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ANNOUNCEMENT BY BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM (H.2., 1982 No. 24) Actions of the Board; Applications and Reports APPLICABLE RESERVE BANK Received During the Week Ending June 12, 1982 ACTIONS OF THE BOARD Atlanta A.8.T. Corp., Savannah, Georgia, extension of time u n t i l September 1, 1982, within which to become a bank holding company through the acquisition of A t l a n t i c Bank and Trust Company, Savannah, Georgia. \J Da)las American Southwest Bancshares, I n c . , El Paso, Texas, extension of time to September, 29, 1982, within which to consummate the acquisition of American Bank of Commerce, El Paso, Texas. \J Da Has F i r s t City Bancorporation of Texas, I n c . , Houston, Texas, extension of time to August 19, 1982, within which to consummate the acquisition of F i r s t City National Bank of F l o r e s v i l l e , F l o r e s v i l l e , Texas. 1/ New York F i r s t Jersey National Corporation, Jersey C i t y , New Jersey, extension of time t o July 31, 1982, w i t h i n which to acquire the successor by merger to the Washington Bank, Turnersville, New Jersey. \J Kansas City F i r s t Midwest Bancorp, I n c . , Midwest C i t y , Oklahoma, extenstion of time to August 25, 1982, within which to consummate the a c q u i s i t i o n of F i r s t National Bank of Midwest C i t y , Midwest C i t y , Oklahoma. \J Chicago Hayesville Bancshares, I n c . , Hayesville, Iowa, extension of time to September 7, 1982, within which to become a bank holding company through the acquisition of 80 percent or more of the voting shares of Hayesville Savings Bank, Hayesville, Iowa. J7 Kansas City Indian Springs Bancshares, I n c . , Kansas C i t y , Kansas, extension of time to August 9, 1982, within which to consummate the a c q u i s i t i o n of Indian Springs State Bank, Kansas C i t y , Kansas. 1/ T7 App)ication processed on behalf of the Board of Governors under delegated authority i H.2, 1982 No. 24 2 - ACTIONS OF THE BOARD-Continued Dallas Republic of Texas Corporation, Dallas, Texas, extension of time to August 24, 1982, within which to consummate the acquisition of The Lubbock National Bank, Lubbock, Texas. \J Dallas San Saba National Corporation, San Saba, Texas, extension of time to July 11, 1982, within which to consummate the acquisiton of The San Saba National Bank, San Saba, Texas. TJ St. Louis Callaway Bank, Fulton, Missouri, extension of time to September 6, 1982, within which to establish a branch ( f a c i l i t y ) at 1101 Highway 54 South, Fulton, Missouri. \J New York Columbus Trust Company, July 10, 1983, within immediate neigborhood and Angola Road, Town Boston Connecticut Bank and Trust Company, Hartford, Connecticut, extension of time u n t i l July 1, 1983, w i t h i n which to establish a branch in Trumbull, Connecticut. 1/ San Francisco F i r s t Interstate Bank of C a l i f o r n i a , Los Angeles, C a l i f o r n i a , extension of time t o June 23, 1983, within which to establish a branch o f f i c e in the v i c i n i t y of La J o l l a Village Drive and Genessee Avenue, City of San Diego, C a l i f o r n i a . 1/ Chicago Citizens F i r s t State Bank of Walnut, Walnut, I l l i n o i s , t o invest in bank premises. \J Richmond F i r s t V i r g i n i a Bank - Northern Neck, Colonial Beach, V i r g i n i a , to invest in bank premises. \ j Richmond Deregistration under Regulation G submitted by Mitre Employees Credit Union, Bedford, Massachusetts. _1/ St. Louis Bank of Marshall County, Benton, Kentucky, proposal to merge with Marshall County Bank, I n c . , Benton, Kentucky; report to the Federal Deposit Insurance Corporation on competitive factors. \J Dal las Brazosport Bank of Texas, Freeport, Texas, proposed merger with New Brazosport Bank of Texas, Freeport, Texas; report to the Federal Deposit Insurance Corporation on competitive factors. 1/ T7 Newburgh, New York, extension of time t o which to establish a branch in the of the intersection of Quaker Avenue of Cornwall, New York. U Application processed on behalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 3 ACTIONS OF THE BQARD-Continued Chicago Farmers State Bank of Henry County, Middletown, Indiana, for approval to merge with Union State Bank, Sulphur Springs, Indiana, under the charter of Farmers State Bank of Henry County, and t i t l e of F i r s t United Bank; report to the Federal Deposit Insurance Corporation on competitive factors, j y Philadelphia Farmers Trust Company, C a r l i s l e , Pennsylvania, proposal to merge with Farmers Trust Interim Bank under the t i t l e of the former and the charter of the l a t t e r ; report to the Federal Deposit Insurance Cororation on competitive factors. J7 Chicago F i d e l i t y Bank of Indiana, Carmel, Indiana, applicaton for prior approval to merge with Hamilton County Bank, Cicero, Indiana, under the charter and t i t l e of The F i d e l i t y Bank of Indiana; report to the Comptroller of the Currency on competitive f a c t o r s . 1/ San Francisco 1st Business Merger Corporation, Los Angeles, C a l i f o r n i a , proposed merger with 1st Business Bank, Los Angeles, C a l i f o r n i a , under the charter and t i t l e of the l a t t e r ; report to the Federal Deposit Insurance Corporation on competitive factors, y Dal las F i r s t Capitol Bank, West Columbia, Texas, proposed merger with New F i r s t Capitol Bank, West Columbia, Texas; report to the Federal Deposit Insurance Corporation on competitive factors. _!/ New York F i r s t Jersey National Bank, Jersey C i t y , New Jersey, proposal to purchase certain assets and assume certain l i a b i l i t i e s of F i r s t Peoples Bank of New Jersey, Haddon Township, New Jersey; report to the Comptroller of the Currency on competitive f a c t o r s . 1/ Philadelphia F i r s t Jersey National Bank/South, Medford Lakes, New Jersey, proposal to purchase certain assets of F i r s t Peoples Bank of New Jersey, Haddon Township, New Jersey, under the t i t l e and charter of The Fi rst Jersey National Bank/South; report to the Comptroller of the Currency on competitive factors. J7 San Francisco F i r s t Los Angeles Bank, Los Angeles, C a l i f o r n i a , proposed merger with IBSP Newco, I n c . , Los Angeles, C a l i f o r n i a , under the charter and t i t l e of the former; report to the Federal Deposit Insurance Corporation on competitive factors. \J St. Louis F i r s t State Bank of Covington, Covington, Tennessee, proposal to merge with F i r s t State Interim Bank, Covington, Tennessee; report to the Federal Deposit Insurance Corporation on competitive factors. 1/ T7 Application processed on behalf of the Board of Governors under delegated authority. i H.2, 1982 No. 24 - 4 ACTIONS OF THE BOARD-Continued St. Louis Greene County National Bank, Linton, Indiana, proposal to merge with Citizens' National Bank of Linton, Linton, Indiana; report to the Comptroller of the Currency on competitive f a c t o r s . \ j Dallas Hal torn City State Bank, Hal torn C i t y , Texas, proposed merger with Belknap Street Bank, Hal torn C i t y , Texas; report to the Federal Deposit Insurance Corporation on competitive f a c t o r s . 1/ Dallas Interim New Bruaunfels National Bank, New Braunfels, Texas, proposed merger with New Braunfels National Bank, New Braunfels, Texas; report to the Comptroller of the Currency on competitive f a c t o r s . 1/ Dallas Kilgore F i r s t National Bank, Kilgore, Texas, proposed merger with New Kilgore F i r s t State Bank, Kilgore, Texas; report t o the Federal Deposit Insurance Corporation on competitive f a c t o r s . JV Atlanta Lighthouse National Bank, J u p i t e r , Florida, proposed merger with LNB National Bank, J u p i t e r , Florida; report to the Comptroller of the Currency on competitive factors. 1/ Chicago St. C l a i r Shores National Bank, St. C l a i r Shores, Michigan, approval to merge with The Bank of St. C l a i r , St. C l a i r , Michigan, under the charter and t i t l e of Security Bank St. C l a i r Shores; report to the Comptroller of the Currency on competitive f act ors. _1/ Dallas State Bank & Trust Company, B e e v i l l e , Texas, proposed merger with New State Bank & Trust Company, Beeville, Texas; report to the Federal Deposit Insurance Corporation on competitive f a c t o r s . 1/ )J Application processed on behalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 - 5 ACTIONS OF THE BOARD-Continued To Establish a Domestic Branch Pursuant to Section 9 of the Federal Reserve Act Cleveland Approved The Citizens Savings Bank Company, Pemberville, Ohio, t o establish a branch at 209 Bierley Avenue, Pemberville, Wood County, Ohio. V Richmond St. Michaels Bank, St. Michaels, Maryland. To establish a branch at 113-114 Tidewater Inn, Harrison and Dover Streets, Easton, Maryland. 1/ Chicago Northwest Bank of Winnebago County, Rockford, I l l i n o i s , to establish a branch f a c i l i t y at 125 Phelps Avenue, Rockford, I l l i n o i s . 1/ San Francisco F i r s t Interstate Bank of C a l i f o r n i a , Los Angeles, C a l i f o r n i a , t o establish a branch o f f i c e in the v i c i n i t y of intersection of i n t e r s t a t e Highway 10 and Haven Avenue, City of Ontario, San Bernardino County, C a l i f o r n i a . 1/ San Francisco F i r s t Interstate Bank of C a l i f o r n i a , Los Angeles, C a l i f o r n i a , t o establish a branch o f f i c e in the v i c i n i t y of the i n t e r section of Grand Avenue and Ingraham Street, Community of Pacific Beach, City of San Diego, San D^ego County, C a l i f o r n i a . 1/ * * * * * Issued Intent Not to Disapprove Change of Control Pursuant t o Change i n Bank Control Act of 1978 Chicago Not Disapproved Woodford Investment Company, Mason C i t y , Iowa. 1/ Dal las Leon County Bancshares, I n c . , Buffalo, Texas. 1/ T7 Application processed on behalf of the Board of Governors under delegated authority. I H.2, 1982 No. 24 - 6 ACTIONS OF THE BOARD-Continued Applications and Notifications for International Investments and Other Actions Pursuant to Sections 25 and 25(a) of the Federal Reserve Act and Sections 4(c)(9) and 4(c)(13) of the Bank Holding Company Act of 1956, as amended Boston Sixty Day Notification Period Waived The First National Bank of Boston, Boston, Massachusetts: no objection to increase its capital contribution in Bank of Boston Canada. Philadelphia Philadelphia International Bank, New York, New York: grants consent to acquire 1,000,000 shares of Hastings Deering Finance & Investment Company Limited of Lidcombe, New South Wales, Australia by PNB International Finance Co. Australia Limited. San Francisco Rainier International Bank, Los Angeles, California: no objection to make an additional investment in Rainier International Finance Company, Ltd., Hong Kong, B.C.C. * * * * * To Establish a U.S. Branch of an Edge Act Corporation Pursuant to Section 25(a) of the Federal Reserve Act New York New York Approved Manufacturers Hanover Trust Company, New York, New York, on behalf of Manufacturers Hanover International Banking Corporation, Miami, Florida: grants consent to establish a branch 1n Boston, Massachusetts. Manufacturers Hanover Trust Company, New York, New York, on behalf of Manufacturers Hanover International Banking Corporation, Miami, Florida: grants consent to establish a branch in San Francisco, California. I H.2, 1982 No. 24 - ?ACTIONS OF THE BOARD-Continued Form a Bank Holding Company Pursuant to Section 3(a)(1) of the Bank Holding Company Act of 1956 New Yor* Approved Banc* Commerciale Italiana, Milan, I t a l y , for approval to acquire 100 percent of the voting shares of LITCO Bancororation of New York, Inc., Garden City, New York and indirectly 100 percent of the voting shares of Long Island Trust Company, N.A., Garden City, New York. Philadelphia Susquehanna Bancshares, Inc., L i t i t z , Pennsylvania, for approval to acquire 100 percent of the voting shares of Farmers First Bank, L i t i t z , Pennsylvania. \J Cleveland F*-st Prestonsburg Bancshares, Inc., Prestonsburg, Kentucky, to acquire at least 83.3 percent of the voting shares of The First Commonwealth Bank of Prestonsburg, Prestonsburg, Kentucky. \J Richmond Fidelity BancShares (N.C.), Inc., Fuquay-Varina, North Carolina, for aoproval to acquire 100 percent of the voting shares of the successor oy merger to The Fidelity Bank, Fuquay-Varina, North Carolina. 1/ Richmond Southern BancShares (N.C.), Inc., Mount Olive, North Carolina, for approval to acquire 100 percent of the voting shares of the successor by merger to Southern Bank and Trust Company, Mount Olive. North Carolina. V Atlanta First American Acquisition Corp., Kingsport, Tennessee, for approval to acquire at least 50 percent of the voting shares of First Eastern National Bank, Kingsport, Tennessee, y Atlanta N.F.B. Corporation, Madison, Florida, for approval to acquire at least 80 percent of the voting shares of Bank of Madison County, Madison, Florida. JV Atlanta The Peoples National Bancorp, Inc., Shlebyville, Tennessee, for approval to acquire 100 percent of the voting shares of the successor by merger to National Bank of Shelbyville, Shelbyville, Tennessee. 1/ Chicago Decorah State Bank Holding Co., Decorah, Iowa, for approval to acquire 100 percent of the voting shares of the successor by me-ger to Decorah State Bank, Decorah, Iowa. 1/ 1/ A?piication process?' or behalf of the Board of Governors under delegated atifciicity. H.2, 1982 No. 24 - 8 - ACTIONS OF THE BOARD-Continued Chicago Maiden Bancorp, Inc., Maiden, I l l i n o i s , for approval to acquire at least 50 percent of the voting shares of The Farmers and Traders State Bank of Maiden, I l l i n o i s , Maiden, I l l i n o i s . IJ Chicago Southern Wisconsin Bancshares Corporation, Mineral Point, Wisconsin, for approval to acquire 90 percent or more of the voting shares of Farmers Savings Bank, Mineral Point, Wisconsin. 1/ Chicago United Community Financial Corporation, Way!and, Michigan, for approval to acquire 100 percent of the voting shares of the successor by merger to United Community Bank, Wayland, Michigan. JV Kansas City Colorado River Bancorp, Clifton, Colorado, for approval to acquire 100 percent of the voting shares of Bank of Clifton, Clifton, Colorado. 1/ Kansas City First Securities Investment, Inc., Beaver, Oklahoma, for approval to acquire at least 89.91 percent of the voting shares of The First Security Bank, Beaver, Oklahoma. 1/ Kansas City F0UR-D, INC., Litchfield, Nebraska, for approval to acquire at least 83.3 percent of the voting shares of State Bank of Litchfield, Litchfield, Nebraska. IJ Dal las First Alamogordo Bancorp, Inc., A1amogordo, New Mexico, for approval to acquire at least 80 percent of the voting shares of First National Bank in Alamogordo, Alamogordo, New Mexico. 1/ Dallas Highlands Bancshares, Inc., Highlands, Texas, for approval to acquire at least 93.5 percent of the voting shares of Highlands State Bank, Highlands, Texas. JL/ Dal las Troup Bancshares, Inc., Troup, Texas, for approval to acquire at least 80 percent of the voting shares of Troup Bank & Trust Company, Troup, Texas. 1/ San Francisco MBC Corp., Modesto, California, for approval to acquire 100 percent of the voting shares of Modesto Banking Company, Modesto, California. 1/ San Francisco Professional Bancorp, Santa Monica, California, for approval to acquire 100 percent of the voting shares of First Professional Bank of Los Angeles, N.A., Santa Monica, California, a proposed new bank. T7 Application processed on behalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 - 9 ACTIONS OF THE BOARD-Continued San Francisco State Bank of India, Bombay, India, f o r approval to acquire 100 percent of the voting shares of State Bank of India, Los Angeles, C a l i f o r n i a , a proposed new bank. 1J * * * * * To Expand a Bank Holding Company Pursuant to Section 3(a)(3) of the Bank Holding Company Act of 1956 Atlanta Atlanta Withdrawn E l l i s Banking Corporation, Bradenton, Florida, for approval to acquire 51 percent or more of the voting shares of Port Charlotte Bank & Trust Company, Port Charlotte, Florida. 1/ Approved F i r s t Bancgroup-Alabama, I n c . , Mobile, Alabama, for approval to acquire 100 percent of the voting shares of The F i r s t National Bank of R u s s e l l v i l l e , R u s s e l l v i l l e , Alabama. 1/ Atlanta Southtrust Corporation, Birmingham, Alabama, f o r approval to acquire at least 90 percent of the voting shares of The F i r s t National Bank of Piedmont, Piedmont, Alabama. 1/ Minneapolis Montana Bancsystem, I n c . , B i l l i n g s , Montana, f o r approval to acquire at least 80 percent of the voting shares of Montana Bank of B i l l i n g s , B i l l i n g s , Montana. 1/ Kansas City Colorado National Bankshares, I n c . , Denver, Colorado, f o r approval to acquire 100 percent of the voting shares of Republic Bancorporation, I n c . , Englewood, Colorado and thereby i n d i r e c t l y acquire Republic National Bank of Englewood, Englewood, Colorado. 1/ Dallas F i r s t City Bancorporation of Texas, I n c . , Houston, Texas, f o r approval to acquire 100 percent of the voting shares of Bank of Pasadena, Pasadena, Texas. 1/ Dal las F i r s t City Bancorporation of Texas, I n c . , Houston, Texas, f o r approval to acquire 100 percent of the voting shares of McAllen State Bank, McAllen, Texas. 1/ Dallas Howl and Bancshares, I n c . , San Antonio, Texas, f o r approval to acquire at least 65.79 percent of the voting shares of the Bank of Robstown, Robstown, Texas. 1/ T7 Application processed on behalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 - 10 ACTIONS OF THE BOARD-Continued Dallas Howl and Bancshares, Inc., San Antonio, Texas, for approval to acquire at least 76.84 percent of the voting shares of First State Bank and Trust Company, Port Lavaca, Texas. \J Dallas North Texas Bancshares, Inc., North Richland H i l l s , Texas, for approval to acquire 100 percent of the voting shares of Arlington State Bank, Arlington, Texas. JJ Dallas State Bancshares, Inc., L i t t l e f i e l d , Texas, for approval to acquire 58.78 percent of the voting shares of West Texas Bancshares, Inc., Muleshoe, Texas, and indirectly Muleshoe State Bank, Muleshoe, Texas. 1/ Dallas United Texas Financial Corporation, Wichita Falls, Texas, for approval to acquire 100 percent of the voting shares of The Farmers National Bank of Seymour, Seymour, Texas. 1/ * * * * * To Expand a Bank Holding Company Pursuant to Section 3(a)(5) of the Bank Holding Company Act of 1956 St. Louis Approved Dixie Bancshares Corp., New Madrid, Missouri, for approval to merge with Hunter Farms, Inc., New Madrid, Missouri, and thereby, indirectly acquire Peoples Bank of Li 1 bourn, Lilbourn, Missouri. * * * * * To Expand a Bank Holding Company Pursuant to Section 4(c)(8) of the Bank Holding Company Act of 1956 St. Louis San Francisco T7 Approved Dixie Bancshares Corp., New Madrid, Missouri, for approval to retain and service certain notes receivable. V First Interstate Bancorp, Los Angeles, California, for approval to acquire 100 percent of the voting shares of Thomas L. Karsten Associates, Los Angeles, California. V Application processed on behalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 - 1 1 - ACTIONS OF THE UOARD-Continued New York Delayed Manufacturers Hanover Corporation, New York, New York, requests permission to relocate an existing o f f i c e and to expand the service area of the relocated o f f i c e engaging in the following activities (making or acquiring loans and other extensions of credit, secured or unsecured, such as would be made or acquired by a finance company under Tennessee State Law; and o f f e r i n g credit related l i f e insurance and credit accident, health, and property insurance; the relocated o f f i c e w i l l serve customers in Hamilton, Marion, Bradley, Polk, McMinn, Rhea, Bledsoe, Grundy, Warren, Van Buren, Franklin, Monroe, and Sequatchie Counties) from 811 Chestnut Street, Chattanooga, Tennessee t o 4548 Brainerd Road, Chatanooga, Tennessee, through i t s subsidiary, Finance One of Tennessee, Inc. (6/9/82) 2/ New York Manufacturers Hanover Corporation, New York, New York, requests permission to expand the service area and a c t i v i t i e s of an existing office (making or acquiring of direct loans, secured or unsecured, such as would be made by a finance company; and acting as agent or broker for the sale of c r e d i t l i f e insurance directly related to such lending a c t i v i t y ; previously approved activities include arranging, making or acquiring for its own account or for the account or others, loans and other extensions of credit secured by a homeowner's equity interest in a home such as would be made by a consumer finance company, servicing such loans and other extensions of credit for any person, and acting as an agent or broker for the sale of single and j o i n t credit l i f e insurance which is directly related to such loans and extensions of c r e d i t ; the service area for a l l aforementioned previously approved and proposed activities would be expanded to include the entire State of Tennessee) at Centrum Building, 6263 Popular Avenue, Memphis, Tennessee, through i t s subsidiary, Finance One of Tennessee, Inc. (6/9/82) 3/ New York Manufacturers Hanover Corporation, New York, New York, t o engage through its indirect subsidiaries, Ritter L i f e Insurance Company and Tempco Life Insurance Company, in the activity of reinsuring certain types of credit related insurance sold in connection with extensions of credit by Applicant's i n d i r e c t consumer finance subsidiaries in the State of Connecticut (6/10/82) 3/ J7 4(c)(8) notification processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 - 12 - ACTIONS OF THE BOARD-Continued Dallas New York Reactivated South Texas Bancshares, inc., Beevllle, Texas, notification of intent to engage in de novo activities (operating as a credit reinsurance company and w i l l assume credit l i f e and disability Insurance business directly related to its extensions of credit) at 100 South Washington, Beevllle, Texas and 103 North Highway 359, Mathis, Texas, the geographic areas to be served will be Bee and San Patricia Counties, through its subsidiary, South Texas Bankers Life Insurance Company (6/8/82) 3/ Permitted Barclays Bank Limited, and Barclays Bank International Limited, both of London, England, requests permission to relocate an existing office engaging in the following activities (marketing and administering commercial loans secured by accounts receivable, Inventory and chattel mortgages, to customers in Texas, Arkansas, Louisiana and New Mexico) from One Main Place, Dallas, Texas, to 3500 Oaklawn Avenue, Dallas, Texas, through their subsidiary, BarclaysAmerica/Business Credit, Inc. (6/5/82) 3/ New York Citicorp, New York, New York, requests permission to expand the activities of an existing office (in the making of loans to United States exporters to finance purchases of goods and services of United States manufacture or origin and/or costs incidental thereto) at 399 Park Avenue, New York, New York, through its subsidiary, Citicorp Export Credit Corporation (6/11/82) 3/ New York Manufacturers Hanover Corporation, New York, New York, requests permission to expand the service area and activities of an existing office (making or acquiring of direct loans, secured or unsecured, such as would be made by a finance company; and acting as agent or broker for the sale of credit l i f e insurance directly related to such lending activity; previously approved activities include arranging, making or acquiring for Its own account or for the account of others, loans and other extensions of credit secured by a homeowner's equity interest in a home such as would be made by a consumer finance company, servicing such loans and other extensions of credit for any person, acting as an agent or broker for the sale of single and joint credit l i f e insurance which is directly related to such loans and extensions of credit; and purchasing i n s t a l l ment sales finance contracts and acting as an agent or broker 17 4(c)(8) notification processed by Reserve Bank on behalf of the Board of Governors under delegated autority. H.2, 1982 No. 24 - 13 ACTIONS OF THE BOARD-Continued f o r the sale of single and j o i n t credit l i f e insurance and c r e d i t accident and health insurance which is d i r e c t l y related to such loans and extensions of c r e d i t ; the service area for a l l aforementioned previously approved and proposed a c t i v i t i e s would be expanded to include the entire State of New Jersey) at Central Square Office #1, Central Avenue & New Road Route 9, Linwood, New Jersey, through i t s subsidiary, Finance One of New Jersey, Inc. (6/9/82) 3/ New York Manufacturers Hanover Corporation, New York, New York, to engage through i t s i n d i r e c t subsidiaries, R i t t e r L i f e Insurance Company and Tempco L i f e Insurance Company, in the a c t i v i t y of reinsuring certain types of credit related insurance sold in consumer finance subsidiaries in the State of Connecticut, Kentucky, Oregon, and Washington (6/10/82) 3/ New York Manufacturers Hanover Corporation, New York, New York, requests permission to expand the service area and a c t i v i t i e s of an e x i s t i n g o f f i c e (making or acquiring of direct loans, secured or unsecured, such as would be made by a finance company; and acting as agent or broker f o r the sale of c r e d i t l i f e insurance d i r e c t l y related to such lending a c t i v i t y ; previously approved a c t i v i t i e s include purchasing installment sales finance contracts, and acting as agent or broker for the sale of single credit l i f e insurance and c r e d i t accident and health insurance which is d i r e c t l y related to such loans and extensions of c r e d i t ; purchasing motor vehicle sales finance contracts, and the sale of credit l i f e insurance d i r e c t l y related to such lending a c t i v i t y ; arranging, making or acquiring f o r i t s own account or for the account of others, loans and other extensions of credit secured by a homeowner's equity interest in a home such as would be made by a consumer finance company, servicing such loans and other extensions of c r e d i t f o r any person, and acting as agent or broker for the sale of single credit l i f e insurance which is d i r e c t l y related to such loans and extensions of c r e d i t ; the service area for a l l aforementioned previously approved and proposed a c t i v i t i e s would be expanded to include the entire State of Alabama) at Independence Drive & 29th Avenue, South, Homewood, Alabama, through i t s subsidiary, Finance One of Alabama, Inc. (6/9/82) 3/ 37 %Tc;(8) n o t i f i c a t i o n processed by Reserve Bank on behalf of the Board of Governors under delegated a u t h o r i t y . H.2, 1982 No. 24 - 14 ACTIONS OF THE BOARD-Continued New York Manufacturers Hanover Corporation, New York, New York, requests permission to expand the service area and a c t i v i t i e s of an e x i s t i n g o f f i c e (making or acquiring of d i r e c t loans, secured or unsecured, such as would be made by a finance company; and acting as agent or broker f o r the sale of c r e d i t l i f e insurance d i r e c t l y related to such lending a c t i v i t y ; previously approved a c t i v i t i e s include arranging, making, a c q u i r i n g , or s e r v i c i n g , f o r i t s own account or f o r the account of others, loans and other extensions of c r e d i t secured by an equity i n t e r e s t in a home; and acting as agent or broker f o r the sale of c r e d i t l i f e and c r e d i t accident and health insurance; purchasing intallment sales finance c o n t r a c t s , and acting as agent or broker f o r the sale of c r e d i t related l i f e and accident and health insurance; the service area f o r a l l aforementioned previously approved and proposed a c t i v i t i e s would be expanded t o include the e n t i r e State of F l o r i d a ) at Paragon Center, 5201 W. Kennedy Boulevard, Tampa, F l o r i d a , through i t s subs i d i a r y , Finance One of F l o r i d a , Inc. (6/9/82) ZJ New York Peoples Bancorp, B e l l e v i l l e , New Jersey, requests permission t o establish a de novo o f f i c e engaging i n the f o l l o w i n g a c t i v i t i e s (processing data and safekeeping of documents at i t s New Jersey Office i n v o l v i n g t h i r d party automobile leases; the company w i l l report on payments and compliance by the borrower and insure the f i l i n g of vehicle r e g i s t r a t i o n s and t i t l e documents on behalf of the lessor and lender; the company w i l l also obtain proof of insurance and remit sales taxes to various j u r i s d i c t i o n s ) at 237 Washington Avenue, B e l l e v i l l e , New Jersey, serving the States of New York, New Jersey and Connecticut through i t s subsidiary, Peoples Financial Services Corp. (6/11/82) 3/ Richmond Maryland National Corporation, Baltimore, Maryland, n o t i f i c a t i o n of i n t e n t t o engage i n de novo a c t i v i t i e s (engaging generally i n the business of a mortgage banker, mortgage broker and mortgage s e r v i c i n g f i r m , including but not l i m i t e d t o , second mortgage f i n a n c i n g ; o r i g i n a t i n g , buying, s e l l i n g and otherwise dealing i n mortgage loans as p r i n c i p a l or agent; servicing mortgage loan and second mortgage loan t r a n s a c t i o n s ; making or a c q u i r i n g , f o r i t s own account or f o r the account of others, loans and other extensions of c r e d i t such as would be made by a finance company or consumer finance company, making or a c q u i r i n g , for i t s own account or f o r the account of others, loans and other extensions of c r e d i t such as would be made by a c r e d i t card company; engaging generally i n the business of leasing personal property, including but not l i m i t e d t o , the 37 4 ( c ) ( 8 ) n o t i f i c a t i o n processed by Reserve Bank on behalf of the Board of Governors under delegated a u t h o r i t y . H.2, 1982 No. 24 - 15 ACTIONS OF THE BOARD-Continued leasing or various types of equipment, machinery, vehicles, transportation equipment and data processing equipment; o r i g i n a t i n g , buying, s e l l i n g or otherwise dealing in consumer finance paper, sales finance paper, credit card receivables and personal property leases as principal or agent; servicing consumer finance, sales finance and c r e d i t card receivables, and personal property leases for a f f i l i a t e d or n o n a f f i l i a t e d e n t i t i e s ; and engaging in the sale as agent of credit l i f e , c r e d i t d i s a b i l i t y , c r e d i t accident and health, loan redemption and lean cancellation insurance in connection with extensions of c r e d i t by bank and nonbank subsidiaries of the holding company; loan redemption and loan cancellation insurance w i l l be l i m i t e d to decreasing term policies and w i l l not include level term p o l i c i e s ) at 153 East Chestnut H i l l Road, Newark, Delaware, through i t s subsidiary, National Consumer Discount Company (6/10/82) 3/ Minneapolis Northwest Bancorporation, Minneapolis, Minnesota, n o t i f i c a t i o n of intent to engage i n de novo a c t i v i t i e s (venture capital investment , including secured and unsecured lending investments) at 1730 Midwest Plaza Building, Minneapolis, Minnesota; 1300 S.W. F i f t h Avenue, Suite 3018, Portland, Oregon, and 7625 West F i f t h Avenue, Suite 202, Lakewood, Colorado, through a subsidiary, Northwest Growth Capital, Inc. (6/14/82) 3/ Minneapolis Northwest Bancorporation, Minneapolis, Minnesota, n o t i f i c a t i o n of intent to engage in de novo a c t i v i t i e s (making or acquiring loans or other extensions of credit such as would be made by a commercial finance company, including loans secured by borrower's inventory, accounts receivable, or other assets; servicing such loans f o r others; and making leases of personal property in accordance with the Board's Regulation Y) at Seventh and Walnut Streets, Des Moines, Iowa, serving Iowa, Nebraska, Kansas, Missouri, I l l i n o i s and South Dakota, through i t s subsidiary, Banco Financial Corporation (6/7/82) 3/ Dallas South Texas Bancshares, I n c . , Beeville, Texas, n o t i f i c a t i o n of intent t o engage in de novo a c t i v i t i e s (operating as a c r e d i t reinsurance company and w i l l assume credit l i f e and d i s a b i l i t y insurance business d i r e c t l y related to i t s extensions of c r e d i t ) at 100 South Washington, Beeville, Texas and 103 North Highway 359, Mathis, Texas, the geographic areas t o be served w i l l be Bee and San P a t r i c i a Counties, through i t s subsidiary, South Texas Bankers L i f e Insurance Company (6/8/24) 3/ 7J Hc)[iS) n o t i f i c a t i o n processed by Reserve Bank on behalf of the Board of Governors under deleg ited a u t h o r i t y . H.2, 1982 No. 24 - 16 - ACTIONS OF THE BOARD-Continued San Francisco BankAmerica Corporation, San Francisco, California, notification of intent to engage in de novo a c t i v i t i e s (making or acquiring for i t s own account loans and other extensions of credit such as would be made or acquired by a finance company; servicing loans and other extensions of credit; and offering creditrelated l i f e insurance, credit-related accident and health insurance, and credit-related property insurance in each state except California, where credit-related property insurance w i l l not be offered; such a c t i v i t i e s w i l l include, but not be limited t o , making consumer installment loans, purchasing installment sales finance contracts, making loans and other extensions of credit to small businesses, making loans and other extensions of credit secured by real and personal property, and offering credit-related l i f e , credit-related accident and health and credit-related property insurance, except where otherwise noted above, directly related to extensions cf credit made or acquired by each of the three corporations) at 9011 S. W. Beaverton - Hillsdale Highway, Portland, Oregon, serving the entire States of Oregon, California and Washington; 3017 N. Cole Road, Boise, Idaho, serving the entire States of Idaho, Oregon and Montana and 3001 Henderson Drive, Suite N, Cheyenne, Wyoming, serving the entire States of Wyoming, Montana and Nebraska, through i t s indirect subsidiaries, FinanceAmerica Corporation (an Idaho Corporation), FinanceAmerica Corporation (an Oregon Corporation) and FinanceAmerica Corporation (a Wyoming Corporation) (6/12/82) 3/ San Francisco Security Pacific Corporation, Los Angeles, California, notification of intent to engage in de novo a c t i v i t i e s (financing, leasing and servicing a c t i v i t i e s with respect to personal property and equipment and real property) at 30 South Cayuga Street, Wi1liamsville, New York, serving the State of New York, through i t s subsidiary, Security Pacific Leasing Corporation (6/12/82) 3/ San Francisco Security Pacific Corporation, Los Angeles, California, notification of intent to engage in de novo a c t i v i t i e s (making, acquiring and servicing loans a n f o t h e r extensions of credit; selling and issuing investment c e r t i f i c a t e s ; and acting as agent for the sale of credit-related property insurance, as authorized by California law) at 591 Camino De La Reina, Suite 909, San Diego, California; 400 North Tustin, Suite 110, Santa Ana, California and 528 East Main Street, Suite 530, Santa Maria, California, serving the State of California, through i t s subsidiary, Security Pacific Finance Money Center Inc. (6/7/82) V 3/ 4 ( c ) ( 8 ) notification processed by Reserve Bank on oehalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 -17ACTIONS OF THE BOARD-Continued San Francisco U.S. Bancorp, Portland, Oregon, n o t i f i c a t i o n of intent to engage 1n de novo a c t i v i t i e s (making, acquiring and servicing of loans and otherextensions of credit secured by real estate mortgages for i t s own account or for the account of others, including, but not limited t o , f i r s t and second mortgage loans, commercial, Income and business loans; acting as insurance agent with regard to credit l i f e and disability insurance solely in connection with extensions of credit by Creditcorp and to perform real estate appraisals in conformance with the provisions of Section 225.4(a)(1), 225.4(a)(2), 2 2 5 . 4 ( a ) ( 9 ) ( i ) ( a ) , and 225.4(a)(14) of Regulation Y) at Phoenix, Arizona within an area bounded by Thomas Road on the south, McDonald Drive and extension of McDonald Drive on the north, 24th Street on the west and 60th Street on the east, the geographic area to be served w i l l be principally Phoenix and Maricopa County, Arizona, through i t s subsidiary, U.S. Creditcorp (6/5/82) 3/ San Francisco Wells Fargo 8 Company, San Francisco, C a l i f o r n i a , n o t i f i c a t i o n of Intent to engage in de novo a c t i v i t i e s ((1) making or acquiring real estate related loans and other extensions of credit f o r i t s own account or for the account of others; (2) servicing the loans and extensions of credit described in (1) above) at 572 E. Green Street, Pasadena, C a l i f o r n i a , serving the e n t i r e United States, through its subsidiary, Wells Fargo Realty Services, Inc. (6/12/82) 3/ 17 4(c)(9) notification processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2, 1982 No. 24 18 - APPLICATIONS RECEIVED To Establish a Domestic Branch Pursuant to Section 9 of the Federal Reserve Act New York United Jersey Bank, Hackensack, New Jersey, to establish an offsite electronic f a c i l i t y at Sony Corporation of America, Sony Drive, Park Ridge, New Jersey. 2/ Philadelphia United Jersey Bank/Southwest, Cherry H i l l , New Jersey, to establish an offsite electronic f a c i l i t y at the Sony Corporation of America, Sony Drive, Park Ridge, New Jersey. 2/ Richmond Bank of Virginia, Richmond, Virginia, to establish a CBCT at Chent Village Shoppes, 1355-K DeBree Avenue, Norfolk, Virginia. San Francisco First Interstate Bank of California, Los Angeles, California, to establish a branch office in the vicinity of the intersection of Tracy Boulevard and Eleventh Street, City of Tracy, San Joaquin County, California. 2/ * * * * * To Become a Member of the Federal Reserve System Pursuant to Section 9 of the Federal Reserve Act Dal las Midland Amrican Bank, Midland, Texas. 2/ * * * * * Applications and Notifications for International Investments and Other Actions Pursuant to Sections 25 and 25(a) of the Federal Reserve Act and Sections 4(c)(9) and 4(c)(13) of the Bank Holding Company Act of 1956, as amended Dallas First City Bancorporation of Texas, Inc., Houston, Texas: prior notification of intent to establish a commercial finance subsidiary in Curacao, Netherlands Antilles. San Francisco First Interstate Bancorp, Los Angeles, California: prior not i f i c a t i o n of Its Intent to establish an offshore financing subsidiary in the Netherlands Antilles, to be named First Interstate Overseas N.V. 77 Application subject to Community Reinvestment Act. The Community Affairs Officer of the applicable Reserve Bank may be contacted as to the length of the comment period. H.2, 1982 No. 24 - 19 APPLICATIONS RECEIVED-Continued To Form a Bank Holding Company Pursuant to Section 3(a)(1) of the Bank Holding Company Act of 1956 Cleveland F i r s t National Company, P i k e v i l l e , Kentucky, f o r approval to acquire 100 percent of the voting shares of The F i r s t National Bank of P i k e v i l l e , P i k e v i l l e , Kentucky. 2] Cleveland Princeton Bank Holding Company, Princeton, West V i r g i n i a , for approval to acquire 100 percent of the voting shares of the successor by merger to Princeton Bank & Trust Company, Princeton, West V i r g i n i a . 2/ Richmond 0MB Financial, I n c . , Clarksburg, West V i r g i n i a , for approval to acquire at least 80 percent of the voting shares of The Oak Mound Bank, Clarksburg, West V i r g i n i a . 2/ Atlanta F i r s t Farmers and Merchants Corporation, Columbia, Tennessee, for approval to acquire 100 percent of the voting shares of F i r s t Farmers and Merchants National Bank of Columbia, Columbia, Tennessee. 2/ Chicago Union-Calhoun Investments, L t d . , Rockwell C i t y , Iowa, for approval to acquire at least 80.8 percent of the voting shares of Union State Bank, Rockwell C i t y , Iowa. 2/ St. Louis Benton Bancorp, I n c . , Benton, Kentucky, for approval to acquire 100 percent (less d i r e c t o r s ' q u a l i f y i n g shares) of the voting shares of successor by merger to Bank of Benton, Benton, Kentucky. 2/ St. Louis Citizens' National Corporation, Linton, Indiana, for approval to acquire 100 percent of the voting shares of the successor by merger to Citizens' National Bank of Linton, Linton, Indiana. 2/ Minneapolis Oliver Bancorporation, I n c . , Center, North Dakota, for approval to acquire at least 80 percent of the voting shares of the State Bank of Oliver County, Center, North Dakota. 2/ Kansas City SNB Bancshares, I n c . , Eufaula, Oklahoma, for approval to acquire at least 51.60 percent of the voting shares of The State National Bank of Eufaula, Eufaula, Oklahoma. 2/ San Francisco F i r s t National Corporation, San Diego, C a l i f o r n i a , for approval to acquire 100 percent of the voting shares of the successor by merger to F i r s t National Bank of San Diego County, San Diego, C a l i f o r n i a . 2J 2/ Application subject to Community Reinvestment Act. The Community A f f a i r s Officer of the applicable Reserve Bank may be contacted as to the length of the comment period. 1 H.2, 1982 No. 24 - 20 APPLICATIONS RECEIVED-Continued San Francisco Townco Bancorp, Seal Beach, California, for approval to acquire 100 percent of the voting shares of Garden Grove Community Bank, Garden Grove, California. 2J * * * * * To Expand a Bank Holding Company Pursuant to Section 3(a)(3) of the Bank Holding Company Act of 1956 Atlanta AmSouth Bancorporation, Birmingham, Alabama, for approval to acquire 100 percent of the voting shares of National Bank of Commerce of Birmingham, Birmingham, Alabama. 2:/ Atlanta Tennessee National Bancshares, Inc., Maryville, Tennessee, for approval to acquire at least 21.0 percent of the voting shares of Tennessee State Bank, Gatlinburg, Tennessee. 2J Chicago Antioch Holding Company, Antioch, I l l i n o i s , for approval to acquire 100 percent of the voting shares of New Lenox Holding Company, New Lenox, I l l i n o i s and indirectly New Lenox State Bank, New Lenox, I l l i n o i s ; Wesco Investment Corporation, La Grange, I l l i n o i s and indirectly West Chicago State Bank, West Chicago, I l l i n o i s ; and F.N.B.C. of La Grange, La Grange, I l l i n o i s and indirectly First National Bank of La Grange, La Grange, I l l i n o i s . 2/ Chicago Community Banks, Inc., Middleton, Wisconsin, for approval to acquire 100 percent of the voting shares of Badger Bankshares Corporation, Monona, Wisconsin and indirectly Monona-Grove State Bank, Monona, Wisconsin. 2J Chicago Northern Trust Corporation, Chicago, I l l i n o i s , for approval to acquire 100 percent of the voting shares (less directors' qualifying shares) of the successor by merger to Northern Trust Bank of Florida N.A., Miami, Florida, a proposed new bank. 2J Chicago Transworld Corp., Lake Forest, I l l i n o i s , for approval to acquire up to 33 percent of the voting shares of Dempster Plaza State Bank, Niles, I l l i n o i s . 2/ 27 Application subject to Community Reinvestment Act. The Community Affairs Officer of the applicable Reserve Bank may be contacted as to the length of the comment period. H.2, 1982 No. 24 - 21 APPLICATIONS RECEIVED-Continued Kansas City Colorado National Bankshares, Inc., Denver, Colorado, for approval to acquire 100 percent of the voting shares of The Exchange National Bank of Colorado Springs, Colorado Springs, Colorado. 2/ Kansas City Riverton State Bank Holding Company, Riverton, Wyoming, for approval to acquire 100 percent of the voting shares of Dubois National Bank, Dubois, Wyoming. 2J * * * * * To Expand a Bank Holding Company Pursuant to Section 4(c)(8) of the Bank Holding Company Act of 1956 New York Citicorp, New York, New York, for approval to acquire 100 percent of the voting shares of Drum Savings and Investment Company of Douglas County, Inc., Omaha, Nebraska. New York Citicorp, New York, New York, requests permission to establish a de novo office of its subsidiary, Citicorp Homeowners , Inc. ("CHI"), and to expand the activities of an existing office of its subsidiary, Citicorp Personto-Person Financial Center, Inc. ("CPFC") at the same location, the proposed activities in which CPFC will engage in are (the making, acquiring and servicing, for its own account and for the account of others, of extensions of credit to individuals secured by liens on residential or nonresidential real estate; and the sale of mortgage l i f e and mortgage disability insurance directly related to extensions of mortgage loans; the proposed service area for the aforementioned activities shall be comprised of the entire State of Georgia; the proposed activities in which the de novo office of CHI w i l l engage are: the making or acquiring of loans and other extensions of credit, secured or unsecured, for consumers and other purposes; the making, acquiring and servicing for its own account and for the account of others, of extensions of credit to individuals secured by liens on residential or non-residential real estate; the sale of credit related l i f e and accident and health or decreasing or level (in the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of 77 Application subject to Community Reinvestment Act. The Community Affairs Officer of the applicable Reserve Bank may be contacted as to the length of the comment period. H.2, 1982 No. 24 - 22 APPLICATIONS HECEIVED-Continued mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related t o extensions of mortgage loans; the sale of consumer oriented f i n a n c i a l management courses; and the s e r v i c i n g , f o r any person, of loans and other extensions of c r e d i t ; the proposed service area of the de novo o f f i c e of CHI shall be comprised of the e n t i r e State of Georgia f o r a l l the aforementioned a c t i v i t i e s ; c r e d i t related l i f e * accident and health insurance may be w r i t t e n by Family Guardian L i f e Insurance Company, an a f f i l i a t e of CPFC and CHI) at 5575 Peachtree Dunwoody Road, A t l a n t a , Georgia, through i t s s u b s i d i a r i e s , C i t i c o r p Homeowners, Inc. and C i t i c o r p Person-to-Person Financial Center, Inc. (6/8/82) New York C i t i c o r p , New York, New York, requests permission to establ i s h a de novo o f f i c e of i t s s u b s i d i a r y , C i t i c o r p Homeowners , Inc. ("CHI") and to expand the a c t i v i t i e s of an e x i s t i n g o f f i c e of i t s subsidiary, C i t i c o r p Person-toPerson Financial Center of F l o r i d a , Inc. ("CPFC") at the same l o c a t i o n s , the a c t i v i t i e s in which the proposed de novo o f f i c e of CHI w i l l engage are (the making or acquiring of loans and other extensions of c r e d i t , secured or unsecured, f o r consumer and other purposes; the sale of c r e d i t related l i f e and accident and health or decreasing or l e v e l ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of consumer oriented f i n a n c i a l management courses; the s e r v i c i n g , f o r any person, of loans and other extensions of c r e d i t ; the making, acquiring and s e r v i c i n g , f o r i t s own account and f o r the account of others, of extensions of c r e d i t t o i n d i v i d u a l s secured by liens on r e s i d e n t i a l or non-residential real estate; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y r e l a t e d to extensions of mortgage loans; the proposed service area f o r the de novo o f f i c e shall be comprised of the e n t i r e State of Florida f o r a l l the aforementioned a c t i v i t i e s ; the new a c t i v i t i e s in which CPFC proposes t o engage de novo are: the making, acquiring and s e r v i c i n g , f o r i t s own account and f o r the account of o t h e r s , of extensions of c r e d i t to i n d i v i d u a l s secured by l i e n s on r e s i d e n t i a l or non-residential real e s t a t e ; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related t o extensions of mortgage loans; the proposed service area f o r the aforementioned a c t i v i t i e s shall be comprised of the e n t i r e State of F l o r i d a ; c r e d i t related l i f e , accident and health insurance may be w r i t t e n by Family Guardian H.2, 1982No. 24 -23APPLICATIONS RECEIVED-Continued L i f e Insurance Company, an a f f i l i a t e of CHI and CPFC) at 7261 U.S. 19th North, Pinellas Park, Florida, through i t s subsidiaries, Citicorp Homeowners, Inc. and Citicorp Person-to-Person Financial Center of Florida, Inc. (6/11/82) New York C i t i c o r p , New York, New York, requests permission to establ i s h a de novo o f f i c e of i t s subsidiary, Citicorp Homeowners, Inc. ("CHI") and to expand the a c t i v i t i e s of an existing o f f i c e of i t s subsidiary, Citicorp Person-toPerson Financial Center, Inc. ("CPFC") at the same locat i o n , the a c t i v i t i e s in which the de novo o f f i c e of CHI w i l l engage are (the making or acquiring of loans and other extensions of c r e d i t , secured or unsecured, for consumer and other purposes; the making, acquiring and servicing for i t s own account and for the account of others, of extensions of c r e d i t to individuals secured by liens on residential or non-residential real estate; the sale of c r e d i t related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of mortgage l i f e and mortgage disa b i l i t y insurance d i r e c t l y related to extensions of mortgage loans; the sale of consumer oriented fi n a n ci a l management courses; and the servicing, f o r any person, of loans and other extensions of c r e d i t ; the proposed service area of CHI shall be comprised of the e n t i r e State of Alabama for a l l the aforementioned a c t i v i t i e s ; the new a c t i v i t i e s in which the existing o f f i c e of CPFC proposes to engage de novo are: the making, acquiring and servicing, f o r U s own account and for the account of others, of extensions of credit to individuals secured by liens on residential or non-residential real estate; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related to extensions of mortage loans; the proposed service area for the aforementioned a c t i v i t i e s shall be comprised of the entire State of Alabama; c r e d i t related l i f e , accident, and health insurance may be w r i t t e n by Family Guardian L i f e Insurance Company, an a f f i l i a t e of CHI and CPFC) at 3724 Lorna Road, Birmingham, Alabama, through i t s subsidiaries, C i t i c o r p Homeowners, Inc. and Citicorp Person-to-Person Financial Center, Inc. (6/9/82) New York C i t i c o r p , New York, New York, requests permission to establ i s h a de novo o f f i c e of i t s subsidiary, Citicorp Homeowners , Inc. ("CHI") and to expand the a c t i v i t i e s and service area of an existing o f f i c e of i t s subsidiary, Citicorp Person-to-Person Financial Center, Inc. ("CPFC") at the i H.2, 1982 No. 24 -24APPLICATIONS RECEIVED-Continued same location; the a c t i v i t i e s in which the proposed de novo o f f i c e of CHI w i l l engage are (the making or acquiring of loans and other extensions of c r e d i t , secured or unsecured, f o r consumer and other purposes; the sale of c r e d i t related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of consumer oriented financial management courses; the servicing for any person, of loans and other extensions of c r e d i t ; the making, acquiring and servicing, f o r i t s own account and for the account of others of extensions of c r e d i t to individuals secured by liens on residential or non-residential real estate; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related to extensions of mortgage loans; the proposed service area of CHI shall be comprised of the e n t i r e State of Alabama f o r a l l the aforementioned a c t i v i t i e s ; the new a c t i v i t i e s in which the o f f i c e of CPFC proposes to engage de novo are: the making, acquiring and servicing, f o r i t s own account and f o r the account of others, of extensions of c r e d i t to individuals secured by liens on residential or nonresidential real estate; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related to extensions of mortgage loans; the proposed service are f o r the aforementioned proposed a c t i v i t i e s shall be comprised of the e n t i r e State of Alabama, the proposed expanded service area of CPFC shall be comprised of the entire State of Alabama f o r a portion of i t s previously approved a c t i v i t i e s , s p e c i f i c a l l y , the making or acquiring of loans and other extensions of c r e d i t , secured or unsecured, f o r consumer and other purposes; the extension of loans to dealers for the financing of inventory ( f l o o r planning) and working capital purposes; the purchasing and servicing f o r i t s own account of sales finance contracts; the sale of credit related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of consumer oriented fi n a n ci a l management courses; and the servicing, f o r any person, of loans and other extensions of c r e d i t ; c r e d i t related l i f e , accident and health insurance may be w r i t t e n by Family Guardian L i f e Insurance Company, an a f f i l i a t e of CHI and CPFC) at #12 North 20th Street, Birmingham, Alabama, through i t s subsidi a r i e s , Citicorp Homeowners, Inc. and Citicorp Person-to-Person Financial Center, Inc. (6/9/82) H.2, 1982 No. 24 - 25 APPLICATIONS RECEIVED-Continued New York C i t i c o r p , New York, New York, requests permission to establ i s h jje novo o f f i c e s of i t s subsidiary, Citicorp Homeowners, Inc. ("CHI") and to expand the a c t i v i t i e s and service area of eight existing o f f i c e s of i t s subsidi a r y , Citicorp Person-to-Person Financial Center, Inc. ("CPFC") at the same locations, the a c t i v i t i e s to be engaged in by the de novo o f f i c e s of CHI w i l l include (the making or a c q u i r i n g o f loans and other extensions of c r e d i t , secured or unsecured, for consumer and other purposes; the making, acquiring and servicing for i t s own account and f o r the account of others, extensions of of c r e d i t to individuals secured by liens on residential or non-residential real estate; the sale of c r e d i t related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related to extensions of mortgage loans; the sale of consumer oriented financial management courses; and the servicing, for any person, of loans and other extensions of c r e d i t ; the proposed service area of the de novo o f f i c e s shall be comprised of the e n t i r e States of Arizona, Nevada and New Mexico f o r a l l the aforementioned a c t i v i t i e s ; the new a c t i v i t i e s in which the CPFC o f f i c e s propose to engage de novo are: the making, acquiring and servicing, for i t s own account and for the account of others, of extensions of c r e d i t to individuals secured by liens on residential or non-residential real estate; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related to extensions of mortgage loans; the proposed service area f o r the aforementioned proposed a c t i v i t i e s shall be comprised of the entire States of Arizona, Nevada and New Mexico; the proposed expanded service area of the CPFC o f f i c e s shall include the entire States of Arizona, Nevada and New Mexico f o r a portion of t h e i r previously approved a c t i v i t i e s ; s p e c i f i c a l l y , the making or acquiring of loans and other extensions of c r e d i t , secured or unsecured, for consumer and other purposes; the sale of c r e d i t related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of consumer oriented f inancial management courses; and the servicing, f o r any person, of loans and other extensions of c r e d i t ; in regard to c r e d i t related insurance, the business of a general insurance agency w i l l not be conducted; c r e d i t related decreasing term l i f e insurance and accident and health insurance may be underwritten by Family Guardian L i f e Insurance Company, an a f f i l i a t e of CPFC and CHI) at 7260 H.2, 1982 No. 24 - 26 APPLICATIONS RECEIVED-Continued E. Indian School Road, Scottsdale, Arizona; 9861 Metto Parkway West, Phoenix, Arizona; 2077 East Camel back Road, Phoenix, Arizona; 111 E. Missouri Avenue, Phoenix, Arizona; T r i - C i t y M a l l , 1836 West Main S t r e e t , Mesa, Arizona; Thomas M a l l , 4421 A East Thomas Road, Phoenix, Arizona; 143 Valley West Mall, 5719 West Northern Avenue, Glendale, Arizona; and Chris Town Shopping Center, 1558 West Montebello, Phoenix, Arizona, through i t s subsidi a r i e s , C i t i c o r p Homeowners, Inc. and C i t i c o r p Personto-Person Financial Center, Inc. (6/7/82) New York C i t i c o r p , New York, New York, requests permission to establ i s h f o u r de novo o f f i c e s of i t s subsidiary, C i t i c o r p Homeowners, Inc. ("CHI") and to expand the a c t i v i t i e s and service area of four e x i s t i n g o f f i c e s of i t s subsidiary, C i t i c o r p Person-to-Person Financial Center, Inc. ("CPFC") at the same l o c a t i o n s , the a c t i v i t i e s in which the proposed de novo ofices of CHI w i l l engage are (the making or acquiring of loans and other extensions of c r e d i t secured or unsecured, f o r consumer and other purposes; the sale of c r e d i t related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as requested; the sale of consumer oriented f i n a n c i a l management courses; the s e r v i c i n g , f o r any person of loans and other extensions of c r e d i t ; the making, acquiri n g , and s e r v i c i n g , f o r i t s own account and f o r the account of o t h e r s , of extensions of c r e d i t t o i n d i v i d u a l s secured by l i e n s on r e s i d e n t i a l or nonr e s i d e n t i a l real e s t a t e ; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related t o extensions of mortgage loans; the proposed service area of the de novo o f f i c e s of CHI s h a l l be comprised of the e n t i r e "State of C a l i f o r n i a f o r a l l the aforementioned a c t i v i t i e s ; the new a c t i v i t i e s i n which the o f f i c e s of CPFC propose t o engage de novo are: the making, acquiri n g , and s e r v i c i n g , f o r T t s own account and f o r the account of o t h e r s , of extensions of c r e d i t t o i n d i v i d u a l s secured by l i e n s on r e s i d e n t i a l or non-residential real e s t a t e ; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related t o extensions of mortgage loans; the proposed service area of each of the CPFC o f f i c e s f o r the aforementioned proposed a c t i v i t i e s shall be comprised of the e n t i r e State of C a l i f o r n i a ; the proposed expanded service area of the CPFC o f f i c e s s h a l l include the e n t i r e State of C a l i f o r n i a f o r the p o r t i o n of t h e i r previously approved a c t i v i t i e s , s p e c i f i c a l l y , the making or acquiring of l H.2, 1982 No. 24 - 27 APPLICATIONS RECEIVED-Continued loans and other extensions of c r e d i t , secured or unsecured, for consumer and other purposes; the extension of loans to dealers for the financing of inventory ( f l o o r planning) and working capital purposes; the purchasing and servicing for i t s own account of sales finance contracts; the sale of credit related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of consumer oriented financial management courses and the servicing, f o r any person, of loans and other extensions of c r e d i t ; credit related l i f e , accident and health insurance may be w r i t t e n by Family Guardian L i f e Insurance Company, an a f f i l i a t e of CPFC and CHI) at Four Seasons Office Building, 4827 Sepulveda Blvd., Suite 100, Sherman Oaks, C a l i f o r n i a ; 119 North Central Avenue, Glendale, C a l i f o r n i a ; Vanir Tower City Mall Plaza, 290 N. "D" Street, Suite 804, San Bernardino, C a l i f o r n i a ; and 21707 Hawthorne Blvd., Suite 106, Torrance, C a l i f o r n i a , through i t s subsidiaries, Citicorp Homeowners, Inc. and C i t i c o r p Person-to-Person Financial Center, Inc. (6/8/82) New York C i t i c o r p , New York, New York, requests permission to establ i s h four de novo o f f i c e s of i t s subsidiary, Citicorp Homeowners, Inc. ("CHI") and to expand the a c t i v i t i e s and service area of four e x i s t i n g o f f i c e s of i t s subsidiary, C i t i c o r p Person-to-Person Financial Center of Florida, Inc. ("CPFC") at those same locations, the a c t i v i t i e s in which the de novo o f f i c e s of CHI propose to engage are (the making or acquiring of loans and other extensions of c r e d i t , secured or unsecured, f o r consumer and other purposes; the sale of c r e d i t related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of consumer oriented financial management courses; the s e r v i c i n g , f o r any person, of loans and other extensions of c r e d i t ; the making, acquiring and servicing, f o r i t s own account and for the account of others, of extensions of c r e d i t to individuals secured by liens on residential or non-residential real estate; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related to extensions of mortgage loans; the proposed service area of each of the de novo o f f i c e s of CHI shall be comprised of the e n t i r e State of Florida for a l l the aforementioned proposed a c t i v i t i e s ; the 1 I H.2, 1982 No. 24 - 28 APPLICATIONS RECEIVEP-Continued previously approved a c t i v i t i e s in which the o f f i c e s of CPFC engage are as follows: the making or acquiring of loans and other extensions of c r e d i t , secured or unsecured, for consumer and other purposes; the extension of loans to dealers for the financing of inventory ( f l o o r planning) and working capital purposes; the purchasing and servicing f o r i t s own account of sales finance contracts and the sale of credit related l i f e and accident and health or decreasing or level ( i n the case of single payment loans) term l i f e insurance by licensed agents or brokers, as required; the sale of consumer oriented financial management courses; and the servicing, for any person of loans and other extensions of c r e d i t ; the new a c t i v i t i e s in which the o f f i c e s of CPFC propose to engage de novo are: the making, acquiring and servicing, for i t s own account and for the account of others, of extensions of c r e d i t to individuals secured by liens on residential or non-residential real estate; and the sale of mortgage l i f e and mortgage d i s a b i l i t y insurance d i r e c t l y related to extensions of mortgage loans; the proposed service area f o r each CPFC o f f i c e f o r a l l previously approved a c t i v i t i e s shall be comprised of the e n t i r e State of F l o r i d a ; c r e d i t related l i f e , accident and health insurance may be written by Family Guardian L i f e Insurance Company, an a f f i l i a t e of CPFC and CHI) at 5414 North Davis Highway, Pensacola, Florida, Windmill Gate Shopping Center, 1603 N.W. 67th Avenue, Miami Lakes, Florida; Executive Centre, 2300 Palm Beach Lake Blvd., West Palm Beach, Florida and 1915 North Monroe, Tallahassee, F l o r i d a , through i t s subsidiaries, C i t i c o r p Homeowners, Inc. and C i t i c o r p Person-to-Person Financial Center of F l o r i d a , Inc. (6/8/82) New York C i t i c o r p , New York, New York, requests permission to establ i s h a de novo o f f i c e engaging i n the following a c t i v i t i e s (consumer lending a c t i v i t i e s including application acceptance functions, the execution of loan documents and disbursement of funds, the acceptance of payments, account adjustments and other customer service a c t i v i t i e s incidental to Citicorp Financial I n c . ' s c r e d i t card and d i r e c t lending a c t i v i t i e s ; the service area of the de novo o f f i c e shall be comprised of the e n t i r e State of V i r g i n i a ) at Springfield Mall, P.O. Box 789, S p r i n g f i e l d , V i r g i n i a , through i t s subsidiary, Citicorp Financial Inc. (6/9/82) i H.2, 1982 No. 24 - 29APPLICATIONS RECEIVED-Continued New York Ramapo Financial Corporation, Wayne, New Jersey, requests permission to expand the activities of an unapproved subsidiary (providing instruction and advice regarding the development of loan programs in order to enable client banks, savings and loan associations, and mutual savings banks to operate such loan programs independently; this service would include instruction and advice concerning operations; systems and procedures; accounting procedures; credit administration, documentation and evaluation; product development and advertising programs; and training for the above mentioned lending areas of other financial institutions) at 64 Boonton Road, Wayne, New Jersey, through its subsidiary, RFC Services Corporation (6/10/82) Cleveland Banc One Corporation, Columbus, Ohio, notification of intent to engage in de novo activities (leasing personal property and equipment, or acting as agent, broker, or advisor in leasing of such property where such property is acquired by the lessor at the request of the lessee, for business purposes and where at the inception of the i n i t i a l lease the expectation is that the effect of the transaction and reasonably anticipated future transactions with the same lessee as to the same property w i l l be to compensate the lessor for not less than the lessor's f u l l investment 1n the property; making, acquiring, and selling for i t s own account and for the account of others, loans and other extensions of credit including loans to finance agricultural production, commercial and industrial loans, and loans to individuals for household, family, and other personal expenditures; and servicing such loans and other extensions of credit for i t s e l f and for non-affiliated banks and for institutional investors) at 9023 Darrow Road, Twlnsburg, Ohio, through its subsidiary, Banc One Financial Corporation (6/7/82) Richmond Maryland National Corporation, Baltimore, Maryland, n o t i f i cation of intent to engage in de novo activities (engaging generally in the business of leasing personal property (including, but not limited to, the leasing of various types of equipment, machinery, vehicles, transportation equipment, and data processing equipment and including conditional sales contracts and chattel mortgages where the lease is the functional equivalent of an extension of credit; originating and servicing personal property leases as principal or agent; buying, selling and otherwise dealing in personal property lease contracts as principal or agent; acting as adviser in personal property leasing transactions; engaging in the H.2, 1982 No. 24 - 30 APPLICATIONS RECEIVED-Continued sale, as agent or broker, of insurance similar in form and intent to credit l i f e and/or mortgage redemption insurance; engaging generally in the business of leasing real property where the lease is the functional equivalent of an extension of credit; originating real property leases as principal or agent; servicing real property leases for a f f i l i a t e d or nonaffiliated individuals, partnerships, corporations or other e n t i t i e s ; buying, selling and otherwise dealing in real property leases as principal, agent or broker; acting as adviser in real property leasing transactions; engaging generally in commercial lending operations including, but not be limited to, secured and unsecured commercial loans and other extensions of credit to commercial enterprises; and acting as advisor or broker in commercial lending transactions) at Suite 105C, Prospect Center Office Building, 301 Sovereign Court, Manchester, Missouri and Suite 804, Fidelity Federal Building, 401 Union Street, Nashville, Tennessee, through its subsidiary, Maryland National Leasing Corporation (6/9/82) Kansas City The First National Bancorporation, Inc., Denver, Colorado, notification of intent to engage in de novo activities (acting as agent for the sale of credit l i f e , credit accident and health insurance to include Applicant's recently acquired subsidiary bank, Foothills National Bank, Fort Collins, Colorado) the geographic area to be served by this office includes the city of Fort Collins, Larimer County and the western half of Weld County (6/11/82) San Francisco BankAmerica Corporation, San Francisco, California, notification of intent to engage in de novo activities (making or acquiring for its own account loans and other extensions of credit such as would be made or acquired by a finance company; such activities w i l l include, but not be limited t o , making loans and other extensions of credit of a commercial nature to individuals and businesses; such loans may be unsecured or secured by personal assets and residential and commercial real estate) at 1105 Hamilton Street, Allentown, Pennsylvania, serving a l l f i f t y States and the District of Columbia, through i t s subsidiary, BA Business Credit Corporation (a Delaware Corporation) (6/12/82) H.2, 1982 No. 24 -31APPLICATIONS RECEIVED-Continued San Francisco Charter National Bancorp, Encino, C a l i f o r n i a , n o t i f i c a t i o n of intent t o engage i n de novo a c t i v i t i e s (making or acquiring, f o r i t s own account or for the account of others, loans and other extensions of c r e d i t (including issuing l e t t e r s of c r e d i t and accepting d r a f t s ) such as would be made by a mortgage, finance, credit card or factoring company; these a c t i v i t i e s are proposed to be financed by loans to Charter National F i nance Corporation, by a non a f f i l i a t e d bank or banks, which loans may be guaranteed by Charter National Bancorp) at 16810 Ventura Boulevard, Encino, (Los Angeles), C a l i f o r n i a , serving the State of C a l i f o r n i a , through a subsidiary, Charter National Finance Corp. (6/3/82) San Francisco Rainier Bancorporation, Seattle, Washington, n o t i f i c a t i o n of intent to engage in de novo a c t i v i t i e s (making or acquiring for i t s own account or for the account of others, loans or other extensions of c r e d i t ; and acting as an insurance agent or broker with regard to insurance that is d i r e c t l y related to extensions of c r e d i t by Rainier Mortgage Company in the following categories: mortgage redemption insurance in the form of c r e d i t l i f e and d i s a b i l i t y insurance; property and casualty insurance on real and personal property, including homeowners, f i r e and extended coverage, l i a b i l i t y , b u i l d e r ' s course of construction, and builder borrower insurance and performance bonds) in Lakewood, Colorado, serving the e n t i r e State of Colorado, through i t s subsidiary, Rainier Mortgage Company (6/8/82) San Francisco Seafirst Corporation, Seattle, Washington, for approval t o engage de novo through i t s subsidiaries, Seafirst University H i l l s Industrial Bank and Seafirst Belcaro Industrial Bank, both in Denver, Colorado, in the o f f e r i n g of NOW accounts and savings accounts accessible by d r a f t s payable through commercial banks and debit cards. San Fracfsco U.S. Bancorp * Portland, Oregon, n o t i f i c a t i o n of intent to engage i n de novo a c t i v i t i e s (making, acquiring and servicing of Toans and other extensions of c r e d i t , e i t h e r secured or unsecured, f o r i t s own account or the account of others including, but not l i m i t e d t o , commercial, rediscount and installment sales contracts; to issue t h r i f t c e r t i f i c a t e s and passbooks and to act as insurance agent with regard to c r e d i t l i f e and d i s a b i i l t y insurance solely in connection with extensions i H.2, 1982 No. 24 - 32 APPLICATIONS RECEIVED-Continued of credit by U.S. T h r i f t , in conformance with the provision of Sections 225.4(a)(1), (2), ( 3 ) , and ( 9 ) ( i ) of Regulation Y) at 2 East Broadway, Salt Lake City, Utah, the primary service area is defined as that area north of 2100 South Street, east of 1-15 and bordered to the north and east by the Wasatch Mountain, through its subsidiary, U.S. Thrift & Loan (6/11/82) * * * * * REPORTS RECEIVED Ownership Statement Filed Pursuant to Section 13(d) of the Securities Exchange Act Chemung Canal Trust Co., Elmira, New York (Filed by Robert E. Dalrymple) The Bank of Vienna, Vienna, Virginia (Filed by Michael S. Juhasz)