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ANNOUNCEMENT BY BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM H.2 1973 No. 43 Applications and Reports Received or Acted on During the Week Ending October 27, 1973 District 4 Date Ownership Statement Filed Pursuant to Section 13(d) of the Securities Exchange Act Received The Fifth Third Bank, Cincinnati, Ohio (Filed by Cincinnati Financial Corporation Amendment #1) * * * * * 7 To Become a Member of the Federal Reserve System Pursuant to Section 9 of the Federal Reserve Act Received Mid-Illinois Bank, Bloomington, Illinois * * * * * 8 To Withdraw from Membership in the Federal Reserve System Without a Six-Month Notice as Prescribed by Section 9 of the Federal Reserve Act Denied Community Bank, Steelville, Missouri * * * * * I 10-23-73 H.2 1973 No. 43 6 6 12 2 2 - 2 To Establish a Domestic Branch Pursuant to Section 9 of the Federal Reserve Act Received The First State Bank of Oxford, Oxford, Alabama. Branch to be established at 510 Anniston Street, Weaver. Marion County Banking Company, Hamilton, Alabama. Branch to be established on U.S. Highway 78 and 278, approximately one mile south of the Marion County Court House between Highway 17 and Marion County Highway 35, Hamilton. United California Bank, Los Angeles, California. Branch to be established in the vicinity of the intersection of Imperial Highway and Volunteer Avenue, City of Norwalk, Los Angeles County. Withdrawn Peoples Trust of New Jersey, Hackensack, New Jersey, Branch to be established at the Northwest corner of Paris Avenue and Piermond Road, Rockleigh. Approved ^Manufacturers Hanover Trust Company, New York, New York. Branch to be established at 153-19 Union Turnpike, Flushing Queens County„ 4 "The Farmers State Bank of McClure, Ohio, McClure, Ohio. Branch to be established at Ridge Road and U.S. No. 6 in Ridgeville Corners, Henry County. 5 *Bank of Tazewell County, Tazewell, Virginia. Branch to be established in the Fourway Shopping Center, State Highway 61, Tazewell County. 8 ^Citizens Fidelity Bank and Trust Company, Louisville, Kentucky. Branch to be established at Poplar Level Road and Medalion Court, near Rangeland Road, Jefferson County. 12 -United California Bank, Los Angeles, California. Branch to be established at 4300 Long Beach Boulevard, Long Beach. *Application processed by the Reserve Bank on behalf of the Board of Governors under delegated authority. To establish an Overseas Branch of a Member Bank Pursuant to Section 25 of the Federal Reserve Act Received First National Bank of Dallas, Texas: branch in Georgetown, Grand Cayman, Cayman Islands. Crocker National Bank, San Francisco, California: branch in Tokyo, Japan. Approved First National Bank of Boston, Massachusetts: branch in Frankfurt, Germany. First National Bank of Denver, Colorado: branch in Georgetown, Grand Cayman, Cayman Islands. * * * * -k Thirty Day Notice of Intention to Establish an Additional Branch in a Foreign Country Received First National Bank of Boston, Massachusetts: Two additional branches in Haiti, to be located in Port-au-Prince. Approved Chase Manhattan Bank, New York: in Dominican Republic. * -k Vc * * additional branch To Form a Bank Holding Company Pursuant to Section 3(a)(1) of the Bank Holding Company Act of 1956 Received First Maryland Bancorp, Baltimore, Maryland, for prior approval to acquire 100 per cent (less directors1 qualifying shares) of the voting shares of the successor by merger to The First National Bank of Maryland, Baltimore, Maryland. Lafayette National Corporation, Lafayette, Indiana, for prior approval to acquire 100 per cent of the voting shares (less directors1 qualifying shares) of the successor by merger to Lafayette National Bank, Lafayette, Indiana. Northwest Bancorp, Inc., South Bend, Indiana, for prior approval to acquire 100 per cent of the voting shares of First National Bank, Valparaiso, Valparaiso, Indiana. Central Bancshares, Inc., Kansas City, Kansas, for prior approval to acquire 80 per cent or more of the voting shares of The Fidelity State Bank, Kansas City, Kansas. Approved The Hancock Group, Incorporated, Quincy, Massachusetts, for prior approval to acquire 100 per cent of the voting shares of Hancock Bank and Trust Company, Quincy, Massachusetts. Republic of Texas Corporation, Dallas, Texas, for prior approval to acquire 100 per cent (less directorsf qualifying shares) of the voting shares of the successor by merger to Republic National Bank of Dallas, Dallas, Texas, and indirectly acquire control of 29.99 per cent of the voting shares of Oak Cliff Bank and Trust Company, Dallas, Texas; and less than 25 per cent but more than 5 per cent of the outstanding voting shares of each of the following 21 Texas banks H. 2 1973 No. 43 - 5 ~ Approved Continued (1) First Security Bank and Trust Company, Carrollton (20 per cent); (2) Bank of Dallas, Dallas (10 per cent): (3) Fair Park National Bank of Dallas, Dallas (23.73 per cent); (4) Greenville Avenue State Bank, Dallas (24.89 per cent); (5) The Hillcrest State Bank, University Park (24.9 per cent); (6) Lakewood Bank and Trust Company, Dallas (23.91 per cent); (7) North Central Bank, Dallas (24.5 per cent); (8) Northwest National Bank of Dallas, Dallas (24.89 per cent): (9) Preston State Bank, Dallas (24.98 per cent); (10) Royal Nation Bank of Dallas, Dallas (23.47 per cent); (11) The Village Bank, N.A., Dallas (20.5 per cent); (12) First National Bank of Duncanville, Duncanville (20 per cent); (13) First National Bank in Garland, Garland (21.19 per cent); (14) Midway National Bank of Grand Prairie, Grand Prairie (24.89 per cent); (15) Citizens National Bank of Greenville, Greenville (9.99 per cent); (16) First National Bank of Irving, Irving (24.9 per cent); (17) Bank of Lancaster, Lancaster (16 per cent) (18) First National Bank of Piano, Piano (24.86 per cent); (19) The Citizen State Bank, Richardson (20 per cent); (20) First National Bank in Mineral Wells, Mineral Wells (23.14 per cent); and (21) First National Bank, Wills Point (6 per cent). 2 Delayed Schroder International Holding Limited, London, England, for prior approval to acquire 96.6 per cent of the voting shares of Schroder Trust Company, New York, New York. Schroder International Limited, London, England, for prior approval to acquire 96.6 per cent of the voting shares of Schroder Trust Company, New York, New York. To Expand a Bank Holding Company Pursuant to Section 3(a)(3) of the Bank Holding Company Act of 1956 Received Casco-Northern Corporation, Portland, Maine, for prior approval to acquire up to 100 per cent (less directors1 qualifying shares) of the voting shares of Casco-Northern National Bank, Augusta, Maine, a proposed new bank. Dominion Bankshares Corporation, Roanoke, Virginia, for prior approval to acquire 100 per cent of the voting shares of the successor by merger to The Bank of Fincastle, Fincastle, Virginia. First Bancshares of Florida, Inc., Boca Raton, Florida, for prior approval to acquire 90 per cent or more of the voting shares of First Forest Hill Bank of Palm Beach County, Palm Beach County, Florida, a proposed new bank. Southeast Banking Corporation, Miami, Florida, for prior approval to acquire 80 per cent or more of the voting shares of First Citizens Bank and Trust Company, Titusville, Florida. United First Florida Banks, Inc., Tampa, Florida, for prior approval to acquire 90 per cent or more of the voting shares of The American Guaranty Bank of Tallahassee, Tallahassee, Florida, a proposed new bank. United First Florida Banks, Inc., Tampa, Florida, for prior approval to acquire 90 per cent or more of the voting shares of The Peoples Bank of Tallahassee, Tallahassee, Florida. Mid America Bancorporation, Inc., Mendota Heights, Minnesota, for prior approval to acquire 100 per cent (less directorsT qualifying shares) of the voting shares of The First National Bank of Lakeville, Lakeville, Minnesota. Approved First Banc Group of Ohio, Inc., Columbus, Ohio, for prior approval to acquire 100 per cent of the voting shares (less directorsf qualifying shares) of First Trust Company of Ohio, National Association, Columbus, Ohio, a proposed new bank. H.2 1973 No. 43 5 4 7 Approved Continued United Virginia Bankshares Incorporated, Richmond, Virginia, for prior approval to acquire 100 per cent of the voting shares (less directors1 qualifying shares) of the successor by merger to Bank of Spotsylvania, Spotsylvania, Virginia. Suspended On H.2 No. 38, the Board reported receipt of an application from American Bancorporation, Columbus, Ohio, for prior approval to acquire 100 per cent (less directors' qualifying shares) of the voting shares of The American Bank of Central Ohio, Harrisburg, Ohio. This application has been placed in suspense awaiting the holding of a public hearing on the case to be held November 15, 1973. * * * * * 7 To Expand a Bank Holding Company Pursuant to Section 3(a)(5) of the Bank Holding Company Act of 1956 Received Old Kent Financial Corporation, Grand Rapids, Michigan, for prior approval to merge with Century Financial Corporation of Michigan, Saginaw, Michigan. * * * * * 1 2 To Expand a Bank Holding Company Pursuant to Section 4(c)(8) of the Bank Holding Company Act of 1956 Received State Street Boston Financial Corporation, Boston, Massachusetts, for prior approval to acquire the shares of Kentucky Mortgage Company, Incorporated, Lexington, Kentucky. **Chemical New York Corporation, New York, New York, notification of intent to engage in a de novo activity (making collateralized and uncollateralized loans including those allowing for equity participation) through a subsidiary, Dommerich Factors, Inc., New York, New York. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. 10-11-73 H.2 1973 No. 43 2 2 2 " 8 Received Continued **First National City Corporation, New York, New York, 10-16-73 notification of intent to engage in de novo activities (making consumer installment personal loans, purchasing consumer installment sales finance contracts; and acting as broker for the sale of consumer credit related life/ accident and health insurance and consumer credit related property and casualty insurance; if this proposal is effected, Nationwide Financial Corporation of Idaho will offer to sell insurance as follows: (i) group credit life/accident and health insurance to cover the outstanding balances of loans to borrowers in the event of their death, or, to make the contractual monthly payments on the loans in the event of borrowers' disability; (ii) individual casualty insurance on property, generally automobiles and household goods, subject to security agreements with Nationwide; further, in regard to the sale of credit related insurance, Nationwide Financial Corporation of Idaho will not offer insurance counseling) in Pocatello, Idaho, through its subsidiary, Nationwide Financial Corporation of Idaho. ^Manufacturers Hanover Corporation, New York, New York, 10-26-73 notification of intent to engage in de novo activities (leasing personal property and equipment, and acting as agent, broker, or adviser in the leasing thereof, where at the inception of the initial lease the expectation is that the effect of the transaction and reasonably anticipated future transactions with the same lessee as to the same property will be to compensate the lessor for not less than the lessor's full investment in the property; making or acquiring, for its own account or for the account of others, loans and other extensions of credit with respect to personal property and equipment; and servicing such loans or other extensions of credit) in Hato Rey, Puerto Rico, through its subsidiary, Manufacturers Hanover Leasing Corporation, New York, New York, **Midlantic Banks Inc., Newark, New Jersey, notification of intent to engage in a de novo activity (making and acquiring, for its own account and for the account of others, loans and other extensions of credit as a factoring company) through a subsidiary, Midlantic Factors Inc., Newark, New Jersey. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. 10- 9-73 H* 2 1973 No. 43 " 9 " Received Continued Winters National Corporation, Dayton, Ohio, for prior approval to acquire all of the shares of Winters National Life Insurance Company, Phoenix, Arizona. 6 **Deposit Guaranty Corp., Jackson, Mississippi, notifica10-24-73 tion of intent to engage in a de novo activity (acting as insurance agent or broker in offices at which the holding company or its subsidiaries are otherwise engaged in business with respect to the following types of insurance: (i) any insurance directly related to an extension of credit by the holding company system in the event of death of the borrower; (ii) in connection with mortgage loan servicing that is provided by the holding company or one of its subsidiaries, insurance on the mortgaged property and/or insurance on the mortgagor to the extent of the outstanding balance of the credit extension, provided that the mortgagee is a beneficiary under such types of insurance policies) in McComb, Greenville, Monticello, Natchez, Gulfport, Jackson, Centreville, Newhebron, all in Mississippi; and New Orleans, Lafayette, Shreveport, all in Louisiana, through a subsidiary, Guaranty Insurance Agency, Inc. 6 **First National Holding Corp., Atlanta, Georgia, notifica- 10-23-73 tion of intent to engage in de novo activities (leasing of personal property and equipment, or acting as agent, broker, or adviser in leasing of such property) in Austin, Texas, through a subsidiary, Woods-Tucker Leasing Corp. 7 **Globe Corporation, Scottsdale, Arizona; and Dearborn Financial Corporation, Chicago, Illinois, notification of intent to engage in de novo activities (factoring accounts receivable; acting as agent or broker, for its own account or for the account of others, for commercial and consumer loans; acting as agent or broker for credit life insurance and credit health and accident insurance written in connection with loans made by the credit granting subsidiaries of the holding company) through a subsidiary, Dearborn Credit Corporation, Chicago, Illinois. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. 10-25-73 H.2 1973 No. 43 7 - 10 Received Continued **The Indiana National Corporation, Indianapolis, 10-22-73 Indiana, notification of intent to engage in a de novo activity (acquiring, for its own account or for the account of others, (1) direct loans in the form of consumer loans which would be made by companies subject to regulation under the Uniform Consumer Credit Code in the State of Indiana, or consumer loan laws and second mortgage laws in those States where the company would do business; business purpose loans and other extensions of credit in the form of conditional sales contracts; retail instalment sales contracts; and (2) loans to mobile home dealers for the purpose of financing inventory) in Anderson, Indianapolis, Carmel, Greenwood, Bloomington, and Lafayette, all located in Indiana; Columbus, Ohio; Columbia, South Carolina; and Clayton, Missouri, through a subsidiary, Citadel Finance, Inc. The Indiana National Corporation presently has a subsidiary known as Tower Finance and Acceptance Corporation conducting business of the type described in number one above at Indianapolis, Carmel, Greenwood, and Bloomington, Indiana; Columbus, Ohio; Columbia, South Carolina; and Clayton, Missouri. Such business will be transferred to Citadel Finance, Inc. The name of Tower Finance and Acceptance Corporation will be changed to TFAC, Inc., and will conduct business only at Indianapolis, Indiana. 3 5 Approved First Valley Corporation, Bethlehem, Pennsylvania, for prior approval to acquire 100 per cent of the voting shares of First Valley Life Insurance Company, Phoenix, Arizona, a de novo company that will engage in the activity of underwriting, as reinsurer, credit life and credit accident and health insurance. First & Merchants Corporation, Richmond, Virginia, for prior approval to acquire 100 per cent of the voting shares of Equitable Leasing Corporation, Asheville, North Carolina, a company that engages in leasing personal property and equipment. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H. 2 1973 No. 43 2 1 _li_ Delayed **Midlantic Banks Inc., Newark, New Jersey, notification of intent to engage in a de novo activity (making and acquiring, for its own account and for the account of others, loans and other extensions of credit as a factoring company) through a subsidiary, Midlantic Factors, Inc., Newark, New Jersey. Permitted **Industrial National Corporation, Providence, Rhode Island, to engage in de novo activities (consumer finance; insurance underwriting of credit life insurance, credit accident and health insurance, and insurance agency or brokerage in connection with selling to consumer finance borrowers credit life insurance, credit accident and health insurance, and property damage insurance for collateral securing loans made to borrowers) at 517-C, North Harbor City Boulevard, Melbourne, Florida, through a subsidiary, Southern Discount Company. 10-26-73 10-27-73 2 **The Chase Manhattan Corporation, New York, New York, to engage in a de novo activity (acting as insurance agent or broker in the sale of credit life and credit accident and health insurance to debtors of applicant and its subsidiaries) through a subsidiary, Dovenmuehle New York, Inc., New York, New York. 10-21-73 2 **Fidelity Union Bancorporation, Newark, New Jersey, to engage in de novo activities (the business of making loans in the present maximum amount of $1,000,000 or less under the provisions of the New Jersey Small Loan Law and making loans secured by second mortgages on residential real estate (up to 4-family occupancy) owned by the borrowers under the New Jersey Secondary Mortgage Loan Act and making available to the customers credit life insurance and disability insurance covering the unpaid balance of the loan outstanding) in Rockaway Township, New Jersey, through its subsidiary, Suburban Finance Company of Preakness. 10-27-73 **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H. 2 1973 No. 43 3 - 12 Permitted Continued **Fidelity Corporation of Pennsylvania, Rosemont, 10-26-73 Pennsylvania, to engage in de novo activities (making or acquiring, for its own account or for the account of others, loans and extensions of credit such as would be made by a mortgage or finance company, such as first and second mortgage loans including home modernization contracts; servicing all such loans or extensions of credit to the extent that such business will be conducted at and out of Atlanta, Georgia office; and the selling of credit life and credit health and accident insurance to its borrowers and casualty insurance on collateral securing its loans) through an indirect subsidiary, Local Mortgage Corporation, Atlanta, Georgia. 5 **First Virginia Bankshares Corporation, Falls Church, Virginia, to engage in de novo activities (operating as a finance company, including the extension of small personal loans; financing retail instalment sales; granting real estate loans, primarily second mortgage loans; and acting as agent or broker in the sale of property insurance, credit life insurance and credit accident and health insurance in connection with extensions of credit) in Ocean Springs, Mississippi, through its subsidiary, First General Financial Service, Inc. 5 **United Carolina Bankshares Corporation, Whiteville, 10-26-73 North Carolina, to engage in de novo activities (making or acquiring, for its own account and for the account of others, loans and other extensions of credit such as would be made by a mortgage company, including second mortgage loans and other extensions of credit for any person; and acting as agent in the sale of credit life, credit disability and mortgage redemption insurance that is directly related to its extension of credit) in Fayetteville, North Carolina, through its subsidiary, UCB Mortgage Corporation. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. 10-21-73 H.2 1973 No. 43 5 - 13 Permitted Continued **United Virginia Bankshares Incorporated, Richmond, Virginia, to relocate de novo activities (originating loans as principal and as agent; servicing loans for nonaffiliated individuals, partnerships, and corporations; servicing loans for affiliates of the holding company; and such other activities as may be incidental to the business of a mortgage corporation, including acting as agent in the sale of credit life, credit disability, mortgage redemption, and cancellation insurance in connection with such loans) from 1900 Leland Drive, Windy Hill Center, Marietta, Georgia, to 2814 New Spring Road, Emerson Center, Smyrna, Georgia, through its subsidiary, United Virginia Mortgage Corporation» 10-22-73 5 **Virgina National Bankshares, Inc., Norfolk, Virginia, 10-22-73 to engage in de novo activities (making, acquiring, and servicing, for its own account or for the account of others, loans secured principally by second mortgages on real property; and acting as an agent in the sale of credit life insurance and accident and health insurance in connection with such loans) through a new subsidiary to be known as Atlantic Equity Corporation, in Elizabeth City, North Carolina; and at other offices of its present subsidiary, Atlantic Credit Corporation, in Edenton, Farmville, Greenville, Henderson, Kinston, Mount Olive, Oxford, Roanoke Rapids, Rocky Mount, Washington, Williamston, Wilson, and Zebulon, North Carolina; and Suffolk, Virginia. 6 **Barnett Banks of Florida, Inc., Jacksonville, Florida, 10-22-73 to engage in de novo activities (providing bookkeeping and data processing services for the internal operations of the holding company and its subsidiaries; and storing and processing banking, financial, or related economic data for others) in Jacksonville and Winter Park, Florida, through a subsidiary, Barnett Computing Company. **4(c)(8) and 4(c) (12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. H.2 1973 No. 43 6 6 12 - 14 Permitted Continued **City National Bank Corporation, Miami, Florida, to shift de novo activities (performing certain data processing activities) from its subsidiary bank, City National Bank of Miami, Miami, Florida, to the holding company, and performing these activities in Coral Gables, Florida. **First at Orlando Corporation, Orlando, Florida, to engage in de novo activities (conducting the business of a mortgage company, including the making or acquiring, for its own account or for the account of others, loans and other extensions of credit; and servicing loans and other extensions of credit for any person) in Melbourne, Florida, through its subsidiary, Sunbank Mortgage Company. 10-26-73 10-25-73 Withdrawn On H.2 No. 35, the Board reported receipt of an application from U.S. Bancorp, Portland, Oregon, for permission to retain the shares of Commerce Mortgage Company, Portland, Oregon. In a letter dated October 9, 1973, Applicant requested that the application be withdrawn. * * * * * 2 7 To Expand a Bank Holding Company Pursuant to Section 4(c)(12) of the Bank Holding Company Act of 1956 Permitted **The Sperry and Hutchinson Company, New York, New York, to acquire through a subsidiary, Financial Associates, Inc. and Financial Associates Service Corporation, Portland, Oregon. **Marcor Inc., Chicago, Illinois, to acquire Liberty Industries, Inc., Cincinnati, Ohio, which is engaged in waste paper and metal scrap purchases and sales and contract trash hauling, through a subsidiary, Container Corporation of America, Chicago, Illinois. **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. 10-27-73 10-27-73 H.2 1973 No. 43 7 9 -15Permitted Continued **Sterling Precision Corporation, West Palm Beach, Florida, to acquire Marion Auto Parts, Inc., Marion, Ohio, and Delaware County Supply, Inc., Delaware, Ohio, whose principal line of business is the distribution of automotive replacement parts. Withdrawn Correction **0n H.2 No. 40, the Board reported as withdrawn under section 4(c)(8) a notification of intent from Gamble-Skogmo, Inc., Minneapolis, Minnesota, to acquire not less than 55 per cent of the outstanding shares of First Executive Corporation, Beverly Hills, California ("FEC"). FEC is primarily engaged in the life insurance business through 100 per cent control of the following subsidiaries: Executive Security of California, Inc., Executive Financial Services Corporation, Executive Funding Corporation, Executive Vermoegensbilgungs-u. Vorsorge G.m.b.H., and Executive Life Insurance Company. In addition, FEC indirectly owns control of Executive Life Insurance Company of New York and Erste Augsburger Leben Versicherungs A.G. through its wholly-owned subsidiary, Executive Life Insurance Company. This should have been reported as withdrawn under section 4(c)(12). **4(c)(8) and 4(c)(12) notifications processed by Reserve Bank on behalf of the Board of Governors under delegated authority. 10-26-73 10- 2-73