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ANNOUNCEMENT BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM H.2, 1989, No. 25 Actions of the Board, its Staff, and the Federal Reserve Banks; Applications and Reports Received During the Week Ending June 24, 1989. ACTIONS TAKEN BY THE BOARD OF GOVERNORS TESTIMONY AND STATEMENTS Bank supervisory policies affecting loans to developing countries — statement by William T a y l o r , Staff D i r e c t o r , Division of Banking Supervision and Regulation before the Subcommittee on International Development* Finance, Trade and Monetary Policy of the House Committee on Banking, Finance and Urban Affairs, June 27, 1989. Authorized, June 23, 1989. ADVISORY COUNCILS Consumer Advisory Council. Convened, June 22, 1989. BANK HOLDING COMPANIES Citicorp, New York, New York, — to continue computer design and assembly activities of Quotron Systems, Inc., Los Angeles, California. Permitted, June 19, 1989. First American Corporation, Nashville, Tennessee — to engage de novo in community development activities and related services through First American Community Development Corporation with delegation of authority to the Reserve Banks to approve future applications to engage in similar acti v i t i e s . Approved, June 21, 1989. H.2 JUNE 19, 1989 PAGE 2 TO JUNE 23, 1989 ACTIONS TAKEN BY THE BOARD OF GOVERNORS BANK HOLDING COMPANIES Fuji Bank, Limited, Tokyo, Japan — ‘ — to form a joint venture with James D. Wolfensohn Incorporated, and engage in certain financial advisory services. Approved, June 21, 1989. J.P. Morgan & C o ., New York, New York — to commence underwriting and dealing in debt securities through J.P. Morgan Securities, Inc., under the B o a r d 1s order of January 18, 1989. Permitted, June 19, 1989. Societe Generale, Paris, France — to act as the specialist for Deutsche mark options on the Philadelphia Stock Exchange. Approved, June 21, 1989. BOARD OPERATIONS Budget guideline for 1990. Approved, June 21, 1989. FORMS Report of Foreign (Non-U.S.) Currency - Denominated Deposits (FR 2915) — implementation. Approved, June 22, 1989. H.2 JUNE 19, 1989 PAGE 3 TO JUNE 23, 1989 ACTIONS TAKEN BY THE BOARD OF GOVERNORS FORMS Weekly Report of Selected Borrowings (FR 2415); Daily Telephone Report of Selected Borrowings (FR 2415a); and Weekly Report of Repurchase Agreements on U.S. Government and Federal Agency Securities with Specified Holders (FR 2415t) — extension with revision. Approved, June 22, 1989. REGULATIONS AND POLICIES Regulation Z — report sent to the Congress concerning the use of the term "annual percentage rate" and the costs of various forms of consumer credit. Approved, June 19, 1989. RESERVE BANK OPERATIONS Budget guidelines for 1990. Approved, June 21, 1989. SECURITIES REGULATION Securities subsidiaries of bank holding companies — to modify restriction on underwriting asset-based securities of affiliates under section 20. Proposed, June 21, 1989. H.2 JUNE 19, 1989 PAGE 4 TO JUNE 23, 1989 ACTIONS TAKEN BY THE BOARD OF GOVERNORS SECURITIES REGULATION Securities underwriting subsidiaries — to increase from 5 to 10 percent the revenue limit in the B o a r d Ts orders authorizing bank holding company subsidiaries to underwrite and deal in bank-ineligible securities. Proposed, June 21, 1989. H.2 JUNE 19, 1989 PAGE 5 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve Bank Operations; GC - General Counsel; IF - International Finance; OSDM - Office of Staff Director for Management ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHES, DOMESTIC Richmond Bank of Hampton Roads, Chesapeake, Virginia — to establish a branch at 1500 Mount Pleasant Road. Approved, June 22, 1989. Chicago Central State Bank, Elkader, Iowa — branch at 200 N. Main. Approved, June 21, 1989. Chicago Citizens Commercial & Savings Bank, Flint, Michigan — to establish a branch at 3271 Pontiac Road, Auburn Hills, Michigan. Approved, June 19, 1989. Chicago Countryside Bank of Stratford, Bloomingdale, Illinois — to establish an offsite electronic facility at Stratford Square Shopping Mall, Army Trail and Gary Avenue. Approved, June 20, 1989. Richmond Signet Bank / Virginia, Richmond, Virginia — to establish a branch at 5445 Glenside Drive; and on U.S. Route 360 across from the Battlefield Green development, M e chanicsville, Virginia. Approved, June 20, 1989. to establish a BANK HOLDING COMPANIES Chicago Algemene Bank Nederland, N.V. Amsterdam, The Netherlands — to retain Lease Plan Holdings N.V.; and increase ownership in Lease Plan USA, Atlanta, Georgia. Approved, June 23, 1989. Atlanta American Corporation, Vacherie, Louisiana — to acquire One American Agency and engage de novo in leasing activities.. Permitted, June 20, 1989. Chicago Blairstown Bancorp, Inc., Blairstown, Iowa — acquire Benton County State Bank. Approved, June 20, 1989. Chicago CNBC Bancorp, Inc., Chicago, Illinois — to engage de novo in leasing and lending activities through CNBC Leasing Corp, and CNBC Investment Corp. Returned, June 22, 1989. to H.2 JUNE 19/ 1989 PAGE 6 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago Coal City Corporation/ Coal City/ Illinois — to acquire Allied Banc Corporation/ and Allied Bank / Coal City National. Approved/ June 19/ 1989. Atlanta Fannin Bancshares/ Inc./ Blue Ridge/ Georgia — acquire Peoples Bank of Fannin County. Approved/ June 19/ 1989. Minneapolis Madison Agency/ Inc, Sioux Falls/ South Dakota — acquire State Bank of Hendricks/ Hendricks/ Minnesota. Approved/ June 23/ 1989. Boston P e o p l e Ts Heritage Financial Group/ Inc., Portland/ Maine — to acquire First Coastal Banks/ Inc., Portsmouth/ New Hampshire. Approved/ June 22/ 1989. Cleveland Peoples Bancorp of Winchester/ Inc., Winchester/ Kentucky — to acquire Peoples Commercial Bank. Approved/ June 23/ 1989. Chicago SBK Bancshares, Inc., Kiel/ Wisconsin — State Bank of K i e l . Approved/ June 22/ 1989. San Francisco Security Pacific Corporation/ Los A n g e l e s / California — to acquire Sequor National Bank/ Dallas/ Texas. Approved/ June 22/ 1989. Atlanta Smoky Mountain Bancorp/ Inc./ Gatlinburg, Tennessee — to acquire First National Bank of Gat1 inburg. Approved/ June 19/ 1989. New York U.S. Trust Corporation/ New York/ New York — to acquire Denker & Goodwin Incorporated, Dallas, Texas, and engage in providing portfolio investment advice. Approved, June 23, 1989. San Francisco Wells Fargo & Company, San Francisco, California — to acquire Wells Fargo Mortgage and Equity T r u s t . Approved, June 19, 1989. to to to acquire H.2 JUNE 19, 1989 PAGE 7 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES San Francisco W.T.B. Financial Corporation, Spokane, Washington — to expand geographic scope of investment advisory activities conducted through WT Investment Advisors. Permitted, June 20, 1989. BANK MERGERS Dallas American National Bank of Texas, Houston, Texas — merge with American National Bank-Post Oak. Approved, June 19, 1989. BANK PREMISES Chicago Central State Bank, Elkader, Iowa — bank premises. Approved, June 21, 1989. investment in Chicago Citizens Commercial & Savings Bank, Flint, Michigan — investment in bank premises. Approved, June 19, 1989. Chicago Iowa State Bank, Hull, Iowa -- investment in bank premises. Approved, June 21, 1989. Staff Director BS&R Liberty Bank, South San Francisco, California — investment in bank premises. Approved, June 19, 1989. Staff Director BS&R McDonald State Bank, North Platte, Nebraska — investment in bank p r e m i s e s . Approved, June 22, 1989. Cleveland Ohio Citizens Bank, Toledo, Ohio — bank premises. Approved, June 22, 1989. investment in to H.2 JUNE 19, 1989 PAGE 8 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CAPITAL STOCK Richmond Southwest Virginia Bankshares, Inc., Marion, Virginia — redemption of shares. Approved, June 23, 1989. CHANGE IN BANK CONTROL Kansas City Carroll County Bancshares, Inc., Carrollton, Missouri — change in bank c o n t r o l . Permitted, June 20, 1989. Kansas City Goltry Bancshares, Inc., Goltry, Oklahoma — in bank c o n t r o l . Permitted, June 22, 1989. change Kansas City Hollis Bancshares, Inc., Hollis, Oklahoma — in bank c o n t r o l . Permitted, June 19, 1989. change Cleveland Hyden Citizens Bancorp, Inc., Hyden, Kentucky — change in bank c o n t r o l . Permitted, June 22, 1989. Kansas City Pathfinder Bancshares, Inc., Fremont, Nebraska — change in bank c o n t r o l . Permitted, June 23, 1989. Minneapolis Waseca Bancshares, Inc., Waseca, Minnesota — in bank c o n t r o l . Permitted, June 20, 1989. change COMPETITIVE FACTORS REPORTS San Francisco American National Bank - Post Oak, Houston, Texas, proposed merger with American National Bank of Texas — report on competitive factors. Submitted, June 21, 1989. New York Apple Bank for Savings, Garden City, New York, proposed merger with Sag Harbor Savings Bank, Sag Harbor, New York — report on competitive factors. Submitted, June 19, 1989. H.2 JUNE 19, 1989 PAGE 9 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Colonial Bank - Northern Region, Lexington, Alabama, proposed merger with Colonial Bank, Montgomery, Alabama — report on competitive factors. Submitted, June 20, 1989. Philadelphia Hazleton National Bank, Hazleton, Pennsylvania, proposed purchase and asumption of certain assets and certain liabilities of five branches of First Valley Bank, Bethlehem, Pennsylvania — report on competitive factors. Submitted, June 19, 1989. Kansas City Home Bank and Trust Company of Eureka, Eureka, Kansas, proposed merger with Severy State Bank, Severy, Kansas — report on competitive factors. Submitted, June 19, 1989. Kansas City Nebraska State Bank & Trust Company, Broken Bow, Nebraska, proposed merger with Nebraska State Bank of Merna, Merna, Nebraska — report on competitive factors. Submitted, June 19, 1989. Boston Valley Bank, White River Junction, Vermont, proposed merger with Interim Valley Bank — report on competit ive f a c t o r s . Submitted, June 21, 1989. EXTENSIONS OF TIME S t . Louis Advance Banc Shares, Inc., Fairfield, Illinois — extension to September 30, 1989, to acquire the successor by merger to Wayne County Bank and Trust Company. Granted, June 23, 1989. Richmond Bank of Northern Virginia, Arlington, Virginia — extension to December 23, 1989, to establish a branch at 2230 Wilson Boulevard. Granted, June 20, 1989. H.2 JUNE 19, 1989 PAGE 10 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME Atlanta First Cherokee Bancshares, Inc., Woodstock Georgia extension to September 23, 1989, to acquire First National Bank of Cherokee. Granted, June 20, 1989. Boston First Essex Bancorp, Inc., Lawrence, Massachusetts extension to July 21, 1989, to acquire Fortune Guaranty Savings Bank, Windham, New Hampshire. Granted, June 21, 1989. Richmond First United Corporation, Oakland, Maryland — extension to October 3, 1989, to engage de novo in credit related insurance through Oakfirst Life Insurance Corporation, Phoenix, Arizona. Granted, June 20, 1989. San Francisco Golden Gate Bancorp, San Francisco, California — extension to September 23, 1989, to acquire Golden Gate Bank. Granted, June 19, 1989. Richmond Virginia Bank and Trust Company, Danville, Virginia — extension to January 6, 1990, to establish a branch at the intersection of U.S. Highway 58 East and Airport Drive. Granted, June 19, 1989. INTERNATIONAL OPERATIONS Staff Director BS&R Norwest Bank International, Miami, Minneapolis, Minnesota — amendment of articles of association to provide for establishment of permissible branches. Approved, June 21, 1989. H.2 JUNE 19, 1989 PAGE 11 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY RESERVE BANK OPERATIONS Director,FRBO Federal Reserve Bank of Chicago — to purchase a processor, and tape and disk subsystems for the Detroit Branch. Approved, June 20, 1989. Director, FRBO Federal Reserve Bank of Dallas — generator. Approved, June 22, 1989. to purchase a Director, FRBO Federal Reserve Bank of Dallas — communications controllers. Approved, June 23, 1989. to purchase Director, FRBO Federal Reserve Bank of Dallas — drives and controllers. Approved, June 23, 1989. to purchase disk GC Operating circulars — amendments concerning the address of the paying bank on cash items and payment for returned checks on voluntary nonstandard holidays. Approved, June 23, 1989. RESERVE BANK SERVICES Director, FRBO Federal Reserve Bank of Atlanta — to offer additional check collection airport consolidation deadlines. Approved, June 19, 1989. H.2 ADDITIONS AND CORRECTIONS JUNE 19, 1989 PAGE 12 TO JUNE 23, 1989 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Coffee County Bank, Douglas, Georgia, proposed merger with Southland Interim Bank — report on competitive factors. Submitted, June 16, 1989. EXTENSIONS OF TIME Chicago First Suburban Bancorp Corporation, Maywood, Illinois — extension to August 28, 1989, to acquire First State Bank of Alsip, Alsip, Illinois. Granted, June 16, 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 Wachusett Bancorp, Inc., Clinton, Massachusetts - 3(a)(1) application to become a bank holding company through the acquisition of Clinton Savings Bank, Clinton, Massachusetts Newspaper 07-13-89 Federal Register 07-13-89 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Application Comment Period Ending Date Fleet/Norstar Financial Group, Inc., Providence, Rhode Island - 4(c)(8) application to transfer certain accounts of Shatkin Financial Services, Inc., Chicago, Illinois to Norstar Brokerage Corporation, New York, New York Federal Register 07-07-89 Peoples Heritage Financial Group, Inc., Portland, Maine - 4(c)(8) notification to engage in mortgage banking activities through two subsidiaries, Mortgage Capital Corporation and Mortgage Capital Associates, Inc. Federal Register 07-12-89 SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE ♦Subject to CRA Federal Reserve Bank of New York Comment Period Ending Date SECTION I Applications Subject to Newspaper _____________Notice Only__________ Chemical Bank, New York, New York to establish an offsite electronic facility at Towers Perrin, 100 Summit Lake Drive, Valhalla, New York.l/ 7/17/89 Manufacturers Hanover Trust Company, New York, New York to establish a branch at 50 Charles Lindbergh Blvd., Uniondale, New York.l/ 7/21/89 SECTION II Applications Subject to Both Newspaper and Federal Register Notice Growth Financial Corp., Harding Township, New Jersey to become a bank holding company with respect to Growth Bank, Harding Township, New Jersey, a preposed new bank.l/ 7/6/89 2/ The Cho Hung Bank, Seoul, Korea to become a bank holding company with respect to Cho Hung Bank of New York, New York, New York, a proposed new bank. 1/ 7/21/89 3/ SECTION III Nonbanking Applications (Subject to Federal Register Notice Only) Barclays PLC and Barclays Bank PIC, both of London, England and Barclays USA, Inc., New York, New York to engage through their subsidiary, Barclays de Zoete Wedd Government Securities Inc., in underwriting and dealing, to a limited degree, in debt securities. 7/19/89 Community National Bancorp, Inc., Staten Island, New York to engage through its subsidiary, Community Mortgage Corp., in making mortgage loans. 7/7/89 Osterreichische Landerbank Aktiengesellschaft, Vienna, Austria to engage in making, acquiring, or servicing loans or other extensions of credit. N/A SECTION IV Applications Not Involving ______ Public Comment______ Republic National Bank of New York, New York, New York and Saban, S.A., Panama City, Republic of Panama, to make additional investments in Republic National Bank of New York (Luxembourg) S.A., Luxembourg and Republic National Bank of New York (France) S.A., Paris, France. 1/ 2/ 3/ Subject to provisions of Community Reinvestment Act. Later of dates specified in newspaper and Federal Register notices. Date specified in newspaper notice; a later date may be specified in the Federal Register notice. N/A - Not Available FEDERAL RESERVE BA N KO F PHILADELPHIA SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE 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. 1/ 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 June 24, 1989 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING Received application on June 1 9 , 1 9 8 9 fran The Fifth Third Bank, Columbus, Ohio, to establish a branch at Columbus City Center, Building D, Store #127, Columbus, Ohio. *July8, 1989 Received application on June 19, 198 9 from Ohio Citizens Bank, Toledo, Ohio, for permission to establish a branch at 735 South Main Street, Bowling Green, Ohio. * N o t Yet K n o w n # Received application on June 19, 198 9 from Ohio Citizens Bank, Toledo, Ohio, for permission to establish a CBCT branch at 434 Wooster Street, Bowling Green, Ohio. * N o t Yet K n o w n # SECTION II ~ APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received Section 3(a)(1) application on June 15, 1989 from CSB Acquisition Corporation, Louisville, Kentucky, to acquire Crestwood State Bank, Crestwood, Kentucky. * # N F - * N - July 14, 1989 Subject to CRA Expected to end approximately 30 days from the date of receipt Newspaper Corrment Period Federal Register Comment Period Applications Bulletin For Week Ending June 24, 1989 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4(c)(8) application on April 21, 1989 from Banc One Corporation, Columbus, Ohio, to expand the activities of its wholly-owned subsidiary, Banc One Brokerage Corporation, to include the provision of investment advice and certain underwriting services for bank eligible securities for retail and institutional customers pursuant to Sections 225.25(b)(4) and 225.25(b)(15) of Regulation Y. July 3, 1989 SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Received two requests on June 19, 1989 from Ohio Citizens Bank, Toledo, Ohio, for permission to exceed its limit of investment in bank promises permitted under Section 24A of the Federal Reserve Act. * - Subject to CRA #• - Expected to end approximately 30 days from the date of receipt N - Newspaper 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 First Union Corporation, Charlotte, North Carolina, for prior approval to acquire 100% of the voting shares of Florida National Banks of Florida, Inc., Jacksonville, Florida.* Comment Period Ending Date 7-23-89 Bank Maryland Corp., Towson, Maryland, for prior approval to acquire 100% of the voting shares of Heritage International Bank, Inc., Bethesda, Maryland.* Not Yet Available Crescent Group, Bethesda, Maryland, for prior approval to become a bank holding company with respect to Heritage International Bank, Inc.,Bethesda, Maryland.* Not Yet Available Section III - Applications Subject to Federal Register Notice Application First Union Corporation, Charlotte, North Carolina, to engage in underwriting, as reinsurer, credit-related life and credit-related accident, health, and disability insurance in connection with extensions of credit by the banking subsidiaries of Florida National Banks of Florida, Inc., Jacksonville, Florida, through the acquisition of Florida National Insurance Services, Inc., Jacksonville, Florida. *Application is subject to CRA. Comment Period Ending Date Not Yet Available Federal Reserve Bank of Richmond Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date First Union Corporation, Charlotte, North Carolina, to engage in investment advisory services, including management and supervision of investment portfolios on both a discretionary and non-discretionary basis and the provision of portfolio investment advice through the acquisition of Florida Investment Management Company, Jacksonville, Florida. Not Yet Available Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application None June 19, 1989 Federal Reserve Bank of Atlanta Applications Bulletin Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date First Tampa Bancorporation of Florida, Inc. 06-30-89 Tampa, Florida Federal Register & Newspaper 1-BHC formation, Regency Bank of Tampa, Tampa, Florida (member bank). First Burke Banking Company 07-07-89 Waynesboro, Georgia Federal Register Change in control by J. C. Palmer, III to retain 1.37 percent and to acquire an additional 8.04 percent of the outstanding shares that will increase his total ownership to 35.09 percent. South Banking Company Alma, Georgia To merge with Georgia Peoples Bankshares, Inc., Baxley, Georgia. Cen-La Bancshares, Inc. Marksville, Louisiana To retain indirect ownership (5.59 percent) of Union Bancshares, Inc., Marksville, Louisiana (after-the-fact). Section III - Applications Subject to Federal Register Notice Only Application Comnent Period Ending Date Commercial Bancshares of Roanoke, Inc. Roanoke, Alabama To engage de novo in data processing activities through its subsidiary, Commercial Bancshares Services, Inc., Roanoke, Alabama, pursuant to section 225.25(b) (7) of Regulation Y. One American Corp. Vacherie, Louisiana To engage de novo in leasing personal or real estate properties through its subsidiary, One American Agency, Inc., Vacherie, Louisiana, pursuant to section 225.25(b)(5) of Regulation Y. June 19, 1989 Federal Reserve Bank of Atlanta Applications Bulletin Section IV - Applications Not Subject To Federal Register Notice or Newspaper Notice Application Comment Period Ending Date First Boaz BanCorporation Boaz, Alabama To redeem 92,000 shares (23.47 percent) of its outstanding cctnnon stock. First Burke Banking Company Waynesboro, Georgia To redeem 1,013 shares (5.07 percent) of its outstanding ccrmon stock. Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Type Application Comment Period Ending Date None Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Type Application CoC-HC/ROS Hillsdale Development Corporation N - 6-24-89 Davenport, Iowa FR - 7-5-89 Redeem 26,826 shares (26.83 percent) outstanding common stock Y-l Illinois Valley Bancshares, Inc. Elmhurst, Illinois Colonial Trust & Savings Bank Peru, Illinois Illinois Regional Bank, Bureau County Princeton, Illinois* N - 6-26-89 FR - 7-7-89 Y-l M.O.I., Inc. Janesville, Wisconsin State Bank of Mount Horeb Mount Horeb, Wisconsin State Bank of Argyle Argyle, Wisconsin* N CoC-HC/RoS Wenona Bancorp, Inc. Wenona, Illinois Redeem 2,260 shares (37.7 percent) from Edward C. & Mary H. Horter N FR Y-2 Cascade Bancorporation, Inc. Altoona, Iowa Wabeno Bancorporation, Inc. Altoona, Iowa State Bank of Wabeno Wabeno, Wisconsin* N - ** FR - 7-7-89 Wabeno Bancorporation, Inc. Altoona, Iowa State Bank of Wabeno Wabeno, Wisconsin* N FR - 6-26-89 FR - 7-7-89 - ** - 7-5-89 - ** - 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 Bank of Waunakee Employee Stock Ownership Plan Waunakee, Wisconsin Waunakee Bank Shares, Inc. Waunakee, Wisconsin Bank of Waunakee Waunakee, Wisconsin* Y-2 FM Bancorp, Inc. Paxton, Illinois Melvin State Bank Melvin, Illinois* Y-2 First of America Bancorporation-Illinois,Inc.N - ** Libertyville, Illinois FR - ** Midwest Financial Group, Inc. Peoria, Illinois BancMidwest McLean County, National Association Bloomington, 111inois The First National Bank in Champaign Champaign, Illinois The Citizens National Bank of Decatur Decatur, Illinois The De Kalb Bank National Association DeKalb, Illinois First Trust Bank National Association Kankakee, Illinois First National Bank of Morton Morton, Illinois Commercial National Bank of Peoria Peoria, Illinois United Bank of Illinois, National Association Rockford, Illinois The Illinois National Bank of Springfield Springfield, Illinois* N - 6-11-89 FR - ** N - 7-21-89 FR - ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (continued) Application Comment Period Ending Date First of America Bank Corporation N - ** Kal a m a z o o , Michigan FR - ** Midwest Financial Group, Inc. Peoria, Illinois BancMidwest McLean County, National Association Bloomington, Illinois The First National Bank in Champaign Champaign, Illinois The Citizens National Bank of Decatur Decatur, Illinois The De Kalb Bank National Association DeKalb, Illinois First Trust Bank National Association K a n k a k e e , 111inois First National Bank of Morton Morton, Illinois Commercial National Bank of Peoria Peoria, Illinois United Bank of Illinois, National Association Rockford, Illinois The Illinois National Bank of Springfield Springfield, Illinois* Northwest Illinois Bancorp, Inc. Free p o r t , 111inois First Galena Bancshares, Inc. Galena, Illinois The First National Bank of Galena Galena, Illinois* N - ** FR - ** NWIB Acquisition Corporation, Inc. Freeport, Illinois First Galena Bancshares, Inc. Galena, Illinois The First National Bank of Galena Galena, Illinois* N - ** FR - ** Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Type Application Y-4 Caisse Nationale De Credit Agricole P a r i s , France Bertrand Michel Securities, Inc. New York, New York FR - 7-10-89 Y-4 First of America Bancorporation-Illinois, Inc. Libertyville, Illinois Midwest Financial Group Brokerage Service, Inc. Peoria, Illinois FR - ** Y-4 First of America BancorporationIllinois, Inc. Libertyville, Illinois Midwest Financial Investment Management Company Peoria, Illinois FR - ** Y-4 First of America BancorporationIllinois, Inc. Libertyville, Illinois Midwest Financial Life Insurance Company Peoria, Illinois FR - ** Y-4 First of America BancorporationIllinois, Inc. Libertyville, Illinois Midwest Financial Mortgage Company Peoria, Illinois FR - ** Y-4 First of America Bank Corporation K a l a m a z o o , Michigan Midwest Financial Mortgage Company Peoria, Illinois FR - ** Y-4 First of America Bank Corporation K a l a m a z o o , Michigan Midwest Financial Group Brokerage Service, Inc. Peoria, Illinois FR - ** First of America Bank Corporation Kalamazoo, Michigan Midwest Financial Investment Management Company Peoria, Illinois FR - ** Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only (continued) Comment Period Ending Date Type Application Y-4 First of America Bank Corporation Kalamazoo, Michigan Midwest Financial Life Insurance Company Peoria, Illinois FR - ** 4(c)(8) Wellman Investment Company Wellman, Iowa De novo in sale of life, property and casualty, liability, automobile, and marine insurance FR - ** 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 Federal Reserve Bank of St. Louis 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)(1) application by Stone County National Bancshares, Inc., Crane, Missouri, to acquire Stone County National Bank, Crane, Missouri (Newspaper 7-15-89) SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER Section 4(c)(8) notification by Landmark Bancshares Corporation, St. Louis, Missouri, to engage de novo in credit insurance sales, as agent, and underwriting of credit insurance through a newly formed subsidiary, Landmark BVI Limited, St. Louis, Missouri (Not available) SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE None. * This application is subject to CRA. 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 Comment Period Ending Date Application Bernard Gruenes To acquire 40% of Eden Valley Bancshares, Eden Valley, MN Not yet available Community First South Dakota Bankshares, Inc. Fargo, ND To acquire through merger Community First Minnesota Bankshares, Inc., Fargo, ND* Not yet available Section III - Applications Subject to Federal Register Notice Only Application Otto Bremer Foundation St. Paul, MN Bremer Financial Corporation St. Paul, MN To engage cle novo in making and servicing loans to the Bremer Financial Corporation Employee Stock Ownership Plan and Trust. ^Subject to CRA Comment Period Ending Date 7-10-89 (Federal Register) FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only (Continued) Comment Period Ending Date Application 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 extent in certain securities national banks are ineligible to deal in; 3) Full service retail brokerage; 4) Providing private placement services; 5) Purchasing and selling precious metals and coins for the account of customers; and 6) Acting as a futures commission merchant. Not yet available Community First South Dakota Bankshares, Inc. Fargo, ND To engage in providing to others finan cially related data processing through the acquisition of Community First Ser vice Corporation, Fargo, ND. Not yet available Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application None. Federal Reserve Bank o f Kansas City 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 C O M M E N T P E R I O D E N D I N G DATE U n i t e d N e b r a s k a F i n a n c i a l Co., Ord, N e b r a s k a , for prior a p p r o v a l to acquire and merge with Labanco, Inc., Burwell, N e b r a s k a , p a r e n t of B a n k of B u r w e l l , B u r w e l l , N e b r a s k a .* Not Available F a r m e r s B a n c s h a r e s of Oberl i n , Inc., O b e r l i n , Kansas, for p r ior 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 , O b erlin, K a n s a s . * Not A v a i l a b l e C r o s s w h i t e B a n k s h a r e s , Inc., Den v e r , 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 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 98.5 p e r c e n t of t h e v o t i n g s h a r e s 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 . * Not A v a i l a b l e D o n Den n i s , Grady, O k l a h o m a , for a p 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 i n t e r e s t in Citizens Commerce Corporation, A r d m o r e , O k l a h o m a , of 10.50 percent. Not Available G o l d B a n c s h a r e s , Inc., Seneca, Kansas, for p r i o r a p p r o v a l t o acquire and merge with Comanche B a n c s h a r e s , Inc., Co l d w a t e r , Kans a s , p a r e n t of P e o p l e s St a t e Bank, C o l d w a t e r , Kansas; a n d O k e t o B a n c s h a r e s , Inc., M a r y s v i l l e , Kan s a s , p a r e n t of B l u e V a l l e y N a t i o n a l Bank, M a r y s v i l l e , K a n s a s . * J u n e 30, 1989 Federal Reserve Bank of Kansas City NBS H o l d i n g s , Inc., Denver, Colorado, for p r i o r approval to beco m e a b a n k 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 100 per c e n t of the v o t i n g shares of B e r g e n Par k N a t i o n a l Bank, Ever g r e e n , C o l o r a d o , and D o u g l a s C o u n t y N a t i o n a l Bank, Parker, Colorado.* J u l y 6, 1989 Shid l e r B a n c s h a r e s , Inc., Shidler, O k l a h o m a , for p r i o r a p proval to a c q u i r e 92.53 p e r c e n t of the v o t i n g shares of S e c u r i t y Bank & Trust C o m p a n y of P o n c a City, Ponca City, Oklahoma.* Jun e 30, 1989 W a u n e t a F a l l s B a n c o r p , Inc., Wa u n e t a , N e b r a s k a , 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 com p a n y t h r o u g h the a c q u i s i t i o n of 100 p e r c e n t of t h e v o t i n g shares of W a u n e t a F a l l s Bank, Wauneta, Nebraska.* June 30, 1989 James W. E g g e r s a n d M a j o r i e M. Eggers, Omaha, N e b r a s k a , for prior a p p r o v a l , as j o i n t tentants, to acquire 24.07 percent ownership i n t e r e s t in M i d l a n d s Fi n a n c i a l S e r v i c e s , Inc., Omaha, Nebraska. J une 30, 1989 SECTION III - APPLICATIONS SPBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION U n i t e d N e b r a s k a F i n a n c i a l Co., Ord, 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 100 p e r c e n t of the v o t i n g shares of B u r w e l l I n s u r a n c e Agency, Inc., B u r w e l l , N e b r a s k a , and t h e r e b y i n d i r e c t l y enga g e in insurance agency activities. COMMENT PERIOD ENDING DATE Not A v a i l a b l e Federal Reserve Bank of Kansas City SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. ♦ A p p l i c a t i o n is s u b j e c t to CRA. FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF JUNE 19, 1989 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ** NOTICE EXP Change in Control Notice by William D. Vaughan; William B. Vaughan; Earl D. Bellamy; J. W. Harrison; W. W. "Chip" Harper; David W. Glass; and Curtis Fend ley, Paris, TX to acquire an interest in Executive Bancshares, Inc., Paris, TX 89/07/03 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 6/23/89 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 Ernest L. Go, Hillsborough, California, to: 1) retroactively increase ownership from 14.5 to 17.99 percent, and 2) increase ownership up to 24.9 percent of Orient Bancorporation, San Francisco, California. Capital City Bank Employee Stock Option Plan, Salt Lake City, Utah, to retain 15.9 percent of Capital City Bancorp, Salt Lake City, Utah. Winston R. Lauder, Ketchum, Idaho, to acquire between 80 and 100 percent of Idaho State Bank, Glenns Ferry, Idaho. Ventura County National Bancorp, Oxnard, California, to acquire Frontier Group,, Inc., Salt Lake City, Utah, and its subsidiary, Frontier Bank, N.A., Salt Lake City, Utah. Fed. Reg.: 6/14/89 Newspaper: 6/30/89 Fed. Reg.: 7/06/89 Newspaper: 6/15/89 Fed. Reg.: 7/05/89 Newspaper: Not available Fed. Reg.: Not available Newspaper: 6/26/89 Section III - Applications Subject to Federal Register Notice Only Scandinavian Bank Group, PLC, London, England, to engage de novo in securities brokerage services, related securities credit activities and incidental activities, pursuant to Section 225.25(b)(15) of Regulation Y. Fed. Reg.: Not available Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice None * Subject to CRA.