The full text on this page is automatically extracted from the file linked above and may contain errors and inconsistencies.
H.2, 1994, No. 22 RESEARCH Li8S '^Afeions of the Board, its Staff, and the Federal Reserve Banks; BOARD OF GOVERNORS OF THE hi 17 Q oo ^PftJiic a t io n s and Reports Received tsOe Week Ending May 28, 1994 FEDERAL RESERVE SYSTEM JUil If ANNOUNCEMENT r'LSi.. , i. . ACTIONS TAKEN BY THE BOARD Ofr GOYEBlNPR^ aX TESTIMONY AND STATEMENTS Derivatives activities and the global financial systea -- statement by Chairman Greenspan before the Subcommittee on Telecommunications and Finance of the House Committee on Energy and Commerce, May 25, 1994. Authorized, May 23, 1994. Monetary policy and recent rate changes -- statement by Chairman Greenspan before the Senate Committee on Banking, Housing, and Urban Affairs, May 27, 1994. Published, May 27, 1994. BANK HOLDING COMPANIES ABN AMRO North America, Inc., Chicago, Illinois, and Stichting Prioriteit ABN AMRO Holding, Amsterdam, The Netherlands, Stichting Administratiekantoor, ABN AMRO Holding N.V, and ABN AMRO Bank N.V. -- to acquire Cragin Financial Corporation, Chicago, Illinois. Approved, May 23, 1994. BB&T Financial Corporation, Wilson, North Carolina -to acquire L.S.B. Bancshares, Inc. of South Carolina, Lexington, South Carolina, and to merge three existing savings bank subsidiaries into Branch Banking and Trust Company, Wilson, North Carolina. Approved, May 23, 1994. BB&T Financial Corporation, Wilson, North Carolina -to merge with L.S.B. Bancshares, Inc. of South Carolina, Lexington, South Carolina, and acquire The Lexington State Bank; and The Community Bank of South Carolina, Varnville, South Carolina. Approved, May 23, 1994. CoreStates Financial Corp., Philadelphia, Pennsylvania -- to acquire Independence Bancorp, Inc., Perkasie, Pennsylvania, and Independence Life Insurance Company, Phoenix, Arizona. Approved, May 23, 1994. H.2 MAY 23, 1994 PAGE 2 TO MAY 27, 1994 ACTIONS TAKEN BY THE BOARD OF GOVERNORS BANK HOLDING COMPANIES CoreStates Financial Corp., Philadelphia, Pennsylvania - - t o engage in investment advisory activities through Rittenhouse Financial Services, Inc. Approved, May 25, 1994. Societe Generale, Paris, France -- to engage in futures commission merchant execution, clearance, and advisory services with respect to futures and options on futures on non-financial commodities through FIMAT Futures USA, Inc., Chicago, Illinois. Approved, May 23, 1994. BANK MERGERS Bank of Mid-Jersey, Bordentown, New Jersey -- to merge with Mount Holly State Bank, Mount Holly, New Jersey. Approved, May 23, 1994. BANKS. FOREIGN MeesPierson N.V., Amsterdam, The Netherlands -- to establish a state-licensed agency in New York, New York, and a representative office in Dallas, Texas. Approved, May 23, 1994. ENFORCEMENT Pioneer Bancorp, Fullerton, California -- written agreement dated May 9, 1994, with the Federal Reserve Bank of San Francisco. Announced, May 23, 1994. REGULATIONS AND POLICIES Regulation H -- final rule permitting a state member bank to invest in bank premises in an amount up to 50 percent of its Tier 1 capital without specific approval (Docket R-0773). Approved, May 23, 1994. H.2 MAY 23, 1994 PAGE 3 TO MAY 27, 1994 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 Richmond Bank of the Potomac, Inc., Herndon, Virginia -- to establish a branch at 10 Catoctin Circle, Leesburg, Virginia. Approved, May 27, 1994. New York Chemical Bank, New York, New York -- to establish a branch at Unity Center on Pier 90 (49th Street and the West Side Highway). Approved, May 27, 1994. Richmond Citizens Bank of Virginia, Arlington, Virginia -- to establish a branch at the Kingstowne Shopping Center, Kingstowne Boulevard and South Van Dorn Street, Alexandria, Virginia. Approved, May 27, 1994. Richmond First Virginia Bank, Falls Church, Virginia -- to establish a branch one block south of the intersection of Claiborne Parkway and Ashburn Farm Parkway, Ashburn, Virginia. Approved, May 23, 1994. Kansas City Pitkin County Bank & Trust Company, Aspen, Colorado - to establish a branch at Highway 82 and El Jebel, Eagle County, Colorado. Approved, May 25, 1994. BANK HOLDING COMPANIES Director, BS&R Benchmark Bankshares, Inc., Kenbridge, Virginia -registration as transfer agent. Approved, May 26, 1994. Dallas Big Bend Bancshares Corp., Presidio, Texas -- to acquire The Marfa National Bank, Marfa, Texas. Approved, May 23, 1994. Chicago Capitol Bancorp, Ltd., Lansing, Michigan -- to acquire Consolidated Bank Services, Inc., Holland, Michigan. Approved, May 25, 1994. H.2 MAY 23, 1994 PAGE 4 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago Capitol Bancorp, Ltd., Lansing, Michigan -- to acquire Financial Center Corporation, Holland, Michigan, and Paragon Bank & Trust. Approved, May 25, 1994. St. Louis Central Shares, Inc., Lebanon, Missouri -- to acquire Security Bancshares of Pulaski County, Inc., St. Robert, Missouri. Approved, May 24, 1994. Chicago Commercial Financial Corp., Storm Lake, Iowa -- to acquire Central Trust Investment, Inc., Cherokee, Iowa, and Central Trust and Savings Bank. Approved, May 27, 1994. Kansas City Community Bancshares of Marysville, Inc., Marysville, Kansas -- to acquire Citizens Bancshares of Marysville, Inc., and Citizens Bancshares of Waterville, Inc., Waterville, Kansas. Approved, May 27, 1994. Minneapolis Community First Bankshares, Inc., Fargo, North Dakota - - t o engage in general insurance agency activities through the Gettysburg office of Key Insurance, Inc., Gettysburg, South Dakota. Approved, May 24, 1994. Kansas City CSB, Inc., Bixby, Oklahoma -- to acquire Citizens Security Bancshares, Inc. Approved, May 27, 1994. San Francisco Cupertino National Bancorp, Cupertino, California to engage de novo in credit extending activities. Returned, May 23, 1994. Kansas City First Financial Bancshares, Inc., Sallisaw, Oklahoma -- to acquire First Sallisaw Bancshares, Inc. Approved, May 27, 1994. Minneapolis First National Bank of Bemidji Employee Stock Ownership Plan, Bemidji, Minnesota -- to acquire First Bemidji Holding Company. Approved, May 24, 1994. H 2 MAY 23, 1994 PAGE 5 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Philadelphia Glen Rock State Bancorp, Inc., Glen Rock, Pennsylvania -- to acquire Glen Rock State Bank. Approved, May 25, 1994. Chicago Heritage Financial Services, Inc., Tinley Park, Illinois - - t o acquire Midlothian State Bank, Midlothian, Illinois. Approved, May 24, 1994. Atlanta Hibernia Corporation, New Orleans, Louisiana -- to merge with Commercial Bancshares, Inc., Abbeville, Louisiana, and acquire First Commercial Bank, Franklin, Louisiana. Approved, May 26, 1994. Kansas City Mabrey Bancorporation, Okmulgee, Oklahoma -- to acquire CSB, Inc., Bixby, Oklahoma, and Citizens Security Bancshares, Inc. Approved, May 27, 1994. Minneapolis Norwest Corporation, Minneapolis, Minnesota - - t o acquire a joint venture interest in Title Network Agency, Buffalo, New York. Approved, May 25, 1994. Kansas City Pinnacle Bancorp, Inc., Central City, Nebraska -- to acquire Nebraska Capital Corporation, Lincoln, Nebraska. Approved, May 27, 1994. Chicago Republic Bancorp Co., Orland Park, Illinois (a Delaware Corporation) -- to acquire APL Financial, Inc., Chicago, Illinois, and First Cook Community Bank, FSB. Approved, May 24, 1994. Chicago Republic Bancorp Co., Orland Park, Illinois (an Illinois corporation) -- to acquire APL Financial, Inc., Chicago, Illinois, and First Cook Community Bank, FSB. Approved, May 24, 1994. H.2 MAY 23, 1994 PAGE 6 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Dallas Rio Bancshares Corporation, Wilmington, Delaware -to acquire The Marfa National Bank, Marfa, Texas. Approved, May 23, 1994. Boston Royal Bank of Scotland Group PLC, Edinburgh, Scotland, and Citizens Financial Group, Inc., Providence, Rhode Island - - t o acquire certain assets and assume certain liabilities of Coastal Federal Savings Bank, New London, Connecticut. Approved, May 23, 1994. St. Louis Security Bancshares of Pulaski County, Inc., St. Robert, Missouri - - t o acquire Security Bank of Pulaski County. Approved, May 24, 1994. San Francisco Union International Financial, South Pasadena, California -- to acquire Pacific Business Bank, Carson, California. Returned, May 24, 1994. BANK MERGERS San Francisco Bank of Fresno, Fresno, California -- to aerge with Merced Bank of Commerce, Merced, California, and to establish branches. Approved, May 23, 1994. Richmond First Virginia Bank - Shenandoah Valley, Woodstock, Virginia -- to merge with First Virginia Bank of Augusta, Staunton, Virginia, and First Virginia Bank - Planters, Bridgewater, Virginia, and to establish branches. Approved, May 24, 1994. H.2 MAY 23, 1994 PAGE 7 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK PREMISES Richmond FCNB Bank, Frederick, Maryland -- investment in bank premises. Approved, May 27, 1994. Philadelphia Meridian Bank, Reading, Pennsylvania -- investment in bank premises. Approved, May 24, 1994. Dallas Silsbee State Bank, Silsbee, Texas -- investment in bank premises. Approved, May 27, 1994. BANKS. STATE MEMBER Director, BS&R Jefferson Bank of Florida, Miami Beach, Florida — registration as transfer agent. Approved, May 26, 1994. Director, BS&R Peninsula Trust Bank, Gloucester, Virginia -registration as transfer agent. Approved, May 26, 1994. Dallas Texas City Bank, Texas City, Texas -- payment of a dividend. Approved, May 27, 1994. CAPITAL STOCK New York Banco Popular de Puerto Rico, San Juan, Puerto Rico - redemption of shares. Approved, May 24, 1994. Kansas City Douglass Bancorp, Inc., Kansas City, Kansas -redemption of shares. Approved, May 27, 1994. Chicago First State Bancorporation, Independence, Iowa, and Independence Bancshares, Inc. -- redemption of shares. Approved, May 27, 1994. H.2 MAY 23, 1994 PAGE 8 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CAPITAL STOCK Chicago Spring Bancorp, Inc., Springfield, Illinois redemption of shares. Approved, May 23, 1994. CHANGE IN BANK CONTROL Chicago First State Bancorporation, Independence, Iowa, and Independence Bancshares, Inc. -- change in bank control. Permitted, May 27, 1994. Dallas Lubbock National Bancshares, Inc., Lubbock, Texas change in bank control. Permitted, May 25, 1994. Chicago Northwood Financial Services Corporation, Northwood, Iowa -- change in bank control. Permitted, May 25, 1994. Dallas Sabine Bancshares, Inc., Many, Louisiana -- change in bank control. Permitted, May 24, 1994. Chicago Spring Bancorp, Inc., Springfield, Illinois -- change in bank control. Permitted, May 23, 1994. COMPETITIVE FACTORS REPORTS Chicago ABN AMRO Bank N.V., Amsterdam, The Netherlands, ABN AMRO Holding N.V.; Stichting Administratienkantoor ABN AMRO Holding; Stichting Prioriteit ABN AMRO Holding, and ABN AMRO North America, Inc., Chicago, Illinois -- proposed acquisition of the assets and assumption of the liabilities of Cragin Federal Bank of Savings -- report on competitive factors. Submitted, May 23, 1994. Atlanta Bank of Berry, Berry, Alabama, proposed merger with Bank of Carbon Hill, Carbon Hill, Alabama -- report on competitive factors. Submitted, May 23, 1994. H.2 MAY 23, 1994 PAGE 9 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Bank of Fyffe, Fyffe, Alabama, proposed merger with Bank of Powell, Powell, Alabama -- report on competitive factors. Submitted, May 23, 1994. San Francisco California Business Bank, N.A., San Jose, California, proposed merger with San Jose National Bank -report on competitive factors. Submitted, May 23, 1994. Chicago Citizens National Bank, Charles City, Iowa, merger with First National Bank, Clarion, Osage Farmers National Bank, Osage, Iowa, Citizens National Bank, New Hampton, Iowa on competitive factors. Submitted, May 26, 1994. San Francisco Clear Lake National Bank, Clearlake, California, proposed acquisition of the Calistoga and Middleton branches of Surety Federal Savings Bank, Fallejo, California -- report on competitive factors. Submitted, May 23, 1994. Minneapolis First Farmers & Merchants State Bank, Brownsdale, Minnesota, proposed merger with Southwest Bancorporation, Inc., Minneapolis, Minnesota -report on competitive factors. Submitted, May 27, 1994. Minneapolis First Farmers & Merchants State Bank of Grand Meadow, Grand Meadow, Minnesota, proposed merger with Southeast Bancorporation, Inc., Minneapolis, Minnesota -- report on competitive factors. Submitted, May 27, 1994. Atlanta First Security Bank of Tennessee, Nashville, Tennessee, proposed merger with Franklin County Bank, Winchester, Tennessee -- report on competitive factors. Submitted, May 25, 1994. proposed Iowa, and -- report H.2 MAY 23, 1994 PAGE 10 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta First State Bank of Blakely, Blakely, Georgia, proposed acquisition of the assets and assumption of the liabilities to acquire Bostwick Banking Company, Arlington, Georgia -- report on competitive factors. Submitted, May 23, 1994. Atlanta Highland Bank, Birmingham, Alabama, proposed merger with Steiner Bank, Birmingham, Alabama -- report on competitive factors. Submitted, May 23, 1994. Chicago Midland Savings Bank, FSB, Des Moines, Iowa, proposed acquisition of the Waterloo & Cedar Falls branches of MidAmerica Savings Bank, FSB, Waterloo, Iowa -report on competitive factors. Submitted, May 26, 1994. Chicago Midlothian State Bank, Midlothian, Illinois, proposed merger with Heritage Bank Midlothian -- report on competitive factors. Submitted, May 24, 1994. Chicago National Bank of Monmouth, Monmouth, Illinois, proposed merger with Midwest Bank of Oquawka, Oquawka, Illinois -- report on competitive factors. Submitted, May 26, 1994. Dallas Pacific Southwest Bank, F.S.B., Corpus Christi, Texas, proposed sale of its Marshall, Texas, branch at 401 South Alamo Boulevard to Pittsburgh National Bank, Pittsburgh, Texas -- report on competitive factors. Submitted, May 23, 1994. Atlanta Peoples State Bank, New Port Richey, Florida, proposed acquisition of the Port Richey branch of Community First Bank, Jacksonville, Florida -report on competitive factors. Submitted, May 23, 1994. H.2 MAY 23, 1994 PAGE 11 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Chicago Standard Federal Bank, Troy, Michigan, proposed merger with Mackinac Federal Corporation, Detroit, Michigan -- report on competitive factors. Submitted, May 26, 1994. New York Summit Bancorporation, Chatham, New Jersey, proposed acquisition of Crestmont Financial Corporation, Edison, New Jersey, and thereby to indirectly acquire Crestmont Federal Savings and Loan Association, Chatham, New Jersey -- report on competitive factors. Submitted, May 24, 1994. New York Summit Bank, Summit, New Jersey, proposed merger with Crestmont Federal Savings and Loam Association, Edison Township, New Jersey -- report on competitive factors. Submitted, May 24, 1994. St. Louis United Postal Savings Association, St. Louis, Missouri, proposed merger with Mercantile Bank of St. Louis, National Association -- report on competitive factors. Submitted, May 23, 1994. Minneapolis Valley Bank LaCrosse, LaCrosse, Wisconsin, proposed purchase of the assets and assumption of the liabilities of the Spu t a branch of M&I Mid-State Bank, N.A., Stevens Point, Wisconsin -- report on competitive factors. Submitted, May 25, 1994. H.2 MAY 23, 1994 PAGE 12 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS New York Western Federal Savings Bank of Puerto Rico, Mayaguez, Puerto Rico, proposed purchase of six branches and assumption of certain liabilities of Banco Central Hispano-Puerto Rico, Hato Rey, Puerto Rico, at c omer of 65th Infantry and Toro Basora Street, Lajas; 65th Infantry Street, #64, Anasco; Corner Angel G. Martinez Street #38 and Felix Tio Street, Sabana Grande; corner Cruz and Manzanales Street, San German; Road #2, Olaza del Oeste Shopping Center, San German; and corner of Betances and Comercio Street, Yauco, Puerto Rico -- report on competitive factors. Submitted, May 24, 1994. EXTENSIONS OF TIME Dallas A.N.B. Holding Company, Ltd., Terrell, Texas -extension to September 2, 1994, to acquire American National Bank of Terrell. Granted, May 24, 1994. San Francisco Bancal Tri-State Corporation, San Francisco, California -- extension to divest certain property. Granted, May 27, 1994. Sam Francisco BankAmerica Corporation, San Francisco, California -extension to divest certain properties. Granted, May 27, 1994. San Francisco BankAmerica Corporation, San Francisco, California -extension to divest certain property. Granted, May 27, 1994. San Francisco BankAmerica Corporation, San Francisco, California extension to divest certain property. Granted, May 27, 1994. San Francisco CCB Bancorp, Inc., Santa Ana, California -- extension to divest certain property. Granted, May 27, 1994. H.2 MAY 23, 1994 PAGE 13 TO MAY 2 7 ,1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME Chicago Comerica Incorporated, Detroit, Michigan -- extension to August 8, 1994, to engage de novo in employee benefits consulting and training and placement services through ComeriComp, Incorporated, Detroit, Michigan. Granted, May 25, 1994. Richmond FB&T Financial Corporation, Fairfax, Virginia -extension to August 28, 1994, to acquire Fairfax Bank & Trust Company; and an extension within which Fairfax Bank & Trust may merge with FB&T Bank, an organizing bank. Granted, May 27, 1994. San Francisco First Interstate Bancorp, Los Angeles, California extension to divest certain property. Granted, May 27, 1994. Minneapolis First Manistique Corporation, Manistique, Michigan -extension to July 18, 1994, to engage in lending activities through a de novo subsidiary, First Rural Relending Company. Granted, May 25, 1994. Chicago Iowa National Bankshares Corp., Waterloo, Iowa -extension to August 27, 1994, to acquire MidAmerica F inane ial Corporat ion. Granted, May 27, 1994. Chicago Republic Bancorp Co., Orland Park, Illinois -extension to September 4, 1994, to acquire MAH Bancorp, Inc., Republic Bank of Chicago, Chicago, Illinois; MAH Financial, Inc., and First Cook Community Bank, FSB. Granted, May 24, 1994. San Francisco Tokai Bank, Limited, Nagoya, Japan -- extension to divest certain property. Granted, May 27, 1994. Francisco ;o San Francisc U.S. Bancorp, Portland, Oregon -- extension to divest certain property. Granted, May 27, 1994. H.2 MAY 23, 1994 PAGE 14 TO MAY 27, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME Chicago Whitewater Bancorp, Inc., Whitewater, Wisconsin -extension to August 27, 1994, to engage in lending and investment activities through CRA Development Corporation. Granted, May 26, 1994. Minneapolis First Community Bank, Glasgow, Montana - - t o become a member of the Federal Reserve System. Approved, May 27, 1994. Minneapolis Western Bank of Billings, Billings, Montana -- to become a member of the Federal Reserve System. Approved, May 23, 1994. MEMBERSHIP H.2 MAY 23, 1994 PAGE 15 TO MAY 27 , ADDITIONS AND CORRECTIONS 1994 ACTIONS TAKEN BY THE BOARD OF GOVERNORS REGULATIONS AND POLICIES Regulation H -- publication of proposed rule to permit state member banks to make certain public welfare investments (R-0838). Approved, May 16, 1994. ADDITIONS AND CORRECTIONS ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHES. DOMESTIC New York Chemical Bank, New York, New York - - t o establish a branch at the Waldorf-Astoria, 301 Park Avenue, New York, New York. Approved, May 21, 1994. BANK HOLDING COMPANIES Chicago Firstbank of Illinois Co., Springfield, Illinois -to engage de novo in trust company activities through FFG trust Inc. Returned, May 17, 1994. COMPETITIVE FACTORS REPORTS Kansas City UMB National Bank of America, Salina, Kansas, proposed merger with UMB First Bank & Trust, Concordia, Kansas -- report on competitive factors. Submitted, May 20, 1994. FEDERAL RESERVE BANK OF BOSTON A P P L IC A T IO N S SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Application Period Ending Date Comment Family Bancorp, Haverhill, Massachusetts - 5(d)(3) application to acquire certain assets and assume certain liabilities of the Andover branch of First Federal Savings Bank of Boston, Boston, Massachusetts* Newspaper Fleet Bank-NH, Nashua, New Established Hampshire - Section 9 application to establish a mobile off-premises electronic facility to be operated throughout the state of New Hampshire* Newspaper 05-15-94 Not Yet SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application Period Ending Date Comment NONE SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Application Period Ending Date Comment NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Institution Examination Date Rating** NONE *Subject to CRA. **Rating Definitions: "0" - Outstanding; "S" - Satisfactory; - Needs to Improve; "SN" - Substantial Noncompliance. Federal Reserve Bank of New York Comment Period Ending Date SECTION I Applications Subject to Newspaper ___________ Notice Only___________ None. SECTION II Applications Subject to Both Newspaper and Federal Register Notice Waterhouse Investor Services, Inc., New York, New York, ("WIS") to become a bank holding company by acquiring 100 percent of the shares of Waterhouse National Bank, White Plains, New York, a de novo bank; WIS also proposes to acquire Waterhouse Investor Services, Inc., and Waterhouse Discount Brokerage Corp., both of New York, and thereby engage in providing securities brokerage services restricted to buying and selling securities solely as agent for the account of the customers.1/ 6/6/94 2/ Village Bancorp, Inc., Ridgefield, Connecticut, to acquire 100 percent of the shares of Liberty National Bank, Danbury, Connecticut.1/ 6/21/94 3/ SECTION III Nonbanking Applications (Subject to Federal Register Notice Only) Creditanstalt-Bankverein, Vienna, Austria, through its wholly-owned subsidiary, Creditanstalt-International Advisers Group Inc., to acquire a 24.5 percent limited partnership interest in Gulfstream Global Investors, Ltd., Dallas, Texas, a partnership between Tull, Dowd, Marsh,. & Tritsch, Inc., Dallas, Texas, the 51 percent general partner, and The Sail Company, currently the 49 percent limited partner, and thereby to engage in investment advisory activities. 6/13/94 J.P. Morgan Sc Co., Incorporated, New York, New York through its subsidiary, J.P. Morgan Community Development Corporation, to acquire an 18.0 percent equity interest in New York Equity Fund 1993 Limited Partnership and thereby engage in community development activities. 6/13/94 The Summit Bancorporation, Chatham, New Jersey ("Bancorporation") to acquire 100 percent of the voting shares of Crestmore Financial Corp., Edison, New Jersey ("Crestmore Financial"), a financial savings and loan holding company with respect to Crestmore Federal Saving and Loan Association which will merge with Bancorporation's bank subsidiary, Summit Bank and under certain circumstances to exercise a stock option to purchase up to 19.9 percent of the outstanding shares of Crestmore Financial. 6/27/94 SECTION III Nonbanking Applications (Subject to Federal Register Notice Only), con't . The Bank of Montreal, Montreal, Canada; The Bank of Nova Scotia, Toronto, Canada; Barclays PLC, London, United Kingdom; Barclays Bank PLC, London, United Kingdom; CS Holding, Zurich, Switzerland; Deutsche Bank AG, Frankfurt, Germany; The Fuji Bank, Limited, Tokyo, Japan; HSBC Holdings, PLC, London, United Kingdom; HSBC Holdings B.V., Amsterdam, Netherlands; Marine Midland Banks, Inc., Buffalo, New York; The Long-Term Credit Bank of Japan, Limited, Tokyo, Japan; The Nippon Credit Bank, Ltd., Tokyo, Japan; and The Sanwa Bank Limited, Osaka, Japan; to acquire Government Pricing Information System, Inc., New York, New York, a joint venture, and thereby engage in data processing services. 6/27/94 SECTION IV Applications Not Involving ______ Public Comment______ None . SECTION V Availability of CRA Public Evaluations In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following group: Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate- income neighbor hoods, in a manner consistent with its resources and capabilities. Week Ending May 28. 1994 NAME OF BANK RATING EXAMINATION DATE None. Hi CN| n | / / / 4/ Subject to provisions of Community Reinvestment Act. Later of dates specified in newspaper and Federal Register notices. Date specified in newspaper notice; a later date may be specified in the Federal Register notice. Date specified in Federal Register notice; a later date may be specified in the newspaper notice. N/A - Not Available F E D E R A L R E S E R V E BAN K O F P H I L A D E L P H I A SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY rftMmftnf Period Ending Pate Keystone Financial. Inc., Harrisburg, PA, requests approval to acquire, through its bank subsidiary Northern Central Bank, two branch offices of Citizens Savings Association of Clarks Summit, Clarks Summit, PA, pursuant to Section 5(d)(3) of the FDI Act, (the Oakar Amendment.) Newspaper c.p. expires: 6/28/94 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE None. SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE None. 1/ Subject to provisions of Community Reinvestment Act. * N/A - not yet available. Federal R eserve B ank of C leveland P. O. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending May 28, 1994) SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Received OAKAR application from KeyCorp, Cleveland, Ohio, on May 27, 1994, to acquire State Home Savings Bank, FSB, Bowling Green, Ohio, and merge it into Society National Bank, Cleveland, Ohio. *N ot Yet Known # SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received Section 3 (a )(5 ) application from First Commonwealth Financial Corporation, Indiana, Pennsylvania, on May 27, 1994, to acquire United National Bancorporation, Chambersburg, Pennsylvania. *N ot Yet Known # Received Section 3 (a )(3 ) and 3 (a )(5 ) applications from Mellon Bank Corporation, Pittsburgh, Pennsylvania, on May 26, 1994, to acquire Glendale Bancorporation, Voorhees Township, New Jersey. * Not Yet Known # SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4 (c )(8 ) application from First Commonwealth Financial Corporation, Indiana, Pennsylvania, on May 27, 1994, to acquire Unitas Mortgage Corporation, Carlisle, Pennsylvania. Received Section 4 (c )(8 ) application from Provident Bancorp, Inc., Cincinnati, Ohio, on May 23, 1994, of its intent to acquire a 50 percent partnership interest in West Shell Mortgage Company, Cincinnati, Ohio. * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to end approximately 30 days from date o f application's receipt # # - Expected to end approximatley 18 days from date o f application's receipt * Not Yet Known # Not Yet Known # Federal R eserve Bank of C leveland P. O. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending May 28, 1994) SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4 (c )(8 ) application from KeyCorp, Cleveland, Ohio, on May 27, 1994, to acquire State Home Savings Bank, FSB, Bowling Green, Ohio, and merge it into Society National Bank, Cleveland, Ohio. * Not Yet Known # Received Section 4 (c )(8 ) notice from Banc One Corporation, Columbus, Ohio, on May 25, 1994, o f its intent to engage in collection agency activities pursuant to Section 2 2 5 .2 5 (b )(2 3 ) of Regulation Y through its subsidiary, System One. Not Yet Known # SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE None * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to end approximately 30 days from date o f application's receipt # # - Expected to end approximatley 18 days from date o f application's receipt AVAILABILITY OF CRA PUBLIC EVALUATIONS (May 27, 1994) 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 27, 1994. If you are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly. There are four descriptive ratings for CRA: OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IM PROVE: a bank in this group needs to improve its overall record of ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NON COM PLIANCE: a bank in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NONE Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Commerce Bank Corporation, College Park, Maryland, to establish a branch at 4451-C Parliament Place, Lanham, Maryland.* 6-17-94 The Farmers 6c Merchants Bank of Craig County, New Castle, Virginia, to establish a drive-in facility on the northwest corner of Walnut Street and Court Street, New Castle, Virginia.* 6-20-94 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Potomac Bancshares, Inc., Charles Town, West Virginia, to become a bank holding company through the acquisition of 100% of the voting shares of Bank of Charles Town, Charles Town, West Virginia.* 6-20-94 Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date Carolina First Corporation, Greenville, South Carolina, to make an investment in an affordable housing project for elderly persons. Not yet available. Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice None. *Application is subject to CRA requirements. Federal Reserve Bank of Richmond Availability of CRA Public Evaluations Week ending May 27, 1994 Definition of Ratings Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Examination Date____ Virginia Heartland Bank 4700 Harrison Road Fredericksburg, Virginia Bank of Lancaster 100 Main Street Kilmarnock, Virginia 22404 22482 Rating 3-14-94 Satisfactory 3-14-94 Satisfactory Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 27, 1994 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Sun Bank of Ocala Ocala, Florida To merge with Sun Bank of Gainesville, Gainesville, Florida, pursuant to Section 18(c) of the Federal Deposit Insurance Act. 06-28-94* Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Not yet available* Alabama Bancorp Birmingham, Alabama After-the-fact change in control notice by Elton B. Stephens Charitable Lead Annuity Trust, to retain 36.6 percent of the outstanding shares of Alabama Bancorp, Birmingham, Alabama. Not yet available* Regions Financial Corporation (formerly First Alabama Bancshares, Inc.) Birmingham, Alabama To merge with First Community Bancshares, Inc., Rome, Georgia, and thereby directly acquire First Rome Bank, pursuant to Section 3 ( a ) (5) of the Bank Holding Company Act. Regions Financial Corporation (formerly First Alabama Bancshares, Inc.) Birmingham, Alabama To merge with BNR Bancshares, Inc., New Roads, Louisiana, and thereby directly acquire Bank of New Roads, New Roads, Louisiana, pursuant to Section 3 ( a ) (5) of the Bank Holding Company Act. Not yet available* The Bank Holding Company Griffin, Georgia To acquire First Community Bank of Henry County, McDonough, Georgia, pursuant to Section 3 ( a ) (3) of the Bank Holding Company Ac t ._________________________________ Not yet available* *Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 27. 1994 Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Synovus Financial C o r p . Columbus, Georgia Along with its top-tier bank holding company, TB&C Bancshares, Inc., Columbus, Georgia, and its wholly-owned bank holding company subsidiary, Synovus Financial Corp. of Alabama, Jasper, Alabama, to merge with State Bancshares, Inc., Enterprise, Alabama, and thereby directly acquire Coffee County Bank, Enterprise, Alabama, pursuant to Section 3 ( a ) (5) of the Bank Holding Company Act. Not yet available* First Bankshares, Inc. East Point, Georgia 1-BHC formation, First Bank of Georgia, East Point, Georgia. Not yet available* CM Bank Holding Company Lake Charles, Louisiana 1-BHC formation, The Calcasieu Marine National Bank of Lake Charles, Lake Charles, Louisiana. Trustmark Corporation Jackson, Mississippi To merge with First National Financial Corporation, Vicksburg, Mississippi, and thereby directly acquire First National Bank of Vicksburg, Vicksburg, Mississippi, pursuant to Section 3(a)(5) of the Bank Holding Company Act. 06-16-94* Federal Register Not yet available* Washington/Wilkes Holding Company Not yet available* Washington, Georgia To acquire The Peoples Bank, Crawfordville, Georgia, pursuant to Section 3(a)(3) of the Bank Holding Company Act. *Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 27, 1994 Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date None. Section 4 - Applications N ot Subject to Federal Register Notice or Newspaper Notice Application Premier Bancorp, Inc. Baton Rouge, Louisiana Request for waiver of the application requirement under Section 3 ( a ) (3) of the Bank Holding Company Act for the acquisition of Red River Valley Bank, Bossier City, Louisiana. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 27. 1994 Section 10 - Availability of CRA Public Evaluations The CRA public evaluations of the insured depository institutions listed below became available during this week. Information about an institution's CRA evaluation may be obtained directly from the institution. In connection with the assessment of an institution's CRA performance, a rating is assigned from the following groups: 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. Examination Bank None. Rating Date Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Comment Period" Ending Date Type Application Oakar Chemical Bank and Trust Company Freeland, Michigan Freeland, Michigan Office of Standard Federal Bank Troy, Mi chigan N - 6-03-94 Oakar Farmers State Bank of Breckenridge Breckenridge, Michigan Hemlock, Michigan Branch of Standard Federal Bank Troy, Michigan N - ** Oakar M&I Mid-State Bank, N.A. Stevens Point, Wisconsin Valley Bank Western, F.S.B. Sparta, Wisconsin N - ** EFT Comerica Bank Detroit, Michigan •7th precinct of the Detroit Police Dept. 330 Mack Avenue Avenue Detroit, Michigan N - 5-31-94 Member North Shore Community Bank & Trust Company Wilmette, Illinois (in organization) to become a member of the Federal Reserve System N - 6-17-94 Branch New Asia Bank Chicago, Illinois 8301 Cass Avenue Darien, Illinois N - 6-13-94 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Dare Type Application Y-2 Amcore Financial Inc. Rockford, Illinois First State Bancorp of Princeton, Illinois, Inc. Princeton, Illinois First Bank of Gridley Gridley, Illinois First State Bank of Princeton Princeton, Illinois First Bank of Ashton-Rochelle Ashton, Illinois* FR - 5-27-94 N - 5-14-94 CoC-HC Community Illinois Corporation Rock Falls, Illinois Louis F. Pignatelli FR - 5-25-94 N - ★* Y-2 Baylake Corp. Sturgeon Bay, Wisconsin Kewaunee County Banc-shares, •Kewaunee, Wisconsin State Bank of Kewaunee Kewaunee, Wisconsin* FR - 5N - 6- 31-94 15-94 Inc. Y-l Madison Bancorp, Inc. Madison Heights, Michigan Madison National Bank Madison Heights, Michigan* FR - 5-27-94 N - 5-20-94 Y-l Northwest Indiana Bancorp Munster, Indiana Peoples Bank, SB Munster, Indiana* FR - 5-27-94 N - 3-07-94 Y-2 Town Financial Corporation Hartford City, Indiana Pacesetter Bank of Hartford City Hartford City, Indiana Pacesetter Bank of Montpelier Montpelier, Indiana* FR - 5-31-94 N - 5-18-94 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period; Ending Date Type Application Y-2 Comerica Incorporated Detroit, Michigan Lockwood Banc Group, I n c . Houston, Texas Lockwood National Bank Houston, Texas* FR - 5-31-94 N - 6-06-94 Y-2 Comerica Texas Incorporated Dallas, Texas Lockwood Banc Group, Inc. Houston, Texas Lockwood National Bank Houston, Texas* FR - 5-31-94 N - 6-06-94 Y-2 Firstar Corporation Milwaukee, Wisconsin First Southeast Banking Corp. Lake Geneva, Wisconsin First Bank Southeast, N.A. 'Milwaukee, Wisconsin First Bank Southeast of Lake Geneva, N.A. Lake Geneva, Wisconsin* Y-2 Republic Bancorp, Inc. Ann Arbor, Michigan Horizon Savings Bank Beachwood, Ohio* FR - 6-13-94 N - ** CoC Mid America Banks, Collins, Iowa Gary Hested Michael R. Rude J .C . Van Ginkel FR - 6-09-94 N - 5-18-94 Y-2 Firstar Corporation of Wisconsin Milwaukee, Wisconsin First Southeast Banking Corp. Lake Geneva, Wisconsin First Bank Southeast, N.A. Milwaukee, Wisconsin First Bank Southeast of Lake Geneva, N.A. Lake Geneva, Wisconsin* Inc. FR - 5-31-94 N - ** FR N 5-31-94 : ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Dare Type Application Y-2 Horizon Bancorp Employees Stock Ownership Plan Michigan City, Indiana Horizon Bancorp Michigan City, Indiana First Citizens Bank N.A. Michigan City, Indiana FR - ** NP - 6-15-94 Y-l AJJ Bancorp, Inc. Elkader, Iowa Central State Bank Elkader, Iowa FR - 6-17-94 NP - ** Y-l First National Bancorp Farragut, Iowa First National Bank of Farragut Farragut, Iowa FR - 6-24-94 NP - ** Y-l Wintrust Investments, Inc. Lake Forest, Illinois North Shore Community Bank & Trust Company (in organization) Wilmette, Illinois FR - ** NP - 6-17-94 Y-l Grant Park Bancshares, Inc. Alton, Illinois First National Bank of Grant Park Grant Park, Illinois Federal Reserve Bank of Chicago FR - 6-20-94 NP - ** Y-l Bellevue State Bank Employee Stock Ownership Plan Bellevue, Iowa Bellvue Service Company Bellvue, Iowa Bellevue State .Bank Bellvue, Iowa FR - 6-20-94 NP - ** Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date? iy.ee Application Y-2 FR Bank of Montreal NP Montreal, Canada Suburban Bancorp, Inc. Palatine, Illinois Marengo State Bank Marengo, Illinois Suburban Bank of Hoffman-Schaumburg Schaumburg, Illinois Suburban Bank of Oakbrook Terrace Oakbrook Terrace, Illinois Suburban Bank of Barrington Barrington, Illinois Suburban Bank of Cary-Grove Cary, Illinois Suburban Bank of Rolling Meadows Rolling Meadows, Illinois Suburban Bank of Westbrook Westchester, Illinois Suburban National Bank Aurora, Illinois Suburban National Bank of Elk Grove Village ‘Elk Grove Village, Illinois Suburban National Bank of Palatine Palatine, Illinois State Bank of Woodstock Woodstock, Illinois State Bank of Huntley Huntley, Illinois Huntley Acquisition Corp. Huntley, Illinois Woodstock Acquisition Corp. Woodstock, Illinois Suburban Bank of Bartlett Bartlett, Illinois 6-17-94 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date Type Application Y-2 Bankmont Financial Corp. FR - 6-17-94 New York, New York NP - ** Harris Bankmont, Inc. Chicago, Illinois Suburban Bancorp, In c . Palatine, Illinois Suburban Bank of Hoffman-Schaumburg Schaumburg, Illinois Suburban Bank Oakbrook Terrace Oakbrook Terrace, Illinois Suburban Bank of Barrington Barrington, Illinois Suburban Bank of Bartlett Bartlett, Illinois Suburban Bank of Cary-Grove Cary, Illinois Suburban Bank of Rolling Meadows Rolling Meadows, Illinois Suburban Bank of Westbrook 'Westchester, Illinois Suburban National Bank Aurora, Illinois Suburban National Bank of Elk Grove Village Elk Grove Village, Illinois Suburban National Bank of Palatine Palatine, Illinois State Bank of Woodstock Woodstock, Illinois State Bank of Huntley Huntley, Illinois Huntley Acquisition Corp. Huntley, Illinois Woodstock Acquisition Corp. Woodstock, Illinois Marengo State Bank Marengo, Illinois Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Dat-p Type Application Y-l Harris Bankmont, Inc. FR - 6-17-94 Chicago, Illinois NP - ** Suburban Bancorp, Inc. Palatine, Illinois Suburban National Bank Aurora, Illinois Suburban National Bank of Elk Grove Village Elk Grove Village, Illinois Suburban National Bank of Palatine Palatine, Illinois State Bank of Woodstock Woodstock, Illinois State Bank of Huntley Huntley, Illinois Huntley Acquisition Corp. Huntley, Illinois Woodstock Acquisition Corp. Woodstock, Illinois Marengo State Bank •Marengo, Illinois Suburban Bank of Hoffman-Schaumburg Schaumburg, Illinois Suburban Bank of Oakbrook Terrace Oakbrook Terrace, Illinois Suburban Bank of Barrington Barrington, Illinois Suburban Bank of Cary-Grove Cary, Illinois Suburban Bank of Rolling Meadows Rolling Meadows, Illinois Suburban Bank of Westbrook Westchester, Illinois Suburban Bank of Bartlett Bartlett, Illinois Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only (Continued) Comment Period Ending Date Type Application Y-4 First Midwest Corporation of Delaware Elmwood Park, Illinois Midwest One Mortgage Services, Inc. Melrose Park, Illinois FR - 6-6-94 4 (C) (8) Horizon Bancorp Michigan City, Indiana Engage in lending activities FR - ** 4 (c) (8) Garrett Bancshares LTD. Bloomfield, Iowa Engage in the making of a loan to a principal of North Side of the Square, FR - 5-31-94 Inc. 4 (c) (8) Heartland Financial USA, Inc. Dubuque, Iowa KFS Services, Inc. Keokuk, Iowa - engage in acting as principal, agent or broker for insurance FR - 6-02-94 4(c) (8) First of America Bank Corporation Kalamazoo, Michigan First of America Securities, Inc. Kalamazoo, Michigan - providing full service brokerage; fin. advice & underwriting & dealing in securities FR - 6-6-94 4 (c) (8) Firstbank of Illinois Co. Springfield, Illinois FFG Trust, Inc. Springfield, Illinois - engage in trust company activities FR - 6-13-94 Y-4 Bellevue State of Employee Stock Ownership Plan Bellevue, Iowa Bellevue Insurance Agency Bellevue, Iowa - to engage in insurance activities FR - 6-20-94 4(C) (8) Peotone Bancorp, Inc. Peotone, Illinois To engage in data processing services FR - ** 4 (c)(8) Southwest Bancorp, Inc. Worth, Illinois To engage in data processing services FR ** Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Type Application 4(c) (8) ABN AMRO Bank N.V. Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - ** 4 (c) (8) ABN AMRO Holding N.V. Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - ** 4(c) (8) Stichting Administratiekantoor ABN AMRO Holding Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - ** 4 (c) (8) Stichting Prioriteit ABN AMRO Holding Amsterdam, The Netherlands Engage in leasing activities thru Lease Plan (USA), Inc. FR - ** Federal Reserve Bank of Chicago Section IV - Applications Not Subject to Federal Register or Newspaper Notice Application Ty-pe RoS First Security Banshares, Inc. Lake Park, Iowa Redeem treasury stock from Joann Kuehl RoS First Forest Park Corporation Forest Park, Illinois Redeem up to 1,634 shares of its outstanding common stock N FR * ** - Newspaper Federal Register Subject to Provisions of Community Reinvestment Act Not available at this time AVAILABILITY OF CRA PUBLIC EVALUATIONS The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending May 27, 1994. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. Identification of Ratings O-An institution in this group in,ascertaining and helping to community, including low- and consistent with its resources has an outstanding record of, and is a leader meet the credit needs of its entire delineated moderate- income neighborhoods, in a manner 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, includin low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NI-An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SN-An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANK NAME/LOCATION EXAMINATION DATE RATINGS -Isabella Bank & Trust 200 East Broadway, Box 100 Mount Pleasant, Michigan 48804 517-772-9471 2/14/94 S -Iowa State Bank P.0. Box 814 Hull, Iowa 51239 712-439-1025 2/14/94 S -First Bank of Berne 102 Main Street, Box 369 Berne, Indiana 46711 219-589-2151 2/21/94 S -Camp Grove State Bank One Main Street Camp Grove, Illinois 309-493-5311 2/28/94 S 61412 Federal Reserve Bank of St. Louis FOR THE WEEK ENDING MAY 27, 1994 Application SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE End of Comment Period * Section 5(d)(3) application by First National Security Company, DeQueen, Arkansas, to acquire the Ashdown, Arkansas branch of United Federal Savings Bank, Springdale, Arkansas. Application Newspaper: 6-30-94 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE End of Comment Period * Section 3(a)(5) application by Arvest Bank Group, Inc., Bentonville, Arkansas, to merge with First Bancshares, Inc., Bartlesville, Oklahoma. Newspaper: 6-24-94 Change in Control notification involving Carlson Bancshares, Inc., West Memphis, Arkansas, by Ralph C. Carlson. Not yet available Change in Control notification involving Capital Bancorporation, Inc., Cape Girardeau, Missouri, by William Lauber and Douglas Hommert (as trustees of five trusts collectively); also separately by Capital Trust (previously reported during week ending 5-13-94). F.R.: 6-14-94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period Section 4(c)(8) notification by Trans Financial Bancorp, Inc., Bowling Green, Kentucky, to engage, de novo. in full service securities brokerage activities thru its subsidiary, Trans Financial Investment Services, Inc., Nashville, Tennessee. Not yet available SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application End of Comment Period None.* * This application is subject to CRA. FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification o f Ratings: Outstanding record o f meeting community credit needs A n institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs A n institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record o f meeting community credit needs An institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. FOR THE WEEK ENDING Name of Bank None May 27, 1994 Bank Address Examination Date Examination Rating FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application NONE. Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Norwest Financial Special Services, Inc., Des Moines, IA, To acquire 100% of the voting shares of Norwest Financial, Inc. Des Moines, IA, and thereby indirectly acquire Dial Bank, Sioux Falls, SD* Not yet available Bremer Financial Corporation, St. Paul, MN To acquire 100% of the voting shares of Dunn County Bankshares, Inc., Menomonie, WI* Not yet available Menomonie Acquisition Corporation Amery, WI To acquire 97.53% of the voting shares of First American Bank Wisconsin, Amery, WI* Not yet available Dunn County Bankshares, Inc., Menomonie, WI To acquire 100% of the voting shares of Menomonie Acquisition Corporation, Amery, WI* Not yet available Otto Bremer Foundation St. Paul, MN To acquire 100% of the voting shares of Dunn County Bankshares, Inc., Menomonie, WI* Not yet available Dirk Gasterland, Jan Gasterland Hans Gasterland and Gretchen Gilbertson To each acquire 21.84% of the voting shares of Coulee Bancshares, Inc., LaCrosse, WI* June 1, 1994 (Federal Register) Section II - Applications Subject to Both Newspaper and Federal Register Notice Application (Continued) Sturzl Revocable Trust and Peggy Sturzl, as Trustee Laona, WI Sturzl Revocable Trust acquired 200 shares (28%) of Northern Wisconsin Bank Holding Company's stock as a transfer from Eddie Sturzl* Comment Period Ending Date Not yet available FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Onlv Application Comment Period Endine Date Norwest Corporation Minneapolis, MN To acquire the mortgage origination and servicing business of American National Bank, Silver City, NM June 20, 1994 Bremer Financial Corporation St. Paul, MN To extend credit for the purpose of financing payment of insurance premiums through the acquisition of Premium Finance Corporation, Menomonie, WI Not yet available Otto Bremer Foundation St. Paul, MN To extend credit for the purpose of financing payment of insurance premiums through the acquisition of Premium Finance Corporation, Menomonie, WI Not yet available FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Onlv Application (Continued) Comment Period Ending Date Norwest Financial Special Services, Inc. Des Moines, IA To engage in Consumer Finance; underwriting, as principal, and the sale, on an agency basis, of credit life, accident and health (disability) and involuntary unemployment insurance in connection with extensions of credit of Norwest and its subsidiaries; sale, on an agency basis, of property and credit related casualty insurance; sale, on an agency basis, of insurance products including, but not limited to, title insurance; insurance premium finance; credit cards; data processing services; accounts receivable financing (factoring); lease financing; commercial lending; operation of a collec tion agency; and fiduciary activities through the acquisition of Norwest Financial, Inc. Des Moines, IA, and Dial National Bank, Des Moines, IA* Not yet available NqrwesC Corporation Minneapolis, MN To acquire the Mortgage Origination Business of LaPorte Bank and Trust Company LaPorte, IN* Not yet available Norwest Corporation Minneapolis, MN To acquire the assets of First Insurance Agency of Detroit Lakes, Inc. Detroit Lakes, MN* Not yet available *Subject to CRA FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application NONE. FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending May 27, 1994 ASSIGNMENT OF RATING Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANK(S) EXAMINED NONE. DATE OF EXAMINATION CRA RATING Federal Reserve Bank of Kansas City SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE First Security Bank, Newcastle, Wyoming, for prior approval to pay a dividend of $150,000. Not Available Havelock Bank, Lincoln, Nebraska, for prior approval for membership in the Federal Reserve System. Not Available SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION Ellen L. Munter, Coleridge, Nebraska, for prior approval to increase her proportionate ownership interest in Gray Bancorp, Coleridge, Nebraska, from 50.86 percent to 67.90 percent.* COMMENT PERIOD ENDING DATE Not Available SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. SECTION V - AVAILABILITY OF 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 moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Federal Reserve Bank of Kansas City Satisfactory record of meeting community credit needs An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Exam Date None. ♦Application is subject to CRA. CRA Public Date CRA Rating FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF MAY 23, 1994 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ♦Section 3(a)(3) application by GNB Bancshares, Inc., Gainesville, TX, to acquire Lake Cities Financial Corporation, Lake Dallas, TX, and Lake Cities State Bank, Lake Cities, TX (Previously reported during the week of 5-9-94) ♦Section 3(a)(5) application by Guaranty National Bancshares, Inc., Wilmington, DE, to acquire Lake Cities Financial Corporation, Lake Dallas, TX (Previously reported during the week of 5-9-94) ♦Section 3(a)(1) application by Riverway Holdings, Inc., Houston, TX, to acquire Riverway Holdings of Delaware, Inc., Wilmington, DE, and Riverway Bank, Houston, TX (Previously reported during the week of 5-9-94) ♦Section 3(a)(1) application by Riverway Holdings of Delaware, Inc., Wilmington, DE, to acquire Riverway Bank, Houston, TX (Previously reported during the week of 5-9-94) Change in Control Notice by Howard Earl Rachofsky, Dallas, TX, to acquire an interest in ROSB Bancorp, Inc., Red Oak, TX ** NOTICE EXP 94/06/10 94/06/10 94/06/13 94/06/13 N/A SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION Section 4(c)(8) de novo notification by Riverway Holdings, Inc., Houston, TX, to acquire Riverway Financial Services, Inc., Houston, TX (engage in providing investment advice) (Previously reported during the week of 5-9-94) Section 4(c)(8) de novo notification by Riverway Holdings of Delaware, Inc., Wilmington, DE, to acquire Riverway Financial Services, Inc., Houston, TX (engage in providing investment advice) (Previously reported during the week of 5-9-94) NOTICE EXP 94/06/10 94/06/10 SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION ♦Section 9 application received from American Bank, L.B.A., Corpus Christi, TX, to become a member of the Federal Reserve System (Bank is currently American National Bank) (Resubmission) * SUBJECT TO CRA. ** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY. N/A - NOT AVAILABLE AT THIS TIME. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS FOR THE WEEK OF HAY 23. 1994 Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to Improve record of meeting community credit needs. An institution in this group need to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial Noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank None. Date of Examination CRA Rating FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 5/27/94 Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date None Section II - Applications Subject to Both Newspaper and Federal Register Notice Vancouver Bancorp, Vancouver, Washington, to become a bank holding company by acquiring Bank of Vancouver, Vancouver, Washington. * Newspaper: 6/24/94 Fed. Reg.: Not available Section III - Applications Subject to Federal Register Notice Only Grupo Financiero Serfin, S.A., Mexico City, Fed. Reg.: Mexico, to establish Serfin Funds Transfer, Inc., Los Angeles, California, and engage in receiving/ transmitting of money, buying/selling foreign currency, cashing US$ payroll checks, cash advances on credit cards, issuing/selling US$ and foreign currency denom inated money orders and similar payment investments. Not yet published BWC Financial Corp., Walnut Creek, California, to form and acquire BWC Real Estate, Inc., Walnut Creek, California, which will in turn own 51 percent of BWC Mortgage Services, a joint venture. 6/24/94 Fed. Rea.: Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice None * Subject to CRA. FEDERAL RESERVE BANK OF SAN FRANCISCO (cont'd.) Week Ending 5/27/94 Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during the week ending May 27, 1994. Information about a particular institution's CRA evaluation may be obtained directly from the institution. Institution Location Examination Date First American Bank 8941 E. Valley Blvd. 2/07/94 Rosemead, CA 91770-1831 (818) 287-6100 Rating* Needs to Improve ♦Under the rating system an institution's CRA performance is assigned one of the following four ratings: Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and meeting the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resources and capabilities.