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ANNOUNCEMENT BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM H . 2, 1993, No. 44 A c t i o n s of the Board, its Staff, and the Federal R e s e r v e Banks; A p p l i c a t i o n s and R e p o r t s R e c e i v e d D u r i n g the W e e k En d i n g O c t o b e r 30, 1993 ACTIONS TAKEN BY THE BOARD OF GOVERNORS TESTIMONY AND STATEMENTS Federal Reserve System Accountability Act of 1993 -statement by Governor Angell before the House Committee on Banking, Finance and Urban Affairs, October 27, 1993. Published, October 27, 1993. Safety and soundness issues associated with derivatives of banking organizations -- statement by Governor Phillips before the House Committee on Banking, Finance and Urban Affairs, October 28, 1993. Published, October 28, 1993. Federal Reserve System Accountability Act of 1993 statement by President McDonough, President, Federal Reserve Bank of New York, October 27, 1993. Published, October 27, 1993. ADVISORY COUNCILS Consumer Advisory Council. Convened, October 28, 1993. BANK HOLDING COMPANIES Banc One Corporation, Columbus, Ohio, CoreStates Financial Corp., Philadelphia, Pennsylvania, PNC Financial Corp, Pittsburgh, Pennsylvania, and Society Corporation, Cleveland, Ohio -- to engage through a joint venture in data processing activities through Electronic Payments Services, Inc., Wilmington, Delaware. Approved, October 25, 1993. Banc One Corporation, Columbus, Ohio -- request for reconsideration of Board*s approval of applications to acquire Central Banking Group, Inc., Oklahoma City, Oklahoma, and its bank and nonbank subsidiaries. Denied, October 25, 1993. Barnett Banks, Inc., Jacksonville, Florida - - t o acquire The Citizens and Peoples National Bank of Pensacola, Pensacola, Florida. Approved, October 25, 1993. First Delta Corporation, Helena, Arkansas -- to acquire The Delta State Bank, Elaine, Arkansas. Approved, October 25, 1993. H.2 OCTOBER 25, 1993 PAGE 2 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE BOARD OF GOVERNORS BANK MERGERS Barnett Bank of Nest Florida, Pensacola, Florida -to merge with The Citizens and Peoples National Bank of Pensacola. Approved, October 25, 1993. BANK PREMISES Barnett Bank of West Florida, Pensacola, Florida -investment in bank premises. Approved, October 25, 1993. ENFORCEMENT Banco Boliviano Americana, S.A., La Paz, Bolivia, Banco Boliviano Americana's agency in Miami, Florida -- written agreement dated October 9, 1993, with the Federal Reserve Bank of Atlanta and the Office of the Comptroller of the State of Florida. Announced, October 26, 1993. 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 H.2 OCTOBER 25, 1993 PAGE 3 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK BRANCHES. DOMESTIC Atlanta Central Bank of the South, Birmingham, Alabaaa -- to establish a branch at 924 Plantation Boulevard, Fa irhope, A1abaaa. Approved, October 29, 1993. Richmond FCNB Bank, Frederick, Maryland - - t o establish a branch at 6229 Skeysville Road, Eldersburg, Maryland. Approved, October 26, 1993. Cleveland Fifth Third Bank, Cincinnati, Ohio -- to establish customer-bank communication terminals at 2692 Madison Road, Cincinnati; 130 East High Street, Oxford; 312 Walnut, Cincinnati; 6383 Glenway Avenue, Bridgeton; 6301 Kellogg Avenue, Cincinnati and 7030 Reading Road. Approved, October 27, 1993. Chicago Old Kent Bank and Trust Company, Grand Rapids, Michigan - - t o establish a branch at 6450 South Cedar, Lansing Michigan. Approved, October 25, 1993. BANK HOLDING COMPANIES Chicago Caisse Nationals de Credit Agricole, Paris, France to engage in the placement of all types of securities and related advisory services through UI USA, Inc., New York, New York. Withdrawn, October 26, 1993. Chicago Capital Bancshares, Inc., Green Bay, Wisconsin -- to acquire Capital Bank. Approved, October 28, 1993. Chicago Community Bancshares, Inc., Sauk City, Wisconsin to acquire Community Business Bank. Approved, October 29, 1993. H.2 OCTOBER 25, 1993 PAGE 4 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Kansas City Community First Bancorp, Inc., Denver, Colorado -- to acquire American National Bank of Cheyenne, Cheyenne, Wyoming, Bank of Laramie, Laramie, Wyoming, Financial Partners, Inc., Worland, Wyoming, and Stockgrowers State Bank. Approved, October 29, 1993. Philadelphia CoreStates Financial Corp., Philadelphia, Pennsylvania - - t o acquire Inter Community Bancorp, Springfield, New Jersey. Approved, October 25, 1993. Atlanta Covington Capital Corporation, Collins, Mississippi - to acquire the Covington County Bank. Approved, October 28, 1993. St. Louis Edmonson Bancshares, Inc., Brownsville, Kentucky -to acquire Bank of Edmonson County. Approved, October 29, 1993. Cleveland Exchange Bancshares, Inc., Luckey, Ohio -- to acquire The Exchange Bank. Approved, October 28, 1993. Dallas Farmersville Bancshares, Inc., Farmersville, Texas to acquire First McKinney Bancshares, Inc., McKinney, Texas, and First McKinney Bank. Approved, October 27, 1993. Dallas First Haskell Bancorp, Inc., Haskell, Texas -- to acquire the First National Bank. Approved, October 25, 1993. Dallas First McKinney Bancshares, Inc., McKinney, Texas to acquire First Bank. Approved, October 27, 1993. Director, BS&R First Star Bancorp, Inc. Bethlehem, Pennsylvania transfer agent registration. Approved, October 28, 1993. H.2 OCTOBER 25, 1993 PAGE 5 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Secretary First United Bancshares, Inc., El Dorado, Arkansas -to acquire Commerce Financial Corporation, Alma, Arkansas, and the Commercial Bank at Alma. Approved, October 25, 1993. Kansas City Fourth Financial Corporation, Wichita, Kansas -- to acquire Ponca Bancshares, Inc., Ponca City, Oklahoma. Approved, October 28, 1993. Chicago Gordon Family Investment Limited Partnership, Chicago, Illinois -- to acquire CNBC Bancorp, Columbia National Bank of Chicago, CNBC Development Corporation, and CNBC Leasing Corporation. Approved, October 28, 1993. Chicago Gordon Management Co., Chicago, Illinois -- to acquire CNBC Bancorp, Inc., Columbia National Bank of Chicago, CNBC Development Corporation, CNBC Leasing Corp., and CNBC Investment Corp. Approved, October 28, 1993. Chicago Griggsville Bancshares, Inc., Griggsville, Illinois * - to acquire Farmers National Bank of Griggsville. Approved, October 25, 1993. Richmond Imasco Limited, Montreal, Quebec, Canada, and CT Financial Services, Inc., London, Ontario, Canada - request that Jack A. Laughery serve on the boards of Imasco and CT while serving as a director of First Union Corporation, Charlotte, North Carol ina. Granted, October 28, 1993. New York KeyCorp, Albany, New York, and Key Bancshares of Alaska, Anchorage, Alaska -- to acquire Jackson County Federal Bank, FSB, Medford, Oregon, and thereby to operate a savings association and to merge Jackson County Federal Bank with Key Bank of Oregon, Portland, Oregon, Approved, October 29, 1993. H.2 OCTOBER 25, 1993 PAGE 6 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Minneapolis Norwest Corporation, Minneapolis, Minnesota - - t o engage in general insurance agency activities through acquisition of St. Cloud Metropolitan Agency, Inc., St. Cloud, Minnesota. Approved, October 25, 1993. Cleveland Provident Bancorp, Inc., Cincinnati, Ohio -- to acquire Heritage Savings Bank. Approved, October 25, 1993. Kansas City RCB Holding Company, Claremore, Oklahoma -- to acquire American Exchange Bank, Collinsville, Oklahoma. Approved, October 29, 1993. Dallas Robert Lee (Delaware), Inc., Wilmington, Delaware -to acquire Robert Lee State Bank, Robert Lee, Texas. Approved, October 29, 1993. Atlanta SBT Bancshares, Inc., Golden Meadow, Louisiana -- to acquire State Bank & Trust Company of Golden Meadow. Approved, October 27, 1993. Minneapolis Signal Bancshares, Inc., West St. Paul, Minnesota to engage in consumer lending through Consumers Credit Corporation, Red Wing, Minnesota. Approved, October 29, 1993. Minneapolis Signal Bancshares, Inc., West St. Paul, Minnesota to acquire Goodhue County Financial Corporation, Red Wing, Minnesota. Approved, October 29, 1993. Secretary Southern National Corporation, Lumberton, North Carolina - - t o merge with Regency Bancshares, Inc., Hickory, North Carolina. Approved, October 28, 1993. Atlanta White Eagle Financial Group, Inc., Boca Raton, Florida - - t o acquire Admiralty Bank, Palm Beach Gardens, Florida. Approved, October 29, 1993. H.2 OCTOBER 25, 1993 PAGE 7 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES St. Louis Worthen Banking Corporation, Little Rock, Arkansas -to acquire FirstBank Group, Inc., Brinkley, Arkansas. Approved, October 29, 1993. Atlanta Wrightsville Bancshares, Inc., Wrightsville, Georgia - - t o acquire The Knight State Bank, Dexter, Georgia. Approved, October 28, 1993. Cleveland WVS Financial Corporation, Pittsburgh, Pennsylvania - to acquire West View Savings Bank. Approved, October 25, 1993. Kansas City 1889 Bancshares, Inc., Nevada, Missouri - - t o acquire The First National Bank of Nevada. Approved, October 28, 1993. BANK MERGERS Cleveland Exchange Interim Bank, Luckey, Ohio - - t o merge with The Exchange Bank. Approved, October 28, 1993. Richmond FCNB Bank, Frederick, Maryland - - t o purchase certain assets and assume certain deposit liabilities of the Eldersburg, Maryland, branch of The Columbia Bank, Columbia, Maryland. Approved, October 26, 1993. Cleveland Heartland Bank, Croton, Ohio -- to acquire through merger the Newark, Ohio, branch of Century Bank, Upper Arlington, Ohio. Approved, October 28, 1993. Atlanta Jefferson Bank of Florida, Miami Beach, Florida — to merge with Jefferson National Bank at Sunny Isles. Approved, October 28, 1993. H.2 OCTOBER 25, 1993 PAGE 8 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK MERGERS Secretary Southern National Bank of North Carolina, Lumberton, North Carolina - - t o acquire certain assets and assume certain liabilities of First Savings Bank, Inc., Hickory, North Carolina, and Davidson Savings Bank, Inc., Lexington, North Carolina. Approved, October 28, 1993. Secretary Southern National Bank of South Carolina, Columbia, South Carolina -- to acquire certain assets and assume certain liabilities of First Savings Bank, Greenville, South Carolina. Approved, October 28, 1993. BANK PREMISES Richmond FCNB Bank, Frederick, Maryland -- investment in bank premises. Approved, October 26, 1993. Cleveland Heartland Bank, Croton, Ohio -- investment in bank premises. Approved, October 28, 1993. Chicago Old Kent Bank and Trust Company, Grand Rapids, Michigan -- investment in bank premises. Approved, October 25, 1993. BANKS. NONMEMBER. AND MISCELLANEOUS INSTITUTIONS Director, BS&R NationsBank Trust, Atlanta, Georgia -- transfer agent registration. Withdrawn, October 25, 1993. BANKS. STATE MEMBER Director, BS&R Fleet Bazik of New Hampshire, Manchester, New Hampshire -- transfer agent registration. Approved, October 28, 1993. Director, BS&R NationsBank of Tennessee, Nashville, Tennessee -transfer agent registration. Withdrawn, October 25, 1993. H.2 OCTOBER 25, 1993 PAGE 9 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANKS. STATE MEMBER Director, BS&R West One Bank, Utah, Salt Lake City, Utah — agent registration. Approved, October 28, 1993. transfer Director, BS&R WestStar Bank, Bartlesville, Oklahoma -- transfer agent registration. Approved, October 28, 1993. CAPITAL STOCK Minneapolis First Minnetonka Bancorporation, Inc., Minnetonka, Minnesota-- redemption of shares. Approved, October 25, 1993. Chicago Wabeno Bancorporation, Inc., Venice, Florida -redemption of shares. Returned, October 26, 1993. CHANGE ZN BANK CONTROL Secretary Baker Boyer Bancorp, Walla Walla, Washington change in bank control. Permitted, October 28, 1993. Dallas Bank of Van Zandt, Canton, Texas -- change in bank control. Permitted, October 28, 1993. Kansas City Berthoud Bancorp, Inc., Berthoud, Colorado -- change in bank control. Permitted, October 28, 1993. New York Citizens First Bancorp, Inc., Glen Rock, New Jersey - change in bank control. Returned, October 25, 1993. Kansas City CNBO Bancorp, Inc., Pryor, Oklahoma -- change in bank control. Permitted, October 29, 1993. H.2 OCTOBER 25, 1993 PAGE 10 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CHANGE IN BANK CONTROL Chicago Community Investment Bancorporation, Inc., Lebanon, Wisconsin -- change in bank control. Returned, October 26, 1993. Kansas City First Continental Financial, Inc., Omaha, Nebraska -change in bank control. Permitted, October 29, 1993. Minneapolis First Minnetonka Bancorporation, Inc., Minnetonka, Minnesota -- change in bank control. Permitted, October 25, 1993. Dallas Howland Bancshares, Inc., Robstown, Texas -- change in bank control. Returned, October 28, 1993. Kansas City Plainville Bancshares, Inc., Plainville, Kansas change in bank control. Permitted, October 29, 1993. Kansas City Rice Insurance Agency, Inc., Strasburg, Colorado change in bank control. Permitted, October 29, 1993. Dallas San Juan Bancshares, Inc., San Juan, Texas -- change in bank control. Permitted, October 28, 1993. St. Louis Shawnee Bancorp, Inc., Harrisburg, Illinois -- change in bank control. Permitted, October 29, 1993. Atlanta Tara Bankshares Corporation, Riverdale, Georgia -change in bank control. Permitted, October 25, 1993. Chicago Wabeno Bancorporation, Inc., Venice, Florida -change in bank control. Returned, October 28, 1993. H.2 OCTOBER 25, 1993 PAGE 11 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Andrew Jackson Savings Bank, Tallahassee, Florida, proposed merger with Sun Bank, National Association -- report on competitive factors. Submitted, October 26, 1993. New York Apple Bank For Savings, New York, New York, proposed merger with Apple Bancorp, Inc. -- report on competitive factors. Submitted, October 25, 1993. San Francisco California Federal Bank, FSB, Los Angeles, California, proposed purchase of assets and assumption of liabilities of NewAmerica Savings Bank, F.S.B., Camarillo, California " report on competitive factors. Submitted, October 26, 1993. Boston Centreville Savings Bank, West Warwick, Rhode Island, proposed merger with Centreville National Bank of Warwick -- report on competitive factors. Submitted, October 29, 1993. Philadelphia First Fidelity Bank, National Association, Pennsylvania, proposed merger with First Peoples National Bank, Kingston, Pennsylvania -- report on competitive factors. Submitted, October 29, 1993. Secretary First Professional Bank, Salt Lake City, Utah, proposed merger with First Security Bank of Utah, Ogden, Utah -- report on competitive factors. Submitted, October 27, 1993. St. Louis First Tennessee Bank, N.A., Southaven, Mississippi, proposed merger with New South Bank, Como, Mississippi -- report on competitive factors. Submitted, October 26, 1993. H.2 OCTOBER 25, 1993 PAGE 12 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Cleveland Huntington Bancshares, Inc., and Huntington Bancshares Indiana, Inc., Columbus, Ohio proposed purchase of Huntington Federal Savings Bank of Illinois, Chicago, Illinois, and to transfer assets of two Illinois offices of Railroadmen's Federal Savings and Loan Association, Indianapolis, Indiana, and Huntington National Bank of Indiana, Noblesville, Indiana, and to purchase thirteen Indiana offices of Railroadmen's Federal Savings and Loan Association -- report on competitive factors. Submitted, October 26, 1993. Chicago Leroy State Bank, Leroy, Illinois, proposed acquisition of the land and building and all liabilities of the Bloomington / Normal branch of Busey Bank, Urbana, Illinois -- report on competitive factors. Submitted, October 26, 1993. Chicago M&I Peoples Bank, Coloma, Wisconsin, proposed merger with M&I Community First Bank, New Lisbon, Wisconsin, and M&I Mid-State Bank National Association, Stevens Point, Wisconsin -- report on competitive factors. Submitted, October 25, 1993. Minneapolis North American State Bank, Belgrade, Minnesota, proposed merger with Elrosa State Bank, Elrosa, Minnesota -- report on competitive factors. Submitted, October 25, 1993. Chicago People's Trust Company, Brookville, Indiana, proposed purchase of assets and assumption of liabilities of the Centerville, Indiana, Fountain City, Indiana, and Hagerstown, Indiana, branches of Bank One, Richmond, National Association, Richmond, Indiana - report on competitive factors. Submitted, October 25, 1993. H.2 OCTOBER 25, 1993 PAGE 13 TO OCTOBER 29, 1993 ACTZONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORZTY EXTENSIONS OF TIME San Francisco BankAnerica Corporation, San Francisco, California -extensions to divest certain properties. Granted, October 25, 1993. Atlanta Colonial Bank, Montgomery, Alabama -- extension to January 30, 1994, to acquire certain assets and assume certain liabilities of United Savings Bank, F.S.B., Anniston, Alabama. Granted, October 25, 1993. Atlanta Community National Bank Corporation, Venice, Florida -- extension to January 30, 1994, to acquire Community National Bank of Sarasota County. Granted, October 26, 1993. Richmond FCNB Bank, Frederick, Maryland -- extension to January 25, 1994, to acquire HomeTown Bancorp, Inc., Myersville, Maryland. Granted, October 25, 1993. Philadelphia Harris Financial, Harrisburg, Pennsylvania extension to January 29, 1994, to form a mutual bank holding company by acquiring Harris Savings Bank. Granted, October 29, 1993. San Francisco Sakura Bank, Limited, Tokyo, Japan -- extensions to divest certain properties of its subsidiary, CASC Corp., Los Angeles, California. Granted, October 26, 1993. Atlanta SouthTrust Corporation, Birmingham, Alabama, SouthTrust of Florida, Inc., Jacksonville, Florida, and South Florida Financial Corporation, Cape Coral, Florida -- extension to February 2, 1994, to acquire Gulf & Southern Financial Corporation, Fort Myers, Florida, and The National Bank of Lee County. Granted, October 27, 1993. H.2 OCTOBER 25, 1993 PAGE 14 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME Atlanta SunTrust Banks, Inc., Atlanta, Georgia -- extension to February 2, 1994, to acquire Peoples Bank of Lakeland, Lakeland, Florida. Granted, October 26, 1993. Chicago Valley Bancorporation, Appleton, Wisconsin -** extension to January 27, 1994, to acquire Pierce County Bank and Trust Company, Ellsworth, Wisconsin. Granted, October 29, 1993. Sari Francisco Wells Fargo & Company, San Francisco, California -extensions to divest certain properties. Granted, October 25, 1993. Cleveland Exchange Interim Bank, Luckey, Ohio -- to become a member of the Federal Reserve System. Approved, October 28, 1993. Kansas City First National Bank of Chandler, Chandler, Oklahoma ~ to remain a member of the Federal Reserve System after its conversion to a state chartered institution. Approved, October 28, 1993. Atlanta Jefferson Bank of Florida, Miami Beach, Florida -- to become a member of the Federal Reserve System. Approved, October 28, 1993. MEMBERSHIP H.2 OCTOBER 25, 1993 PAGE 15 TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY RESERVE BANK OPERATIONS Director, FRBO Federal Reserve Bank of Boston --to purchase equipment to support check operations at the Windsor Locks office. Approved, October 25, 1993. Director, FRBO Federal Reserve Bank of Philadelphia -- to enter into agreements for enhancements to Bank Item Processing System for check processing software. Approved, October 28, 1993. RESERVE BANK SERVICES Director, FRBO Federal Reserve Bank of Cleveland --to implement an RCPC premium plus deposit program. Approved, October 29, 1993. H.2 OCTOBER 25, 1993 PAGE 16 ADDITIONS AND CORRECTIONS TO OCTOBER 29, 1993 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Cleveland PHSB Bancorp, Inc., Beaver Falls, Pennsylvania -- to acquire Peoples Home Savings Bank. Approved, October 22, 1993. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS 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 Application Comment Period Ending Date NONE SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Institution Union Trust Company P.0. Box 479 Ellsworth, Maine 04605 Telephone: 207-667-2504 Examination Date 5-31-93 Rating* 11S" ♦Rating Definitions: "O" - Outstanding; "S" - Satisfactory; Needs to Improve; "SN" - Substantial Noncompliance. Federal Reserve Bank of New York Comment Period Ending Date SECTION I Applications Subject to Newspaper __________ Notice Only__________ Chemical Bank, New York, New York, to establish a branch at Brinks Incorporated, 652 Kent Avenue, Brooklyn, New York. 1/ 11/22/93 SECTION II Applications Subject to Both Newspaper and Federal Register Notice BanPonce Corporation, San Juan, Puerto Rico, to acquire indirectly through its wholly-owned subsidiaries, Popular International Bank, Inc., Hato Rey, Puerto Rico, and BanPonce Financial Corp., Mount Laurel, New Jersey, that propose to become bank holding companies, all of the shares of Pioneer Bancorp, Inc., Chicago, Illinois, itself a bank holding company with respect to Pioneer Bank & Trust Company, River Grove, Illinois.1/ SECTION III Nonbanking Applications (Subject to Federal Register Notice Only) None. SECTION IV Applications Not Involving _____ Public Comment_____ None 11/29/93 3/ 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 30, 1993 NAME OF BANK RATING EXAMINATION DATE None. |U> ICO 1/ / / 4/ Subject to provisions of Community Reinvestment Act. Later of dates specified in newspaper and Federal Register notices. Date specified in newspaper notice; a later date may be specified in the Federal Register notice. Date specified in Federal Register notice; a later date may be specified in the newspaper notice. N/A - Not Available F e d e r a l R e s e rv e Bank o f C le v e la n d Applications Bulletin For Week Ending October 30, SECTION I 1993 - A PPLIC A TIO N S SUBJECT TO NEWSPAPER NOTICE ONLY Received application from The Navarre Deposit * November 29, 1993 Bank Company, Navarre, Ohio, on October 26, 1993, for permission to become a member of the Federal Reserve System. SECTIO N I I - APPLICATIO NS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received Section 3(a) (5) application from Wesbanco, Inc., Wheeling, West Virginia, on October 29, 1993, to acquire First Fidelity Bancorp, Inc., Fairmont, West Virginia. N: *November 30, 1993 Received Section 3(a) (3) application from F: *November 22, 1993 Citizens Bancshares, Inc., Salineville, Ohio, on October 15, 1993, to acquire The Firestone Bank, Lisbon, Ohio. SECTION I I I - A PPLICATIO NS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4 ( c ) (8) application from Not Yet Known # Cardinal Bancshares, Inc., Lexington, Kentucky, on October 7, 1993, to engage in securities brokerage activities through a joint employment arrangement with Compulife Investor Services with its indirect subsidiary Mutual Service Corporation. * N F # - Subject to CRA Newspaper Comment Period Federal Register Comment Period Expected to end approximately 30 days from date of application's receipt. Applications Bulletin For Week Ending October 30, 1993 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4 ( c ) (8) application from Pikeville National Corporation, Pikeville, Kentucky, on October 26, 1993, to acquire Trust Company of Kentucky, Ashland, Kentucky. Not Yet Known # Received Section 4 ( c ) (8) application from Not Yet Known # National City Corporation, Cleveland, Ohio, on October 21, 1993, to acquire certain assets of CTI Logistics, Inc., Rahway, New Jersey, through the purchase of certain assets of CTI by B&L Consultants, Inc., Norwood, Massachusetts, a wholly-owned subsidiary of National City Processing Company, Louisville, Kentucky, a wholly-owned subsidiary of National City Corporation. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE NONE * * N F # - Subject to CRA Newspaper Comment Period Federal Register Comment Period Expected to end approximately 30 days from date of application's receipt. AVAILABILITY OF CRA PUBLIC EVALUATIONS (October 29, 1993) 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 October 29, 1993. If you are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly. There are four descriptive ratings for CRA: OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and c a p a b ilities. NEEDS TO IMPROVE: a bank in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and c a p a b ilities. SUBSTANTIAL N O N 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 lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NONE FEDERAL RESERVE BANK OF PHILADELPH IA SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date Meridian Bank/ Reading, Pennsylvania, requests approval to merge with The Grange National Bank of Susquehanna County, New Milford, Pennsylvania, pursuant to Section 18(c) of the Federal Deposit Insurance Act. C.P. expires: 11/17/93 Meridian Bank, Reading, Pennsylvania, requests approval to establish 2 branch offices located at: (i) 220 Main Street, New Milford, Pennsylvania and (ii) Main and Market Streets, Harford, Pennsylvania, pursuant to Section 9 of the Federal Reserve Act. These branches will be established in connection with Applicant's merger with The Grange National Bank of Susquehanna County. C.P. expires: 11/17/93 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Omega Financial Corporation, State College, Pennsylvania, requests approval to acquire 100% of the voting shares of Penn Central Bancorp, Inc., Huntingdon, Pennsylvania, pursuant to Section 3(a)(5) of the Bank Holding Company Act. Newspaper comment periodends: Fed. Reg. Comment Period Expires: 11/22/93 N/A Continental Bancorporation, Laurel Springs, New Jersey, Notice filed jointly on behalf of Dr. William Steinberg and Jill Steinberg to own in excess of 25.0%, pursuant to the Change in Bank Control Act of 1978. Newspaper comment period ends: Fed. Reg. Comment Period Expires: 10/25/93 10/28/93 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Omega Financial Corporation, State College, Pennsylvania, requests approval to engage, through Penn Central Bancorp Life Insurance Company, Phoenix, Arizona, in underwriting as a reinsurer of credit life, accident, and health insurance in connection with extensions of credit made by Applicant's subsidiary banks, pursuant to Section 4(c)(8) of the Bank Holding Company Act and Section 225.25(b)(8)(i)(A) of Regulation Y. Penn Central Bancorp Life Insurance Company is a going concern which will be merged into Applicant's insurance subsidiary in connection with Applicant's merger with Penn Central Bancorp, Inc., Huntingdon, Pennsylvania. Fed. Reg. Comment Period Expires: N/A SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Meridian Bank, Reading, Pennsylvania, requests approval to invest an additional $564 thousand in bank premises, pursuant to Section 24(A) of the Federal Reserve Act. This investment will be made in connection with Applicant's merger with The Grange National Bank of Susquehanna County. 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 29, 1993 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 mode rate-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 None CRA Rating Federal Reserve Bank o f Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Rockingham Heritage Bank, Harrisonburg, Virginia, to establish a branch at 677 Chicago Avenue, Harrisonburg, Virginia.* 11-21-93 Signet Bank/Virginia, Richmond, Virginia, to establish an EFT Facility in the Public Safety Building of Old Dominion University located at Hampton Boulevard and 49th Street, Norfolk, Virginia.* 11-24-93 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Community Bankshares, Inc., ESOP, Petersburg, Virginia, Notice of Change in Control with respect to Community Bankshares, Inc., ' Petersburg, Virginia. 11-12-93** One Valley Bancorp of West Virginia, Inc., Charleston, West Virginia, for prior approval to acquire 100% of the voting shares of Mountaineer Bankshares of W. Va., Inc., Martinsburg, West Virginia.* 11-30-93 Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date NationsBank Corporation, Charlotte, North Carolina, to engage in trust activities through a new subsidiary, NationsBank Trust Company of New York, New York, New York. 11-9-93** Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice None. *Application is subject to CRA requirements. **Expiration of comment period specified in the Federal Register. Federal Reserve Bank of Richmond Availability of CRA Public Evaluations Week ending October 29, 1993 Definition of Ratings Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate -income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate -income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate -income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate -income neighborhoods, in a manner consistent with its resources and capabilities. Examination Date___ Rating First Virginia Bank-Southside 200 Main Street Farmville, Virginia 23901 8-16-93 Satisfactory First Virginia Bank-Southwest 6625 Williamson Road, N.W. Roanoke, Virginia 24019 8-16-93 Satisfactory First Virginia Bank of Tidewater 555 Main Street Norfolk, Virginia 23510 8-16-93 Satisfactory Piedmont Trust Bank P. 0. Box 4751 Martinsville, Virginia 8-23-93 Satisfactory 24115 Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending October 29, 1993 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date None. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Cullman Bancshares, Inc. Not yet available* Cullman, Alabama Change in control notice by the Cullman Employee Stock Ownership Plan to acquire an additional 1.60 percent of the outstanding shares of common stock of Cullman Bancshares, Inc., Cullman, Alabama. Total ownership will equal 11.19 percent. First Lucedale Bancorp, Inc. Lucedale, Mississippi 1-BHC formation, First National Bank of Lucedale, Lucedale, Mississippi. Not yet available* Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date Central Bancshares of the South, Inc. Birmingham, Alabama To acquire First Performance Interim, FSB, Jacksonville, Florida, pursuant to Section 4(c) (8) of the Bank Holding Company Act. 11-08-93 *Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending October 29, 1993 Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date Barnett Banks, Inc. Jacksonville, Florida and Barnett Subsidiary Jacksonville, Florida Along with its wholly-owned subsidiary, Barnett Subsidiary, Jacksonville, Florida, to enter into a joint venture with Mac Partners, Atlanta, Georgia, and engage de novo in the acquisition, through the lending of money or otherwise, of mortgages and mortgage notes encumbering commercial and multi-family real estate, and such other activities as are reasonably incidental to the foregoing, pursuant to Section 4(c)(8) of the Bank Holding Company A c t . 11-15-93 The Alan J. Lewis Financial Services Trust Road Town, Tortola, British Virgin Islands To engage de novo in making, acquiring and servicing loans or other extensions of credit, through its subsidiary,. Anglo-American Bancshares Corporation, Baton Rouge, Louisiana, pursuant to Section 225.25(b)(1) of Regulation Y. 11-15-93 Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application SouthTrust Corporation B irmingham, Alabama Request for waiver of the application requirement of Section 3(a)(3) of the Bank Holding Company Act for the proposal to contribute the stock of its wholly-owned bank subsidiary, SouthTrust Bank of Columbus, N.A., Columbus, Georgia, to its second-tier holding company, SouthTrust of Georgia, Inc., Atlanta, Georgia. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending October 29, 1993 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. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods,in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Examination Bank Emerald Coast State Bank Post Office Box 3040 Fort Walton Beach, Florida (904)244-9293 Rating Satisfactory 32548 Date 07-19-93 Federal Reserve Bank of Chicago S e c t i o n I - A p p l i c a t i o n s S u b j e c t to N e w s p a p e r Notice Only Comment Period Endinct D a t e Tvoe Application Branch C h e m i c a l B a n k a n d Trust C o m p a n y Midland, Mi chig a n 8 branches of K e y State Bank Owosso, M i c h i g a n 1 B r a n c h o f Chemical B a n k M o n t c a l m Stanton, M i c h i g a n * N - 10-2 9 - 9 3 Branch Chemical Bank B a y Area B a y City, M i c h i g a n 8 b r a n c h e s o f K e y St a t e B a n k Owosso, M i c h i g a n 1 B r a n c h o f Chemical B a n k M o n t c a l m Stanton, M i c h i g a n * N - 10-2 9 - 9 3 Branch Chemical Bank Michigan Clare, M i c h i g a n 8 b r a n c h e s o f K e y St a t e B a n k Owosso, M i c h i g a n 1 B r a n c h o f Chemical B a n k M o n t c a l m Stanton, M i c h i g a n * N - 10-2 9 - 9 3 Oakar P r i n c e t o n N a t i o n a l Bancorp, Inc. Princeton, I l l i n o i s H e a r t o f I l l i n o i s Bank, F.S.B. S p r i n g Valley, Illinois* N - 11-1 4 - 9 3 Branch Shelby County State Bank Shelbyville, I l l i n o i s 1501 Ne s t M a i n Stre e t Shelbyville, I l l inois* N - 10-3 0 - 9 3 EFT Comerica Bank D e troi t , Mi chi g a n U n i v e r s i t y o f M i c h i g a n B u s i n e s s Scho o l 701 T a p p a n A n n Arbor, M i c h i g a n * N 11-5-93 Federal Reserve Bank of Chicago Section II - A p p l i c a t i o n s S u b j e c t to Bo t h N e w s p a p e r Register Notice and Federal Comment Period En d i n g Date lyp§ Application Y-2 Ba n k of Montreal M ontreal, Canada C i t y B a n k s h a r e s , Inc. O k l a h o m a City, O klahoma C i t y B a n k & Trust C o m p a n y O k l a h o m a City, O k l a h o m a * FR NP - 8-19-93 - 10-25-93 Y-2 B a n k m o n t Financial Corp. N e w York, N e w York C i t y Bankshares, Inc. O k l a h o m a City, Oklahoma C i t y B a n k & Trust C o m p a n y O k l a h o m a City, Oklahoma* FR N - 8-19-93 - 10-25-93 Y-2 H a r r i s Bankcorp, Inc. Chicago, Ill i n o i s C i t y B a n k s h a r e s , Inc. O k l a h o m a City, O k lahoma C i t y B a n k & Trust C o m p a n y O k l a h o m a City, Oklahoma* FR N - 8-19-93 - 8-25-93 CoC-HC C o m m u n i t y I n v e s t m e n t Bancorporation, Lebanon, W i s c o n s i n D o n a l d E. Kuehl FR N - 10-14-93 - 11-15-93 Y-2 Cedar Investment Company Waverly, Iowa Dike Bancshares Corporation Dike, Iowa Io w a S a v i n g s B a n k Dike, Iowa* FR N - 10-21-93 - 10-30-93 Y-2 Trivoli Bancorp, Inc. Trivoli, I l l i n o i s Hanna City State Bank H a n n a City, I l l inois* FR N - 10-15-93 - 11-2-93 Inc. Federal Reserve Bank of Chicago Section II - Amplications Subject to Both Newspaper and Federal Register Notice (Continued) Tvve Comment Period Ending Date Application Y-2 First Colonial Bankshares Corporation Chicago, Illinois Hi -Bancorp, Inc. Highwood, Illinois Bank of Highwood Highwood, Illinois GNP Bancorp, Inc. Mundelein, Illinois N e w Century Bank Mundelein, Illinois* FR - 10-29-93 N - 10-16-93 Y-2 NEB Corporation Fond Du Lac, Wisconsin Cascade Bancoproration, Venice, Florida State Bank of Cascade Cacade, Wisconsin* FR - 10-29-93 N - 11-16-93 Inc. Y-2 Peoples Financial Corp. of Illinois, Kewanee, Illinois Bradford Bancorp, Inc. Bradford, Illinois Bradford Banking Company Bradford, Illinois* Y-l Security Capital Corporation Milwaukee, Wisconsin Security Bank S.S.B. M i l w a u k e e , Wisconsin FR - 10-29-93 N - 10-20-93 Y-2 ANB Corporation Muncie, Indiana Winchester Bancorporation Winchester, Indiana Peoples Loan and Trust Bank Winchester, Indiana* FR - 11-12-93 N - 11-8-93 Y-2 First Financial Corporation Terre Haute, Indiana First Marshall Bancshares, Inc. Marshall, Illinois First National Bank M a r s h a l l , Illinois* FR N Inc. FR - 10-29-93 N - ** 11-12-93 11-6-93 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 Peotone B a n c o r p , I n c . Peotone, Illinois Southwest Bancorp, I n c . Worth, Illinois Worth Bank and Trust Worth, Illinois Mount Greenwood Bank Chicago, Illinois First National Bank of Danville D a n v i l l e , Illinois Sun City Bank Sun City, Arizona* FR - 11-12-93 N - ★* Y-l East Side Financial, I n c . Chicago, Illinois East Side Savings Bank Chicago, Illinois * FR - 11-19-93 N - ★* Y-2 First Park Ridge Corporation Chicago, Illinois Stanford State Bank Morton Grove, Illinois (to be renamed First State Bank of Gurnee Gurnee, Illinois )* FR - 11-19-93 N - 11-15-93 CoC-HC Wabeno Bancorporation, I n c . Venice, Florida Verle Burgason & JoAnn Burgason FR - ★ * N - ★★ CoC-HC Wabeno Bancorporation, Venice, Florida Connie Ryan Trust Inc. FR - ★ * N - ★★ Y-l Republic Bancorp Co. Orland Park, Illinois M A H Bancorp, Inc. Orland Park, Illinois Republic Bank of Chicago Chicago, Illinois APL Financial, Inc. Chicago, Illinois First Cook Community Bank, Chicago, Illinois * FR - ★ * N - ** FSB 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 Associated Banc-Corp Green B a y , Wisconsin M. S. Investment Company Mi 1w a u k e e , Wi sconsin Mitchell Bank Holding Corporation M i l w a u k e e , Wisconsin Mitchell Bank M i l w a u k e e , Wisconsin* Y-2 Associated Banc-Corp Green Bay, Wisconsin Community State Bank of Algoma Algoma, Wisconsin* FR - 9-24-93 N - 9-20-93 Y-2 Associated Banc-Corp Green Bay, Wisconsin First Oak Brook Bancshares, Inc. Oak Brook, Illinois First Oak Brook Bank Oak Brook, Illinois Oak Brook Bank Oak Brook, Illinois* FR - 9-24-93 N - 9-20-93 Y-2 Associated Banc-Corp Green Bay, Wisconsin Bay Lake Bancorp, Inc. K e w a u n e e , Wisconsin Union State Bank K e w a u n e e , Wisconsin* FR - 9-24-93 N - 9-20-93 Y-2 Associated Banc-Corp Green Bay, Wisconsin First Manitowoc Bancorp, Inc. Manitowoc, Wisconsin First National Bank of Manitowoc Manitowoc, Wisconsin* FR - 9-24-93 N - 9-20-93 Y-2 Gore-Bronson Bancorp, Inc. Prospect Height, Illinois Water Tower Bancorp, Inc. Chicago, Illinois Water Tower Bank C h i c a g o , Illinois* FR - ** * * N FR - ** N - ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Type Application Y-l Griswold Bancshares, Inc. Griswold, Iowa Griswold State Bancshares, Griswold, Iowa Griswold State Bank Griswold, Iowa* Comment Period Ending Date FR - 9-7-93 N - 9-10-93 Inc. Y-2 Comerica California Incorporated San Jose, California Pacific Western Bancshares, Inc. San Jose, California Pacific Western Bank San Jose, California* FR - ** N - ** Y-2 Comerica Incorpora ted D e t r o i t , Mi chigan Pacific Western Bancshares, Inc. San Jose, California Pacific Western Bank San Jose, California* FR - ** N - ** Federal Reserve Bank of Chicago Section III - A p p l i c a t i o n s S u b j e c t to F e deral R e g i s t e r Notice Only Comment Period Endincr D a t e Type Application Y-4 First Sterling Bancorp Sterling, I l l i n o i s D . D. D e v e l o p m e n t o f S t e r l i n g Limited Partnership Sterling, Ill i n o i s FR - 10-2 5 - 9 3 4 (C) (8) F a i r b a n k Bancshares, Inc. Fairbank, Iowa M a k i n g a n d s e r v i c i n g of l o ans FR - 11-2-93 Y-4 S e c u r i t y Capital C o r p o r a t i o n M i lwaukee, W i s c o n s i n M a k i n g a n d s e r v i c i n g of l o a n s FR - 10-29-93 Y-4 A B N A M R O B a n k N. V. A m sterdam, The N e t h e r l a n d s C r a g i n F i n a n c i a l Corp. Chicago, I l l i n o i s CAAC Chicago, I l l i n o i s CSC Chicago, I l l i n o i s FR N - 11-19-93 - 11-18-93 Y-4 A B N A M R O H o l d i n g N. V. A m s t e r d a m , The N e t h e r l a n d s C r a g i n F i n a n c i a l Corp. Chicago, I l l i n o i s CAAC Chicago, I l l i n o i s CSC Chicago, I l l i n o i s FR N - 11-19-93 - 11-18-93 Y-4 A B N A M R O N o r t h America, Inc. Chicago, I l l i n o i s C r a g i n F i n a n c i a l Corp. Chicago, I l l i n o i s CAAC Chicago, I l l i n o i s CSC Chicago, I l l i n o i s FR N 11-19-93 11-18-93 Federal Reserve Bank of Chicago Section III - A o D l i c a t i o n s S u b i e c t to F e d e r a l R e a i s t e r Notice Onlv (Continued) Comment Period Endinq Date Type Application Y-4 Stichting Administratiekantoor A B N AMRO Holding A m s t e r d a m , The N e t h e r l a n d s C r a g i n F i n a n c i a l Corp. Chicago, I l l i n o i s CAAC Chicago, I l l i n o i s CSC Chicago, I l l i n o i s FR N - 11-1 9 - 8 3 - 11-18-93 Y-4 Stichting Prioriteit A B N AMRO Holding A m s t e r d a m , The N e t h e r l a n d s C r a g i n F i n a n c i a l Corp. Chicago, I l l i n o i s CAAC Chicago, I l l i n o i s CSC Chicago, I l l i n o i s FR N - 11-19-93 - 11-1 8 - 9 3 Y-4 F i r s t Colon i a l B a n k s h a r e s C o r p o r a t i o n Chicago, I l l i n o i s F i r s t Colon i a l I n v e s t m e n t S e r v i c e s Elmhurst, I l l i n o i s FR - ** 4 (c) (8) W h i t e w a t e r Bancorp, Inc. Whitewater, Wi sconsin CR A D e v e l o p m e n t C o r p o r a t i o n W h i t e w a ter, Wi s consin FR - 11-2-93 Y-4 First of America Bank Corporation Kalamazoo, M i c h i g a n First of America Mortgage Company K a l a m a z o o , Mi chigan FR - 11 - 2-93 4 (c) (8) Bank of Montreal Montreal, Canada H a r r i s I n v e s t o r s Direct, Chicago, I l l i n o i s FR - 11 -9-93 FR - 11-9-93 4(c) (8) B a n k m o n t F i n a n c i a l Corp. N e w York, N e w York H a r r i s I n v e s t o r s Direct, Chicago, I l l i n o i s Inc. Inc. Federal Reserve Bank of Chicago Section III - A p p l i c a t i o n s S u b j e c t to F e deral R e g i s t e r Notice Only (Continued) Type Application 4 (c) (8) H a r r i s B a n k c o r p , Inc. Chicago, I l l i n o i s H a r r i s I n v e s t o r s Direct, Chicago, I l l i n o i s Comment Period Ending Date FR - 11-9-93 Inc. Y-4 FBOP Corporation Oa k Park, I l l i n o i s Fairfield Financial Corporation O a k Park, I l l i n o i s FR - ** Y-4 KEECO, Inc. Chicago, I l l i n o i s American Suburban Mortgage Corporation Waukegan, I l l i n o i s FR - 11-19-93 Y-4 N o r t h e r n I l l i n o i s Financial C o r p o r a t i o n Wauconda, I l l i n o i s American Suburban Mortgage Corporation Waukegan, I l l i n o i s FR - 11-19-93 Y-4 N o r t h l a n d I n s u r a n c e Agency, Inc. Chicago, I l l i n o i s American Suburban Mortgage Corporation Waukegan, I l l i n o i s FR 11-19-93 Federal Reserve Bank of Chicago S e c t i o n I V - A p p l i c a t i o n s N o t S u b j e c t to Federal R e g i s t e r or N e w s p a p e r Notice Xx.m Application RoS W a b e n o Bancorp o r a t i o n , Inc. Veni c e , FI ori da To r e d e e m 1 , 3 1 6 s h a r e s of s t ock N FR * ** - Newspaper F e d e r al R e g i s t e r S u b j e c t to P r o v i s i o n s o f C o m m u n i t y R e i n v e s t m e n t A c t N o t a v a i l a b l e at this time AVAILABILITY OF CRA PUBLIC EVALUATIONS The following state member banks have been exeimined b y the Federal Reserve Bank of Chicago for compliance with the CRA. The 30-business day peri o d the bank has to make the evaluation public has lapsed during the week ending October 29, 1993. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. IDENTIFICATION OF RATINGS O- A n 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 lowand 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- A n institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANK NAME/LOCATION EXAMINATION DATE RATINGS -Peoples Bank and Trust Company Highway 101, P.O. Box 168 Sunman, Indiana 47041 (812) 623-2237 7/26/93 S -Bank One, Springfield East Old State Capitol Plaza P.O. Box 19266 Springfield, Illinois 62794-9266 (217) 525-9600 7/26/93 S F«d«ral R t M r v * Bank of 8t. Louis FOR THE VEEK ENDING OCTOBER 29, 1993 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE Application End of Comment Period None. SECTION II - APPLICATIONS SUBJECT TO BOTH NPfgfAfgR ACT FEDERAL REGISTER NOTICE * Section 3(a)(1) application by B & P Bancorp, Inc., Shepherdsville, Kentucky, to acquire Pioneer Bancshares, Inc., Canmer, Kentucky. Newspaper: 11/30/9 3 * Section 3(a)(3) application by Union Planters Corporation, Memphis, Tennessee, to acquire Clin-Ark Bankshares, Inc., Clinton, Arkansas. Newspaper: 11/27/93 * Section 3(a)(3) application by Market Street Bancshares, Inc., McLeansboro, Illinois, to acquire Vayne County Bank and Trust Company, Fairfield, Illinois. Newspaper: 11/30/93 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE PR NEWSPAPER NOTICE None. *This application is subject to CRA. FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, M issouri AYAH ^nJTY QF CRA TOBM C V JS O & g m ® Identification 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 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. - CORRECTED COPY - FOR THE WEEK ENDING Name of Bank The Elberfeld State Bank October 22, 1993 Bank Address P. O. Box 38 Elberfeld, Indiana Examination Date 7-12-93 47613 Examination Rating Satisfactory FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES tdaatiifatten ofRating*; Outstanding record o f meeting community credit needs An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfac tory record o f meeting community credit needs A n institution in M s group has a satisfactory record of ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record o f meeting community credit needs A n institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs o f its entire delineated community, including tow- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncomptiance In meeting community credit needs An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs o f its entire deiineeted community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. FOR THE WEEK ENDING Mu m of Bank Non* l[ Bank Address October 29, 1993 Examination Date Examination Rating FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending October 29, 1993 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 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 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 Victoria State Bank July 26, 1993 1630 Arboretum Boulevard Box 35 Victoria, Minnesota 55386-0035 (612) 443-2491 CRA RATING Satisfactory FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application None. Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Robert Cameron Trust and Louise Cameron Trust, as well as Lee Cameron in his capacity as co trustee of these two trusts Retroactive - To acquire control of 100% of the voting shares of First National Agency Company of Deer River, Inc., Deer River, MN. Island Financial Corporation Bird Island, MN To become a bank holding company through the acquisition of 93.1% of the voting shares of State Bank of Bird Island, Bird Island, MN * Comment Period Ending Date Not yet available Not yet available Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application None. Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Edwards Brothers Holding Company Denton, Montana To redeem 50% of its outstanding common stock. ♦Subject to CRA Federal Reserve Bank of Kansas City 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 APPLICATION COMMENT PERIOD ENDING DATE American National Bancshares of Wichita, Wichita, Kansas, for prior approval to acquire 100 percent of the voting shares of Harper Bancshares, Inc., Harper, Kansas, the parent bank holding company of First National Bank of Harper, Harper, Kansas.* Not Available Flint Hills Bancshares, Inc., Gridley, Kansas, for prior approval to acquire 100 percent of the voting shares of The Citizens State Bank, Gridley, Kansas.* November 10, 1993 Stockton Bancshares, Inc., Stockton, Kansas, for prior approval to acquire 100 percent of the voting shares of Rooks County State Bank, Woodston, Kansas, and to merge with Western Bancshares, Inc., Stockton, Kansas, and Berkley Agency, Inc., Stockton, Kansas.* November 12, 1993 Clatonia Bancshares, Inc., Clatonia, Nebraska, for prior approval to become a bank holding company through the acquisition of 100 percent of the voting shares of Farmers Bank of Clatonia, Clatonia, Nebraska.* November 19, 1993 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION None. COMMENT PERIOD ENDING DATE Federal Reserve Bank of Kansas City 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 depositoryinstitution'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. 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. Federal Reserve Bank of Kansas City Bank/Location Exam Date The First State Bank 07-12-93 P.O. Box 397 Ness City, Kansas 67560-0397 First State Bank & Trust 116 West 6th Larned, Kansas 67550-3044 07-12-93 ♦Application is subject to CRA. CRA Public Date 10-18-93 10-18-93 CRA Rating Satisfactory Satisfactory FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF OCTOBER 25, 1993 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP ♦Section 9 application received from Central Bank, Monroe, LA, to establish a branch at 3820 Jackson Street, Alexandria, LA 93/11/09 ♦Section 9 application received from Central Bank, Monroe, LA, to establish a branch at 1400 North Trenton Street, Ruston, LA 93/11/07 SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION ** NOTICE EXP Change in Control Notice by E. Bradley Schults and Margie Schultz, Booker, TX, to acquire an interest in Follett Bancshares, Inc., Follett, TX (to be owned jointly) N/A Change in Control Notice by Earl Delbert Horton, Dallas, TX, and Michael Bruce Witcher, Windom, TX, to acquire an interest in Cooper Lake Financial Corporation, Cooper, TX N/A Change in Control Notice by William Herman May as Trustee for The Herman May et ux Living Trust; Wayne Herman May as Trustee for The Wayne May et ux Living Trust; and May Furniture & Appliance, Inc., Farmersville, TX, to acquire an interest in Farmersville Bancshares, Inc., Farmersville, TX (Previously reported during the week of 9-13-93) ♦Section 3(a)(1) application by Coastal Bancshares, Inc., Pearland, TX, to acquire Gulf Coast Bancshares, Inc., Alvin, TX; The First National Bank, Alvin, TX, and Pearland State Bank, Pearland, TX ♦Section 3(a)(3) application by Southwestern Bancorp, Inc., Sanderson, TX, to acquire Cross Plains Bankshares, Inc., Cross Plains, TX, and Citizens State Bank, Cross Plains, TX (Previously reported during the week of 10-4-93) 93/11/12 93/11/21 93/11/08 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION* Notice by Follett Bancshares, Inc., Follett, TX, to redeem 1,559.5 shares of its common stock Section 24A application by Hutto State Bank, Hutto, TX, to invest in bank premises in excess of bank's capital stock * 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 25, 1993 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 10/29/93 Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Nevada Community Bank, Las Vegas, Nevada, to merge with Continental National Bank, Las Vegas, Nevada. * Newspaper: 11/21/93 Bank of America Nevada, Las Vegas, Nevada, to establish a depository ATM at 7400 Las Vegas Boulevard South, Las Vegas, Nevada. * Newspaper: 11/25/93 Section II - Applications Sub.iect to Both Newspaper and Federal Register Notice Pacific Rim Bancorporation, San Francisco, California, to become a bank holding company by acquiring 100 percent of Golden Gate Bank, San Francisco, California. * Newspaper: Not available Fed. Reg.: 11/12/93 Carl 0. Schatz, Encino, California, to increase his ownership from 9.92 percent to 15.09 percent of Bank of Encino, Encino, California. Newspaper: Not available Fed. Reg.: 11/22/93 Southern Utah BanCorporation, Cedar City, Utah, to become a bank holding company by acquiring State Bank of Southern Utah, Cedar City, Utah. * Newspaper: 11/19/93 Fed. Reg.: 11/24/93 Heritage Financial Corporation, M.H.C., Olympia, Washington, to become a bank holding company by acquiring Heritage Savings Bank, Olympia, Washington. * Newspaper: 11/25/93 Fed. Reg.: Not available Section III - Applications Sub.iect to Federal Register Notice Only The Dai-Ichi Kangyo Bank, Ltd., Tokyo, Japan, to Fed. Reg.: acquire Equipment Credit Services, Inc., San Francisco, California, and certain assets of LB Credit Corporation, San Francisco, California, through CIT Group Holdings, Inc., New York, New York. 11/24/93 The Sumitomo Bank, Limited, Osaka, Japan, to engage Fed. Reg.: de novo in providing general information and stastical forecasting with respect to foreign exchange markets and providing assistance to customers in monitoring, evaluating and managing their foreign exchange exposures, through Sumitomo Bank Capital Markets, Inc., New York, New York. Not yet published * Subject to CRA. FEDERAL RESERVE BANK OF SAN FRANCISCO (cont'd.) Week Ending 10/29/93 Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice None Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during the week ending October 29, 1993. Information about a particular institution's CRA evaluation may be obtained directly from the institution. Institution Location Sun City Bank 100 West Bell Rd. Sun City, AZ 85351 (602) 972-2111 Examination Date 7/26/93 Rating* Satisfactory ♦Under the rating system an institution's CRA performance is assigned one of the following four ratings: Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and meeting the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resouces and capabilities. Substantial noncompliance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resouces and capabilities. The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility for errors or omissions.
@FedFRASER