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ANNOUNCEMENT RESEARCH LIBRARY BOARD OF GOVERNORS OF THE FEDERAL REggRjp H.2, 1994, No. 26 Actions of the Board, its Staff, and the Federal Reserve Banks; Applications and Reports Received During the Week Ending June 25, 1994 ACTIONS^ T'i^EN^Y'^^EjBOARD OF GOVERNORS TESTIMONY AND STATEMENTS Monetary policy actions and issues related to inflation -- statement by Chairman Greenspan before the House Committee on the Budget, June 22, 1994. Published, June 22, 1994. Retail fees and services of depository institutions, survey information -- statement by Governor Phillips before the Subcommittee on Consumer Credit and Insurance of the House Committee on Banking, Finance and Urban Affairs, June 22, 1994. Published, June 22, 1994. ADVISORY COUNCILS Consumer Advisory Council. Convened, June 23, 1994. BANK HOLDING COMPANIES Continental Bank Corporation, Chicago, Illinois, and Continental Bank, N.A. -- determination concerning divestiture of First Options of Chicago, Inc. Granted, June 20, 1994. Mellon Bank Corporation, Pittsburgh, Pennsylvania -to acquire Dreyfus Security Savings Bank, F.S.B., Paramus, New Jersey, The Dreyfus Trust Company, Uniondale, New York, and The Truepenny Corporation, New York, New York, and its subsidiaries. Approved, June 20, 1994. Peoples Heritage Financial Group, Inc., Portland, Maine - - t o acquire Mid Maine Savings Bank, FSB, Auburn, Maine. Approved, June 20, 1994. ENFORCEMENT Peoples Bancshares, Inc., Colorado Springs, Colorado -- order of assessment of a civil money penalty against the bank holding company; and issuance of a combined order to cease and desist and of assessment of a civil money penalty against Scott A. Noyes, the sole officer and director of Peoples Bancshares. Announced, June 21, 1994. H.2 JUNE 20, 1994 PAGE 2 TO JUNE 25, 1994 ACTIONS TAKEN BY THE BOARD OF GOVERNORS ^INTERNATIONAL OPERATIONS Citibank Overseas Investment Corporation, New Castle, Delaware - - t o invest in Citibank Berhad, Kuala Lumpur, Malaysia. Permitted, June 24, 1994. Citibank Overseas Investment Corporation, New Castle, Delaware - - t o invest in FNC-Comercio e Participacoes S.A., Sao Paulo, Brazil, Banco Crefisul, S.A., FRB Participacoes S.C. Ltda., and Ribapar Participacoes S.A. Permitted, June 24, 1994. MBNA America Bank, N.A., Newark, Delaware -- to invest in MBNA International Bank Limited, Chester, England. Permitted, June 20, 1994. MEMBERSHIP Continental Bank, N.A., Chicago, Illinois -- to become a member of the Federal Reserve System. Approved, June 20, 1994. ^SmSSSi'^mSn A” ** “ »"* «*• Community Aff.irsi FOMC - ^.d.rmi O M n ^ L k ^ t CSCA - Con.um.r mnd Bm»k Op.r.ti.n,; ip - M . ™ , . . : " 1'4" ' ™ 0 - Fod.r.l R.,.rv. for Hanmgomont “ . . m . t . o n u Fin.no.; OSDM - Offio. of Stmff Dirootor H.2 JUNE 20, 1994 PAGE 3 TO JUNE 25, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHES. DOMESTIC San Francisco First Security to establish Valle Verde, Approved, June Bank of Nevada, Las Vegas, Nevada a branch at the corner of Sunset and Henderson, Nevada. 23, 1994. Richmond F & M Bank-Martinsburg, Martinsburg, West Virginia to establish an electronic funds transfer facility at Bedington Crossroads. Approved, June 24, 1994. Richmond F & M Bank-Martinsburg, Martinsburg, West Virginia -to establish an electronic funds transfer facility at 722 Warm Springs Avenue. Approved, June 24, 1994. Cleveland Integra Bank / Pittsburgh, Pittsburgh, Pennsylvania - to establish a branch at Liberty Center, 1001 Liberty Avenue. Approved, June 25, 1994. New York Manufacturers and Traders Trust Company, Buffalo, New York -- to relocate and establish a full service branch at 350 Park Avenue, New York, from 654 Madison Avenue. Approved, June 23, 1994. BANK HOLDING COMPANIES Director, BS&R BankAmerica Corporation, San Francisco, California request for relief from certain conditions pertaining to the issuance and sale by BAC of variably denominated payment instruments. Granted, June 20, 1994. Richmond Commerce Bank Corporation, College Park, Maryland -to establish an office at 4451-C Parliament Place, Lanham, Mary1and. Approved, June 24, 1994. Richmond Cooperative Bankshares, Inc., Wilmington, North Carolina -- to acquire Cooperative Bank for Savings, Inc., SSB, Wilmington, North Carolina. Approved, June 22, 1994. H.2 JUNE 20, 1994 PAGE a TO JUNE 25, 199a ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Kansas City Freedom Bancshares, Inc., Osage City, Kansas -- to acquire Citizens State Bank. Approved, June 21, 1994. St. Louis Golden Triangle Bancshares, Inc., Campbellsburg, Kentucky -- to engage de novo in the sale of credit insurance in participation with Citizens Bank, New Liberty, Kentucky. Returned, June 23, 1994. Chicago Independent Bankers* Bank of Illinois, Springfield, Illinois -- to engage in investment or financial advice and management consulting to depository institutions. Approved, June 24, 1994. New York J.P. Morgan & Co,, Incorporated, New York, New York -- to invest in Big City Forest, Inc., a corporation designed to promote community welfare. Approved, June 24, 1994. Chicago Kerndt Bank Services, Inc., Lansing, Iowa -- to engage de novo in securities brokerage services. Returned, June 21, 1994. Chicago Madison Bancorp, Inc., Madison Heights, Michigan -to acquire Madison National Bank. Approved, June 22, 1994. Minneapolis Norwest Corporation, Minneapolis, Minnesota -- to engage in general insurance agency activities through First Insurance Agency of Detroit Lakes, Detroit Lakes, Minnesota. Approved, June 22, 1994. Minneapolis Norwest Corporation, Minneapolis, Minnesota -proposal that Norwest Bank Iowa, N.A., Des Moines, Iowa, purchase certain assets and assume certain liabilities of United FSA of Iowa. Approved, June 24, 1994. Kansas City PBT Bancshares, Inc., McPherson, Kansas -- to acquire Nickerson State Bank, Nickerson, Kansas. Returned, June 24, 1994. H.2 JUNE 20, 1994 PAGE 5 TO JUNE 25, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago Second Fourth Street Financial Corp., Pekin, Illinois -- to acquire Herget Financial Corp., and The Herget National Bank of Pekin. Approved, June 21, 1994. St, Louis Trans Financial Bancorp, Inc., Bowling Green, Kentucky -- to engage in full service brokerage activities, riskless principal transactions, and sale of variable rate annuities through Trans Financial Investment Services, Inc., Nashville, Tennessee. Withdrawn, June 23, 1994. CHANGE IN BANK CONTROL St. Louis Capital Bancorporation, Inc., Cape Girardeau, Missouri -- change in bank control. Permitted, June 23, 1994. Minneapolis Coulee Bancshares, Inc., LaCrosse, Wisconsin -change in bank control. Permitted, June 24, 1994. Chicago Dysart Bancshares, Inc., Dysart, Iowa -- change in bank control. Returned, June 20, 1994. Kansas City Hugoton Bancshares, Inc., Hugoton, Kansas -- change in bank control. Permitted, June 23, 1994. St. Louis M & P Community Bancshares, Inc., Newport, Arkansas - change in bank control. Permitted, June 23, 1994. COMPETITIVE FACTORS REPORTS San Francisco American Federal Savings Bank, Reno, Nevada, proposed merger with First Western Bank, FSB, Las Vegas, Nevada -- report on competitive factors. Submitted, June 22, 1994. H.2 JUNE 20, 1994 PAGE 6 TO JUNE 25, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS St. Louis Bank of South County, Affton, Missouri, proposed merger into Capital Interim Bank, and the resulting institution’s merger with Capital Bank and Trust Company of Clayton, Clayton, Missouri -- report on competitive factors. Submitted, June 20, 1994. Atlanta Carthage Bank, Carthage, Mississippi, proposed purchase of certain assets and assumption of certain liabilities of the Carthage, Mississippi, branch of Magnolia Bank For Savings, Hattiesburg, Mississippi -- report on competitive factors. Submitted, June 23, 1994. Richmond Central State Bank, High Point, North Carolina, proposed merger with CSB Acquisition Corp., Troy, North Carolina -- report on competitive factors. Submitted, June 24, 1994. Dallas Channelview Bank, Channelview, Texas, proposed purchase of assets and assumption of liabilities of nine branches of First Heights Bank, FSB, Houston, Texas -- report on competitive factors. Submitted, June 20, 1994. Dallas Compass Bank - Houston, Houston, Texas, proposed acquisition of assets and assumption of liabilities of 23 branches of First Heights Bank - FSB -report on competitive factors. Submitted, June 23, 1994. Philadelphia Covenant Bank for Savings, Haddonfield, New Jersey, proposed merger with Covenant Interim Savings Bank, Vineland, New Jersey -- report on competitive factors. Submitted, June 22, 1994. Atlanta Deposit Guaranty National Bank, Jackson, Mississippi, proposed merger with First Columbus National Bank, Columbus, Mississippi -- report on competitive factors. Submitted, June 23, 1994. H.2 JUNE 20, 1994 PAGE 7 / TO JUNE 25, 1994 ACTIONS TAKEN BT THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COHPETITIVE FACTORS REPORTS Boston Family Savings Bank of New Hampshire, Seabrook, New Hampshire, proposed merger with Plaistow Bank and Trust Company, Plaistow, New Hampshire -- report on competitive factors. Submitted, June 22, 1994. Atlanta First Bank of Georgia, East Point, Georgia, proposed merger with Interim First Corporation -- report on competitive factors. Submitted, June 24, 1994. Atlanta First Community Bank of Henry County, McDonough, Georgia, proposed merger with FCB Interim Bank -report on competitive factors. Submitted, June 23, 1994. Philadelphia First Fidelity Bank, N«A. , Salem, New Jersey, #purchase of the assets and assumption of the liabilities of the Effort and Broadheadsville branches of PNC Bank, Pittsburgh, Pennsylvania — report on competitive factors. Submitted, June 24, 1994. Philadelphia First Fidelity Bank, N.A., Salem, New Jersey, proposed purchase of the assets and assumption of liabilities of two branches, Effort and Broadheadsville, of PNC Bank, N.A., Pittsburgh, Pennsylvania, to close PNC's Effort branch and to consolidate its own Broadheadsville branch with the Broadheadsville branch currently operated by PNC Bank -- report on competitive factors. Submitted, June 24, 1994. Secretary First National Bank, North Platte, Nebraska, proposed merger with Alliance National Bank and Trust Coapany, Alliance, Nebraska -- report on coapetitive factors. Submitted, June 24, 1994. H.2 JUNE 20, 1994 PAGE 8 TO JUNE 25, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Dallas First National Bank in Bronte, Bronte, Texas, proposed merger with Interim Bronte Bank -- report on competitive factors. Submitted, June 23, 1994. Chicago First National Bank of Springfield, Springfield, Illinois, proposed merger with City Bank of Bloomington-Normal, Bloomington, Illinois -- report on competitive factors. Submitted, June 24, 1994. Dallas First State Bank and Trust Company, Port Lavaca, Texas, proposed merger with International Bank of Commerce, Laredo, Texas -- report on competitive factors. Submitted, June 23, 1994. Chicago F & M Bank-Northeast, Oconto, Wisconsin, proposed merger with F & M Bank-Pulaski, Pulaski, Wisconsin -- report on competitive factors. Submitted, June 24, 1994. Dallas Interim Central Bank of Houston, Houston, Texas, proposed merger with Lee County National Bank of Houston -- report on competitive factors. Submitted, June 23, 1994. Dallas Lee County National Bank, Giddings, Texas, proposed merger with Central Bank of Houston, Houston, Texas -- report on competitive factors. Submitted, June 23, 1994. St. Louis Merchants and Farmers Bank, Macon, Mississippi, proposed acquisition of certain assets and assumption of the liability to pay the deposits made in the Columbus, Mississippi, branches of First-Columbus National Bank, Columbus, Mississippi, and Deposit Guaranty National Bank, Jackson, Mississippi -- report on competitive factors. Submitted, June 21, 1994. H.2 JUNE 20, 1994 PAGE 9 TO JUNE 25, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Secretary NationsBank Corporation, Charlotte, North Carolina, NationsBank of Florida, N.A., Tampa, Florida, and NationsBank of Georgia, N.A., Atlanta, Georgia, proposed purchase of certain assets and assumption of certain liabilities of 44 branches of California Federal Bank, F.S.B., Los Angeles, California -report on competitive factors. Submitted, June 24, 1994. Secretary NBC Knoxville Bank, Knoxville, Tennessee, proposed opening of de novo branches upon bankfs conversion to a federal savings bank -- report on competitive factors. Submitted, June 24, 1994. Dallas Pittsburg National Bank, Pittsburg, Texas, proposed merger with the Marshall, Texas, branch at 401 South Alamo Boulevard, Marshall, Texas, of Pacific Southwest Bank, F.S.B., Corpus Christi, Texas -report on competitive factors. Submitted, June 23, 1994. Dallas Plaza International Bank, National Association, San Antonio, Texas, proposed merger with Plaza Bank, National Association -- report on competitive factors. Submitted, June 23, 1994. New York Republic National Bank of New York, New York, New York, proposed acquisition of substantially all of the assets and assumption of the liability to pay deposits made in the New York branch of Republic Mase Bank Limited, London, United Kingdom -- report on competitive factors. Submitted, June 22, 1994. Atlanta Security National Bank, Macon, Georgia, proposed merger with Security Interim National Bank -report on competitive factors. Submitted, June 20, 1994. H .2 JUNE 20, 1994 PAGE 10 TO JUNE 25, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Secretary West One Bank, Washington, Seattle, Washington, proposed merger with Valley Commercial Bank, Clarkston, Washington -- report on competitive factors. Submitted, June 23, 1994. EXTENSIONS OF TIME San Francisco Chekiang First Bank, Ltd., Hong Kong -- extension to divest certain property. Granted, June 21, 1994. Richmond Columbia Bancorp, Columbia, Maryland -- extension to June 30, 1995, to dispose of certain nonconforming assets. Granted, June 24, 1994. Atlanta First Bankshares of West Point, Inc., West Point, Georgia -- extension to September 30, 1994, to acquire First Peoples Bank, Pine Mountain, Georgia. Granted, June 24, 1994. San Francisco First Interstate Bancorp, Los Angeles, California extension to divest certain property. Granted, June 22, 1994. Richmond First Union Corporation, Charlotte, North Carolina - extension to September 25, 1994, to acquire First Union Home Equity Bank, National Association. Granted, June 23, 1994. Dallas Southern Bancshares, Inc., Houston, Texas extension to acquire First State Bank Brazoria, Brazoria, Texas. Denied, June 20, 1994. Chicago Valley Financial Corp., Caro, Michigan -- extension to September 13, 1994, to engage de novo in the sale of general insurance. Granted, June 20, 1994. H .2 JUNE 20, 1994 PAGE 11 ' TO JUNE 25, 1994 ADDITIONS AND CORRECTIONS ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago H. P. Holding Company, Oak Park, Illinois - - t o engage de novo in acting as a loan originator, packager, servicer, and broker of equipment through Pullman Capital Corporation, Mishawaka, Indiana. Returned, June 17, 1994. Philadelphia Meridian Bancorp, Inc., Reading, Pennsylvania proposal that Meridian Bank, New Jersey, Cherry Hill, New Jersey, purchase certain assets and assume certain liabilities of Security Federal Savings Bank, Vineland, New Jersey. Approved, June 17, 1994. 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 Maine Bank C o r p ., Portland, Maine - 3 ( a ) (1) application to become a bank holding company through the acquisition of Maine Bank & Trust Co., Portland, Maine* Newspaper 07-20-94 Federal Register 07-25-94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Application Comment Period Ending Date NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Institution Examination Date Rating** NONE *Subject to CRA. **Rating Definitions: "O" - Outstanding; "S" - Satisfactory; - Needs to Improve; "SN" - Substantial Noncompliance. "N" 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 branches at Brooklyn College, Plaza Building, 2900 Bedford Avenue, Brooklyn and Prudential Securities, One New York Plaza, New York, both in New York.]./ 7/20/94 SECTION II Applications Subject to Both Newspaper and Federal Register Notice Banco Santander, S.A., Santander, Spain to acquire through its minority owned subsidiary, First Fidelity Bancorporation, Lawrenceville, New Jersey ("FFB") 100 percent of the shares of First Inter-Bancorp Inc. and its subsidiary, Mid-Hudson Savings Bank FSB, both of Fishkill, New York, and thereby operate a savings association and for FFB's subsidiary, First Fidelity Bank, N.A., New York, Riverdale, New York to merge with Mid-Hudson Savings Bank FSB.1 / 6/3 0/94 2_/ First Empire State Corporation, Buffalo, New York, (’’First Empire") to acquire all of the voting shares of Ithaca Bancorp, Inc., Ithaca, New York ("Bancorp"), and thereby acquire Citizens Savings Bank F.S.B., Ithaca, New York ("Savings Bank"), the federally-chartered savings bank subsidiary of Bancorp, and under certain circumstances to exercise an option to acquire up to 16.7 percent fo the voting shares of Bancorp, and Manufacturers and Traders Trust Company, Buffalo, New York, the commercial bank subsidiary of First Empire, to merge with Citizens Savings and Loan Association, the successor to Savings Bank upon its conversion to a state-chartered savings and loan association.1/ 7/21/94 3/ Village Bancorp, Inc., Ridgefield, Connecticut, to acquire 100 percent of the shares of Liberty National Bank, Danbury, Connecticut.1/ 7/25/94 2/ Unity Bancorp, Annandale, New Jersey, to become a bank holding company by acquiring 100 percent of the shares of First Community Bank, Annandale, New Jersey.!,/ 7/25/94 SECTION III Nonbanking Applications (Subject to Federal Register Notice Only) The Bank of New York Company, Inc., New York, New York, to engage de novo in making acquiring, or servicing loans or other extensions of credit (including issuing letters of credit and accepting drafts) either secured or unsecured, for its own accounts and for the account of others. 7/13/94 2/ Comment Period Ending Date SECTION III Nonbanking Applications (Subject to Federal Register Notice Only), con't. Compagnie de Suez and Banque Indosuez, both of Paris, France, to engage de novo through their subsidiary, Carr Futures, Inc., Chicago, Illinois, in the execution and clearance and provision of advisory services with respect to certain non-financial futures contracts and options on futures contracts. N/A SECTION IV Applications Not Involving ______ Public Comment______ Coutts & Co. (USA) International, Miami, Florida, to amend Article Fourth of its Articles of Association. SECTION V Availability of CRA Public Evaluations In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following group: Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate- income neighbor hoods, in a manner consistent with its resources and capabilities. Week Ending June 25, 1994 1/ 2_/ 3/ 4/ NAME OF BANK RATING EXAMINATION DATE Chemical Bank 270 Park Avenue New York, NY 10017-2070 Outstanding August 16, 1993 Subject to provisions of Community Reinvestment Act. Later of dates specified in newspaper and Federal Register notices. Date specified in newspaper notice; a later date may be specified in the Federal Register notice. Date specified in Federal Register notice; a later date may be specified in the newspaper notice. N/A - Not Available FEDERAL RESERVE BANK OF PHILADELPHIA SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE None. SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY CoreStates Financial Corp, Philadelphia, Pennsylvania, through its 31.01% owned nonbank subsidiary, Electronic Payment Services, Inc., requests approval to acquire substantially all of the assets of Mellon Bank, N.A., Network Services•Division, Pittsburgh, Pennsylvania, and certain data processing assets of National City Corporation, Cleveland, Ohio, pursuant to Section 4(c)(8) of the Bank Holding Company Act and Section 225.25(b)(7) of Regulation Y. In conjunction with the subject acquisitions, CoreStates Financial Corp. requests approval to expand the previously approved 225.25(b)(7) activities of Electronic Payment Services, Inc. to include merchant processing activities. Fed. Reg. comment period expires: N/A SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE None. 1/ Subject to provisions of Community Reinvestment Act. * N/A - not yet available. FEDERAL RESERVE BANK OF PHILADELPHIA SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS The following institutions were examined for CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending June 24, 1994. Identification of Ratings In connection with the assessment of each insured depository performance, a rating is assigned from the following groups: institution's CRA Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Examination Date CRA Rating The Bank of Mid-Jersey 243 & Route #130 Bordentown Township, NJ 08505 1/24/94 Satisfactory Community Bank & Trust Company P.O. Box 129 Forest City, PA 18421 2/28/94 Outstanding Federal R eserve Bank of C leveland P. O. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending June 25,1994) SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received Section 3 (a )(5 ) application from Community First Financial, Inc., Maysville, Kentucky, on June 16, 1994, to acquire Community Independent Financial, Inc., and Community Financial Bancorp, Inc., both of Maysville, Kentucky. F:*July 21, 1994 Received Section 3(a)(3 ) application from Peoples Bancorp of Mt. Pleasant, Inc., Mount Pleasant, Ohio, on June 16. 1994, to acquire The Peoples National Bank of Mt. Pleasant, Mount Pleasant, Ohio. F:*Julv 21, 1994 Received Notice of Change in Bank Control from Mr. John E. Lawson, Mt. Sterling, Kentucky, on June 20, 1994, of his intent to increase his ownership position in Mount Sterling National Holding Corporation, Mt. Sterling, Kentucky, up to 11.90 percent. *Not Yet Known# SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4 (c )(8 ) application from First Commonwealth Financial Corporation, Indiana, Pennsylvania, on June 15, 1994, to acquire Reliable Financial Corporation Bridgeville, Pennsylvania. * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to end approximately 30 days from date o f application's receipt ## - Expected to end approximatley 18 days from date o f application's receipt *July 15, 1994 Federal R eserve Bank of C leveland P. 0. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending June 25,1994) SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4 (c )(8 ) notice from Banc One, Corporation, Columbus, Ohio; KeyCorp, Cleveland. Ohio; National City Corporation, Cleveland, Ohio; PNC Bank Corp., Pittsburgh, Pennsylvania; and Mellon Bank Corporation, Pittsburgh, Pennsylvania, on June 23, 1994, of their intent to acquire equal 16.67 percent share interests in Electronic Payment Services, Inc., Wilmington, Delaware. Not Yet Known SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE None* * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to end approximately 30 days from date o f application's receipt # # - Expected to end approximatley 18 days from date o f application's receipt AVAILABILITY OF CRA PUBLIC EVALUATIONS (June 24, 1994) The following state member banks have been examined by the Federal Reserve Bank o f Cleveland for compliance with The Community Reinvestment Act. A public evaluation document became available from the bank(s) listed below during the week ended June 24, 1994. If you are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly. There are four descriptive ratings for CRA: OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IM PROVE: a bank in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NON COM PLIANCE: a bank in this group has a substantially deficient record of ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NONE Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application F & M Bank - Winchester, Winchester, Virginia, to establish a branch a 21 Main Street (Route 719 and Mulberry Street), Round Hill, Virginia.* 7-15-94 Signet Bank/Virginia, Richmond, Virginia, to establish an Electronic Funds Transfer Facility at 1957 Westmoreland Street, Richmond, Virginia.* 7-20-94 F 6c M Bank - Winchester, Winchester, Virginia, to establish an Electronic Funds Transfer Facility at Pleasant Valley Road and Route 50 East, Winchester, Virginia.* 7-21-94 F 6c M Bank - Winchester, Winchester, Virginia, to establish an Electronic Funds Transfer Facility at 1503 North Frederick Pike, Winchester, Virginia.* 7-21-94 F 6c M Bank - Winchester, Winchester, Virginia, to establish an Electronic Funds Transfer Facility at Route 7 and Regency Road, Winchester, Virginia.* 7-21-94 Section II - Applications Subject to Both Newspaper and Federal Register Notice ^ Application None. Comment Period Ending Date \ Section III - Applications Subject to Federal Register Notice Application NationsBank Corporation, Charlotte, North Carolina, to engage in acting as a futures commission merchant for unaffiliated customers in executing and clearing (including clearing with out executing) and providing investment advice on futures and option^ on financial instruments and nonfinancial commodities and also providing securities brokerage *Application is subject to CRA requirements. Comment Period Ending Date Section III - Applications Subject to Federal Register Notice--contd. Application Corateent Period Ending Date services through a subsidiary to be known as NationsBanc-CRT Services, Inc., Chicago, Illinois, and NationsBanc-CRT Energy (U.K.) Ltd., London, England. Not yet available. Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice NationsBank Corporation, Charlottfe, North Carolina, to increase the equity under writing limitations of its subsidiary, Panmure Gordon 6c Co. Ltd., London, England. Federal Reserve Bank of Richmond Availability of CRA Public Evaluations Week ending June 24, 1994 Definition of Rati ,s Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate -income neighborhoods, in a manner consistent with its resources and capabilities. Examination Date____ Johnsonville State Bank Broadway Street Johnsonville, South Carolina 29555 Regency Bank 1011 East Main Street Richmond, Virginia 23219 Barbour County Bank 107 Pike Street Philippi, West Virginia 26416 County Bank of Chesterfield 10400 Hull Street Road Midlothian, Virginia 23112-3306 Rating 4-4-94 Satisfactory 4-4-94 Satisfactory 4-4-94 Satisfactory 4-11-94 Satisfactory Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending June 24. 1994 Section 1 Application Applications Subject to Newspaper Notice Only Comment Period Ending Date None. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Regions Financial Corporation (formerly First Alabama Bancshares, Inc.) Birmingham, Alabama To merge with First Community Bancshares, Inc., Rome, Georgia, and thereby directly acquire First Rome Bank, pursuant to Section 3(a)(5) of the Bank Holding Company Act. 06-27-94* Federal Register Regions Financial Corporation 06-27-94* (formerly First Alabama Bancshares, Inc.) Federal Register Birmingham, Alabama To merge with BNR Bancshares, Inc., New Roads, Louisiana, and thereby directly acquire Bank of New Roads, New Roads, Louisiana, pursuant to Section 3(a)(5) of the Bank Holding Company Act. SouthTrust Corporation Not yet available* Birmingham, Alabama Along with its bank holding company subsidiary, SouthTrust of Florida, Inc., Jacksonville, Florida, to establish SouthTrust Interim National Bank, Crystal River, Florida, and to acquire Citrus National Bank, Crystal River, Florida, pursuant to Section 3(a)(3) of the Bank Holding Company Act. *Subject of the provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending June 24. 1994 Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date SouthTrust Corporation Not yet available* Birmingham, Alabama Along with its bank holding company subsidiary, SouthTrust of Florida, Inc., Jacksonville, Florida, to acquire Island Bank of Collier County, Marco Island, Florida, pursuant to Section 3(a)(3) of the Bank Holding Company Act. Southeastern Banking Corporation Not yet available* Darien, Georgia To acquire United Citizens Bank of Alachua County, Alachua, Florida, pursuant to Section 3(a)(3) of the Bank Holding Company Act. Synovus Financial Corp. 06-30-94* Columbus, Georgia Federal Register Along with its top-tier bank holding company, TB&C Bancshares, Inc., Columbus, Georgia, and its wholly-owned bank holding company subsidiary, Synovus Financial Corp. of Alabama, Jasper, Alabama, to merge with State Bancshares, Inc., Enterprise, Alabama, and thereby directly acquire Coffee County Bank, Enterprise, Alabama, pursuant to Section 3(a)(5) of the Bank Holding Company Act. CB&T Holding Corporation New Orleans, Louisiana 1-BHC formation, City Bank & Trust, New Orleans, Louisiana. 07-25-94* Federal Register *Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending June 24. 1994 Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application FNB Bancshares, Inc. Springfield, Georgia 1-BHC formation, First National Bank of Effingham, Springfield, Georgia. Comment Period Ending Date 07-21-94* Federal Register SNB Bancshares, Inc. Macon, Georgia 1-BHC formation, Security National Bank, Macon, Georgia. 07-15-94* Federal Register Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date None. Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Bank South Corporation Atlanta, Georgia Commitment waiver request. The Savannah Bancorp, Inc. Savannah, Georgia Commitment waiver request. Bank of Gonzales Holding Company, Inc. Gonzales, Louisiana Commitment waiver request. Meigs County Bancshares, Inc. Decatur, Tennessee Commitment waiver request. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending June 24, 1994 Section 10 - Availability of CRA Public Evaluations The CRA public evaluations of the insured depository institutions listed below became available during this week. Information about an institution's CRA evaluation may be obtained directly from the institution. In connection with the assessment of an institution's CRA performance, a rating is assigned from the following groups: record of meeting community credit nee d s : An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Outstanding An institution has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit nee d s : to improve record of meeting community credit nee d s : An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs Substantial noncompliance in meeting community credit n e e d s : An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Examination Bank The Home Bank Post Office Box 580 Gunthersville, Alabama (205)582-3252 United Bank of Pinellas Post Office Box 14517 St. Petersburg, Florida (813)522-9434 Rating Date Satisfactory 03-14-94 Satisfactory 03-14-94 35976 33733 Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Tvoe Application Branch Westby-Coon Valley State Bank Westby, Wisconsin 420 Commerce Street West Salem, Wisconsin N - 6-27-94 Merger/Branch Old Kent Bank Elmhurst, Illinois Edgemark Bank-Lombard Lombard, Illinois Merchandise National Bank Chicago, Illinois Edgemark Bank-Rosemont Rosemont, Illinois Edgewood Bank Countryside, Illinois N - ** Membership Cedar Valley State Bank St. Ansgar, Iowa To become a member of the Federal Reserve System N Branch Prairie Bank and Trust Company N Bridgeview, Illinois North East Corner of Rte 6 and 179th Street Orland Park, Illinois EFT Central State Bank Elkader, Iowa 208 Edgar Street Marquette, Iowa N - ** Branch Unionbank Sandwich, Illinois 15 West South Street Plano, Illinois N - ** - ** - 7-1-94 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Type Application Y-l Bellevue State Bank Employee Stock Ownership Plan Bellevue, Iowa Bellevue Service Company Bellevue, Iowa Bellevue State Bank Bellevue, Iowa* CoC Dysart Bancshares, Inc. Dysart, Iowa Gordon H. Griffin Estate Y-2 Horizon Bancorp Employees Stock Ownership Plan Michigan City, Indiana Horizon Bancorp Michigan City, Indiana First Citizens Bank N.A. Michigan City, Indiana* FR - 6-20-94 NP - 6-15-94 Y-l AJJ Bancorp, Inc. Elkader, Iowa Central State Bank Elkader, Iowa* FR - 6-17-94 NP - ** Y-l First National Bancorp Farragut, Iowa First National Bank of Farragut Farragut, Iowa* FR - 6-24-94 NP - 6-19-94 Y-l Wintrust Investments, Inc. Lake Forest, Illinois North Shore Community Bank & Trust Company (in organization) Wilmette, Illinois* FR - 6-27-94 NP - 6-17-94 FR 6-20-94 NP - ** FR _NP 7-13-94 ★ic Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment: Period Ending Date lYRe Application Y-2 First of America Bank Corporation FR - 7-8-94 Kalamazoo, Michigan NP - 7-1-94 First Park Ridge Corporation Chicago, Illinois Bank of Buffalo Grove Buffalo Grove, Illinois First State Bank and Trust Company of Park Ridge Park Ridge, Illinois* Y-l First of America Acquisition Company -FR - 7-8-94 Park Ridge, Illinois NP - 7-1-94 First Park Ridge Corporation Chicago, Illinois Bank of Buffalo Grove Buffalo Grove, Illinois First State Bank and Trust Company of Park Ridge Park Ridge, Illinois* Y-l St. Francis Capital Corporation Milwaukee, Wisconsin Valley Bank, East Central Kewaskum, Wisconsin* FR - ** NP - ** Y-l Grant Park Bancshares, Inc. Alton, Illinois First National Bank of Grant Park Grant Park, Illinois* FR - 6-20-94 NP - 6-25-94 Y-2 Northwest Illinois Bancorp, Inc. Freeport, Illinois Tri-State Bank and Trust Company East Dubuque, Illinois* FR - 7-8-94 NP - 7-5-94 Y-l Bay Bancorporation Green Bay, Wisconsin Bay Bank (in organization) Green Bay, Wisconsin* FR N ★★ ★★ Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date Type Application Y-2 Bank of Montreal FR - 6-17-94 Montreal, Canada NP - 6-19-94 Suburban Bancorp, Inc. Palatine, Illinois Marengo State Bank Marengo, Illinois Suburban Bank of Hoffman-Schaumburg Schaumburg, Illinois Suburban Bank of Oakbrook Terrace Oakbrook Terrace, Illinois Suburban Bank of Barrington Barrington, Illinois Suburban Bank of Cary-Grove Cary, Illinois Suburban Bank of Rolling Meadows Rolling Meadows, Illinois Suburban Bank of Westbrook Westchester, Illinois Suburban National Bank Aurora, Illinois Suburban National Bank of Elk Grove Village Elk Grove Village, Illinois Suburban National Bank of Palatine Palatine, Illinois State Bank of Woodstock Woodstock, Illinois State Bank of Huntley Huntley, Illinois Huntley Acquisition Corp. Huntley, Illinois Woodstock Acquisition Corp. Woodstock, Illinois Suburban Bank of Bartlett Bartlett, Illinois* Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date Type Application Y-2 Bankmont Financial Corp. FR - 6-17-94 New York, New York NP - 6-19-94 Harris Bankmont, Inc. Chicago, Illinois Suburban Bancorp, Inc. Palatine, Illinois Suburban Bank of Hoffman-Schaumburg Schaumburg, Illinois Suburban Bank Oakbrook Terrace Oakbrook Terrace, Illinois Suburban Bank of Barrington Barrington, Illinois Suburban Bank of Bartlett Bartlett, Illinois Suburban Bank of Cary-Grove Cary, Illinois Suburban Bank of Rolling Meadows Rolling Meadows, Illinois Suburban Bank of Westbrook Westchester, Illinois Suburban National Bank Aurora, Illinois Suburban National Bank of Elk Grove Village Elk Grove Village, Illinois Suburban National Bank of Palatine Palatine, Illinois State Bank of Woodstock Woodstock, Illinois State Bank of Huntley Huntley, Illinois Huntley Acquisition Corp. Huntley, Illinois Woodstock Acquisition Corp. Woodstock, Illinois Marengo State Bank Marengo, Illinois* 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 Harris Bankmont, Inc. FR - 6-17-94 Chicago, Illinois NP 6-19-94 Suburban Bancorp, Inc. Palatine, Illinois Suburban National Bank Aurora, Illinois Suburban National Bank of Elk Grove Village Elk Grove Village, Illinois Suburban National Bank of Palatine Palatine, Illinois State Bank of Woodstock Woodstock, Illinois State Bank of Huntley Huntley, Illinois Huntley Acquisition Corp. Huntley, Illinois Woodstock Acquisition Corp. Woodstock, Illinois Marengo State Bank Marengo, Illinois Suburban Bank of Hoffman-Schaumburg Schaumburg, Illinois Suburban Bank of Oakbrook Terrace Oakbrook Terrace, Illinois Suburban Bank of Barrington Barrington, Illinois Suburban Bank of Cary-Grove Cary, Illinois Suburban Bank of Rolling Meadows Rolling Meadows, Illinois Suburban Bank of Westbrook Westchester, Illinois Suburban Bank of Bartlett Bartlett, Illinois* Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date TyP-e Application Y-2 First American Bank Group, Ltd. Fort Dodge, Iowa Hill Investment CompanyJewel 1, Iowa Farmers State Bank Jewell, Iowa Story County Bancorporation Jewell, Iowa American State Bank Am e s , Iowa Agri Bancorporation Webster City, Iowa Farmers Bank & Trust Webster City, Iowa* FR - 7-8-94 NP - ** Y-2 Town Financial Corporation Hartford City, Indiana Pacesetter Bank of Hartford City Hartford City, Indiana Pacesetter Bank of Montpelier Montpelier, Indiana* FR - 5-31-94 N - 7-10-94 Y-2 First Citizens of Paris, Inc. Paris, Illinois Oakland National Bank Oakland, Illinois* FR - 7-21-94 N - ** Y-l First Ozaukee Capital Corp. Cedarburg, Wisconsin First Ozaukee Savings Bank Cedarburg, Wisconsin* FR - ** N - ** Y-2 Panhandle Aviation, Inc. Clarinda, Iowa Bank of Altoona (in organization) Altoona, Iowa* FR - ** N - 7-16-94 Y-l H S B, Inc. Hedrick, Iowa Hedrick Savings Bank Hedrick, Iowa* FR - ** N - ** CoC-HC Independence Bancshares, Independence, Iowa Mr. Greig Rawson Inc. FR - ** ** N Federal Reserve Bank of Chicago Section III - Applications Subiect to Federal Register Notice Only Comment Perio Ending Dace Ty^e Application Y- 4 Bellevue State of Employee Stock Ownership Plan Bellevue, Iowa Bellevue Insurance Agency Bellevue, Iowa - to engage in insurance activities FR - 6-20-94 4(c) (8 ) Peotone Bancorp, Inc. Peotone, Illinois To engage in data processing services FR - 6-22-94 4(c) (8 ) Southwest Bancorp, Inc. Worth, Illinois To engage in data processing services FR - 6-22-94 4(c) { 8 } H P Holding Company Oak Park, Illinois Pullman Capital Corporation Mishawaka, Indiana--To act as loan originator, packager, services ^ b r o k e r FR - ** 4 (c)(8 ) Hawkeye Bancorporation Des Moines, Iowa “ Hawkeye Guaranteed Loans, Inc.- Making, acquiring or servicing loans FR - 7-13-94 4(c) (8 ) ABN AMRO Bank N.V. Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - 5-29-94 ■ 4(c) (8 ) ABN AMRO Holding N.V. Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - 6-29-94 4 (c)(8 ) Stichting Administratiekantoor ABN AMRO Holding Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - 6-29-94 Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only (Continued) Comment Period Ending Date Type Application 4(c) (8) Stichting Prioriteit ABN AMRO Holding Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - 6-29-94 Y-4 Northwest Illinois Bancorp, Ir.c. Freeport, Illinois Tri-State Insurance Agency Inc. East Dubuque, Illinois to engage in general insurance agency FR - 7-5-94 Y-4 Bank of Montreal FR - 6-27-94 Montreal, Canada Government Pricing Information System, Inc. New York, New York Y-4 Bankroont financial Corp. FR - 6-27-94 New York, New York Government Pricing Information System, Inc. New York, New York Y-4 First American Bank Group, Ltd. Fort Dodge, Iowa First American Credit Corporation Fort Dodge, Iowa Hill Land Company Fort Dodge, Iowa FR - 7-8-94 4 ( C l (8) Keradt Bank Services, Inc. Lansing, Iowa Engage dg novo in securities brokerage activities FR - 7-18-94 4 (C)(8) How-Win Development Company Cresco, Iowa Engage in making and Servicing of loans FR - ** 4 ( C ) (8) First Midwest Corporation of Delaware Elmwood Park, Illinois Midwest One Mortgage Services, Inc. Melrose Park, Illinois FR - ** Y-4 Castle BancGroup, Inc. DeKalb, Illinois Northern Illinois Finance Company Sandwich, Illinois FR - ** Federal Reserve Bank of Chicago Section III - Applications Subiecc to Federal Register Notice Only (Continued) Type Application 4 (c) (8 First Ozaukee Capital Corp. Cedarburg, Wisconsin Engage in making, acquiring or servicing loans Comment Period Ending Date FR - ** Federal Reserve Bank of Chicago Section IV - Applications Not Subject to Federal Register or Newspaper Notice Type Application RoS Shorebank Corporation Chicago, Illinois To redeem 30 shares of voting stock from the Neighborhood Institute RoS Shorebank Corporation Chicago, Illinois To redeem 7.6 shares of its Series B2 preferred stock RoS Hillsdale Development Corporation Hillside, Illinois To redeem 15,269 shares of common stock N FR * ** - Newspaper Federal Register Subject to Provisions of Community Reinvestment Act Noe available at this time AVAILABILITY OF CRA PUBLIC EVALUATIONS The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance with the CRA. The 3 0 -business day period the bank has to make the evaluation public has lapsed during the week ending June 24, 1994. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. Identification of Ratings O - An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meer the credit needs of its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. S - An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. NI - An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SN - An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. BANK NAME/LOCATION EXAMINATION DATE RATINGS -Bank of Lakeview 506 Lincoln, Box 409 Lakeview, Michigan 48850 (517) 352-7271 3/28/94 S -Iowa Trust & Savings Bank 2101 10th Street Emmetsburg, Iowa 50536 (712) 852-3451 4/11/94 S -Chemical Bank Bay Area 213 Center Street Bay City, Michigan 48708 (517) 395-8521 4/06/94 O Federal Reserve Bank of St. Louis FOR THE WEEK ENDING June 24, 1994 Application SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE End of Comment Period None. Application SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE End of Comment Period ^Section 3(a)(3) application by Old National Bancorp, Evansville, Indiana, to acquire Indiana State Bank of Terre Haute, Terre Haute, Indiana. Newspaper: 7-8-94 ^Section 3(a)(3) application by Security Capital Corporation, Batesville, Mississippi, to acquire Bank of Sardis, Sardis, Mississippi. Newspaper: 7-16-94 ^Section 3(a)(1) application by New Independent Bancshares, Inc., New Washington, Indiana, to acquire the New Washington State Bank, New Washington, Indiana. Newspaper: 7-25-94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period Section 4(c)(8) notification by Trans Financial Bancorp, Inc., Bowling Green, Kentucky, to engage, de novo. in securities brokerage activities through its subsidiaries, General Services Corporation, Russellville, Kentucky, and Trans Financial Service Corporation, Tullahoma, Tennessee. Not yet available SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application End of Comment Period None. This application is subject to CRA. FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification o f Ratings: Outstanding record o f meeting community credit needs A n institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs A n institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Needs to im prove record o f meeting community credit needs A n institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs A n institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. - CORRECTED C O P Y - FOR THE WEEK ENDING Name of Bank The Callaway Bank June 10, 1994 Bank Address P. 0. Box 42 Fulton, Missouri 65251 Examination Date Examination Rating 3-07-94 Satisfactory FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification o f Ratings: Outstanding record o f meeting community credit needs A n institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs A n institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record o f meeting community credit needs A n institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including tow- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. FOR THE WEEK ENDING Name of Bank PNC Bank, Kentucky, Inc. June 24, 1994 Bank Address P. 0. Box 33000 Louisville, Kentucky Examination Date 1-31-94 40296 Examination Rating Outstanding FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Application Western Bank of Billings Billings, MT To merge with Powder River Bank of Broadus, Broadus, MT; Security State Bank of Harlem, Harlem, MT; Rocky Mountain Bank of Plains, Plains, MT; First State Bank of Stevensville, Stevensville, MT; and The Whitehall State Bank, Whitehall, MT Comment Period Ending Date July 20, 1994 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Keweenaw Financial Corporation Hancock, MI To acquire 100% of the outstanding shares of Commercial National Bank of L'Anse L'Anse, MI* Not yet available Norwest Corporation Minneapolis, MN To acquire 100% of the voting shares of the Bank of Scottsdale Scottsdale, AZ* July 15, 1994 (Federal Register) Katherine A. Smythe Grantor Retained Annuity Trust, and John D. Smythe Grantor Retained Annuity Trust, to each acquire 29.16% of the voting shares of Hubbard Bancshares, Inc. Park Rapids, MN* July 13, 1994 (Federal Register) Big Sky Holding Company Stanford, MT To acquire 100% of the voting shares of Basin State Bank of Stanford, Stanford, MT* July 25, 1994 (Federal Register) Western State Agency, Inc. Devils Lake, ND To acquire 100% of the voting shares Towner Bancorporation, Inc., Towner, ND* Not yet available *Subject to CRA FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Onlv Application Comment Period Ending Date Norwest Financial Special Services, Inc. Des Moines, IA To engage in Consumer Finance; underwriting, as principal, and the sale, on an agency basis, of credit life, accident and health (disability) and involuntary unemployment insurance in connection with extensions of credit of Norwest and its subsidiaries; sale, on an agency basis, of property and credit related casualty insurance; sale, on an agency basis, of insurance products including, but not limited to, title insurance; insurance premium finance; credit cards; data processing services; accounts receivable financing (factoring); lease financing; commercial lending; operation of a collec tion agency; and fiduciary activities through the acquisition of Norwest Financial, Inc. Des Moines, IA, and Dial National Bank, Des Moines, IA July 18, 1994 Menahga Bancshares, Inc. Menahga, MN To engage in community development activities through the acquisition of Minnesota's Community Develop ment Corporation, Detroit Lakes, MN July 15, 1994 Osakis Bancshares, Inc. Osakis, MN To engage de novo in making and servicing loans July 20, 1994 Western State Agency, Inc. Devils Lake, ND To purchase, through its subsidiary, Western State Insurance Agency, Inc., the assets of McHenry Insurance, Inc. Not yet available FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application First American Bank Grand Forks, ND To increase its investment in bank premises by $6,000M. FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending June 24, 1994 ASSIGNMENT OF RATING Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANK(S) EXAMINED NONE. DATE OF EXAMINATION CRA RATING Federal Reserve Bank of Kansas City SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE First State Bank of Taos, Taos, New Mexico, for prior approval to establish a branch facility in Placitas, New Mexico. Not Available The First Security Bank, Fort Lupton, Colorado, for prior approval to establish a de novo branch facility at 601 West Main, Sterling, Colorado. Not Available SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION COMMENT PERIOD ENDING DATE GHB, Inc., Colorado City, Colorado, for prior approval to become a bank holding company through the acquisition of 1 0 0 percent of the voting shares of Greenhorn Valley Bank, Colorado, City, Colorado.* Not Available Joe Neill, Welch, Oklahoma, for prior approval to increase his ownership interest in Welch Bancshares, Inc., Welch, Oklahoma, from 30.68 percent to 36.06 percent. Not Available Fairport Bancshares, Inc., Fairport, Missouri, for prior approval to become a bank holding company through the acquisition of 1 0 0 percent of the voting shares of Bank of Fairport, Fairport, Missouri.* Not Available First Capital Corporation, St. Louis, Missouri, for prior approval to acquire 1 0 0 percent of the voting shares of Kincaid Banc Agency, Inc., Kincaid, Kansas.* Not Available Federal Reserve Bank of Kansas City SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE None . SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None . SECTION V - AVAILABILITY OF CPA PUBLIC EVALUATIONS Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: Outstanding record of meeting community credit needs An institution in this group has an outstanding record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and. moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Federal Reserve Bank of Kansas City Bank/Location Exam Date CRA Public Date CRA Rating Citizens Bank & Trust Co. P.o. Box 128 Ellsworth, Kansas 67439 03-21-94 06-27-94 Outstanding Citizens Bank P.O. Box 1967 Muskogee, Oklahoma 03-21-94 06-27-94 Satisfactory 74402 *Application is subject to CRA. FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF JUNE 20, 1994 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE ** NOTICE EXP APPLICATION Change in Control Notice by Mr. Jay Gober, Graham, TX; Mr. Charles Gober, Throckmorton, TX; and Gober Oil & Investments, Inc., Graham, TX, to acquire an interest in Woodson Bancshares, Inc, Graham, TX (Previously reported during the week of 5-30-94) Change in Control Notice by Bob G. Scott, as Voting Trustee, Fort Worth, TX, to acquire an interest in Provident Bancorp of Texas, Inc., Dallas, TX (Previously reported during the week of 5-9-94) 94/06/29 94/06/28 Change in Control Notice by Michael Evans Montgomery, Dallas, TX, to acquire an interest in Metroplex Bancshares, Inc., Dallas, TX N/A ♦Section 3(a)(3) application by Central Texas Bankshare Holdings, Inc., Columbus, TX, to acquire Hill Bancshares Holdings, Inc., Weimar, TX, and Hill Bank & Trust Co., Weimar, TX 94/07/18 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION None. NOTICE EXP SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION Notice by First Groesbeck Holding Company, Groesbeck, TX, to redeem 44,081 shares of its preferred stock * SUBJECT TO CRA. ** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY. N/A - NOT AVAILABLE AT THIS TIME. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS FOR THE WEEK OF JUNE 20. 1994 Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to Improve record of meeting community credit needs. An institution in this group need to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial Noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank Date of Examination First State Bank P. 0. Box 385 Corner Ann & North St. Brackettville, TX 78832 94/03/14 CRA Rating Satisfactory FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 6/24/94 Section I - Applications Subject to Newspaper Notice Only A p p I ication Comment Period Ending Date West One Bank, Idaho, Boise, Idaho, to establish an ATM at Paul's market, 132 E. Lake Street, McCall, Idaho. * Newspaper: 6/20/94 Section II - Applications Subject to Both Newspaper and Federal Register Notice Superior Holdings, Inc., Scottsdale, Arizona, to become a bank holding company by acquiring De Anza Bank, Sunnyvale, California, and thereby engage directly in single-family loan mortgage banking activities. * Newspaper: 7/24/94 Fed. Reg.: 7/25/94 Section III - Applications Subject to Federal Register Notice Only The Sakura Bank, Limited, Tokyo, Japan, to engage de novo in private placement and riskless principal activities through Sakura (U.S.A.), Inc., New York, New York. Fed. Reg.: Not yet published Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice None * Subject to CRA. FEDERAL RESERVE BANK OF SAN FRANCISCO (cont'd.) Week Ending 6/24/94 Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during the week ending June 24, 1994. Information about a particular institution's CRA evaluation may be obtained directly from the institution. Institution Location Examination Date Rating* None ♦Under the rating system an institution's CRA performance is assigned one of the following four ratings: Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and meeting the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resources and capabilities Substantial noncompliance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resources and capabilities