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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, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification o f Ratings: Outstanding record o f meeting community credit needs An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs 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 N o n e .* *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