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r £S£AFCH L!BftARY forZO 3 AfctSfloM av to* H*2/ 1 9 9 6 < n o . 18 of the Board, its ANNOUNCEMENT BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM Staff, and * * . iV :.the Federal Reserve Banks; QF C . !..Applications and Reports Received During the Week Ending May 4, 1996 TESTIMONY AND STATEMENTS Supervision and regulation of the U.S. banking system -- statement by Governor Kelley before the House Committee on Banking and Financial Services, April 30, 1996. Published, April 30, 1996. Small business financing and the role of banks in providing credit to small firms -- statement by Governor Yellen before House Committee on Small Business. Published, May 1, 1996. BANK HOLDING COMPANIES BNCCORP, Inc., Bismarck, North Dakota -- to form 3NC Financial Corporation, St. Cloud, Minnesota, and engage de novo in management consulting and commercial finance activities. Permitted, May 1, 1996. National Bancshares Corporation of Texas, Laredo, Texas - - t o acquire Corpus Christi Bancshares, Inc., Corpus Christi, Texas, and Citizens State Bank. Approved, April 29, 1996. Norwest Corporation, Minneapolis, Minnesota - - t o acquire AmeriGroup, Incorporated, Minnetonka; and the brokerage business of ArneriBank, Bloomington, Minnesota, and to engage in full-service brokerage activities. Approved, April 29, 1996. BANK MERGERS Morgan Guaranty Trust Company of New York, New York, New York -- to merge with J.P. Morgan Delaware, Wilmington, Delaware, and to establish branches at Morgan Delaware’s existing branch locations. Approved, April 29, 1996. Signet Bank, Richmond, Virginia - - t o merge with Signet Bank, N.A., Falls Church, Virginia, and to establish branches. Approved, April 29, 1996. H.2 APRIL 29, 1996 PAGE 2 TO MAY 3, 1996 ACTIONS TAKEN BY THE BOARD OF GOVERNORS ENFORCEMENT Banco Boliviano Americano, S.A., La Paz, Bolivia, and its Miami Agency -- execution of a written agreement dated April 23, 1996, with the Federal Reserve Bank of Atlanta, and the State of Florida Department of Banking and Finance. Announced, April 29, 1996. INTERNATIONAL OPERATIONS First National Bank of Chicago, Chicago, Illinois -to establish a branch in Singapore. Permitted, April 29, 1996. ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and Community Affairs; FQMC - 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 Hampton Roads, Chesapeake, Virginia - - t o establish a branch at 1400 Kempsville Road, Suite 102. Approved, April 30, 1996. Philadelphia First Executive Bank, Philadelphia, Pennsylvania -to establish a branch at 4190 City Line Avenue. Approved, May 3, 1996. San Francisco First Utah Bank, Salt Lake City, Utah - - t o establish a branch at 11496 South State. Approved, May 3, 1996. Richmond George Mason 3ank, Fairfax, Virginia -- to establish a branch at 531-A East Market Street, Leesburg, V irginia. Approved, May 3, 1996. H.2 APRIL 2.9, 1996 PAGE 3 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHESJ DOMESTIC New York Marine Midland Bank, Buffalo, New York -- to establish a drive-thru branch at 1122A Maple Ridge Road, Medina, New York. Approved, May 1, 1996. BANK HOLDING COMPANIES Chicago Associated Banc-Corp, Green Bay, Wisconsin, and Associated Banc-Shares, Inc., Madison -- to acquire F&M Bankshares of Reedsburg, Inc , Reedsburg, Wisconsin, and Farmers & Merchants Bank. Approved, May 3, 1996. Richmond Bailey Financial Corporation, Clinton, South Carolina -- to acquire Rock Hill Bank St Trust, Rock Hill, South Carolina. Approved, April 30, 1996. Dallas Citadel Delaware Financial Corporation, Dover, Delaware -- request for waiver of application to acquire First National Bank of Burleson, Burleson, Texas. Granted, May 3, 1996. Director, BS&R Community Bancshares, Inc., Blountsville, Alabama -transfer agent registration. Approved, April 29, 1996. Boston Connecticut Bankshares, MHC, Manchester, Connecticut -- to acquire The Savings Bank of Manchester. Approved, April 29, 1996. Philadelphia ExecuFirst Bancorp, Inc., Philadelphia, Pennsylvania, proposed merger with Republic Bancorporation, Inc. Approved, May 3, 1996. H.2 APRIL 2 9 j 1996 PAGE A TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES St. Louis Farmers Bancshares, Inc.,, Hardinsburg, Kentucky -notification of intent to engage de novo in creditrelated insurance through Farmers Bancshares Finance Corp., Inc. Permitted, May 1, 1996. Kansas City Federated Bancshares, Inc., Kansas City, Kansas -- to acquire 8.72 percent of First Bank of Kansas City. Withdrawn, May 1, 1996. Chicago Figge Bancshares, Inc., Davenport, Iowa -- to acquire Ossian State Bank, Ossian, Iowa, and Iowa State Bank, Calmar, Iowa. Approved, April 30, 1996. Atlanta First Commerce Banks of Florida, Inc , Winter Haven, Florida -- to acquire First Mercantile National Bank, Longwood, Florida. Approved, May 3, 1996. St. Louis First Commercial Corporation, Little Rock, Arkansas, and State First Financial Corporation, Texarkana, Arkansas -- to acquire Cedar Creek Bancshares, Inc., Seven Points, Texas, and Cedar Creek Bank. Approved, April 29, 1996. Chicago Horizon Bancorp, Michigan City, Indiana -notification of intent to engage de novo in lending activities. Returned, April 30, 1996. Atlanta Independent Bankshares Corporation, Gallatin, Tennessee -- to acquire Rutherford Bank and Trust, Murfreesboro, Tennessee. Approved, May 2, 1996. New York Industrial Bank of Japan Limited, Tokyo, Japan - - t o acquire through Aubrey G. Lanston 3 t Co., Inc., New York, New York, one share of GOVPX, Inc., and engage in data processing. Approved, May 3, 1996. H .2 APRIL 29, 1996 PAGE 5 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Minneapolis Kanabec Credit Co., Mora, Minnesota -- to acquire 5.5 percent of the shares of First Citizens Financial Corporation, Mason City, Iowa. Approved, May 1, 1996. Chicago Lincoln Bancorp, Reinbeck, Iowa -- request for waiver of an application to acquire Greer.e Bancorporation, Greene, Iowa, and First State Bank. Granted, May 3, 1996. Dallas Lockney Holding Company, Wilmington, Delaware - - t o acquire First State Bank, Silverton, Texas. Approved, April 29, 1996. Chicago Montgomery Bancshares, Inc., Montgomery, Illinois -notification of intent to engage in lending activities. Permitted, May 3, 1996. Atlanta Monticello Bancshares, Inc., Monticello, Georgia -to acquire Bank of Monticello. Approved, May 2, 1996. Directory BS&R National City Corporation, Cleveland, Ohio -- request for relief from section 20 firewalls to permit NatCity Investments, Inc., to underwrite one issue of equity securities issued by National City Processing Company, Louisville, Kentucky. Granted, May 2, 1996. Minneapolis Norwest Corporation, Minneapolis, Minnesota, Norwest Financial Services, Inc., Des Moines, Iowa; and Norwest Financial, Inc. -- notification of intent to engage in consumer lending and credit insurance activities through the acquisition of certain assets of Cardinal Credit Corporation, Lexington, Kentucky. Permitted, May 3, 1996. H.2 APRIL 29, 1996 PAGE 6 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Minneapolis Norwest Corporation, Minneapolis, Minnesota -notification of intent to purchase certain assets and assume certain liabilities of PreMerit Bank, fsb, Las Vegas, Nevada. Approved, May 3, 1996. Dallas Outsource Capital Group, Inc., Lubbock, Texas -request for waiver of application to acquire Rail Mortgage Corporation. Withdrawn, May 1, 1996. Dallas Outsource Delaware Capital Group, Inc., Dover, Delaware -- request for waiver of application to acquire Rail Mortgage Corp., Lubbock, Texas. Withdrawn, May 1, 1996. Chicago Peoples Bancorp, Inc., Prairie du Chien, Wisconsin notification of intent to engage in appraisal services through Northridge Consulting Corp. Permitted, April 29, 1996. Director, BS&R Pioneer Bancshares, Inc., Chattanooga, Tennessee transfer agent registration. Approved, April 29, 1996. Kansas City Sooner Southwest Bancshares, Inc., Bristol, Oklahoma - - t o acquire Southwest Consolidated Life Insurance Company. Approved, May 2, 1996. Secretary Southwest Bancorporation, Inc., Houston, Texas, and Southwest Bancorporation of Delaware, Inc., Wilmington, Delaware - - t o acquire Southwest Bank of Texas, N.A., Houston, Texas. Approved, May 2, 1996. Atlanta Synovus Financial Corporation, Columbus, Georgia. TB&C Bancshares, Inc.; and Total Systems Services, Inc. - - t o acquire Vital Processing Services, L.L.C. in a joint venture and engage de novo in merchant data processing activities. Permitted, April 29, 1996. H.2 APRIL 29., 1996 PAGE 7 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Dallas Unicorp Bancshares - Delaware, Inc., Dover, Delaware -- to acquire Orangebank, Orange, Texas. Approved, May 1, 1996. Dallas Unicorp Bancshares - Delaware, Inc., Dover, Delaware -- to acquire First Texas Bank, Vidor, Texas. Approved, May 1, 1996. Dallas Unicorp Bancshares - Texas, Inc., Orange, Texas -acquire Vidor Bancorpcration, Inc., Vidor, Texas, and First State Bank. Approved, May 1, 1996. Director, BS&R Union Planters Corporation, Memphis, Tennessee -request for relief from commitment concerning advertising of insurance products by Summit Insurance, Inc., Trenton, Tennessee. Granted, April 30, 1996. Dallas West Texas National Bancshares, Inc., Lockney, Texas -- to acquire Silverton Bancshares, Inc.,Silverton, Texas, and First State Bank. Approved, April 29, 1996. BANK MERGERS Philadelphia Republic Bank, Philadelphia, Pennsylvania -- to acquire First Executive Bank. Approved, May 3, 1996. BANK PREMISES Atlanta Community Bank of Mississippi, Forest, Mississippi investment in bank premises. Approved, May 1, 1996. H.2 APRIL 29, 1996 PAGE 8 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANKS, STATE MEMBER Atlanta Community Bank of Mississippi, Forest, Mississippi -to invest in a bank service corporation to provide credit insurance underwriting services. Approved, May 1, 1996. CHANGE IN BANK CONTROL Minneapolis Ashby Bancshares, Inc., Ashby, Minnesota -- change in bank control. Permitted, May 1, 1996. Dallas Central Community Corporation, Temple, Texas -change in bank control. Returned, April 30, 1996. San Francisco Redwood Empire Bancorp, Santa Rosa, California change in bank control. Permitted, April 30, 1996. COMPETITIVE FACTORS REPORTS Chicago Aetna Bank, N.A., Chicago, Illinois, proposed merger with Lincoln National Bank; Commercial National Bank of Chicago; River Forest State Bank and Trust Company, River Forest; Madison Bank, N.A., Chicago; First State Bank of Calumet City, Culumet City, and First National Bank of Wheeling, Wheeling, Illinois -- report on competitive factors. Submitted, May 1, 1996. St. Louis Bank of Crockett, Bells, Tennessee, proposed purchase of certain assets and assumption of certain liabilities of the Alamo, Tennessee, branch of Security Bank, Newbern, Tennessee -- report on competitive factors. Submitted, May 1, 1996. Atlanta CNB National Bank, Lake City, Florida, proposed merger with Farmers and Dealers Bank, Lake Butler, Florida -- report on competitive factors. Submitted, April 29, 1996. Chicago Farmers & Merchants Bank, Reedsburg, Wisconsin, proposed merger with ABC Interim Bank, Reedsburg, Wisconsin -- report on competitive factors. Submitted, May 3, 1996. H.2 APRIL 29, 1996 PAGE 9 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Minneapolis First Bank, fsb, Fargo, North Dakota, proposed merger with Nevada National Bank, Nevada, Iowa -- report on competitive factors. Submitted, May 1, 1996. Minneapolis First State Bank of Park River, Park River, North Dakota, proposed merger with Security State Bank of Adams, Adams, and Lamb’s Bank of Michigan City, Michigan, North Dakota -- report on competitive factors. Submitted, May 1, 1996. Chicago Lincoln Savings Bank, Reinbeck, Iowa, proposed merger with First State Bank, Greene, Iowa -- report on competitive factors. Submitted, May 3, 1996. San Francisco Metrobank, Los Angeles, California, proposed merger with Comerica Bank-California, San Jose, California -- report on competitive factors. Submitted, April 30, 1996. Minneapolis MinnStar Bank, National Association, Lake Crystal, Minnesota, proposed merger with Interim National Bank of Lake Crystal -- report on competitive factors. Submitted, April 30, 1996. Boston New England Bank and Trust Company, Windsor, Connecticut, proposed merger with Manchester State Bank, Manchester, Connecticut -- report on competitive factors. Submitted, April 30, 1996. Minneapolis Norwest Bank, NA, Minneapolis, Minnesota, proposed merger with AmeriBank, Bloomington, Minnesota -report on competitive factors. Submitted, May 3, 1996. H.2 APRIL 29, 1996 PAGE 10 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS New York R e p u b l i c N a t i o n a l Bank of Ne w York, Ne w York, New York, p r o p o s e d m e r g e r w i t h R e p u b l i c Bank C a l i f o r n i a N a t i o n a l A s s o c i a t i o n , B e v e r l y H i l l s , C a l i f o r n i a -r e p o r t on c o m p e t i t i v e factors. Submitted, April 30, 1996. New York Skaneateles Savings Bank, Skaneateles, New York, proposed purchase of certain assets and assumption of certain liabilities of Cicero Bank, Cicero, New York -- report on competitive factors. Submitted, May 3, 1996. Boston Unibank For Savings, Whittinsville, Massachusetts, proposed transfer of the majority of its assets and liabilities to a stock savings bank of the same name -- report on competitive factors. Submitted, April 30, 1996. Richmond Washington Federal Savings Bank, Herndon, Virginia, proposed merger with The First National Bank of Maryland, Baltimore, Maryland -- report on competitive factors. Submitted, May 1, 1996. EXTENSIONS OF TIME Kansas City Bancshares of Nicholas Hills, Inc., Ponca City, Oklahoma -- extension to August 13, 1996, to acquire Bank of Nicholas Hills, Oklahoma City, and for Pioneer Bancshares, Inc., Ponca City, and Pioneer Bancshares, Inc., ESOP to acquire Bancshares of Nicholas Hills, Inc. Granted, May 3, 1996. San Francisco Dai-Ichi Kangyo Bank, Limited, Tokyo, Japan -extension to divest certain property. Granted, May 1, 1996. H.2 APRIL 29, 1996 PAGE 11 TO MAY 3, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME San Francisco Sakura Bank, Ltd., Tokyo, Japan - extensions to divest certain properties. Granted, May 1, 1996. RESERVE BANK OPERATIONS Director, FRBO Federal Reserve Bank of Cleveland -- to purchase a telephone and voice mail system Approved, May 3, 1996. Director, FRBO Federal Reserve Bank of Dallas -- to purchase financial software and services Approved, April 30, 1996. H.2 APRIL 29, 1996 PAGE 12 ADDITIONS AND CORRECTIONS TO MAY 3, 1996 ACTIONS TAKEN BY THE BOARD OF GOVERNORS INTERNATIONAL OPERATIONS Bankers Trust Company, New York, New York -- to establish certain special purpose companies. Permitted, April 26, 1996. REGULATIONS AND POLICIES Capital and surplus -- final rule concerning the definition of capital stock and surplus for purposes of Section 23A of the Federal Reserve Act (Docket R-0902). Approved, April 16, 1996. Uniform Rules of Practice and Procedure for Administrative Hearings -- final amendments (Docket R-0878). Approved, March 19, 1996. ADDITIONS AND CORRECTIONS ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Philadelphia Commonwealth Savings Bank, Valley Forge, Pennsylvania, proposed purchase of the assets and assumption of the liabilities of eleven offices of Meridian Bank, Reading, Pennsylvania -- report on competitive factors. Submitted, April 26, 1996. Kansas City Cozad State Bank 8 Trust Company, Cozad, Nebraska, proposed merger with St. Paul National Bank, St. Paul, Nebraska -- report on competitive factors. Submitted, April 26, 1996. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date Application NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Comment Period Ending Date Application 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 Rating** NONE ♦Subject to CRA. ♦♦Rating Definitions: "0" - Outstanding; "S" - Satisfactory; Improve; "SN" - Substantial Noncompliance. "N" - Needs to FEDERAL RESERVE BANK OF NEW YORK C om m ent Period E nding Date SECTION I Applications Subject to N ewspaper ________Notice Only________ Chemical Bank, New York, New York, to establish a branch at 60-67 Myrtle Ave., Ridgewood, Queens County, New York. 1/ 05/31/96 Chemical Bank, New York, New York, to establish an off-site electronic facility at Gannett Suburban Newspapers, 1 Gannett Drive, White Plains, New York. 1/ 05/31/96 SECTION II Applications Subject to Both N ewspaper and Federal Register Notice None. SECTION III N onbanking Applications /subject to Federal Register Notice Only cont.l None. SECTION IV Applications Not Involving Public Com m ent 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 iow- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. W eek Ending M ay 4. 1996 NAME O F BANK RATING EXAM INATION DATE None. 1/ Subject to provisions of Community Reinvestment Act. 2/ Later of dates specified in newspaper and Federal Register notices. 3/ Date specified in newspaper notice; a later date may be specified in the Federal Register notice. 4/ Date specified in Federal Register notice; a later date may be specified in the newspaper notice. N/A - Not Available FEDERAL RESERVE BANK OF PHILADELPHIA SECTION I - APPLICA TIO N S RECEIVED AND SU BJECT TO N EW SPAPER N O TIC E ONLY C oreStates B ank International. Philadelphia, PA to establish a branch in M iam i, Florida, pursuant to Section 211.4(c) of Regulation K. Newspaper comment period expires: 04/03/96 SECTION II - A PPLICATIONS RECEIVED AND SUBJECT TO BO TH N EW SPAPER AND FEDERAL R EG ISTER NOTICE NONE SECTION m - A PPLICATIONS RECEIVED AND SU BJECT TO FEDERAL REG ISTER NOTICE ONLY CoreStates Financial C orn. Philadelphia, PA to issue alternate media such as concert tickets, gift certificate and prepaid phone cards, pursuant to Section 4(c)(8) of the Bank Holding Company Act. Federal Register comment period expires: N/Avail. SECTION IV - A PPLICA TIO N S RECEIVED AND NOT SU B JEC T TO FED ERA L R EG ISTER N O TICE O R NEW SPAPER NONE FEDERAL RESERVE BANK OF PHILADELPHIA SECTIO N V - AVAILABILITY O F 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 3, 1996. Identification of R atings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: O utstanding 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 of ascertaining and helping to meet the credit ^Igeds of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. ' V '- 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 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 East Penn Bank 731 Chestnut Street Emmaus, PA 18049 11/20/95 Satisfactory F ederal R eserv e B ank of C leveland P. O. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending M ay 4, 1996) SECTION I - A PPLICATIONS SUBJECT TO NEW SPAPER N O T IC E ONLY Received application from Iron and Glass Bank, Pittsburgh, Pennsylvania, on May 1, 1996, of its intent to establish a branch facility at Washington Street, Scott Township, Pennsylvania. SECTION * May 30, 1996 n - A PPLICATIONS SUBJECT TO BOTH N EW SPAPER AND FEDERAL R EG ISTER N O TIC E Received Section 3(a)(5) application from Security Banc Corporation, Springfield, Ohio, on April 19, 1996, to acquire CitNat Bancorp, Inc., Urbana, Ohio. * N: May 17,1996 F: May 20, 1996 Received Section 3 application from KeyCorp, Cleveland, Ohio, and Key Bancorp of New Hampshire, Inc., Albany, New York, on April 26, 1996, to acquire Key Bank, Bedford, New Hampshire (a de novo institution). * N: May 28, 1996 F: May 30, 1996 SECTION m - A PPLICATIONS SUBJECT TO FED ERA L R E G IST E R N O TIC E ONLY Received Section 4(c)(8) application from Banc One Corporation, F: Not Yet Known Columbus, Ohio, KeyCorp, Cleveland, Ohio, National City Corporation, Cleveland, Ohio, PNC Bank Corp, Pittsburgh, Pennsylvania, and CoreStates Financial Corp, Philadelphia, Pennsylvania, on May 1, 1996, to through Electronic Payment Services, In c., provide data processing services. SECTION IV - A PPLICA TIO N S NOT SUBJECT TO FED ERA L R E G IST E R N O TIC E O R NEW SPAPER N O TIC E NONE * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to B id 30 Days from Date of Receipt AVAILABILITY OF CRA PUBLIC EVALUATIONS (May 3, 1996) 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 3, 1996. If you are interested in obtaining a copy o f an evaluation document, please contact the bank(s) directly. There are four descriptive ratings for CRA: OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs 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 IM PR O V E: 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 CO M PLIA N CE: 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 F e d e r a l R e s e r v e B a n k of R i c h m o n d Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Northern Neck State Bank, Warsaw, Virginia, to establish a branch inside the Wal-Mart at 1660 Tappahannock Boulevard, Tappahannock, Virginia.* 5-28-96 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Rowan Bancorp, Inc., China Grove, North Carolina, to become a bank holding company through the acquisition of 100% of the voting shares of Rowan Savings Bank, SSB, China Grove, North Carolina.* 5-31-96** United Community Bankshares, Inc., Franklin, Virginia, to become a bank holding company through the acquisitions of The Bank of Franklin, Franklin, Virginia, and The Bank of Sussex and Surry, Wakefield, Virginia.* 5-31-96** Horizon Bancorp, Inc., Beckley, West Virginia, to acquire Twentieth Bancorp, Inc., Huntington, West Virginia.* 6-3-96** Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date Allied Irish Banks, p.l.c., Dublin, Ireland, and First Maryland Bancorp, Baltimore, Maryland, to acquire H. Zirkin Investments, Inc. and M. Culter Investments, Inc., both of Washington, D. C. 5-22-96** Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice Application None. *Application is subject to CRA requirements. **Expiration of comment period specified in the Federal Register. F e d e r a l R e s e r v e B a n k o£ R i c h m o n d Section V - Availability of CRA Public Evaluations Week ending May 3, 1996 Definition of Ratings Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Examination Date None. Rating Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending May 3, 1996 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Compass Bank 05-22-96* Jacksonville, Florida To merge with Community First Bank, Jacksonville, Florida, pursuant to Section 18(c) of the Federal Deposit Insurance Act. Compass Bank 05-22-96* Jacksonville, Florida To acquire certain assets and assume certain liabilities of Community First Bank, Jacksonville, 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. Independent Bancshares, Inc. 05-13-96* Powder Springs, Georgia Notice for 1-BHC formation, Independent Bank & Trust Company, Powder Springs, Georgia. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date ABC Bancorp, Inc. Not yet available* Moultrie, Georgia To merge with Central Bankshares, Inc., Cordele, Georgia, and thereby directly acquire Central Bank & Trust, Cordele, Georgia, pursuant to Section 3(a)(5) of the Bank Holding Company A c t . Magnolia Midlands Bankshares, Inc. Eastman, Georgia 1-BHC formation, Bank of Eastman, Eastman, Georgia. 05-31-96* Newspaper Brookwood Group, L.P. 05-31-96* Columbia, Tennessee Federal Register 1-BHC formation, The Middle Tennessee Bank, Columbia, Tennessee. Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date Barnett Banks, Inc. 05-22-96 Jacksonville, Florida Through its wholly-owned subsidiary, Barnett Community Development Corporation, Jacksonville, Florida, to engage de novo in community development activities, pursuant to Section 225.25 (b) (6) of Regulation Y and 4(c) (8) of the Bank Holding Company Act. ♦Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending May 3. 1996 Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Hibernia Corporation New Orleans, Louisiana Request for waiver of the application requirement of Section 3(a) (3) of the Bank Holding Company Act to acquire St. Bernard Bank & Trust Company, Arabi, Louisiana. Hibernia Corporation New Orleans, Louisiana Request for waiver of the application requirement of Section 3(a) (5) of the Bank Holding Company Act to merge with CM Bank Holding Company, Lake Charles, Louisiana, and thereby directly acquire The Calcasieu Marine National Bank of Lake Charles, Lake Charles, Louisiana. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 3, 1996 Section 10 - Availability of CRA Public Evaluations The CRA public evaluations of the insured depository institutions listed below became available during this week. Information about an institution's CRA evaluation may be obtained directly from the institution. In connection with the assessment of an institution's CRA performance, a rating is assigned from the following groups: Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. 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 Date Bank CRA Rating First Central Bank Post Office Box 41250 St. Petersburg, Florida (813)347-0197 Satisfactory 01-08-96 Satisfactory 01-08-96 33743 Bank of S t . Petersburg 777 Pasadena Avenue South St. Petersburg, Florida 33707 (813)347-3132 Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending Mav 3, 1996 Recently Approved Applications Approval Date First Commerce Banks of Florida, Inc. 05-03-96 Winter Haven, Florida To acquire First Mercantile National Bank, Longwood, Florida, pursuant to Section 3(a)(3) of the Bank Holding Company Act. Monticello Bancshares, Inc. Monticello, Georgia 1-BHC formation, Bank of Monticello, Monticello, Georgia. 05-02-96 Synovus Financial Corp. 04-29-96 Columbus, Georgia Along with its parent company, TB&C Bancshares, Inc., Columbus, Georgia, and its 80.8 percent indirectly owned subsidiary, Total Systems Services, Inc., to acquire 50 percent of Vital Processing Services, L.L.C., (location not yet determined) , in a joint venture, and thereby directly engage de novo in merchant data processing activities, pursuant to Section 4(c)(8) of the Bank Holding Company Act and Section 225.25 (b)(7) of Regulation Y. Visa U.S.A., San Francisco, California, will be the co-venturer with the remaining 50 percent ownership. Community Bank of Mississippi 05-01-96 Forest, Mississippi To invest in a bank service corporation for the provision of credit insurance underwriting services, pursuant to Section 5(b) of the Bank Service Corporation Act. Independent Bancshares Corporation Gallatin, Tennessee To acquire Rutherford Bank and Trust, Murfreesboro, Section 3(a)(3) of the Bank Holding Company Act. 05-02-96 Tennessee, pursuant to Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Jim Application Branch Midwest Guaranty Bank Troy, Michigan 4140 W. Maple Road Bloomfield Township, Michigan NP - 4-29-96 Merger/Branch Baylake Bank Sturgeon Bay, Wisconsin to acquire the assets and liabilities of The Bank, Manawa, Wisconsin, & establish a branch at 431 S. Bridge Street, Manawa, Wisconsin and at King, Wisconsin jsjp _ ** Branch G.W. Jones Exchange Bank Marcellus, Michigan 16634 Enterprise Drive Three Rivers, Michigan NP - 5-6-96 Branch Evergreen State Bank Poy Sippi, Wisconsin 764 Greentree Mall, Broadway Berlin, Wisconsin NP - 4-29-96 Merger/Branch Harris Trust and Savings Bank Chicago, Ilinois to acquire certain assets & liabilities of Household Bank, F.S.B., Prospect Heights, Illinois, & thereby to establish 64 branches NP Y-l Notice First Northwest Bancorp, Inc. Arlington Heights, Illinois First Northwest Bank Arlington Heights, Illinois NP - 5-1-96 NP - Newspaper FR - Federal Register * - Subject to Provisions of Community Reinvestment Act ** - Not available at this time 5-23-96 Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only con'td Comment Period Ending Date Type. Application Branch First Farmers Bank & Trust Company Converse, Indiana 410 Flint Way Drive Kokomo, Indiana NP - 5-26-96 Branch NBD Bank Detroit, Michigan 24800 Hoover Warren, Michigan NP - 5-3-96 EFT Harris Trust and Savings Bank Chicago, Illinois 4709-11 West G olf Road Skokie, Illinois NP - 5-31-96 Branch DeMotte State Bank DeMotte, Indiana 507 South Main Street Hebron, Indiana NP - 5-23-96 Y -l-N otice Arbor Bancorp, Inc. Ann Arbor, Michigan Bank of Ann Arbor NP - 5-16-96 1 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Jm . Application Y-2 Associated Banc-Corp*. Green Bay, Wisconsin Mid-America National Bancorp, Inc. Chicago, Illinois Mid-America National Bank of Chicago Chicago, Illinois FR - 5-2-96 NP - 5-1-96 Y-2 Associated Illinois Banc Corp.* Green Bay, Wisconsin Mid-America National Bancorp, Inc. Chicago, Illinois Mid-America National Bank o f Chicago Chicago, Illinois FR - 5-2-96 NP - 5-1-96 Y-2 Carroll County Bancshares, Inc.* Carroll, Iowa Nevada Community Bancshares, Inc. Nevada, Iowa Community Bank (in organization) Nevada, Iowa PR . ** Y-l Nevada Community Bancshares, Inc.* Nevada, Iowa Community Bank (in organization) Nevada, Iowa FR - ** NP - 5-25-96 Y-2 F & M Bancorporation, Inc.* Kaukauna, Wisconsin Community State Bank Algoma, Wisconsin FR - 5-7-96 NP - 5-6-96 Y-2 Van Diest Investment Company* Ankeny, Iowa East Des Moines National Bank Des Moines, Iowa FR - 5-17-96 NP - 5-6-96 NP - 5-25-96 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Cont’d Comment Period Ending Date Type. Application COC-HC A .M . Saylor, Incorporated Hampton, Iowa by Roger Doughan FR - 4-26-96 NP - ** COC-HC Northern Bancshares, Inc. McFarland, Wisconsin by Patricia N. Locke FR - 5-1-96 NP - 4-22-96 Y -l Wildcat, Inc.* Cedar Rapids, Iowa Hartford-Carlisle Savings Bank Carlisle, Iowa FR - 4-26-96 NP - 4-29-96 Y -l Central Wisconsin Bancorporation, Inc.* Colby, Wisconsin Owen-Curtiss State Bank Owen, Wisconsin FR - 5-17-96 NP - 5-3-96 Y-2 UnionBancorp, Inc.* Streator, Illinois Country Bancshares, Inc. Macomb, Illinois Omni Bank Macomb, Illinois Prairie Bancorp, Inc. Princeton, Illinois Farmers State Bank of Ferris Ferris, Illinois Hanover State Bank Hanover, Illinois Bank of Ladd Ladd, Illinois First National Bank of Manlius Manlius, Illinois Tampico National Bank Tampico, Illinois Tiskilwa State Bank Tiskilwa, Illinois PR . ** NP - ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Cont’d Comment Period Ending Date Type Application Y-2 Northland Insurance Agency, Inc.* Chicago, Illinois Grand Premier Financial, Inc. Wauconda, Illinois Northern Illinois Financial Corporation Wauconda, Illinois Grand National Bank Wauconda, Illinois Premier Financial Services, Inc. Freeport, Illinois First Bank North Freeport, Illinois First Bank South Dixon, Illinois Premier Acquisition Company Freeport, Illinois First National Bank of Northbrook Northbrook, Illinois First Security Bank of Cary-Grove Cary, Illinois FR - 5-6-96 NP - 4-29-96 Y-2 Keeco, Inc.* Chicago, Illinois Grand Premier Financial, Inc. Wauconda, Illinois Northern Illinois Financial Corporation Wauconda, Illinois Grand National Bank Wauconda, Illinois Premier Financial Services, Inc. Freeport, Illinois First Bank North Freeport, Illinois First Bank South Dixon, Illinois Premier Acquisition Company Freeport, Illinois First National Bank of Northbrook Northbrook, Illinois First Security Bank of Cary-Grove Cary, Illinois FR 5-6-96 NP - 4-29-96 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper Register Notice Cont’d Federal Comment Period Ending Date Type Application Y-2 Thomson Investment Company, Inc.* Savanna, Illinois Savanna Bancorp, Inc. Savanna, Illinois Savanna State Bank Savanna, Illinois Gateway State Bank Clinton, Iowa FR - 5-12-96 Y-2 Horizon Bancorp Employee Stock Ownership* Michigan City, Indiana Horizon Bancorp Michigan City, Indiana First Citizens Bank, N.A. Michigan City, Indiana FR - 5-17-96 NP - ** Y-l Grand Premier Financial, Inc.* Wauconda, Illinois Northern Illinois Financial Corporation Wauconda, Illinois Grand National Bank Wauconda, Illinois Premier Financial Services, Inc. Freeport, Illinois First Bank North Freeport, Illinois First Bank South Dixon, Illinois Premier Acquisition Company Freeport, Illinois First National Bank of Northbrook Northbrook, Illinois First Security Bank of Cary-Grove Cary, Illinois FR - 5-6-96 NP - 4-29-96 jqp . ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Cont’d l¥ i> e Application Comment Period Ending Date Y-2 First Merchants Corporation* Muncie, Indiana Union National Bancorp Union County National Bank of Liberty Liberty, Indiana FR - 5-12-96 NP - 5-5-96 Y-2 Hills Bancorporation* Hills, Iowa Trimpe’s Inc. Lisbon, Iowa Alliance Bancorporation Lisbon, Iowa Lisbon Bank and Trust Company Lisbon, Iowa FR - 5-10-96 NP - 5-5-96 Y-2 Goodenow Bancorporation, Inc.* Okoboji, Iowa Jackson Bancorporation, Inc. Fairmont, Wisconsin Bank Midwest, Minnesota, Iowa, N.A. Fairmont, Minnesota FR - 5-23-96 NP . ** Y-2 ABN AMRO Bank N.V.* Amsterdam, The Netherlands Comerica Bank Illinois Franklin Park, Illinois FR NP Y-2 ABN AMRO Holding N.V.* Amsterdam, The Netherlands Comerica Bank Illinois Franklin Park, Illinois 5-23-96 ** FR - 5-23-96 jsjp _ ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Cont’d Comment Period Ending Date Type Application Y-2 ABN AMRO North America, Inc.* Chicago, Illinois Comerica Bank - Illinois Franklin Park, Illinois FR - 5-23-96 NP - ** Y-2 Stichting Administratiekantoor ABN AMRO Holding* Amsterdam, The Netherlands Comerica Bank, Illinois Franklin Park, Illinois FR - 5-23-96 Y-2 Stichting Prioriteit ABN AMRO Holding* Amsterdam, The Netherlands Comerica Bank - Illinois Franklin Park, Illinois FR - 5-23-96 Np - ** Y-2 Vogel Bancshares, Inc.* Orange City, Iowa Ireton Bancorp Ireton, Iowa Security Savings Bank FR - 5-25-96 jsjp . sc* JSJP - ** Federal Reserve Bank o f Chicago Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Type Application 4(c)(8) Grand Premier Financial, Inc. Wauconda, Illinois Premier Insurance Services, Inc. Warren, Illinois FR - 5-6-96 4(c)(8) Mahaska Investment Company Oskaloosa, Iowa to purchase certain assets of Boatmen’s Bank of Iowa, N.A. and assume certain liabilities of the Sigourney Iowa Office Des Moines, Iowa FR - 4-26-96 NP - 5-3-96 4(c)(8) Boscobel Bancorp, Inc. Boscobel, Wisconsin to engage in making and servicing loans FR - 5-14-96 4(c)(8) Hartwick Bancshares, Inc. Hartwick, Iowa to engage in making and servicing loans FR - 5-2-96 4(c)(8) Horizon Bancorp Michigan City, Indiana to engage in making and servicing loans FR - 5-17-96 4(c)(8) VCR Bancorporation, Ltd. Carlisle, Illinois to engage in making loans or other extensions of credit FR. — 4(c)(8) Anita Bancorporation Newton, Iowa engage in making & servicing loans FR - 5-16-96 Federal Reserve Bank of Chicago Section IV - Applications Not Subject to Federal Register or Newspaper Notice Type Application ROS Northern Bankshares, Inc. McFarland, Wisconsin McFarland State Bank McFarland, Wisconsin to redeem 356 shares of 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 03, 1996. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. Identification of Ratines 0 - 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 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 with its resources and capabilities. BANK NAME/LOCATION The State Bank of Coloma 209 North Paw Paw Street P.O. Box 459 Coloma, Michigan 49038-0459 EXAMINATION DATE 1-16-96 RATINGS S Federal Reserve Bank of St. Louis FOR THE WEEK ENDING MAY 3 ,1 9 9 6 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE Application End of Comment Period None. SECTION H - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application End of Comment Period * Section 3(a)(1) application by F. Gilbert Bickel, III, L .C ., St. Louis, Missouri, to acquire St. Johns Bancshares, Inc., St. Louis, Missouri. Newspaper: 5-27-96 Change in control notification involving St. Johns Bancshares, Inc., St. Louis, Missouri, by F. Gilbert Bickel, III, and Martha W. Bickel. Newspaper: 5-17-96 APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application None.* * This application/notification subject to CRA. End of Comment Period FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification o f Ratings: Outstanding record o f meeting community credit needs An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs 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 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. FOR THE WEEK ENDING May 3, 1996 Name of Bank Commerce-Warren County Bank Bank Address Warrenton, Missouri Examination Date Examination Rating 11/20/95 Outstanding F E D E R A L R E S E R V E B A N K O F M IN N E A P O L IS 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 Inter-Mountain Bancorp, Inc., Bozeman, Montana, for prior approval to acquire 100% of the voting shares of the First Security Bank of Belgrade, Belgrade, Montana, a de novo bank.* May 28, 1996 (Federal Register) *Subject to CRA FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application NONE FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Wabeno Bancorporation, Venice, Florida, to redeem 131 shares (6.6%) of its Class A voting common stock and 1,044.14 shares (35.7%) of its nonvoting common stock. Grant County Bancorporation, Carson, North Dakota, to redeem 1,085 shares (55.1%) of its common voting stock. FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending May 3, 1996 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. BANKfSI EXAMINED DATE OF EXAMINATION CRA RATING Farmers State Bank 103 Main Street, P.O. Box 190 Victor, Montana 59875-0190 (406)642-3438 01/22/96 Outstanding 1st United Bank of Sidney 120 Second Street, N.W. Sidney, Montana 59270 (406)482-3212 01/08/96 Outstanding Federal Reserve Bank of Kansas City SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER N O TICE ONLY APPLICATION COMMENT PERIOD ENDING DATE The Peoples Bank, Pratt, Kansas, for prior approval to establish a branch facility at 1107 N. Kansas Street, Liberal, Kansas. Not Available The Eaton Bank, Eaton, Colorado, for prior approval to increase their investments in premises by $1,400,000. Not Available SECTION II - APPLIC ATIONS SUBJECT TO BOTH NEW SPAPER AND FEDERAL REGISTER N O TICE APPLICATION COMMENT PERIOD ENDING DATE Milton Pearce Blake and Jack L. & Adrienne Grimmett, of Pauls Valley, Oklahoma; William E. & Gay W. Humphrey, of Oklahoma City, Oklahoma; and Richard Keith Mansfield, Marlow, Oklahoma, all to acquire an additional 5.01 percent each for a total of 25 percent each, of the voting shares of Leader First Bancorp, Inc., Marlow, Oklahoma. May 16, 1996 C. Gage and Mary C. Overall, both of Caldwell, Kansas, to acquire an additional 31.9 percent, for a total of 43.4 percent of the voting shares of Stock Exchange Financial Corporation, Caldwell, Kansas. May 16, 1996 Sooner Southwest Bankshares, Inc., Bristow, Oklahoma, for prior approval to become a bank holding company through the acquisition of 100 percent of the voting shares of Sooner Southwest Bancshares, Inc., Bristow, Oklahoma.* May 28, 1996 Lindoe, Inc., Ordway, Colorado, for prior approval to acquire 10 percent of the voting shares of Pueblo Bancorporation, Inc., Pueblo, Colorado.* May 30, 1996 Federal Reserve Bank of Kansas City SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE Sooner Southwest Bankshares, Inc., Bristow, Oklahoma, for prior approval to acquire Southwest Consolidated Life Insurance Company, Bristow, Oklahoma, and thereby engage in acquiring an insurance company subsidiary that engages in creditrelated insurance activities. May 28, 1996 SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER N O TICE OR NEWSPAPER NOTICE APPLICATION Welch Bancshares, Inc., Welch, Oklahoma, for prior approval to redeem 7.62 percent of their common stock. 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: O utstanding 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 im prove 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. Federal Reserve Bank of Kansas City 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 None.* *Application is subject to CRA. Exam Date CRA Public Date CRA Rating FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF APRIL 29, 1996 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ** NOTICE EXP ♦Section 3(a)(5) application by Southeast Texas Bancshares, Inc., Beaumont, TX, to acquire Port Neches Bancshares, Inc., Port Neches, TX, and First National Bank, Port Neches, TX (Previously reported during the week of 4-1-96) 96/04/28 Change in Control Notice by Frederick D. Thompson, individually, and as Trustee for 6 family trusts, to acquire an interest in Central Bancorporation, Inc., Fort Worth, TX (Previously reported during the week of 4-1-96) 96/05/11 ♦Section 3(a)(3) application by Texas Financial Bancorporation, Inc., Minneapolis, MN, to acquire Community Bank of Arizona, Wickenburg, AZ, and Riverside National Bank, Grand Prairie, TX (Previously reported during the week of 4-22-96) 96/05/24 ♦Section 3(a)(3) application by First Bancorp, Inc., Denton, TX, to acquire Riverside National Bank, Grand Prairie, TX (Previously reported during the week of 4-22-96) 96/05/24 ♦Section 3(a)(3) application by First Delaware Bancorp, Inc., Dover, DE, to acquire Riverside National Bank, Grand Prairie, TX (Previously reported during the week of 4-22-96) 96/05/24 ♦Section 3(a)(1) application by State National Bancshares, Inc., Lubbock, TX, to acquire State National Bancshares of Delaware, Dover, DE, and State National Bank of West Texas, Lubbock, TX N/A ♦Section 3(a)(1) application by State National Bancshares of Delaware, Dover, DE, to acquire State National Bank of West Texas, Lubbock, TX N/A ♦Section 3(a)(1) formation notice by Perryton Bancshares, Inc., Perryton, TX, to acquire Perryton National Bank, Perryton, TX N/A ♦Section 3(a)(1) application by First La Grange Bancshares, Inc., La Grange, TX, to acquire LGF Bancshares, Inc., Dover, DE, and The First National Bank of La Grange, La Grange, TX N/A ♦Section 3(a)(1) application by LGF Bancshares, Inc., Dover, DE, to acquire The First National Bank of La Grange, La Grange, TX N/A SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE NOTICE ONLY APPLICATION NOTICE EXP Section 4(c)(8) de novo notification by Outsource Capital Group, Inc., Lubbock, TX, to engage in mortgage lending activities through Rail Mortgage Corporation, Lubbock,TX 96/05/22 Section 4(c)(8) de novo notification by Outsource Delaware Capital Group, Inc., Dover, DE, to engage in mortgage lending activities through Rail Mortgage Corporation, Lubbock,TX 96/05/22 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 WEEK OF APRIL 29. 1996 Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to Improve record of meeting community credit needs. An institution in this group need to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial Noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank None. Date of Examination CRA Rating FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 5/03/96 Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Bank of Utah, Ogden, Utah, to establish a branch ofice at 3342 West 4800 South, Roy, Utah. * Newspaper: 5/25/96 Section II - Applications Sub.iect to Both Newspaper and Federal Register Notice Columbia Bancorp, The Dalles, Oregon, to acquire 100 percent of Klickitat Valley Bank, Goldendale, Washington. * Newspaper: Not available Fed. Reg.: 5/23/96 Columbia Bancorp, The Dalles, Oregon, to acquire an option to purcahse 9.9 percent of Klickitat Valley Bank, Goldendale, Washington. * Newspaper: Not available Fed. Reg.: 5/23/96 Refiled: California Community LLC, Los Angeles, California, to become a bank holding company by acquiring up to 83.3 percent of First Coastal Bank, N.A., El Segundo, California. * Newspaper: 4/22/96 Fed. Reg,: 5/30/96 First Savings Bank of Washington Bancorp, Inc., Walla Walla, Washington, to acquire Inland Empire Bank, Hermiston, Oregon. * Newspaper: 5/25/96 Fed. Reg.: 6/03/96 InterWest Bancorp, Inc., Oak Harbor, Washington, to merge with Central Bancorporation, Wenatchee, Washington. * Newspaper: Not available Fed. Reg.: Not available Newspaper: Not available Fed. Reg.: Not available InterWest Bancorp, Inc., Oak Harbor, Washington, to acquire 19.9 percent of Central Bancorporation, Wenatchee, Washington. * Section III -Applications Subject to Federal Register Only BankAmerica Corporation, San Francisco, California, to establish BankAmerica Community Development Corporation, San Francisco, California. * Subject to CRA. Fed. Reo.: Not available FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 5/03/96 Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice (Cont’d.) None 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 Examination Date Rating* None *'Jnder 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.