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ANNOUNCEMENT
BOARD OF GOVERNORS
OF THE
FEDERAL RESERVE SYSTEM

H.2, 1996, No. 10
Actions of the Board, its Staff, and
the Federal Reserve Banks;
Applications and Reports Received
During the Week Ending March 9, 1996

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BANK HOLDING COMPANIES
First Southern Bancorp, Inc., Stanford, Kentucky
to acquire Casey Bancorp, Inc., Liberty, Kentucky,
and Casey County Bank.
Approved, March 4, 1996.
Governor and Company of the Bank of Ireland, Dublin,
Ireland - - t o acquire Citizens Financial Group,
Providence, Rhode Island, Citizens Savings Bank;
Citizens Trust Company, and Citizens Bank of
Massachusetts, Boston, Massachusetts.
Approved, March 6, 1996.
Mitsubishi Bank, Limited, Tokyo, Japan - - t o merge
with Bank of Tokyo, Ltd., also of Tokyo, and
acquire Union Bank, San Francisco, California, The
Chicago-Tokyo Bank, Chicago, Illinois, and The Bank
of Tokyo Trust Company, New York, New York; and to
acquire the nonbanking subsidiaries of Bank of
Tokyo.
Approved, March 6, 1996.
Royal Bank of Scotland Group pic, Edinburgh,
Scotland; Royal Bank of Scotland pic, and Citizens
Financial Group, Inc., Providence, Rhode Island
to merge with Bank of Ireland First Holdings, Inc.,
Manchester, New Hampshire, and acquire First NH
Bank.
Approved, March 6, 1996.
Wells Fargo & Company, San Francisco, California -to acquire First Interstate Bancorp, Los Angeles,
California, and its banking, nonbanking
and foreign subsidiaries.
Approved, March 6, 1996.
BANKS. FOREIGN




Sumitomo Bank, Limited, Osaka, Japan request for
reconsideration of the Board’s approval of the
applications and notices to acquire certain U S .
banking assets of the Daiwa Bank, Limited.
Denied, March 8, 1996.

H.2
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1996

TO

MARCH 8 ,

1996

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

ENFORCEMENT
Northern Bancorp, Inc., Woburn, Massachusetts, James
J. Mawn, President and director, and Robert L.
McCrensky, a director -- written agreement with the
Federal Reserve Bank of Boston and the Office of
the Commissioner of Banks of the Commonwealth of
Massachusetts.
Announced, March 8, 1996.
Swiss Bank Corporation, Basle, Switzerland -- order
of assessment of a civil money penalty
Authorized, March 6, 1996.
FORMS
Federal Reserve Check Fraud Survey (FR 3080)
conduct a one-time, voluntary survey.
Approved, March 6, 1996.

to

Reports of Condition for Foreign Subsidiaries of U.S.
Banking Organizations (FR 2314a and b), and
Financial Information for Foreign Subsidiaries of
U.S. Banking Organizations (FR 2314c) -- extension
with revision.
Approved, March 4, 1996.

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY
ABBREVIATIONS:
BS&R - Banking Supervision and Regulation; C&CA - Consumer and
Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve
Bank Operations; IF - International Finance; OSDM - Office of Staff Director
for Management
BANK BRANCHES. DOMESTIC




San Francisco

Bank of America Nevada, Las Vegas, Nevada -- to
establish a branch at Rile's Grocery Store, at 4047
South Virginia Street, Reno, Nevada.
Approved, March 5, 1996.

Richmond

Capon Valley Bank, Wardensville, West Virginia -- to
establish a branch on State Route 259, Baker, West
Virginia.
Approved, March 8, 1996.

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TO

M A R C H 8, 1996

3

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK BRANCHES, DOMESTIC




Richmond

Farmers Bank of Appomattox, Appomattox, Virginia -to establish a branch at the intersection of State
Route 20 nd U.S. Route 15, Dillwyn, Virginia.
Approved, March 8, 1996.

Chicago

Fifth Third Bank of Central Indiana, Indianapolis,
Indiana - - t o establish a branch at 7272 Fishers
Crossing Drive, Fishers, Indiana.
Returned, March 4, 1996.

Chicago

Fifth Third Bank of Central Indiana, Indianapolis,
Indiana -- to establish a branch at 1036 East 62nd
Avenue; and 3100 Meridian Parke Drive, Greenwood,
Indiana.
Approved, March 5, 1996.

Secretary

First Interstate Bank, Los Angeles, California -- to
establish a branch at 5808 East Telephone Road,
Ventura, California.
Approved, March 8, 1996.

Cleveland

Integra Bank, Pittsburgh, Pennsylvania -- to
establish a branch at One Oxford Center.
Approved, March 8, 1996.

St. Louis

Mid-America Bank of Louisville and Trust Company,
Louisville, Kentucky -- to establish a branch at
11751 Bluegrass Parkway, Jefferson County,
Kentucky.
Approved, March 8, 1996.

St. Louis

State Bank of Jerseyville, Jerseyville, Illinois -to acquire the Brighton, Illinois, branch of
Mercantile Bank of Illinois, Alton, Illinois, and
to establish a branch.
Approved, March 5, 1996.

Atlanta

Transatlantic Bank, Miami, Florida - - t o establish a
branch at 11401 S.W. 40th Street.
Approved, March 8, 1996.

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1996

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES




Cleveland

Banc One Corporation, Columbus, Ohio -- to engage de
novo in leasing activities through Banc One Leasing
Corporation.
Permitted, March 4, 1996.

Minneapolis

BNCCORP, Inc., Bismarck, North Dakota -- to retain
and service loans of Farmers and Merchants Bank,
Beach, North Dakota.
Approved, March 5, 1996.

Kansas City

Choice Financial Corporation, Greeley, Colorado -- to
acquire 1st Choice Financial Corporation, and 1st
Choice Bank.
Approved, March 5, 1996.

Secretary

Compass Bancshares, Inc., Birmingham, Alabama -request for waiver of application to acquire
Equitable Bankshares, Inc., Dallas, Texas, and
Equitable Bank.
Granted, March 8, 1996.

Dallas

Executive Bancshares, Inc., Paris, Texas -- to
acquire Collie County National Bank, McKinney,
Texas.
Approved, March 6, 1996.

Chicago

F & M Bancorporation, Kaukauna, Wisconsin, and F & M
Merger Corporation -- request for waiver of
application to acquire Bradley Bank, Tomahawk,
Wisconsin.
Returned, March 8, 1996.

Kansas City

First Colorado Bancorp, Inc., Lakewood, Colorado -registration under Regulation G.
Approved, March 7, 1996.

Cleveland

First Financial Bancorp, Hamilton, Ohio -- to acquire
F&M Bancorp, Rochester, Indiana.
Approved, March 5, 1996.

St. Louis

Heritage Financial Corporation, Lawrenceville,
Illinois -- to acquire Heritage National Bank.
Approved, March 6, 1996.

H.2
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1996

TO

MARCH 8 ,

1996

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLOINg COMPANIES




Chicago

NBE Bancshares, Inc., Earleville, Illinois -- to
acquire Pinnacle Bancshares, Inc., Paw Paw,
Illinois, and State Bank of Paw Paw.
Approved, March A, 1996.

Director, BS&R

Northwest Equity Corporation, Amery, Wisconsin -request for modification of commitment to divest
certain property.
Granted, March 8, 1996.

Richmond

Patapsco Bancorp, Inc., Dundalk, Maryland --to
acquire Patapsco Bank.
Approved, March 5, 1996.

Chicago

Prairieland Bancorp, Inc., Bushnell, Illinois -- to
engage in lending activities.
Permitted, March 8, 1996.

Chicago

Prairieland Employee Stock Ownership Plan, Bushnell,
Illinois -- to acquire Prairie Bancorp, Inc.; and
Farmers 8 Merchants State Bank, and engage in
lending and tax preparation services.
Approved, March 8, 1996.

Dallas

Premier Bancshares, Inc., La Grange, Texas -- to
acquire Premier Holdings - Nevada, Inc., Carson
City, Nevada, and La Grange State Bank, La Grange,
Texas.
Approved, March 6, 1996.

Atlanta

Regions Financial Corporation, Birmingham, Alabama to merge with First Gwinnett Bancshares, Inc.,
Norcross, Georgia, and acquire First Gwinnett Bank
Approved, March 6, 1996.

Minneapolis

Taylor Bancshares, Inc., North Mankato, Minnesota to acquire 6 percent of the voting shares of First
National Bank of Fairfax, Fairfax, Minnesota.
Approved, March 6, 1996.

Richmond

United Bankshares, Inc., Charleston, West Virginia to acquire Eagle Bancorp, Inc.
Approved, March 6, 1996.

H .2
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1996

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES
Secretary

Wachovia Corporation, Winston-Salem, North Carolina - request for waiver of application to acquire
First National Bankshares of Henry County, Inc.,
Stockbridge, Georgia, and The First National Bank
of Henry County.
Granted, March 8, 1996.

Kansas City

Wilson Bancshares, Inc., Wilson, Kansas -- to acquire
The Wilson State Bank.
Approved, March 4, 1996.

BANK MERGERS
St. Louis

State Bank of Jerseyville, Jerseyville, Illinois -to acquire the Brighton, Illinois, branch of
Mercantile Bank of Illinois, Alton, Illinois, and
to establish a branch.
Approved, March 5, 1996.

San Francisco

WestAmerica Bank, San Rafael, California -- to merge
with Napa Valley Bank, Napa, California, and to
establish Napa Valleyfs seven branches and four
automatic teller machines as branches of those of
WestAmerica Bank.
Approved, March 8, 1996.

BANKS. NONMEMBER. AND MISCELLANEOUS INSTITUTIONS
Kansas City

Colorado Bankers Life Insurance Company, Englewood,
Colorado -- registration under Regulation G.
Approved, March 5, 1996.

CAPITAL STOCK




Kansas City

Farmers Bancshares, Inc., Maysville, Missouri
redemption of shares.
Approved, March 6, 1996.

H.2

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M A R C H 8, 1996

ACTIONS TAKEN BY TME STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

CHANGE IN BANK CONTROL
San Francisco

California Center Bank, Los Angeles, California -change in bank control.
Withdrawn, March 5, 1996.

Dallas

Community Company, Waco, Texas -- change in bank
control.
Permitted, March 6, 1996.

Kansas City

First Midwest Bancorp, Inc., Midwest, Oklahoma -change in bank control.
Permitted, March 6, 1996.

COMPETITIVE FACTORS REPORTS




Atlanta

Barnett Bank of Jacksonville, N.A., Jacksonville,
Florida, proposed merger with Barnett Bank of
Alachua County, N.A., Gainesville; Barnett Bank of
Broward County, N.A., Fort Lauderdale;
Barnett
Bank of Central Florida, N.A., Orlando; Barnett
Bank of Highlands County, Sebring; Barnett Bank of
The Keys, Key West, Barnett Bank of Lake County,
Eustis; Barnett Bank o i Lake Okeechobee, Okeechobee
Barnett Bank of Lee bounty, N.A., Fort Myers;
Barnett Bank of Manatee County, N.A., Bradenton;
Barnett Bank of Martin County, N.A., Stuart;
Barnett Bank of Naples, Naples; Barnett Bank of
Nassau County, Fernandina Beach; Barnett Bank of
North Central Florida, Lake City; Barnett Bank of
Northwest Florida, Fort Walton Beach; Barnett Bank
of Palm Beach County, West Palm Beach; Barnett Bank
of Pasco County, New Port Richey; Barnett Bank of
Pinellas County, St. Petersburg; Barnett Bank of
Polk County, Lakeland; Barnett Bank of South
Florida, N.A., Miami; Barnett Bank of Southwest
Florida, Sarasota; Barnett Bank of The St. Johns.,
St. Augustine; Barnett Bank of The Suncoast, N.A.,
Brooksville; Barnett Bank of Tallahassee,
Tallahassee; Barnett Bank of Tampa, Tampa; Barnett
Bank of The Treasure Coast, Port St. Lucie; Barnett
Bank of Volusia County, Deland; Barnett Bank of
West Florida, Pensacola, and Barnett Banks Trust
Company, N.A., Jacksonville, Florida -- report on
competitive factors.
Submitted, March 6, 1996.

H.2
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PAGE 8

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M A R C H 8, 1996

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS




New York

Chase Manhattan Bank, National Association, New York,
New York, proposed purchase of the assets and
assumption of the liabilities of the uninsured New
York branch of Swiss Bank Corporation, Basel,
Switzerland
report on competitive factors.
Submitted, March 6, 1996.

Kansas City

First Heritage National Bank, Davis, Oklahoma,
proposed acquisition of the assets and assumption
of the liabilities of the Tishomingo, branch of The
Bank of Southern Oklahoma, N.A., Mad ill-; Oklahoma - report on competitive factors.
Submitted, March 7, 1996.

St. Louis

First National Bank in Olney, Olney, Illinois,
proposed merger with Ingraham State Bank, Ingraham,
Illinois -- report on competitive factors.
Submitted, March 8, 1996.

Chicago

First National Bank of Chicago, Chicago, Illinois,
proposed purchase of certain assets and assumption
of certain liabilities of NBD Bank, Wheaton,
Illinois -- report on competitive factors.
Submitted, March A, 1996.

Dallas

First National Bank of Henrietta, Henrietta, Texas,
proposed consolidation with Norwest Bank Texas,
Wichita Falls, National Association, Wichita Falls,
Texas -- report on competitive factors.
Submitted, March 5, 1996.

Boston

Fleet National Bank of Connecticut, Hartford,
Connecticut, proposed merger with Fleet Bank, N.A.;
Fleet Bank of Massachusetts, N.A., Boston; Fleet
National Bank of Massachusetts; and Fleet National
Bank, Providence, Rhode Island -- report on
competitive factors.
Submitted, March 8, 1996.

H.2
M A R C H A, 1996
PAGE 9

TO

M A R C H 8, 1996

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS
Chicago

Mutual Federal Savings Bank, Muncie, Indiana -proposed purchase of the assets and assumption of
the liabilities of a branch of American Trust
Federal Savings Bank, Peru, Indiana -- report on
competitive factors.
Submitted, March 6, 1996.

New York

North Fork Bank, Mattituck, New York, proposed merger
with Extebank, Stony Brook, New York -- report on
competitive factors.
Submitted, March 4, 1996.

Chicago

Regency Savings Bank, FSB, Naperville, Illinois -proposed acquisition of the assets and assumption
of the liabilities of six branches of California
National Bank of Lockport, Lockport, Illinois -report on competitive factors.
Submitted, March 5, 1996.

Chicago

Standard Federal Bancorporation, Inc., Troy,
Michigan, proposed acquisition of the assets and
assumption of the liabilities of Bell Bancorp,
Inc., Chicago, Illinois -- report on competitive
factors.
Submitted, March 8, 1996.

EXTENSIONS OF TIME




Dallas

Chaparral Bancshares, Inc., Richardson, Texas -extension to June 6, 1996, to acquire Chaparral
Delaware Bancshares, Inc., Dover, Delaware, and
Canyon Creek National Bank, Richardson, Texas.
Granted, March 6, 1996.

Dallas

Chaparral Delaware Bancshares, Inc., Dover,
Delaware -- extension to June 6, 1996, to acquire
Canyon Creek National Bank, Richardson, Texas.
Granted, March 6, 1996.

Director, BS&R

Citizens Financial Group, Inc., Boston,
Massachusetts, and Citizens Bank of Massachusetts
- extension to divest certain property.
Granted, March 6, 1996.

H. 2
MARCH 9 ,
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MARCH 8 ,

1996

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

INTERNATIONAL OPERATIONS
Director, BS&R

Northern Trust Company, Chicago, Illinois -- waiver
of the remainder of the 95-day notice period to
establish a branch in Singapore.
Granted, March 8, 1996.

Richmond

Patapsco Bank, Dundalk, Maryland -- to become a
member of the Federal Reserve System.
Approved, March 5, 1996.

St. Louis

Security Bank, Harrison, Arkansas -- to become a
member of the Federal Reserve System.
Approved, March 9, 1996.

MEMBERSHIP

RESERVE BANK OPERATIONS
Director, FRBO

Federal Reserve Bank of New York -- to complete
educational exhibit center on ground floor of head
office building for public.
Approved, March 7, 1996.

Director, FRBO

Federal Reserve Bank of San Francisco -- to proceed
with renovation at Salt Lake City Branch building.
Approved, March 6, 1996.

RESERVE BANK SERVICES




Director, FRBO

Federal Reserve Bank of Richmond -- to implement
image-enhanced electronic check services at the
Richmond and Charlotte offices.
Approved, March 5, 1996.

ADDITIONS AND CORRECTIONS

H.2
MARCH 4 ,
PAGE 11

1996

TO

MARCH 8 ,

1996

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

BOARD OPERATIONS
Freedom of Information Act -- annual report for 1995.
Published, March 1, 1996.
REGULATIONS AND POLICIES
Capital adequacy -- request for comment on proposal
that explicitly incorporates backtesting into the
internal models approach for measuring capital
requirements for market risk (Docket R-OSS^).
Approved, February 28, 1996.

ADDITIONS AND CORRECTIONS
ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK BRANCHES, DOMESTIC
Philadelphia

Founders Bank, Bryn Mawr, Pennsylvania -- to
establish a branch at 15 East Gay Street, West
Chester, Pennsylvania.
Approved, February 26, 1996.

EXTENSIONS OF TIME




Richmond

Pioneer Community Group, Inc., Iaeger, West
Virginia -- extension to May 1. 1996, to acquire
Bank of Iaeger.
Granted, February 29, 1996.

FEDERAL RESERVE BANK OF BOSTON APPLICATIONS
SECTION I - APPLICATIONS SUBJECT TO
NEWSPAPER NOTICE ONLY

Application

Comment Period Ending Date
NONE

S E C T I O N II - A P P L I C A T I O N S S U B J E C T T O B O T H
NEWSPAPER AND FEDERAL REGISTER NOTICE

Application

Comment Period Ending Date
NONE
S E C T I O N III - A P P L I C A T I O N S S U B J E C T T O
FEDERAL REGISTER NOTICE ONLY

Application

Comment Period Ending Date
NONE

S E C T I O N IV - A P P L I C A T I O N S N O T S U B J E C T T O
FEDERAL REGISTER OR NEWSPAPER NOTICE

Application
NONE
SECTION V

Institution

- A V A I L A B I L I T Y OF C R A P U B L I C E V A L U A T I O N S

Examination Date

Rating**

NONE
♦Subject to CRA.
♦♦Rating Definitions:
"O" - Outstanding; "S" - Satisfactory;
Improve; "SN" - Substantial Noncompliance.




"N" - Needs to

FEDERAL RESERV E BA N K OF NEW Y O R K

Comment Period
Ending Date

SECTION I
Applications Subject to Newspaper
________ Notice Only________
Notice by Community First Banking Company, Tinton Falls, New
Jersey, to become a bank holding company with respect to Tinton
Falls State Bank, Tinton Falls, New Jersey. 1/

03/16/96

Application by Marine Midland Bank, Buffalo, New York, to acquire
certain assets and assume certain liabilities of River Bank America,
New Rochelle, New York, and, incident thereto, to establish branches
at current River Bank branch locations. 1/

04/04/96

Application by Chemical Bank, New York, New York, to establish an
offsite electronic facility at Eugenio Maria de Hostos Community College,
500 Grand Concourse, Bronx, New York. 1/

03/29/96

SECTION II
Applications Subject to Both
Newspaper and Federal Register Notice
SNBNY Holdings Limited, Marina Bay, City of Gibraltar, to acquire
the remaining outstanding shares (91.68 percent) o f Safra National
Bank of New York, New York, New York. 1/
SECTION HI
Nonbanking Applications
(subject to Federal Register Notice Only)
None.
SECTION IV
Applications Not Involving
Public Comment
None.




04/08/96 3/

S E C T IO N V

Availability of CRA Public Evaluations
In connection with the assessment o f each insured depository institution's
CRA performance, a rating is assigned from the following group:
Outstanding record o f meeting community credit needs.
An institution in this group has an outstanding record of, and
is a leader in, ascertaining and helping to meet the credit
needs o f 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 o f ascertaining
and helping to meet the credit needs o f its entire delineated
community, including low- and moderate- income neighborhoods,
in a manner consistent with its resources and capabilities.
Needs to improve record o f meeting community credit needs.
An institution in this group needs to improve its overall record
o f 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 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.
Week Ending March 9. 1996
NAME OF RANK

RATING

EXAMINATION DATE

None.
1 / Subject to provisions o f Community Reinvestment Act.
2/ Later o f dates specified in newspaper and Federal Register notices.
3/ Date specified in newspaper notice; a later date may be specified in
the Federal Register notice.
4/ Date specified in Federal Register notice; a later date may be
specified in the newspaper notice.
N/A - Not Available



F E D E R A L R E S E R V E B A N K O F P H IL A D E L P H IA

SECTION I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER
NOTICE ONLY
Bank of Mid Jersey. Bordentown, NJ to establish a branch to be located in the ACME Store
at 18 Broadway Road, Browns M ills, NJ, pursuant to Section 9 o f the Federal Reserve A c t
Newspaper comment period expires:

04/06/96

Republic Bank. Philadelphia, PA to acquire First Executive Bank, Philadelphia, PA,
pursuant to Section 18(c) of the Federal Deposit Insurance Act.
Newspaper comment period expires:

03/31/96

SECTION II ■ APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER
FEDERAL REGISTER NOTICE
Execufirst Bancorp Inc. Philadelphia, PA to acquire Republic Bancorporation, Philadelphia,
PA, pursuant to Section 3(a)(5) of the Bank Holding Company Act.
Newspaper comment period expires:
03/31/96
Federal Register comment period expires: N/Avail
BT Financial Corporation. Johnstown, PA to acquire The Armstrong County Trust
Company, Kittanning, PA, pursuant to Section 3(a)(3) o f the Bank Holding Company Act.
Armstrong will be merged into Johnstown Bank & Trust Company, Johnstown, PA, BT
Financial Corporation’s lead bank subsidiaiy.
Newspaper comment period expires:
02/25/96
Federal Register comment period expires: 04/05/96
SECTION III - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL
REGISTER NOTICE ONLY
United Valiev Bancorp. Philadelphia, PA requests prior approval to acquire at least 50
percent of Eagle Valley Financial Services, Inc., Philadelphia, PA, and thereby engage in
mortgage banking pursuant to section 4(c)(8) o f the Bank Holding Company Act and
section 225.25(b)(1) of Regulation Y.




Federal Register comment period expires:

N/Avail

SECTION m - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL
REGISTER NOTICE ONLY (CONTD^
BT Financial Corporation. Johnstown, PA to engage in community development activities
through the acquisition o f Moxham Community Development Corporation, pursuant to
Section 4(c)(8) o f the Bank Holding Company Act and Section 225.25(b)(6) o f Regulation
Y.
Federal Register comment period expires: 03/26/96
SECTION IV ■APPLICATIONS RECEIVED AND NOT SUBJECT TO FEDERAL
REGISTER NOTICE OR NEWSPAPER




NONE

FEDERAL RESERVE BANK OF PHILADELPHIA

SECTION V ■ AVAILABILITY OF CRA PUBLIC EVALUATIONS
The following institutions w ere examined for CRA. The 30-business day period the bank
has to make the evaluation public has lapsed during the w eek ending March 8, 1996.
Identification o f R atings
In connection with the assessm ent of each insured depository institution’s CRA perform ance,
a rating is assigned from the following groups:
O utstanding record o f m eeting com m unity credit needs.
An institution in this group has an outstanding record of, and is a leader in, ascertaining and
helping to m eet the credit needs o f its entire delineated community, including low- and
m oderate-incom e neighborhoods, in a manner consistent with its resources and capabilities.
Satisfactory record o f m eeting com m unity credit needs.
An institution in this group has a satisfactory record o f ascertaining and helping to m eet the
credit needs o f its entire delineated community, including low- and m oderate-incom e
neighborhoods, in a manner consistent with its resources and capabilities.
Needs to im prove record o f m eeting com m unity credit needs.
An institution in this group needs to improve its overall record o f ascertaining and helping
to m eet the credit needs o f its entire delineated community, including low- and m oderateincom e neighborhoods, in a manner consistent with its resources and capabilities.
Substantial noncom pliance in m eeting com m unity credit needs.
An institution in this group has a substantially deficient record o f ascertaining and helping
to m eet the credit needs o f its entire delineated community, including low- and m oderateincom e neighborhoods, in a manner consistent with its resources and capabilities.
Bank/Location

Examination D ate

C R A Rating

First H eritage Bank
64 N. Franklin Street
W ilkes-Barre, PA 18702

10/23/95

Satisfactory




F e d e r a l R e se r v e B a n k
of Cleveland
P. O. BOX 6387
CLEVELAND, OHIO 4 4 10 1-13 87

APPLICATIONS BULLETIN
(For the week ending M arch 9, 1996)
SECTION I - APPLICATIONS SUBJECT TO NEW SPAPER NOTICE ONLY
Received notice from The Provident Bank, Cincinnati, Ohio, on
March 4, 1996, o f its intent to establish five (5) CBCT branches
in the Greater Cincinnati, Ohio, area.

March 17, 1996

Received notice from The Provident Bank o f Kentucky,
Alexandria, Kentucky, on March 4, 1996, o f its intent to
establish a CBCT branch in Ft. Wright, Kentucky.

March 17, 1996

SECTION n - APPLICATIONS SUBJECT TO BOTH NEW SPAPER AND FEDERAL
REGISTER NOTICE
Received application from Tri-State 1st Bank, Inc., East
Liveipool, Ohio, on March 8, 1996, o f its intent to acquire
1st National Community Bank, East Liverpool, Ohio,
pursuant to Section 3 o f the Bank Holding Company Act.

*F: April 8, 1996

SECTION m - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY
Received notice from Mid Am, Inc., Bowling Green, Ohio, on
March 4, 1996, o f its intent to engage in permissible lending
and leasing activities through a wholly-owned subsidiary, Mid
Am Credit Corp.

March 25, 1996

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEW SPAPER NOTICE
NONE

* - Subject to CRA
N - Newspaper Comment Period
F - Federal Register Comment Period
# - Expected to End 30 Days from Date o f Receipt




AVAILABILITY OF CRA PUBLIC EVALUATIONS
(March 8, 1996)

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 March 8, 1996.
If you are interested in obtaining a copy o f 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 low- and moderate-income neighborhoods, in a manner consistent with its resources
and capabilities.
SATISFACTORY: a bank 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: a bank in this group needs to improve its overall record of
ascertaining and helping to meet the credit needs o f its entire delineated community, including
low- and moderate-income neighborhoods, in a manner consistent with its resources and
capabilities.
SUBSTANTIAL NON COMPLIANCE: a bank 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.
NONE




Federal Reserve Bank of Richmond
Section I - Applications Subject to Newspaper
Notice Only
Application

Comment Period Ending Date

Citizens Bank of Virginia, Vienna, Virginia,
to establish a branch at 11600 Plaza America
Drive, Reston, Va.*

3-18-96

Union Bank and Trust Company, Bowling Green,
Virginia, to establish a branch at 8520
Jefferson Davis Highway, Fredericksburg,
Virginia.*
Crestar Bank MD, Bethesda,
acquire certain assets and
liabilities of Mellon Bank
Maryland, and to establish

3-29-96

Maryland, to
assume certain
(MD), Rockville,
five branches.*

4-7-96

Section II - Applications Subject to Both
Newspaper and Federal Register Notice
Application

Comment Period Ending Date

Bailey Financial Corporation, Clinton,
South Carolina, to acquire 51% of the
voting shares of Rock Hill Bank & Trust,
Rock Hill, South Carolina, an organizing
bank.*

3-31-96

Beach First National Bancshares, Inc.,
Myrtle Beach, South Carolina, to
become a bank holding company through
the acquisition of 100% of the voting
shares of Beach First National Bank,
Myrtle Beach, South Carolina, an
organizing bank.*

4-5-96**

Section III - Applications Subject to Federal Register Notice
Application

Comment Period Ending Date

None.
Section IV - Application Not Subject to
Federal Register Notice or Newspaper Notice
Application
None.

*Application is subject to CRA requirements.
**Expiration of comment period specified in the Federal Register.




Federal Reserve Bank of Richmond
Section V - Availability of CAR Public Evaluations
Week ending March 8, 1996

Definition of Ratings
Outstanding record of meeting community credit needs.
An institution in this group has an outstanding record of, and is a leader
in, ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate -income neighborhoods,
in a manner consistent with its resources and capabilities.
Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.
Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record of ascer­
taining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of 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

None.




Rating

Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending March 8, 1996
Section 1 - Applications Subject to Newspaper Notice Only
Application

Comment Period Ending Date

SunTrust Bank, Gulf Coast
02-28-96*
Sarasota, Florida
To establish a branch located at 2424 Manatee Avenue West, Bradenton Florida, to
be known as the Manatee Avenue West Branch.
SunTrust Bank, Gulf Coast
02-28-96*
Sarasota, Florida
To establish a branch located near the Intersection of Bee Ridge Road and
Cattleman Road, Sarasota, Florida, to be known as the Bee Ridge Branch.
Section 2 - Applications Subject to Both
Newspaper and Federal Register Notice
Application

Comment Period Ending Date

Capital City Bank Group, Inc.
03-25-96
Tallahassee, Florida
To acquire First Financial Bancorp, Inc., Tallahassee, Florida (a thrift holding
corporation), and thereby engage in operating a savings association, pursuant to
Section 4(c)(8) of the Bank Holding Company Act and Section 225.25(b)(9) of
Regulation Y .
First Commerce Banks of Florida, Inc.
Not yet available*
Winter Haven, Florida
To acquire First Mercantile National Bank, Longwood, Florida, pursuant to Section
3(a)(3) of the Bank Holding Company Act.
Independent Bankshares Corporation
Not yet available*
Gallatin, Tennessee
To acquire Rutherford Bank and Trust, Murfreesboro, Tennessee (in organization),
pursuant to Section 3(a)(3) of the Bank Holding Company Act.
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
None.

*Subject to provisions of the Community Reinvestment Act.




Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending March 8, 1996
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:
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 moderateincome 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 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 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.
S u b s t a n t i a l 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- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Examination
Bank
CRA Rating
Date

Columbia Bank
Post Office Box 5079
Tampa, Florida 33675
(813)247-4811




Satisfactory

11-13-95

Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending March 8, 1996
Recently Approved Applications

Approval Date

Regions Financial Corporation
03-06-96
Birmingham, Alabama
To merge with First Gwinnett Bancshares, Inc., Norcross, Georgia, and thereby
directly acquire its subsidiary, First Gwinnett Bank, Norcross, Georgia.
Transatlantic Bank
03-08-96
Miami, Florida
To establish a branch located at 11401 S.W. 40 Street, Miami, Florida,
known as the Bird Road Branch.

to be

SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 3655 Cascade Road, Atlanta, Georgia.
SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 6615 Roswell Road, Atlanta, Georgia.
SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 8725 Roswell Road, Atlanta, Georgia.
SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 3649 Flakesmill Road, Decatur, Georgia.
SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 1625 Pleasant Hill Drive, Duluth, Georgia.
SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 2500 Dallas Road, Marietta, Georgia.
SunTrust Bank
Atlanta, Georgia
To establish a branch
Georgia.

03-08-96
located at

1100

Johnson

Ferry Road,

N.E.,

Marietta,

SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 1050 East Piedmont Road, Marietta, Georgia.
SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 3605 Sandy Plains Road, N.E., Atlanta, Georgia.
SunTrust Bank
03-08-96
Atlanta, Georgia
To establish a branch located at 1905 Scenic Highway, Snellville, Georgia.
SunTrust Bank
Atlanta, Georgia
To establish a branch
Georgia.




03-08-96
located

at

909

Eagles

Landing

Parkway,

Stockbridge,

Federal Reserve Bank of Chicago
Section I - Applications Subject to Newspaper
Notice Only
Comment Period
Ending Date

Type

Application

Branch

Fifth Third Bank of Central Indiana
Indianapolis, Indiana
State Road 135 and Fry Road
Greenwood, Indiana

NP - 3-6-96

Branch

Fifth Third Bank of Central Indiana
Indianapolis, Indiana
1036 East 62nd Avenue
Indianapolis, Indiana
3100 Meridian Parke Drive
Greenwood, Indiana

NP - 2-27-96

Branch

1st Source Bank
South Bend, Indiana
500 Indiana Boundary Line Road
Chesterton, Indiana

NP - 3-4-%

Branch

1st Source Bank
South Bend, Indiana
800 Main Street
Rochester, Indiana

NP - 3-4-96

Merger/Branch

F & M Bank
Kaukauna, Wisconsin
TCF Bank Wisconsin, FSB
Little Chute, Wisconsin and
Branch @201 East Main Street
Little Chute, Wisconsin

NP - 3-5-%

Branch

Fifth Third Bank of Central Indiana
Indianapolis, Indiana
7272 Fishers Crossing Drive
Indianapolis, Indiana

NP - 2-27-96




Federal Reserve Bank of Chicago
Section I - Applications Subject to Newspaper
Notice Only cont’d
Comment Period
Ending Date

Type

Application

Branch

M&I Bank of Beloit
Beloit, Wisconsin
1805 Prairie Avenue
Beloit, Wisconsin

NP - **

Merger/Branch

Citizens Commercial & Savings Bank
Flint, Michigan
Second National Bank of Saginaw
Saginaw, Michigan
National Bank of Royal Oak
Royal Oak, Michigan
State Bank of Standish
Standish, Michigan
Second National Bank of Bay City
Bay City, Michigan
Grayling State Bank
Grayling, Michigan
and thereby establish 39 branches

NP - 3-21-96




Federal Reserve Bank of Chicago
Section II - Applications Subject to Both Newspaper and Federal
Register Notice
Comment Period
Ending Date

Type

Application

Y-2

Bank of Waunakee Stock Ownership Plan
Waunakee, Wisconsin
Waunakee Bank Shares, Inc.
Waunakee, Wisconsin
Bank of Waunakee
Waunakee, Wisconsin*

FR - 2-22-96
NP - 2-29-%

Y-2

Fort Wayne National Corporation
Fort Wayne, Indiana
Valley Financial Services, Inc.
Mishawaka, Indiana
Valley American Bank and Trust Company
South Bend, Indiana*

FR - 3-8-96
NP - 2-28-%

CoC-HC

Iroquois Bancorp, Inc.
Gilman, Illinois
Craig L. Campbell & Douglas L. Campbell

FR - 3-5-96
NP - 3-23-96

Y-l

Valley Comunity Bancorp, Inc.
St. Charles, Illinois
Valley Community Bank
St. Charles, Illinois* (in organization)

FR - 3-4-96
NP - 3-1-96

Y -l

Prairieland Employees Stock Ownership Plan
Bushnell, Illinois
Prairieland Bancorp, Inc.,
Bushnell, Illinois
Farmers & Merchants State Bank
Bushnell, Illinois*

FR - 2-26-96
NP - 1-18-96

Y-2

Forrest Bancshares, Inc.
Forrest, Illinois
Erie Bancorp, Inc.
Erie, Illinois
Erie State Bank
Erie, Illinois*

FR - 3-11-96
NP - 3-15-96

CoC-HC

Palos Bancshares, Inc.
Palos Heights, Illinois
by Gregory J. Paetow

FR - 3-12-96
NP - **




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

Valley Ridge Financial Corporation
Kent City, Michigan
Community Bank Corporation
Grant, Michigan
Grant State Bank
Grant, Michigan

FR - 3-15-96
NP - **

Y-2

LeMars Bancorporation, Inc.
LeMars, Iowa
Brunsville Bancorporation, Inc.,
Brunsville, Iowa
First State Bank
Brunsville, Iowa
Merrill Bancorporation, Inc.
Merrill, Iowa
Farmers State Bank
Merrill, Iowa*

FR - 3-29-96
NP - **

Y-2

Capitol Bancorp, Ltd.
Lansing, MI
Bank of Tucson
Tucson, Arizona (in organization)*

FR - 3-29-96
NP - 3-20-96

COC-HC

Community Bancshares of Wisconsin, Inc.
Grafton, Wisconsin
by Gus J. Lukas

FR - 3-21-96

Y-2

Home Financial Bancorp
Spencer, Indiana
Owen Community Bank, s.b.
Spencer, Indiana*

FR - 3-29-96

Y-2

First Michigan Bank Corporation
Holland, Michigan
Arcadia Financial Corporation
Portage, Michigan
Arcadia Bank & Trust Company
Kalamazoo, Michigan*

FR - 2-26-96
NP - 2-22-96




NP - **

Federal Reserve Back of Chicago
Section III - Applications Subject to Federal Register
Notice Only

Comment Period
Ending Date

Type

Application

4(c)(8)

Prairieland Employees Stock Ownership Plan
Bushnell, Illinois
to engage in making and servicing loans

FR - 2-26-96

4(c)(8)

Prairieland Employee Stock Ownership Plan
Bushnell, Illinois
to engage in providing tax services

FR - 2-26-96

4(c)(8)

Prairieland Bancorp, Inc.
Bushnell, Illinois
to engage in making and servicing loans

FR - 2-26-%

4(c)(8)

Financial Services Corporation of the Midwest
Rock Island, Illinois
to engage de novo in the activity of making and
servicing loans

FR - 3-5-96

4(c)(8)

Heartland Bancshares, Inc.
Lenox, Iowa
to engage de novo in making and servicing loans

FR - 3-6-96

4(c)(8)

Midstates Bancshares, Inc.
Harlan, Iowa
to engage in acting as principal, agent or broker for
credit related insurance agency activities through its
subsidiary, Midstates Financial Services, Inc.
Harlan, Iowa

FR - 3-19-%

4(c)(8)

Midstates Bancshares, Inc.
Harlan, Iowa
to engage in trust functions and activities including
Fiduciary, agency or custodial nature and real estate
and personal property appraising through its subsidiary,
Midstates Trust and Farm Management, Inc.
Harlan, Iowa

FR - 3-19-%

4(c)(8)

Home Financial Bancorp
Spencer, Indiana
to engage in making, acquiring or servicing loans or other
extensions of credit

FR - 3-29-%




Federal Reserve Bank of Chicago
Section III - Applications Subject to Federal Register
Notice Only

Comment Period
Ending Date

Type

Application

4(c)(8)

First Chicago NBD Corporation
Chicago, Dlinois
to acquire all of the issued and outstanding capital stock of
Barrington Bancorp, Inc.
Barrington, Illinois
First Federal Savings Bank of Barrington
Barrington, Illinois

4(c)(8)

First Chicago NBD Corporation
FR - **
Chicago, Illinois
to exercise the option to acquire up to 19.9% of the currently
issued and outstanding shares of common stock of
Barrington Bancorp, Inc.
Barrington, Illinois
First Federal Savings Bank of Barrington
Barrington, Illinois




FR - **

Federal Reserve Bank of Chicago
Section IV - Applications Not Subject to Federal Register or Newspaper Notice

Type

Application
-None-

N - Newspaper
FR - Federal Register
* - Subject to Provisions of Community Reinvestment Act
* * - Not available at this time




Federal Reserve Bank of Chicago
Section V - Availability of CRA Public Evaluations

The following state member banks have been examined by the Federal Reserve Bank o f Chicago for
compliance with the CRA. The 30-business day period the bank has to make the evaluation public has
lapsed during the week ending March 1, 1996. If you are interested in obtaining a copy o f the
evaluation document, please contact the bank(s) directly.
Identification o f Ratines
O-

An 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.

S-

An institution in this group has a satisfactory record o f ascertaining and helping to meet the
credit needs o f its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

NI -

An institution in this group needs to improve its overall record of ascertaining and helping to
meet the credit needs o f its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.

SN -

An institution in this group has a substantial noncompliance record o f 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/LOCATIQN
Baylake Bank
217 North 4th Avenue
P.O. Box 9
Sturgeon Bay, W isconsin
(414) 743-5551




EXAMINATION DATE

RATINGS

54235-0009
12/11/95

O

Federal Reserve Bank o f St. Louis
FOR THE W EEK ENDING M ARCH 8, 1996
SECTION I - APPLICATIONS SUBJECT TO NEW SPAPER NOTICE

Application

End o f Comment Period

♦Section 9 application by Mid-America Bank o f
Louisville and Trust Company, Louisville, Kentucky,
to establish a branch at 11751 Bluegrass Parkway,
Jefferson County, Kentucky.

3-1-96

SECTION H - APPLICATIONS SURTECT TO BOTH
NEW SPAPER AND FEDERAL REGISTER NOTICE

Application

End o f Comment Period

Change in control notification involving Magnolia
Bancshares, Inc., Hodgenville, Kentucky, by Jerry
N . Clanton, M .D .

Not yet available

♦Section 3(a)(5) application by First Commercial
Corporation, Little Rock, Arkansas, to acquire Cedar
Creek Bancshares, Inc., Seven Points, Texas.

Newspaper: 4-6-96

SECTION m - APPLICATIONS SURTECT TO FEDERAL REGISTER NOTICE

Application

End of Comment Period

None.

SECTION IV - APPLICATIONS NOT SURTECT TO FEDERAL REGISTER NOTICE

QRm W SPAPER NOTICE.
Application

End o f Comment Period

Stock redemption notification by Magnolia Bancshares,
Inc., Hodgenville, Kentucky, to redeem 42% o f its
equity.

N /A

♦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
An 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
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 o f meeting community credit needs
An 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 of its entire delineated community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

FOR THE WEEK ENDING March 8, 1996

Name of Bank
Arkansas Bank & Trust Co.




Bank Address
P. O. Box 5640
Hot Springs, AR 71902

Examination
Date

Examination
Rating

11/13/95

Outstanding

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section I - Applications Subject to
Newspaper Notice Only

Comment Period
Ending Date

Application
F&M Bank-Lakeland, Woodruff, Wisconsin,
for prior approval to merge with Bradley Bank,
Tomahawk, Wisconsin, and incident thereto,
establish two branches in Tomahawk, Wisconsin.

March 5, 1996

First Citizens Bank of Poison, Poison, Montana,
to establish a branch in East Missoula, Montana.

March 23, 1996

Pioneer Bank, Mapleton, Minnesota, for prior
approval to merge with The First National
Bank of Elmore, Elmore, Minnesota, and
incident thereto, establish branches in Elmore,
Minnesota and Delavan, Minnesota.

Not yet avail ible

F E D E R A L RESERVE B A N K O F MINNEAPOLIS

Section II - Applications Subject to Both
Newspaper and Federal Register Notice

Application

Comment Period
Ending Date

Am-First Financial Corporation, Madison,
South Dakota, for prior appproval to become
a bank holding company through the acquisition
of 100% of the voting shares of Madison State
Bank, Madison, South Dakota, presently known
as American Federal Bank, fsb, Madison, South
Dakota.*

April 5, 1996
(Federal Register)

Am-First Financial Corporation, Madison, South
Dakota, for prior approval to acquire through
merger 100% of the voting shares of the Farmers
and Merchants Investment Co., Omaha, Nebraska.*

April 5, 1996
(Federal Register)

Farmers and Merchants Investment Co., Omaha,
Nebraska, for prior approval to acquire 100% of the
voting shares of the Am-First Financial Corporation,
Madison, South Dakota.*

April 5, 1996
(Federal Register)

Citizens Bank Group, Inc., St. James, Minnesota,
for prior approval to directly and indirectly acquire
100% of the voting shares of the Elmore Bancshares,
Inc., Elmore, Minnesota.*

April 8, 1996
(Federal Register)




Pioneer Bank, Mapleton, Minnesota, for
prior approval to become a bank holding
company through the acquisition of 100% of
the voting shares of Elmore Bancshares, Inc.,
Elmore, Minnesota.*

April 8, 1996
(Federal Register)

*Subject to CRA

F E D E R A L RESERVE B A N K O F MINNEAPOLIS

Section III - Applications Subject
to Federal Register Notice Only
Comment Period
Ending Date

Application
Community First Bankshares, Inc., Fargo, North
Dakota, to engage in general insurance agency
activities, through the acquisition of certain
assets of Wheaton Insurance Agency, Inc., Wheaton,
Minnesota.

March 25, 1996

Norwest Corporation, Minneapolis, Minnesota,
to engage in mortgage serving activities through
the acquisition of certain assets of The Prudential
Home Mortgage Company.

March 26, 1996

Norwest Corporation, Minneapolis, Minnesota,
to engage in residential mortgage lending through a
joint venture, Mortgage Professionals, Des Moines,
Iowa, with Mid-America Mortgage Co.

March 28, 1996

BNCCORP, Inc., Bismarck, North Dakota, to
engage in management consulting and commercial
finance activities throught the acquisition of certain
assets of Cambridge Bank Professionals, LLC, St. Cloud,
Minnesota.

March 28, 1996

F E D E R A L RESERVE B A N K O F MINNEAPOLIS

Section IV - Applications Not Subject to
Federal Register Notice or Newspaper Notice
Application
NONE.




FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of
CRA Public Evaluations
week ending March 8,1996
ASSIGNMENT OF RATING
Identification of Ratines
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.

BANKISl EXAMINED
NONE.




DATE OF EXAMINATION

CRA RATING

Federal Reserve Bank of Kansas City

SEC T IO N I - A PPLIC A TIO N S SU BJECT TO N EW SPA PER N O T IC E ONLY
APPLICATION

COMMENT PERIOD ENDING DATE

None.
SECTIO N II - A PPLICA TIO N S SUBJECT TO BOTH
N EW SPA PER AND FED ERA L R EG ISTER N O TIC E
APPLICATION

COMMENT PERIOD ENDING DATE

None.
SEC TIO N III - A PPLICA TIO N S SUBJECT TO FED ERA L R EG ISTER N O TIC E ONLY
APPLICATION
Shickley State Company, Shickley, Nebraska, for
prior approval to engage de novo through its
subsidiary, Campbell Apartments, Inc., Shickley,
Nebraska, in community development activities.

COMMENT PERIOD ENDING DATE
March 25, 1996

SECTIO N IV - A PPLICA TIO N S NOT SUBJECT TO FED ERA L R EG ISTER N O T IC E
OR NEW SPAPER N O TIC E
APPLICATION
Kit Carson Insurance Agency, Inc., Kit Carson,
Colorado, for prior approval to redeem 4,545 shares
of its own voting common stock.
SEC TIO N V - AVAILABILITY O F CRA PUBLIC EVALUATIONS
Identification of R atings
In connection with the assessment of each insured depository institution's CRA performance, a
rating is assigned from the following groups:




Federal Reserve Bank of Kansas City

Outstanding record o f m eeting 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 moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Satisfactory record o f m eeting 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 o f m eeting 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 noncom pliance in m eeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping
to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities.

Bank/Location
None.*

*Application is subject to CRA.




Exam Date

CRA Public
Date

CRA
Rating

FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN
APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF MARCH 4, 1996
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

♦Section 3(a)(3) application by
West Texas National Bancshares, Inc., Lockney, TX, to
acquire Silverton Bancshares, Inc., Silverton, TX, and
First State Bank, Silverton, TX

N/A

♦Section 3(a)(3) application by
Lockney Holding Company, Wilmington, DE, to acquire
First State Bank, Silverton, TX

N/A

♦Section 3(a)(3) application by
Brazos Bancshares, Inc., Joshua, TX, to acquire
Heritage Eagle Corporation, Red Oak, TX, Fore Corporation,
Wilmington, DE, and Heritage Bank, Red Oak, TX

N/A

Change in Control Notice by
Shirley L. Garrison, Hereford, TX, to acquire an interest
in Plains Bancorp, Inc., Dimmitt, TX

N/A

Change in Control Notice by
Marvin Doyce Middlebrook, Lubbock, TX, and Randall Wade
Middlebrook, Lubbock, TX, to acquire an interest in
Caprock Bancshares, Inc., Shallowater, TX

N/A

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE
NOTICE ONLY
APPLICATION
None.




NOTICE EXP

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE
APPLICATION
Notice by City State Bancshares, Inc., Palacios, TX,
to redeem 35,641 shares of its common 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 MARCH 4. 1996

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
None.




Date of
Examination

CRA Rating

FEDERAL RESERVE BANK OF SAN FRANCISCO
Week ending 3/08/96
Section I - Applications Subject to Newspaper Notice Only
Application

Comment Period Ending Date

Bank of America Nevada, Las Vegas, Nevada to
establish a branch office inside Raley's grocery
store, at 4047 S, Virginia Street, Reno, Nevada.

Newspaper:

02/22/96

First Utah Bank, Salt Lake City, Utah, to
establish a branch office at 3541 West 1987 South,
Salt Lake City, Utah.
*

Newspaper:

03/30/96

Oak Valley Community Bank, Oakdale, California,
to establish a branch office at 14580 Mono Way,
Sonora, California.
*

Newspaper:

Not Available

Section II - Applications Subject to Both
Fai Chan, Hong Kong, to acquire up to 51.41
percent of American Pacific Bank, Aumsville,
Oregon.

Newspaper:

02/27/96

Fed. Rea. :

03/27/96

California Community LLC. Los Angeles,
California, to become a bank holding company
by acquiring First Coastal Bank, N.A., El
Segundo, California.
*

Newspaper:

Not Available

Fed. Rea. :

Not Available

Section III

Federal Reaister Onlv

InterWest Bancorp, Reno, Nevada, to engage in
mortgage activities through the acquisition of
InterWest Mortgage, A Nevada Corporation, Reno,
Nevada.

Fed. Rea. :

Not Available

California Community LLC, Los Angeles, California
to engage de novo in data processing, loan servicing
and management consulting services through
California Community Corp. Los Angeles, California.
,

Fed. Rea.:

Not Available

Section IV - Applications Not Subject to Federal Register Notice
or Newspaper Notices (Cont'd.)
None

Subject to CRA.




FEDERAL RESERVE BANK OF SAN FRANCISCO
Week ending 3/08/96
Section V - Availability of CRA Public Evaluations
Che CRA public evaluations of the institution(s) below became available during this week,
information about a particular institution's CRA evaluation may be obtained directly from the
institution.
Institution
Jtah Independent Bank

Location
55 S. State St.
Salina, Utah 84654-1344

Examination Date

Rating*

10/30/95

Satisfactory

08/28/95

Outstanding

11/20/95

Outstanding

(801) 529-7459
?IB-CA

707 Wilshire Blvd.
Los Angeles, CA 90017
(213) 614-4111

The Bank of
San Ramon Valley

2826 Crow Canyon Rd.
San Ramon, CA 94583
(510) 820-2555

* 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 lowand 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 moderate-income 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 moderate-income neighborhoods, in a manner consistent with its
resources and capabilities.

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco,
and is not intended to replace formal notices required by statute or regulation; the Reserve Bank
assumes no responsibility for errors or omissions.





Federal Reserve Bank of St. Louis, One Federal Reserve Bank Plaza, St. Louis, MO 63102