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ANNOUNCEMENT
BOARD OF GOVERNORS
OF THE
FEDERAL RESERVE SYSTEM

H.2, 1994, No. 37
Actions of the Board, its Staff, and
the Federal Reserve Banks;
Applications and Reports Received
During the Week Ending September 10, 1994

ACTIONS TAKEN BY THE BOARD QF GOVERNORS

BANK HOLDING COMPANIES
Citizens State Bancshares, Inc., Lankin, North Dakota
-- request for reconsideration of approval by the
Federal Reserve Bank of Minneapolis of the
application to acquire Citizens State Bank of
Lankin.
Denied, Septeaber 6, 1994.
Firstar Corporation, Milwaukee, Wisconsin -- to
acquire First Southeast Banking Corp., Lake Geneva,
Wisconsin, First Bank Southeast, N.A., Milwaukee,
and First Bank Southeast of Lake Geneva, N.A., Lake
Geneva, Wisconsin.
Approved, Septeaber 6, 1994.
Midwest Bancshares, Inc., Popular Bluff, Missouri
to acquire First Southern Missouri Bancshares,
Inc., and Carter County State Bank, Van Buren,
Missouri.
Approved, Septeaber 6, 1994.
Rurban Financial Corporation, Defiance, Ohio -request for reconsideration of Boardvs approval of
application to acquire The Citizens Savings Bank
Coapany, Peaberville, Ohio, and Peaberville Interim
Bank.
Denied, Septeaber 9, 1994.
BANK MERGERS




Rocky Mountain Bank, Billings, Montana - - t o aerge
with Powder River Bank of Broadus, Broadus;
Security State Bank, Harlea; Rocky Mountain Bank of
Plains, Plains; First State Bank of Stevensville,
Stevensville, and Whitehall State Bank, Whitehall,
Montana.
Approved, Septeaber 6, 1994.

H.2
SEPTEMBER 6, 1994

PAGE

TO

SEPTEMBER 9, 1994

2

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY
ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and
Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve
Bank Operations; IF - International Finance; OSDM - Office of Staff Director
for Management
BANK BRANCHES, DOMESTIC




Richmond

Bank of McKenney, McKenney, Virginia - - t o establish
an Electronic Funds Transfer Facility in the WalMart store at 671 South Park Boulevard, Colonial
Heights, Virginia.
Approved, September 9, 1994.

Chicago

First Commercial Bank, Chicago, Illinois - - t o
establish a branch at the northwest corner of Touhy
& Kedzie, Skokie, Illinois.
Approved, September 9, 1994.

Boston

Fleet Bank-NH, Nashua, New Hampshire - - t o establish
an automatic teller machine in Epping, New
Hampshire.
Approved, September 6, 1994.

Richmond

George Mason Bank, Fairfax, Virginia - - t o establish
a branch at 9872 Liberia Avenue, Manassas,
Virginia.
Approved, September 9, 1994.

Chicago

Liberty Bank, Milwaukee, Wisconsin -- to establish a
branch at the southeast corner of North Port
Washington Road and Green Tree Road, Glendale,
Wisconsin.
Approved, September 8, 1994.

Philadelphia

Meridian Bank, Reading, Pennsylvania -- to establish
a branch at the 29th Street and North Church Street
Office Complex, Hazleton, Pennsylvania.
Approved, September 6, 1994.

Secretary

West One Bank, Idaho, Boise, Idaho -- to establish a
branch in AlbertsonTs Supermarket, 20 East Fairview
Avenue, Meridian, Idaho.
Approved, September 8, 1994.

H.2
SEPTEMBER 6, 1994
PAGE 3

TO

SEPTEMBER 9, 1994

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES




New York

Banco Santander, S.A., Santander, Spain -- to engage
de novo in providing investment and financial
advisory services through Santander Investment
Securities, Inc., New York, New York.
Permitted, September 9, 1994.

Kansas City

BOK Financial Corporation, Tulsa, Oklahoma -- to
engage de novo in leasing personal property through
BOKF Leasing Corporation.
Permitted, September 6, 1994.

Atlanta

CB&T Holding Corporation, New Orleans, Louisiana -to acquire City Bank & Trust.
Approved, September 8, 1994.

Cleveland

Citizens Bancorp of Morehead, Inc., Morehead,
Kentucky - - t o acquire AMH Holding Company.
Approved, September 6, 1994.

Kansas City

CMB SOLO, Colorado Springs, Colorado - - t o acquire
Cheyenne Mountain Bank.
Approved, September 6, 1994.

St. Louis

Country Bancshares, Inc., Hull, Illinois -- to merge
with Paloma Bancshares, Inc., Paloma, Illinois.
Approved, September 9, 1994.

Chicago

F & M Bancorporation, Inc., Kaukauna, Wisconsin -- to
acquire Union State Bank, Wautoma, Wisconsin.
Approved, September 8, 1994.

Kansas City

Fairport Bancshares, Inc., Fairport, Missouri - - t o
acquire The Bank of Fairport.
Approved, September 7, 1994.

Atlanta

First Central Bancshares, Inc., Lenoir City,
Tennessee -- request for relief from commitment.
Granted, September 8, 1994.

Chicago

First Citizens of Paris, Inc., Paris, Illinois -- to
acquire Oakland National Bank, Oakland, Illinois.
Approved, September 8, 1994.

Kansas City

First Pryor Bancorp, Inc., Pryor, Oklahoma -- to
acquire The First National Bank of Pryor Creek.
Approved, September 7, 1994.

H.2
SEPTEMBER 6, 1994
PAGE 4

TO

SEPTEMBER 9, 1994

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES




Atlanta

FNB Bancshares, Inc., Springfield, Georgia -- to
acquire The First National Bank of Effingham.
Approved, September 9, 1994.

St. Louis

Greensburg Bancorp, Inc., Shepherdsville, Kentucky
to acquire Peoples Bancorp of Green County, Inc.,
Greensburg, Kentucky, and Peoples Bank and Trust
Company.
Approved, September 6, 1994.

San Francisco

Investors Banking Corporation, Salem, Oregon -- to
acquire BKLA Bancorp, West Hollywood, California.
Returned, September 7, 1994.

Cleveland

Mellon Bank Corporation, Pittsburgh, Pennsylvania to acquire Second National Federal Savings
Association, Salisbury, Maryland.
Approved, September 6, 1994.

Cleveland

Mellon Bank Corporation, Pittsburgh, Pennsylvania to acquire U.S. Bancorp Escrow Company, Seattle,
Washington.
Approved, September 9, 1994.

Minneapolis

Norwest Corporation, Minneapolis, Minnesota - - t o
acquire First National Bank, Kerrville, Texas.
Approved, September 6, 1994.

Minneapolis

Norwest Corporation, Minneapolis, Minnesota -- to
acquire Alexandria Securities and Investment
Company, Alexandria, Minnesota.
Approved, September 8, 1994.

Minneapolis

Norwest Corporation, Minneapolis, Minnesota -- to
engage in securities brokerage activities through
Brokerage Business of Community State Bank of
Alexandria, Alexandria, Minnesota.
Approved, September 8, 1994.

St. Louis

Peoples First Corporation, Paducah, Kentucky -- to
acquire Libsab Bancorp, Inc., Mayfield, Kentucky,
and Liberty Bank & Trust Company.
Approved, September 6, 1994.

H.2
SEPTEMBER 6, 1994
PAGE 5

TO

SEPTEMBER 9, 1994

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK HOLDING COMPANIES
Atlanta

Southeastern Banking Corporation, Darien, Georgia -to acquire United Citizens Bank of Alachua County,
Alachua, Florida.
Approved, September 9, 1994.

Kansas City

United Bancorporation of Wyoming, Inc., Jackson,
Wyoming -- to acquire Drake-Lyman Bancshares, Inc.,
Sheridan, Wyoming.
Approved, September 9, 1994.

San Francisco

Vallicorp Holdings, Inc., Fresno, California -- to
merge with Mineral King Bancorp, Visalia,
California, and acquire Mineral King National Bank.
Approved, September 6, 1994.

Atlanta

West Coast Bancorp, Inc., Cape Coral, Florida -- to
engage de novo in accounts receivable financing
activities.
Approved, September 8, 1994.

BANK MERGERS
San Francisco

Bank of Fresno, Fresno, California -- to merge with
Mineral King National Bank. Visalia, California.
Approved, September 6, 1994.

BANKS. NONMEMBER, AND MISCELLANEOUS INSTITUTIONS
San Francisco

California Federal Bank, FSB, Los Angeles, California
-- registration statement.
Withdrawn, September 7, 1994.

BANKS. STATE MEMBER




Director, BS&R

Chesapeake Bank, Kilmarnock, Virginia -- registration
as transfer agent.
Approved, September 8, 1994.

Director, BS&R

Continental Bank, Chicago, Illinois -- registration
as transfer agent.
Approved, September 7, 1994.

H.2
SEPTEMBER 6, 1994
PAGE 6

TO

SEPTEMBER 9, 1994

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANKS. STATE MEMBER
Director, BS&R

Second Bank & Trust, Culpeper, Virginia -registration as transfer agent.
Approved, September 7, 1994.

Director, BS&R

Union Bank and Trust Company, Bowling Green, Virginia
-- registration as transfer agent.
Withdrawn, September 8, 1994.

COMPETITIVE FACTORS REPORTS




New York

Allied Irish Banks, p.l.c., Dublin, Ireland, proposal
on behalf of its New York branch to assume the
liability to pay the retail deposits of the New
York branch of The Governor and Company of the Bank
of Ireland, Dublin, Ireland -- report on
competitive factors.
Submitted, September 7, 1994.

St. Louis

CNB Bancshares, Inc., Evansville, Indiana, proposed
acquisition of the assets and assumption of the
liabilities of the King City Federal Savings Bank,
Mount Vernon, Illinois -- report on competitive
factors.
lufcmitted, September 7, 1994.

Philadelphia

CoreStates Bank, N.A., Philadelphia, Pennsylvania,
proposed merger with Germantown Savings Bank, Bala
Cynwyd, Pennsylvania -- report on competitive
factors.
Submitted, September 8, 1994.

St. Louis

Farmers State Bank, Sturgis, Kentucky, proposed
merger with Poole Deposit Bank, Poole, Kentucky -report on competitive factors.
Submitted, September 7, 1994.

Chicago

First Bank Southeast, National Association,
Milwaukee, Wisconsin, proposed merger with Firstar
Bank Milwaukee, National Association -- report on
competitive factors.
Submitted, September 6, 1994.

H.2
SEPTEMBER 6,
PAGE 7

199a TO

SEPTEMBER

9, 199a

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS




Chicago

First Bank Southeast of Lake Geneva, Lake Geneva,
Wisconsin, proposed merger with Firstar Bank Lake
Geneva, National Association, Elkhorn, Wisconsin
report on competitive factors.
Submitted, September 6, 199a.

Kansas City

First National Bank of Sayre, Sayre, Oklahoma,
proposed acquisition of the assets and assumption
of the liabilities of the Clinton and Sayre,
Oklahoma, branches of Bank IV Oklahoma, N.A.,
Tulsa, Oklahoma -- report on competitive factors.
Submitted, September 6, 199a.

Richmond

First Republic Savings Bank, FSB, Roanoke Rapids,
North Carolina, proposed merger with FCB Interim
Federal Savings and Loan Association -- report on
competitive factors.
Submitted, September 6, 199a.

Chicago

Firstar Bank Lake Geneva, National Association,
Elkhorn, Wisconsin, proposed purchase of certain
assets and assumption of the deposit liabilities of
the Burlington, Wisconsin, branch of First Bank
Southeast
Jational Association, Milwaukee,
Wisconsin -- report on competitive factors.
Submitted, September 6, 199a.

Atlanta

Louisiana Bank, West Monroe, Louisiana, proposed
merger with Commercial National Bank, Shreveport,
Louisiana -- report on competitive factors.
Submitted, September 8, 199a.

Atlanta

MegaBank, Miami, Florida, proposed merger with
BankAtlantic, A Federal Savings Bank, Fort
Lauderdale, Florida -- report on competitive
factors.
Submitted, September 8, 199a.

Dallas

Northeast National Bank, N.A., Mesquite, Texas,
proposed merger with Interim Northeast Bank -report on competitive factors.
Submitted, September 7, 199a.

H.2
SEPTEMBER 6, 1994
PAGE 8

TO

SEPTEMBER 9

,1994

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

COMPETITIVE FACTORS REPORTS
St. Louis

Peoples Fir»fc National Bank & Trust Company, Paducah,
Kentucky, proposed merger with First National Bank
of La Center, La Center; Bank of Murray, Murray;
First Liberty Bank of Calvert City, Calvert City;
and Salem Bank, Inc., Salem, Kentucky -- report on
competitive factors.
Submitted, September 7, 1994.

St. Louis

Union Planters Bank of East Tennessee, National
Association, Knoxville, Tennessee, proposed merger
with Anderson County Bank, Clinton, Tennessee
report on competitive factors.
Submitted, September 7, 1994.

EXTENSIONS OF TIME
Richmond

Premier Bank, Inc., Wytheville, Virginia -- extension
to March 13, 1995, to establish a branch at the
intersection of U.S. Highway 21 and 52, and State
Route 1005, Bland, Virginia.
Granted, September 9, 1994.

St. Louis

Republic Bancorp, Inc., Louisville, Kentucky
extension to Novembe 4, 1994, to acquire Republic
Bank of Shelby County, Shelbyville, Kentucky, and
to merge with Republic Savings Bank, F.S.B.
Granted, September 6, 1994.

Secretary

Farmers & Merchants Bank of Trenton, Trenton, Florida
-- to become a member of the Federal Reserve
System.
Approved, September 7, 1994.

Secretary

Levy County State Bank, Chiefland, Florida -- to
become a member of the Federal Reserve System.
Approved, September 7, 1994.

St. Louis

Peoples Bank of Mississippi, Indianola, Mississippi - to become a member of the Federal Reserve System.
Approved, September 6, 1994.

MEMBERSHIP




H. 2

SEPTEMBER 6, 1994
PAGE 9

TO

SEPTEMBER 9, 1994

ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

RESERVE BANK SERVICES




Director, FRBO

Federal Reserve Bank of Philadelphia -- to adopt a
floor cost methodology for Electronic Cash Letter
products.
Approved, September 7, 1994.

Director, FRBO

Federal Reserve Bank of St. Louis -- to implement a
City Payor Bank Group Sort.
Approved, September 7, 1994.

H.2
SEPTEMBER 6, 1994
PAGE 10

ADDITIONS AND CORRECTIONS
TO

SEPTEMBER 9, 1994

ACTIONS TAKEN BY THE BOARD OF GOVERNORS

REGULATIONS AND POLICIES
Profitability of Credit Card Plans -- Annual Report
sent to the Congress.
Approved, August 22, 1994.

ADDITIONS AND CORRECTIONS
ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS
UNDER DELEGATED AUTHORITY

BANK BRANCHES, DOMESTIC
San Francisco

Prineville Bank, Prineville, Oregon -- to establish a
mobile courier service.
Returned, August 31, 1994.

COMPETITIVE FACTORS REPORTS




Boston

Key Bank of Maine, Portland, Maine, proposed merger
with Casco Northern Bank, N.A. -- report on
competitive factors.
Submitted, September 1, 1994.

Philadelphia

Pennsylvania National Bank & Trust Company,
Pottstown, Pennsylvania, proposed purchase of
certain assets and assumption of certain
liabilities of one branch at Route 93 and Airport
Road, Hazleton, Pennsylvania, of PNC Bank, N.A.,
Pittsburgh, Pennsylvania -- report on competitive
factors.
Submitted, August 25, 1994.

FEDERAL RESERVE BANK OF BOSTON APPLICATIONS

Application

Application

SECTION I - APPLICATIONS SUBJECT TO
NEWSPAPER NOTICE ONLY
Comment Period Ending Date
NONE
SECTION II - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
Comment Period Ending Date

Home Port Bancorp, Inc.,
Nantucket, Massachusetts Change in Control
notification filed by
Karl L . Meyer to acquire
up to 13.85% of Home Port

Application

Newspaper

Not Yet Established

Federal Register

09-08-94

SECTION III - APPLICATIONS SUBJECT TO
FEDERAL REGISTER NOTICE ONLY
Comment Period Ending Date

Fleet Financial Group, Inc.,
Federal Register
Providence, Rhode Island,
BayBanks, Inc., Boston,
Massachusetts, Shawmut
National Corporation,
Hartford, Connecticut,
Bank of Boston Corporation,
Boston, Massachusetts and
6 Second District bank holding
companies and 1 Third District
bank holding company - 4 ( c ) (8)
application to engage in data
processing and data transmission
services through the joint
ownership of Infinet Payment
Services, Inc., the entity which
would result from the proposed
merger of the NYCE and Yankee 24
ATM networks

09-26-94

SECTION IV - APPLICATIONS NOT SUBJECT TO
FEDERAL REGISTER OR NEWSPAPER NOTICE
Application
NONE

Institution

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS
Examination Date
Rating**
NONE

*Subject to CRA.
**Rating Definitions:
"0" - Outstanding; "S" - Satisfactory;
Improve; "SN" - Substantial Noncompliance.




"N" - Needs to

Federal Reserve Bank of New York
Comment Period
Ending Date
SECTION I
Applications Subject to Newspaper
___________Notice Only___________
ABSA Bank Limited, Johannesburg, South Africa, to establish
a branch in New York, New York.
N/A
Chemical Bank, New York, New York, to establish a branch at
Teleway, Inc., 1600 Stewart Avenue, Westbury, New York.l/
10/8/94
SECTION II
Applications Subject to Both
Newspaper and Federal Register Notice
Saban S.A., Marina Bay, Gibraltar to acquire directly up to
2.45 percent and to acquire indirectly through its whollyowned subsidiary, RNYC Holdings Limited, Marina Bay,
Gibraltar, up to 1.32 percent of the outstanding voting shares
of Republic New York Corporation, New York, New York ("RNYC"),
and thereby own approximately 31 percent of the voting shares
Of RNYC.l/
10/6/94 2/
Pathfinder Bancorp, M.H.C., Oswego, New York to become a bank
holding company with respect to Oswego City Savings Bank,
Oswego, New York.l/
10/6/94 2/
SECTION III
Nonbanking Applications
(Subject to Federal Register Notice Only)
Commerzbank AG, Frankfurt am Main, Federal Republic
of Germany, to engage through its subsidiary, CB Clearing,
Inc., Chicago, Illinois, in the execution and clearing,
and clearing only of certain nonfinancial commodity
futures contracts and options on futures contracts.

N/A

Union Bank of Switzerland, Zurich, Switzerland, to
acquire through its wholly-owned indirect subsidiary,
UBS Asset Management (New York) Inc., substantially all of
the assets of Timberland Resources, Inc. and its
subsidiary, Resource Investments, Inc., both of West
Lebanon, New Hampshire, and thereby engage in investment
advisory activities.

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- September 10, 1994
NAME OF BANK

RATING

EXAMINATION DATE

|U> Ito |H

None .
/
/
/
/

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
None
SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY
First Fidelity Bancorporation, Newark, New Jersey to engage in data processing
activities as a result of its pending acquisition of 8.021% of the Class B Common Stock
of InfiNet Payment Services, Hackensack, New Jersey, pursuant to Section 4(c)(8) of the
Bank Holding Company Act and Section 225.25(b)(7) of Regulation Y.
Fed. Reg. comment period expires:

N. Avail (*Not yet published)

First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Baltimore Bancorp,
Baltimore, Maryland, a savings and loan holding company, (and indirectly to acquire its
subsidiary, The Bank of Baltimore Interim Federal Savings Bank), pursuant to Section
4(c)(8) of the BHCA and Section 225.25(b)(9) of Regulation Y.
Fed. Reg. comment period expires:

N. Avail

First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Atlantic
Independent Insurance Agency, Inc., Bel Air, MD, and thereby act as insurance agent for
various insurance products for consumer and commercial customers of the bank, pursuant
to Section 4(c)(8) of the BHCA and Section §225.25(b)(8) of Regulation Y.
Fed. Reg. comment period expires:

N. Avail

Baltimore Bancorp, Baltimore, Maryland, to acquire The Bank of Baltimore Interim
Federal Savings Bank, Baltimore, Maryland, pursuant to Section 4(c)(8) of the BHC Act
and Section 225.25(b)(9) of Regulation Y.
Fed. Reg. comment period expires:

N. Avail

Dauphin Deposit Corporation, Harrisburg, PA, requests approval to acquire 33.3.%
of the voting shares of Loans USA, Incorporated, Pasadena, Maryland, and thereby
engage in certain nonbanking activities, pursuant to Section 4(c)(8) of the Bank
Holding Company Act and Sections 225.25(b)(1)(i); (b)(1)(iii); (b)(8)(i) and (ii);
(b)(7); (b)(21) of Regulation Y.
(This proposal involves a joint venture.)
Fed Reg. comment period expires:

9/30/94

First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Atlantic
Residential Mortgage Corporation, Baltimore, MD, and thereby engage in originating,
purchasing, packaging, selling and servicing residential mortgage loans for the
secondary market, itself and the bank and provide fully secured financing to other
mortgage banking companies to assist them in the acquisition of servicing rights in
residential mortgages, pursuant to Section 4(c)(8) of the BHCA and Section 225.25(b)(1)
of Regulation Y.




Fed. Reg. comment period expires:

N. Avail

SECTION III

APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY

First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Baltimore Bancorp
Investment Services, Inc., Baltimore, MD, and thereby act as a discount broker,
pursuant to Section 4(c)(8) of the BHCA and Sections 225.25(b)(15) and (b)(16).
Fed. Reg. Comment period expires:

N. Avail

First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Baltimore Bancorp
Leasing & Financial, Inc., Baltimore, MD, and thereby act as an equipment finance and
leasing company, pursuant to Section 4(c)(8) of the BHCA and Sections 225.25(b)(l)and
(b)(5) of Regulation Y.
Fed. Reg. comment period expires:

N. Avail

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OF 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 September 9, 1994.
Identification

o f

R a t in g s

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•

Heeds 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

None

None

None




F ederal R eserve B ank
of C leveland
P. 0. B O X 6 3 8 7
C L E V E L A N D , O H IO 4 4 1 0 1 -1 3 8 7

APPLICATIONS BULLETIN
(For the week ending September 10, 1994)
SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
Received application from Summit Bank
Fairlawn, Ohio, on September 7, 1994, to
become a member of the Federal Reserve System.

*Not Yet Known it

Received OAKAR application from National City
Corporation, Cleveland, Ohio, on August 30, 1994,
to acquire Central Indiana Bancorp, Kokomo, Indiana.

*Not Yet Known it

Received OAKAR application from American
Bancorportion, Wheeling, West Virginia, on
August 29, 1994, to acquire the St. Clairsville
and Steubenville, Ohio, branch offices of Buckeye
Savings Bank, Bellaire, Ohio.

*Not Yet Known it

Received OAKAR application from PNC Bank Corp.
Pittsburgh, Pennsylvania, on September 1,1994,
to acquire Brentwood Financial Corporation,
Cincinnati, Ohio.

*Not Yet Known #

Received Section 18(c) application from Integra
Bank/Pittsburgh, Pittsburgh, Pennsylvania, on
August 29, 1994, to merge with Lincoln Savings
Bank. Carnegie, Pennsylvania.

*Not Yet Known #

Received Section 18(c) application from Integra
Bank/South, Uniontown, Pennsylvania, on
August 29, 1994, to acquire through merger
the Burgettstown, Pennsylvania, branch of Integra
Bank/Pittsburgh, Pittsburgh, Pennsylvania.

*Not Yet Known it

* - Subject to CRA
N - Newspaper Comment Period
F - Federal Register Comment Period
# - Expected to end approximately 30 days from date of application’s receipt
tttf - Expected to end approximately 18 days from date of application’s receipt



F ederal R eserve B ank
of C leveland
P. 0 . B O X 6 3 8 7
C L E V E L A N D , O H IO 4 4 1 0 1 -1 3 8 7

SECTION II - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
Received Section 3(a)(1) application from Gilmor
Financial Services, Inc., Old Fort, Ohio, on
July 27, 1994, to acquire Old Fort Banking Company,
Old Fort, Ohio.

*F: 9/30/94

SECTION m - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY
Received Section 4(c)(8) application from
Huntington Bancshares Incorporated, Columbus, Ohio,
on August 15, 1994, to acquire First Federal Bank for
Savings of Northern Kentucky, Inc., Covington, Kentucky.
Received Section 4(c)(8) application from PNC
Bank Corp., Pittsburgh, Pennsylvania, on September 1,
1994, to acquire Brentwood Financial Corporation,
Cincinnati, Ohio.
Received Section 4(c)(8) application from Pikeville
National Corporation, Lexington, Kentucky, on August 30,
1994, to acquire KenTrust Capital Management Inc., Lexington,
Kentucky.
Received Section 4(c)(8) application from Gilmor
Financial Services, Inc., Old Fort, Ohio, to acquire
Old Fort Real Estate Company, Old Fort, Ohio.

^September 16, 1994

*Not Yet Known #

*Not Yet Known #

*Not Yet Known #

* - Subject to CRA
N - Newspaper Comment Period
F - Federal Register Comment Period
# - Expected to end approximately 30 days from date of application’s receipt
## - Expected to end approximately 18 days from date of application’s receipt




F ederal R eserve B ank
of C leveland
P. O. B O X 6387
C L E V E L A N D , OH IO 4 4 1 0 1 -1 3 8 7

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE
NONE*
§

* - Subject to CRA
N Newspaper Comment Period
F - Federal Register Comment Period
§ - Expected to end approximately 30 days from date of application’s receipt
## - Expected to end approximately 18 days from date of application’s receipt




F ederal R eserve B ank
of C leveland
P. O. B O X 6387
C L E V E L A N D , OHIO 4 4 1 0 1 -1 3 8 7

AVAILABILITY OF CRA PUBLIC EVALUATIONS
(September 10, 1994)
NONE*

* - Subject to CRA
N - Newspaper Comment Period
F - Federal Register Comment Period
# - Expected to end approximately 30 days from date of application’s receipt
## - Expected to end approximately 18 days from date of application’s receipt




Federal Reserve Bank of Richmond

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

BB&T Financial Corporation, Wilson,
North Carolina, to acquire Commerce
Bank, Virginia Beach, Virginia.*

10-10-94

Section III - Applications Subject to Federal Register Notice
Application

Comment Period Ending Date

None.

Section IV - Application Not Subject to
Federal Register Notice or Newspaper Notice
Enterprise Bank and Trust Company,
Winston-Salem, North Carolina (the
proposed successor to Enterprise
National Bank of the Piedmont), for
membership in the Federal Reserve
System.
F & M Bank-Peoples, Warrenton, Virginia
(the proposed successor to The Peoples
National Bank of Warrenton), for membership
in the Federal Reserve System.*

*Application is subject to CRA requirements.




Federal Reserve Bank of Richmond
Availability of CRA Public Evaluations
Week ending September 9, 1994

Definition of Ratings
Outstanding record of meeting community credit needs.
An institution in this group has an outstanding record of, and is a leader
in, ascertaining and helping to meet the credit needs of its entire
delineated community, including low- and moderate-income neighborhoods,
in a manner consistent with its resources and capabilities.
Satisfactory record of meeting community credit needs.
An institution in this group has a satisfactory record of ascertaining and
helping to meet the credit needs of its entire delineated community,
including low- and moderate-income neighborhoods, in a manner consistent
with its resources and capabilities.
Needs to improve record of meeting community credit needs.
An institution in this group needs to improve its overall record of ascer­
taining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs.
An institution in this group has a substantially deficient record of ascer­
taining and helping to meet the credit needs of its entire delineated
community, including low- and moderate-income neighborhoods, in a manner
consistent with its resources and capabilities.

Examination
Date____

Rating

One Valley Bank of Summerville, Inc.
811 Main Street
Summerville, West Virginia 26651

6-20-94

Outstanding

The Annapolis Banking and Trust Company
236 Main Street
Annapolis, Maryland 21401-2048

6-28-94

Satisfactory




Federal Reserve Bank of Atlanta
Applications Bulletin for Week Ending September 9. 1994
Sectidn 1 - Applications Subject to Newspaper Notice Only
Application

Comment Period Ending Date

AmSouth Bank of Alabama
09-25-94*
Birmingham, Alabama
To establish a branch located at 3080 McGehee Road, Montgomery,
Alabama.
+

Independent Bank of Ocala
09-22-94*
Ocala, Florida
To establish a branch located at 7755 S.W. 65th Avenue Road,
Ocala, Florida.
Metro Bank of Dade County
09-10-94*
Miami, Florida
To establish a branch located at 14499 South Dixie Highway,
Gables, Florida, to be known as the Kings Bay Branch.

Coral

Section 2 - Applications Subject to Both
Newspaper and Federal Register Notice
Application

Comment Period Ending Date

First American Bancorp

Not yet available*

Athens, Georgia
Change in control notice by Mr. John D. McLanahan and Ms. Valerie
McLanahan Goetz, to acquire an additional 26.37 percent of First
American Bancorp, Athens, Georgia.
Total acquisition will equal
35.90 percent.
Section 3 - Applications Subject to Federal Register Only
Application

Comment Period Ending Date

Liberty Shares, Inc.
Not yet available
Hinesville, Georgia
To engage de novo in consumer finance activities, pursuant to
Section 225.25(b)(1)(i) of Regulation Y, and to engage in
insurance agency activities, pursuant to Section 225.25(8)(i) and
225.25(8)(ii) of Regulation Y.
Trustmark Corporation
Not yet available
Jackson, Mississippi
To acquire Deville 1991 Limited Partnership, Vicksburg,
Mississippi, pursuant to Section 4 ( c ) (8) of the Bank Holding
Company A c t .

♦Subject to provisions of the Community Reinvestment Act.



Section 4 - Applications Not Subject to
Federal Register Notice or Newspaper Notice
Application
SunTrust Banks, Inc.
Atlanta, Georgia
Request for waiver of the application requirement of Section
3 ( a ) (5) of the Bank Holding Company Act for the proposal to merge
its two wholly-owned subsidiaries, First United Bancorp, Inc.,
Florence, Alabama, into Third National Corporation, Nashville,
Tennessee (Third National), thereby acquiring The First National
Bank of Florence, Florence, Alabama.
Third National will be the
survivor.




Federal Reserve Bank of Chicago
Section I - Applications Subiect to Newspaper
Notice Only
Comment Period
Ending Date

Type

Application

Oakar

Firstbank Corporation
Alma, Michigan
St. Charles Branch of Standard
Federal Bank, F .S .B .
Troy, Michigan

N - 8-26-94

Oakar

Associated Banc-Corp.
Green Bay, Wisconsin
North Shore Bank, F.S.B.
Brookfield, Wisconsin

N - **

Merger

First Bank North
Freeport, Illinois
DeKalb, Illinois branch of
Home Federal Savings & Loan Association
Elgin, Illinois

N

Branch

Millbrook-Newark Bank
Newark, Illinois
Fox River Road and Whitfield Road
Millbrook, Illinois

N - **

EFT

Comerica Bank
Detroit, Michigan
Henry Ford Health Systems
1 Ford Place
Detroit, Michigan

N - 9-7-94

Oakar

Hawkeye Bancorporation
Des Moines, Iowa
Boone, Iowa branch of Midland Savings
Bank, FSB
Des Moines, Iowa

N - 9-23-94

Branch
relocation

First of America Bank-North Michigan
N - **
Grand Traverse, Michigan
from 401 Bay Street to 212 Mitchell Street
Petoskey, Michigan

Branch

Northern Trust Company
Chicago, Illinois
7801 South State Street
Chicago, Illinois

N - **

Branch

Lake Forest Bank and Trust Company
Lake Forest, Illinois
310 East Scranton
Lake Bluff, Illinois

N - 9-26-94




- **

Federal Reserve Bank of Chicago
Section I - Applications Subject to Newspaper
Notice Only
Continued
Comment Period
Ending Date

Typ-e

Application

Branch
relocation

First of America Bank - West Michigan
Grand Rapids, Michigan
from 5455 Clyde Park S.W. to
5381 Clyde Park S.W.
Wyoming, Michigan

N

Oakar

NBD Bancorp, Inc.
Detroit, Michigan
Amerifed Bank, FSB
Joliet, Illinois

N - **

Oakar

NBD Illinois, Inc.
Park Ridge, Illinois
Amerifed Bank, FSB
Joliet, Illinois

N - **

EFT

Bankers Trust Company
Des Moines, Iowa
150 East Euclid
Des Moines, Iowa

N




- **

9-15-94

Federal. Reserve Bank of Chicago
Section II - Applications Subject to Both Newspaper and Federal
Register Notice
Comment Period
Ending Date

Type

Application

Y-l

Vincent Bancorporation
Vincent, Iowa
Farmers Savings Bank
Vincent, Iowa*

FR
NP

9-16-94
9-21-94

CoC-HC

North Linn Corporation
Coggon, Iowa
by Serge Sisler

FR
NP

9-15-94

Y-l

N.S. Bancorp, Inc
Chicago, Illinois
Northwestern Savings Bank
Chicago, Illinois*

FR
NP

9-27-94
★*

Y-2

First Mid-Illinois Bancshares, Inc.
Mattoon, Illinois
Heartland Federal Savings and Loan Assoc.
Mattoon, Illinois - convert to a Bank*

FR
NP

9-27-94

Marshall & Ilsley Corporation
Milwaukee, Wisconsin
Bank of Burlington
Burlington, Wisconsin*

FR
NP

9-30-94

Y-l

West Town Bancorp, Inc.
Cicero, Illinois
West Town Savings Bank
Cicero, Illinois*

FR
NP

9-6-94
8-31-94

CoC-HC

Lamoine Bancorp, Inc.
LaHarpe, Illinois
by Charles W. Morrison

FR
NP

**
**

CoC-HC

State Center Financial, Inc.
State Center, Iowa
by Craig H. Haesemeyer

FR
NP

★*
**

Y-l

Bellevue State Bank Employee Stock
Ownership Plan
Bellevue, Iowa
Bellevue Service Company
Bellevue, Iowa*

FR
NP

6-20-94

Y-2




**

**

**

**

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

Citizens Central Bancorp, Inc.
Macomb, Illinois
Roseville State Bank
Roseville, Illinois*

FR
NP

9-5-94
9-1-94

Y-l

MBT Corp.
Forest City, Iowa
Manufacturers Bank & Trust Company
Forest City, Iowa*

FR
NP

9-8-94

Y-l

Maddox Financial, Inc.
Hartford City, Indiana
City Savings Bank
Hartford City, Indiana*

FR
NP

9-19-94
9-11-94

Y - 2

Town Financial Corporation
Hartford City, Indiana
Maddox Financial, Inc.
Hartford City, Indiana
City Savings Bank
Hartford City, Indiana*

FR
NP

9-19-94
9-11-94

CoC-HC

Munter Agency, Inc.
Strawberry Point, Iowa
by Raymond J. Schirmer, Richard J. Foust
& Robert L. Foust

FR
NP

9-22-94

Mid Illinois Bancorp, Inc.
Peoria, Illinois
Mid Illinois Bancorp, Inc. Employee Stock
Ownership Plan
Peoria, Illinois

FR
NP

CoC-HC

Y-2




Ames National Corporation
Ames, Iowa
Randall-Story State Bank
Story City, Iowa*

FR
NP

**

**

**

8-31-94

9-1-94
8-12-94

Federal Reserve Bank of Chicago
Section III - Aoolications Subiect to Federal Recrister
Notice Only
Comment Period
Endinq Date

Type

Application

4(c) (8)

West Town Bancorp, Inc.
Cicero, Illinois
Encracre de novo in makinq and servicinq
of loans

FR - 9-6-94

4(c) (8)

F & M Bancorporation, Inc.
Kaukauna, Wisconsin
Engage in making & servicing

FR - 9-19-94
of loans

Y-4

N.S. Bancorp, Inc.
Chicago, Illinois
Engage in making & servicing of loans

FR - 9-27-94

Y-4

N.S. Bancorp, Inc.
Chicago, Illinois
Firstfed Bancshares,
Des Plaines, Illinois
First Federal For Savings

FR - 9-27-94

Y-4

First Busey Corporation
Urbana, Illinois
First Busey Securities,
Urbana, Illinois

FR - 9-30-94
Inc.

Y-4

St. Francis Capital Corporation
Milwaukee, Wisconsin
S t . Francis Insurance Corp
Milwaukee, Wisconsin
Engage in the sale of credit life and
Disability Insurance

Y-4

First of America Bank Corporation
FR - 10-7-94
Kalamazoo, Michigan
F & C Bancshares, Inc.
Murdock, Florida
First Federal Savings Bank of Charlotte County
Murdock, Florida

Y-4

First of America Bank Corporation
Kalamazoo, Michigan
First of America Securities, Inc.
Kalamazoo, Michigan

FR - 9-28-94

4c8

D & TC, Inc.
New Hampton, Iowa
to enqaqe de novo in makincr and servicing
of loans

FR - 10-4-94




FR - 9-30-94

Federal Reserve Bank of Chicago
Section III - Applications Subject to Federal Register
Notice Only
Continued

Comment Period
Ending Date

Type

Application

Y-4

Bellevue State Bank Employee Stock
Ownership Plan
Bellevue, Iowa
to engage in insurance activities thru
Bellevue insurance agency

FR - 6-20-94

Y-4

First of America Bank Corporation
Kalamazoo, Michigan
Presidential Holding Corporation
Sarasota, Florida
Presidental Bank, FSB
Sarasota, Florida

FR - **

4c8

Maple Park Bancshares, Inc.
Maple Park, Illinois
to engage de novo in the servicing of
mortgage loans

FR - **

SMB-OT

First Bank North
FR
Freeport, Illinois
to become a limited partner in a community
development project for low/moderate income
housing




**

Federal Reserve Bank of Chicago
Section IV - Applications Not Subject to Federal Register or Newspaper
Notice
Type

Application

RoS

Munter Agency, Inc.
Strawberry Point, Iowa
to redeem 3,879 shares of existing voting common stock

RoS

State Center Financial, Inc.
State Center, Iowa
to redeem 19,300 shares of its common stock from
Susan & James Jorgensen

N - Newspaper
FR - Federal Register
* - Subject to Provisions of Community Reinvestment Act
** - Not available at this time




Federal Reserve Bank of St. Louis
FOR THE WEEK ENDING September 9, 1994

Application

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE
End of Comment Period

*Section 5(d)(3) application by Union
Planters Corporation, Memphis, Tennessee,
to merge its thrift subsidiary, First
Federal Savings Bank of Maryville,
Maryville, Tennessee, with its bank
subsidiary, Union Planters Bank of East
Tennessee, N.A. Knoxville, Tennessee.

Application

10/10/94

SECTION II - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
End of Comment Period

*Section 4(c)(8) application by Mercantile
Bancorporation, Inc., St. Louis, Missouri,
to acquire UNSL Financial Corp., Lebanon,
Missouri.

Newspaper:

10/3/94

*Section 3(a)(3) application by Galatia Bancorp,
Inc., Galatia, Illinois, to acquire The First
State Bank of Mounds, Mounds, Illinois.

Newspaper:

10/1/94

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE
Application
End of Comment Period

None.

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE
Application
End of Comment Period

None.

This application is subject to CRA.




FEDERAL RESERVE BANK OF ST. LOUIS

St. Louis, M
issouri
AVAILABILITY OF CRA PUBLIC DISCLOSURES
Identification o f Ratings:
Outstanding record o f meeting community credit needs
An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to
meet the credit needs of its entire delineated community, including low- and moderate-income
neighborhoods, in a manner consistent with its resources and capabilities.
Satisfactory record o f meeting community credit needs
An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs
of its entire delineated community, including low- and moderate- income neighborhoods, in a manner
consistent with its resources and capabilities.
Needs to improve record o f meeting community credit needs
An institution in this group needs to improve its overall record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.
Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a
manner consistent with its resources and capabilities.

FOR THE WEEK ENDING

Name of Bank
The Scott County
State Bank




September 9, 1994

Bank Address
P. 0. Box 158
Scottsburg, Indiana

Examination
Date
5-31-94
47170

Examination
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

Comment Period
Application

Ending Date

Norwest Corporation
Minneapolis, MN
To acquire 100% of the voting
shares of American Republic
Bancshares, Inc., Belen, NM*

September 27, 1994
(Federal Register)

Community First Bankshares, Inc.
Fargo, ND
To acquire 100% of the voting
shares of Minowa Bancshares, Inc.
Decoah, IA*

October 6, 1994
(Federal Register)

Fern S. DeLong, as Trustee of the
Fern S. DeLong Trust, Anoka, MN
To acquire 50% of the voting shares
of Preferred Bancshares, Inc.,
Big Lake, MN*

October 7, 1994
(Federal Register)

Stearns Financial Services, Inc.
Employee Stock Ownership Plan,
Albany, MN
To acquire 30% of the voting
shares of Stearns Financial
Services, Inc., Albany, MN*

September 23, 1994
(Newspaper)

Irvin J. Burich & Thomas A. Burich
Voting Trust, to acquire Citizens
Bancshares of Hutchinson,
Inc., Hutchinson, MN*

October 5, 1994
(Federal Register)

First Interstate BancSystem of Montana,
Inc., Billings, MT, to acquire
Citizens Bancshares, Inc., Bozeman, MT*

October 10, 1994
(Federal Register)




Section II - Applications Subject to Both
Newspaper and Federal Register Notice
Comment Period
Application

Ending Date

First Bancshares of Valley City, Inc.
Valley City, ND, to acquire Insurance
by Strehlow, Inc., Casselton, ND*

October 10, 1994
(Federal Register)

^Subject to CRA
FEDERAL RESERVE BANK OF MINNEAPOLIS
Section III - Applications Subject
to Federal Register Notice Only
Comment Period
Ending Date

Application
Stearns Financial Services, Inc.
Employee Stock Ownership Plan
Albany, MN to engage in general
insurance agency actitivites
through the acquisition of Stearns
Financial Services, Inc., Albany, MN

Not yet available

Q Bancorp, Inc., Geraldine, MT
To engage de novo in making
and servicing loans

Not yet available

FEDERAL RESERVE BANK OF MINNEAPOLIS
Section IV - Applications Not Subject to
Federal Register Notice or Newspaper Noti
Application
NONE.




FEDERAL RESERVE BANK OF MINNEAPOLIS
Section V - Availability of
CRA Public Evaluations
week ending September 9, 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

Farmers State Bank
of Madelia, Inc.
P.0. Box 188
Madelia, MN 56062-0188
(507) 642-3251

May 31, 1994

Outstanding




Federal Reserve Bank of Kansas City

SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY
APPLICATION
The Morris State Bank, Morris,
Oklahoma, for prior approval to pay a
dividend of $60,000.

COMMENT PERIOD ENDING DATE
Not Available

SECTION II - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
APPLICATION
First Colorado Bankshares, Inc.,
Telluride, Colorado, for prior
approval to become a bank holding
company through the acquisition of 80
percent of the voting shares of First
National Bank of Telluride,
Telluride, Colorado.*

COMMENT PERIOD ENDING DATE
October 7, 1994

SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE
ONLY
APPLICATION

COMMENT PERIOD ENDING DATE

None.

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE
APPLICATION
None.

SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS
Identification of Ratings
In connection with the assessment of each insured depository
institution's CRA performance, a rating is assigned from the
following groups:

Outstanding record of meeting community credit needs
An institution in this group has an outstanding record of
ascertaining and helping to meet the credit needs of its
entire delineated community, including low- and moderateincome neighborhoods,
in a manner consistent with
its
resources and capabilities.




Federal Reserve Bank of Kansas City

Satisfactory record of meeting community credit needs
An institution in this group has a satisfactory record of
ascertaining and helping to meet the credit needs of its
entire delineated community, including low- and moderateincome
neighborhoods, in a manner consistent
with its
resources and capabilities.

Needs to improve record of meeting community credit needs
An institution in this group needs to improve its overall
record of ascertaining and helping to meet the credit needs of
its entire delineated community, including low- and moderateincome
neighborhoods, in a manner consistent
with its
resources and capabilities.

Substantial noncompliance in meeting community credit needs
An institution in this group has a substantially deficient
record of ascertaining and helping to meet the credit needs of
its entire delineated community, including low- and moderateincome
neighborhoods, in a manner consistent
with its
resources and capabilities.
Bank/Location

Exam Date

None.
*

*Application is subject to CRA.




CRA Public
Date

CRA
Rating

FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN

APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF SEPTEMBER 5, 1994
SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER
NOTICE ONLY
APPLICATION

NOTICE EXP

♦Section 5(d)(3) Oakar transaction by
Stratford Bancshares, Inc., Stratford, TX (First State
Bank, Stratford, TX), to acquire, through a merger
transaction, North Plains Savings and Loan Association,
500 East First Street, Dumas, TX

N/A

♦Section 5(d)(3) Oakar transaction by
Stratford Bancshares of Delaware, Inc., Dover, DE (First
State Bank, Stratford, TX), to acquire, through a merger
transaction, North Plains Savings and Loan Association,
500 East First Street, Dumas, TX

N/A

♦Section 5(d)(3) Oakar transaction by
Heritage Texas Group, Inc., Employee Stock Ownership Plan,
Pittsburg, TX (Pittsburg National Bank, Pittsburg, TX), to
acquire the Marshall Branch of Pacific Southwest Bank,
F.S.B., Corpus Christi, TX
(Branch is located at 400 S. Alamo Blvd., Marshall, TX)

94/08/13

♦Section 5(d)(3) Oakar transaction by
Heritage Texas Group, Inc., Pittsburg, TX
(Pittsburg National Bank, Pittsburg, TX), to
acquire the Marshall Branch of Pacific Southwest Bank,
F.S.B., Corpus Christi, TX
(Branch is located at 400 S. Alamo Blvd., Marshall, TX)

94/08/13

♦Section 5(d)(3) Oakar transaction by
Heritage Delaware Corporation, Dover, DE (Pittsburg National
Bank, Pittsburg, TX), to acquire the Marshall Branch of
Pacific Southwest Bank, F.S.B., Corpus Christi, TX
(Branch is located at 400 S. Alamo Blvd., Marshall, TX)

94/08/13

SECTION II - APPLICATIONS SUBJECT TO BOTH
NEWSPAPER AND FEDERAL REGISTER NOTICE
APPLICATION
Change in Control Notice by
T. K. Farris, Jr., Trustee of Thomas Kinder Farris
Trust, and Martha White Farris, Floyda, TX, to acquire
an interest in Floyd County Bancshares, Inc., Floydada, TX




** NOTICE EXP

N/A

Change in Control Notice by
Eloise Pohlad, Edina, NM; Howard Wolf, John Knox, Cole
Thomson, Walter Manning, Sherwin Siff, Chris Bagley,
Malcolm Cranberry, Bob Grundy, Robert Hutson, David Moulton,
Joe Sykes, John Carson, Terrence Schillaci, Sam Sicola,
Scott Siff, and Charles Vernon, Houston, TX, to acquire
an interest in B.O.A. Bancshares, Inc., Houston, TX

N/A

♦Section 3(a)(3) application by
Woodforest Bancshares, Inc., Houston, TX, to acquire
Sun Belt Bancshares Corporation, Wilmington, DE, and
National Bank of Conroe, Conroe, TX

N/A

♦Section 3(a)(1) application by
Woodforest Holdings Corporation, Houston, TX, to
acquire Sun Belt Bancshares Corporation, Wilmington, DE,
and National Bank of Conroe, Conroe, TX

N/A

♦Section 3(a)(1) application by
Sun Belt Bancshares Corporation, Wilmington, DE,
to acquire National Bank of Conroe, Conroe, TX

N/A

♦Section 3(a)(3) application by
Texas Financial Bancorporation, Inc., Minneapolis, MN,
to acquire Burleson State Bank, Burleson, TX

N/A

♦Section 3(a)(3) application by
First Bancorp, Inc., Denton, TX, to acquire
Burleson State Bank, Burleson, TX

N/A

♦Section 3(a)(3) application by
First Delaware Bancorp, Inc., Dover, DE, to acquire
Burleson State Bank, Burleson, TX

N/A

♦Section 3(a)(1) application by
Abrams Centre Bancshares, Inc., Dallas, TX, to acquire
Abrams Centre National Bank, Dallas, TX
(Previously reported during the week of 8-29-94)

94/09/25

♦Section 3(a)(1) application by
Heritage Texas Group, Inc., Employee Stock Ownership
Plan, Pittsburg, TX, to acquire Heritage Delaware
Corporation, Dover, DE; Heritage Texas Group, Inc.,
Pittsburg, TX; and Pittsburg National Bank, Pittsburg, TX

94/08/13

♦Section 3(a)(1) application by
Heritage Texas Group, Inc., Pittsburg, TX, to acquire
Heritage Delaware Corporation, Dover, DE, and Pittsburg
National Bank, Pittsburg, TX

94/08/13

♦Section 3(a)(1) application by
Heritage Delaware Corporation, Dover, DE, to acquire
Pittsburg National Bank, Pittsburg, Tx

94/08/13




SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER
NOTICE ONLY
APPLICATION

NOTICE EXP

Section 4(c)(8) application by
Stratford Bancshares, Inc., Stratford, TX, to acquire
Panhandle Management Corporation, Dumas, TX

N/A

Section 4(c)(8) application by
Stratford Bancshares of Delaware, Inc., Dover, DE, to
acquire Panhandle Management Corporation, Dumas, TX

N/A

SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE
OR NEWSPAPER NOTICE
APPLICATION
Section 24A application by
United Bank & Trust, Abilene, 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 SEPTEMBER 5. 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 9/09/94
Section I - Applications Subject to Newspaper Notice Only
A d d !ication

Comment Period Ending Date

Home Valley Bank, Grants Pass, Oregon, to establish
a limited mobile branch in the Grants Pass, Oregon,
service area. *

Newspaper:

9/30/94

San Benito Bank, Hollister, California, to establish
a branch office in San Juan Bautista, California. *

Newspaper:

Not available

Bank of America Nevada, Las Vegas, Nevada, to
establish an ATM at 2500 W. Spring Mountain Road,
Las Vegas, Nevada. *

Newspaper:

Not available

Bank of America Nevada, Las Vegas, Nevada, to
Newspaper:
establish 7 ATM's at Raley's Drug Centers located at
1441 Mayberry Drive, 4047 So. Virginia Street,
701 Keystone Avenue, 1075 N. Hills Boulevard,
Unit 270, all of Reno, Nevada; 2050 Pyramid Way,
Sparks, Nevada; 3701 S. Carson Street, Carson City,
Nevada; and 2511 Mountain City Highway, Elko, Nevada. *

Not available

Bank of America Nevada, Las Vegas, Nevada, to
Newspaper:
establish ATM's at Meadows Mall, Las Vegas,
Nevada; and Piper's Casino, Silver Springs, Nevada. *

Not available

Section II - Applications Subject to Both
Newspaper and Federal Register Notice
Superior Holdings, Inc., Scottsdale, Arizona, to
become a bank holding company by acquiring DeAnza
Holding Corporation and its subsidiary, DeAnza
Bank, both of Sunnyvale, California. *

Newspaper:

09/30/94

Fed. Reg.:

10/10/94

SN, Ltd., Moab, Utah, to beome a bank holding
company through the acquisition of First Western
Bancorporation, Moab, Utah. *

Newspaper:

10/14/94

Fed. Rea.:

10/10/94

* Subject to CRA.




FEDERAL RESERVE BANK OF SAN FRANCISCO ( c o n t 'd .)

Week Ending 9/09/94
Section III - Applications Subject to Federal Register Notice Only
Westamerica Bancorporation, San Rafael, California,
to engage de novo in providing retirement and
employee benefit plan consulting services through
Westcore, San Rafael, California.

Fed. Reg.:

10/05/94

Superior Holdings, Inc., Scottsdale, Arizona, to
continue to engage in originating, closing, selling
and servicing single-family home mortgage loans in
the Phoenix, Arizona, area.

Fed. Reg.:

10/10/94

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 September 9, 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 noncompliance in meeting community credit needs: An institution
has a substantially deficient record of ascertaining and helping to meet the
credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resources and capabilities





Federal Reserve Bank of St. Louis, One Federal Reserve Bank Plaza, St. Louis, MO 63102