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ANNOUNCEMENT BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM H.2, 1994, No. 44 Actions of the Board, its Staff, and the Federal Reserve Banks; Applications and Reports Received During the Week Ending October 29, 1994 ACTIONS TAKEN BY THE BOARD OF GOVERNORS ADVISORY COUNCILS Consumer Advisory Council. Convened, October 27, 199*4. BANK HOLDING COMPANIES First United Bancorp, Inc., Florence, Alabama determination that an application is not required for the merger of First United with Third National Corporation, Nashville, Tennessee. Granted, October 26, 199*4. Intrust Financial Corporation, Wichita, Kansas -- to merge with First Moore Bancshares, Inc., Moore, Oklahoma, and acquire The First Bank. Approved, October 2*4, 199*4. BANKS, FOREIGN Cariplo-Cassa di Risparmio delle Provincie Lombarde, S.p.A., Milan, Italy -- to establish a representative office in Los Angeles, California. Approved, October 2*4, 199*4. BOARD OPERATIONS Publication entitled "SHOP. .The Card You Pick Can Save You Money," to assist consumers in the selection of a credit card plan. Published, October 28, 199*4. REGULATIONS AND POLICIES Regulation Y -- interim rules to implement changes to the Board’s application procedures established by the Riegle Community Development and Regulatory Improvement Act (Docket R-0852). Approved, October 2*4, 199*4. Regulation Y -- request for comment on interim rules implementing the Riegle Community Development and Regulatory Improvement Act (Docket R-0852). Approved, October 25, 199*4. H.2 OCTOBER 2 4 , PAGE 2 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE BOARD OF GOVERNORS RESERVE BANK OPERATIONS Directors -- appointment of Chairmen and Deputy Chairmen of the Federal Reserve Banks for 1995. Announced, October 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 New York Chemung Canal Trust Company, Elmira, New York -- to establish an offsite electronic facility at WalMart, Building 3, County Route 64. Approved, October 26, 1994. Richmond Chesapeake Bank, Kilmarnock, Virginia -- to establish a branch in the proposed Winn-Dixie Supermarket at the southeast corner of Route 5 and Ironbound Road, Williamsburg, Virginia. Approved, October 28, 1994. Kansas City First United Bank, Parker, Colorado -- to establish a branch at 8095 East Belleview Avenue, Denver, Colorado. Approved, October 27, 1994. Chicago Harris Trust and Savings Bank, Chicago, Illinois -to establish a branch at 901 East 47th Street. Approved, October 28, 1994. San Francisco Prinville Bank, Prinville, Oregon -- to establish a mobile branch in the delineated service area of its Bend, Oregon, branch. Approved, October 26, 1994. Chicago Wayne Bank and Trust Company, Cambridge City, Indiana -- to establish a branch at 2260 National Road West, Richmond, Indiana. Returned, October 25, 1994. H .2 OCTOBER 2 4 , PAGE 3 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Cleveland American Bancorporation, Wheeling, West Virginia, and American Mortgages, Inc. -- to acquire certain loan servicing rights from Buckeye Savings Bank, St. Clairsville, Ohio, and engage in the activities of making and servicing loans. Approved, October 28, 1994. Kansas City Aspen Valley Bancshares, Inc., Aspen, Colorado -- to acquire Aspen Valley Bank, N.A. Withdrawn, October 24, 1994. Director, BS&R Bank South Corporation, Atlanta, Georgia -- request to act as riskless principal or broker for securities underwritten or dealt in by Bank South Securities Corporation. Granted, October 24, 1994. Secretary Compass Bancshares, Inc., Birmingham, Alabama -- to merge Compass Thrift into Compass Bank. Approved, October 28, 1994. Atlanta Deposit Guaranty Corporation, Jackson, Mississippi request for waiver of application to merge with LBO Bancorp, Inc., West Monroe, Louisiana, and acquire Louisiana Bank. Granted, October 24, 1994. Cleveland Fifth Third Bancorp, Cincinnati, Ohio -- to acquire Mutual Federal Savings Bank of Miamisburg, Miamisburg, Ohio. Approved, October 28, 1994. Dallas First Bancorp, Inc., Denton, Texas -- to acquire Burleson State Bank, Burleson, Texas. Approved, October 25, 1994. Dallas First Bancorp, Inc., Denton, Texas --t o acquire Kaufman Bancshares, Inc., Kaufman, Texas, and Farmers and Merchants National Bank. Approved, October 27, 1994. St. Louis First Banks, Inc., Clayton, Missouri -- to acquire River Valley Holdings, Inc., Chicago, Illinois, and River Valley Savings Bank, FSB, Peoria, Illinois. Approved, October 28, 1994. H.2 OCTOBER 2 4 , PAGE 4 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Richmond First Citizens BancShares, Inc., Raleigh, North Carolina -- to acquire Pace American Bank, Lawrenceville, Virginia. Approved, October 28, 1994. Dallas First Delaware Bancorp, Inc., Dover, Delaware -- to acquire Kaufman Bancshares, Inc., Kaufman, Texas, and Farmers and Merchants National Bank. Approved, October 27, 1994. Minneapolis First Sleepy Eye Bancorporation, Sioux Falls, South Dakota -- to acquire Capital Bank, St. Paul, Minnesota. Approved, October 24, 1994. Minneapolis Fishback Financial Corporation, Brookings, South Dakota -- to acquire Community State Bank, Stockholm, South Dakota. Approved, October 25, 1994. Chicago Foxdale Bancorp, Inc., South Elgin, Illinois to acquire Foxdale Bank. Returned, October 25, 1994. M inneapolis Franklin Bancorp, Inc., Minneapolis, Minnesota -- to acquire Michael Bancorporation, Inc., St. Paul, Minnesota. Approved, October 28, 1994. New York GP FINANCIAL CORP., Flushing, New York -- to engage de novo in community development activities through Green Point Community Development Corporation. Permitted, October 27, 1994. Chicago Indiana Federal Corporation, Valparaiso, Indiana -request for waiver of filing requirement to acquire Norcen Bank, Culver, Indiana. Granted, October 26, 1994. Chicago Jesup Bancshares, Inc., Jesup, Iowa -- request for waiver of application to merge with Fabank, Inc., Fayette, Iowa. Granted, October 25, 1994. H.2 OCTOBER 24, 1994 PAGE 5 TO OCTOBER 29, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Richmond NationsBank Corporation, Charlotte, North Carolina, and NB Holdings Corporation -- to acquire Consolidated Bank, N.A., Hialeah, Florida. Approved, October 25, 1994. Chicago NBD Bancorp, Inc., Detroit, Michigan, and NBD Illinois, Inc., Park Ridge, Illinois -- to acquire AmeriFed Financial Corp., Joliet, Illinois, and AmeriFed Bank, F.S.B. Approved, October 25, 1994. Minneapolis Norwest Corporation, Minneapolis, Minnesota -- to engage in residential mortgage lending activities through Carlson Mortgage Company, Wakefield, Minnesota. Approved, October 26, 1994. Minneapolis Norwest Corporation, Minneapolis, Minnesota -- to acquire Texas National Bankshares, Inc., Midland, Texas, and Texas National Bank. Approved, October 28, 1994. Secretary Old National Bancorp, Evansville, Indiana -determination that ONB need not file an application to acquire Western Indiana Bancorp, Covington, Indiana. Granted, October 28, 1994. Minneapolis Pequot Area Bancorporation, Inc., Pequot Lakes, Minnesota -- to acquire Pequot Lakes State Bank. Approved, October 25, 1994. Dallas Prestonwood Bancshares Nevada, Inc., Carson City, Nevada -- to acquire The Oaks Bank & Trust Company, Dallas, Texas. Approved, October 27, 1994. Chicago Principal National Bancorp, Inc., Pontiac, Illinois - to acquire Home Guaranty Savings Association, Piper City, Illinois. Returned, October 25, 1994. H.2 OCTOBER 24, 1994 PAGE 6 TO OCTOBER 29, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Atlanta Regions Corporation, Birmingham, Alabama -- to acquire Regions Bank of Louisiana, Baton Rouge, Louisiana. Approved, October 27, 1994. Atlanta Regions Financial Corporation, Birmingham, Alabama, and Regions Corporation -- to acquire Regions Bank of Louisiana, Baton Rouge, Louisiana. Approved, October 27, 1994. New York Saban S.A., Panama City, Panama, and RNYC Holdings Limited, Marina Bay, Gibraltar -- to acquire shares of Republic New York Corporation, New York, New York. Approved, October 28, 1994. San Francisco SN, Ltd., Moab, Utah -- to acquire First Western Bancorporation. Approved, October 26, 1994. Dallas Texas Financial Bancorporation, Inc., Minneapolis, Minnesota -- to acquire Burleson State Bank, Burleson, Texas. Approved, October 25, 1994. Dallas Texas Financial Bancorporation, Inc., Minneapolis, Minnesota -- to acquire Kaufman Bancshares, Inc., Kaufman, Texas, and Farmers and Merchants National Bank . Approved, October 27, 1994. Secretary Trust Company Bank of South Georgia, N.A., Albany, Georgia; Trust Company Bank of North Georgia, Gainesville, Georgia, Sun Bank / Gulf Coast, Sarasota, Florida, SunBank / Tallahassee, N.A., Tallahassee, Florida, and The First National Bank of Florence, Florence, Alabama -- to invest in SunTrust Service Corporation, A t l a n t a , G e o r g i a , a n d provide data processing services. Approved, October 28, 1994. New York Unity Bancorp, Inc., Annandale, New acquire First Community Bank. Approved, October 26, 1994. Jersey -- to H.2 OCTOBER 24, 1994 PAGE 7 TO OCTOBER 29, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Minneapolis Village Bancshares, Inc., St. Francis, Minnesota -to acquire Village Bank. Approved, October 26, 1994. BANK MERGERS Secretary Compass Bank, N.A., Pensacola, Florida -- to acquire Compass Bank, F.S.B., Jacksonville, Florida. Approved, October 28, 1994. Cleveland Fifth Third Bank, Cincinnati, Ohio -- to merge with Mutual Federal Savings Bank of Miamisburg, Miamisburg, Ohio, and to establish branches. Approved, October 28, 1994. Richmond New Pace American Bank, Lawrenceville, Virginia -- to merge with Pace American Bank, and establish branches. Approved, October 28, 1994. BANK PREMISES New York Banco Popular de Puerto Rico, Hato Rey, Puerto Rico - investment in bank premises. Approved, October 25, 1994. Kansas City First United Bank, Parker, Colorado -- investment in bank premises. Approved, October 27, 1994. CAPITAL STOCK Chicago Citizens Corporation, Corydon, Iowa -- redemption of shares. Approved, October 28, 1994. Dallas Town and Country Bancshares, Inc., Stephenville, Texas -- redemption of shares. Approved, October 25, 1994. H.2 OCTOBER 2 4 , PAGE 8 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CHANGE IN BANK CONTROL Atlanta American Bankshares, Inc., Marietta, Georgia change in bank control. Permitted, October 28, 1994. Minneapolis Chisago Bancorporation, Inc., Chisago City, Minnesota -- change in bank control Permitted, October 26, 1994. Chicago Community Bancshares, Inc., Noblesville, Indiana -change in bank control. Returned, October 28, 1994. Dallas Hamlin Financial Corporation, Hamlin, Texas -- change in bank control. Permitted, October 28, 1994. Chicago Lena Bancorp, Inc., Lena, Illinois -- change in bank control. Permitted, October 24, 1994. Atlanta P.C.B. Bancorp, Inc., Largo, Florida -- change in bank control. Permitted, October 27, 1994. COMPETITIVE FACTORS REPORTS Chicago American National Bank and Trust Company of Chicago, Chicago, Illinois, proposed merger with American National Bank and Trust Company of Wisconsin, Genoa City, Wisconsin -- report on competitive factors. Submitted, October 27, 1994. Boston Atlantic Bank and Trust Company, Boston, Massachusetts, proposed merger with Chestnut Hill Bank and Trust Company, Brookline, Massachusetts -report on competitive factors. Submitted, October 27, 1994. Atlanta Brown Bank, Cobbtown, Georgia, proposed conversion to a federal stock savings bank through a merger with The Brown Bank -- report on competitive factors. Submitted, October 26, 1994. H.2 OCTOBER 2*4, PAGE 9 199*4 TO OCTOBER 2 9 , 199*4 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Boston Cape Cod Five Cents Savings Bank, Orleans, Massachusetts, proposed acquisition of certain assets and assumption of certain liabilities of the 209 Falmouth Road, Hyannis, Massachusetts, branch of First Federal Savings and Loan Association, Rochester, New York -- report on competitive factors. Submitted, October 26, 199*4. Chicago CB North, Charlevoix, Michigan, proposed purchase of the assets and assumption of the liabilities of the Bellaire, Central Lake, and Traverse City branches of Republic Bank, Ann Arbor, Michigan -- report on competitive factors. Submitted, October 27, 199*4. Cleveland Citizens Banking Company, Salineville, Ohio, proposed merger with The New Waterford Bank, New Waterford, Ohio -- report on competitive factors. Submitted, October 26, 199*4. Dallas Coastal Banc, S.S.B., Houston, Texas, proposed purchase of assets and assumption of liabilities of eight branches of Texas Trust Savings Bank, F.S.B., Dallas Texas -- report on competitive factors. Submitted, October 28, 199*4. Minneapolis Community First National Bank, Worthington, Minnesota, proposed merger with Community First National Bank, Marshall, Minnesota -- report on competitive factors. Submitted, October 27, 199*4. Minneapolis Community First National Bank, Fergus Falls, Minnesota, proposed merger with Community First National Bank, Ada; and Community First National Bank, Breckenridge, Minnesota -- report on competitive factors. Submitted, October 27, 199*4. H.2 OCTOBER 2 4 , PAGE 10 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Minneapolis Community First National Bank, Little Falls, Minnesota, proposed merger with Community First State Bank, Paynesville; Community First National Bank, Wheaton; and Community First National Bank, Morris, Minnesota -- report on competitive factors. Submitted, October 27, 1994. Minneapolis Community First National Bank, Fargo, North Dakota, proposed merger with Community First State Bank, Cooperstown; Community First National Bank, Wahpeton; and Community First National Bank, Lidgerwood, North Dakota -- report on competitive factors. Submitted, October 27, 1994. Chicago Farmers State Bank, Jesup, Iowa, proposed merger with State Bank of Fayette, Fayette, Iowa report on competitive factors. Submitted, October 25, 1994. Kansas City Farmers State Bank, Bennet, Nebraska, proposed merger with Farmers State Bank, Weeping Water, Nebraska -report on competitive factors. Submitted, October 27, 1994. New York First Fidelity Bank, National Association, New York, Bronx, New York, proposed purchase and assumption, of certain deposit related loans and the deposit liabilities of the Katonah branch of Emigrant Savings Bank, New York, New York -- report on competitive factors. Submitted, October 28, 1994. Philadelphia First Home Savings Bank F.S.B., Pennsville, New Jersey, proposed purchase of the assets and assumption of the liabilities of two branches of Meridian Bank, Cherry Hill, New Jersey -- report on competitive factors. Submitted, October 25, 1994. H.2 OCTOBER 2 4 , PAGE 11 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS New York First National Bank of Glens Falls, Glens Falls, New York, proposed merger with The Keesville National Bank, Keesville, New York -- report on competitive factors. Submitted, October 28, 1994. New York First National Bank of Rhinebeck, Rhinebeck, New York, proposed purchase of assets and assumption of liabilities of the Millerton branch of Wilber National Bank, Oneonta, New York -- report on competitive factors. Submitted, October 27, 1994. Boston First NH Bank, Manchester, New Hampshire, proposed acquisition of the assets and assumption of the liabilities of Southeast Bank For Savings, Dover, New Hampshire -- report on competitive factors. Submitted, October 24, 1994. Richmond Granville United Bank, Oxford, North Carolina, proposed purchase of certain assets and assumption of the deposit liabilities of the Creedmoor, North Carolina, branch of Southern National Bank of North Carolina, Lumberton, North Carolina -- report on competitive factors. Submitted, October 24, 1994. Richmond Granville United Bank, Oxford, North Carolina, proposed purchase of the assets and assumption of the deposit liabilities of the Butner, North Carolina, branch of Branch Banking and Trust Company, Wilson, North Carolina -- report on competitive factors. Submitted, October 24, 1994. Kansas City Johnson County Bank, Overland Park, Kansas, proposed purchase of certain assets and assumption of certain liabilities of the branches of Household Bank,, F.S.B., Newport Beach, California, at 10307 Metcalf Avenue, Overland Park, Kansas, and 13507 Mur Len, Olathe, Kansas -- report on competitive factors. Submitted, October 27, 1994. H.2 OCTOBER 2 4 , PAGE 12 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Kansas City Key Bank of Colorado, Fort Collins, Colorado, proposed merger with The Bank of Greeley, Greeley, Colorado -- report on competitive factors. Submitted, October 27, 1994. San Francisco Klamath First Federal M.H.C., Klamath Falls, Oregon, proposed transfer of assets and liabilities after reorganization into a mutual holding company -report on competitive factors. Submitted, October 28, 1994. Dallas Lindale National Bank, Lindale, Texas, proposed merger with First State Bank, Gladewater, Texas report on competitive factors. Submitted, October 26, 1994. Dallas Lone Star National Interim Bank, Pharr, Texas, proposed merger with Lone Star National Bank -report on competitive factors. Submitted, October 26, 1994. St. Louis Mercantile Bank, Jonesboro, Arkansas, proposed merger with Mercantile Bank, Hardy; Mercantile Bank, Mammoth Spring; First State Bank of Newport, Newport; The Bank of Rector, Rector; and Bank of Weiner, Weiner, Arkansas -- report on competitive factors. Submitted, October 27, 1994. Chicago MSB Financial, Inc., Marshall, Michigan, proposed acquisition of the assets and assumption of the liabilities of Marshall Savings Bank -- report on competitive factors. Submitted, October 27, 1994. Chicago NBD Bank, Wheaton, Illinois, proposed merger with AmeriFed Bank, FSB, Joliet, Illinois -- report on competitive factors. Submitted, October 25, 1994. St. Louis Peoples Bank and Trust Company, Tupelo, Mississippi, proposed merger with New South Bank, Batesville, Mississippi -- report on competitive factors. Submitted, October 26, 1994. H.2 OCTOBER 2 4 , PAGE 13 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Dallas San Benito Bank & Trust Company, San Benito, Texas, proposed merger with Pacific Southwest Bank, F.S.B., Corpus Christi, Texas -- report on competitive factors. Submitted, October 26, 1994. Chicago SJS Bancorp, Inc., St. Joseph, Michigan, proposal to convert SJS Federal Savings Bank, St. Joseph, Michigan, to a federal stock savings bank -- report on competitive factors. Submitted, October 27, 1994. Chicago TCF Financial Corporation, Minneapolis, Minnesota, proposed acquisition of the assets and assumption of the liabilities of Great Lakes Bancorp, a Federal Savings Bank, Ann Arbor, Michigan -- report on competitive factors. Submitted, October 27, 1994. Kansas City United Nebraska Bank, Grand Island, Grand Island, Nebraska, proposed merger with six other affiliated Nebraska banks -- report on competitive factors. Submitted, October 26, 1994. Secretary University Savings Bank, Seattle, Washington, proposed merger with First Interstate Bank of Washington, N.A. -- report on competitive factors. Submitted, October 28, 1994. EXTENSIONS OF TIME Director, BS&R Baltimore Bancorp, Baltimore, Maryland -- extension to dispose of certain property. Granted, October 27, 1994. H.2 OCTOBER 24, 1994 PAGE 14 TO OCTOBER 29, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME Dallas Bronte Bancshares, Inc., Bronte, Texas -- extension to October 31, 1994, to acquire Bronte Bancshares Delaware, Inc., Wilmington, Delaware, and First National Bank in Bronte, Bronte, Texas. Granted, October 24, 1994. Atlanta First Alliance Bancorp, Inc., Marietta, Georgia -extension to January 27, 1995, to acquire Interim Alliance Corporation d/b/a Alliance Finance, Smyrna, Georgia, and engage in consumer finance activities and act as agent or broker for credit related insurance. Granted, October 26, 1994. St. Louis First Banks, Inc., St. Louis, Missouri -- extension to December 15, 1994, to operate a savings association through the acquisition of St. Charles Federal Bancshares, Inc., St. Charles, Missouri, and St. Charles Federal Savings and Loan Association. Granted, October 28, 1994. Dallas GNB Bancshares, Inc., Gainesville, Texas -- extension to January 16, 1995, to acquire Lake Cities Financial Corporation, Lake Dallas, Texas, and Lake Cities State Bank. Granted, October 26, 1994. Dallas Guaranty National Bancshares, Inc., Wilmington, Delaware -- extension to January 16, 1995, to acquire Lake Cities Financial Corporation, Lake Dallas, Texas. Granted, October 26, 1994. Chicago Town Financial Corporation, Hartford City, Indiana -extension to January 28, 1995, to acquire Pacesetter Bank of Hartford City, and Pacesetter Bank of Montpelier, Montpelier, Indiana. Granted, October 28, 1994. H.2 OCTOBER 2 4 , PAGE 15 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL. RESERVE BANKS UNDER DELEGATED AUTHORITY MEMBERSHIP Chicago Foxdale Bank, South Elgin, Illinois -- to become a member of the Federal Reserve System. Returned, October 25, 1994. Secretary Havana State Bank, Havana, Florida -- to become a member of the Federal Reserve System. Approved, October 26, 1994. Richmond New Pace American Bank, Lawrenceville, Virginia -- to become a member of the Federal Reserve System. Approved, October 28, 1994. Cleveland Summit Bank, Fairlawn, Ohio -- to become a member of the Federal Reserve System. Approved, October 28, 1994. RESERVE BANK OPERATIONS Director, FRBO Federal Reserve Bank of San Francisco -- renovation of cash department of the Portland Branch. Approved, October 29, 1994. RESERVE BANK SERVICES Director, FRBO Guide to the Federal Reserve's Payments System Risk Policy -- modification of a question in the section on Monitoring Customer Interday Payment Activity. Approved, October 28, 1994. SECURITIES REGULATION Director, BS&R Over-the-counter stocks -- revised list of OTC stocks subject to margin requirements, and a list of foreign margin stocks. Published, October 28, 1994. ADDITIONS AND CORRECTIONS H.2 OCTOBER 2 4 , PAGE 16 1994 TO OCTOBER 2 9 , 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHES. DOMESTIC Cleveland Chippewa Valley Bank, Rittman, Ohio -- to establish a branch at 6990 Greenwich Road, Westfield Center, Ohio. Approved, October 21, 1994. Cleveland Integra Bank / Pittsburgh, Pittsburgh, Pennsylvania - to establish customer-bank communication terminals at Imperial Stop N* Shop, 600 Market Place, Oakdale, Pennsylvania, and Thrift Drug Store, McKnight Seibert Shopping Center, Pittsburgh, Pennsylvania. Approved, October 21, 1994. Secretary NationsBank Corporation, Charlotte, North Carolina -request that Panmure Gordon & Company, London, England, be permitted to increase equity underwriting limits. Approved, October 19, 1994. COMPETITIVE FACTORS REPORTS Minneapolis Community First State Bank of Vermillion, Vermillion, South Dakota, proposed merger with Community First State Bank of Platte, Platte, South Dakota -report on competitive factors. Submitted, October 28, 1993. Cleveland PNC Bank, Ohio, National Association, Cincinnati, Ohio, proposed merger with The Brentwood Savings Association -- report on competitive factors. Submitted, October 20, 1994. F E D E R A L R E S E R V E B A N K OF B O S T O N A P P L I C A T I O N S SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Application Period Ending Date Comment NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application Comment Period Ending Date Benjamin Franklin Bancorp, M .H .C ., Franklin, Massachusetts - 3(a)(1) Newspaper 10-16-94 Federal Register 10-21-94 application to acquire Benjamin Franklin Savings Bank, Franklin, Massachusetts* SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Application Comment Period Ending Date Fleet Financial Group, Inc., Providence, Rhode Island 4( c ) (8) notification to engage de novo in community development activities Federal Register Fleet Financial Group, Not Yet Established Providence, Rhode Island 4(c)(8) notification to acquire at least 50% and up to 100% of The Providence Group Investment Advisory Company, Providence, Rhode Island Inc., Federal Register SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE 10-31-94 S E C T IO N V - A V A IL A B IL IT Y Institution Union Trust Company P.0. Box 479 Ellsworth, Maine 04605 Phone #: OF CRA P U B L IC Examination Date July 11, 1994 E V A L U A T IO N S Rating* ** "O" (207) 667-2504 *Subject to CRA. **Rating Definitions: "0" - Outstanding; "S" - Satisfactory; - Needs to Improve; "SN" - Substantial Noncompliance. "N" F e d e ra l R eserve Bank o f New Y o rk Comment Period Ending Date SECTION I Applications Subject to Newspaper ___________ Notice Only___________ Marine Midland Bank, Buffalo, New York, to establish a branch at P&C Store # 130, 3577 West Genesee Street, Syracuse, New York.1/ 11/25/94 SECTION II Applications Subject to Both Newspaper and Federal Register Notice Notice of Change in Bank Control on behalf of David J. Dalrymple, Robert H. Dalrymple, and Mary E. Dalrymple, ("Notificants") with respect to the acquistion of 149,499 additional shares of common stock of Chemung Financial Corporation, Elmira, New York ("Chemung")/ thereby increasing Notificants' ownership to 17.53 percent as a result of the proposed merger of Owego National Financial Corporation, Owego, New York, with and into Chemung. N/A SECTION III Nonbanking Applications (subject to Federal Register Notice Only) CS Holding and its subsidiary Credit Suisse, both of Zurich, Switzerland, to engage in providing investment advisory services, through their subsidiary, BEA Associates, New York, New York, with respect to certain non-financial futures, and options on such contracts, for hedging and non-hedging trading purposes. N/A HSBC Holdings pic, London, United Kingdom, and HSBC Holdings BV, Amsterdam, The Netherlands, to engage de novo through their subsidiary, James Capel, Incorporated, New York, New York in full service and discount brokerage acting as agent in the private placement of all types of securities and providing related advisory services, acting as a riskless principal in buying and seeing all types of securities, and providing investment and financial advice. N/A 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 October 29, 1994 NAME OF BANK RATING EXAMINATION DATE None. H|(N|CO| / / / 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 FEDERAL RESERVE BANK OF PHILADELPHIA Section I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Guaranty Bancshares Corporation, Shamokin, Pennsylvania (HGuarantyM) has filed a Notice of Change in Bank Control on behalf John (Jack) D. and Maureen Moran in connection with their intention to acquire up to 24.9% of the voting shares of Guaranty. (The proposal involves an increase in ownership of stock from 9.9% to 24.9%. This Notice has been resubmitted; the previous incomplete Notice was returned. A federal register notice has already been published, within the last 90 days, for that Notice). Newspaper comment period: Fed. Reg. comment period: * (published with previous notice) 11/14/94 08/30/94* 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 RESERVE BANK OF PHILADELPHIA SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS The following institutions were examined for CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending October 28, 1994. Identification of Ratings In connection with the assessment of each insured depository performance, a rating is assigned from the following groups: institution's CRA Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to Improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Examination Date CRA Rating Madison Bank 1767 Sentry Park West Blue Bell, PA 19422 5/31/94 Satisfactory F e d e r a l R ese r v e B a n k of C l e v e l a n d P. 0. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending October 29,1994) SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Received Section 18(c) application from Integra Bank/North, Titusville, Pennsylvania, on October 18, 1994, to acquire the Bradford, Pennsylvania, branch office of Bucktail Bank and Trust Company, Emporium, Pennsylvania. * Not Yet Known # SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received Section 3(a)(1) prior notice from Merchants Bancorp of Pennsylvania, Inc., Kittanning, Pennsylvania, on November 4, 1994, to acquire The Merchants National Bank of Kittanning, Kittanning, Pennsylvania. * Not Yet Known # Received Notice of Change in Bank Control from F. Preston Farmer, London, Kentucky, on October 27, 1994, to retain up to 12.34 percent of the outstanding shares of First National London Bankshares Corp., London, Kentucky. * Not Yet Known # Received Section 3(a)(1) application from Laurel Capital Group, Inc., Allison Park, Pennsylvania, on October 25, 1994, to acquire Laurel Savings Bank, Allison Park, Pennsylvania. * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to End 30 Days from Date of Receipt * November 19, 1994 F e d e r a l R ese r v e B a n k of C l e v e l a n d P. O. BOX 6387 CLEVELAND, OHIO 44101-1387 APPLICATIONS BULLETIN (For the week ending October 29,1994) SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE 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 30 Days from Date of Receipt AVAILABILITY OF CRA PUBLIC EVALUATIONS (October 29, 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 November 4, 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 of 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 of its entire delineated community, including low- and moderate-income neighbQfrhbpds, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE: a bank in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NON COMPLIANCE: a bank in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and -eapabihtiosr— The I luntington Slate Bank 4 West Main Street Alexandria. Ohio 43001 (614)924-2911 Rating: Outstanding Hxam Dale: August 24. 1994 Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date F & M Bank-Emporia, Emporia, Virginia, to establish an Electronic Funds Transfer Facility at 1-95 and U.S. Highway 58, Emporia, Virginia.* 11-23-94 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date None . Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date Summit Financial Corporation, Greenville, South Carolina, to acquire assets of Academy Finance, Inc., Kingstree, South Carolina, and E-Z Loans, Inc., Lake City, South Carolina. 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 October 28, 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. The Commonwealth Bank 9310 Midlothian Turnpike Richmond, Virginia 23235-4947 Examination Date____ Rating 8-15-94 Satisfactory Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending October 28, 1994 Section 1 - Applications Subject to Newspaper Notice Only Application Date Comment Period Ending First Western Bank 11-24-94* Cooper City, Florida To establish a branch located at the northwesterly corner- of the intersection of Pines Boulevard and 184th Avenue, Pembroke Pines, Florida. Banco Noroeste S.A. Sao Paulo, Brazil To establish an international Florida. Trust Company Bank Atlanta, Georgia To establish a branch Atlanta, Georgia. Not yet available* agency to be located in Miami, 10-28-94* located at 760 West Peachtree Street, Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Date Comment Period Ending The Colonial BancGroup, Inc. 11-22-94* Montgomery, Alabama Newspaper To acquire Brundidge Banking Company, Inc., Brundidge, Alabama, pursuant to Section 3( a ) (3) of the Bank Holding Company Act. Florida Gulfcoast Bancorp,Inc. 11-25-94* Sarasota, Florida Newspaper 1-BHC formation, Enterprise National Bank of Sarasota, Sarasota, Florida. : UniSouth, Inc. 10-31-94* Umatilla, Florida Federal Register After-the-fact change in control notice by John Findley Nelson, Jr., to retain 13.3 percent of the outstanding shares of UniSouth, Inc., Umatilla, Florida. Century South Banks, Inc. Not yet available* Dahlonega, Georgia To acquire First Community Bank of Dawsonville, Dawsonville, Georgia, pursuant to Section 3(a)(3) of the Bank Holding Company Act. *Subject to provisions of the Community Reinvestment Act. F e d e r a l R e s e rv e Bank o f A t l a n t a A p p l i c a t i o n s B u l l e t i n f o r Week E n d i n g O c t o b e r 28, 1994 Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Century South Banks, Inc. Not yet available* Dahlonega, Georgia To merge with Gwinnett Bancorp, Inc., Duluth, Georgia, and thereby acquire Gwinnett National Bank, Duluth, Georgia, pursuant to Section 3 ( a ) (5) of the Bank Holding Company Act. Metro Financial Corporation Not yet available* Atlanta, Georgia After-the-fact change in control notice by Mr. Rayburn J. Fisher, Jr., to retain an additional 3.87 percent of the outstanding shares of Metro Financial Corporation,. Atlanta, Georgia. Total ownership will equal 10.54 percent. Whitney Holding Corporation New Orleans, Louisiana To acquire Whitney Bank organization), pursuant to Company A c t . 11-21-94* Federal Register of Alabama, Mobile, Alabama (in Section 3(a) (3) of the Bank Holding S & V Holding Company 11-25-94* Maryville, Tennessee 1-BHC formation, Etowah Bancing Company, Etowah, Tennessee, and its subsidiary, Southern United Bank of McMinn County, Etowah, Ten n e s s e e . *S u b je c t to p ro v is io n s of the Com m unity R e in v e s tm e n t A ct. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending October 28, 1994 Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date Barnett Banks, Inc. Not yet available* Jacksonville, Florida To acquire EquiCredit Corporation, Jacksonville, Florida, pursuant to Section 4(c) (8) of the Bank Holding Company Act and thereby engage in the following activities: 1) the origination of consumer finance home equity loans secured by first or second mortgages, and unsecured consumer finance loans; 2) the servicing of consumer finance home equity loans secured by first or second mortgages, and unsecured consumer finance loans; 3) the securitization of consumer finance home equity loans via sale to the secondary market; 4) acting as principal, agent, or broker for insurance that is directly related to an extension of credit, and is limited to ensuring the repayment of an outstanding balance due (up to certain limits) on the extension of credit in the event of the death, disability, or involuntary unemployment of the debtor; 5) such other activities as are reasonably incidental to the abovedescribed activities. These activities are pursuant to Sections 225.25(b)(1)(i) and 225.25(b)(8)(ii) of the Board's Regulation Y. Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application None. *Subject to provisions of the Community Reinvestment Act. A p p lic a tio n s F e d e r a l R e s e rv e Bank o f A t l a n t a B u l l e t i n f o r Week E n d in g O c t o b e r 28, 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 lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Sati sfactory record of meeting community credit needs : An institution has a satisfactory record of ascertaining and helping to meet thecredit 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 The Terrace Bank of Florida Post Office Box 16828, Temple Terrace Tampa, Florida 33687 (813)985-1128 Rating Date Satisfactory 04-09-94 Federal Reserve- Bank .of::Chicago^: Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Type Application Merger First Bank North Freeport, Illinois DeKalb, Illinois branch of Home Federal Savings & Loan Association Elgin, Illinois N Branch First of America Bank-West Michigan Grand Rapids, Michigan 347 South Division Avenue Grand Rapids, Michigan N - ** Me rge r/Branch First of America Bank - West Michigan N - 10-29-94 Grand Rapids, Michigan Grand Rapids, Michigan branch of Great Lakes Bancorp, A Federal Savings Bank Ann Arbor, Michigan and branch at 2355 Burton Street, Southeast, Grand Rapids, Michigan* Membership Foxdale Bank (in organization) South Elgin, Illinois To become a member of the Federal Reserve System* N Membership Fifth Third Bank of Central Indiana Indianapolis, Indiana to become a member of the Federal Reserve System* N - ** Membership Fifth Third Bank of Southeastern Indiana Batesville, Indiana to become a member of the Federal Reserve System* N - ** Merger Bank of Oakfield Oakfield, Wisconsin Van Dyne Branch of M&I Central State Bank Ripon, Wisconsin* N - 10-24-94 - 10-26-94 ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Tvoe Application CoC-HC WFC, Inc. Waukon, Iowa James E. Sweeney and Margo Sweeney FR - 11-8-94 N - ** CoC-HC State Center Financial, Inc. State Center, Iowa by Craig H. Haesemeyer FR - 10-17-94 NP - ** Y-2 Pinnacle Banc Group, Inc. Oak Brook, Illinois Acorn Financial Corp. Oak Park, Illinois Suburban Trust & Savings Bank Oak Park, Illinois* FR - 10-24-94 NP - 10-8-94 Y-2 Amcore Financial, Inc Rockford, Illinois NBA Holding Company Aledo, Illinois Bank of Aledo Aledo, Illinois* FR - 10-24-94 NP - 10-20-94 Y- 1 C.B. Bank Shares, Inc. Russiaville, Indiana Central Bank (formerly Central National Bank of Howard County) Russiaville, Indiana* FR - 11-4-94 N - 10-26-94 CoC-HC Savanna Bancorp, Inc. Savanna, Illinois by Dr. Walter Nehrkorn FR - ** N - ** Y-l Raddatz Family Limited Partnership Chicago, Illinois East Side Financial, Inc. Chicago, Illinois East Side Savings Bank Chicago, Illinois* FR - 10-19-94 N - 10-26-94 Y-l Foxdale Bancorp, Inc. South Elgin, Illinois Foxdale Bank (in organization) South Elgin, Illinois* FR - 10-31-94 N - 10-26-94 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 Firstar Corporation FR - 10-31-94 Milwaukee, Wisconsin N - 10-29-94 First Colonial Bankshares Corporation Chicago, Illinois Hi-Bancorp, Inc. Highwood, Illinois GNP Bancorp, Inc. Mundelein, Illinois First Colonial/York, Inc. Chicago, Illinois All American Bank of Chicago Chicago, Illinois Avenue Bank of Oak Park Oak Park, Illinois Colonial Bank Chicago, Illinois Community Bank and Trust Company of Edgewater Chicago, Illinois First Colonial Bank of Downers Grove Downers Grove, Illinois First Colonial Bank of DuPage County Naperville, Illinois First Colonial Bank of Lake County Vernon Hills, Illinois First Colonial Bank of McHenry County Crystal Lake, Illinois First Colonial Bank Northwest Niles, Illinois First Colonial Bank/Rosemont Rosemont, Illinois First Colonial Bank Southwest Burbank, Illinois Fox Lake State Bank Fox Lake, Illinois Michigan Avenue National Bank of Chicago Chicago, Illinois Northlake Bank Northlake, Illinois York State Bank Elmhurst, Illinois First Colonial Bank-Mundelein Mundelein, Illinois First Colonial Bank-Highwood Highwood, Illinois* 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 Firstar Corporation of Illinois FR - 10-31-94 Milwaukee, Wisconsin N - 10-29-94 First Colonial Bankshares Corporation Chicago, Illinois Hi-Bancorp, Inc. Highwood, Illinois GNP Bancorp, Inc. Mundelein, Illinois First Colonial/York, Inc. Chicago, Illinois All American Bank of Chicago Chicago, Illinois Avenue Bank of Oak Park Oak Park, Illinois Colonial Bank Chicago, Illinois Community Bank and Trust Company of Edgewater Chicago, Illinois First Colonial Bank of Downers Grove Downers Grove, Illinois First Colonial Bank of DuPage County Naperville, Illinois First Colonial Bank of Lake County Vernon Hills, Illinois First Colonial Bank of McHenry County Crystal Lake, Illinois First Colonial Bank Northwest Niles, Illinois First Colonial Bank/Rosemont Rosemont, Illinois First Colonial Bank Southwest Burbank, Illinois Fox Lake State Bank Fox Lake, Illinois Michigan Avenue National Bank of Chicago Chicago, Illinois Northlake Bank Northlake, Illinois York State Bank Elmhurst, Illinois First Colonial Bank-Mundelein Mundelein, Illinois First Colonial Bank-Highwood Highwood, Illinois* .Federal Reserve Bank. of CMcago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date Type, Application Y-l Ogden Bancshares, Inc. Ogden, Iowa City State Bank Ogden, Iowa* FR N 11-11-94 Y-2 FBOP Corporation Oak Park, Illinois Citizens National Bank Teaque, Texas* FR N 11-11-94 10-23-94 CoC-HC Mid-America National Bancorp, Chicago, Illinois Harold P. O'Connell, Jr. FR N 10-31-94 ** Y-2 Coal City Corporation Coal City, Illinois Peterson Bank Chicago, Illinois* FR N 11-13-94 Y-2 Manufacturers National Corporation Chicago, Illinois Peterson Bank Chicago, Illinois* FR N 11-13-94 ** Y-2 Philipps Investment Company Limited Wapiti, Wyoming Gratiot Bancshares, Inc. Gratiot, Wisconsin Gratiot State Bank Gratiot, Wisconsin FR NP 8-06-94 7-23-94 Y-2 Greatbanc, Inc. FR Aurora, Illinois N Greatbank Algonquin, Illinois--to reactivate a charter* Y-l Mediapolis Bancorporation Mediapolis, Iowa Mediapolis Savings Bank Mediapolis, Iowa* CoC-HC Citizens Central Bancorp, Macomb, Illinois Mary Eleanor Satter Inc. ** ** 10-28-94 ** FR - 11-11-94 N - 10-31-94 Inc. FR - 11-9-94 _ ** N 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 Firstar Corporation Milwaukee, Wisconsin First Moline Financial Corp. Moline, Illinois First Moline Moline, Illinois First Federal Savings Bank of Moline Moline, Illinois First Moline Real Estate Corp. Moline, Illinois FFM-CMO, Inc. Moline, Illinois* FR - 11-14-94 N - ** Y-2 Firstar Corporation of Iowa Des Moines, Iowa First Moline Financial Corp. Moline, Illinois First Moline Moline, Illinois First Federal Savings Bank of Moline Moline, Illinois First Moline Real Estate Corp. Moline, Illinois FFM-CMO, Inc. Moline, Illinois* FR - 11-14-94 N - ** Y-2 Royal Bankshares, Inc. Elroy, Wisconsin Iowa-Grant Bankshares, Cobb, Wisconsin Cobb State Bank Cobb, Wisconsin* FR - 11-19-94 N - 11-7-94 Inc. Y-2 San Jose Banco, Inc. Fremont, Indiana First National Bank of Fremont Fremont, Indiana* FR - 11-19-94 N - ** Y-2 Oak Bancorporation Oakland, Iowa Security Bancorp Stanton, Iowa Security State Bank Stanton, Iowa* FR - 11-21-94 N - 11-6-94 Federal Reserve.vBank of Chicago . Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date TyRe ADolication CoC-HC Community Illinois Corporation Rock Falls, Illinois Louis F. Pignatelli FR - 11-15-94 N - 9-21-94 CoC-HC Community Bancshares, Noblesville, Indiana Richard J. Irving FR - ★ * N - ** Y-l First National Independent Bancorp, La Grange, Illinois F.N.B.C. of La Grange La Grange, Illinois First National Bank of La Grange La Grange, Illinois Mokena State Bank Mokena, Illinois Wesco Investment Corporation La Grange, Illinois West Chicago State Bank West Chicago, Illinois* Y-l Eiden Interest, Ltd. Gurnee, Illinois First Waukegan Corporation Glenview, Illinois Bank of Northern Illinois Glenview, Illinois Bank of Northern Illinois, N.A. Waukegan, Illinois* FR - * * NP - ★ * Y-2 Prairie Financial Corporation Bridgeview, Illinois Prairie Bank and Trust Company Bridgeview, Illinois FR - ★ * NP - ★ * Inc. Inc. FR - 11-21-94 N - ★* Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date T_YP-e Application Y-4 Firstar Corporation Milwaukee, Wisconsin Bankerstech, Inc. Chicago, Illinois First Colonial Mortgage Corporation Elmhurst, Illinois First Colonial Trust Company Oak Park, Illinois Midstates Financial Corporation Schaumburg, Illinois 4c8 IBT Bancorp, Inc. FR - 10-17-94 M t . Pleasant, Michigan IBT Financial Services, Inc. M t . Pleasant, Michigan to engage de novo in securities brokerage services 4c8 Northern Bankshares, Inc. FR - 10-17-94 McFarland, Wisconsin intends to participate in overline loans by expanding its scope in the activity of making & servicing loans Y-4 Firstar Corporation of Illinois Milwaukee, Wisconsin Bankerstech, Inc. Chicago, Illinois First Colonial Mortgage Corporation Elmhurst, Illinois First Colonial Trust Company Oak Park, Illinois Midstates Financial Corporation Schaumburg, Illinois 4 (c) (8) Old Kent Financial Corporation FR - 10-31-94 Grand Rapids, Michigan CDC--to invest in low income housing projects Y-4 Chadwick Bancshares, Inc. Chadwick, Illinois Community Insurance, Inc. Miles, Iowa Y-4 Northwest Financial Corp. Spencer, Iowa James Mortgage Corporation Des Moines, Iowa FR - 10-31-94 FR - 10-31-94 FR - 11-13-94 FR 10-31-94 Federal,.Reserve Bank.-:off/Chicago;. Section III - Applications Subject to Federal Register Notice Only Continued Type Application Y-4 Castle BancGroup, Inc. DeKalb, Illinois To acquire direct control and ownership of Data Processing from First National Bank in DeKalb, DeKalb, Illinois FR - 11-8-94 4 (c) (8) Alpha Financial Group, Inc. Minonk, Illinois Alpha Financial Insurance Services, Inc. Toluca, Illinois--to engage in brokerage activities in the sale of mutual funds FR - 11-8-94 Y-4 SBC, Inc. Countryside, Illinois Secure Holdings, Inc. Countryside, Illinois Secure Savings Bank, FSB Fontana, California FR - 11-15-94 Ending Date Federal Reserve Bank of Chicago Section IV - Applications Not Subject to Federal Register or Newspaper Notice Type Application RoS Community Illinois Corporation Rock Falls, Illinois to purchase an additional 7.5 percent of its outstanding shares RoS First Waukegan Corporation Glenview, Illinois to purchase & redeem up to 313,794 shares 149.7% of its issued & outstanding common stock N - Newspaper FR - Federal Register * - Subject to Provisions of Community Reinvestment Act ★ * - Not available at this time AVAILABILITY’OP-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-day business day period the bank has to make the evaluation public has lapsed during the week ending October 28, 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 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 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 -NONE EXAMINATION DATE RATINGS Federal Reserve Bank of St. Louis FOR THE WEEK ENDING October 28, 1994 Application SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE End of Comment Period None. Application SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE End of Comment Period None . SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period None . SETION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application End of Comment Period None. FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification of Ratings: Outstanding record ofmeeting community creditneeds An institution in this group has an outstanding record of, and isa leader in, ascertaining and helping to meet the credit needs of itsentire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with itsresources and capabilities. Satisfactoryrecord ofmeeting community creditneeds An institution in thisgroup has a satisfactory record of ascertaining and helping to meet the creditneeds of its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with itsresources and capabilities. Needs to improve record ofmeeting community creditneeds An institution in this group needs to improve its overallrecord 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 itsresources and capabilities. Substantialnoncompliance in meeting community creditneeds 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 tow- and moderate-income neighborhoods, in a manner consistent with itsresources and capabilities. FOR THE WEEK ENDING October 28, 1994 Name of Bank Bank Address Farmers and Merchants Bank P. 0. Box 938 Hannibal, Missouri Examination Date 7-18-92 63401 Examination Rating Satisfactory FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application First Western Bank & Trust, Minot, North Dakota, to become a member of the Federal Reserve System November 30, 1994 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Dutton Bancorporation, Inc., Dutton, MT, to acquire 90% of Dutton State Bank, Dutton, MT* November 14, 1994 (Federal Register) Minnesota Valley Bancshares, Inc., Minnetonka, MN, to acquire 100% of Minnwest Incorporated, Minne tonka, MN* November 19, 1994 (Federal Register) Wade Schmidt and James Massee, Appleton, MN, to each acquire 50% of MPS Investment Company, Appleton, MN* Notice Returned Dakota Community Banshares, Hebron, ND, to acquire 100% of the voting shares of Hebron Banshares, Inc., Hebron, ND, and 100% of the voting shares of First State Bank, New Leipzig, ND* November 25, 1994 (Newspaper) Norwest Corporation, Minneapolis, MN, to acquire 100% of the voting shares of Babbscha Company, Fridley, MN* Not yet available *Subject to CRA FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application BNCCORP, Inc., Bismarck, ND, to engage in data processing activities through the acquisition of JMS Systems, Inc., Bismarck, ND Not yet available Norwest Corporation, Minneapolis, MN, Norwest Financial Special Services, Inc., Des Moines, IA; and Norwest Financial, Inc., Des Moines, IA, To engage de novo in consumer finance, sales finance, and the sale of book keeping, payroll and other management financial reporting conducted in the State of Michigan November 15, 1994 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 October 28, 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 DATE OF EXAMINATION CRA RATING Wadena State Bank 304 Southeast First Box 191 Wadena, MN 56482-0191 (218) 631-1860 July 25, 1994 Satisfactory Federal Reserve Bank of Kansas City S E C T IO N I - A P P L IC A T IO N S SU B JEC T TO NEWSPAPER N O T IC E ONLY APPLICATION Bank of Holden, Holden, Missouri, for prior approval to establish a branch facility in Warrensburg, Missouri. COMMENT PERIOD ENDING DATE Not Available S E C T IO N I I - A P P L IC A T IO N S SU B JE C T TO BOTH NEWSPAPER AND FEDERAL R E G IST E R N O TIC E APPLICATION COMMENT PERIOD ENDING DATE Altus NBC Corporation, Altus, Oklahoma, for prior approval to acquire 100 percent of the voting shares of Capital National Bank, Altus, Oklahoma.* November 25, 1994 Capital City Bancshares, Inc., Topeka, Kansas, for prior approval to acquire 47.5 percent of the voting shares of Johnson County Bank, Overland Park, Kansas.* November 25, 1994 Fourth Financial Corporation, Wichita, Kansas, to acquire 100 percent of the voting shares of Blackwell Security Bancshares, Inc., Blackwell, Oklahoma.* November 25, 1994 Bankers' Bank of the West Bancorp, Inc., Denver, Colorado, for prior approval to become a bank holding company through the acquisition of 100 percent of the voting shares of Bankers' Bank of the West, Denver, Colorado.* November 21, 1994 Berlau Bancshares, Inc., Prairie Village, Kansas, for prior approval to become a bank holding company through the acquisition of 100 percent of the voting shares of Brooke State Bank, Jewell, Kansas.* November 21, 1994 Federal Reserve Bank of Kansas City 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. 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. 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 The Kinsley Bank P.O. Box 206 Kinsley, Kansas 67547-0206 Exam Date 07-25-94 CRA Public Date CRA Rating 10-27-94 Satisfactory OMNIBANK Arapahoe 07-11-94 9250 E. Arapahoe Road Englewood, Colorado 80112-3627 10-17-94 Satisfactory Citizens State Bank P.O. Box 89 Polk, Nebraska 68654-0089 07-18-94 10-20-94 Satisfactory St. Marys State Bank P.O. Box 188 St Marys, Kansas 66536-0188 07-18-94 ♦Application is subject to CRA. 10-20-94 Satisfactory FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF OCTOBER 24, 1994 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY NOTICE EXP APPLICATION None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ** NOTICE EXP *Section 3(a)(1) application by Flower Mound, L.C., Flower Mound, TX, to acquire Security Bank, Flower Mound, TX (Previously reported during the week of 10-10-94) 11-13-94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION Section 4(c)(8) application by Finger Interests Number One, Ltd., Houston, TX, to acquire West Loop Savings & Loan Association, Houston, TX (immediately following the acquisition, West Loop will be converted to a state charter savings bank operating under the name of West Loop Savings, SSB) (Previously reported during the week of 9-19-94) Section 4(c)(8) application by Charter Bancshares, Inc., Houston, TX, to acquire West Loop Savings & Loan Association, Houston, TX (immediately following the acquisition, West Loop will be converted to a state charter savings bank operating under the name of West Loop Savings, SSB) (Previously reported during the week of 9-19-94) Section 4(c)(8) application by CBH, Inc., Wilmington, D.E., to acquire West Loop Savings & Loan Association, Houston, TX (immediately following the acquisition, West Loop will be converted to a state charter savings bank operating under the name of West Loop Savings, SSB) (Previously reported during the week of 9-19-94) NOTICE EXP 10-31-94 10-31-94 10-31-94 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 OCTOBER 24. 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 10/28/94 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 Centennial Holdings, Ltd., Olympia, Washington, to become a bank holding company by acquiring Centennial Bank, Olympia, Washington. * Newspaper: 11/21/94 Fed. Reg.: 11/25/94 Section III - Applications Subject to Federal Register Notice Only Charter Bancorporation, Inc., Scottsdale, Arizona, to directly make, acquire or service loans or other extensions of credit. Fed. Reg.: 11/18/94 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 10/28/94 Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during the week ending October 28, 1994. Information about a particular institution's CRA evaluation may be obtained directly from the institution. Institution Location Examination Date Rating* None ♦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 noncomoliance 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