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ANNOUNCEMENT BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM H.2, 1997, No. 19 Actions of the Board, its Staff, and the Federal Reserve Banks; Applications and Reports Received During the Week Ending May 10, 1997 ACTIONS TAKEN BY THE BOARD OF GOVERNORS BANK HOLDING COMPANIES NationsBank, N.A., Charlotte, North Carolina -letter to Comptroller of the Currency concerning application by NationsBank to engage in real estate development act ivit ies. Approved, May 5, 1997. 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 Atlanta AmSouth Bank of Tennessee, Chattanooga, Tennessee to establish a branch at 8105 Moore's Lane, Brentwood, Tennessee. Approved, May 5, 1997. Richmond Bank of Ferrum, Ferrum, Virginia -- to establish a branch at the intersection of State Route 616 and State Route 122 (Westlake Corner) Moneta, Virginia. Approved, May 5, 1997. Minneapolis Dacotah Bank, Aberdeen, South Dakota - - t o establish branches in Clark, Willow Lake, Watertown, Henry, Bradley, Faulkton, Lemmon, Bison, Mobridge, Webster, and Roslyn. Approved, May 5, 1997. H.2 MAY 5, 1997 PAGE 2 TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHES. DOMESTIC Atlanta First Community Bank, Orange City, Florida- to establish a branch at 21 South Highway 17/92, Debary, Florida. Approved, May 5, 1997. Kansas City Havelock Bank, Lincoln, Nebraska - - t o establish a branch at 27th and Pine Lake Road, Lincoln, Nebraska. Approved, May 9, 1997. St. Louis MidSouth Bank, Monette, Arkansas -- to establish a branch at 211 East Washington, Jonesboro, Arkansas. Approved, May 7, 1997. Chicago Old Kent Bank, Grand Rapids, Michigan - - t o establish branches in Wayne, Oakland, Macomb, Genessee, Livingston, Wastenaw, and Monroe counties. Approved, May 5, 1997. Philadelphia Orrstown Bank, Shippensburg, Pennsylvania - - t o establish a branch at 625 Norland Avenue, Borough of Chambersburg, Pennsylvania. Approved, May 7, 1997. Kansas City Pinnacle Bank, Papillion, Nebraska -- to establish a branch at 72nd and Cornhusker. Approved, May 5, 1997. Boston Union Trust, Ellsworth, Maine - - t o establish a branch in Bar Harbor, Maine. Approved, May 9, 1997. Secretary U.S. Bank of Idaho, Boise, Idaho - - t o establish a branch at Gary Lane Albertsons, 7100 West State Street. Approved, May 9, 1997. Philadelphia Wilmington Trust of Pennsylvania, West Chester, Pennsylvania - - t o establish branches at 402 Lancaster Avenue, Haverford, and One Liberty Place, 1650 Market Street, Philadelphia, Pennsylvania. Approved, May 9, 1997. H.2 MAY 5, 1997 PAGE 3 TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES San Francisco Castle Creek Capital Partners Fund-I,L.P., San Diego, California, Castle Creek Capital L.L.C., and Eggemeyer Advisory Corporation - - t o acquire Rancho Santa Fe National Bank, Rancho Santa Fe, California. Approved, May 5, 1997. San Francisco Castle Creek Capital Partners Fund-I.L.P., San Diego, California, Castle Creek Capital L.L.C., and Eggmeyer Advisory Corporation -- to acquire First Community Bank of the Desert, Yucca Valley, California. Approved, May 5, 1997. Director, BS&R Evans Bancorp, Inc., Angola, New York -- registration as transfer agent. Withdrawn, May 5, 1997. Minneapolis First Bank System, Inc., Minneapolis, Minnesota -- to acquire First Bank of South Dakota (National Association), Sioux Falls, South Dakota. Approved, May 9, 1997. Minneapolis First Bank System, Inc., Minneapolis, Minnesota -- to acquire First Interim Bank of Casper, fsb, Casper, Wyoming, and First Interim Bank of Cheyenne, fsb, Cheyenne, Wyoming. Permitted, May 9, 1997. San Francisco First Coastal Bancshares, El Segundo, California to acquire First Coastal Bank, N.A., El S e g u n d o , California. Approved, May 5, 1997. Richmond First Virginia Banks, Inc., Falls Church, Virginia -to acquire Premier Bancshares Corporation, Bluefield, Virginia. Approved, May 8, 1997. Kansas City Kremlin Bancshares, Inc., Kremlin, Oklahoma --to acquire Bank of Kremlin. Approved, May 6, 1997. H.2 MAY 5, 1997 PAGE <t TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Kansas City Pinnacle Bancorp, Inc., Central City, Nebraska - - t o acquire First Ogallala Investment, Inc., Ogallala, Nebraska. Approved, May 5, 1997. Atlanta Pinnacle Bancshares, Inc., Thomson, Georgia -- to acquire McDuffie Bank & Trust. Approved, May 8, 1997. Atlanta Regions Bank of Florida, Pensacola, Florida -- to merge with First Bankshares, Inc., East Point, Georgia, and acquire First Bank of Georgia. Approved, May 7, 1997. Minneapolis Sankovitz Family Limited Partnership, Waseca, Minnesota, and Frankson Investment Corporation -to acquire Bank of Ellendale, Ellendale, Minnesota. Approved, May 8, 1997. Chicago Shorebank Pacific Corporation, Ilwaco, Washington to acquire Shoretrust Trading Group. Returned, May 5, 1997. Cleveland Southeast Bancorp, Corbin, Kentucky -- to acquire First Bank of East Tennessee, National Association, La Follette, Tennessee. Approved, May 10, 1997. Richmond Southern National Corporation, Winston-Salem, North Carolina - - t o acquire Phillips Factors Corporation, High Point, North Carolina. Approved, May 7, 1997. Kansas City West Point Bancorp, Inc., West Point, Nebraska -- to merge with Dakota Bancshares, Inc. Approved, May 5, 1997. H. 2 MAY 5, 1997 PAGE 5 TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK MERGERS Minneapolis Dacotah Bank, Aberdeen, South Dakota -- to merge with Dacotah Bank, Clark, Dacotah Bank, Faulkton, Dacotah Bank, Lemmon, Dacotah Bank, Mobridge, and Dacotah Bank, Webster, South Dakota and to establish branches. Approved, May 5, 1997. Richmond First Virginia Bank-Southwest, Roanoke, Virginia -to merge with First Virginia Bank-Highlands, Covington, Virginia. Approved, May 5, 1997. Richmond George Mason Bank, Fairfax, Virginia - - t o merge with George Mason Bank, National Association, Bethesda, Maryland, and establish branches. Approved, May 7, 1997. Philadelphia Johnstown Bank and Trust Company, Johnstown, Pennsylvania -- to acquire the assets and assume the liabilities of branches of National City Bank of Pennsylvania, Pittsburgh, at 210 East Main ^ Street, Everett; 229 Main Street, Meyersdale; and 102 North Grant Street, Salisbury, Pennsylvania, and to establish branches. Approved, May 9, 1997. BANKS. NONHEMBER. AND MISCELLANEOUS INSTITUTIONS San Francisco Glendale Federal Bank, Federal Savings Bank, Glendale, California request for waiver of application to acquire Transworld Bancorp, Sherman Oaks, California, and Transworld Bank. Granted, May 6, 1997. Director, BS&R Society Trust Company of New York, Albany, New York - registration as transfer agent. Withdrawn, May 5, 1997. Kansas City 66 Federal Credit Union, Bartlesville, Oklahoma registration under Regulation G. Approved, May 7, 1997. H.2 MAY 5, 1997 PAGE 6 TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CAPITAL STOCK Minneapolis Dacotah Bank, Webster, South Dakota -- redemption of shares. Approved, May 5, 1997. Minneapolis Dacotah Bank, Lemmon, South Dakota --redemption of shares. Approved, May 5, 1997. Chicago Midstates Bancshares, Inc., Harlen, Iowa -redemption of shares. Approved, May 7, 1997. CHANGE IN BANK CONTROL Dallas Coleman Bancshares, Inc. Coleman, Texas -- change in bank control. Permitted, May 7, 1997. Minneapolis Montana Security, Inc., Havre, Montana -- change in bank control. Permitted, May 6, 1997. COMPETITIVE FACTORS REPORTS Dallas Bonham State Bank, Bonham, Texas, proposed merger with New Bonham, Inc. -- report on competitive factors. Submitted, May 9, 1997. Secretary Business & Professional Bank, Woodland, California, and Sun Capital Bank, St. George, Utah, proposed merger with United States National Bank of Oregon, Portland, Oregon -- report on competitive factors. Submitted, May 7, 1997. Boston CFX Bank, Keene, New Hampshire, proposed merger with Centerpoint Bank, Bedford, and Concord Savings Bank, Concord, New Hampshire -- report on competitive factors. Submitted, May 9, 1997. H.2 MAY 5, 1997 PAGE 7 TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS New York Glenns Falls National Bank and Trust Company, Glenns Falls, New York, proposed acquisition of certain assets and assumption of certain liabilities of six branches of Fleet Bank, Albany, New York -- report on competitive factors. Submitted, May 6, 1997. Boston MassBank, Reading, Massachusetts, proposed merger with Glendale Co-operative Bank, Everett, Massachusetts -- report on competitive factors. Submitted, May 9, 1997. Richmond NationsBank, National Association, Charlotte, North Carolina, proposed merger with Boatmen's National Bank of Oklahoma, Tulsa, Oklahoma, and Boatmen's Bank of Southern Missouri, Springfield, Missouri report on competitive factors. Submitted, May 5, 1997. St. Louis One National Bank, Little Rock, Arkansas, proposed merger with Interim One National Bank -- report on competitive factors. Submitted, May 7, 1997. Atlanta Regions Bank of Florida, Pensacola, Florida, proposed merger with Pioneer Bank, Chattanooga, Tennessee report on competitive factors. Submitted, May 7, 1997. Atlanta Regions Bank of Florida, Pensacola, Florida, proposed merger with First Federal Savings Bank of Citrus County, Inverness, Florida -- report on competitive factors. Submitted, May 7, 1997. Atlanta Regions Bank of Florida, Pensacola, Florida, proposed merger with FirstBank, Panama City, Florida -report on competitive factors. Submitted, May 7, 1997. H.2 MAY 5, 1997 PAGE 8 TO MAY 10, 1997 ACTZONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Regions Bank of Florida, Pensacola, Florida, proposed merger with First Federal Savings Bank of New Smyrna, New Smyrna, Florida -- report on competitive factors. Submitted, May 7, 1997. San Francisco San Diego National Bank, San Diego, California, proposed purchase of the assets and assumption of the liabilities of 10 San Diego County branches of Regency Savings Bank, FSB, Naperville, Illinois -report on competitive factors. Submitted, May 8, 1997. Dallas Secured Trust Bank, Tyler, Texas, proposed merger with Secured Trust Corporation -- report on competitive factors. Submitted, May 9, 1997. Atlanta SouthTrust Bank of Alabama, N.A., Birmingham, ^ Alabama, proposed merger with SouthTrust Bank of North Carolina, Charlotte, North Carolina; SouthTrust Bank of Northwest Florida, Marianna, Florida; SouthTrust Bank of Russell County, Phenix, City, Alabama; SouthTrust Bank of Columbus, N.A., Columbus, Georgia; SouthTrust Bank of Florida, N.A., St. Petersburg, Florida; SouthTrust Bank of South Mississippi, Biloxi, Mississippi; SouthTrust Bank of Georgia, N.A., Atlanta, Georgia; SouthTrust Bank of Tennessee, N.A., Nashville, Tennessee; and SouthTrust Bank of South Carolina, N.A., Charleston, South Carolina -- report on competitive factors. Submitted, May 7, 1997. H.2 MAY 5, 1997 PAGE 9 TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF San Francisco Bank of America Corporation, San Francisco, California -- extensions to divest certain properties. Granted, May 7, 1997. Dallas Laguna Bancshares, Inc., Big Lake, Texas -- extension to August 9, 1997, to acquire Laguna Bancshares of Delaware, Inc., Dover, Delaware, and Big Lake Bank, N.A., Big Lake, Texas. Granted, May 7, 1997. Dallas Laguna Bancshares of Delaware, Inc., Dover, Delaware -- extension to August 9, 1997, to acquire Big Lake Bank, N.A., Big Lake, Texas. Granted, May 7, 1997. San Francisco Pacific Rim Bancorporation, San Francisco, California -- extensions to divest certain properties. Granted, May 7, 1997. Chicago St. Cloud Bancshares, Inc., St. Cloud, Wisconsin extension to August 8, 1997, to acquire £tate Bank of St. Cloud, St. Cloud, Wisconsin. Granted, May 8, 1997. INTERNATIONAL OPERATIONS Secretary Centura Bank, Rocky Mount, North Carolina - - t o establish a branch in Grand Cayman, British West Indies. Approved, May 5, 1997. St. Louis Arkansas State Bank, Clarksville, Arkansas -- to become a member of the Federal Reserve System. Approved, May 9, 1997. St. Louis Benton State Bank, Benton, Arkansas - - t o become a member of the Federal Reserve System. Approved, May 9, 1997. Cleveland Citizens Banking Company, Salineville, Ohio -- to become a member of the Federal Reserve System. Approved, May 9, 1997. membership H.2 MAY 5, 1997 PAGE 10 TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY MEMBERSHIP S t . Louis Citizens First Bank, Arkadelphia, Arkansas -- to become a member of the Federal Reserve System. Approved, May 9, 1997. S t . Louis Citizens First Bank, El Dorado, Arkansas - - t o become a member of the Federal Reserve System. Approved, May 9, 1997. S t . Louis Citizens First Bank, Fordyce, Arkansas -- to become a member of the Federal Reserve System. Approved, May 9, 1997. S t . Louis Clinton State Bank, Clinton, Arkansas - - t o become a member of the Federal Reserve System. Approved, May 9, 1997. Chicago NorthSide Community Bank, Gurnee, Illinois - - t o become a member of the Federal Reserve System. Approved, May 7, 1997. REGULATIONS AND POLICIES Secretary Regulation CC -- amendments concerning realignments in Federal Reserve check-processing regions by adding the routing numbers formerly assigned to the Lewiston check processing to the Boston head office. Approved, May 7, 1997. H.2 MAY 5, 1997 PAGE 11 ADDITIONS AND CORRECTIONS TO MAY 10, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK MERGERS Chicago M&I Bank of Janesville, Janesville, Wisconsin -- to merge with M&I Bank of Beloit, and M&I Bank of Delavan, Delavan, Wisconsin, and to establish branches. Approved, May 2, 1997. CAPITAL STOCK Chicago West Town Bancorp, Inc, Cicero, Illinois -redemption of shares Returned, May 2, 1997. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS Application SECTION T - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application Comment Period Ending Date NONE 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 NONE Rating** S E C T I O N VI - APPLICATIONS BULLETIN Effective April 21, 1997, information regarding the comment periods associated with applications and notices submitted to the Federal Reserve Bank of Boston for processing under section 3 and 4(c)(8) of the Bank Holding Company Act of 1956, as amended, will be available 24 hours a day by calling the following toll-free number 1-800-896-9480. ♦Subject to CRA. ♦♦Rating Definitions: "O" - Outstanding; "S" - Satisfactory; "N" - Needs to Improve; "SN" - Substantial Noncompliance FEDERAL RESERVE BANK OF NEW YORK Comment Period Ending, Date SECTION! Applications Subject to Newspaper ____ Notice Only____ HSBC Equator Bank, Pic, London, England, to establish a representative office in Washington, D.C. SECTION H Applications Subject to Both Newspaper and Federal Register Notice None. SECTION III Nonbanking Applications (subject to Federal Register Notice Only 1 None. SECTION IV Applications Not Involving __ Eublic Comment__ None. SECTION Y Availability of CRAJnblic 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 neighborhoods, in a manner consistent with its resources and capabilities. w w k Ending May 1 0 ,1??7 NAME. QE BANK RATING None. 1/ Subject to provisions of Community Reinvestment Act. 2/ Later of dates specified in newspaper and Federal Register notices. y 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 -N ot Available EXAi A H ONJPATE FEDERAL RESERVE BANK OF PHILADELPHIA SECTION I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER NOTICE ONLY Ambassador Bank of The Commonwealth. Allentown, PA to merge with thrift (Pennsylvania chartered saving bank) Wilbur Savings Bank, Bethlehem, PA, pursuant to Section 5(d)(3) of the Federal Deposit Insurance Act. Newspaper comment period expires: N/A vail SECTION II - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE NONE SECTION III - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE 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 were examined for CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending May 9, 1997. 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/Location Examination Date CRA Rating NONE NONE NONE APPLICATIONS BULLETIN (For the week ending May 10,1997) SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Received notice from The Fifth Third Bank of Northeastern Ohio, Cleveland, Ohio, of its intent to establish a branch at 20220 Center Ridge Road, Rocky River, OH. *May 31, 1997 SECTION n - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received application from Mellon Bank Corporation, Pittsburgh, PA on May 5, 1997, to acquire 1st Business Corporation, Los Angeles, CA. *F: May 30, 1997 Received application from The Fifth Third Bank, Cincinnati, OH on April 29, 1997, to merge with Suburban Federal Savings Bank, Cincinnati, OH. *N: May 28, 1997 SECTION m - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received notice from Mellon Bank Corporation, Pittsburgh, PA on April 18, 1997, to acquire Buck Consultants, Inc., New York, NY and engage in employee benefits counseling as permitted by Section 225.25(b)(9) of Regulation Y. May 27, 1997 SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Received notice from Mid Am, Inc., Bowling Green, OH of its intent to acquire MFI Investments Corp., Bryan, OH pursuant to Section 4(j) of the Bank Holding Company Act. * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to End 30 Days from Date of Receipt AVAILABILITY OF CRA PUBLIC EVALUATIONS (May 9, 1997) The following state member banks have been examined by the Federal Reserve Bank of Cleveland for compliance with The Community Reinvestment Act. A public evaluation document became available from the bank(s) listed below during the week ended May 9, 1997. 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 of 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 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: 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 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 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. NONE Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Crestar Bank, Richmond, Virginia, to establish a branch in the Amherst Highway Wal-Mart at the intersection of U. S. Route 29 and Woody's Lake Road, Madison Heights, Virginia.* 6-2-97 Crestar Bank, Richmond, Virginia, to establish a branch in the Liberty Fair Kroger, 240 West Commonwealth Boulevard, Martinsville, Virginia.* 6-2-97 Crestar Bank, Richmond, Virginia, to establish a branch in the Mechanicsville Wal-Mart, 7430 Bell Creek Road, Mechanicsville, Virginia.* 6-2-97 Crestar Bank, Richmond, Virginia, to establish a branch in the Willow Lawn Hannaford Supermarket, 1601 Willow Lawn Drive, Richmond, Virginia.* 6-2-97 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date None. 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. Federal Reserve Bank of Richmond Section V - Availability of CRA Public Evaluations Week ending May 9, 1997 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 con sistent 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. RSSD Number 223322 Name of Bank The First Bank and Trust Company 236 West Main Street Lebanon, Virginia 24266-9705 Examination Date____ 2-24-97 Ea.ti.ng Satisfactory Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending May 9. 1997 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date 1st United Bank Not yet available* Boca Raton, Florida To merge with Seaboard Savings Bank, F.S.B., Stuart, Florida, pursuant to Section 18(c) of the Federal Deposit Insurance Act. 1st United Bank Not yet available* Boca Raton, Florida To acquire the assets and assume certain liabilities of Seaboard Savings Bank, F.S.B., Stuart, Florida, pursuant to Section 5(d)(3) of the Federal Deposit Insurance Act, as amended by the Federal Deposit Insurance Corporation Improvement Act of 1991. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Banclndependent, Inc. 05-26-97* Sheffield, Alabama Change in control notice by Mr. Leonard P. Mauldin, Mr. Macke B. Mauldin, and Mr. E. Fennel Mauldin, Jr. (MPEFM, II Limited Partnership), to collectively acquire 30.8 percent of the outstanding shares of Banclndependent, Inc., Sheffield, Alabama. 1st United Bancorp Not yet available* Boca Raton, Florida To acquire Seaboard Savings Bank, F.S.B., Stuart, Florida, and thereby engage in operating a savings association, pursuant to Section 225.28(b)(4)(ii) of Regulation Y and Section 4(c)(8) of the Bank Holding Company Act. First Bankshares, Inc. Not yet available* Longwood, Florida Change in control notice by Ms. Susma Patel and Messrs. Suketu (Suku) Madhusudan Patel, Parimal (Perry) Kantibhai Patel, Bharat Muljibhai Amin, and Dennis John Lloyd King (the Patel Group), to collectively acquire 43.06 percent of the outstanding shares of First Bankshares, Inc., Longwood, Florida. * Subject to the provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 9. 1997 Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Seacoast Banking Corporation of Florida 04-24-97* Stuart, Florida To merge with Port St. Lucie National Bank Holding Corp., Port St. Lucie, Florida, and thereby directly acquire Port St. Lucie National Bank, Port St. Lucie, Florida, pursuant to Section 3(a)(5) of the Bank Holding Company Act. American Bancorp, Inc. 05-26-97* Opelousas, Louisiana Newspaper Change in control notice by Mr. Ronald J. Lashute to acquire an additional 13.33 percent of the outstanding shares of American Bancorp, Inc., Opelousas, Louisiana. The acquisition will increase Mr. Lashute’s total ownership to 13.69 percent. First Holding Company, Inc. 06-02-97* Livingston, Tennessee Federal Register After-the-fact change in control notice by Mr. Ronald Hollis Hyder and Mr. Garry Wayne McNabb, as co-trustees of the Melissa Lynn Oakley 1996 Trust, to retain 27.06 percent of the outstanding shares of First Holding Company, Inc., Livingston, Tennessee. 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 Firstrust Corporation New Orleans, Louisiana To acquire up to 24.9 percent of Automated Technology Machines, Inc., New Orleans, Louisiana (ATM), and thereby engage in data processing activities, pursuant to Section 225.28(b)(14) of Regulation Y, and Section 4(c)(8) of the Bank Holding Company Act. First Bank and Trust, New Orleans, Louisiana, Notificant’s bank subsidiary, currently owns 100 percent and will own the remaining 75.1 percent following the transaction. ATM owns and operates cash dispensing machines. * Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending May 9. 1997 Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Deposit Guaranty Corp. Jackson, Mississippi Request for waiver of the application requirement of Section 3(a)(5) of the Bank Holding Company Act for Deposit Guaranty Corp., Jackson, Mississippi, to merge with NBC Financial Corporation, Baton Rouge, Louisiana, and thereby directly acquire Bank of Commerce, Baton Rouge, Louisiana. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 9. 1997 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 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 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. 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- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank CRA Rating Examination Date Community Bank of the Islands 2450 Periwinkle Way Sanibel, Florida 33957 (813) 472-2800 Outstanding 01-27-97 Barnett Bank of Southwest Georgia Post Office Box 1497 Columbus, Georgia 31993 (706) 571-7827 Satisfactory 01-20-97 Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 9. 1997 Recently Approved Applications ApprovalDate Regions Financial Corporation 05-08-97 Birmingham, Alabama To merge with SB&T Corporation, Smyrna, Georgia, and thereby directly acquire Smyrna Bank & Trust Company, Smyrna, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company ActRegions Financial Corporation 05-08-97 Birmingham, Alabama To merge with First Bankshares, Inc., East Point, Georgia, and thereby directly acquire First Bank of Georgia, East Point, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company Act. First Community Bank 05-05-97 Orange City, Florida To establish a branch located at 21 S. Highway 17/92, DeBary, Florida, to be known as the DeBary Office. North Fulton Bancshares, Inc. Roswell, Georgia Commitment waiver request. 05-08-97 Pinnacle Bancshares, Inc. Thomson, Georgia 1-BHC formation, McDuffie Bank & Trust, Thomson, Georgia. 05-08-97 AmSouth Bank of Tennessee 05-06-97 Chattanooga, Tennessee To establish a branch located at 8105 Moore’s Lane, Brentwood, Tennessee. Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Type Application Merger & Branch Huron Community Bank East Tawas, Michigan Au Gres Michigan branch of Citizens Bank Flint, Michigan Branch at 3150 East Huron Road Au Gres, Michigan NP - 5-7-97 Merger & Branch M&I Marshall & Ilsley Bank Milwaukee, Wisconsin Security Bank, S.S.B. Milwaukee, Wisconsin and to establish 34 branches NP -5-22-97 Merger & Branch Old Kent Bank Grand Rapids, Michigan Old Kent Bank Elmhurst, Illinois and to establish 26 branches NP -5-22-97 NP - Newspaper FR - Federal Register * - Subject to Provisions of Community Reinvestment Act ** - Not available at this time Federal Reserve Bank of Chicago Section n - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Type Application CoC-HC First State Bancorp of Monticello, Inc. Monticello, Illinois By John W. Corley FR - 5-16-97 NP - 5-13-97 3(a)(3) Capitol Bancorp, Ltd.* Lansing, Michigan Valley First Community Bank (in organization) Scottsdale, Arizona FR - 5-27-97 NP - 5-14-97 3(a)(3) Sun Community Bancorp, Ltd.* Tucson, Arizona Valley First Community Bank (in organization) Scottsdale, Arizona FR - 5-27-97 NP - 5-14-97 3(a)(5) Marshall & Ilsey Corporation* Milwaukee, Wisconsin Security Capital Corporation Milwaukee, Wisconsin Security Bank, S.S.B. Milwaukee, Wisconsin FR - 5-5-97 NP - 4-27-97 3(a)(5) Citizens Banking Corporation* Flint, Michigan CB Financial Corporation Jackson, Michigan City Bank & Trust Company Jackson, Michigan City Bank St. Johns, Michigan CB North Charlevoix, Michigan FR -5-8-97 NP - 5-1-97 3(a)(3) NEB Corporation* Fond du Lac, Wisconsin State Bank of St. Cloud St. Cloud, Wisconsin FR - 5-5-97 NP - 4-30-97 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice cont’d Comment Period Ending Date Type Application 3(a)(5) F & M Bancorporation, Inc.* Kaukauna, Wisconsin Citizens National Bancorp, Inc. Darlington, Wisconsin Citizens National Bank of Darlington Darlington, Wisconsin FR - 5-12-97 NP - 5-12-97 3(a)(5) F & M Merger Corporation* Kaukauna, Wisconsin Citizens National Bancorp, Inc. Darlington, Wisconsin Citizens National Bank of Darlington Darlington, Wisconsin FR - 5-12-97 NP - 5-12-97 3(a)(5) F & M Bancorporation, Inc.* Kaukauna, Wisconsin Wisconsin Ban Corp. Prairie du Chien, Wisconsin Prairie City Bank Prairie du Chien, Wisconsin FR - 5-12-97 NP - 5-7-97 3(a)(5) F & M Merger Corporation* Kaukauna, Wisconsin Wisconsin Ban Corp. Prairie du Chien, Wisconsin Prairie City Bank Prairie du Chien, Wisconsin FR -<5-12-97 NP - 5-7-97 3(a)(3) Country Bancorporation* Crawfordsville, Iowa Hiawatha Bank and Trust Company (in organization) Hiawatha, Iowa FR - 5-12-97 NP - 4-7-97 3(a)(3) Community Financial Corp.* Edgewood, Iowa Community Savings Bank (in organization) Robins, Iowa FR - 5-16-97 NP - 3-31-97 3(a)(1) Bancorp of New Glarus, Inc.* New Glarus, Wisconsin Bank of New Glarus New Glarus, Wisconsin FR - 6-6-97 NP - 6-2-97 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice cont’d Comment Period Ending Date Type Application 3(a)(1) Peoples Financial Services, Inc.* Hamtramck, Michigan Peoples State Bank Hamtramck, Michigan FR - 5-23-97 NP - 5-10-97 3(a)(1) Dunn Investment Co.* Eagle Grove, Iowa Dunn Shares Eagle Grove, Iowa Security Savings Bank Eagle Grove, Iowa F & M Shares Corp. Eagle Grove, Iowa Farmers & Merchants Savings Bank Manchester, Iowa FR - 5-16-97 NP - 5-16-97 3(a)(3) Shorebank Corporation* Chicago, Illinois Shorebank Pacific Corporation Ilwaco, Washington Shoretrust Bank Seattle, Washington FR - 5-17-97 NP - 5-28-97 3(a)(1) Shorebank Pacific Corporation* Ilwaco, Washington Shoretrust Bank Seattle, Washington FR - 5-17-97 NP - 5-28-97 3(a)(1) Schonath Family Partnership, A Limited Partnership* Oconomowoc, Wisconsin InvestorsBancorp, Inc. Pewaukee, Wisconsin InvestorsBank (in organization) Pewaukee, Wisconsin FR - 5-30-97 NP - 5-16-97 3(a)(1) InvestorsBancorp, Inc.* Pewaukee, Wisconsin InvestorsBank (in organization) Pewaukee, Wisconsin FR - 5-30-97 NP - 5-16-97 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice cont’d Comment Period Endin&I>aie Type Application 3(a)(1) FBA Bancorp Inc.* Chicago, Illinois Interim First Bank S.B. (in organization) Chicago, Illinois FR - ** NP - ** Section III - Applications Subject to Federal Register Notice. Only Type Application 4(c)(8) Shorebank Pacific Corporation Ilwaco, Washington Shoretrust Trading Group Ilwaco, Washington Comment Period Ending Date FR - 5-17-97 Section IV - Applications Not Subject to Federal Register or Newspaper Notice Type Application ROS Financial Services Corporation of the Midwest Rock Island, Illinois To redeem $5,000,000 of its class A cumulative convertible preferred stock 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 of 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 May 9, 1997. 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 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- 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. NI - An institution in this group has a 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 substantial noncompliance 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 withdts resources and capabilities. BANK NAME/LOCATION EXAMINATION DATE RATINGS First Farmers Bank and Trust 123 North Jefferson Converse, Indiana 46919 (317) 395-3316 RSSD # 139843 1/13/97 S Markesan State Bank 84 North Bridge Street Markesan, Wisconsin 53946 (414) 398-2358 RSSD# 489641 1/27/97 0 Farmers Savings Bank 402 ‘B’ Avenue Kalona, Iowa 52247 (319) 656-2265 RSSD# 929044 1/27/97 S RESERVE BA NK A PPLIC A TIO N S B U LLETIN For week ending May 9. 1997_______ FEDERAL RESERVE BANK OF ST. LOUIS SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE Application End of Comment Period None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application End of Comment Period * Section 3(a)(1) notification by Peoples-Marion Bancorp, Inc., Marion, Kentucky, to acquire The Peoples Bank, Marion, Kentucky. Newspaper: 6-9-97 * Section 3(a)(3) notification by The Peoples Bank Employees Stock Ownership Trust, Marion, Kentucky, to acquire 47.45 percent of Peoples-Marion Bancorp, Inc., Marion, Kentucky. Newspaper: 6-9-97 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE y Application End of Comment Period None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application End of Comment Period Section 9 membership application by Flora Bank & Trust, Flora, Illinois. N/A ♦This notification is subject to CRA. RESERVE B A N K A PPLIC A TIO N S B U LLE TIN For week ending May 9, 1997 FEDERAL RESERVE BANK OF ST. LOUIS SECTION V - AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification of Ratings! Outstanding record ofmeeting 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 ofmeeting 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 ofmeeting 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 inmeeting 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 RSSD Number Name of Bank Bank Address Exam ination Date Examination Rating 941541 Bank of Altenburg Altenburg, MO 1/27/97 Satisfactory 663450 Bank of Louisiana Louisiana, MO 1/27/97 Satisfactory FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application NONE. FEDERAL RESERVE BANK OF MINNEAPOLIS Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Application Steams Financial Services, Inc., St. Cloud, Minnesota for prior approval to acquire 80% o f the voting shares o f the Arizona Community Bank o f Scottsdale, Scottsdale, Arizona. * N ot yet available * Subject to CRA FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application TCF Financial Corporation, Minneapolis, M innesota to engage in leasing activities through the acquisition o f Winthrop Resources Corporation, Minnetonka, Minnesota. FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications N ot Subject to Federal Register Notice or Newspaper Notice Application NONE. May 27,1997 FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability o f CRA Public Evaluations week ending May 9,1997 ASSIGNMENT OF RATING Identification o f Ratings In connection with the assessment o f 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 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 OF 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 o f its entire delineated community, including low-and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANK (S'! EXAMINED DATE OF EXAMINATION CRA RATING F&M Bank-Superior 1612 Belknap Street P.O. Box 639 Superior, WI 54880 January 27, 1997 Satisfactory The State Bank o f Townsend 400 Broadway Townsend, MT 59644-2322 January 27, 1997 Outstanding KANSAS CITY RESERVE BANK APPLICATIONS AND REPORTS RECEIVED During the week ending May 9, 1997 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE Mercantile Bank, Overland Park, Kansas, for prior approval to merge with Mark Twain Kansas City Bank, Kansas City, Missouri. Not Available Lafayette State Bank, Lafayette, Colorado, for prior approval to establish additional branch facilities to be located at 785 Chessman Street, Erie, Colorado, and 5720 West 120th Avenue, Broomfield, Colorado. Not Available SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION COMMENT PERIOD ENDING DATE Guaranty Bancshares Corporation, Kansas City, Kansas, for prior approval to acquire 100 percent of the voting shares of Bank of Coffey, Coffey, Missouri.* Not Available Reich Family Limited Partnership, Kansas City, Missouri, and general partners Carolyn Reich Weir, Independence, Missouri, and Nancy Reich Esry, Sarasota, Florida, to acquire an additional 12 percent, for a total of 34 percent, of the voting shares of Blue Ridge Bancshares, Inc., Kansas City, Missouri. May 27, 1997 PBT Bancshares, Inc., McPherson, Kansas, for prior approval to acquire 100 percent of the voting shares of Yoder Bankshares, Inc., Yoder, Kansas.* June 6, 1997 The Farmers State Bank of Fort Morgan ESOP, Fort Morgan, Colorado, for prior approval to acquire an additional 7.91 percent, for a total of 33.09 percent, of the voting shares of FSB Bancorporation, Inc., Fort Morgan, Colorado.* June 13, 1997 Lauritzen Corporation, Omaha, Nebraska, for prior approval to acquire an additional 3.68 percent, for a total of 24.9 percent, of the voting shares of First National of Nebraska, Inc., Omaha, Nebraska.* June 13, 1997 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING PATE None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION Bank of Star Valley, Afton, Wyoming, for prior approval to invest in bank premises. SECTION V - AVAILABILITY OF CRA 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 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 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. Exam Date CRA Public Date State Bank 851659 P.O. Box 187 Palmer, Nebraska 68864-0187 02/03/97 05/06/97 Satisfactory Exchange Bank of Missouri 686459 P.O. Box 69 Fayette, Missouri 65274-0000 02/03/97 05/06/97 Outstanding The Bank at Broadmoor 776659 Four Elm Street Colorado Springs, Colorado 80906-3124 02/03/97 05/07/97 Satisfactory Bank/Location RSSD# ♦Application is subject to CRA. CRA Rating FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF MAY 5, 1997 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION. U - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ** NOTICE EXP *Section 3(a)(3) application by Mansfield Bancshares, Inc., Mansfield, LA, to acquire Riverside Bancshares, Inc., Logansport, LA, and Bank of Logansport, Logansport, LA N/A SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. * SUBJECT TO CRA. ** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY. N/A - NOT AVAILABLE AT THIS TIME. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS FOR THE MEEK OF MAY 5. 1997 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. Date of Bank Examination CRA Rati no Texas First Bank P.0. Box 3344 3232 Palmer Highway Texas City, TX 77592 473266 97/01/27 Satisfactory FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 5/09/97 Section I - Applications Subject to Newspaper Notice Only Date Application Comment Period Ending Date None Section II - Applications Subject to Both Newspaper and Federal Register Notice Newspaper: Not Available Fed. Reg.; 5/27/97 Zions Bancorporation, Salt Lake City, Utah, to acquire Tri-State Bank, Montpelier, Idaho. * Newspaper: 5/30/9] Security State Corporation, to become a bank holding company by acquiring Security State Bank, both of Centralia, CA. * Newspaper: Not Yet Available Fed. Reg.: Not Yet Available Newspaper; Not Yet Available Clifford R. Ronnenberg, Sunset Beach, California, to increase his ownership up to 27.8 percent of Security First Bank, Fullerton, CA. * Bank of Idaho Holding Company, to become a bank holding company by aquiring Bank of Estern Idaho, both of Idaho Falls, Idaho. * Fed. Reg.: Not Yet Available Section III -Applications Subject to Federal Register Only None Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice None * Subject to CRA. FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 5/09/97 Section V - Availability of CRA Public Evaluations The 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 Location Western Security Bank 7401 E. Camelback Road Scottsdale, AZ 85251-3508 (602) 947-9888 Examination Date 1/06/97 Rating* Satisfactory *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 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. H .2 A Notice of Formations and Mergers of, and Acquisitions by, Bank Holding Companies; Change in Bank Control Notices Filed as of May 9,1997 The following companies and individuals seek System approval to acquire a bank holding company, a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of 1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12 CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks are listed at the end of this release. The public portions of the applications and notices, as well as other related filings required by the Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank; addresses are listed at the end of this release. Applications and notices also may be obtained from the Board. Applicant or notificant Acquiree or activity Allegiant Bancorp, Inc., Clayton, MO Reliance Financial, Inc., St. Louis, MI, and Reliance Federal Savings and Loan Association of St. Louis County, St. Louis, MI, operating a savings and loan (b)(4)(ii) 4 St. Louis June 9, 1997 Allied Irish Banks, p.l.c., Dublin, Ireland, and First Maryland Bancorp, Baltimore, MD Dauphin Deposit Corp.; Dauphin Deposit Bank and Trust Co., Harrisburg, PA; Hopper Soliday & Co., Inc., Lancaster, PA; Dauphin Life Insurance Co., Harrisburg, PA, securities (b)(8)(i); Loans USA, Inc., Pasadena, MD, (b)(1), (b)(21), (b)(7), (b)(8)(ii) 3 and 4 Richmond May 1, 1997 Section of law Reserve Bank End of comment period Applicant or notiftcant Acquiree or activity AMCORE Financial, Inc., Rockford, IL County Bank Shares Corp.; State Bank of Mt. Horeb; Mt. Horeb, WI; Belleville Bancshares Corp., Belleville, WI; Montello State Bank, Montello, WI; State Bank of Argyle, Argyle, WI; Citizens State Bank, Clinton, WI; Belleville State Bank, Belleville, WI 3 Chicago April 22,1997 Banc One Corporation, Columbus, OH and Banc One Oklahoma Corporation, Oklahoma City, OK Liberty Bancorp Inc.; Liberty Bank and Trust Company of Oklahoma City, N.A., Oklahoma City, OK; Liberty Bank and Trust Company of Tulsa, N.A., Tulsa, OK, insurance (b)(8); trust services (b)(3); and lending (bXl) and (5) 3 and 4 Cleveland March 14,1997 Banco Bilbao Vizcaya, S.A., Bilbao, Spain BBV Latlnvest Securities Inc., New York, NY, securities activities (bX 1), (b)(4), (b)(15), and (bX16) 4 New York March 4,1997 Bancorp Hawaii, Inc., Honolulu, HI CU Bancorp, Encino, CA; California United Bank, Encino, CA 3 San Francisco May 5, 1997 Bancorp of New Glarus, Inc., New Glarus, WI The Bank of New Glarus, New Glarus, WI 3 Chicago June 6, 1997 Bank of Idaho Holding Company, Idaho Falls, ID Bank of Eastern Idaho, Idaho Falls, IA 3 San Francisco June 9, 1997 Section o f law Reserve Bank End o f comment period Applicant or notificant Acquiree or activity Bank of New York Company, Inc., New York, NY State Street Boston Corporation, Boston, MA; State Street Bank and Trust Company, Boston, MA, trust, securities and data processing activities (b)(3), (b)(4), and (b)(7) 3 and 4 New York March 14, 1997 BanPonce Corporation, Hato Rey, PuertoRico; Popular International Bank, Inc., Hato Rev, Puerto Rico; and BanPonce Financial Corp., Wilmington, DE CBC Bancorp, Ltd., Chicago, IL; Capitol Bank of Westmont, Westmont, IL; Chicago Bank and Trust, Chicago, IL 3 New York April 21, 1997 BanPonce Corporation, and Poplar International Bank, Inc., both of Hato Rey, Puerto Rico National Bancorp, Inc., Streamwood, IL; AmericanMidwest Bank and Trust, Melrose Park, IL 3 New York April 21,1997 Bay Bankcorp, inc., Gladstone, MI Baybank, Gladstone, MI 3 Minneapolis April 28, 1997 BNB Bancorp. Inc., Brookville, OH Brookville National Bank, Brookville, OH 3 Cleveland April 28,1997 BonState Bancshares, Inc., Bonham, TX, and Bonham Financial Services, Inc., Dover, DE CORRECTION Bonham State Bank, Bonham, TX 3 Dallas April 25, 1997 BonState Bancshares, Inc., Bonham, TX, and Bonham Financial Services, Inc., Dover, DE Bonham Financial Services, Inc., Dover, DE; Bonham State Bank, Bonham, TX 3 Dallas April 25, 1997 Briscoe, Dolph, Jr., Uvalde, TX Zavala Bankshares, Inc., Crystal City, TX CIBC Dallas April 16,1997 Section o f law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Buffalo Bancorp, Inc., Buffalo, TX; Buffalo Corp., Dover, DE Citizens State Bank, Buffalo, TX 3 Dallas May 8,1997 California Community LLC, Los Angeles, CA First Coastal Bancshares, ElSegundo, CA ; First Coastal Bank, N.A., El Segundo, CA 3 San Francisco April 11, 1997 Capitol Bancorp, Ltd., Lansing, Ml and Sun Community Bancorp, Ltd., Tucson, AZ Valley First Community Bank, Scottsdale, AZ Chicago May 27, 1997 Carson, Frank L., Ill, Mulvane, KS Mulvane Bankshares, Inc., Mulvane, KS; Mulvane State Bank, Mulvane, KS CIBC Kansas City April 23, 1997 Castle Creek Capital Partners Fund-I, L.P., Castle Creek Capital, L.L.C., and Eggemeyer Advisory Corporation, all of San Diego, CA Rancho Santa FeNational Bank, Rancho Santa Fe, CA; First Community Bank of Desert, Yucca Valley,. CA 3 San Francisco March 24, 1997 Castle Creek Capital Partners Fund-I, L.P.; Castle Creek Capital, L.L.C.; and Eggemeyer Advisory Corporation, all of San Diego, CA Rancho Santa Fe National Bank, Rancho Santa Fe, CA; First Community Bank of the Desert, Yucca Valley, CA 3 San Francisco April 25, 1997 Castle Creek Capital Partners Fund-I, L.P.; Castle Creek Capital, L.L.C.; and Eggemeyer Advisory Corporation, all of San Diego, CA Rancho Santa Fe National Bank, Rancho Santa Fe, CA 3 San Francisco April 25, 1997 CB Bancorp, Inc., Higginsport, OH The Citizens Bank, Higginsport, OH 3 Cleveland March 24, 1997 Section o f law Reserve Bank End o f comment period Applicant or notificant Acquiree or activity CCB Financial Corporation, Durham, NC American Federal Banks, F.S.B., Greenville, SC, mortgage lending; acting as agent in the sale of certain credit related insurace; savings association; and brokerage services (b)(l)(iii), (8)(i), (9), and (15) 4 Richmond May 16, 1997 Central Bancompany, Inc., Jefferson City, MO Warrensburg Bancshares, Inc., Warrensburg, MO; Bank of Warrensburg, Warrensburg, MO 3 St. Louis May 8, 1997 Century Bancorp, MHC, Bridgeton, NJ; and Century Bancorp, Inc., Bridgeton, NJ Century Savings Bank, Bridgeton, NJ 3 Philadelphia May 1, 1997 CH and JD Byrum, LLC, Indianapolis, IN American State Bank, Lawrenceburg, IN; American State Corporation, Lawrenceburg, IN 3 Chicago April 14,1997 Citizens Bancorp, Corvallis, OR Citizens Bank, Corvallis, OR 3 San Francisco April 7, 1997 Citizens Banking Corporation, Flint, MI CB Financial Corporation, Jackson, MI; CB North, Charleviox, MI; City Bank & Trust, Jackson, MI; City Bank, Saint Johns, MI 3 Chicago May 8, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Comerzbank AG, Frankfurt am Main, Germany CAM Acquisition, LLC, Wilmington, DE Montgomery Asset Mangement, L.P., Montgomery Services, LLC, all of San Francisco, CA, securities activities (b)(7)(i) and (iii); financial & Investment advisory services (b)(6); administrative services 4 New York May 14, 1997 Commerzbank Aktiengesellschaft, Frankfurt Main, Germany Commerz Futures Corporation, Chicago, IL, financial & investment advisory (b)(6) 4 New York May 23, 1997 Community Bankshares Incorporated, Petersburg, VA County Bank of Chesterfield, Midlothian, VA 3 Richmond June 2, 1997 Community Capital Corporation, Greenwood, SC The Bank of Newberry County, Newberry, SC 3 Richmond May 29, 1997 Community Financial Corp., Edgewood, IA Community Savings Bank, Robbins, IA 3 Chicago May 16, 1997 Compass Bancshares, Inc., Birmingham, AL; Compass Banks of Texas, Inc., Birmingham, AL; Compass Bancorporation of Texas, Inc., Wilmington, DE Central Texas Bancorp, Inc., Waco, TX; The Texas National Bank of Waco, Waco, TX 3 Atlanta May 12, 1997 Concord EFS, Inc., Memphis, TN EFS Federal Savings Bank, Oakland, TN; First Federal Bank, FSB, Memphis, TN, operating a savings association (b)(4)(H) 4 St. Louis May 13, 1997 Section of law Reserve Bank End of comment period Applicant or notiflcant Acquiree or activity Concordia Capital Corporation, Vidalia, LA Cordia Bank & Trust Company, Vidalia, LA 3 Dallas April 21, 1997 Conrad Company, Minneapolis, MN National Mercantile Bancorp, Los Angeles, CA; Mercantile National Bank, Los Angeles, CA 3 Minneapolis April 7,1997 Corley, John William, (1) Monticello, IL CONTINUED First State Bancorp of Monticello, Inc., Monticello, IL State Bank of Hammond, Hammond, IL; First State Bank of Monticello, Monticello, IL; First State Bank of Bloomington, Bloomington, IL; First State Bank of Heyworth, Heyworth, IL; CONTINUED CIBC Chicago May 16, 1997 Corley, John William, (2) Monticelli, IL and First State Bank of Atwood, Atwood, IL CIBC Chicago May 16, 1997 Country Bancorporation, Crawfordsville, IA Hiawatha Bank and Trust Company, Hiawatha, IA 3 Chicago May 12, 1997 Covenant Bancorp, Inc., Haddonfield, NJ Covenant Bank, Haddonfield, NJ 3 Philadelphia April 22, 1997 Cox, Walter L., Sr., Naples, TX Morris County Bankshares, Incorporated, Naples, TX; Morris County National Bank, Naples, TX CIBC Dallas April 30, 1997 Credit Suisse Group, Zurich, Switzerland, and Credit Suisse First Boston Corp., New York, NY TradeWeb, L.L.C., data processing (b)(7) 4 New York April 16, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity CreditanstaltBankverein, Vienna, Austria community investments 0>X6) 4 New York February 24,1997 Criswell, Thomas E., Ada, OK; Home, Bill J., Sr., Ada, OK; Howard, C.B., Ada, OK; Thompson, Richard J., Oklahoma City, OK; Wall, James N., Shawnee, OK, all as co-trustees, First Ada Bancshares, Inc., Ada, OK; First National Bank and Trust Company, Ada, OK CIBC Kansas City April 30,1997 Cumberland Bancorp, Inc., Carthage, TN The Bank of Mason, Mason, TN 3 Atlanta April 4, 1997 Dartmouth Capital Group, Inc., Huntington Beach, CA; Dartmouth Capital Group, L.P., Huntington Beach, CA; Commerce Security Bancorp, Inc., Huntington Beach, CA; and SDN Bancorp, Inc., Encinitas, CA Eldorado Bancorp, Irvine, CA; Eldorado Bank, Tustin, CA 3 San Francisco April 25, 1997 Deer, Charlie, Monroeville, AL First Citizens Bancorp, Inc., Monroeville, AL First Citizens Bank of Monroe County, Monroeville, AL CIBC Atlanta May 27, 1997 Deutsche Bank, AG (Main) Federal Republic of Germany Ganis Credit Corporation, Newport Beach, CA, lending (b)(1) 4 New York May 12,1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity DUNN Investment Co., Eagle Grove, IA Dunn Shares, Inc., Eagle Grove, IA; Security Savings Bank, Eagle Grove, IA; and F&M Shares Corp., Eagle Grove, IA; Farmers & Merchants Savings Bank, Manchester, LA 3 Chicago May 16, 1997 Eden Financial Corporation, San Angelo, TX The First State Bank of Rankin, Rankin, TX 3 Dallas March 24, 1997 Eggemeyer Advisory Corp., San Diego, CA; Castle Creek Capital, L.L.C., San Diego, CA; Castle Creek Capital Partners Fund - 1, L.P., San Diego, CA; and Monarch Bancorp, Laguna Niguel, CA California Commercial Bankshares, Newport Beach, CA; National Bank of Southern California, Newport Beach, CA; Venture Partners, Inc., Newport Beach, CA, trust services (b)(3)(ii) 3 and 4 San Francisco April 18, 1997 Exchange Bankshares Corporation of Kansas, Atchison, KS The Farmers and Merchants State Bank, Effingham, KS 3 Kansas City May 2, 1997 F&M Bancorporation, Inc., Kaukana, WI; F&M Merger Corporation, Kaukana, WI Wisconsin Ban Corp., Prairie Du Chien, WI; Prairie City Bank, Prairie Du Chien, WI 3 Chicago May 12, 1997 F&M Bancorporation, Inc., Kaukana, WI; F&M Merger Corporation, Kaukana, WI Citizen’s National Bancorporation, Darlington, WI; Citizen's National Bank of Darlington, Darlington, WI 3 Chicago May 12, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity F.N.B. Corporation, Hermitage, PA Sun Bancorp, Inc., Selinsgrove, PA; Sun Bank, Selinsgrove, PA; Pennsylvania Sun Life Insurance Company, Phoenix, AR, insurance Section o f law Reserve Bank End o f comment period 3 and 4 Cleveland April 10,1997 g> x*xo Farmers State Bank of Fort Morgan* ESOP, Foil Morgan, CO FSB Bancorporation, Inc., Fort Morgan, CO and Farmers State Bank, Fort Morgan, CO 3 Kansas City June 2,1997 Farmers State Holding Company, Marion, SD First State Financial Services, Inc., Bridgewater, SD, and First State Bank, Bridgewater, SD 3 Minneapolis May 30, 1997 Fifth Third Bancorp, Cincinnati, OH Suburban Bancorporation, Inc., Cincinnati, OH, Suburban Federal Savings Bank, Cincinnati, OH 4 Cleveland May 27,1997 Financial Services of St. Croix Falls, St. Croix Falls, WI State Bank of Dennison, Dennison, MN 3 Minneapolis June 6, 1997 First Bank System, Inc. (1), Minneapolis, MN CONTINUED U.S. Bancorp; U.S. Nat’l Bank of Oregon, Portland, OR; U.S. Bank of Washington, N.A., Seattle, WA; U.S. Bank of Nevada, Reno, NV; U.S. Bank ot Utah, Salt Lake City, UT; U.S. Bank of Idaho, Boise, ID; U.S. Bank of California, Sacremento, CA; CONTINUED 3 and 4 Minneapolis May 16, 1997 Applicant or notificant Acquiree or activity First Bank System, Inc. (2), Minneapolis, MN CONTINUED Section of law Reserve Bank First State Bank of Oregon, Canby, OR; Sun Capital Bank, St. George, UT; and Business & Professional Bank, Woodland, CA; West One Trust Co., Salt Lake City, UT; LNB Corp., Alameda, CA; and U.S. Bank Trust Co., Portland, OR, CONTINUED 3 and 4 Minneapolis May 16, 1997 First Bank System, Inc. (3), Minneapolis, MN CONTINUED personal and institutional trust & fiduciary activities (b)(3); U.S. Bancorp Insurance Agency, Inc., Portland, OR, insurance agency activities (b)(8)(i) and (vii); U.S. Trade Services, Inc., Portland, OR, letter of credit activities, (b)(l)(iv); CONTINUED 3 and 4 Minneapolis May 16, 1997 First Bank System, Inc. West One Life Insurance Co., Portland, OR, credit reinsurance (b)(8)(i); CBI Mortgage, Modesto, CA, mortgage banking (b)(l)(iii); Compass Group, Inc., Spokane, WA, investment advisory services (b)(4); Island Bancorp Leasing, Inc., Alameda, CA, CONTINUED 3 and 4 Minneapolis May 16, 1997 First Bank System, Inc. (5), Minneapolis, MN leasing & equipment financing (b)(5); and numerous partnerships, community development activities, (b)(6) 3 and 4 Minneapolis May 16, 1997 First Bank System, Inc., Minneapolis, MN First Bank of South Dakota, Sioux Falls, SD; First Interim Bank of Cheyenne, FSB, Cheyenne, WY 3 Minneapolis May 1, 1997 First Citizens Bancorp, Cleveland, TN The Home Bank FSB, Ducktown, TN, savings association (b)(9) 4 Atlanta April 25, 1997 (4), Minneapolis, MN CONTINUED End of comment period Applicant or notificant Acquiree or activity First Coastal Bancshares, El Segundo, CA First Coastal Bank, N.A., El Segundo, CA First Commerical Corporation, Little Rock, AR Reserve Bank End o f comment period 3 San Francisco April 11,1997 First Central Corporation, Searcy, AR; First National Bank, Search, AR 3 S t Louis April 22,1997 First Financial Bancorp, Hamilton, OH Southeastern Indiana Bancorp, Vevay, IN; Vevay Deposit Bank, Vevay, IN 3 Cleveland April 14,1997 First National Community Bancorp, Inc., Dunmore, PA First National Community Bank, Dunmore, PA 3 Philadelphia May 10,1997 First National Security Company, DeQueen, AR First National Bancshares of Hempstead County, Inc., Hope, AR; First National Bank of Hope, Hope, AR; Bank of Blevins, Blevins, AR; First National Bank of Lewisville, Lewisville, AR 3 St. Louis May 5, 1997 First Robinson Financial Corporation, Robinson, IL First Robinson Savings Bank, National Association, Robinson, IL 3 S t Louis May 19,1997 First Security Borporation, Salt Lake City, UT American Bancorp of Nevada, Inc., Las Vegas, NV; American Bank of Commerce, Las Vegas, NV 3 San Francisco May 27, 1997 First Security Corporation Employee Stock Ownership Plan, Norcross, GA First Security Corporation, Norcross, GA; First Security National Bank, Norcross, GA 3 Atlanta May 12, 1997 Section o f tew Applicant or notificant Acquiree or activity First Virginia Banks, inc., Falls Church, VA Premier Bankshares Corporation, Bluefield, VA; Premier Bank, N.A., Tazewell, VA; Premier Bank-South, National Association, Wytheville, VA; and Premier BankCentral, N.A., Honaker, VA; Premier Trust Co., Bluefield, VA, trust services (bX3) 3 and 4 Richmond April 7, 1997 Firstbank Corporation, Alma, MI Lakeview Financial Corporation, Lakeview, MI,*and Bank of Lakeview, Lakeview, MI 3 Chicago June 9, 1997 FirstFederal Financial Services, Corp., Wooster, OH Summit Bancorp, Inc., Akron, OH; Summit Bank, Arkron, OH; Summit Banc Investment Corporation, Akron, OH, investment advisory & securities brokerage (bX6) and (7) 3 and 4 Cleveland May 12, 1997 FirstFederal Financial Services, Corp., Wooster, OH FirstFederal Bank, N.A., Wooster, OH; Mobile Consultants, Inc., Wooster, OH, lending (bX1)&(bX2) 3 and 4 Cleveland May 12, 1997 Fishback Financial Corporation, Brookings, SD lending activities (bXl) 4 Minneapolis May 16, 1997 Florida Bancshares, Inc., Dade City, FL First National Bank of Pasco, Dade City, FL 3 Atlanta April 21, 1997 Foffman Family, LLC, Harrison, AR Mountain Home bancshares, Inc,, Mountain Home, AR; First national Bank & Trust Company of Mountain Home, Mountain Home, AR CIBC St. Louis May 2, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Ford, Thomas Riley; Nelson, Paul Emil; and Southway, Henry Thomas, Alamosa, CO Alamosa Bancorporation Ltd, Alamosa, CO; Alamosa National Bank, Alamosa, CO CIBC Kansas City May 1,1997 GBC Bancorp, Inc., Lawrenceville, GA Gwinnett Banking Company, Lawrenceville, GA (in organization) 3 Atlanta April 10, 1997 Giltner Investment Partnership, Ltd., Omaha, NE The Avoca Company, Avoca, NE; Farmers State Bank, Bennett, NE 3 Kansas City May 5, 1997 Glendening, Helen, Pella, IA, and DeBruin, Harold A. and Ethel R., Pella, IA Leighton Investment Company, Leighton, IA; Farmers Savings Banks, Leighton, IA CIBC Chicago April 11, 1997 Greer, Elmo, East Bemstadt, KY Cumberland Valley Financial Company, London, KY CIBC Cleveland May 23, 1997 Harris Financial MHC, Harrisburg, PA Harris Financial Inc, Harrisburg, PA; Harris Savings Bank, Harrisburg, PA 3 Philadelphia March 27, 1997 Hawkins Financial Coiporation, Hawkins, TX; and Hawkins Deleware Financial Coiporation, Wilmington, DE The First State Bank of Hawkins, Hawkins, TX 3 Dallas May 27,1997 Hendricks, Randall J . , Elsie, NE; and Orr, Warren, North Platte, NE Elsie, Inc, Elsie, NE; Commercial State Bank, Elsie, NE CIBC Kansas City March 14, 1997 Hohl Financial, Inc., Wahoo, NE Wahoo State Bank, Wahoo, Nebraska 3 Kansas City May 16,1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Imperial Bancorp, Inglewood, CA Imperial Bank Arizona, Phoenix, AZ 3 San Francisco May 1, 1997 Industrial Bank of Japan, Ltd., Tokyo, Japan Aubrey G. Lanston & Co., Inc., New York, NY, securities activities (b)(7); data processing (b)(14); financial & investment activities (b)(6); and underwriting (b)(8) 4 New York May 12, 1997 InvestorsBancorp, Inc., Pewaukee, WI InvestorsBank, Pewaukee, WI 3 Chicago May 30, 1997 Kale, Denis L. and Sandra, Osceola, IA Osceola Bancorporation, Osceola, IA; American State Bank, Osceola, IA CIBC Chicago April 16, 1997 Karge, Carl L., Wolf Point, MT Western Holding Company, Wolf Point, MT; Western Bank of Wolf Point, Wolf Point, MT CIBC Minneapolis May 8, 1997 Kazi, Zubair and Khatija, Studio City, CA; and Abdul-Rahman, Yahia and Magda, Pasadena, CA Greater Pacific Bancshares, Whittier, CA; Bank of Whittier, N.A., Whittier, CA CIBC San Francisco May 5, 1997 Kazi, Zubair and Khatija, Studio City, CA; and Yahia and Magda Abdul-Rahman, Pasadena, CA Kentucky Home Bank, Bardstown, KY 3 San Francisco April 17, 1997 Korea Long Term , Credit Bank, Seoul, Korea Nara Bank, National Association, Los Angeles, CA 3 New York May 1, 1997 Kremlin Bancshares, Inc., Kremlin, OK Bank of Kremlin, Kremlin, OK 3 Kansas City April 11, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Lane, Richard E.(l); McFadin, Nick, Jr.; Krause, Charles F. ; Rockwald Ltd.; Wolff, Gary W.; Meadows, Gilbert R.; G. G. Gale Family Partners, Ltd.; BGG Associates, LC; Schroeder, George F.; all of San Antonio, TX; CONTINUED South Texas Capital Group, Inc., San Antonio, TX; Plaza International Bank, N.A., San Antonio, TX; CONTINUED CIBC Dallas May 2, 1997 Lane, Richard E.(2), San Antonio, TX; Garrett, Michael L. Garrett; Jack B. Sommerfield Defined Benefit Pension Plan, both of Dallas, TX; Wolff, George A.; Friddle, Paul R., both of Boeme, TX; CONTINUED South Texas Capital Group, Inc., San Antonio, TX; Plaza International Bank, N.A., San Antonio, TX; CONTINUED CIBC Dallas May 2, 1997 Lane, Richard E.(3), San Antonio, TX; Garrett, J. Patrick; and McDonie, Karen Wynne, Both of Houston, TX South Texas Capital Group, Inc., San Antonio, TX; Plaza International Bank, N.A., San Antonio, TX CIBC Dallas May 2, 1997 Lashute, Ronald J., Opelousas, LA American Bancorp, Inc., Opelousas, LA and American Bank & Trust Company, Opelousas, LA CIBC Atlanta May 23, 1997 Lauritzen Corporation ( 1), Omaha, NE CONTINUED First National of Nebraska, Inc., Omaha, NE, & First Nafl Bank of Kansas, Overland Park, KS; First Nafl Bank and Trust Co., Columbus, NE; Fremont Nafl Bank, Fremont, NE; Platte Valley State Bank, Kearney, NE; First Nafl Bank, CONTINUED 3 Kansas City June 2,1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Lauritzen Corporation (2), Omaha, NE CONTINUED North Platte, NE; and First National Bank of Omaha, Omaha, NE 3 Kansas City June 2, 1997 Liberty Bank Employee Stock Ownership Plan, New Orleans, LA Liberty Financial Services, Inc., New Oreleans, LA; Liberty Bank and Trust Company, New Orleans, LA CIBC Atlanta April 8, 1997 Lloyds TSB Group PLC, and Lloyds Bank PLC, both of London, England IAI Holdings Inc., Investment Advisers, Inc., Minneapolis, MN, trust services (b)(3); investment advisory services (b)(4); full-service brokerage (b)(15); foreign exchange execution & advisory services, and other advisory & administrative services 4 New York March 26, 1997 Mahurin, Dixi* Bowling Green, KY; Mahurin, Peter and Dixie, Bowling Green, KY, acting in concert First Cecilian Bancorp, Inc., Cecilia, KY, Cecilian Bank, Cecilia, KY CIBC St. Louis April 30, 1997 Marshall & Ilsey Corporation, Milwaukee, WI Security Capital Corporation, Milwaukee, WI, Security Bank, S.S.B., Milwaukee, WI 3 Chicago May 5, 1997 MASSBANKCorp., Reading, MA Glendale Co-operative Bank Bank, Everett, MA 3 Boston May 23, 1997 MAXLOU Bancshares, Inc., Tahlequah, OK First State Bank, Tahlequah, OK; Liberty Finance, Inc., Tahlequah, OK, lending (b)(1) 3 and 4 Kansas City April 11, 1997 Section of law Reserve Bank End of comment period Applicant or notiflcant Acquiree or activity McConnell, Richard J . , Franklin, IN FSB Financial Corporation, Francisco, IN; FSB Bank, Francisco, IN CIBC St. Louis March 21, 1997 Medina Bankshares, Inc., D'Hanis, TX, and Medina Financial Inc., Carson City, NV D'Hanis State Bank, D. Hanis, TX 3 Dallas April 22,1997 Mellon Bank Corporation, Pittsburgh, PA 1st Business Corporation, Los Angeles, CA, and 1st Business Bank, Los Angeles, CA 3 Cleveland May 30, 1997 Mellon Bank Corporation, Pittsburgh, OH Buck Consultants, Inc., New York, NY, employee benefits consulting (bX9X») 4 Cleveland May 27, 1997 Mercantile Bancorporation Inc., St. Louis, MO, and Ameribanc, Inc., St. Louis, MO Roosevelt Financial Group, Inc., Chesterfield, MO; Missouri State Bank & Trust Company, St. Louis, MO; Roosevelt Bank, Chesterfield, MI, savings association (bX9) 3 and 4 St. Louis April 4, 1997 Mercantile Bancorporation, Inc., St. Louis, MI; Ameribanc, Inc., St. Louis, MI Roosevelt Bank, Chesterfield, MI; Roosevelt Mortgage Company, Kansas City, MI, operation of a federal savings bank (bX9) and mortgage banking activities (bXl) 4 St. Louis May 8,1997 Midstate Bancorp, Inc., Hinton, OK Binger Agency, Inc., Binger, OK; First Community Bank. Binger, OK 3 Kansas City May 8,1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Montgomery, Tammy Bolton. Golden, MS, as Trustee for The Weaterford Foundation of Red Bay, Alabama, Inc., Red Bay, AL Independent Bancshares, Inc.. Red Bay, AL, Bank of Red Bay, Red Bay, AL CIBC Atlanta April 28, 1997 Morris Mayer Testamentary Trust, Walkenhorst, Dale as Trustee, Madison, NE Madison Bancshares, Inc., Madison, NE, Bank of Madison, Madison, NE CIBC Kansas City April 7, 1997 National Canton Bancshares, Inc., Canton, IL Sturm Investment, Inc., Denver, CO, The Union National Bank of Macomb, Macomb, IL 3 Chicago April 18, 1997 National City Bancshares, Inc., Evansville, IN Bridgeport Bancorp, Inc., Bridgeport, IL, and First National Bank of Bridgeport, Bridgeport, IL 3 St. Louis June 6, 1997 NEB Corporation, Fond du Lac, WI State Bank of St. Cloud, St. Cloud, WI 3 Chicago May 5, 1997 Northeast Kansas Bancshares, Inc., Valley Falls, KS Valley Falls Insurance, Inc., Valley Falls, KS, Kendall State Bank, Valley Falls, KS, insurance activities (b)(8)(iii) 3 and 4 Kansas City May 5, 1997 Norwest Corporation, Minneapolis, MN IMS Mortgage Company, Cedar Rapids, IA, residential mortgage lending (b)(1) 4 Minneapolis May 9, 1997 Norwest Corporation, Minneapolis, MN Trinty Mortgage Affiliates, Atlanta, GA, residential mortgage lending (b)(1) 4 Minneapolis May 8, 1997 Norwest Corporation, Minneapolis, MN Ohio Executive Mortgage Company, Mansfield, OH, residential mortgage lending (b)(1) 4 Minneapolis May 8, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Norwest Corporation, Minneapolis, MN The First National Bankshares, Inc., Tucumcari, NM; The First National Bank of Tucumcari, Tucumcari, NM 3 Minneapolis May 9, 1997 P.C.B. Bancorp, Inc., Largo, FL Anchor Savings Bank, F.S.B., St. Petersburg, FL, savings association (b)(9) 4 Atlanta May 8,1997 Parkway Bancorp, Inc., Harwood Heights, IL, and Parkway Acquisition Corporation, Harwood Heights, IL Jefferson Holding Corp., Chicago, IL; Jefferson State Bank, Chicago, IL 3 Chicago April 21, 1997 PBT Bancshares, Inc., McPherson, KS Yoder Bankshares, Inc., Yoder, KS, and Farmers State Bank, Yoder, KS 3 Kansas City June 6, 1997 Penns Woods Bancorp, Inc., Williamsport, PA Columbia Financial Corporation, Bloomsburg, PA; First Columbia Bank & Trust Company, Bloomsburg, PA 3 Philadelphia April 25, 1997 Peoples Financial Services, Inc., Hamtramck, MI Peoples State Bank, Hamtramck, MI 3 Chicago May 23, 1997 PHS Bancorp, M.H.C., Beaver Falls, PA Peoples Home Savings Bank, Beaver Falls, PA 3 Cleveland May 1, 1997 Pierce County Bancorp, Tacoma, WA Pierce Commercial Bank, Tacoma, WA 3 San Francisco April 21,1997 Pinnacle Bancorp, Inc., Central City, NE First Ogallala Investment, Inc., Ogallala, NE; First National Bank of Ogallala, Ogallala, NE 3 Kansas City April 25,1997 Section of law Reserve Bank ^ End of comment period Applicant or notificant Acquiree or activity Pinnacle Bancshares, Inc., Thomson, GA McDuffie Bank & Trust, Thomson, GA 3 Atlanta May 5, 1997 PN Holdings, Inc., Ann Arbor, MI Pelican National Bank, Naples, FL (in organization); Washtenaw Mortgage Company, Ann Arbor, MI, lending 3 and 4 Atlanta April 21, 1997 Section of law Reserve Bank End of comment period (bXO Poteau Bancshares, Inc., Poteau, OK First Poteau Corporation, Poteau, OK; Poteau State Bank, Poteau, OK 3 Kansas City May 17, 1997 Powell, Donald Edward, Amarillo, TX Tejas Bancshares, Inc. Fritch, TX; Fritch State Bank, Fritch, TX CIBC Dallas April 7, 1997 Premier Bancshares, Inc., Atlanta, GA Central and Southern Holding Company, Milledgeville, GA; Central and Southern Bank of Georgia, Milledgeville, GA; Central and Southern Bank of North Georgia, Greensboro, GA savings association (b)(9) 3 and 4 Atlanta May 12, 1997 Premier Bancshares, Inc., LaGrange, TX, and Premier Holdings Nevada, Inc., Carson City, NV Citizens State Bank, Hempstead, TX 3 Dallas May 1, 1997 Applicant or notificant Acquiree or activity Regions Financial Corporation, Birmingham, AL The New Iberia Bancorp, Inc., New Iberia, LA; The New Iberia Bank, New Iberia, LA; First Bankshares, Inc., East Point, GA; First Bank of Georgia, East Point, GA; SB&T Corporation, Smyrna, GA; and Smyrna Bank and Trust Company, Smyrna, GA 3 Atlanta May 5, 1997 Regions Financial Corporation, Birmingham, AL First Mercantile National Bank, Longwood, FL 3 Atlanta April 14, 1997 Reich Family Limited Partnership, Kansas City, MO, and general partners Carolyn Reich Weir, Independence, MO, and Nancy Reich Esry, Sarasota, FL Blue Ridge Bancshares, Inc., Kansas City, MO, and Blue Ridge Bank and Trust Co., Kansas City, MO CIBC Kansas City May 27, 1997 Republic Bancshares, Inc., St. Petersburg, FL F.F.O. Financial Group, Inc., St. Cloud, FL, and First Federal Savings and Loan Association of Ocelola County, Kissimmee, FL, operating a savings association (b)(4)(ii) 4 Atlanta May 23, 1997 Rossenberg, Clifford R., Sunset Beach, CA Security First Bank, Fullerton, CA CIBC San Francisco May 27, 1997 Sankovitz Family Limited Partnership, and Frankson Investment Corporation, both of Waseca, MN Bank of Ellendale, Ellendale, MN 3 Minneapolis April 28, 1997 Schonath Family Partnership, LP, Oconomiwoc, WI InvestorsBancorp, Inc., Pewaukee, WI, and InvestorsBank, Pewaukee, WI 3 Chicago May 30, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Scott, Ben Jay, Coleman, TX Coleman Bancshares, Inc., Coleman, TX; Coleman County State Bank, Coleman, TX CIBC Dallas April 25, 1997 Seacoast Banking Corporation of Florida, Stuart, FL Port St. Lucie National Bank Holding Corporation, Port St. Lucie, FL; Port St. Lucie National Bank, Port St. Lucie, FL; Spirit Mortgage Company, Port St. Lucie, FL, lending (b)(l)(iii) 3 and 4 Atlanta April 24, 1997 Security State Corporation, Centralia, WA Security State Bank, Centralia, WA 3 San Francisco June 9, 1997 Shorebank Corporation, Chicago, IL Shorebank Pacific Corp., Ilwaco, WA; ShoreTrust Bank, Seattle, WA ShoreTrust Trading Group, Inc., investment advice (b)(6) 3 Chicago May 17, 1997 South Branch Valley Bancorp, Inc., Moorefield, WV Capital State Bank, Inc., Charleston, WV 3 Richmond May 23, 1997 Southeast Bancorp, Inc., Corbin, KY First Bank of East Tennessee, National Association, La Foilette, TN 3 Cleveland April 4, 1997 Southerland Family Limited Partnership, Batesville, AR Citizens Bancshares of Batesville, Inc., Batesville, AR CIBC St. Louis May 15, 1997 Southern National Corporation, Winstom-Salein, NC United Carolina Bancshares Corporation, Whfceville, NC; United Carolina Bank, WhateviHe, NC; United Carolina Bank o f South Carolina, Greer, SC 3 Richmond March 31,1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Southern Security Financial Corporation, Hollywood, FL Southern Security Bank Corporation, Hollywood, FL; Southern Security Bank of Hollywood, Hollywood, FL 3 Atlanta April 10, 1997 Spangler, Charles Leon, Aurora, MO Seligman Bancshares, Inc., Seligman, MO; First Independent Bank, Seligman, MO CIBC St. Louis May 15, 1997 Steams Financial Services, Inc., Employee Stock Ownership Plan Tl, St. Cloud, MN, and Steams Financial Services, Inc., St. Cloud, MN Arizona Community Bank of Scottsdale, Scottsdale, AZ 3 Minneapolis June 6, 1997 Stichting Prioriteit (1) ABN AMRO Holding, Amsterdam, The Netherlands; Stichting Administratiekantoor ABN AMRO Holding, Amsterdam, The Netherlands; ABN AMRO Holding N.V., Amsterdam, The Netherlands; and ABN AMRO Bank, N.V., Amsterdam, CONTINUED Citicorp Futures Corp., New York, NY; Citifutures Ltd., London, England; & Citicorp Futures Ltd., Singapore, acting as FCM (b)(17); investment advice (b)(18); acting as FCM in the execution & clearance of futures & options on futures contracts; CONTINUED 4 Chicago March 17, 1997 Stichting Prioriteit (2), The Netherlands and providing executiononly or cleaing-only services with respect to financial and non-fianncial futures and options on futures contracts 4 Chicago March 17, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Summit Bancorp, Princeton, NJ Collective Bancorp, Inc., Egg Harbor, NJ; Collective Bank, Egg Harbor, NJ, operating a federal savings bank (b)(4)(h) Collective Financial Services, Inc., securities brokerage & insurance agency activities (b)(7)(l) and (b)(l l)(iii) 4 New York May 23, 1997 Susquehana Bancshares, Inc., Lititz, PA Founders Bank, Bryn Mawr, PA 3 Philadelphia May 19, 1997 TCF Financial Corporation, Minneapolis, MN Winthrop Resources Corporation, Minnetonka, MN, leasing personal property (b)(3) 4 Minneapolis May 27, 1997 Tehama Bancorp, Red Bluff, CA Tehema Bank, Red Bluff, CA 3 San Francisco May 12, 1997 Tehama Bancorp, Red Bluff, CA Bancorp Financial Services, Sacramento, CA, leasing activities (b)(5) 4 San Francisco May 5, 1997 Texas Financial Bancorporation, Inc., Minneaplis, MN, and Delaware Financial Bancorporation, Inc., Wilmington, DE Austin County Bancshares, Inc., Belleville, TX; Austin County BancsharesDelaware, Wilmington, DE; and Austin County State Bank, Belleville, TX 3 Dallas March 27, 1997 Trustcorp Financial, Inc., St. Louis, MO Missouri State Bank and Trust Company, St. Louis, MO 3 St. Louis June 2, 1997 Union Illinois 1995 Investment Limited Partnership, Swansea, IL Union Illinois Company, Swansea, IL, Union Bank of Ollinois, Swansea, IL, State Bank of Jerseyville, Jerseyville, IL 3 St. Louis May 10, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Union Illinois Company, Swansea, IL Missouri PayDay Loan Company, Inc., St. Louis, MO; Missouri Budget, Inc., St. Louis, MO, and Budget Finance, Inc., St. Louis, MO, consumer credit (b)(1) 4 St. Louis May 19, 1997 United Community Banks, Inc., Blairsville, GA United Family Finance Co., Blairsville, GA, credit insurance activities (b)(8)(ii) 4 Atlanta April 25, 1997 United Community Banks, Inc., Blairsville, GA United Family Finance Co., Blue Ridge, GA (formerly Mountain Mortgage & Loan, Inc.), making, acquiring, or servicing loans or other extensions of credit (b)(1) 4 Atlanta March 25, 1997 Vermont Financial Services Corp., Brattleboro, VT Eastern Bancorp, Inc., Dover, NH savings association, Vermont Federal Bank, FSB, Williston, VT, (b)(9) 4 Boston April 14, 1997 West Point Bancorp, Inc., West Point, NE Dakota Bancshares, Inc., West Point, NE; Dakota County State Bank, West Point, NE J Kansas City April 18, 1997 Whipple Family Limited Partnership, Arkadelphia, AR Horizon Bancorp, Inc., Arkadelphia AR; Horizon Bank, Inc. Malvern, AR 3 St. Louis May 27, 1997 Young, William Howerton, Fredonia, KY Fredonia Valley Bancorp, Inc., Fredonia, KY and Fredonia Valley Bank, Fredonia, KY CIBC St. Louis May 23, 1997 Zions Bancorporation, Salt Lake City, UT Tri-State Bank, Montpelier, ID 3 San Francisco June 6, 1997 Section of law Reserve Bank End of comment period Addresses for Comments and Information Requests Addresses for comments differ from those for information requests. Addresses fo r Comments Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or the Board. Federal Reserve Bank of Boston Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA 02106-2204 Federal Reserve Bank of New York Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001 Federal Reserve Bank of Philadelphia Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia, PA 19105-1521 Federal Reserve Bank of Cleveland Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH 44101-2566 Federal Reserve Bank of Richmond A. Linwood Gill, III, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528 Federal Reserve Bank of Atlanta Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA 30303-2713 Federal Reserve Bank of Chicago Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL 60690-1413 Federal Reserve Bank of St. Louis Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034 Federal Reserve Bank of Minneapolis Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171 Federal Reserve Bank of Kansas City D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001 Federal Reserve Bank of Dallas Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272 Federal Reserve Bank of San Francisco Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San Francisco, CA 94105-1579 Board of Governors of the Federal Reserve System William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001 Information Requests The public portions of the applications and notices currently listed in this release are available on an expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also may be obtained from the Board. Federal Reserve Bank of Boston Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219) Federal Reserve Bank of New York Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628) Federal Reserve Bank of Philadelphia Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146) Federal Reserve Bank of Cleveland Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932) Federal Reserve Bank of Richmond Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283) Federal Reserve Bank of Atlanta Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342) Federal Reserve Bank of Chicago Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894) Federal Reserve Bank of St. Louis Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740) Federal Reserve Bank of Minneapolis Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702) Federal Reserve Bank of Kansas City Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252) Federal Reserve Bank of Dallas Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302) Federal Reserve Bank of San Francisco Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031) Board of Governors of the Federal Reserve System Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565) H .2 A Notice of Formations and Mergers of, and Acquisitions by, Bank Holding Companies; Change in Bank Control Notices Filed since the H.2A dated May 9,1997 The following companies and individuals seek System approval to acquire a bank holding company, a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of 1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12 CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks are listed at the end of this release. The public portions of the applications and notices, as well as other related filings required by the Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank; addresses are listed at the end of this release. Applications and notices also may be obtained from the Board. Section of law Reserve Bank Applicant or notificant Acquiree or activity 1st United Bancorp, Boca Raton, FL Seaboard Savings Bank, F.S.B., Stuart, FL, operating a savings association (b)(4)(ii) 4 Atlanta June 12, 1997 Commercial Guaranty Bancshares, Inc., Shawnee Mission, KS CGB Capital Corporation, Shawnee Mission, KS, private placement of securities (b)(7)(iii) 4 Kansas City June 3, 1997 Crites, John William, Petersburg, WV South Branch Valley Bancorp, Inc., Moorefield, WV, and South Branch Valley National Bank of Moorefield, Moorefield, WV CIBC Richmond June 3, 1997 End of comment period Applicant or notificant Acquiree or activity Danny Biggs; Merlin & Nelva Grimes; ED&J, Inc.; Ronald & Carol Carr; Steven J. Sell; Richard Schenk; Dennis Call; and R. Joe Southard, Great Bend, Kansas First Wakeeney Agency, Inc., Great Bend, KS, and Interstate Bank, Great Bend, KS Eagle Investment Company, Inc., Glenwood, MN Reserve Bank End of comment period CIBC Kansas City May 30, 1996 Eagle Bank, Glenwood, MN 3 Minneapolis June 13, 1997 Fannin Bancorp, Inc., Employee Stock Ownership Plan and Trust, Windom, TX Fannin Bancorp, Inc., Windom, TX, and Fannin Bank, Windom, TX 3 Dallas June 12, 1997 FBA Bancorp, Inc., Chicago, IL Interim First Bank, S.B., Chicago, IL, a de novo bank, First Bank of the Americas, SSB, Chicago, IL 3 Chicago June 12, 1997 First Citizens BancShares, Inc., Raleigh, NC First Savings Financial Corp., Reidsville, NC, and First Savings Bank of Rockingham County, Inc., SSB, Reidsville, NC 3 Richmond June 13,1997 Gold Banc Corporation, Inc., Prairie Village, KS Peoples Bancshares, Inc., Clay Center, KS, and Peoples National Bank of Clay Center, Clay Center, KS 3 Kansas City June 13, 1997 Guaranty Bancshares Corporation, Kansas City, KS Bank of Coffey, Coffey, MO 3 Kansas City June 4, 1997 Hyder, Ronald Hollis, and McNabb, Garry Wayne, both of Livingston, TN, as co trustees of the Melissa Lynn Oakley 1996 Trust First Holding Company, Inc., Livingston, TN, First National Bank of the Cumberlands, Livingston, TN CIBC Atlanta June 2, 1997 Section of law Applicant or notificant Acquiree or activity Mansfield Bancshares, Inc., Mansfield, LA Riverside Bancshares, Inc., Logansport, LA, and Bank of Logansport, Logansport, LA 3 Dallas June 12, 1997 Mauldin, Leonard P., Town Creek, Alabama, Mauldin, Macke B., Sheffield, Alabama, and Mauldin, E. Fennel, Jr., Sheffield, Alabama, as the MPEFM, II Limited Partnership Banclndependent, Inc., Sheffield, AL, and Bank Independent, Sheffield, AL CIBC Atlanta June 2, 1997 Peoples Bank Employee Stock Ownership Trust, Marion, KY Peoples-Marion Bancorp, Inc., Marion, KY 3 St. Louis June 12, 1997 Peoples-Marion Bancorp, Inc., Marion, KY The Peoples Bank, Marion, KY 3 St. Louis June 12, 1997 Susma Patel; Suketu Madhusudan Patel (Suku); Parimal Kantibhai Patel (Perry); Bharat Muljibhai Amin, London, England; and Dennis John Lloyd King, Surrey, England; collectively, as the Patel Group First Bankshares, Inc., Longwood, FL, and First National Bank of Central Florida, Longwood, FI CIBC Atlanta May 30,1997 Section of law Reserve Bank End of comment period Addresses for Comments and Information Requests Addresses for comments differ from those for information requests. Addresses fo r Comments Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or the Board. Federal Reserve Bank of Boston Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA 02106-2204 Federal Reserve Bank of New York Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001 Federal Reserve Bank of Philadelphia Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia, PA 19105-1521 Federal Reserve Bank of Cleveland Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH 44101-2566 Federal Reserve Bank of Richmond A. Linwood Gill, III, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528 Federal Reserve Bank of Atlanta Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA 30303-2713 Federal Reserve Bank of Chicago Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL 60690-1413 Federal Reserve Bank of S t Louis Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034 Federal Reserve Bank of Minneapolis Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171 Federal Reserve Bank of Kansas City D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001 Federal Reserve Bank of Dallas Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272 Federal Reserve Bank of San Francisco Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San Francisco, CA 94105-1579 Board of Governors of the Federal Reserve System William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001 Information Requests The public portions of the applications and notices currently listed in this release are available on an expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also may be obtained from the Board. Federal Reserve Bank of Boston Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219) Federal Reserve Bank of New York Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628) Federal Reserve Bank of Philadelphia Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146) Federal Reserve Bank of Cleveland Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932) Federal Reserve Bank of Richmond Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283) Federal Reserve Bank of Atlanta Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342) Federal Reserve Bank of Chicago Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894) Federal Reserve Bank of St. Louis Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740) Federal Reserve Bank of Minneapolis Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702) Federal Reserve Bank of Kansas City Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252) Federal Reserve Bank of Dallas Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302) Federal Reserve Bank of San Francisco Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031) Board of Governors of the Federal Reserve System Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)