Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 26

Week Ending June 28, 2003

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions June 22, 2003 to June 28, 2003

Discount Rates

Discount Rates -- decrease in the primary credit rate from 2-1/4 percent to 2 percent by 

the Federal Reserve Banks of Boston, New York, St. Louis, Kansas City, and San 

Francisco.

- Approved, June 25, 2003 

Discount Rates -- decrease in the primary credit rate from 2-1/4 percent to 2 percent by 

the Federal Reserve Banks of Philadelphia, Cleveland, Richmond, Atlanta, Chicago, 

Minneapolis, and Dallas.

- Approved, June 26, 2003 

Forms

Forms -- implementation of the Reporting and Disclosure Requirements in connection 

with Regulation W (Reg W).

- Approved, June 27, 2003 

Regulations And Policies

Noncontrolling equity investments -- comment to the Office of the Comptroller of the 

Currency on its proposed rule to permit federal branches of foreign banks to make 

noncontrolling equity investments and to establish loan production offices. 

- Approved, June 24, 2003 

Regulation Y -- final rule expanding the scope of commodity derivatives activities 

permissible for bank holding companies to permit them to take and make delivery of 

commodities underlying derivative contracts on an instantaneous, pass-through basis.

- Approved, June 25, 2003 

Enforcement

Centennial Bank of the West, Fort Collins, Colorado -- issuance of a consent order of 

assessment of a civil money penalty.

- Announced, June 24, 2003 

Community First Bank & Trust, Celina, Ohio -- issuance of a consent order of 

assessment of a civil money penalty.

- Announced, June 24, 2003 

(AC) = Addition or Correction Board - Page 1 of 1
June 22, 2003 to June 28, 2003

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

Business Bank of Nevada, Las Vegas, Nevada -- to establish a branch at 1662 Highway 

395, Suite 105, Minden.

- Approved, June 26, 2003 

San Francisco

Compass Bank, Birmingham, Alabama -- to establish branches at the intersections of 7th 

Street and Union Hills Drive, Phoenix, Arizona; and East Skyline Drive and North 

Campbell Avenue, Tucson.

- Approved, June 25, 2003 

Atlanta

First Capital Bank, Glen Allen, Virginia -- to establish a branch at 1776 Staples Mill 

Road, Richmond.

- Approved, June 25, 2003 

Richmond

Palm Beach County Bank, Boynton Beach, Florida -- to establish a branch at 2390 

North Federal Highway, Boca Raton.

- Approved, June 26, 2003 

Atlanta

Regions Bank, Birmingham, Alabama -- to establish branches at the intersection of 

Deerfoot Parkway and Old Springville Road, Trussville; and at 2925 South Loop 256, 

Palestine, Texas.

- Approved, June 25, 2003 

Atlanta

SouthTrust Bank, Birmingham, Alabama -- to establish a branch at 105 Cobblestone 

Village Drive, St. Augustine, Florida.

- Approved, June 26, 2003 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority June 22, 2003 to June 28, 2003

Bank Branches, Domestic

SunTrust Bank, Atlanta, Georgia -- to establish branches at 1022 West Main Street, 

Charlottesville, Virginia; and 5801 West Hillsborough Boulevard, Parkland, Florida.

- Approved, June 25, 2003 

Secretary

Bank Holding Companies

Centra Ventures, Inc., Foley, Minnesota -- request for an exemption under the 

Depository Institutions Management Interlocks Act and Regulation L.

- Granted, June 26, 2003 

General Counsel

Citizens Financial Group, Inc., Providence, Rhode Island -- request for an exemption 

under the Depository Institutions Management Interlocks Act and Regulation L.

- Granted, June 26, 2003 

General Counsel

FNB Corporation, Christiansburg, Virginia -- to merge with Bedford Bancshares, Inc., 

Bedford, and thereby acquire Bedford Federal Savings Bank and operate a savings 

association.

- Approved, June 23, 2003 

Richmond

Hume Bancshares Acquisition Corp, St. Louis, Missouri -- to become a bank holding 

company through the acquisition of Hume Bancshares, Inc. and its subsidiary, Hume 

Bank.

- Withdrawn, June 27, 2003 

Kansas City

JDOB, Inc., Sandstone, Minnesota -- to acquire shares of First National Bank of 

Hinkley, Hinkley, a de novo bank.

- Approved, June 25, 2003 

Minneapolis

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority June 22, 2003 to June 28, 2003

Bank Holding Companies

MNB Holdings Corporation, San Francisco, California -- to become a bank holding 

company through the acquisition of Mission National Bank.

- Approved, June 24, 2003 

San Francisco

South Shore Mutual Holding Company, Weymouth, Massachusetts -- to become a bank 

holding company through the acquisition of South Shore Co-operative Bank.

- Approved, June 23, 2003 

Boston

Union Financial Bancshares, Inc., Union, South Carolina -- to become a bank holding 

company through the acquisition of Provident Community Bank, National Association on 

its conversion from a thrift institution to a national bank.

- Approved, June 25, 2003 

Richmond

Bank Premises

The Bank of Commerce, Wetumka, Oklahoma, Wetumka, Oklahoma -- to increase its 

investment in bank premises.

- Withdrawn, June 27, 2003 

Kansas City

Change In Bank Control

Cornhusker Growth Corporation, Lincoln, Nebraska -- to retain control of Cornhusker 

Growth Corporation and Cornhusker Bank.

- Permitted, June 23, 2003 

Kansas City

Competitive Factors Reports

Bank Mutual Bancorp, MHC, Brown Deer, Wisconsin -- report on competitive factors 

of the proposed merger with Bank Mutual, Milwaukee.

- Submitted, June 27, 2003 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority June 22, 2003 to June 28, 2003

Competitive Factors Reports

Bank One, National Association, Columbus, Ohio; and Bank One, Delaware, National 

Association, Wilmington, Delaware -- report on competitive factors of the proposed 

merger with Bank One, West Virginia, National Association, Huntington, West Virginia; 

and Bank One Wheeling-Steubenville, National Association, Wheeling; and of the 

proposed merger of Bank One, National Association, Chicago, Illinois, with Bank One 

Gamma Interim Trust Company, National Association, Huntington, West Virginia; and 

Bank One Theta Interim Trust Company, National Association.

- Submitted, June 26, 2003 

Chicago

Beach Bank, North Miami Beach, Florida -- report on competitive factors of a proposed 

change in bank control.

- Submitted, June 4, 2003 (AC)

Atlanta

The Carver State Bank, Savannah, Georgia -- report on competitive factors of the 

proposed merger with Carver Interim, Inc.

- Submitted, June 4, 2003 (AC)

Atlanta

CornerstoneBank, Atlanta, Georgia -- report on competitive factors of the proposed 

merger with Interim CornerstoneBank. 

- Submitted, June 25, 2003 

Atlanta

First Federal Capital Bank, La Crosse, Wisconsin -- report on competitive factors of the 

proposed merger with Liberty State Bank, St. Paul, Minnesota.

- Submitted, June 24, 2003 

Minneapolis

Iowa State Bank, Algona, Iowa -- report on competitive factors of the proposed merger 

with Corwith State Bank, Corwith.

- Submitted, June 27, 2003 

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority June 22, 2003 to June 28, 2003

Competitive Factors Reports

Labette Bank, Altamont, Kansas -- report on competitive factors of the proposed 

acquisition of certain assets and assumption of certain liabilities of the La Cygne and 

Pleasanton branches of Gold Bank, Leawood.

- Submitted, June 23, 2003 

Kansas City

Newbank, N.A., New York, New York -- report on competitive factors of the 

proposed merger with The Bank of East Asia (USA), N.A., Alhambra, California; the 

proposed purchase by New Bank, N.A. (to be renamed The Bank of East Asia (USA), 

N.A., New York, New York) of certain assets and assumption of certain liabilities of The 

Bank of East Asia, Ltd., New York; and the proposed establishment of a branch in 

Brooklyn.

- Submitted, June 24, 2003 

San Francisco

Premierbank, Fort Atkinson, Wisconsin -- report on competitive factors of the proposed 

acquisition of two branches of Associated Bank, National Association, Green Bay.

- Submitted, June 27, 2003 

Chicago

Southern Community Bank, Atlantic, Daytona Beach, Florida -- report on competitive 

factors of the proposed merger with Trustmark National Bank, Jackson, Mississippi.

- Submitted, June 25, 2003 

Atlanta

Southern Community Bank, Orlando, Florida -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of four branches of Southern 

Community Bank, Daytona Beach.

- Submitted, June 4, 2003 (AC)

Atlanta

Washington Federal Savings and Loan, Seattle, Washington -- report on competitive 

factors of the proposed merger with United Savings and Loan Bank.

- Submitted, June 26, 2003 

San Francisco

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority June 22, 2003 to June 28, 2003

Competitive Factors Reports

West Des Moines State Bank, West Des Moines, Iowa -- report on competitive factors 

of the proposed merger with Hawkeye State Bank, Iowa City.

- Submitted, June 26, 2003 

Chicago

Extensions Of Time

Compass Bank, Birmingham, Alabama -- extension to July 17, 2004, to establish a 

branch at the intersection of South Yosemite Street and Kimmer Drive, Denver, 

Colorado.

- Granted, June 25, 2003 

Atlanta

HSBC Bank USA, Buffalo, New York -- extension to August 27, 2003, to establish a 

branch at 101 North Federal Highway, Boca Raton, Florida.

- Granted, June 26, 2003 

New York

Sand Ridge Bank, Highland, Indiana -- extension to July 15, 2004, to establish a branch 

at 11890 South Broadway, Crown Point, from its former location at U.S. Highway 231 

and Broadway Avenue.

- Granted, June 23, 2003 

Chicago

International Operations

J.P. Morgan Chase & Co., New York, New York -- to make an investment in JP 

Morgan Overseas Investment Capital Corporation, a subsidiary of its Edge corporation, 

JP Morgan International Finance Limited.

- Withdrawn, June 27, 2003 

New York

State Street Corporation, Boston, Massachusetts -- for State Street International 

Holdings, an indirect Edge corporation subsidiary of State Street Corporation, to make 

an additional investment in State Street Holdings Ireland, Dublin, Ireland.

- Approved, June 27, 2003 

Boston

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority June 22, 2003 to June 28, 2003

International Operations

State Street Corporation, Boston, Massachusetts -- for State Street International 

Holdings, an indirect Edge corporation subsidiary of State Street Corporation to make an 

additional investment in International Fund Services (Ireland) Limited, Dublin, Ireland.

- Withdrawn, June 27, 2003 

Boston

Membership

The First National Bank of Baldwin, Baldwin, Wisconsin -- to become a member of the 

Federal Reserve System on conversion from a national bank to a state chartered bank.

- Approved, June 26, 2003 

Minneapolis

The First National Bank of Flagler, Flagler, Colorado -- to become a member of the 

Federal Reserve System on conversion from a national bank to a state chartered bank.

- Approved, June 25, 2003 

Kansas City

NorthStar Bank, National Association, Seattle, Washington -- to become a member of 

the Federal Reserve System on conversion from a national bank to a state chartered bank.

- Approved, June 26, 2003 

San Francisco

Regulations And Policies

Short-term Interest Rates -- decrease in the target for the federal funds rate from 1-1/4 

percent to 1 percent.

- Approved, June 25, 2003 

FOMC

(AC) = Addition or Correction Delegated - Page 7 of 7
District 1 

Federal Reserve Bank of Boston 

Applications and notifications filed during the week ending Saturday, June 28, 2003 

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) Clinton Financial Services, MHC and Wachusett Financial 

Services, Inc. , both of Clinton, Massachusetts – application to 

become a mutual holding company and a stock bank holding 

company respectively, through the acquisition of Clinton 

Savings Bank, Clinton, Massachusetts. 

Newspaper - 07/31/2003 

Fed Reg – 07/18/2003 

3(a)(1) Beverly Financial MHC, Beverly Massachusetts – application to 

become a mutual holding company through the acquisition of 

100% of the voting shares of Beverly Co-operative Bank, 

Beverly, Massachusetts. 

Newspaper – 08/02/2003

Fed Reg - 07/28/2003 

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, June 28, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Manufacturers and Traders Trust Company, Buffalo, New York, 

to establish a branch office at 111 Court Street, Watertown, New 

York.

Newspaper – 7/30/2003

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

Type Application

Ending date of

comment period

3A5 Lakeland Bancorp, Inc., Oak idge, New Jersey to merge with 

CSB Financial, Teaneck, New Jersey.

Newspaper – 7/16/2003

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 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, June 28, 2003

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) Pebblespring Holding Company, Berwyn, PA, to form a bank 

holding company by acquiring Eagle National Bank, Upper

Darby, PA.

Newspaper - 07/25/2003

Fed. Reg - 07/25/2003

3(a)(1) FSB Bankshares Corporation, Perkasie, PA, to form a bank 

holding company by acquiring First Savings Bank of Perkasie, 

Perkasie, PA. 

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 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, June 28, 2003

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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, June 28, 2003

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 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, June 28, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 925 Lockwood Boulevard, Oviedo, Florida, to be 

known as the East Oviedo Branch.*

Newspaper-07/11/2003

Branch Colonial Bank, Montgomery, Alabama, to establish a branch 

located at 900 Village Trail, Port Orange, Florida.*

Newspaper-07/04/2003

Branch First Florida Bank, Naples, Florida, to establish a branch located 

at 8801 Tamiami Trail East, Naples, Florida.*

Newspaper-07/07/2003

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at 

80 Westlake Road, Hardy, Virginia, to be known as the Smith 

Mountain Lake Kroger Office.*

Newspaper-07/09/2003

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at 

800 South Harbour Island Boulevard, Tampa, Florida, to be 

known as the Harbour Island Office.*

Newspaper-07/09/2003

*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

3(a)(1) Federation de caisses Desjardins du Quebec, Levis, Quebec,

Canada, to become a bank holding company by acquiring 100 

percent of the outstanding shares of Desjardins Bank, N.A.,

Hallandale, Florida (upon conversion from an FSB).*

Newspaper-N/Avail 

Fed Reg-07/25/2003

3(a)(1) La Caisse centrale Desjardins du Quebec, Montreal, Quebec, 

Canada, to become a bank holding company by acquiring 100 

percent of the outstanding shares of Desjardins Bank, N.A.,

Hallandale, Florida (upon conversion from an FSB).*

Newspaper-N/Avail 

Fed Reg-07/25/2003

3(a)(1) Desjardins FSB Holdings, Inc., Wilmington, Delaware, to

become a bank holding company by acquiring 100 percent of the 

outstanding shares of Desjardins Bank, N.A., Hallandale,

Florida (upon conversion from an FSB).*

Newspaper-N/Avail 

Fed Reg-07/25/2003
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) The Desjardins Group, Montreal, Quebec, Canada, to become a 

bank holding company by acquiring 100 percent of the

outstanding shares of Desjardins Bank, N.A., Hallandale,

Florida (upon conversion from an FSB).*

Newspaper-N/Avail 

Fed Reg-07/25/2003

3(a)(1) Marco Community Bancorp, Inc., Marco Island, Florida, to 

become a bank holding company by acquiring 100 percent of the 

outstanding shares of Marco Community Bank, Marco Island, 

Florida (in organization).*

Newspaper-07/09/2003

Fed Reg-N/Avail

*Subject to 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

COM CNB Holdings, Inc., commitment waiver request.

COM Integrity Bancshares, Inc., Alpharetta, Georgia, commitment 

waiver request.
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, June 28, 2003 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch Baylake Bank, Sturgeon Bay, Wisconsin, to establish a branch 

facility to be located at 1450 Scheuring Road, De Pere, 

Wisconsin.* 

Newspaper – 06/30/2003 

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

to be located at 2615 Lake Lansing, Lansing, Michigan.* 

Newspaper – 07/04/2003 

Branch Harris Trust and Savings Bank, Chicago, Illinois, to establish a 

branch facility to be located at 352 East Illinois Street, Chicago, 

Illinois.* 

Newspaper – 07/02/2003 

Branch Oregon Community Bank and Trust, Oregon, Wisconsin, to 

establish a branch facility to be located at the southwest corner 

of County Trunk Highway CC and Alpine Blvd., Oregon, 

Wisconsin.* 

Newspaper – 06/26/2003 

* 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)(3 Alpha Financial Group, Inc., Employee Stock Ownership Plan, 

Toluca, Illinois, to acquire an additional 3,388 shares coupled 

with Alpha Financial Group, Inc.'s plans to repurchase 9,116 

shares the ESOP's ownership of Alpha Financial Group, Inc. and 

thereby indirectly acquire Alpha Community Bank, both of 

Toluca, Illinois, will increase 6.7 percent to 39.38 percent.* 

Fed Reg – 07/28/2003 

Newspaper – 7/20/2003 

3(a)(1) Community State Bank Employee Stock Ownership Plan & 

Trust, Union Grove, Wisconsin, to become a bank holding 

company through the retention of at least 29.59 percent of the 

voting shares of Union Bancorporation, Inc., Union Grove, 

Wisconsin, and thereby indirectly acquire Community State 

Bank, Union Grove, Wisconsin.* 

Fed Reg – 07/17/2003 

Newspaper – 07/12/2003 
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of 

comment period

CIC Notice by John J. Reilly, Glencoe, Illinois, to purchase 169,642 

shares or 23.56 percent voting control of Hawthorn Corporation, 

Mundelein, Illinois, and thereby indirectly acquire Hawthorn 

Bank, Mundelein, Illinois. 

Fed Reg – 06/05/2003 

Newspaper – N/Avail 

3(a)(3) Heartland Financial USA, Inc., Dubuque, Iowa, to acquire 80 

percent of Arizona Bank & Trust (in organization), Mesa, 

Arizona.* 

Fed Reg – 07/28/2003 

Newspaper – N/Avail 

3(a)(1) Kankakee Bancorp, Inc., Kankakee, Illinois, to become a bank 

holding company by merging with Aviston Financial 

Corporation, Aviston, Illinois, and thereby indirectly acquiring 

100 percent of the voting shares of State Bank of Aviston, 

Aviston, Illinois; to retain control of KFS Bank, F.S.B., 

Kankakee, Illinois, and thereby operate a savings association; to 

engage in real estate appraisal services through KFS Service 

Corp., Kankakee, Illinois, a wholly-owned subsidiary of KFS 

Bank F.S. B., Kankakee, Illinois, and to engage in securities 

brokerage activities through KFS Insurance Agency, Inc., 

Kankakee, Illinois, a wholly-owned subsidiary of KFS Service 

Corp., Kankakee, Illinois, which is a wholly-owned subsidiary 

of KFS Bank, F.S.B., Kankakee, Illinois.* 

Fed Reg – 07/12/2003 

Newspaper – N/Avail 

CIC Notice by Tim Lapke of Logan, Iowa; John Lapke of Logan, 

Iowa; and Chris Hartwig of Missouri Valley, Iowa, to gain 

control of Logan Bancorporation, Inc., Logan, Iowa, through the 

acquistion of stock coupled with the redemption of holding 

company stock; and thereby indirectly acquiring control of First 

National Bank of Logan, Logan, Iowa. 

Fed Reg – 06/12/2003 

Newspaper – 06/10/2003 

CIC Notice by David A. Bochnowski, to acquire up to 10.73 percent 

of the voting shares of NorthWest Indiana Bancorp, Munster, 

Indiana, and thereby indirectly control Peoples Bank SB, 

Munster, Indiana. 

Fed Reg – 07/15/2003 

Newspaper – N/Avail 

CIC Notice by Boulevard Financial, LP (proposed family limited 

partnership), to gain control of more than 25 percent of the 

outstanding shares of TNB Bancorp, Inc., Tuscola, Illinois, and 

thereby indirectly acquire Tuscola National Bank, Tuscola, 

Illinois. 

Fed Reg – 06/30/2003 

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 

306739 State Bank of Blue Mound 

202 N. St. Marie Street 

Blue Mound, Illinois 62513 

(217) 692-2157 

03/24/2003 06/25/2003 S X 

382742 Onsted State Bank 

112 S. Main Street 

Onsted, Michigan 49265 

(517) 467-2144 

03/17/2003 06/27/2003 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, June 28, 2003

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

4c8 Arvest Bank Group, Inc., Bentonville, Arkansas (Arvest), to 

acquire 100 percent of the Superior Financial Corp., Little Rock, 

Arkansas, and thereby indirectly acquire Superior Bank, Fort 

Smith, Arkansas, and thereby operate a savings association. 

Through Superior Bank, Arvest will indirectly engage in the 

following nonbanking activities: operating a consumer finance 

company through Superior Finance Company, Fort Smith, 

Arkansas; engage in discount brokerage and investment advisory 

services through Superior Financial Services, Inc., Fort Smith, 

Arkansas; act as a general insurance agency or broker to sell all 

lines of insurance or insurance related products through Superior 

Insurance Service, Inc., Paris, Arkansas; and sell consumer loan 

credit life and disability insurance to consumer loan borrowers 

of the bank through Southwest Protective Life Insurance 

Company, Fort Smith, Arkansas.*

Newspaper – 07/23/2003

Fed Reg – 07/28/2003

* 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

643546

Leitchfield Deposit Bank & Trust 

Company

Leitchfield, Kentucky

03/10/2003 06/24/2003 S X

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, June 28, 2003 

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) Allied Equity Holding Corporation, Denver, Colorado, to 

become a bank holding company by acquiring 100 percent of 

Western Dakota Holding Company, Timber Lake, South 

Dakota.* 

Fed Reg – 07/25/2003 

Newspaper – N/Avail 

CIC Retroactive Change in control notice by the Gary M. McKellips 

Revocable Trust and the Debra K. McKellips Revocable Trust, 

to retain control of First State Banking Corp., Alcester, South 

Dakota, and thereby indirectly retain control of State Bank of 

Alcester, Alcester, South Dakota. 

Fed Reg – N/Avail 

Newspaper – N/Avail 

CIC Retroactive Change in control notice by Lynn Martin Hoghaug, 

Devils Lake, North Dakota, to retain control of Ramsey 

Financial Corporation, Devils Lake, North Dakota, and thereby 

indirectly retain control of The Ramsey National Bank and Trust 

Company of Devils Lake, Devils Lake, North Dakota. 

Fed Reg – 07/21/2003 

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, June 28, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Community Banks of Colorado, Greenwood Village, Colorado, 

to establish a branch at 277 Broadway, Suite C, Denver, 

Colorado.

Newspaper - 07/26/2003

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

Type Application

Ending date of

comment period

3(a)(1) Canon Bank Corporation, Canon City, Colorado, to become a 

bank holding company through the acquisition of 80 percent of 

the voting shares of Canon National Bank, Canon City, 

Colorado.

Newspaper - 07/21/2003

Fed Reg - 07/18/2003

3(a)(3) Peoples Bancshares, Inc., Kansas City, Missouri, to acquire an 

additional 22.87 percent, for a total of 68.7 percent of the voting 

shares of MidAmerican Bancshares, Inc., Harrisonville, 

Missouri, parent of Allen Bank and Trust Company, 

Harrisonville, Missouri.

Newspaper - 07/14/2003

Fed Reg - 07/12/2003

3(a)(3) Platte County Bancshares, Inc., Platte City, Missouri, to acquire 

an additional 6.2 percent, for a total of 18.7 percent of the voting 

shares of MidAmerican Bancshares, Inc., Harrisonville, 

Missouri, parent of Allen Bank and Trust Company, 

Harrisonville, Missouri.

Newspaper - 07/14/2003

Fed Reg - 07/12/2003

CIC Notice by Robin K. Buerge, individually, and the following 

notificants acting in concert: Robin K. Buerge Revocable Trust, 

Tulsa, Oklahoma, Robin K. Buerge, Trustee; Steven Buerge 

Voting Trust, Fort Scott, Kansas, Robin K. Buerge, Trustee; and 

APB Investments, LLC, Tulsa, Oklahoma, Robin K. Buerge, 

Manager, to acquire control of Grand Lake Bancorp, Inc., parent 

of Grand Lake Bank, Tulsa, Oklahoma. 

Newspaper - 07/17/2003

Fed Reg - 07/15/2003

CIC Notice by the 2003 Voting Trust Agreement and its trustees: 

Forest Levan Kelly, Oliver Tracy Kelly, and Albert Charles 

Kelly of Bristow, Oklahoma; William Royce Kelly, Tulsa, 

Oklahoma; and Allison Asbury Kelly, Okemah, Oklahoma to 

acquire control of Spirit Bankcorp, Inc., Bristow, Oklahoma, 

parent of SpiritBank, Tulsa, Oklahoma.

Newspaper - N/Avail

Fed Reg - 06/23/2003
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

Premises The Bank of Commerce, Wetumka, Oklahoma, to increase its 

investment in bank premises in the amount of $1,974,000.

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

50957 1

st Financial Bank

11120 W. 135th Street

Overland Park, Kansas 66225-5666

03/24/2003 06/24/2003 S X

957757 Community Bank and Trust Company

100 S. Wood Street

Neosho, Missouri 64850-1819

03/24/2003 06/24/2003 S X
Section VI – CRA examinations scheduled for 4

th Quarter of 2003

Institution Location

Centennial Bank of the West Fort Collins, Colorado

The Colorado Bank and Trust Company of 

La Junta

La Junta, Colorado

First Mountain Bank Leadville, Colorado

Olathe State Bank Olathe, Colorado

Bank of Holden Holden, Missouri

Battle Creek State Bank Battle Creek, Nebraska

Wahoo State Bank Wahoo, Nebraska

Bank South Tulsa, Oklahoma

Security State Bank of Basin Basin, Wyoming

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, June 28, 2003

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) Industry Bancshares, Inc., Industry, TX, andIndustry Holdings, 

Inc., Wilmington, DE, to acquire Fayetteville Bancshares, Inc., 

Fayetteville, TX, and Fayetteville Bank, Fayetteville, TX*

Fed Reg – 07/25/2003

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

239659 First Bank

300 E. 3rd Street

Burkburnett, Texas 76354-3496

10/07/2002 06/30/2003 S X

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, June 28, 2003

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

CIC Notice by Kurt S. and Judith Moylan, Barrigada Heights, Guam, 

to increase their ownership in Citizens Bancorp, Agana, Guam.*

Newspaper – N/Avail 

Fed Reg – 07/21/2003

CIC Notice by Robert Lee McKean, North Plains, Oregon, to 

increase his ownership in Albina Community Bancorp, Portland, 

Oregon.*

Newspaper – N/Avail 

Fed Reg – 07/17/2003

* 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

4(c)(8) The Mitsubishi Trust and Banking Corporation, Tokyo, Japan, to 

engage in the making, acquiring and servicing of loans, the 

leasing of personal property, or acting as agent, broker or 

advisor in the leasing of such property, through the acquisition 

of the remaining 25 percent of Spectrum Capital, Ltd., 

Greenwich, Connecticut.

Fed Reg – 07/15/2003

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

Type Application

3(a)(5)(C) State Bank Corporation, Lake Havasu City, Arizona, to become 

a bank holding company by acquiring 100 percent of Mohave 

State Bank, Lake Havasu City, Arizona.
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