[Federal Register Volume 63, Number 99 (Friday, May 22, 1998)]
[Notices]
[Pages 28385-28386]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-13790]


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FEDERAL RESERVE SYSTEM


Formations of, Acquisitions by, and Mergers of Bank Holding 
Companies

    The companies listed in this notice have applied to the Board for 
approval, pursuant to the Bank Holding Company Act of 1956 (12 U.S.C. 
1841 et seq.) (BHC Act), Regulation Y (12 CFR Part 225), and all other 
applicable statutes and regulations to become a bank holding company 
and/or to acquire the assets or the ownership of, control of, or the 
power to vote shares of a bank or bank holding company and all of the 
banks and nonbanking companies owned by the bank holding company, 
including the companies listed below.
    The applications listed below, as well as other related filings 
required by the Board, are available for immediate inspection at the 
Federal Reserve Bank indicated. The application also will be available 
for inspection at the offices of the Board of Governors. Interested 
persons may express their views in writing on the standards enumerated 
in the BHC Act (12 U.S.C. 1842(c)). If the proposal also involves the 
acquisition of a nonbanking company, the review also includes whether 
the acquisition of the nonbanking company complies with the standards 
in section 4 of the BHC Act. Unless otherwise noted, nonbanking 
activities will be conducted throughout the United States.
    Unless otherwise noted, comments regarding each of these 
applications must be received at the Reserve Bank indicated or the 
offices of the Board of Governors not later than June 19, 1998.
    A. Federal Reserve Bank of Richmond (A. Linwood Gill III, Assistant 
Vice President) 701 East Byrd Street, Richmond, Virginia 23261-4528:
    1. NationsBank Corporation and NationsBank (DE) Corporation, both 
in Charlotte, North Carolina (collectively, NationsBank); to merge with 
BankAmerica Corporation, San Francisco, California (BankAmerica), and 
thereby acquire the following bank subsidiaries of BankAmerica: Bank of 
America National Trust and Savings Association, San Francisco, 
California; Bank of America Texas, National Association, Dallas, Texas; 
Bank of America National Association, Phoenix, Arizona; and Bank of 
America Community Development Bank, Walnut Creek, California. On 
consummation of the proposed transaction, NationsBank would be renamed 
BankAmerica Corporation. NationsBank may form one or more intermediate 
bank holding companies.
    In connection with the proposed transaction, NationsBank has 
provided notice to acquire all of the nonbank subsidiaries of 
BankAmerica and to engage, directly or indirectly through such nonbank 
subsidiaries, in a variety of nonbanking activities that previously 
have been determined to be permissible for bank holding companies. 
NationsBank also would continue to control all of its existing bank and 
nonbank subsidiaries. The nonbanking companies that NationsBank 
proposes to acquire are listed in the notice filed with the Board and 
include Bank of America, FSB, Portland, Oregon; BA Futures, 
Incorporated, Chicago, Illinois; BankAmerica Insurance Group, Inc.,

[[Page 28386]]

San Diego, California; DFO Partnership, San Francisco, California; 
First Franklin Financial Corporation, San Jose, California; First 
Franklin Funding Corporation, San Jose, California; General Fidelity 
Life Insurance Company, San Diego, California; Security Pacific Capital 
Leasing Corporation, San Francisco, California; and Security Pacific 
Housing Services, Inc., San Diego, California. The nonbanking 
activities of the companies to be acquired also are listed in the 
notice and include extending credit and servicing loans, pursuant to 12 
CFR 225.28(b)(1); leasing personal and real property, pursuant to 12 
CFR 225.28(b)(3); operating a savings association through Bank of 
America, FSB, Portland, Oregon, pursuant to 12 CFR 225.28(b)(4)(ii); 
providing financial and investment advisory services, pursuant to 12 
CFR 225.28(b)(6); providing securities brokerage, riskless principal, 
private placement, futures commission merchant, and other agency 
transactional services, pursuant to 12 CFR 225.28(b)(7); underwriting 
and dealing in certain government obligations and money market 
instruments that state member banks may underwrite or deal in, pursuant 
to 12 CFR 225.28(b)(8)(i); acting as principal, agent, or broker in 
connection with the sale of credit-related insurance, pursuant to 12 
CFR 225.28(b)(11)(i); engaging in community development activities, 
pursuant to 12 CFR 225.28(b)(12); providing data processing and data 
transmission services, pursuant to 12 CFR 225.28(b)(14); and engaging 
in all activities that BankAmerica currently is authorized by Board 
Order to conduct. As part of the proposed transaction, NationsBank 
proposes to engage through BancAmerica Robertson Stephens, San 
Francisco, California, in underwriting and dealing in all types of debt 
and equity securities (other than interests in open-end investment 
companies) to a limited extent in accordance with previous Board 
decisions. In addition, NationsBank proposes to engage, directly or 
indirectly through its subsidiaries, in certain other activities that 
the Board previously has approved by Order, including providing 
administrative services to open-end and closed-end investment 
companies.
    In connection with the proposed transaction, NationsBank also has 
applied to acquire an option to purchase up to 19.9 percent of the 
outstanding shares of BankAmerica's common stock. BankAmerica also has 
applied to acquire an option to purchase up to 19.9 percent of the 
outstanding shares of NationsBank Corporation's common stock. These 
options would expire upon consummation of the merger. Comments 
regarding this application must be received not later than June 24, 
1998.
    B. Federal Reserve Bank of Chicago (Philip Jackson, Applications 
Officer) 230 South LaSalle Street, Chicago, Illinois 60690-1413:
    1. Associated Banc-Corp, Green Bay, Wisconsin; to merge with 
Citizens Bankshares, Inc., Shawano, Wisconsin, and thereby indirectly 
acquire Citizens Bank, National Association, Shawano, Wisconsin.
    In connection with this application, Applicant also has applied to 
acquire Wisconsin Finance Corporation, Shawano, Wisconsin, and thereby 
indirectly acquire Citizens Financial Services, Inc., Shawano, 
Wisconsin, and thereby engage in extending credit and servicing loans 
and acting as principal, agent, or broker for credit related insurance, 
pursuant to Secs.  225.28(b)(1) and 225.28(b)(11)(ii) of the Board's 
Regulation Y.
    2. West Burlington Bancorporation, Inc., West Burlington, Iowa; to 
become a bank holding company by acquiring 100 percent of the voting 
shares of West Burlington Bank, West Burlington, Iowa.
    C. Federal Reserve Bank of Minneapolis (Karen L. Grandstrand, Vice 
President) 90 Hennepin Avenue, P.O. Box 291, Minneapolis, Minnesota 
55480-0291:
    1. M.I.F. Limited, Chisholm, Minnesota; to become a bank holding 
company by acquiring 100 percent of the voting shares of Chisholm 
Bancshares, Inc., Chisholm, Minnesota, and thereby indirectly acquire 
First National Bank, Chisholm, Minnesota.
    2. Norwest Corporation, Minneapolis, Minnesota; to acquire 100 
percent of the voting shares of First Bancshares, of Valley City, Inc., 
Valley City, North Dakota, and thereby indirectly acquire First State 
Bank of Casselton, Casselton, North Dakota; Litchville State Bank, 
Litchville, North Dakota; and First National Bank of Valley City, 
Valley City, North Dakota.
    In connection with this application, Applicant also has applied to 
acquire Peoples Insurance Agency, Inc., Valley City, North Dakota, and 
thereby engage in general insurance agency activities, pursuant to 
Sec.  225.28(b)(1)(vii) of the Board's Regulation Y.
    3. Norwest Corporation, Minneapolis, Minnesota; to acquire 100 
percent of the voting shares of Little Mountain Bancshares, Inc., 
Monticello, Minnesota, and thereby indirectly acquire First National 
Bank of Monticello, Monticello, Minnesota.
    In connection with this application, Applicant proposes to transfer 
the mortgage origination and servicing business of the First National 
Bank of Monticello to its wholly owned subsidiary, Norwest Mortgage, 
Inc., Des Moines, Iowa. Norwest Mortgage Inc., proposes to engage in 
these activities, pursuant to Sec.  225.28(b)(1) of the Board's 
Regulation Y.
    D. Federal Reserve Bank of San Francisco (Maria Villanueva, Manager 
of Analytical Support, Consumer Regulation Group) 101 Market Street, 
San Francisco, California 94105-1579:
    1. UCBH Holdings, Inc., San Francisco, California; to become a bank 
holding company by acquiring 100 percent of the voting shares of United 
Commercial Bank, F.S.B., San Francisco, California. United Commercial 
Bank, F.S.B., will convert to a bank charter.

    Board of Governors of the Federal Reserve System, May 19, 1998.
Jennifer J. Johnson,
Deputy Secretary of the Board.
[FR Doc. 98-13790 Filed 5-21-98; 8:45 am]
BILLING CODE 6210-01-F