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 (12 U.S.C. 1843). Unless otherwise noted, nonbanking activities will be conducted throughout the United States. Additional information on all bank holding companies may be obtained from the National Information Center website at www.ffiec.gov/nic/.

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 May 15, 2000.

A. Federal Reserve Bank of New York (Betsy Buttrill White, Senior Vice President), 33 Liberty Street, New York, New York 10045-0001:

1. Troy Financial Corporation, Troy, New York; to acquire 100 percent of the voting shares of The Troy Commercial Bank, Troy, New York.

B. Federal Reserve Bank of Richmond (A. Linwood Gill, III, Vice President), 701 East Byrd Street, Richmond, Virginia 23261-4528:

1. Carolina First Corporation, Greenville, South Carolina; to merge with Anchor Financial Corporation, Myrtle Beach, South Carolina, and thereby indirectly acquire The Anchor Bank, Myrtle Beach, South Carolina; and shares of RHBT Financial Corporation, Rock Hill, South Carolina; and Rock Hill Bank & Trust, Rock Hill, South Carolina.

2. First Bancorp, Troy, North Carolina; to merge with First Savings Bancorp, Inc., Southern Pines, North Carolina, and thereby indirectly acquire First Savings Bank of Moore County, Inc., SSB, Southern Pines, North Carolina.

C. Federal Reserve Bank of Chicago (Phillip Jackson, Applications Officer), 230 South LaSalle Street, Chicago, Illinois 60690-1414:

1. Firstbank Corporation, Alma, Michigan; to acquire 100 percent of the voting shares of Firstbank-St. Johns (in organization), St. Johns, Michigan.

D. Federal Reserve Bank of St. Louis (Randall C. Sumner, Vice President), 411 Locust Street, St. Louis, Missouri 63166-2034:

1. G.A.C., Inc., St. Louis, Missouri; to become a bank holding company by acquiring 100 percent of the voting shares of Gateway National Bank of St. Louis, St. Louis, Missouri.

E. Federal Reserve Bank of Kansas City (D. Michael Manies, Assistant Vice President), 925 Grand Avenue, Kansas City, Missouri 64198-0001:

1. First Liberty Capital Corporation ESOP, Hugo, Colorado; to become a bank holding company by acquiring 25 percent of the voting shares of First Liberty Capital Corporation, Hugo, Colorado, and thereby indirectly acquire First National Bank of Hugo, Hugo, Colorado.

F. Federal Reserve Bank of San Francisco (Maria Villanueva, Consumer Regulation Group), 101 Market Street, San Francisco, California 94105-1579:

1. Frontier Financial Corporation, Everett, Washington; to acquire up to 100 percent of the voting shares of Liberty Bay Financial Corporation, Poulsbo, Washington, and thereby indirectly acquire North Sound Bank, Poulsbo, Washington.