of t h e i r p r o p o r t i o n a t e o w n e r s h i p i n t e r e s t in W e l d S t a t e Co m p a n y , Ft. Lupton, C o l o r a d o , of 18 . 0 3 percent. Not A v a i l a b l e Jay D. Peters, Ma r t e l l , N e b r a s k a , for prior a p p r o v a l t o i n c r e a s e his p r o p o r t i o n a t e o w n e r s h i p i n t e r e s t in M a r t e l l F i n a n c i a l S e r v i c e s , Inc., M a r t e l l , N e b r a s k a , by 95.2 p e r c e n t t o 100 percent. J u l y 26, 1989 Fi r s t U n i v e r s a l B a n c o r p o r a t i o n , Inc., A u r o r a , C o l o r a d o , for p r i o r a p p r o v a l to a c q u i r e a n d m e r g e w i t h P i o n e e r B a n c o r p o r a t i o n , Inc., Denv e r , Color a d o , p a r e n t of C i t y C e n t e r N a t i o n a l Bank, A u r o r a , Colorado.* J u l y 26, 1989 Federal Reserve Bank of Kansas City Dennis S c h a r d t , D e s hler, Nebraska, for prior a p p r o v a l to a c q u i r e a 39.47 p e r c e n t o w n e r s h i p inte r e s t in Gibbon E x c h a n g e Company, Gibbon, N e b r a s k a ; R o n a l d Schardt, Deshler, N e b r a s k a , for pr i o r approval to a c q u i r e _.67 p e r c e n t ; Superior Deshler C o m p a n y , Deshler, Nebraska, for p r i o r a p p r o v a l to a c q u i r e 4.94 percent; V I E C o m pany, Deshler, N e b r a s k a , for p r i o r a p proval t o a c q u i r e 4.94 pe r c e n t ; and S&S I n d u s t r i e s , Inc., Deshler, N e b r a s k a , for p r i o r a p proval to a c q u i r e .65 p e r c e n t . J u l y 26, 1989 C r o s s w h i t e B a n k s h a r e s , Inc., Denver, C o l o r a d o , for prior a p p r o v a l to b e c o m e a bank h o l d i n g company t h r o u g h the a c q u i s i t i o n of 98.5 p e r c e n t of the v o t i n g shares of R o c k y F o r d N a t i o n a l Bank, R o c k y Ford, C o l o r a d o . * J u l y 20, 1989 Eri e B a n k s h a r e s , Inc., Erie, Kansas, for p r i o r a p p roval to a c q u i r e a n d m e r g e w i t h Chetopa S t a t e B a n c s h a r e s , Inc., Chetopa, Kansas, p a r e n t of Chetopa State Bank & T r u s t Co., Chetopa, Kansas; First N e o d e s h a B a n c s h a r e s , Inc., N e o d e s h a , K a n s a s , parent of First N e o d e s h a B a n k , N e o d e s h a , Kansas; and N e o s h o C o u n t y B a n c s hares, Inc., Chanute, K a n s a s , p a r e n t of Bank of Comme r c e , C h a n u t e , Kansas.* J u l y 20, 1989 Don D e n n i s , Grady, Oklahoma, for ap p r o v a l t o r e t a i n his p r o p o r t i o n a t e o w n e r s h i p interest in C i t i z e n s C o m m e r c e Corporatio n , Ar d m o r e , O k l a h o m a , of 10.50 percent. J u l y 20, 1989 C e n t r a l of K a n s a s , Inc., Jun c t i o n City, K a n s a s , for prior approval t o i n d i r e c t l y a c q u i r e 100 perce n t of the v o t i n g s h a r e s of The Du r h a m State B a n k , D u r h a m , Kansas.* J u l y 17, 1989 Federal Reserve Bank of Kansas City R i c k L. C a r u t h e r s , R o n a l d R. H a d w i g e r , L a r r y Hammer, Lyle Hawkins,_ a n d Ear l W. Morgan, all of C h e r o k e e , O k l a h o m a , and O r v e l H. F e l l e r s a n d R a y N. Smith, bo t h of B r yon, O k l a h o m a , for a p p r o v a l as a g r o u p t o r e t a i n their p r o p o r t i o n a t e o w n e r s h i p i n t e r e s t in F a r m e r s E x c h a n g e B a n c o r p o r a t i o n , Inc., C h e r o k e e , O k l a h o m a , of 84.7 percent. J u l y 20, 1989 F a r m e r s B a n c s h a r e s of O b e r l i n , Inc., O b e r l i n , Kansas, for p r i o r a p p r o v a l to b e c o m e a bank h o l d i n g c o m p a n y t h r o u g h the a c q u i s i t i o n of 80 p e r c e n t of the v o t i n g s h a r e s of T h e F a r m e r s N a t i o n a l B a n k of O b e r l i n , Ob e r l i n , K a n s a s . * J u l y 17, 1989 SECTION III - APPLICATIONS SPBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION C O M M E N T P E R I O D E N D I N G DATE None. SECTION IV - APPLICATIONS NOT SPBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION W e l d S t a t e C o mpany, Ft. Lupton, C o l o r a d o , for a p p r o v a l t o r e t a i n 2 , 8 6 8 . 7 9 s h a r e s of its o w n v o t i n g c o m m o n stock. Colwich Financial Corporation, C o l w i c h , Kansas, for prior a p p r o v a l t o r e d e e m 2 , 1 7 0 s h ares of its o w n v o t i n g c o m m o n stock. ♦ A p p l i c a t i o n is subject to CRA. FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF JULY 10, 1989 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP ♦Section 18(c) application received from Texas Commerce Bank-Rio Grande Valley, Brownsville, TX to merge with failed National Bank of Commerce of Brownsville, Brownsville, TX none required ♦Section 9 application received from Texas Commerce Bank-Rio Grande Valley, Brownsville, TX to establish a branch at 2300 Boca Chica, Brownsville, TX none required SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ** NOTICE EXP ♦Section 3(a)(1) application by Surety Capital Corporation, Fort Worth, TX to acquire Texas National Bank of Lufkin, Lufkin, TX 89/08/03 Change in Control Notice by Harold P. Pfeiffer, La Porte, TX, to acquire an interest in Bay Bancshares, Inc., La Porte, TX 89/07/16 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. * SUBJECT TO CRA. ** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY. N/A - NOT AVAILABLE AT THIS TIME. FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 7/14/89 Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date None Section II - Applications Sub.iect to Both Newspaper and Federal Register Notice Palm Desert Investments, Indian Wells, California, to become a bank holding company through the acquisition of at least 25 percent of Palm Desert National Bank, Palm Desert, California. * Newspaper: Not available Fed. Req.: 8/09/89 Banco Nacional de Mexico, et. al., Mexico City, Mexico, to acquire American National Bank-Post Oak, Houston, Texas. * Newspaper: 8/12/89 Fed. Req.: 8/11/89 Alvin C. Rice, Santa Rosa, California, to increase his voting interest in Marin National Bancorp, San Rafael, California, from 0.24 to 37.55 percent. Newspaper: 8/02/89 Fed. Req.: 8/04/89 Section III - Applications Sub.iect to Federal Register Notice Only Sterling Bancorporation, Los Angeles, California, to expand the geographic area served by Sterling Business Credit, Inc., a commercial finance subsidiary, to include the entire United States. Fed. Reg.: 8/07/89 Bank of Tokyo, Tokyo, Japan, to engage in making, acquiring, or servicing loans or other extensions of credit through BOT (Latin America), Inc. Fed. Reg.: 8/07/89 Standard Chartered PLC, London, England, to engage de novo in the purchase and sale of platinum coins through Mocatta Metals Corporation, New York, New York. Fed. Reg.: Not yet published Section IV - Applications Not Sub.iect to Federal Register Notice or Newspaper Notice None ★ Subject to CRA.