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Federal R eserve R elease H.2 Actions o f the Board, Its Staff, and the Federal Reserve Banks: Applications and Reports Received No. 37 W eek E n d in g Septem ber 1 3 ,1 9 9 7 Board o f Governors o f the Federal Reserve System, Washington, DC 20551 N o. 37 ACTIONS TAKEN BY THE BOARD OF GOVERNORS ADVISORY COUNCILS Thrift Institutions Advisory Council. - Convened, September 12,1997 BANK HOLDING COMPANIES Associated Banc-Corp, Green Bay, Wisconsin -- to engage in operating a savings association through the acquisition of First Financial Corporation and First Financial Bank, F.S.B.; and to acquire two subsidiaries of the thrift and engage in appraisal activities and operating a credit card bank. - Permitted, September 8,1997 Bayerische Vereinsbank, Munich, Germany -- request for temporary exemption under section 4(c)(9) of the Bank Holding Company Act to engage in certain securities activities in the U.S. in connection with proposed acquisition of Bayerische Hypotheken- und Wechsel-Bank, AG. - Granted, September 10,1997 KeyCorp, Cleveland, Ohio -- to engage, to a limited extent, in debt and equity securities underwriting activities and other nonbanking activities through Key Capital Markets, Inc. - Permitted, September 8,1997 NationsBank Corporation, Charlotte, North Carolina —to acquire all the assets and assume all the liabilities of Montgomery Securities, San Francisco, California, and The Pyramid Company, and engage, to a limited extent, in debt and equities securities underwriting, and dealing in government obligations and money market instruments. - Permitted, September 10,1997 • Union Planters Corporation, Memphis, Tennessee -- to acquire Magna Bancorp, Inc., Hattiesburg, Mississippi, Magnolia Federal Bank for Savings, and Magna Mortgage Company, and engage in originating and servicing mortgage loans. - Permitted, September 10,1997 BANK MERGERS Citizens Commercial Bank & Trust Company, Celina, Ohio -- to acquire eleven branches of KeyBank, N.A., Cleveland, Ohio, and to establish branches at the former KeyBank. - Approved, September 8,1997 REGULATIONS AND POLICIES The Year 2000: A Challenge for Financial Institutions and Bank Supervisors — Basle Committee on Banking Supervision describes need for financial institutions to check all their computer applications in advance of the new millennium. - Announced, September 9,1997 Additions/Corrections H.2 ACTIONS TAKEN BY THE BOARD OF GOVERNORS REGULATIONS AND POLICIES Regulation J —amendments to provide for interstate branching and the Federal Reserve Banks' new single account structure (Federal Register document R-0972). - Approved, August 26,1997 H .2 September?, 1997 to September 13, 1997 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; RBOPS - Reserve Bank Operations and Payment Systems; IF - International Finance; OSDM - Office o f Staff Director for Management BANK BRANCHES, DOMESTIC Secretary AmSouth Bank, Birmingham, Alabama —to establish a branch at 11314 Causeway Boulevard, Brandon, Florida, and 1505 Tamiami Trail, Fort Myers, Florida. - Approved, September 8,1997 St. Louis BankTennessee, Collierville, Tennessee —to establish a branch at 315 Cleveland Street, Ripley, Tennessee. - Approved, September 12,1997 St. Louis Belgrade State Bank, Potosi, Missouri —to move its main office to Belgrade, and to redesignate the present main office as a branch. - Approved, September 9,1997 Atlanta Colonial Bank, Montgomery, Alabama —to establish a branch on the northside of Highway 82/McFarland Boulevard, 100 Towncenter Boulevard, Tuscaloosa, Alabama. - Approved, September 8,1997 Atlanta Colonial Bank, Montgomery, Alabama —to establish a branch at 4336 U.S. Highway 231, Wetumpka, Alabama. - Approved, September 12,1997 Minneapolis First Interstate Bank, Billings, Montana —to establish a branch in Helena, Montana. - Approved, September 8,1997 Richmond Pee Dee State Bank, Timmonsville, South Carolina —to establish a branch at 760 West Liberty Street, Sumter, South Carolina. - Approved, September 9,1997 H.2 September 7,1997 to September 13, 1997 Page 2 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY Minneapolis Rocky Mountain Bank, Billings, Montana —to establish branches in Big Fork and Stevensville, Montana. - Approved, September 12,1997 BANK HOLDING COMPANIES Cleveland Banc One Corporation, Columbus, Ohio —to acquire Fitzgerald, Davis & Associates, LP, Chicago, Illinois. - Permitted, September 12,1997 Minneapolis Bloomer Bancshares, Inc., Bloomer, Wisconsin -- to acquire Peoples State Bank. - Approved, September 11,1997 Dallas Buffalo Bancorp, Inc., Buffalo, Texas -- to acquire Buffalo Corporation, Dover, Delaware, and Citizens State Bank, Buffalo, Texas. - Approved, September 11,1997 Director, BS&R Commerzbank AG, Frankfurt am Main, Federal Republic of Germany —request for exceptions to a commitment in connection with a notice to engage in futures commission merchant activities. - Granted, September 12,1997 Cleveland Community Holding Company, Inez, Kentucky —to acquire Inez Deposit Bank, F.S.B. - Permitted, September 12,1997 Minneapolis Dean Financial Services, Inc., St. Paul, Minnesota —to acquire The First National Corporation of Aitkin, Inc., Aitkin; Mid-Continent Financial Services, Inc., Bloomington; and The First State Bank of Eden Prairie, Eden Prairie, Minnesota. - Approved, September 9,1997 H.2 September 7, 1997 to September 13, 1997 Page 3 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY Kansas City Emprise Financial Corporation, Wichita, Kansas —to acquire up to 9.9 percent of Mid Continent Bancshares, Inc., El Dorado, Kansas, and therefore own more than 5 percent of the shares of a savings association. - Permitted, September 9,1997 Boston FSB Bancorp, Farmington, Maine, and MHC Bancorp -- to acquire Franklin Savings Bank. - Approved, September 12, 1997 Director, BS&R HSBC Holdings pic, HSBC Finance (Netherlands) Limited, and HSBC Holdings NV —request for authority to effect a corporate reorganization of various nonbanking subsidiaries of HSBC, including the section 20 subsidiary, HSBC Securities, Inc. - Granted, September 12,1997 Dallas J. M. Nichols, Inc., Dover, Delaware -- to acquire First-Nichols National Bank of Kenedy, Kenedy, Texas. - Approved, September 9,1997 Dallas Keene Bancorp, Inc., 401(K) Employee Stock Ownership Plan & Trust, Keene, Texas —to acquire Keene Bancorp Inc., and Keene State Bank of Keene. - Approved, September 8,1997 Atlanta MC Bancshares, Inc, Morgan City, Louisiana —request for waiver of application to acquire Guaranty Bancshares Holding Corporation. - Granted, September 12,1997 Secretary National City Corporation, Cleveland, Ohio, and National Processing, Inc. Louisville, Kentucky, -- to acquire FA Holdings, Inc., also of Louisville, and engage in the processing of credit card and debt card receipts for merchants. - Permitted, September 11,1997 H.2 September?, 1997 to September 13,1997 Page 4 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY Kansas City NB Holdings Corporation, Wichita, Kansas -- termination of registration under Regulation G. - Approved, September 10,1997 Dallas New Broadway, Inc., San Antonio, Texas -- to acquire Broadway Bancshares, Inc., San Antonio, Texas; Broadway Bancshares of Delaware, Inc., Wilmington, Delaware; Broadway National Bank, San Antonio, Texas, and Eisenhower National Bank, San Antonio, Texas. - Approved, September 9,1997 Dallas Nichols Bancshares, Inc., Kenedy, Texas -- to acquire J.M. Nichols, Inc., Dover, Delaware, and First Nichols National Bank of Kenedy, Kenedy, Texas. - Approved, September 9,1997 Minneapolis Preferred Bancshares, Inc., Big Lake, Minnesota -- to engage in mortgage banking activities through acquisition of shares of Preferred Lenders, LLC. - Permitted, September 10,1997 Kansas City Seafield Capital Corporation, Kansas City, Missouri -- termination of registration under Regulation G. - Approved, September 10,1997 St. Louis Union Planters Corporation, Memphis, Tennessee —to acquire Sho-Me Financial Corporation, Mount Vernon, Missouri, and 1st Savings Bank, F.S.B., Mount Vernon. - Permitted, September 12,1997 Boston UST Corp., Boston, Massachusetts —to acquire Firestone Financial Corp., Newton, Massachusetts. - Permitted, September 12,1997 H.2 September?, 1997 to September 13, 1997 Page 5 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY Atlanta Valley National Corporation, Lanett, Alabama —to acquire Valley National Bank of Lanett, Lanett, Alabama. - Approved, September 10,1997 BANK MERGERS Richmond Crestar Bank, Richmond, Virginia —to merge with American National Savings Bank, F.S.B., Baltimore, Maryland. - Approved, September 8,1997 Kansas City Dewey County State Bank, Taloga, Oklahoma —to merge with Alpha Bank, N.A., Henessey, Oklahoma. - Approved, September 8,1997 BANKS, NONMEMBER, AND MISCELLANEOUS INSTITUTIONS San Francisco Alliance Federal Credit Union, San Jose, California —deregistration pursuant to Regulation G. - Approved, September 12,1997 Director BS&R Premier Trust Services, Inc., Freeport, Illinois -- registration as transfer agent. - Withdrawn, September 8,1997 BANKS, STATE MEMBER Director BS&R Bank of Burlington, Burlington, Wisconsin —registration as transfer agent. - Withdrawn, September 8,1997 CHANGE IN BANK CONTROL San Francisco Americorp, Ventura, California —change in bank control. - Permitted, September 12,1997 H.2 September?, 1997 to September 13,1997 Page 6 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY San Francisco Draper BanCorp, Draper, Utah —change in bank control. - Permitted, September 9,1997 COMPETITIVE FACTORS REPORTS San Francisco Bank of Los Angeles, West Hollywood, California -- report on competitive factors of the proposed merger with Culver National Bank, Culver City, California. - Submitted, September 12,1997 Boston BankBoston, N.A., Boston, Massachusetts —report on competitive factors of the proposed merger with Bank of Boston Connecticut, Hartford, Connecticut. - Submitted, September 12,1997 Richmond Carolina First Bank, Greenville, South Carolina —report on competitive factors of the proposed merger with First Federal Savings and Loan Association, Anderson, South Carolina. - Submitted, September 8,1997 San Francisco Citizens Security Bank, Agana, Guam ~ report on competitive factors of the proposed merger with C.B. Temporary Interim Bank. - Submitted, September 12,1997 Richmond First Bank, Troy, North Carolina ~ report on competitive factors of the proposed purchase of the assets and assumption of the liabilities of the Lillington, North Carolina, branch of First Union National Bank of North Carolina, Charlotte, North Carolina. - Submitted, September 11,1997 Dallas First National Bank, Paducah, Texas -- report on competitive factors of the proposed merger with Paducah Interim National Bank. - Submitted, September 8,1997 Page 7 H .2 September 7, 1997 to September 13, 1997 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY Cleveland FMB-First Michigan Bank, Zeeland, Michigan; FMB-First Michigan Bank, Grand Rapids, Grand Rapids; FMB-Lumberman's Bank, Muskegon; FMB-Northwestem Bank, Boyne City; FMB-State Savings Bank, Lowell; FMB-Commercial Bank, Greenville; FMB-Sault Bank, Sault St. Marie; FMB Security Bank, Manistee; FMB-Community Bank, Dowagiac; FMB-Oceana Bank, Hart; FMB-Reed City, Reed City; FMB Maynard Allen Bank, Portland; FMB-Old State Bank, Freemont; FMB-Arcadia Bank, Kalamazoo; and FMB-Trust, Holland; Michigan —report on competitive factors of the proposed merger with The Huntington National Bank, Columbus, Ohio. - Submitted, September 9,1997 New York Members 1st Federal, Hackensack, New Jersey -- report on competitive factors of the proposed merger with Central Bergen Federal Credit Union. - Submitted, September 10,1997 Secretary Mojave Desert Bank, N.A., Mojave, California —report on competitive factors of the proposed merger with the Mojave, California, branch of Bank of America National Trust & Savings Association, San Francisco, California. - Submitted, September 12,1997 Kansas City Nebraska State Bank, South Sioux City, Nebraska —report on competitive factors of the proposed merger with The First National Bank of Wilcox, Wilcox, Nebraska. - Submitted, September 8,1997 New York Oritani Interim Savings Bank, Bergen, New Jersey —report on competitive factors of the proposed merger with Oritani Savings Bank. - Submitted, September 11,1997 Dallas Plano Bank & Trust Company, Plano, Texas —report on competitive factors of the proposed merger with First Bank, McKinney, Texas. - Submitted, September 8,1997 H.2 September?, 1997 to September 13,1997 Page 8 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY Philadelphia Quakertown National Bank, Quakertown, Pennsylvania —report on competitive factors of the proposed purchase of the assets and assumption of the liabilities of the Quakertown branch of First Lehigh Bank, Walnutport, Pennsylvania. - Submitted, September 12,1997 Minneapolis Security State Bank, Dunseith, North Dakota —report on competitive factors of the proposed purchase of assets and assumption of liabilities of the Rolla branch of Ramsey Bank, fsb, Cando, North Dakota. - Submitted, September 10, 1997 CURRENCY Director RBOPS Federal Reserve notes -- letter confirming request for printing notes for fiscal year ending September 30, 1998. - Approved, September 12,1997 EXTENSIONS OF TIME Richmond Central Virginia Bank, Powhatan, Virginia —extension to March 19,1997, to establish a branch at 1368 Anderson Highway, Cumberland County, Virginia. - Granted, September 8,1997 Chicago InvestorsBancorp, Inc., Pewaukee, Wisconsin -- extension to December 4,1997, to acquire InvestorsBank. - Granted, September 8,1997 Director, BS&R Istituto Mobiliare Italiana, S.p.A., Rome, Italy —request by three Italian banking organizations to extend for an additional two years die temporary exemptions under section 4(c)(9) of the Bank Holding Company Act. - Granted, September 12,1997 Cleveland Ohio Bank, Findlay, Ohio —extension to September 14,1998, to establish a branch at Fishinger Boulevard and Mill Run Drive, Columbus, Ohio. - Granted, September 12,1997 H.2 September 7,1997 to September 13,1997 Page 9 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY Chicago Schonath Family Partnership, Limited Partnership, Oconomowoc, Wisconsin — extension to December 4,1997, to acquire InvestorsBank, Pewaukee, Wisconsin. - Granted, September 8,1997 MEMBERSHIP Secretary Compass Bank, Houston, Texas -- to become a member of the Federal Reserve System. - Approved, September 12,1997 Minneapolis F & M Bank-Landmark, Clear Lake, Wisconsin —to become a member of the Federal Reserve System. - Approved, September 11,1997 FEDERAL RESERVE BANK OF BOSTON APPLICATIONS Application Application SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER .NOTICE QNhY Comment Period Ending Date NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Comment Period Ending Date Iron Bancshares, Inc., Salisbury, Connecticut to become a bank holding company by acquiring 100% of the voting shares of The National Iron Bank, Salisbury, Connecticut* SIS Bancorp, Inc., Springfield, Massachusetts section 3(a)(3) notification to acquire Glastonbury Bank and Trust Company, Glastonbury, Connecticut* Application Newspaper 10-05-97 Federal Register 10-02-97 Newspaper Not Yet Established Federal Register Not Yet Established SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Comment Period Ending Date NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Institution Examination Date NONE Rating** SECTION V I - APPLICATIONS BULLETIN Effective April 21, 1997, information regarding the comment periods associated with applications and notices submitted to the Federal Reserve Bank of Boston for processing under section 3 and 4(c) (8) of the Bank Holding Company Act of 1956, as amended, will be available 24 hours a day by calling the following toll-free number 1-800-896-9480. ♦Subject to CRA. ♦♦Rating Definitions: "O" - 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_____ None. SECTION II Applications Subject to Both Newspaper and Federal Register Notice National Bank of Canada, Montreal, Canada, and NatBC Holding Corporation, to become bank holding companies by acquiring 100 percent of the voting shares of Natbank N.A, Hollywood, Florida, and thereby indirectly acquiring Natbank N.A., the proposed national bank successor to Natbank, F.S.B. SECTION III Nonbanking Applications (subject to Federal Register Notice Only 1 None. SECTION IV Applications Not Involying 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. 10/05/97 2/ 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. Week Ending September 13.1997 NAME OF BANK RATING None 1/ Subject to provisions of Community Reinvestment Act. 2/ Later of dates specified in newspaper and Federal Register notices. 3/ Date specified in newspaper notice; a later date may be specified in the Federal Register notice. 4/ Date specified in Federal Register notice; a later date may be specified in the newspaper notice. N/A - Not Available EXAMINATION DATE FEDERAL RESERVE BANK OF PHILADELPHIA SECTION I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER NOTICE ONLY Sterling Bank. Mount Laurel, NJ, to establish a branch in Mount Laurel Township, Burlington NJ, pursuant to Section 9 of the Federal Reserve Act. Newspaper comment period expires: N/Avail SECTION II - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE NONE SECTION III - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE SECTION IV - APPLICATIONS RECEIVED AND NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NONE 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 12, 1997. 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/Lpcatipn Examination Date CRA Rating NONE NONE NONE District Federal Reserve Bank of Cleveland A pplications and notifications filed during the w eek ending 9/13/97 S ection I - A p p lica tio n s s u b je c t to n e w sp a p e r n o tice only Type A p p lic a tio n 18C C itizen s B ankin g C om pany, S alin eville, O H to acqu ire th ree (3) bran ch offices o f The M etro p o lita n S avin gs Bank o f Ohio, Youngstown, O H lo c a te d in B arnesville, M artin s F erry, a n d St. C la irsville, OH. 5D3 Branch E ndin g d a te o f com m en t p e r io d *N ot Y et K now n Footnotes S ection I I - A p p lica tio n s su b je c t to b o th n e w sp a p e r a n d F e d e ra l R e g iste r notice Type A p p lic a tio n 3 A3 N o tice b y F.N.B. C orporation , H erm itage, PA on S eptem ber 10, 1997, to acq u ire M ercan tile B ank o f S ou th w est F lorida, N aples, FL E ndin g d a te o f com m en t p e r io d *N: 10/13/97 Footnotes S ection I I I -■A p p lica tio n s su b je c t to F e d e ra l R e g iste r n o tice only Type A p p lic a tio n E ndin g d a te o f com m ent p e r io d NONE Footnotes S ection IV - A p p lica tio n s n o t su b je c t to F e d e ra l R e g iste r o r n e w sp a p e r notice Type A p p lic a tio n 4C8 B an c O ne C orporation , Colum bus, OH; K eyC orp, C leveland, OH ; N a tio n a l C ity C orporation , C levelan d, OH, a n d P N C B an k C orp., P ittsbu rgh, PA to en gage in A T M a n d P O S a c tiv itie s on a w o rld -w id e b a sis through E lectro n ic P aym ent S ervices, Inc. E ndin g d a te o f com m en t p e r io d N one Section IV - Applications not subject to Federal Register or newspaper notice Type E nding d a te o f com m ent p e r io d A p p lic a tio n Footnotes S ectio n V - A v a ila b ility o f C R A p u b lic ev a lu a tio n s D e sc rip tio n o f the CRA G o a l a g a in st w hich institutions a re eva lu a ted ' the fo u r p erfo rm a n ce levels , a n d the in stitu tio n s f o r w hich an evalu ation is p u b lic ly available. The CRA requires a periodic evaluation o f each covered institution regarding the extent to which it has ascertained, and helped meet, the credit needs o f its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. The federal bank regulators use the following four performance levels to rate an institution’s performance under CRA.: O u ts ta n d in g S a tis fa c to ry N eed s to Im p ro v e S u b s ta n tia l n o n c o m p lian ce R SS D n u m ber In stitu tio n / L ocation E xam ination d a te CRA p u b lic d a te CRA ra tin g 576710 The O hio B ank 2 3 6 M ain S tre et F indlay, O H 4 5 8 4 0 6/02/97 9/8/97 Satisfactory 368522 A p o llo Trust C o m p a n y 2 0 1 N orth W arren A ven u e A p o llo , PA 1 5 613 6/30/97 9/9/97 Satisfactory Footnotes Section VI - CRA examinations scheduled for Fourth Quarter of 1997 In stitu tion L ocation A ndover B ank P.O. Box 1300, Public Square, Andover, OH 44003-1300 B a n k o f C o rn in g C o m p a n y P.O. Box 428, N. Valley Street, Coming, OH 43730-0428 C o m m e rc ia l & S avings B a n k Co. P.O. Box 50, 701 S. Market Street, Danville, OH 43014-0050 F ifth T h ird o f N o rth e a s te rn O hio 1404 E. Ninth Street, Cleveland, OH 44114 G e n o a B a n k in g C o m p a n y P.O. Box 98, 801 Main Street, Genoa, OH 43430-0098 H a m le r S ta te B a n k P.O. Box 358, 210 Randolph Street, Hamler, OH 43524-0358 H o c k in g V alley B a n k P.O. Box 4847, 7 W. Stimson, Athens, OH 45701-4847 T h e C itizen s B a n k in g C o m p a n y P.O. Box 5016, 100 E. Water Street, Sandusky, OH 44871-5016 T h e C o rn C ity S ta te B a n k P.O. Box 197, 120 W. Main Street, Deshler, OH 43516-0197 T h e C o rtla n d S avings & B an k in g C o. P.O. Box 98, 194 W. Main Street, Cortland, OH 44410-0098 T h e C u s ta r S ta te B a n k P.O. Box 127, Main Street, Custar, OH 43511-0127 T h e F a r m e r s C itiz e n B a n k P.O. Box 567, Washington Square, Bucyrus, OH 44820-0567 T h e M e ta m o ra S ta te B a n k P.O. Box F, 120 E. Main Street, Metamora, OH 43540-0270 T h e M in s te r S ta te B a n k P.O. Box 90, 96 W. Fourth Street, Minster, OH 45865-0090 T h e P ro v id e n t B a n k 1 E. 4th Street, Cincinnati, OH 45202 Tow ne B an k P.O. Box 202, 610 E. South Boundary, Perrysburg, OH 43551 Footnotes Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Ngtice Only Application Comment Period Ending Date Centura Bank, Rocky Mount, North Carolina, to establish a branch in the Hannaford Brothers Store at 760 Sutters Creek Boulevard, Rocky Mount, North Carolina.* 10-6-97 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Coddle Creek Financial Corp., Mooresville, North Carolina, to become a bank holding company through the acquisition of 100% of the voting shares of Mooresville Savings Bank, SSB, Mooresville, North Carolina.* One Valley Bancorp, Inc., Charleston, West Virginia, to acquire One Valley Bank-Central Virginia, National Association, Lynchburg, Virginia (the proposed successor by conversion to One Valley Bank-Central Virginia, a Federal savings bank).* 10-10-97 Not yet available. Section III - Applications Subjectto Federal Register Notice Application Comment Period Ending Date None. Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice Application None. ♦Application is subject to CRA requirements. Federal Reserve Bank of Richmond Section V - Availability o f C R A Public Evaluations Week ending September 12, 1997 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 con sistent 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. RSSD Number None. Name of Bank Examination Date Rating Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 12. 1997 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date None. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Eagle National Holding Company, Inc. Not yet available* Miami, Florida Change in control by Mr. Jaime Gilinski to acquire 100 percent of the outstanding shares of common stock of Eagle National Holding Company, Inc., Miami, Florida, pursuant to Change in Bank Control Act of 1978. First Bankshares, Inc. 09-30-97* Longwood, Florida Federal Register Change in control notice by Ms. Susma Patel and Messrs. Suketu (Suku) Madhusudan Patel, Parimal (Perry) Kantibhai Patel, Bharat Muljibhai Amin, Dennis John Lloyd King, and Sushilaban Patel, to collectively acquire 43.06 percent of the outstanding shares of First Bankshares, Inc., Longwood, Florida, pursuant to the Change in Bank Control Act of 1978. MidSouth Bancorp, Inc. 09-30-97* Employee Stock Ownership Plan Federal Register Lafayette, Louisiana After-the-fact change in control by MidSouth Bancorp, Inc., Employee Stock Ownership Plan, Lafayette, Louisiana, to retain 10.57 percent of the outstanding shares of MidSouth Bancorp, Inc., Lafayette, Louisiana, pursuant to the Change in Bank Control Act of 1978. Section 3 - Applications Subject to Federal Register Only Application None. *Subject to provisions of the Community Reinvestment Act. Comment Period Ending Date Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 12.1997 Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application None. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 12. 1997 Section 10 - Availability of CRA Public Evaluations The CRA public evaluations of the insured depository institutions listed below became available during this week. Information about an institution's CRA evaluation may be obtained directly from the institution. In connection with the assessment of an institution's CRA performance, a rating is assigned from the following groups: Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including 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 helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank CRA Rating First Bank and Trust Satisfactory Company of Tennessee Post Office Box 3080 Johnson City, Tennessee 37602 (423) 975-9900 Examination Date 06-02-97 Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 12. 1997 Recently Approved Applications Approval Date AmSouth Bank 09-08-97 Birmingham, Alabama To establish a branch located at 11314 Causeway Boulevard, Brandon, Florida, pursuant to Section 9 of the Federal Reserve Act. AmSouth Bank 09-08-97 Birmingham, Alabama To establish a branch located at 15051 Tamiami Trail, Fort Myers, Florida, pursuant to Section 9 of the Federal Reserve Act. Colonial Bank 09-08-97 (Revised) Montgomery, Alabama To establish a branch located at 2941 North Poinciana Boulevard, Kissimmee, Florida, pursuant to Section 9 of the Federal Reserve Act. Colonial Bank 09-12-97 Montgomery, Alabama To establish a branch located at 4336 US Highway 231, Wetumpka, Alabama, pursuant to Section 9 of the Federal Reserve Act. Colonial Bank 09-08-97 Montgomery, Alabama To establish a branch located on the north side of Highway 82/McFarland Boulevard, 100 Town Center Boulevard, Tuscaloosa, Alabama, pursuant to Section 9 of the Federal Reserve ActValley National Corporation 09-10-97 Lanett, Alabama 1-BHC formation, Valley National Bank of Lanett, Lanett, Alabama, pursuant to Section 3(a)(1) of the Bank Holding Company Act. MC Bancshares, Inc. 09-12-97 Morgan City, Louisiana Request for waiver of the application requirements of Section 3 of the Bank Holding Company Act, in connection with its proposed acquisition of Guaranty Bancshares Holding Corporation, Morgan City, Louisiana, and Guaranty Bank and Trust Company of Morgan City, Morgan City, Louisiana. Compass Bank 09-12-97 Houston, Texas To become a member of the Federal Reserve System, pursuant to Section 9 of the Federal Reserve Act and Section 208.4 of Regulation Y. Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Type Application Merger & Branch First Farmers Bank & Trust Company Converse, Indiana Sheridan, Indiana branch office of NBD Bank, N.A. to establish a branch at 322 South Main Street Sheridan, Indiana NP - ** Merger & Branch F&M Bank-Portage County Stevens Point, Wisconsin Antigo branch of Security Bank, S.S.B. Antigo, Wisconsin to establish a branch at 724 Fifth Avenue Antigo, Wisconsin NP - 9-8-97 Branch Valley Ridge Bank Kent City, Michigan 47 S. Charles Street White Cloud, Michigan NP - 9-13-97 Branch Citizens Bank and Trust Company Hudson, Iowa 209 West Fifth Street Waterloo, Iowa NP - 9-13-97 Branch Cole Taylor Bank Chicago, Illinois 111 West Washington Street Chicago, Illinois NP -10-1-97 Branch Bloomingdale Bank and Trust Bloomingdale, Illinois Northeast comer of Touhy and Clifton Avenue Park Ridge, Illinois NP - 9-3-97 Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only cont’d Type Application Branch Bloomindale Bank and Trust Bloomingdale, Illinois Southeast comer of Arlington Heights Road and Pierce Road Itasca, Illinois NP - Newspaper FR - Federal Register * - Subject to Provisions of Community Reinvestment Act ** - Not available at this time Comment Period Ending Date NP - 9-8-97 Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Type Application CoC-HC Damen Financial Corporation Schaumburg, Illinois By Jackson Boulevard Fund, Ltd. and Paul J. Duggan FR - 9-3-97 NP - 9-1-97 CoC-HC First Business Bancshares, Inc. Madison, Wisconsin By Sam Jacobsen FR - 8-28-97 NP - 9-7-97 3(a)(1) Heartland Bancshares, Inc.* Franklin, Indiana Heartland Community Bank (in organization) Franklin, Indiana FR - 9-12-97 NP - 9-8-97 3(a)(3) Centre 1 Bancorp, Inc.* Beloit, Wisconsin First Winnebago Corporation Winnebago, Illinois First National Bank of Winnebago Winnebago, Illinois FR - 9-26-97 NP - 9-21-97 3(a)(3) Mahaska Investment Company* Oskaloosa, Iowa Pella State Bank (in organization) Pella, Iowa FR - 9-12-97 NP - 7-27-97 3(a)(1) Marengo Bancshares, Inc.* Marengo, Illinois Prairie State Bank (in organization) Marengo, Illinois FR - 10-2-97 NP - 10-15-97 3(a)(1) Albrecht Financial Services, Inc.* Norwalk, Iowa Heartland Bankshares, Inc. Madrid, Iowa City State Bank Grimes, Iowa FR - 10-9-97 Np - ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice cont’d Comment Period Ending Date Type Application 3(a)(3) First State Bancorp of Monticello, Inc. Employee Stock Ownership Plan* Monticello, Illinois First State Bancorp of Monticello, Inc. Monticello, Illinois First State Bank of Monticello Monticello, Illinois State Bank of Hammond Hammond, Illinois First State Bank of Bloomington Bloomington, Illinois First State Bank of Heyworth Heyworth, Illinois First State Bank of Atwood Atwood, Illinois FR - 9-12-97 NP - 9-12-97 3(a)(1) George Washington Bancorp, Inc.* Oak Lawn, Illinois George Washington Savings Bank Oak Lawn, Illinois FR - 10-6-97 3(a)(1) Mercantile Bank Corporation* Grand Rapids, Michigan Mercantile Bank of West Michigan (in organization) Grand Rapids, Michigan FR - 10-9-97 NP - 9-29-97 3(a)(3) FBOP Corporation* Oak Park, Illinois First Capital Bank of Arizona Phoenix, Arizona FR - 10-2-97 NP - 9-21-97 CoC-HC Tabor Enterprises, Inc. Tabor, Iowa By J. Randel Smith, Jerry A. Jobe and Grant R. Schaaf FR - 10-1-97 NP - ** Np _ ** Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only Type Application Comment Period Ending Date NONE Section IV - Applications Not Subject to Federal Register or Newspaper Notice Type Application ROS Tabor Enterprises, Inc. Tabor, Iowa To redeem 5,200 shares or 52% of the common stock Federal Reserve Bank of Chicago Section V - Availability of CRA Public Evaluations The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending September 12, 1997. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. Identification of Ratings O- An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. S- An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NI - An institution in this group has a needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SN - An institution in this group has a substantial noncompliance 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 capabilies. BANK NAME/LOCATION EXAMINATION DATE RATINGS Security Savings Bank 1015 Market Street Gowrie, Iowa 50543 (515) 544-3281 RSSD #616540 6-2-97 S Fortress Bank of Westby 100 North Main Street Westby, Wisconsin 54667 (608) 634-3787 RSSD #297042 6-23-97 0 R E S E R V E B A N K A P P L IC A T IO N S B U L L E T IN For week ending September 12, 1997 FEDERAL RESERVE BANK OF ST. LOUIS SECTION T - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE Application End of Comment Period None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application End of Comment Period Change in control notification involving Sebastian Bankshares, Inc., Barling, Arkansas, by James H. Shields, III, Wimbledon, England. Federal Register 9-24-97 Change in control notification involving Texico Bancshares Corporation, Texico, Illinois, by Craig D. Heath, Phoenix, Arizona. Federal Register 10-1-97 * Section 3(a)(3) notification by First United Bancshares, Inc., El Dorado, Arkansas, to acquire City Bank & Trust of Shreveport, Louisiana, Shreveport, Louisiana. federal Register. 10-9-97 * Section 3(a)(3) notification by First Banks, Inc., St. Louis, Missouri, to acquire Surety Bank, Vallejo, California. Newspaper: 10-15-97 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 Stock redemption notification by Texico Bancshares Corporation, Texico, Illinois, to redeem common stock for a net consideration representing 81 % of its equity. N/A * This notification is subject to CRA. R E S E R V E B A N K A P P L IC A T IO N S B U L L E T IN For week ending September 12, 1997 FEDERAL RESERVE BANK OF ST. LOUIS SECTION V - AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification of 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. Bank RSSD Number None Name of Bank Bank Address Examination Date Examination Rating For week ending September 12, 1997 R E S E R V E B A N K A P P L IC A T IO N S B U L L E T IN SECTION VI - CRA EXAMINATIONS SCHEDULED Examinations may have to be rescheduled during the calendar quarter in which they are designated to begin. If an institution's examination is rescheduled for a date later than the end of the date range reflected in a published schedule, the institution's name will be republished in an appropriate later listing. Any comments received as a result of either the first publication or subsequent publications will be considered during the examination. RSSD Number Name City State F E D E R A L R E S E R V E B A N K O F M IN N E A P O L IS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application Ronan State Bank, Ronan, M ontana to establish a branch in Poison, Montana. * September 15, 1997 Farmers State Bank, Victor, M ontana to establish a branch in Hamilton, Montana. * September 29, 1997 * Subject to CRA F E D E R A L R E S E R V E B A N K O F M IN N E A P O L IS Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Application Norwest Corporation, Minneapolis, Minnesota; Norwest Financial Services, Inc., Des Moines, Iowa; and Norwest Financial, Inc., Des Moines, Iowa to engage in industrial loan and thrift company activities, consumer finance activities, and acting as principal, agent, or broker for credit life, accident and health, and involuntary unemployment insurance related to its extensions o f credit through the acquisition o f Cityside Financial Services o f Wisconsin, Inc., Cityside Savings & Financial Services, Co., and Cityside Insurance Company, Ltd., headquartered in Eden Prairie, Minnesota. Not yet available F E D E R A L R E S E R V E B A N K O F M IN N E A P O L IS Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application NONE. F E D E R A L R E S E R V E B A N K O F M IN N E A P O L IS Section IV - Applications N ot Subject to Federal Register Notice or Newspaper Notice Application NONE. FED ER A L R E SE R V E BANK O F M IN N EA PO LIS Section V - Availability o f CRA Public Evaluations w eek ending S eptem ber 12,1997 ASSIGNMENT OF RATING Identification o f Ratings In connection with the assessment o f 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 o f 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 o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low-and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANKISl EXAMINED DATE OF EXAMINATION CRA RATING W adena State Bank 304 Southeast First Box 191 Wadena, MN 56482-0191 (218) 631-1860 June 2, 1997 Outstanding Federal Reserve Bank of Kansas City Week Ending September 12, 1997 SECTION 1 - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION State Bank & Trust Company of Colorado Springs, Colorado Springs, Colorado, for prior approval to establish a branch at 5710 Palmer Park Boulevard, Colorado Springs, Colorado. COMMENT PERIOD ENDING DATE September 28, 1997 SECTION II - APPLICATIQNS.SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION COMMENT PERIOD ENDING DATE Steven L. Voorhees, Harvard, Nebraska, to retain control of 27.69 percent of the voting shares of Harvard State Company, Harvard, Nebraska. September 29, 1997 First National Bank of Las Animas ESOP, Las Animas, Colorado, for prior approval to become a bank holding company through the acquisition of up to 8.03 percent of the voting shares of First Bankshares of Las Animas, Las Animas, Colorado; and thereby indirectly acquire First National Bank, Las Animas, Colorado.* October 6, 1997 FirstBank Holding Company of Colorado ESOP, Lakewood, Colorado, for prior approval to acquire .86 percent, for a total of 26.36 percent of the voting shares of FirstBank Holding Company of Colorado, Lakewood, Colorado; and thereby indirectly acquire FirstBank of Arvada, N.A., Arvada, Colorado; FirstBank of Aurora, N.A., Aurora, Colorado; FirstBank of Avon, Avon, Colorado; FirstBank of Boulder, N.A., Boulder, Colorado; FirstBank of Breckenridge, N.A., Breckenridge, Colorado; FirstBank of Douglas County, N.A., Castle Rock, Colorado; FirstBank of Colorado Springs, Colorado Springs, Colorado; FirstBank of Cherry Creek, N.A., Denver, Colorado; FirstBank of Denver, N.A., Denver, Colorado; FirstBank of Longmont, Longmont, Colorado; FirstBank of Northern Colorado, Fort Collins, Colorado; FirstBank of Greeley, Greeley, Colorado; FirstBank of Tech Center, N.A., Englewood, Colorado; FirstBank of Colorado, N.A., Lakewood, Colorado; FirstBank of South Jeffco, Littleton, Colorado; FirstBank of Lakewood, N.A., Lakewood, Colorado; FirstBank of Littleton, Littleton, Colorado; FirstBank of Arapahoe County, N.A., Littleton, Colorado; First Bank of Silverthome, N.A., Silverthorne, Colorado; FirstBank of Vail, Vail, Colorado; FirstBank North, N.A., Westminster, Colorado; FirstBank of Wheat Ridge, N.A. Wheat Ridge, Colorado; FirstBank of Evergreen, Evergreen Colorado; and FirstBank, N.A., Palm Desert, California.* October 6, 1997 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 A P P L IC A T IO N 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 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 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. CRA Public Bank/Location R S SD # Citizens Bank & Trust 561659 Company 2000 Main Street Torrington, Wyoming 82240-2709 ♦Application is subject to CRA. E xam D ate 06-16-97 D ate CRA Rating 09-12-97 Satisfactory District 11 Federal Reserve Bank of Dallas Applications and Notifications Filed During the Week of September 8, 1997 Section I - A pplications subject to n ew spaper notice only Comment period ending date Type Application *Section 9 Texas Heritage Bank, Hutto, TX, to establish a branch at **97/10/07 800 South Austin Avenue, Georgetown, TX, 78626 * Subject to CRA. ** Comment period ending date is the date specified in the newspaper only. N/A - Not available at this time. Section II - A pplications subject to b o th new spaper a n d F ederal R egister notice Type Application Comment period ending date Change in Control Judy Noe M yers, Dallas, TX, only notificant, to acquire an Notice interest in Rusk County Bancshares, Inc., Henderson, TX (Previously reported during the week of September 2, 1997) ***97/09/29 *Section 3(a)(3) **97/09/30 Paradigm Bancorporation, Inc., Houston, TX, and Paradigm Delaware Bancorporation, Inc., Dover, DE, to acquire First National Bank of Dayton, Dayton, TX * Subject to CRA. ** Comment period ending date is the date specified in the newspaper only. N/A - Not available at this time. Federal Reserve Bank of Dallas Section III - Applications subject to Federal Register notice only Type Application Comment period ending date None. * Subject to CRA. Section IV - Applications not subject to Federal Register or newspaper notice Type None. Application Comment period ending date Federal Reserve Bank of Dallas Section V - Publicly available CRA evaluations Description of the CRA goal against which institutions are evaluated, the four performance levels, and the institutions for which an evaluation is publicly available. The CRA requires a periodic evaluation of each covered institution regarding the extent to which is has ascertained, and helped meet, the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. The federal bank regulators use the following four performance levels to rate an institution's performance under CRA: Outstanding Satisfactory Needs to improve Substantial noncompliance RSSD number Examination date Institution/Location None. Section VI - CRA examinations scheduled Institution *N/A* * Not Available. Quarter of Location CRA public date CRA rating FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 9/12/97 Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application Bank of Casa Grande Valley, Casa Grande, Arizona, to establish a branch office at 325 W. Alma School Road, Chandler, Arizona. * Newspaper: 10/03/97 CivicBank of Commerce, Oakland, California, to establish a branch office at 250 Cambridge Avenue, Palo Alto, California. * Newspaper: 10/06/97 Saehan Bancorp, Los Angeles, California, to become a bank holding company by acquiring Saehan Bank, Los Angeles, California. * Newspaper: 9/15/97 Fed. Reg.: 9/19/97 Belvedere Capital Partners, Inc., San Francisco, California; Newspaper; 9 / 3 0 / 9 7 Section II - Applications Subject to Both Newspaper and Federal Register Notice California Community Financial Institutions Fund Limited Partnership, San Francisco, California; and Newco, San Francisco, California; to each become bank holding companies through the acquisition of 63.2 percent of Security First Bank, Fullerton, California.* Fed. Reg,: 9 / 2 9 / 9 7 National Bancorp of Alaska, Inc., Anchorage, Alaska, to indirectly acquire 9.9 percent of Security First Bank, Fullerton, California.* Newspaper: 9/29/97 Fed. Reg.: 9/29/97 United Security Bancorporation, Spokane, Washington, to merge with Community BanCorporation, which owns Bank of Pullman, both of Pullman, Washington. * Newspaper: 9/29/97 Fed. Reg.: Section III -Applications Subject to Federal Register Only None * Subject to CRA. 9/29/97 FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 9/12/97 Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice BYL Bancorp to become a bank holding company by acquiring Bank of Yorba Linda, both of Yorba Linda, California. Commerce Security Bancorp, Inc., Huntington Beach, California, to be paid a dividend of $800,000, by Eldorado Bank, Tustin, California. Valley Independent Bank, El Centro, California, to become a member of the Federal Reserve System. Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during this week. 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 moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial Noncompliance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderate-income neighborhoods, in a manner consistent with its resources and capabilities. The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility for errors or omissions. H.2A NoticeofFormations and Mergers of,and Acquisitions by,Bank Holding Companies; Change inBank Control Notices Filed as of September 12,1997 The following companies and individuals seek System approval to acquire a bank holding company, a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of 1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12 CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks are listed at the end of this release. The public portions of the applications and notices, as well as other related filings required by the Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank; addresses are listed at the end of this release. Applications and notices also may be obtained from the Board. Applicant or notificant Acquiree or activity 1867 Western Financial Corporation^), Stockton, CA CONTINUED Capital Corp of the West, Merced, CA, & Town & Country Finance & Thrift Co., Turlock, CA & Capital West Group, Inc., Stockton, CA operating an industrial loan co. (bX4); providing credit life insurance (bXl 1); management consulting (bX9); CONTINUED 1867 Western Financial Corporation(2), Stockton, CA CONTINUED & investment & financial advice (bX6) 1867 Western Financial Corporation, Stockton, CA Capital Corp of the West, Merced, CA & County Bank, Merced, CA Section of law 4 Reserve Bank End of comment period San Francisco August 26,1997 4 San Francisco August 26, 1997 3 San Francisco September 2,1997 Applicantornotificant Acquireeoractivity ALBANK, FSB Incentive Savings and Employee Stock Ownership Plan, Albany, NY ALBANK Financial Corporation, Albany, NY, & ALBANK Commercial, Albany, NY, & ALBANK, FSB, Albany, NY CIBC New York September 10,1997 Albrecht Financial Services, Inc., Norwalk, IA Heartland Bankshares, Inc., Madrid, IA & City State Bank, Grimes, IA 3 Chicago October 9,1997 ANB Corporation, Terrell, TX Lakeside Bancshares, Inc., Rockwall, TX & Lakeside National Bank, Rockwall, TX 3 Dallas August 25,1997 Anderson Financial Group, Inc., Golden Valley, MN Northern National Bank, Nisswa, MN 3 Minneapolis September 18,1997 Banco Bilbao Vizcaya, S.A., Bilbao, Spain BBV Latlnvest Securities Inc., New York, NY, securities activities (bXl), (bX4),(bX15),and(bX16) 4 New York March 4,1997 Bank Capital Corporation, Strasburg, CO Guaranty Corporation, Denver, CO 3 Kansas City September 26,1997 Bank of New York Company, Inc., New York, NY State Street Boston Corporation, Boston, MA; State Street Bank and Trust Company, Boston, MA trust, securities and data processing activities (bX3), (bX4),and(bX7) 3 and 4 New York March 14,1997 Banterra Corp, Eldorado, IL 1st Bancorp Vienna, Inc., Vienna, IL, First State Bank of Vienna, Vienna, IL 3 St. Louis July 18,1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotifteant Acquireeoractivity Sectionoflaw ReserveBank End ofcomment period Barnett Banks, Inc.(2), Jacksonville, FL; First Union Corp., Charlotte, NC; First Virginia Banks, Inc., Falls Church, VA; Jefferson Bankshares, Inc., Charlottesville, VA; NationsBank Corp., Charlotte, NC; Riggs Nat'l Corp., Washington, D.C.; CONTINUED 4 Richmond September 3, 1997 Barnett Banks, Inc.(3), Jacksonville, FL; Signet Banking Corp. Richmond, VA; SunTrust banks, Inc., Atlanta, GA; Synovus Financial Corp., Columbus, GA, & Wachovia Corporation, Winston-Salem, NC 4 Richmond September 3,1997 Barnett Banks, Inc., Jacksonville, FL; Crestar Financial Cor., Richmond, VA; First Union Corp. Charlotte, NC; NationsBank Corp., Charlotte, NC; Southern National Corp., Winston-Salem, NC; and Wachovia Corp., Winston-Salem, NC HONOR Technologies, Inc. Maitland, FL data processing and electronic funds transfer services, (bX7) Card Alert Services, Inc. Arlington, VA providing debit card securities services Q>)(1) 4 Richmond March 27, 1997 Bloomer Bancshares, Inc., Bloomer, WI Peoples State Bank, Bloomer, WI 3 Minneapolis September 5,1997 Cabot Bankshares, Inc., Cabot, AR The Capital Bank, Cabot, AR 3 St. Louis July 11, 1997 Cabot Bankshares, Inc., Cabot, AR The Capital Bank, Little Rock, AR 3 St. Louis August 11, 1997 Cabot Bankshares, Inc., Cabot, AR CORRECTION The Capital Bank, Little Rock, AR 3 St. Louis July 11,1997 Applicantornotificant Acquireeoractivity California Community Financial Institutions Fund Limited Partnership; Belvedere Capital Partners, Inc., & Newco, all of San Francisco, CA & National Bancorp of Alaska, Inc., Anchorage, AL Securities First Bank, Fulleton, CA 3 San Francisco September 29,1997 Calvin B. Taylor Bankshares, Inc., Berlin, MD Calvin B.Taylor Banking Company of Berlin Maryland, Berlin, MD, & Calvin B. Taylor Bank of Delaware, Ocean View, DE 3 Richmond September 15,1997 Canadian Impercial Bank of Commerce(3), Toronto, CA CONTINUED agency transactional services (bX7); in underwriting & delaing in government obligations & money market instruments, providing investments & trading services & buying & selling bullion & related activities (bX8) 4 New York August 28, 1997 Canadian Imperial Bank of Commerce(l), Toronto, Canada CONTINUED CIBC Wood Gundy Securities Corp. ("CIBC Wood Gundy"), New York, NY, all the outstanding shares of Oppenheimer Holdings, Inc., New York, NY, & its subsidiaries, including Oppenheimer & Co., Inc., New York, NY in underwriting & CONTINUED 4 New York August 28, 1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotilicant Acquireeoractivity Canadian Imperial Bank of Commerce(2), Toronto, Canada CONTINUED dealing to a limited extent in all types of equity & debt securities; lending (bXl), (bX2); financial & investment advisory services (bX6); securities brokerage, riskless principal, private placement, futures commission merchant & other CONTINUED 4 New York August 28,1997 Carolina First Corporation, Greenville, SC First Southeast Financial Corporation, Anderson, SC & First Federal Savings & Loan Association of Anderson, Anderson, SC in operating a savings & loan association (bX4Xii) 4 Richmond September 3, 1997 Carruth, Johnny Bob, Lubbock, TX; Cleveland, Walter Charles, Idalou, TX; Hobgood, Robert Charles, Haskel, TX; Morris, Kim Holder, Houston, TX; Thigpen, Joseph Emitt, Haskell, TX; Toliver, Bailey Lee, Haskell, TX, & Toliver, Samuel Ray, Haskell, TX First Haskell Bancorp, Inc., Haskell, TX & First National Bank, Haskell, TX CIBC Dallas September 26, 1997 Centre 1 Bancorp, Inc., Beloit, WI First Winnebago Corporation, Winnebago, IL & First National Bank of Winnebago 3 Chicago September 26, 1997 Citizens Bankers, Inc., Baytown, TX First National Bank of Bay City, Bay City, TX 3 Dallas October 6, 1997 Citizens Bankers, Inc., Baytown, TX, and Citizens Bankers of Delaware, Wilmington, DE First National Bank of Bay City, Bay City, TX 3 Dallas September 18, 1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Citizens National Bank ofWaxahachie Employee Stock Ownership Plan, Waxahachie, TX First Citizens Bancshares, Inc. Waxahachie, TX & Citizens National Bank, Waxahachie, TX CIBC Dallas September 3,1997 Commercial Bancshares, Inc., Texarkana, AR Citizens State Bank, Hempstead, TX 3 St. Louis July 29,1997 Community Financial Corp., Olney, IL MidAmerica Bank of St. Clair County, O’Fallon, IL 3 St. Louis September 12,1997 Community First Bankshares, Inc., Fargo, ND Republic National Bancorp, Inc., Pehoenix, AZ & Republic National Bank of Arizona, N.A., Phoenix, AZ 3 Minneapolis October 6,1997 Community First Bankshares, Inc., Fargo, ND First National Summit Bankshares, Inc., Gunnison, CO & First National Summit Bank, Gunnison, CO 3 Minneapolis October 6,1997 Compass Bancshares, Inc., Birmingham, AL GSB Investments, Inc., Gainesville, FL & Gainsville State Bank, Gainesville, FL 3 Atlanta October 6,1997 Cortez Investment Co., Cortez, CO The Cortez State Bank, Cortez, CO 3 Kansas City October 6,1997 Crestar Financial Corporation, Richmond, VA American Naf I Bancorp, Inc., & American Nafl Savings Bank, F.S.B., Baltimore, MD acting as agent in the sale of mutual funds (bX7); in the sale of home mortgage redemption insurance (bXl 1X0; and in the sale of annuities (bXHXvii) 4 Richmond August 15,1997 Cross County Bank Employee Stock Ownership Plan, Wynne, AR Cross County Bancshares, Inc., Wynne, AR, and Cross County Bank, Wynne, AR CIBC St. Louis August 4,1997 Sectionoflaw .ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Deutsche Bank, AG (Main) Federal Republic of Germany Ganis Credit Corporation, Newport Beach, CA, lending (b)(1) 4 New York May 12,1997 Estrin Associates, L.L.C. and Estrin Family Limited Partnership, Bethesda, MD Estrin Associates, L.L.C. & Estrin Family Limited Partnership T l, Bethesda, MD CIBC Richmond July 15, 1997 Exchange National Bancshares, Inc., Jefferson City, MO Union State Bancshares, Inc., Clinton, MO & Union State Bank & Trust Company of Clinton, Clinton, MO 3 St. Louis October 2,1997 F.N.B. Corporation, Hermitage PA & Southwest Banks, Inc., Naples, FL Mercantile Bank of Southwest Florida, Naples, FL 3 Cleveland October 10,1997 F.N.B. Corporation, Hermitage, PA Indian Rocks State Bank, Largo, FL 3 Cleveland September 2, 1997 FBOP Corporation, Oak Park, IL First Capital Bank of Arizona, Phoenix, AZ 3 Chicago October 2,1997 First Commercial Corporation, Little Rock, AR First Charter Bancshares, Inc., North Little Rock, AR, & Charter State Bank, Beebee, Arkansas, Beebe, AR 3 St. Louis September 19,1997 First Financial Bankshares, Inc., Abilene, TX Southlake Bancshares, Inc., Southlake, TX & Texas National Bank, Southlake, TX 3 Dallas September 19, 1997 First National Bancshares, Inc., East Lansing, MI Finance Company of North America, LLC, East Lansing, MI in making and servicing loans (b)(1) 4 Chicago August 17, 1997 First National Bank of Las Animas ESOP, Las Animas, CO First Bankshares of Las Animas, Inc., Las Animas, CO & First National Bank, Las Animas, CO 3 Kansas City October 6,1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity First National of Nebraska, Inc., Omaha, NE, & its subsidiary First National of Colorado, Inc., Fort Collins, CO Platte Valley National Bank, Grand Island, NE & First National of Nebraska, Lincoln, NE 3 Dallas August 25,1997 First State Bancorp of Monticello, Inc., Employee Stock Ownership Plan(l), Monticello, IL CONTINUED First State Bancorp of Monticello, Inc., Monticello, IL & State Bank of Hammond, Hammond, IL; First State Bank of Monticello, Monticello, IL; First State Bank of Bloomington, Bloomington, IL; First State Bank of Heyworth, Heyworth, IL CONTINUED 3 Chicago September 12,1997 First State Bancorp of Monticello, Inc., Employee Stock Ownership Plan(2), Monticello, IL CONTINUED & First State Bank of Atwood, Atwood, IL 3 Chicago September 12,1997 First State Bancshares, Inc., Farmington, MO Perry County Financial Corporation, Perryville, MO, and Perry County Savings Bank, FSB, Perryville, MO operating a savings association (b)(4) 4 St. Louis August 1,1997 First Union Corporation 1), Charlotte, NC CONTINUED Signet Banking Corp., & Signet Bank, Richmond, VA; Signet Commercial Credit Corp., Richmond, VA making loans that are typcially secured by inventory, accounts receivable or like security & are generally structured on a revolving basis (b)(1); CONTINUED 3 and 4 Richmond September 19,1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity First Union Corporation^), Charlotte, NC CONTINUED and other nonbanking activities (bXl 1X*V); 0>X5) (b)(7), (b)(8), (bX6) 3 and 4 Richmond September 19,1997 First United Bancshares, Inc., El Dorado, AR City Bank & Trust of Shreveport, Shreveport, LA 3 St. Louis October 9,1997 FirstBank Holding Company of Colorado, ESOP, Lakewood, CO FirstBank Holding Company of Colorado, Lakewood, CO 3 Kansas City October 9,1997 FirstBank Holding Company of Colorado, Lakewood, CO FirstBank of Parker, Parker, CO 3 Kansas City September 19,1997 FSB Bancorp, MHC & FSB Bancorp, both of Farmington, ME CORRECTION Franklin Savings Bank, Farmington, MN CIBC Boston August 28, 1997 FSB Bancorp, MHC, and FSB Bancorp, both of Farmington, ME Franklin Savings Bank, Farmington, ME 3 Boston August 28, 1997 George Washington, Bancorp, Inc., Oak Lawn, IL George Washington Savings Bank, Oak Lawn, IL 3 Chicago October 6,1997 Gideon Bancshares Company, Dexter, MO First Midwest Bank of Chaffee, Chaffee, MO 3 St. Louis June 20,1997 Gilinski, Jaime, Santafe de Bogota, Columbia Eagle National Holding Company, Inc., Miami, FL CIBC Atlanta October 1,1997 Gold Banc Corporation, Inc., Leawood, KS Farmers Bancshares of Oberlin, Inc., Oberlin, KS, and Farmers National Bank, Oberlin, KS 3 Kansas City August 21, 1997 Greenblatt, Leon A., Ill, and Chiplease, Inc., both of Chicago, IL Home Financial Bancorp, Spencer, IN, and Owen Community Bank, S.B., Spencer, IN CIBC Chicago July 9,1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Greer, Elmo, East Bemstadt, KY Cumberland Valley Financial Company, London, KY CIBC Cleveland May 23,1997 Grell, Steven; Bovee Investment Trust, Bovee, Michael R., Trustee; Tamisiea, Bruce; Nystrom, Bruce; Grave, Gary; Cotton, John M.; & Hultgren, David M.; all of Spencer, IA, acting in concert Albert City Bankshares, Inc., Albert City, IA & Albert City Savings Bank, Albert City, IA & The Citizens State Bank, Marathon, IA CIBC Chicago August 29, 1997 Harbor, Lacy J., Denison, TX Marble Falls National Bancshares, Inc., Marble Falls, TX,& Marble Falls National Bank, Marble Falls, TX CIBC Dallas September 4,1997 Hardin County Bancshares, Inc., Savannah, TN Majors Insurance Agency, Inc., Adamsville, TN general insurance agency activities in a town of less than 5,000 (bXH) 4 St. Louis August 26,1997 Heartland Bancshares, Inc., Franklin, IN Heartland Community Bank, Franklin, IN 3 Chicago September 12,1997 Heath, Craig Dwight, Phoenix, AZ Texico Bancshares Corporation, Texico, IL & Texico State Bank, Texico, IL CIBC St. Louis October 1, 1997 Hibernia Corporation, New Orleans, LA Unicorp Bancshares-Texas Inc., Orange, TX, and OrangeBank, Orange, TX 3 Atlanta August 11, 1997 Industrial Bank of Japan, Ltd., Tokyo, Japan Aubrey G. Lanston & Co., Inc., New York, NY, securities activities (bX7); data processing (bX14); financial & investment activities (b)(6); and underwriting (b)($) 4 New York May 12, 1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity International Bancorporation, Golden Valley, MN Northern National Bank, Nisswa, MN 3 Minneapolis September 18,1997 Iron Bancshares, Inc., Salisbury, CT The National Iron Bank, Salisbury, CT 3 Boston October 2,1997 Jackson Boulevard Fund, Ltd.; Jackson Boulevard Equities, L.P. & Paul J. Duggan, all of Chicago, IL Damen Financial Corporation, Schaumburg, IL & Damen National Bank, Schaumburg, IL CIBC Chicago September 3,1997 Jacobsen, Sam J., Middleton, WI First Business Bancshares, Madison, WI & First Business Bank, Madison, WI CIBC Chicago August 28,1997 Jasper Banking Company Second Amended and Restated Employee Stock Ownership Stock Bonus Plan (ESOP), Jasper, GA JBC Bancshares, Inc., Jasper, GA CIBC Atlanta August 12,1997 Kazi, Zubair and Khatija, Studio City, CA; and Yahia and Magda Abdul-Rahman, Pasadena, CA Kentucky Home Bank, Bardstown, KY 3 San Francisco April 17, 1997 Keystone Financial, Inc., Harrisburg, PA MMC & P, Inc., Pittsburgh, PA employee benfits consulting services (bX9) 4 Philadelphia July 29,1997 Kroll, Rodney, G; Copeland, Newman E.; Slamans, Scott J.; Gray, Rondy, T.; Turner, Charles B.; DuBois, James H., all of Waco, TX, and Salome, Tommy G., Crawford, TX, & Time Manufacturing Company., Waco, TX First Riesel Corporation, Riesel, TX & First State bank, Riesel, TX CIBC Dallas September 30,1997 Sectionoflaw .ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Lagomarsino, Richard A., and Robert J., both of Ventura, CA, & Wood, Catherine S., Carpinteria, CA; acting in concert Americorp, Ventura, CA, and American Commercial Bank, Ventura, CA CIBC San Francisco August 6,1997 Lagomarsino, Richard A.; Lagomarsino, Ramona; Ramona Lagomarsino Family Limited Partnership; Lagomarsino, Robert J., all of Ventura, CA; & Lagomarsino, Norma M; Wood, Catherine S.; & Wood, Jack W.; acting in concert, all of Carpinteria, CA Americorp, Ventura, CA, and American Commerical Bank, Ventura CA CIBC San Francisco August 20, 1997 Landmark Bancorp, Inc., Margate, FL Sunniland Bank, Fort Lauderdale, FL 3 Atlanta September 19, 1997 Leake Family Partnership, L.P., Jackson, MS Citizens Capital Corporation, Magee, MS, and Citizens State Bank, Magee, MS CIBC Atlanta July 23, 1997 Lexington B & L Financial Corp., Lexington, MO Lafayette Bancshares, Inc., Lexington, MO, and Lafayette County Bank of Lexington/Wellington, Lexington, MO; and B & L Bank, Lexington, MO operating a savings association (bX4) 3 and 4 Kansas City August 4, 1997 Lloyds TSB Group PLC, and Lloyds Bank PLC, both of London, England LAI Holdings Inc., Investment Advisers, Inc., Minneapolis, MN, trust services (b)(3); investment advisory services (bX4); full-service brokerage (b)(15); foreign exchange execution & advisory services, and other advisory & administrative services 4 New York March 26,1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Mahaska Investment Company, Oskaloosa, IA Pella State Bank, Pella, IA 3 Chicago September 12,1997 MainStreet BankGroup Incorporated, Martinsville, VA Commerce Bank Corporation, College Park, MD 3 Richmond October 6, 1997 Marengo Bancshares, Inc., Marengo, IL Prairie State Bank, Marengo, IL 3 Chicago October 2,1997 Maries County Bancorp, Inc., Vienna, MO Progress Bancshares, Inc., Sullivan, MO, and Progress Bank of Sullivan, Sullivan, MO, a de novo bank 3 St. Louis August 15, 1997 Mercantile Bank Corporation, Grand Rapids, MI Mercantile Bank of West Michigan, Grand Rapids, MI 3 Chicago October 9, 1997 Metcalf, Imogene and Butler, Charles W., both of Hooker, OK Hooker National Bancshares, Inc., Hooker, OK, & First National Bank, Hooker, OK CIBC Kansas City September 10,1997 Middleburg Bancorp, Inc., Middleburg, KY Lincoln Federal Savings Bank, Liberty, KY in the operation of a federal savings bank (b)(4) 4 St. Louis July 24,1997 MidSouth Bancorp, Inc., ESOP, Lafayette, LA MidSouth Bancorp, Inc., Lafayette, LA & MidSouth National Bank, Lafayette, LA CIBC Atlanta September 30,1997 Midwest Community Bancshares, Inc., Marion, IL The Bank of Marion, Marion, IL 3 St. Louis September 2, 1997 Mutual Bancorp of the Berkshires, Inc., Pittsfield, MA Lee National Banc Corp., Lee, MA, 8c First National Bank of the Berkshires, Lee, MA & City Savings Bank of Pittsfield, Pittsfield, MA 3 Boston September 19,1997 Sectionoflaw Reserve Bank End ofcomment period Applicantornotificant Acquireeoractivity Myers, Judy Noe, Dallas, TX Rusk County Bancshares, Inc., Henderson, TX & Peoples State Bank, Henderson, TX CIBC Dallas September 24,1997 National Bank of Canada, Montreal, Canada & NatBC Holding Corporation, Hollywood, FL Natbank, N.A., Hollywood, FL & Natbank, N.A. 3 New York October 3,1997 National City Bancshares, Inc., Evansville, IN Bridgeport Bancorp, Inc., Bridgeport, IL, and First National Bank of Bridgeport, Bridgeport, IL 3 St. Louis June 6,1997 National City Bancshares, Inc., Evansville, IN Fourth First Bancorp, Inc., Huntingburg, IN & First Bank of Huntingburg, Huntingburg, IN 3 St. Louis October 3,1997 New Amboy, Inc., Old Bridge, NJ Amboy Bancorporation, Old Bridge, NJ & Amboy National Bank, Old Bridge, NJ 3 New York September 26,1997 North Fork Bancorporation, Inc., Melville, NY Branford Savings Bank, Branford, CT 3 New York September 18,1997 Northside Banking Corporation, Tampa, FL Northside Bank of Tampa, Tampa, FL 3 Atlanta August 29, 1997 Norwest Corporation, Minneapolis, MN Int’l Bancorp, Golden Valley, MN & Northern Nafl Bank, Int'l Falls, MN; City Nafl Bank of Cloquet, Cloquet, MN & Northern Nafl Bank, Nisswa, MN & Norwest Investment Services, Inc., Minneapolis, MN securities & underwriting activites (bX7) &(bX«) 3 and 4 Minneapolis September 12,1997 Sectionoflaw .ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity O.A.K. Financial Corporation, Byron Center, MI Caledonia Financial Corporation, Caledonia, MI, & State Bank of Caledonia, Caledonia, MI 3 Chicago August 15,1997 Olympian New York Corporation, Brooklyn, NY Olympian Bank, Brooklyn, NY 3 New York October 9,1997 Olympic Bancorp, Port Orchard, WA Kitsap Bank, Port Orchard, WA 3 San Francisco September 19, 1997 One Valley Bancorp, Inc., Charleston, WV One Valley Bank-Central Virginia, N.A., Lynchburg, VA 3 Richmond October 9, 1997 P.C.B. Bancorp, Inc., Largo, FL Anchor Savings Bank, F.S.B., St. Petersburg, FL operating a savings association (bX4) 4 Atlanta August 8,1997 Paradigm Bancorporation, Inc., Houston, TX & Paradigm Delaware Bancorporation, Inc., Dover, DE First National Bank of Dayton, Dayton, TX 3 Dallas October 3,1997 Patel, Sushilaban, London, England, acting in concert CORRECTION First Bankshares, Inc., Longwood, FL & First National Bank of Central Florida, Longwood, FL CORRECTION CIBC Atlanta September 30, 1997 Patel, Susma; Patel, Suketu Madhusudan (Suku); Patel, Parimal Kantibhai (Perry); Amin, Bharat Muljibhai, London, England; and King, Dennis John Lloyd, Surrey, England; collectively, as the Patel Group First Bankshares, Inc., Longwood, FL, and First National Bank of Central Florida, Longwood, FL CIBC Atlanta June 26, 1997 Sectionoflaw JReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Patel, Susma;Patel (Suku), Suketu Madhusudan; Patel (Perry), Parimal Kantibhai; Amin, Bharat Muljibhai, London, England; and King, Dennis John Lloyd, Surrey, England; collectively, as the Patel Group First Bankshares, Inc., Longwood, FL, and First National Bank of Central Florida, Longwood, FI CIBC Atlanta May 30,1997 Peoples Bancorp, Inc., Marietta, OH Gateway Bancorp, Inc., Catlettsburg, KY, and Catlettsburg Federal Savings Bank, Catlettsburg, KY operating a savings association (b)(4)(H) 4 Cleveland August 1, 1997 Peoples Bank Employee Stock Ownership Trust, Marion, KY Peoples-Marion Bancorp, Inc., Marion, KY 3 St. Louis June 12, 1997 Peoples Commercial Bancorp, Inc., Stilwell, OK Bank of Commerce, Stilwell, OK & Peoples Bank, Westville, OK 3 Kansas City September 26, 1997 Peoples Community Bancshares, Inc., Colquitt, GA Farmers Bank of Malone, Malone, FL 3 Atlanta August 11, 1997 Peoples Financial Corp., Inc., Ford City, PA Elderton State Bank, Elderton, PA 3 Cleveland August 25,1997 Peoples-Marion Bancorp, Inc., Marion, KY The Peoples Bank, Marion, KY 3 St. Louis June 12, 1997 Plainview Holding Company, Pilger, NE American National Creighton Co., Creighton, NE, and American National Bank of Creighton, Creighton, NE 3 Kansas City June 23, 1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Planters & Merchants Bancshares, Inc., Heame, TX, & Planters & Merchants Bancshares of Delaware, Inc., Wilmington, DE Homestead Bank, S.S.B., College Station, TX 3 Dallas August 14,1997 Platt, Michael D., Hardtner, KS; Molz, James L., Kiowa, KS; Collins, David C., & Pederson, Roland C., both of Burlington, OK B-K Agency, Inc. Hardtner, KS, & The Farmers State Bank, Hardtner, KS CIBC Kansas City September 10,1997 Premier Financial Bancorp, Inc., Georgetown, KY The Sabina Bank, Sabina, OH 3 Cleveland August 21, 1997 Prestige Financial Corp., Flemington, NJ PSC Financial Services, Inc., Flemington, NJ securities brokerage activities (bX7(i) 4 New York September 16,1997 Prillaman, Bob Maurice & Lillias B., Marietta, GA Independent Bancshares, Inc., Powder Springs, GA CIBC Atlanta August 29,1997 Proffitt, Richard Todd, Pigeon Forge, TN Tennessee State Bancshares, Inc., Pigeon Forge, TN (formerly Gatlinburg, TN), and Tennessee State Bank, Gatlinburg, TN CIBC Atlanta August 5,1997 Progress Bancshares, Inc., Sullivan, MO Progress Bank of Sullivan, Sullivan, MO, a de novo bank 3 St. Louis August 8, 1997 Provident Financial Group, Inc., & FGBI Acquisition Corp., both of Cincinnati, OH Florida Gulfcoast Bancorp, Inc., Sarasota, FL, and Enterprise National Bank of Sarasota, Sarasota, FL 3 Cleveland July 24,1997 Sectionoflaw ReserveBank End ofcomment period Applicantornotificant Acquireeoractivity Regions Financial Corporation, Birmingham, AL Griffin Federal Savings Bank, Griffin, GA operating a savings association (bX4) 4 Atlanta September 15,1997 Rice Lake Bancorp, Inc., Rice Lake, WI TALCO, Inc., Menomonie, WI & Menomonie Shares, Inc., Menomonie, WI; Menomonie Financial Services, Inc., Menomonie, WI & First Bank and Trust, Menomonie, WI 3 Minneapolis October 9,1997 Rockdale National Bankshares, Conyers, GA CORRECTION Rockdale National Bank, Conyers, GA 3 Atlanta August 22, 1997 Rockdale National Bankshares, Inc., Conyers, GA Rockdale National Bank, Conyers, GA 3 Atlanta August 25,1997 Rockdale National Bankshares, Inc., Conyers, GA Rockdale National Bank, Conyers, GA 3 Atlanta August 22,1997 Rossenberg, Clifford R., Sunset Beach, CA Security First Bank, Fullerton, CA CIBC San Francisco May 27,1997 Saehan Bancorp, Los Angeles, CA Saehan Bank, Los Angeles, CA 3 San Francisco September 19,1997 Santander Holding Intemacional, S.A., and Santusa Holding, S.L., both of Madrid, Spain Banco Santander Puerto Rico, San Juan, Puerto Rico. Santander Holding Invemacional, S.A., Santusa Holding, S.L., & Banco Santander Puerto Rico all currently are subsidiaries of Banco Santander, S.A., Madrid, Spain 3 New York September 10,1997 Shields, James Homer, III, London, England Sebastian Bankshares, Inc., Barling, AR & River Valley Bank and Trust, Lavaca, AR CIBC St. Louis September 24,1997 Sectionoflaw .ReserveBank End ofcomment period Applicantornotiflcant Acquireeoractivity Smith, Carmen P. Family Limited Partnership; Smith, Carmen P.; & Woodruff, Peggie J., as General Partners, all of Wichita Falls, TX AmeriBancShares, Inc., Wichita Falls, TX& AmeriBancShares of Delaware, Inc., Wilmington, DE & American National Bank, Wichita Falls, TX CIBC Dallas September 24,1997 Smith, James Randel, Auburn, NE; Jobe, Jerry A. Tabor, IA; and Schaaf, Grant, T., Randolph, IA Tabor Enterprises, Inc., Tabor, IA & First State Bank, Tabor, IA CIBC Chicago October 1,1997 Spanjer, Leland, Cozad, NE, in his capacity as Personal Representative of the Estate of Clifford G. Young C.S.B. Co., Cozad, NE, Cozad State Bank & Trust Company, Cozad, NE, and First National Bank of Chadron, Chadron, NE CIBC Kansas City August 11,1997 Spectrum Bancorporation, Inc., Omaha, NE First Savings & Loan Association of South Dakota, Inc., Aberdeen, SD in the operation of a savings association (b)(4) 4 Minneapolis September 26,1997 Spehar, David L. & Nancy A., Kansas City, KS First Community Bancshares, Inc., Kansas City, KS, and First Community Bank, Kansas City, KS CIBC Kansas City August 5,1997 Suez Lyonnaise des Euax, Paris, France; Societe Generale de Belgique, Brussels, Belguim; and Generale de Banque, Brussels, Belguim Harbor Capital Management, Inc., Boston, MA investment advisory activities (b)(6); investment transactions as principal (b)(8); & serve as general partner of & provide management & private placement services to unregistered investment funds 4 New York August 21, 1997 Sectionoflaw .ReserveBank End ofcomment period Applicant or notificant Acquiree or activity Texas Financial Bancorporation, Inc., Minneapolis, MN & Delaware Financial, Inc., Wilmington, DE CNB Bancshares of Victoria, Victoria, TX & Citizens Bancorp of Delaware, Inc., Wilimington, DE & Citizens National Bank, Victoria, TX 3 Dallas September 26,1997 The Bank of Mulberry Employee Stock Ownership Trust, Mulberry, AR ACME Holding Company, Inc., Mulberry, AR, and The Bank of Mulberry, Mulberry, AR 3 St. Louis June 23,1997 The Chase Manhattan Corporation & Chase Holdings Delaware, Inc., New York, NY CORRECTION Chase Manhattan Bank & Trust Company, National Association, Los Angeles, CA 3 New York August 18, 1997 The Chase Manhattan Corporation and Chase Holding Delaware Inc., New York, NY Chase Trust Company, National Association, Los Angeles, CA 3 New York August 18, 1997 The Marine BancCorp, Inc., Chincoteague, VA The Marine Bank, Chincoteague, VA 3 Richmond October 6, 1997 Triangle Bancorp, Inc., Raleigh, NC Bank of Mecklenburg, Charlotte, NC 3 Richmond August 1, 1997 Union Bancshares, Inc., Fargo, ND Union State Bank of Fargo, Fargo, NET 3 Minneapolis September 15,1997 Union Planters Corporation, Memphis, TN Capital Bancorp, Miami, FL & Capital Bank, Miami, FL 3 St. Louis October 3,1997 United Bankshares, Inc., Charleston, WV First Patriot Bankshares Corporation, Reston, VA, and Patriot National Bank, Reston, VA 3 Richmond June 16,1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity UST Corp. Boston, MA CORRECTION Firestone Financial Corp., Newton, MA in installment loan and lease financing activities to commercial customer (b)(1) & (b)(3) 4 Boston Septembers, 1997 UST Corp., Boston, MA Firestone Financial Corp., Newton, MA in installment loan & lease financing activities to commercial customers (b)(1) & (b)(3) 4 Atlanta September 15,1997 Vail Banks, Inc., Vail, CO Cedaredge Financial Services, Inc., Cedaredge, CO 3 Kansas City October 6, 1997 Voorhees, Steven L., Harvard, NE Harvard State Company, Harvard, NE & Harvard State Bank, Harvard, NE CIBC Kansas City September 29, 1997 Wachovia Corporation, Winston-Salem, NC Central Fidelity Banks, Inc., & Central Fidelity National Bank, Richmond, VA; Central Fidelity Insurance Agency, Inc., Richmond, VA acting as an agent or broker in the sale of credit related insurance (b)(l 1) 3 and 4 Richmond September 26,1997 Wachovia Corporation, Winston-Salem, NC 1st United Bancorp, Boca Raton, FL, & First United Bank, Boca Raton, FL, & United Bancorp's subsidiary, Island Investment Service, Inc., Palm Beach, FL in securities brokerage activities (b)(7)(i) 3 Richmond September 15, 1997 Yaeger, Marion P., Trust, Grand Rapids, MI Litchfield Bancshares Company, Litchfield, IL & Litchfield National Bank, Litchfield, IL CIBC St. Louis September 26, 1997 Young, David E., Chattanooga, TN East Ridge Bancshares, Inc., East Ridge, TN, and Bank of East Ridge, East Ridge, TN CIBC Atlanta July 22, 1997 Section of law Reserve Bank End of comment period Applicant or notificant Acquiree or activity Young, Susan Aileen, Chicago, IL C.S.B. Co., Cozad, NE, and Cozad State Bank & Trust Company, Cozad, NE, and First National Bank of Chadron, Chardron, NE Zions Bancorporation, Salt Lake City, UT Zions Bancorporation, Salt Lake City, UT Section of law Reserve Bank End of comment period CIBC Kansas City August 5, 1997 GB Bancorporation, San Diego, CA & Grossmont Bank, San Diego, CA; Rancho Vista National Bank, Vista, CA & Pacific Commerce Bank, Chula Vista, CA 3 San Francisco September 22,1997 GB Bancorporation, San Diego, CA, & Grossmont Bank, San Diego, CA 3 San Francisco September 15,1997 Addresses for Comments and Information Requests Addresses for com m ents differ from those for information requests. Addresses fo r Comments Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or the Board. Federal Reserve Bank of Boston Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA 02106-2204 Federal Reserve Bank of New York Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001 Federal Reserve Bank of Philadelphia Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia, PA 19105-1521 Federal Reserve Bank of Cleveland Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH 44101-2566 Federal Reserve Bank of Richmond A. Linwood Gill, III, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528 Federal Reserve Bank of Atlanta Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA 30303-2713 Federal Reserve Bank of Chicago Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL 60690-1413 Federal Reserve Bank of St. Louis Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034 Federal Reserve Bank of Minneapolis Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171 Federal Reserve Bank of Kansas City D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001 Federal Reserve Bank of Dallas Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272 Federal Reserve Bank of San Francisco Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San Francisco, CA 94105-1579 Board of Governors of the Federal Reserve System William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001 Information Requests The public portions of the applications and notices currently listed in this release are available on an expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also may be obtained from the Board. Federal Reserve Bank of Boston Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219) Federal Reserve Bank of New York Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628) Federal Reserve Bank of Philadelphia Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146) Federal Reserve Bank of Cleveland Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932) Federal Reserve Bank of Richmond Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283) Federal Reserve Bank of Atlanta Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342) Federal Reserve Bank of Chicago Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894) Federal Reserve Bank of St. Louis Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740) Federal Reserve Bank of Minneapolis Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702) Federal Reserve Bank of Kansas City Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252) Federal Reserve Bank of Dallas Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302) Federal Reserve Bank of San Francisco Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031) Board of Governors of the Federal Reserve System Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565) H.2A NoticeofFormations and Mergers of,and Acquisitions by,Bank Holding Companies; Change inBank Control Notices Filed since the H.2A dated Septem ber 12,1997 The following companies and individuals seek System approval to acquire a bank holding company, a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of 1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12 CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks are listed at the end of this release. The public portions of the applications and notices, as well as other related filings required by the Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank; addresses are listed at the end of this release. Applications and notices also may be obtained from the Board. Section of law Applicant or notiflcant Acquiree or activity Citizens Financial Corp., Midwest City, OK U.S. National Bank, Midwest City, OK 3 Kansas City October 16, 1997 Coddle Creek Financial Corp., Mooresville, NC Mooresville Savings Bank, SSB, Mooresville, NC 3 Richmond October 16, 1997 Community National Corporation, Lexington, TN Community National Bank of Tennessee, Lexington, TN 3 St. Louis October 17, 1997 First Banks, Inc., St. Louis, MO Surety Bank, Vallejo, CA 3 St. Louis October 14, 1997 Griffin Investment, L.P. & Griffin General Partner, Inc., both of Cameron, MO Griffin Bancshares, Inc., Cameron, MO & Pony Express Bank, Braymer, MO 3 Kansas City October 16, 1997 Reserve Bank End of comment peril Applicant or notificant Acquiree or activity Nonvest Corporation, Minneapolis, MN, through its wholly owned subsidiaries Norwest Financial Services, Inc., and Norwest Financial, Inc., both of Des Moines, IA Cityside Fin.’l Serv.s of WI, Inc., Cityside Savings & Fin.'l Services, Co., & Cityside Insurance Co., Ltd., Eden Prairie, MN, in consumer fin. (bXl); the sale of insur. (b)(l 1X0, (ii) & (iii) & the operation of a nonbank depository institution (bX4) 4 Minneapolis October 17,1997 Olney Bancshares of Texas, Inc., Olney, TX & Olney Bancorp of Delaware, Inc., Wilimington, DE First National Bank of Borger, Borger, TX; Citizens National Bank of Childress, Childress, TX & First State Bank of Canadian, N.A., Canadian, TX 3 Dallas October 16,1997 Peoples Bancorporation, Inc., Cuba, MO Peoples Investment Corporation, Cuba, MO & Peoples Bank, Cuba, MO 3 St. Louis October 17,1997 Popular, Inc., Hato Rey, Puerto Rico Houston Bancorporation, Inc., Houston, TX, & Citizens National Bank, Houston, TX 3 New York October 16,1997 SIS Bancorp, Inc., Springfield, MA Glastonbury Bank & Trust Company, Glastonbury, CT 3 Boston October 16,1997 The First National Bank at St. James, ESOP, St. James, MN The First National Agency at St. James, St. James, MN & The First National Bank at St. James, St. James, MN 3 Minneapolis October 17,1997 Section of law Reserve Bank End of comment period Addresses for Comments and Information Requests Addresses for com m ents differ from those for information requests. Addresses fo r Comments Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or the Board. Federal Reserve Bank of Boston Richard Walker, Community Affairs Officer, 600 Atlantic Avenue, Boston, MA 02106-2204 Federal Reserve Bank of New York Betsy Buttrill White, Senior Vice President, 33 Liberty Street, New York, NY 10045-0001 Federal Reserve Bank of Philadelphia Michael E. Collins, Senior Vice President, 100 North 6th Street, Philadelphia, PA 19105-1521 Federal Reserve Bank of Cleveland Jeffrey Hirsch, Banking Supervisor, 1455 East Sixth Street, Cleveland, OH 44101-2566 Federal Reserve Bank of Richmond A. Linwood Gill, III, Assistant Vice President, 701 East Byrd Street, Richmond, VA 23261-4528 Federal Reserve Bank of Atlanta Lois Berthaume, Vice President, 104 Marietta Street, N.W., Atlanta, GA 30303-2713 Federal Reserve Bank of Chicago Philip Jackson, Applications Officer, 230 South LaSalle Street, Chicago, IL 60690-1413 Federal Reserve Bank of St. Louis Randall C. Sumner, Vice President, 411 Locust Street, St. Louis, MO 63102-2034 Federal Reserve Bank of Minneapolis Karen L. Grandstrand, Vice President, 250 Marquette Avenue, Minneapolis, MN 55480-2171 Federal Reserve Bank of Kansas City D. Michael Manies, Assistant Vice President, 925 Grand Avenue, Kansas City, MO 64198-0001 Federal Reserve Bank of Dallas Genie D. Short, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272 Federal Reserve Bank of San Francisco Pat Marshall, Manager of Analytical Support, Consumer Regulation Group, 101 Market Street, San Francisco, CA 94105-1579 Board of Governors of the Federal Reserve System William W. Wiles, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001 Information Requests The public portions of the applications and notices currently listed in this release are available on an expedited basis from die appropriate Federal Reserve Bank. The public portion of the application also may be obtained from the Board. Federal Reserve Bank of Boston Jonathan Fine (TEL: 617-973-3339; FAX: 617-973-3219) Federal Reserve Bank of New York Margaret Carmody (TEL: 212-720-7924; FAX: 212-720 -6628) Federal Reserve Bank of Philadelphia Rosanna Crosier (TEL: 215-574-6581; FAX: 215-574-4146) Federal Reserve Bank of Cleveland Jim Terlop (TEL: 216-579-2197; FAX: 216-579-2932) Federal Reserve Bank of Richmond Gaile Clark (TEL: 804-697-8825; FAX: 804-697-8283) Federal Reserve Bank of Atlanta Wayne Smith (TEL: 404-589-7265; FAX: 404-589-7342) Federal Reserve Bank of Chicago Frank Skweres (TEL: 312-322-4785; FAX: 312-322-5894) Federal Reserve Bank of St. Louis Cathie Windsor (TEL: 314-444-4638; FAX: 314-444-8740) Federal Reserve Bank of Minneapolis Paula Charles (TEL: 612-372-2982; FAX: 612-344-2702) Federal Reserve Bank of Kansas City Patty Biesemeyer (TEL: 816-881-2464; FAX: 816-881-2252) Federal Reserve Bank of Dallas Rob Jolley (TEL: 214-922-6071; FAX: 214-922-6302) Federal Reserve Bank of San Francisco Michael Johnson (TEL: 415-974-2995; FAX: 415-974-3031) Board of Governors of the Federal Reserve System Freedom of Information Office (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)