Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 17

Week Ending April 28, 2001

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions April 22, 2001 to April 28, 2001

Bank Holding Companies

Amplicon, Inc., Santa Ana, California -- to become a bank holding company through 

the acquisition of California First National Bank, a de novo bank, and to engage in 

personal property leasing activities.

- Approved, April 23, 2001 

(AC) = Addition or Correction Board - Page 1 of 1
April 22, 2001 to April 28, 2001

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

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Allfirst Bank, Baltimore, Maryland -- to establish a branch at 17724 Garland Groh 

Boulevard, Hagerstown.

- Approved, April 23, 2001 

Secretary

BancFirst, Oklahoma City, Oklahoma -- to establish branches at 11001 North May 

and 7136 South Yale Avenue, Tulsa.

- Approved, April 26, 2001 

Kansas City

Bank of Murfreesboro, Murfreesboro, Tennessee -- to establish a branch at 454 

South Lowry Street, Smyrna.

- Approved, April 25, 2001 

Atlanta

Community Bank of Bergen County, Maywood, New Jersey -- to establish a branch 

at 12-79 River Road, Fair Lawn.

- Approved, April 27, 2001 

New York

Hanmi Bank, Los Angeles, California -- to establish a branch at 14474 Culver Drive, 

Irvine.

- Approved, April 26, 2001 

San Francisco

MontroseBank, Montrose, Colorado -- to establish a branch at Highway 550 South 

and Ogden Road.

- Approved, April 26, 2001 

Kansas City

New Peoples Bank, Inc., Honaker, Virginia -- to establish a branch at U.S. Routes 

19 and 460, Pounding Mill.

- Approved, April 25, 2001 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority April 22, 2001 to April 28, 2001

Bank Holding Companies

Ambanc Holding Company, Inc., Bowling Green, Kentucky -- to become a bank 

holding company through the acquisition of American Bank & Trust Company, Inc.

- Approved, April 26, 2001 

St. Louis

Charter One Financial, Inc., Cleveland, Ohio -- to acquire Alliance Bancorp, 

Hinsdale, Illinois, and its subsidiary, Liberty Federal Bank.

- Approved, April 23, 2001 

Cleveland

Citigroup Inc., New York, New York -- commenter's request to extend the comment 

period on the application to acquire European American Bank, Uniondale.

- Denied, April 27, 2001 

Secretary

eZ Bancorp, Inc., Grand Rapids, Michigan -- to become a bank holding company 

through the acquisition of eZCommunityBank.com, a de novo bank.

- Approved, April 24, 2001 

Chicago

Hampton Roads Bankshares, Inc., Chesapeake, Virginia -- to become a bank holding 

company through the acquisition of Bank of Hampton Roads.

- Approved, April 25, 2001 

Richmond

Jefferson County Bancshares, Inc., Festus, Missouri -- to acquire Perry County 

Financial Corporation, Perryville, and its subsidiary, Perry County Savings Bank, 

FSB.

- Approved, April 23, 2001 

St. Louis

MB Financial, Inc., Chicago, Illinois, and Manufacturers National Corporation -- to 

acquire FSL Holdings, Inc., South Holland, and First Savings & Loan Association of 

South Holland.

- Approved, April 26, 2001 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority April 22, 2001 to April 28, 2001

Bank Holding Companies

Pelican Financial, Inc., Ann Arbor, Michigan -- commitment waiver request.

- Granted, April 25, 2001 

Atlanta

The Royal Bank of Scotland Group plc, Edinburgh, Scotland; RBSG International 

Holdings Ltd.; and Citizens Financial Group, Inc., Providence, Rhode Island -- relief 

from certain commitments.

- Granted, April 27, 2001 

Director, BS&R

State Bank of Slater ESOP & Trust, Slater, Missouri -- to acquire additional shares 

of Slater Bancshares, Inc., and thereby increase its ownership of State Bank of Slater.

- Withdrawn, April 24, 2001 

Kansas City

USABancShares.com, Inc., Philadelphia, Pennsylvania -- to acquire shares of 

Bondsonline Group, Inc., Mercer Island, Washington.

- Withdrawn, April 19, 2001 (AC)

Philadelphia

Banks, Nonmember, And Miscellaneous Institutions

Dixie Bell Credit Union, Fort Worth, Texas -- deregistration under Regulation U.

- Approved, April 25, 2001 

Dallas

HCC Insurance Holdings, Inc., Houston, Texas -- deregistration under Regulation U.

- Approved, April 23, 2001 

Dallas

Change In Bank Control

Fayetteville Bancshares, Inc., Fayetteville, Texas -- change in bank control.

- Permitted, April 27, 2001 

Dallas

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority April 22, 2001 to April 28, 2001

Competitive Factors Reports

A.G. Edwards Trust Company, St. Louis, Missouri -- report on competitive factors 

of the proposed merger with A.G. Edwards Trust Company, FSB.

- Submitted, April 26, 2001 

St. Louis

Bank of Benton, Benton, Kentucky -- report on competitive factors of the proposed 

merger with Calvert Bank, Calvert City.

- Submitted, April 27, 2001 

Secretary

CNB National Bank, Lake City, Florida -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Lake City and Live 

Oak branches of Republic Bank, St. Petersburg.

- Submitted, April 23, 2001 

Secretary

CornerBank, National Association, Winfield, Kansas -- report on competitive factors 

of the proposed purchase of certain assets and assumption of certain liabilities of the 

Arkansas City branch of Commercial Federal Bank, a Federal Savings Bank, Omaha, 

Nebraska.

- Submitted, April 25, 2001 

Kansas City

Evergreen Bank, Bellevue, Washington -- report on competitive factors of the 

proposed merger with Interim Evergreen Bank.

- Submitted, April 18, 2001 (AC)

San Francisco

First Bank of Arizona, N.A., Scottsdale, Arizona -- report on competitive factors of 

the proposed consolidation with First National Bank of Arizona, Chandler.

- Submitted, April 23, 2001 

San Francisco

First Charter Mutual Holding Company, West Point, Georgia, and Charter Financial 

Corporation -- report on competitive factors of the proposed acquisition of 

CharterBank as part of a restructuring from a mutual to a stock company.

- Submitted, April 25, 2001 

Atlanta

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority April 22, 2001 to April 28, 2001

Competitive Factors Reports

First National Bank of Florida, Naples, Florida -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain liabilities of Citizens 

Community Bank of Florida, Marco Island.

- Submitted, April 24, 2001 

Cleveland

First National Bank of Waverly, Waverly, Ohio -- report on competitive factors of 

the proposed merger with First Interim National Bank.

- Submitted, April 24, 2001 

Cleveland

First Security Bank, N.A., Ogden, Utah -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain liabilities of National 

Bank of Alaska, Anchorage, Alaska.

- Submitted, April 23, 2001 

San Francisco

First State Bank, Sarasota, Florida -- report on competitive factors of the proposed 

acquisition of First State Bank of Pinellas, St. Petersburg.

- Submitted, April 27, 2001 

Atlanta

Geneva State Bank, Geneva, Nebraska -- report on competitive factors of the 

proposed merger with Shickley State Bank, Shickley.

- Submitted, April 25, 2001 

Kansas City

Highland Bank, St. Michael, Minnesota -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain liabilities of the 

Bloomington branch of Fidelity Federal Bank, FSB, Glendale, California.

- Submitted, April 25, 2001 

Minneapolis

Liberty Federal Bank, Hinsdale, Illinois -- report on competitive factors of the 

proposed merger with Charter One Bank, FSB, Cleveland, Ohio.

- Submitted, April 24, 2001 

Cleveland

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority April 22, 2001 to April 28, 2001

Competitive Factors Reports

Perpetual Bank, a Federal Savings Bank, Anderson, South Carolina -- report on 

competitive factors of the proposed merger with Heritage Federal Bank, Laurens.

- Submitted, April 23, 2001 

Richmond

Redding Bank of Commerce, Redding, California -- report on competitive factors of 

the proposed purchase of certain assets and assumption of certain liabilities of the 

Citrus Heights branch of FirstPlus Bank, Tustin.

- Submitted, April 24, 2001 

San Francisco

TeamBank, National Association, Paola, Kansas -- report on competitive factors of 

the proposed merger with Fort Calhoun State Bank, Fort Calhoun, Nebraska. 

- Submitted, April 25, 2001 

Kansas City

Three Rivers Bank and Trust Company, Jefferson, Pennsylvania -- report on 

competitive factors of the proposed merger with The Pennsylvania Capital Bank, 

Pittsburgh.

- Submitted, April 24, 2001 

Cleveland

United Bank of Kansas, Whiting, Kansas -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain liabilities of the 

Lancaster branch of Missouri Bank and Trust Company, Kansas City, Missouri.

- Submitted, April 25, 2001 

Kansas City

Extensions Of Time

Employee Stock Ownership Trust of People's Bank and Trust Company of Pickett 

County, Byrdstown, Tennessee -- extension to July 30, 2001, to acquire shares of 

Upper Cumberland Bancshares, Inc.

- Granted, April 27, 2001 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority April 22, 2001 to April 28, 2001

Extensions Of Time

First Bancorp, Troy, North Carolina -- extension to August 16, 2001, to merge with 

Century Bancorp, Inc., Thomasville.

- Granted, April 17, 2001 (AC)

Richmond

First Mountain Company KSOP Plan and Trust, Montrose, Colorado -- extension to 

January 25, 2003, to acquire shares of First Mountain Company.

- Granted, April 25, 2001 

Kansas City

Gateway Financial Corporation, Elizabeth City, North Carolina -- extension to July 

31, 2001, to become a bank holding company through the acquisition of Gateway 

Bank and Trust Co.

- Granted, April 26, 2001 

Richmond

Financial Holding Companies

First West Texas Bancshares, Inc., Midland, Texas, and First Delaware Bancshares, 

Inc., Dover, Delaware -- election to become financial holding companies.

- Effective, April 27, 2001 

Dallas

Heritage Capital Corporation, Ashland, Pennsylvania -- election to become a 

financial holding company.

- Effective, April 26, 2001 

Cleveland

Peoples Bancorporation, Inc., Cuba, Missouri -- election to become a financial 

holding company.

- Effective, April 23, 2001 

St. Louis

S&T Bancorp, Indiana, Pennsylvania -- election to become a financial holding 

company.

- Effective, April 26, 2001 

Cleveland

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority April 22, 2001 to April 28, 2001

International Operations

First Union National Bank, Charlotte, North Carolina -- to extend the corporate 

existence of its Edge corporation, Philadelphia International Investment Corporation, 

Philadelphia, Pennsylvania.

- Approved, April 20, 2001 (AC)

Richmond

Sterling National Bank, New York, New York -- to establish an agreement 

corporation, Sterling Trade Services, Inc.

- Approved, April 23, 2001 

Director, BS&R

(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 28, 2001

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 28, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bayerische Hypo- und Vereinsbank Aktiengesellschaft, Munich,

Germany, to establish additional branches at 622 Third Avenue

and 245 Park Avenue, both in New York, New York.*

Newspaper – 05/14/2001

Representative

Office

China Merchants Bank, Shenzhen, People’s Republic of China,

to establish a representative office in New York, New York.

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

3(a)(3) First BanCorp, San Juan, Puerto, to acquire up to 8.73 percent of

the voting shares of Southern Security Bank Corporation,

Hollywood, Florida.

Newspaper - 05/06/01

Fed Reg - 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

Chemung Canal Trust Company

One Chemung Canal Plaza

Elmira, New York 14902-1522

02/14/2000 08/22/2000 O

United States Trust Company of NY

114 West 47th Street

New York, New York 10036

04/03/2000 10/26/2000 O

Manufacturers & Traders Trust Co.

One M&T Plaza

Buffalo, New York 14240

04/03/2000 11/20/2000 O

Banco Popular de Puerto Rico

POBox 2708

San Juan, Puerto Rico 00936-2708

06/05/2000 12/14/2000 O

Bank of Smithtown

One East Main Street

Smithtown, New York 11787

08/28/2000 02/12/2000 S

Bankers Trust Company

130 Liberty Street

New York, New York 10006

06/05/2000 12/27/2000 O

European American Bank

One EAB Plaza

Uniondale, New York 11555

10/02/2000 05/24/2001 S

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 28, 2001

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

551315 Wilmington Trust of PA, Villanova,

PA

09/21/2000 03/15/2001 O X

160545 Main Street Bank, Reading, PA 07/24/2000 02/17/2001 S X

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 28, 2001

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

362717 The Croghan Colonial Bank

Fremont, OH

01/29/2001 04/16/2001 S X

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 28, 2001

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)(5) First Virginia Bankshares, Inc., Falls Church, Virginia, to

merge with James River Bankshares, Inc., Suffolk, Virginia.*

Fed Reg - 05/21/2001

Newspaper - 05/07/2001

*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

3(a)(1) Paragon Commercial Corporation, Raleigh, North Carolina, to

become a bank holding company through the acquisition of

Paragon Commercial Bank, Raleigh, North Carolina.

Member Four Oaks Bank & Trust Company, Four Oaks, North Carolina,

for membership in the Federal Reserve System.

Member The Freedom Bank of Virginia, Vienna, Virginia (in organization), for membership in the Federal Reserve System.
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

829032 Barbour County Bank

107 Pike Street

Philippi, West Virginia 26416

02/12/2001 04/26/2001 S X

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 28, 2001

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)(5) GB&T Bancshares, Inc., Gainesville, Georgia, to merge with

Community Trust Financial Services Corporation, Hiram,

Georgia, and thereby acquire Community Trust Bank, Hiram,

Georgia.

Fed Reg – 05/17/2001

3(a)(3) Wewahitchka State Bank Employee Stock Ownership Plan,

Wewahitchka, Florida, to increase its ownership interest in Gulf

Coast Community Bancshares, Inc., Wewahitchka, Florida, and

Wewahitchka State Bank, Wewahitchka, Florida, by more than

50 percent.

Fed Reg – 05/29/2001

CIC FCB Financial, Inc., Tampa, Florida, prior notification filed by

Mr. Albert Salem, Jr. to acquire an additional 11.92 percent of

the outstanding shares of FCB Financial, Inc., Tampa, Florida,

and its subsidiary, First Commercial Bank of Tampa, Tampa,

Florida. Total ownership will equal 21.68 percent.

N/Avail

3(a)(1) Georgia Banking Company, Inc., Atlanta, Georgia, to become a

bank holding company by acquiring Georgia Banking Company,

Atlanta, Georgia (in organization).

Newspaper – 05/31/2001

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) GB&T Bancshares, Inc., Gainesville, Georgia, to engage in

extending credit and servicing loans (consumer finance

business), credit insurance, and tax planning and preparation

servicing by acquiring Community Loan Company, Inc.,

Cartersville, Georgia.

05/17/2001
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) GB&T Bancshares, Inc., Gainesville, Georgia, to engage in real

estate and personal property appraising by acquiring Metroplex

Appraisals, Inc., Hiram, Georgia.

05/17/2001

4(c)(8) GB&T Bancshares, Inc., Gainesville, Georgia, to engage in data

processing activities by acquiring 49 percent of Cash

Transactions, LLC, Dallas, Georgia.

05/17/2001

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

Type Application

COM SunTrust Banks, Inc., Atlanta, Georgia, commitment waiver

request.

3(a)(1) Capital Bancorp, Inc., Nashville, Tennessee, notice to become a

bank holding company by acquiring Capital Bank and Trust

Company, Nashville, Tennessee.

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 28, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Merger & Branch Citizens First State Bank of Walnut, Walnut, Illinois, for prior

approval to acquire the Wyanet, Illinois branch of Peoples

National Bank of Kewanee, Kewanee, Illinois and thereby to

establish a branch at 135 Main Street, Wyanet, Illinois.*

Newspaper – N/Avail

Merger & Branch 1st Source Bank, South Bend, Indiana, for prior approval to

acquire the two branches of Old Kent Bank, Grand Rapids,

Michigan and thereby to establish branches at 4009 Red Arrow

Highway, St. Joseph, Michigan and 715 Ship Street, St. Joseph,

Michigan.*

Newspaper – N/Avail

Branch First Banking Center, Burlington, Wisconsin, for prior approval

to establish a branch at 200 Main Street, Darlington,

Wisconsin.*

Newspaper – 4/27/2001

Merger & Branch M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin, for prior

approval to acquire of the Phoenix, Arizona branch of Harris

Trust Bank of Arizona, Scottsdale, Arizona and thereby to

establish a branch at 19828 North 27th Avenue, Phoenix,

Arizona.*

Newspaper – 4/29/2001

* 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) Advantage Bancorp, Woodbury, Minnesota, for prior approval

to become a bank holding company through the acquisition of

100 percent of the voting shares of First Choice Bank (in

organization), Geneva, Illinois.*

Fed Reg – 5/29/2001

Newspaper – N/Avail

3(a)(1) Ameriana Bancorp, New Castle, Indiana, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Ameriana Bank and Trust, SB,

New Castle, Indiana (formerly known as Ameriana Bank &

Trust of Indiana).*

Fed Reg – 5/14/2001

Newspaper – 5/14/2001
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) American National Bank of Beaver Dam Employee Stock

Ownership Trust, Beaver Dam, Wisconsin, for prior approval to

become a bank holding company through the acquisition of 30

percent of the voting shares of Ambanc Financial Services, Inc.,

Beaver Dam, Wisconsin and thereby indirectly acquire

American National Bank of Beaver Dam, Beaver Dam,

Wisconsin and Bank of Helenville, Helenville, Wisconsin.*

Fed Reg – 4/25/2001

Newspaper – 4/21/2001

3(a)(5) CIB Marine Bancshares, Inc., Pewaukee, Wisconsin, for prior

approval to acquire 100 percent of the voting shares of Citrus

Financial Services, Inc., Vero Beach, Florida and thereby

indirectly acquire Citrus Bank, N.A., Vero Beach, Florida.*

Fed Reg – 5/29/2001

Newspaper – N/Avail

3(a)(1) & 4(c)(8) First Indiana Corporation, Indianapolis, Indiana, for prior

approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of First Indiana

Bank, National Association (in organization), Indianapolis,

Indiana; to engage in community development activities through

its wholly-owned subsidiary, Pioneer Service Corporation; and

in the following nonbanking activities through its wholly-owned

subsidiary, Somerset Financial Services, LLC, Indianapolis,

Indiana: financial and investment advisory activities;

management consulting and counseling activities; real estate and

personal property appraising related to extending of credit and

data processing and to acquire 100 percent of the voting shares

of First Indiana Bank, FSB, Indianapolis, Indiana.*

Fed Reg – 5/04/2001

Newspaper – 4/30/2001

3(a)(5) First Merchants Corporation, Muncie, Indiana, for prior

approval to acquire 100 percent of the voting shares of Francor

Financial, Inc., Wabash, Indiana and thereby indirectly acquire

Frances Slocum Bank and Trust Company, Wabash, Indiana.*

Fed Reg – 4/27/2001

Newspaper – 4/30/2001

3(a)(3) Foresight Financial Group, Inc., Rockford, Illinois, for prior

approval to acquire 100 percent of the voting shares of Lena

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

State Bank, Lena, Illinois.*

Fed Reg – 5/11/2001

Newspaper – 5/10/2001

3(a)(3) Heartland Bancorp, Inc., Bloomington, Illinois, for prior

approval to acquire 100 percent of the voting shares of Chenoa

Corporation, Chenoa, Illinois and thereby indirectly acquire

Bank of Chenoa, Chenoa, Illinois.*

Fed Reg – 5/03/2001

Newspaper – 4/30/2001

3(a)(1) Henry State Bancorp, Inc., Henry, Illinois, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Henry State Bank, Henry,

Illinois.*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Hustisford Community Bancorp, Inc., Hustisford, Wisconsin, for

prior approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of Hustisford

State Bank, Hustisford, Wisconsin.*

Fed Reg – 5/29/2001

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

Type Application

Ending date of

comment period

3(a)(3) Mahaska Investment Company ESOP, Oskaloosa, Iowa, for

prior approval to acquire an additional 30,000 shares, or 0.76%

of the voting shares of Mahaska Investment Company,

Oskaloosa, Iowa.*

Fed Reg – 5/10/2001

Newspaper – 5/11/2001

3(a)(3) Marshall & Ilsley Corporation, Milwaukee, Wisconsin, for prior

approval to acquire 100 percent of the voting shares of M&I

Bank of Mayville (in organization), Mayville, Wisconsin.*

Fed Reg – 4/27/2001

Newspaper – 4/26/2001

* 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) Northern Trust Corporation, Chicago, Illinois, notification of

intent to acquire more than 5 percent of the outstanding voting

securities of Hub Co., LLC. New York, New York.

Fed Reg – N/Avail

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.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

717746 M&I Bank South

100 N. Main Street

Janesville, Wisconsin 53547

(608) 754-7771

12/20/2000 4/23/2001 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, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by Arvest Bank, Fort Smith, Arkansas, to establish a

branch at 4800 Kelley Highway, Fort Smith, Arkansas.*

5/18/2001

* 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), 4(c)(8) Notice by Harrodsburg First Financial Bancorp, Inc.,

Harrodsburg, Kentucky, to become a bank holding company

through the acquisition of 51 percent of the voting shares of

Citizens Financial Bank, Inc., Glasgow, Kentucky. Also, a

companion notice by Harrodsburg First Financial Bancorp, Inc.

to retain its existing thrift subsidiary, First Financial Bank,

Harrodsburg, Kentucky.*

Newspaper – 5/27/2001

Fed Reg – 5/21/2001

3(a)(5), 3(a)(3) Notice by Bank of Mulberry Employee Stock Ownership Plan,

Mulberry, Arkansas, to acquire up to 55.54 percent of Acme

Holding Company, Inc., Mulberry, Arkansas. Also, a

companion notice by Acme Holding Company to acquire

Mansfield Bankstock, Inc., Mansfield, Arkansas.*

Newspaper – 5/12/2001

Fed Reg – 5/11/2001

3(a)(1) Notice by Russellville Bancshares, Inc., Jonesboro, Arkansas, to

acquire First Arkansas Valley Bank, Russellville, Arkansas.*

Newspaper – 5/17/2001

Fed Reg – 5/29/2001

3(a)(3) Notice by Home Bancshares, Inc., Conway, Arkansas, to

directly and indirectly acquire 28.64 percent of Russelleville

Bancshares, Inc., Russellville, Arkansas.*

Newspaper – 5/24/2001

Fed Reg – 5/29/2001

CIC Notice involving Citizens Bancshares of Eldon Missouri, Inc,

Eldon, Missouri, by D.R. Harrison, L.L.L.P., Eldon, Missouri

(Donnan R. And Jean E. Harrison general partners).

Newspaper – 5/17/2001

Fed Reg – 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

Commitment

Termination

Request

Notice by Concord EFS, Inc., Memphis, Tennessee, requesting

relief from commitments inherited in connection with its 1999

acquisition of Electronic Payment Systems, Inc., Wilmington,

Delaware.

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

894151 Mid America Bank & Trust Co.

Dixon, Missouri

12/11/2000 4/27/2001 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, April 28, 2001

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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, April 28, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Colorado, Fort Lupton, Colorado, for prior approval to

establish a mobile branch at 1199 Main Avenue, Durango,

Colorado.

Newspaper – 04/23/2001

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

Type Application

Ending date of

comment period

3(a)(3) Commerce Financial Corporation ESOP, Topeka, Kansas, for

prior approval, for a period of three years from date of approval,

to acquire up to 35 percent of the voting shares of Commerce

Financial Corporation, and indirect ownership of its subsidiary

bank, Commerce Bank & Trust, both of Topeka, Kansas.

Newspaper – 05/20/2001

Fed Reg – N/Available

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

Member American National Bank and Trust Company, Sapulpa,

Oklahoma, for prior approval to retain membership in the

Federal Reserve System following conversion to a state charter.
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

S/R Commerce Financial Corporation ESOP, Topeka, Kansas, for

prior approval to redeem 5,328 shares of its voting common

stock.

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 Third Quarter of 2001

Institution Location

Centennial Bank Englewood, Colorado

 The Heritage Bank of St. Joseph St. Joseph, Missouri

 Farmers State Bank Stanberry, Missouri

 Platte Valley State Bank and Trust Kearney, Nebraska

 Citizens State Bank Polk, Nebraska

 Citizens Bank and Trust Company Ardmore, Oklahoma
Section VI – CRA examinations scheduled for Third Quarter of 2001

Institution Location

 The Atoka State Bank Atoka, Oklahoma

 Union Bank of Chandler Chandler, Oklahoma

 Citizens Bank of Edmond Edmond, Oklahoma

 Gold Bank Oklahoma Hennessey, Oklahoma

 Grant County Bank Medford, Oklahoma

 Peoples Bank Oklahoma City, Oklahoma

 Security Bank Pawnee, Oklahoma

 First Pryority Bank Pryor, Oklahoma

 The Community State Bank Poteau, Oklahoma

 Oregon Trail Bank Guernsey, Wyoming

 Pinnacle Bank-Wyoming Torrington, Wyoming

 Union State Bank Upton, 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, April 28, 2001

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)(5) First Financial Bancshares, Inc., Abilene, TX, to acquire

City Bancshares, Inc., Mineral Wells, TX,

City Delaware Financial Corporation, Dover, DE, and

City National Bank, Mineral Wells, TX*

(previously reported the week ending April 21, 2001)

Fed Reg – 05/18/2001

Newspaper – 05/17/2001

*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 28, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Hanmi Bank, Los Angeles, California, to establish a branch office at

14474 Culver Drive, Suite C/D, Irvine, California.*

Newspaper – 04/20/2001

* 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 Peter Eliades, Las Vegas, Nevada, retroactive notice to retain 10.69

percent of Business Bank Corporation, Las Vegas, Nevada.*

Newspaper – 05/14/2001

Fed Reg. – 05/08/2001

* 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