Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 14

Week Ending April 3, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
March 28, 2004 to April 3, 2004

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

AmSouth Bank, Birmingham, Alabama -- to establish a branch at 1567 Main Street, 

Sarasota, Florida.

- Approved, March 29, 2004 

Atlanta

AmSouth Bank, Birmingham, Alabama -- to establish branches at 2405 West Swann 

Avenue, Tampa, Florida; 1735 East Nine Mile Road, Pensacola; and 2559 Bert Kouns 

Industrial Loop, Shreveport, Louisiana.

- Approved, March 30, 2004 

Atlanta

Bank of Colorado, Fort Collins, Colorado -- to establish a branch within one-half mile of 

County Road 74 and Highway 85, Eaton.

- Approved, April 2, 2004 

Kansas City

Congressional Bank, Potomac, Maryland -- to establish a courier service to pick up 

noncash deposits from business customers at various locations in Rockville, Montgomery 

County, and the District of Columbia.

- Approved, April 2, 2004 

Richmond

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 380 East Main Street, 

Hendersonville, Tennessee.

- Approved, March 31, 2004 

Cleveland

Fifth Third Bank, Grand Rapids, Michigan -- to establish branches at 799 Central 

Avenue, Highland Park, Illinois; 240-242 Skokie Boulevard, Northbrook; 1311 

Ridgeland Avenue, Naperville; 1582 North Rand Road, Palatine; 900 West Armitage 

Avenue, Chicago; and 5645 North Main Street, Mishawaka, Indiana.

- Approved, March 31, 2004 

Cleveland

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority March 28, 2004 to April 3, 2004

Bank Branches, Domestic

First American Bank & Trust, Madison, South Dakota -- to establish a branch at 832 St. 

Joseph Street, Rapid City.

- Withdrawn, April 2, 2004 

Minneapolis

First Bank, St. Louis, Missouri -- to establish a branch at 755 Weber Road, Farmington.

- Approved, March 31, 2004 

St. Louis

First Community Bank, Glasgow, Montana -- to establish a branch at 2965 Prospect 

Avenue, Helena.

- Approved, April 2, 2004 

Minneapolis

First Southern Bank, Boca Raton, Florida -- to establish a branch at 900 North Federal 

Highway.

- Approved, March 30, 2004 

Atlanta

Pioneer Bank, Mapleton, Minnesota -- to establish a branch at Stadium Road, Mankato.

- Approved, April 1, 2004 

Minneapolis

RBC Centura Bank, Rocky Mount, North Carolina -- to establish a branch at 1476 

Hunter Hill Road.

- Approved, April 2, 2004 

Richmond

Riverside Bank of the Gulf Coast, Cape Coral, Florida -- to establish a branch at 717 

East Venice Avenue, Venice.

- Approved, March 31, 2004 

Atlanta

Terrace Bank, Tampa, Florida -- to establish a branch at 12401 West Linebaugh Avenue.

- Approved, April 2, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority March 28, 2004 to April 3, 2004

Bank Holding Companies

Bancorp IV, Inc., Stilwell, Kansas -- to become a bank holding company and to acquire 

Bank of Montgomery County, Wellsville, Missouri.

- Approved, March 31, 2004 

St. Louis

Citizens Agency, Inc., Haddam, Kansas -- to engage in real estate settlement and escrow 

services and provide real estate title insurance services through the formation of Santa Fe 

Title, LLC, Gardner.

- Approved, April 1, 2004 

Kansas City

Community Bancshares of Mississippi, Inc., Brandon, Mississippi -- commitment waiver 

request.

- Granted, March 29, 2004 

Atlanta

Community Bancshares, Inc., Blountsville, Alabama -- to engage de novo through 

Community Funding Corporation in making, acquiring, brokering, or servicing loans or 

other extensions of credit.

- Approved, March 31, 2004 

Atlanta

CSB Bancorp, Inc., Millersburg, Ohio -- transfer agent registration.

- Withdrawn, April 1, 2004 

Director, BS&R

First Trust Financial Corp., Kankakee, Illinois -- to become a bank holding company and 

to acquire First Trust Bank of Illinois.

- Approved, April 2, 2004 

Chicago

Forstrom Bancorporation, Inc., Clara City, Minnesota -- to acquire shares of First State 

Agency of Lake Lillian, Inc., Lake Lillian, and thereby acquire First State Bank, Lake 

Lillian, Minnesota.

- Approved, April 2, 2004 

Minneapolis

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority March 28, 2004 to April 3, 2004

Bank Holding Companies

FSB Mutual Holdings, Inc., Perkasie, Pennsylvania, and FSB Bankshares Corporation -- 

to become bank holding companies in connection with the reorganization of First Savings 

Bank of Perkasie from a mutual savings bank to a stock savings bank, and election to 

become financial holding companies.

- Approved, March 31, 2004 

Philadelphia

GB&T Bancshares, Inc., Gainesville, Georgia -- to merge with Southern Heritage 

Bancorp, Inc., Oakwood, and thereby acquire Southern Heritage Bank.

- Approved, April 2, 2004 

Atlanta

Jacksonville Bancorp, Inc., Jacksonville, Florida -- commitment waiver request.

- Withdrawn, March 30, 2004 

Atlanta

Regional Bankshares, Inc., Hartsville, South Carolina -- transfer agent registration.

- Approved, April 1, 2004 

Director, BS&R

Southwest Community Bancorp, Carlsbad, California -- to acquire Financial Data 

Solutions, Inc., Murrieta, and thereby engage in permissible nonbanking activities.

- Approved, March 30, 2004 

San Francisco

Summit Financial Group, Inc., Moorefield, West Virginia -- transfer agent registration.

- Approved, April 1, 2004 

Director, BS&R

Sundance State Bank Profit Sharing ESOP and Trust, Sundance, Wyoming -- to become 

a bank holding company and to acquire shares of Sundance Bankshares, Inc. and 

Sundance State Bank.

- Approved, April 1, 2004 

Kansas City

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority March 28, 2004 to April 3, 2004

Bank Holding Companies

TransCommunity Bankshares Incorporated, Glen Allen, Virginia -- to acquire Bank of 

Louisa, National Association, Louisa.

- Approved, April 1, 2004 

Richmond

Union Planters Corporation, Memphis, Tennessee -- commenter's request to extend the 

comment period on the proposed merger with Regions Financial Corporation, 

Birmingham, Alabama.

- Denied, March 31, 2004 

Secretary

Bank Mergers

Bank of Western Oklahoma, Elk City, Oklahoma -- to purchase certain assets and 

assume certain liabilities of the Cordell, Geary, and Weatherford branches of Gold Bank, 

Hennessey, and thereby establish branches.

- Approved, April 2, 2004 

Kansas City

Community Guaranty Savings Bank, Plymouth, New Hampshire -- to merge with 

Community Interim Guaranty Savings Bank.

- Approved, April 1, 2004 

Boston

Equity Bank, Marlton, New Jersey -- to acquire Patriot Bank, Pottstown, Pennsylvania, 

and thereby establish a branch.

- Approved, March 29, 2004 

Philadelphia

SouthTrust Bank, Birmingham, Alabama -- to merge with FloridaFirst Bank, Lakeland, 

Florida.

- Approved, March 29, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority March 28, 2004 to April 3, 2004

Banks, State Member

Bank of Clarke County, Berryville, Virginia -- transfer agent registration.

- Withdrawn, April 1, 2004 

Director, BS&R

Branch Banking and Trust Company, Wilson, North Carolina -- transfer agent registration 

for First Frederick Financial.

- Withdrawn, April 1, 2004 

Director, BS&R

Colonial Virginia Bank, Gloucester, Virginia -- transfer agent registration.

- Approved, April 1, 2004 

Director, BS&R

Change In Bank Control

Barlow Banking Corporation, Iowa Falls, Iowa -- to retain control of Barlow Banking 

Corporation.

- Permitted, March 31, 2004 

Chicago

First Community Bancshares, Inc., Houston, Texas -- change in bank control.

- Permitted, April 1, 2004 

Dallas

Nacogdoches Commercial Bancshares, Inc., Nacogdoches, Texas -- change in bank 

control.

- Permitted, March 31, 2004 

Dallas

Competitive Factors Reports

BankTrust, Mobile, Alabama -- report on competitive factors of the proposed merger 

with Monroe County Bank, Monroeville.

- Submitted, March 29, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority March 28, 2004 to April 3, 2004

Competitive Factors Reports

DSA Financial Corporation, Lawrenceburg, Indiana -- report on competitive factors of 

the proposed acquisition of Dearborn Savings Bank, Federal Association.

- Submitted, March 31, 2004 

Chicago

First Trust Bank of Illinois, Kankakee, Illinois -- report on competitive factors of the 

proposed merger with Republic Bank of Kankakee.

- Submitted, March 31, 2004 

Chicago

Freedom Security Bank, Coralville, Iowa -- report on competitive factors of the 

proposed merger with FSB Holding Co., Muscatine.

- Submitted, March 31, 2004 

Chicago

Gainesville Bank & Trust Company, Gainesville, Georgia -- report on competitive factors 

of the proposed merger with Southern Heritage Bank, Flowery Branch.

- Submitted, March 29, 2004 

Atlanta

HSBC Bank USA, National Association, New Castle, Delaware -- report on competitive 

factors of the proposed merger with HSBC Bank & Trust Company (Delaware), 

National Association, Wilmington, and HSBC Bank USA, Buffalo, New York.

- Submitted, April 1, 2004 

Philadelphia

The Peoples National Bank of McLeansboro, McLeansboro, Illinois -- report on 

competitive factors of the proposed merger with Bank of Kimberling City, Kimberling 

City, Missouri.

- Submitted, March 31, 2004 

St. Louis

Public Bank, Saint Cloud, Florida -- report on competitive factors of the proposed 

merger with Peoples State Bank of Groveland, Groveland.

- Submitted, March 29, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority March 28, 2004 to April 3, 2004

Competitive Factors Reports

U.S. Bank National Association, Cincinnati, Ohio -- report on competitive factors of the 

proposed merger with First National Cincinnati Corporation and The Leader Mortgage 

Company, LLC, Cleveland.

- Submitted, April 1, 2004 

Minneapolis

United Community Bank, Blairsville, Georgia -- report on competitive factors of the 

proposed merger with 1st Community Bank, Fairburn.

- Submitted, March 30, 2004 

Atlanta

Extensions Of Time

Prairieland Bancorp Employee Stock Ownership Plan and Trust, Bushnell, Illinois -- 

extension to July 9, 2004, to increase its ownership of Prairieland Bancorp, Inc. and 

thereby acquire Farmers and Merchants State Bank.

- Granted, March 29, 2004 

Chicago

Financial Holding Companies

Prime Pacific Financial Services, Inc., Lynnwood, Washington -- election to become a 

financial holding company.

- Effective, April 1, 2004 

San Francisco

Membership

BankEast, Gainesboro, Tennessee -- to become a member of the Federal Reserve 

System.

- Approved, April 2, 2004 

Atlanta

First Westroads Bank, Inc., Omaha, Nebraska -- to become a member of the Federal 

Reserve System.

- Approved, April 2, 2004 

Kansas City

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Smithtown, Smithtown, New York, to establish a 

branch office at 3460 Veterans Memorial Highway, Suffolk 

County, New York.

Newspaper – 04/09/2004

Branch Bank of Smithtown, Smithtown, New York, to establish a 

branch office at Store #8, Miller Place Shopping Center, Route 

25A, Suffolk County, New York.

Newspaper – 04/09/2004

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3A3 First Bancorp, San Juan, Puerto Rico, requests approval to 

acquire certain shares of common stock of PanAmerica Bancorp, 

and indirectly its subsidiary bank, PanAmerican Bank, both of 

Hollywood, Florida.

Newspaper – N/Avail 

Fed Reg – 05/03/2004

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4C8 National Australia Bank Limited, Melbourne, Australia, 

proposes to engage de novo indirectly through National 

Americas Investment, Inc., MSRA Holdings, Inc., both of 

Jacksonville, Florida and National Americas Capital Investments 

LLC, New York, New York, in leasing personal or real property 

in connection with structured finance and special finance 

services to large corporate and institutional clients.

Fed Reg – 04/22/2004
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Other Foreign HSBC USA Inc., New York, New York, on behalf of HSBC 

Bank USA, N.A., New Castle, Delaware, to establish foreign 

branches and change control of its Edge and Agreement 

corporation subsidiaries.

Investment BNY International Financing Corporation, New York, New 

York, and Edge Act Corporation and a wholly-owned subsidiary 

of The Bank of New York, New York, New York, to make an 

overseas investment in two newly formed subsidiaries.

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD

number Institution/Location

Examination

date

CRA

public date

CRA

rating Exam type

236706 Peapack Gladstone Bank, Gladstone, 

New Jersey

11/05/2003 04/01/2004 S X

852218 JP Morgan Chase Bank, New York, 

New York

09/08/2003 03/23/2004 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

*Branch Fifth Third Bank, Cincinnati, Ohio, to establish branch facilities 

at 10105 Fremont Pike, Perrysburg, Ohio; 2455 Hilliard Rome 

Road, Hilliard, Ohio; and 8877 Owen Field Drive, Powell, Ohio

Newspaper – 04/01/2004

*Branch Fifth Third Bank, Grand Rapids, MI to establish branch facilities 

at 1606 East 79th Avenue, Chatham, Illinois; 41122 Ryan Road, 

Sterling Heights, Michigan; 9000 Park Royal Drive, Fort Myers, 

Florida; 3501 North Green River Road, Evansville, Indiana; and 

10595 East U.S. Highway 36, Avon, Indiana.

Newspaper – 04/02/2004

*Branch Fifth Third Bank, Cincinnati, Ohio, to establish branch facilities 

at 810 North Court Street, Medina, Ohio; 1088 Oak Street, 

Kenova, West Virginia; and 5440 Dixie Highway, Fairfield, 

Ohio

Newspaper – 04/04/2004

*Branch Fifth Third Bank, Grand Rapids, MI to establish branch facilities 

at 3535 E. 96th Street, Indianapolis, Indiana; 9025 E. 56th Street, 

Indianapolis, Indiana; 3264 Highway 54, Owensboro, Kentucky; 

375 Cross Road Blvd., Cold Spring, Kentucky; 333 Northwest 

Highway, Barrington, Illinois; 803 S. Main Street, Royal Oak, 

Michigan; 20401 Haggerty Road, Northville, Michigan; and 

36700 Ford Road, Westland, Michigan

Newspaper – 04/07/2004

*Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

*3(a)(1) Citizens Bancshares, Inc., Bluffton, Ohio, proposes to become a 

bank holding company through the acquisition of The Citizens 

National Bank, Bluffton, Ohio

Newspaper – N/Avail 

Fed Reg – N/Avail

*3(a)(5) Huntington Bancshares Incorporated, Columbus, Ohio, to 

acquire Unizan Financial Corp., Canton, Ohio

Newspaper – N/Avail 

Fed Reg – 04/23/2004

*18(c), *3(a)(5) & 

*Branch

Sky Financial Group, Inc., Bowling Green, Ohio, to acquire 

Second Bancorp, Incorporated, Warren, Ohio

Newspaper – N/Avail 

Fed Reg – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Notice of Change in Bank Control by the Clay and Bernice 

Corman Family Control Group, Nicholasville, Kentucky, to 

retain 17.78% of the voting shares of Citizens National 

Bancshares, Inc., Nicholasville, Kentucky

Newspaper – N/Avail

Fed Reg – N/Avail

*3(a)(3) & 3(a)(5) Applications by Fifth Third Bancorp and Fifth Third Financial 

Corporation, its wholly-owned subsidiary, both of Cincinnati, 

Ohio, to acquire Franklin Financial Corporation and its sole 

subsidiary bank, Franklin National Bank, both of Franklin, 

Tennessee

Newspaper – 04/11/2004

Fed Reg – 04/15/2004

*Branch Iron and Glass Bank, Pittsburgh, Pennsylvania, to establish a 

branch facility at Three Park Manor Drive, Robinson Township, 

Pennsylvania

Newspaper – N/Avail

Fed Reg – N/Avail

*3(a)(5) & 4(c)(8) National City Corporation, Cleveland, Ohio, to acquire 100 

percent of Provident Financial Group, Inc., Cincinnati, Ohio, 

and thereby indirectly acquire Provident Bank, Cincinnati, Ohio

Newspaper – 03/22/2004

Fed Reg – 03/19/2004

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch RBC Centura Bank, Rocky Mount, North Carolina, to establish 

branches at 7231 Rockbridge Road, Lithonia, Georgia, and 4500 

South Cobb Drive, Smyrna, Georgia.*

Newspaper – 04/09/2004

Branch Cecil Federal Bank, Elkton, Maryland, to establish a branch at 

1223 Turkey Point Road, North East, Maryland.*

Newspaper – 04/12/2004

*Subject to the provisions of the Community Reinvestment Act.

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

436823 Central Virginia Bank**

2036 New Dorset Road

Powhatan, Virginia 23139

11/03/2003 03/27/2004 S X

**Inadvertently omitted from bulletin the week ending March 27, 2004.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Regions Bank, Birmingham, Alabama, to establish a branch 

located at 1711 North Loop 336 West, Conroe, Texas.*

Newspaper – N/Avail

Branch AmSouth Bank, Birmingham, Alabama, to establish a branch 

located at 16645 Fishhawk Boulevard #HBCO, to be known as 

the Fishhawk Branch.*

Newspaper – 04/13/2004

*Subject to provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available .

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Cole Taylor Bank, Rosemont, Illinois, to establish a branch 

facility to be located at 1250 N. Arlington Heights Road, Itasca, 

Illinois.*

Newspaper – 04/08/2004

Branch Comerica Bank, Detroit, Michigan, to establish a branch facility 

to be located at 108 W. Highland, Howell, Michigan.*

Newspaper – N/Avail

Branch M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin, to 

establish branch facilities to be located at Recker Road & East 

McKellips Road, Mesa, Arizona; East Allouez & CTH GV, 

Bellevue, Wisconsin, and 9935 Hudson Place, Woodbury, 

Minnesota.*

Newspaper – N/Avail

Branch Midwest Bank and Trust Company, Elmwood Park, Illinois, to 

establish branch facilities to be located at 239-45 Addison Road, 

Addison, Illinois

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Notice by Mark Bradley Richardson, Thetford Center, Vermont, 

and Kimberly Ann Richardson, Atlanta, Georgia, as trustees of 

the "1998 Irrevocable Trust of Coyn V. Richardson", to acquire 

additional shares of Cowden Bancorp, Inc., Springfield, Illinois, 

and thereby indirectly acquire Community Banks of Shelby 

County, Cowden, Illinois.

Fed Reg – 04/06/2004

Newspaper – N/Avail

3(a)(1) CSBC Financial Corporation, Cropsey, Illinois, to become a 

bank holding company by acquiring 100 percent of Citizens 

State Bank of Cropsey, Cropsey, Illinois.*

Fed Reg – 04/29/2004

Newspaper – N/Avail

4(c)(8) FBOP Corporation, Oak Park, Illinois, to acquire 100 percent of 

the voting shares of California Savings Bank, San Francisco, 

California, and thereby operate a savings association.*

Fed Reg – N/Avail

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) First Busey Corporation, Urbana, Illinois, to acquire 100 percent 

of the voting shares of First Capital Bankshares, Inc., Peoria, 

Illinois, and thereby indirectly acquire First Capital Bank, 

Peoria, Illinois, and Community Bank of Lemont, Lemont, 

Illinois.*

Fed Reg – 04/22/2004

Newspaper – N/Avail

CIC Notice by Thomas M. Johannesen, Elgin, Illinois, Claire C. 

Johannesen, Elgin, Illinois, Mary Johannesen-Schmidt, Palatine, 

Illinois, Timothy P. Schmidt, Palatine, Illinois, Kathleen E. 

Tomei, Lake Bluff, Illinois, Richard Tomei, Lake Bluff, Illinois, 

Thomas M. Johannesen, Jr., Chicago, Illinois, Jennifer 

Johannesen, Chicago, Illinois, James Johahnnesen, Hinsdale, 

Illinois, Barbara Johannesen, Hinsdale, Illinois, Thomas P. 

Callahan, Houston, Texas, and Fran Callahan, Houston, Texas, 

to retain control of 25.27 percent of the outstanding voting 

shares of First Community Financial Corporation, Elgin, Illinois, 

and thereby indirectly acquire First Community Bank, Elgin, 

Illinois.

Fed Reg – 04/08/2004

Newspaper – N/Avail

3(a)(5) Independent Bank Corporation, Ionia, Michigan, to acquire 

Midwest Guaranty Bancorp, Inc., Troy, Michigan, and thereby 

indirectly acquire Midwest Guaranty Bank, Troy, Michigan.*

Fed Reg – 04/22/2004

Newspaper – N/Avail

CIC Notices by Franzen Limited Partnership, Itasca, Illinois; General 

Partner Glenn E. Mensching, Jr., Frankfort, Michigan, as trustee 

of the Glenn E. Mensching Jr. Trust; General Partner Jack E. 

Mensching, Itasca, Illinois, as trustee of the Jack E. Mensching 

Trust, and General Partner James R. Mensching, Itasca, Illinois, 

as trustee of the James R. Mensching Trust, Itasca, Illinois, to 

retain 32.88 percent of the outstanding voting shares of Itasca 

Bancorp, Inc., Itasca, Illinois, and thereby indirectly acquire 

Itasca Bank & Trust Co., Itasca, Illinois.

Fed Reg – 04/21/2004

Newspaper – N/Avail

3(a)(3) & 4(c)(8) MB Financial, Inc., Chicago, Illinois, to acquire 100 percent of 

the voting shares of First Security Fed Financial, Inc., Chicago, 

Illinois, and thereby indirectly acquire First Security Federal 

Savings Bank, Chicago, Illinois.*

Fed Reg – 04/05/2004

Newspaper – 04/07/2004

CIC Notice by Christine V. Lake, Brookfield, Wisconsin, to acquire 

more than 10 percent of the outstanding voting shares of 

Ridgestone Financial Services, Inc., Brookfield, Wisconsin, and 

thereby indirectly acquire Ridgestone Bank, Brookfield, 

Wisconsin.

Fed Reg – 04/01/2004

Newspaper – N/Avail

CIC Notice by Marantz Investments, L.P., Springfield, Illinois, Tom 

E. Marantz, Springfield, Illinois, Natalie K. Marantz, 

Springfield, Illinois, and Robert W. Cusick, Springfield, Illinois, 

to acquire 18.4 percent of the common shares outstanding of 

Spring Bancorp, Inc., Springfield, Illinois, and thereby to control 

Bank of Springfield, Springfield, Illinois.

Fed Reg – N/Avail

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) & 4(c)(8) Third Century Bancorp, Franklin, Indiana, to become a bank 

holding company by acquiring 100 percent of the voting shares 

of Mutual Savings Bank, Franklin, Indiana, and to engage in the 

non-banking activity of making and servicing loans.*

Fed Reg – 04/23/2004

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Foreign Branch Regulation K – The National Bank of Indianapolis, Indianapolis, 

Indiana, to establish a branch at CIBC Financial Centre, P.O. 

Box 694GT, 11 Dr. Roy’s Drive, Grand Cayman, Cayman, 

Islands.

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

517441 Bank of Brodhead

806 E. East Exchange Street

Brodhead, Wisconsin 53520

(608) 897-4106

10/20/2003 04/05/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Arvest Bank, Fayetteville, Arkansas, to establish a branch 

facility to be located at 2203 North Highway 81, Duncan, 

Oklahoma.*

Newspaper – 04/10/2004

Branch Arvest Bank, Fayetteville, Arkansas, to establish a branch 

facility to be located at 7633 East 63rd Pla ce, Suite 255, Tulsa, 

Oklahoma.*

Newspaper – 04/10/2004

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Notice by the Ann L. Sharp Trust with J. Baxter Sharp III as 

trustee, both of Brinkley, Arkansas, to retain control of 

Clarendon Holding Company, Clarendon, Arkansas.

Newspaper – N/Avail

Fed Reg – 04/22/2004

3A5 Harrodsburg First Financial Bancorp, Inc., Harrodsburg, 

Kentucky, to merge with Independence Bancorp, New Albany, 

Indiana, and thereby indirectly acquire Independence Bank, New 

Albany, Indiana.*

Newspaper – N/Avail

Fed Reg – 05/03/2004

3A3 & 3A1 The Peoples Holding Company, Inc., Tupelo, Mississippi, to 

acquire 100 percent of Peoples Merger Corporation, Knoxville, 

Tennessee, and thereby indirectly acquire Renasant Bancshares, 

Inc., Germantown, Tennessee, and its subsidiary bank, Renasant 

Bank, Germantown, Tennessee. Also, Peoples Merger 

Corporation, Knoxville, Tennessee, to become a bank holding 

company by acquiring 100 percent of Renasant Bancshares, Inc., 

and its subsidiary bank, Renasant Bank, Germantown, 

Tennessee.*

Newspaper – 04/18/2004

Fed Reg – 04/16/2004

* Subject to the provisions of the Community Reinvestment Act
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Lakeland Bancorporation, Inc., Lakeville, Minnesota, to become 

a bank holding company by acquiring 100 percent of Lakeland 

Bank, Lakeville, Minnesota, a de novo bank.*

Fed Reg – 05/04/2004

Newspaper – N/Avail

CIC Notice by Victor Philip Reim, St. Paul, Minnesota; Erick John 

Reim, Vadnais Heights, Minnesota; Ann Reim Woessner, 

Roseville, Minnesota; and Amy Lynn Amundson, Alexandria, 

Minnesota, to gain control of Alliance Financial Services, Inc., 

St. Paul, Minnesota, and thereby indirectly to gain control of 

American Bank, Eau Claire, Wisconsin; American Bank Lake 

City, Lake City, Minnesota; and Alliance Bank, New Ulm, 

Minnesota.

Fed Reg – 04/19/2004

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Gold Bank, Leawood, Kansas, to merge with Gold Bank, 

Bradenton, Florida, and incident thereto, to establish several 

branches.

Newspaper – N/Avail

Branch Bank of Colorado, Fort Collins, Colorado, to establish a branch 

within 1/2 mile of County Road 74 and Highway 85, Eaton, 

Colorado.

Newspaper – 03/26/2004

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Haines Financial Corp, Woodward, Oklahoma, to become a 

bank holding company through the acquisition of up to 100 

percent of the voting shares of The First National Bank of 

Medford, Medford, Oklahoma.

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(3) Pioneer Bancshares, Inc., Ponca City, Oklahoma, to acquire up 

to 9.95 percent of the voting shares of Brazos Valley Bank, 

N.A., College Station, Texas (in organization).

Newspaper – N/Avail

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) First Financial Bankshares, Inc., Abilene, TX, to acquire Liberty 

National Bank, Granbury, TX* (previously reported the week 

ending March 27, 2004)

Fed Reg – 04/26/2004

Newspaper – 04/23/2004

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, April 3, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Nacional Financiera, S.N.C., Mexico City, Mexico, requests 

prior approval of the Board of Governors of the Federal Reserve 

to establish a representative office in Santa Ana, California, 

pursuant to section 211.24(a)(1) of Regulation K.*

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

None

Section III – Applications subject to Fede ral Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(5)(C) NorthStar Financial Corporation to become a bank holding 

company by acquiring at least 67 percent of NorthStar Bank, 

both of Seattle, Washington.
Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs 

of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted 

by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation 

was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire 

community be evaluated periodically. That record is taken into account in considering an institution's application 

for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2194426 NorthStar Bank

5602 15th Avenue North West

Seattle, WA 98107

(206) 297-4466

12/08/2003 04/01/2004 S X

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.

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None