Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 43

Week Ending October 25, 2003

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions October 19, 2003 to October 25, 2003

Testimony And Statements

Power Outages and the Financial System -- statement by Governor Olson before the 

Subcommittee on Oversight and Investigations, House Committee on Financial Services, 

on the impact of power outages and Hurricane Isabel on the financial system.

- Published, October 20, 2003 

Reserve Bank Services

Federal Reserve Priced Services -- 2004 fee schedules for priced services and electronic 

connections.

- Approved, October 22, 2003 

Federal Reserve Priced Services -- modifications to the method of imputing investment 

income on clearing balances (Docket No. R-1152).

- Approved, October 22, 2003 

Federal Reserve Priced Services -- private sector adjustment factor for 2004.

- Approved, October 22, 2003 

(AC) = Addition or Correction Board - Page 1 of 1
October 19, 2003 to October 25, 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

AmSouth Bank, Birmingham, Alabama -- to establish branches at 4934 Columbia Pike, 

Spring Hill, Tennessee; 1820 St. Charles Avenue, New Orleans, Louisiana; 3621 

Apalachee Parkway, Tallahassee, Florida; 3414 Lithia Pinecrest Road, Valrico; 105 

Palm Bay Road Northeast, Melbourne; and 4477 West First Street, Sanford.

- Approved, October 24, 2003 

Atlanta

Citizens Bank, Flint, Michigan -- to establish a branch at 900 Tower Drive, Troy.

- Approved, October 20, 2003 

Chicago

Frontier Bank, Everett, Washington -- to establish a branch at 1200 5th Avenue, Seattle.

- Approved, October 20, 2003 

San Francisco

The Guarantee State Bank, Lawton, Oklahoma -- to establish a branch at 1039 

Northwest 63rd Street, Oklahoma City, and to increase investment in bank premises.

- Approved, October 24, 2003 

Kansas City

Northbrook Bank & Trust Company, Northbrook, Illinois -- to establish a branch at 

20194-20222 Buffalo Grove Road, Buffalo Grove.

- Approved, October 24, 2003 

Chicago

Royal American Bank, Inverness, Illinois -- to retain a branch at 1730 Park Street, 

Naperville.

- Approved, October 22, 2003 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority October 19, 2003 to October 25, 2003

Bank Branches, Domestic

SouthTrust Bank, Birmingham, Alabama -- to establish branches at 5570 Windward 

Parkway, Alpharetta, Georgia; 4796 Sugarloaf Parkway, Lawrenceville; and 171 17th 

Street Northwest, Atlanta.

- Approved, October 22, 2003 

Atlanta

Bank Holding Companies

Cedar Investment Company, Waverly, Iowa -- to engage in extending credit and 

servicing loans.

- Approved, October 23, 2003 

Chicago

Citizens Banking Corporation, Frostproof, Florida -- to become a bank holding company 

through the acquisition of Citizens Bank of Frostproof.

- Approved, October 21, 2003 

Atlanta

Colonial Banc Corp., Eaton, Ohio -- to acquire The Oculina Bank, Fort Pierce, Florida.

- Approved, October 24, 2003 

Cleveland

Community Banks of Georgia, Inc., Jasper, Georgia -- to become a bank holding 

company through the acquisition of Community Bank of Pickens County.

- Approved, October 20, 2003 

Atlanta

Covenant Financial Corporation, Clarksdale, Mississippi -- to become a bank holding 

company through the acquisition of Covenant Bank.

- Approved, October 23, 2003 

St. Louis

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority October 19, 2003 to October 25, 2003

Bank Holding Companies

First Sleepy Eye Bancorporation, Inc., Sioux Falls, South Dakota -- to acquire Nichols 

Financial, Inc., Storden, Minnesota, Heartland State Bank, and First State Agency and 

thereby engage in insurance agency activities in a town with a population of less than 

5,000.

- Approved, October 20, 2003 

Minneapolis

Lafayette Bancorporation, Lafayette, Indiana -- transfer agent registration.

- Withdrawn, October 23, 2003 

Director, BS&R

Northwest Financial Corp., Spencer, Iowa -- to acquire First Heartland Bancorp, Sioux 

Center, and First National Bank of Sioux Center.

- Approved, October 24, 2003 

Chicago

Banks, National

Wells Fargo Bank, N.A., San Francisco, California -- location determination of master 

account at the Federal Reserve Bank of San Francisco.

- Permitted, October 24, 2003 

Secretary

Change In Bank Control

Commerce Bankshares, Inc., Aurora, Colorado -- to retain control of Commerce 

Bankshares, Inc.

- Permitted, October 22, 2003 

Kansas City

Consumers Bancorp, Inc., Minerva, Ohio -- change in bank control.

- Permitted, October 21, 2003 

Cleveland

FNB Financial Corporation, Three Rivers, Michigan -- to retain control of FNB Financial 

Corporation and The First National Bank of Three Rivers.

- Permitted, October 23, 2003 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority October 19, 2003 to October 25, 2003

Competitive Factors Reports

Bank of Eastern Oregon, Arlington, Oregon -- report on competitive factors of the 

proposed acquisition of seven branches of Klamath First Federal Savings and Loan 

Association, Klamath Falls.

- Submitted, October 24, 2003 

San Francisco

Banknorth, National Association, Portland, Maine -- report on competitive factors of the 

proposed merger with First & Ocean National Bank, Seabrook, New Hampshire.

- Submitted, October 22, 2003 

Secretary

Citizens Bank of Pennsylvania, Philadelphia, Pennsylvania -- report on competitive factors 

of the proposed merger with Roxborough Manayunk Bank.

- Submitted, October 22, 2003 

Secretary

First Bank of Jacksonville, Jacksonville, Florida -- report on competitive factors of a 

proposed change in bank control.

- Submitted, October 22, 2003 

Atlanta

First Security Bank and Trust Company, Oklahoma City, Oklahoma -- report on 

competitive factors of the proposed purchase of certain assets and assumption of certain 

liabilities of the Oklahoma City branch of American State Bank, Tulsa.

- Submitted, October 22, 2003 

Kansas City

Franklin Bank, SSB, Austin, Texas -- report on competitive factors of the proposed 

merger with Jacksonville Savings Bank, SSB, Jacksonville.

- Submitted, October 22, 2003 

Dallas

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority October 19, 2003 to October 25, 2003

Competitive Factors Reports

J.P. Morgan Trust Company, National Association, Los Angeles, California -- report on 

competitive factors of the proposed merger with Bank One Zeta Trust Company, N.A., 

Chicago, Illinois; Bank One Delta Trust Company, N.A., Columbus, Ohio; and Bank 

One Epsilon Trust Company, N.A.

- Submitted, October 24, 2003 

San Francisco

NewFirst National Bank, El Campo, Texas -- report on competitive factors of the 

proposed merger with New El Campo National Bank.

- Submitted, October 21, 2003 

Dallas

Synergy Bank, Cranford, New Jersey -- report on competitive factors of the proposed 

mergers with Synergy Interim Banks No. 1, 2, and 3 as part of a conversion and 

reorganization by Synergy, MHC.

- Submitted, October 23, 2003 

New York

Washington Mutual Bank FSB, Salt Lake City, Utah -- report on competitive factors of 

the proposed merger with WM 2003 Interim FSB.

- Submitted, October 23, 2003 

San Francisco

Yadkin Valley Bank and Trust Company, Elkin, North Carolina -- report on competitive 

factors of the proposed merger with High Country Bank, Boone.

- Submitted, October 22, 2003 

Richmond

Extensions Of Time

Community Guaranty Corporation, Plymouth, New Hampshire -- extension to December 

12, 2003, to become a bank holding company through the acquisition of Community 

Guaranty Savings Bank.

- Granted, October 22, 2003 

Boston

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority October 19, 2003 to October 25, 2003

Extensions Of Time

Continental Bancorporation, Salt Lake City, Utah -- extension to January 3, 2004, to 

become a bank holding company through the acquisition of Continental Bank, a de novo 

bank.

- Granted, October 21, 2003 

San Francisco

First Nebraska Bancs, Inc., Sidney, Nebraska, and Lisco State Company, Lisco -- 

extension to October 31, 2003, to acquire Haxtun Community Bank, Haxtun, Colorado; 

and for Thomas H. Olson Family Limited Partnership, Lisco, to become a bank holding 

company through retention of shares of First Nebraska Bancs, Inc. and to engage in retail 

insurance sales in a town of less than 5,000.

- Granted, October 20, 2003 

Kansas City

First United Bank, Englewood, Colorado -- extension to January 22, 2004, to establish a 

branch at 6500 West 104th Avenue, Westminster.

- Granted, October 21, 2003 

Kansas City

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- extension to October 21, 2004, 

to establish branches at 1490 South Arizona Avenue, Chandler, Arizona; 1481 East 

Williams Field Road, Gilbert; and 33703 North Scottsdale Road, Scottsdale.

- Granted, October 23, 2003 

Chicago

Peoples Bancshares Corp., Boonville, Indiana -- extension to December 31, 2003, to 

become a bank holding company through the acquisition of Peoples Trust and Savings 

Bank.

- Granted, October 22, 2003 

St. Louis

The PNC Financial Services Group, Inc., Pittsburgh, Pennsylvania, and PNC Bancorp, 

Inc., Wilmington, Delaware -- commenter's request for an individual extension of the 

comment period on the proposed application to acquire United National Bancorp, 

Bridgewater, New Jersey.

- Granted, October 23, 2003 

Secretary

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority October 19, 2003 to October 25, 2003

Extensions Of Time

State Bank Corporation, Lake Havasu City, Arizona -- extension to January 23, 2004, to 

become a bank holding company through the acquisition of Mohave State Bank.

- Granted, October 24, 2003 

San Francisco

Financial Holding Companies

Bankers Bancshares, Gahanna, Ohio -- election to become a financial holding company.

- Effective, October 22, 2003 

Secretary

Capital Bancshares, Inc., Little Rock, Arkansas -- election to become a financial holding 

company.

- Effective, October 22, 2003 

St. Louis

Krum Bancshares, Inc., Krum, Texas, and Krum Bancshares of Delaware, Inc., Dover, 

Delaware -- election to become financial holding companies.

- Effective, October 21, 2003 

Dallas

Midwest BankCentre, Inc., St. Louis, Missouri -- election to become a financial holding 

company.

- Effective, October 22, 2003 

St. Louis

Membership

Linn County State Bank, Coggon, Iowa -- membership in the Federal Reserve System.

- Approved, October 23, 2003 

Chicago

(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, October 25, 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

4(c)(8) The Royal Bank of Scotland Group plc, The Royal Bank 

ofScotland plc, RBSG International Holdings Ltd., all of 

Edinburgh, Scotland and Citizens Financial Group, Inc., 

Providence, Rhode Island – to acquire Thistle Group Holdings, 

Company and its wholly-owned federal savings association, 

Roxborough-Manayunk Bank, both of Philadelphia, 

Pennsylvania.

Newspaper – 11/26/2003

Fed Reg – 11/24/2003

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, October 25, 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

4C8 United Overseas Bank Limited, New York, New York, to 

engage de novo through UOB Global Equity Sales LLC, in 

private placement services.

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.

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, October 25, 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 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, October 25, 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) Application by Town Square Financial Corporation, Ashland, 

KY, to acquire Town Square Bank, Inc., Ashland, KY.

Newspaper - N/Avail

Fed Reg - 10/28/2003

3(a)(3) Application by S&T Bancorp, Inc., Indiana, PA, to acquire up to 

9.9% of the outstanding voting shares of IBT Bancorp, Inc., 

Irwin, PA.

Newspaper - 10/24/2003

Fed Reg - 10/28/2003

3(a)(3) Application by S&T Bancorp, Inc., Indiana, PA, to acquire up to 

9.9% of the outstanding voting shares of CBT Financial Corp., 

Clearfield, PA.

Newspaper - 10/31/2003

Fed Reg - 11/14/2003

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

Other Request by Mellon Trust of New England, N.A., Boston, 

Massachusetts, (successor to Boston Safe Deposit and Trust 

Company) for an exemption from Section 23A of the Federal 

Reserve Act.

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, October 25, 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) Cornerstone Financial Services, Inc., West Union, West 

Virginia, to become a bank holding company through the 

acquisition of 100% of the voting shares of First NationalBank 

in West Union, West Union, West Virginia.*

Fed Reg – 11/21/2003

Newspaper – 11/23/2003

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Fede ral Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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

985620 Planters Bank and Trust Company 

 of Virginia

24 South Augusta Street

Staunton, Virginia 24401-4220

07/28/2003 10/22/2003 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, October 25, 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 13455 McCall Road, Port Charlotte, Florida, to be 

known as the Englewood Branch.*

Newspaper-10/30/2003

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

located at 50 Blake Boulevard, Building D, Celebration, Florida, 

to be known as the Celebration Branch.*

Newspaper-10/31/2003

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

located at 2245 W. Campbell Road, Garland, Texas.*

Newspaper-10/24/2003

*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) First National Bankshares of Florida, Inc., Naples, Florida, to 

become a bank holding company by acquiring First National 

Bank of Florida, Naples, Florida.*

Newspaper-11/10/2003

Fed Reg-11/24/2003

3(a)(3) First National Banc, Inc., St. Marys, Georgia, to acquire 100 

percent of the outstanding shares of First National Bank, Orange 

Park, Florida.*

Newspaper-11/22/2003

Fed Reg-11/21/2003

3(a)(5) Crews Banking Corporation, Wauchula, Florida, to merge with 

DeSoto Banking Corp., Arcadia, Florida, and thereby acquire its 

subsidiary, The First State Bank of Arcadia, Arcadia, Florida.*

Newspaper-11/17/2003

Fed Reg-11/17/2003

3(a)(3) Crews Banking Corporation, Wauchula, Florida, to acquire 100 

percent of the outstanding shares of Englewood Acquisition 

Bank, Englewood, Florida.*

Newspaper-11/17/2003

Fed Reg-11/17/2003
Section II – Applications subject to both newspaper and Federal Register notice

CIC St. Francisville Bancshares, Inc., St. Francisville, Louisiana, 

prior change in control notification filed by Mr. William C. 

Lemoine and Ms. Polly R. Lemoine to increase their collective 

ownership in St. Francisville Bancshares, Inc., St. Francisville, 

Louisiana, from 20.27 to 25.99 percent.

Newspaper-N/Avail

Fed Reg-11/07/2003

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) First National Bankshares of Florida, Inc., Naples, Florida, to 

acquire First National Wealth Management Company, Naples, 

Florida (in organization), and thereby engage in trust activities.

Fed Reg-11/24/2003

4(c)(8) First National Bankshares of Florida, Inc., Naples, Florida, to 

acquire Roger Bouchard Insurance, Inc., Clearwater, Florida, 

and thereby engage in insurance activities.

Fed Reg-11/24/2003

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

Type Application

Membership 1

st United Bank, North Palm Beach, Florida, to become a 

member of the Federal Reserve System.

Membership Marco Community Bank, Marco Island, Florida, to become a 

member of the Federal Reserve System.

3(a)(1) BG Financial Group, Inc., Nashville, Tennessee, notice to 

become a bank holding company by acquiring Bank of 

Greeneville, Greeneville, Tennessee.

3(a)(1) FNBG Bancshares, Inc., notice to become a bank holding 

company by acquiring First National Bank of Gwinnett, Duluth, 

Georgia.

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

waiver request.

COM Unity Holdings, Inc., Cartersville, 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

359838 Bank of York

Post Office Box 96

York, Alabama 36925

(205) 652-1391

07/14/2003 10/23/2003 S X

2877345 Insurors Bank of Tennessee

Post Office Box 158716

Nashville, Tennessee 37215

(615) 515-2265

07/21/2003 10/23/2003 O X

2508126 First Georgia Community Bank

150 Covington Street

Jackson, Georgia 30233

(770) 504-1090

07/14/2003 10/23/2003 S X

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, October 25, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18C & Branches First Midwest Bank, Itasca, Illinois, to merge with CoVest Banc, 

National Association, Des Plaines, Illinois, and thereby to 

establish branches at 749 Lee Street, Des Plaines, Illinois, 2601 

West Schaumburg, Schaumburg, Illinois, and 770 West Dundee 

Road, Arlington Heights, Illinois.*

Newspaper – N/Avail

Branch HomeFederal Bank, Columbus, Indiana, to establish a branch 

facility to be located at 8740 South Emerson Avenue, 

Indianapolis, Indiana.*

Newspaper – 09/30/2003

* 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)(5) First Midwest Bancorp, Inc., Itasca, Illinois, to acquire 100 

percent of CoVest Bancshares, Inc., Des Plaines, Illinois, and 

thereby indirectly acquire CoVest Banc, National Association, 

Des Plaines, Illinois, and by First Midwest Bank, Itasca, Illinois, 

to retain the deposits of CoVest Banc, National Association, Des 

Plaines, Illinois under applicable SAIF coverage.*

Fed Reg – 10/27/2003

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

2044820 Community Bank of Elmhurst

330 W. Butterfield Road

Elmhurst, Illinois 60126

(630) 782-1234

05/19/2003 10/21/2003 S X

650843 State Bank of Howards Grove

211 N. Wisconsin Drive

Howards Grove, Wisconsin 53083

(920) 565-3351

05/12/2003 10/20/2003 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, October 25, 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 Bale South Central Family Limited Partnership, Horse 

Cave, Kentucky ("Partnership"), to gain control of South Central 

Bancshares of Kentucky, Inc., Horse Cave, Kentucky 

("Bancshares"). Partnership is a proposed "qualified family 

partnership." Its general partner will be the Bale South Central 

Trust, Horse Cave, Kentucky ("Trust"). The trustees of the Trust 

will be Thomas M. Bale, Cave City, Kentucky; Lester D. Bale, 

Horse Cave, Kentucky; William O. Bale, LaFollette, Tennessee; 

Ellen L. Bale, Glasgow, Kentucky; and Ruth H. Bale, Bowling 

Green, Kentucky. Bancshares is a multi-bank holding company 

with a controlling ownership interest in First Deposit 

Bancshares, Inc., Tompkinsville, Kentucky, which owns South 

Central Savings Bank, FSB, Elizabethtown, Kentucky, and 

South Central Bank of Monroe County, Tompkinsville, 

Kentucky. Bancshares also holds a controlling ownership 

interest in United Central Bancshares, Inc., Bowling Green, 

Kentucky, which owns South Central Bank of Bowling Green, 

Inc., Bowling Green, Kentucky. Bancshares also holds a 

controlling ownership interest in First United Bancshares, Inc., 

Glasgow, Kentucky, which owns South Central Bank of Barren 

County, Inc., Glasgow, Kentucky. Bancshares also holds a 

controlling ownership interest in South Central Bank of Daviess 

County, Inc., Owensboro, Kentucky. (Previously submitted 

during the week ending October 18, 2003.)

Newspaper – 11/06/2003

Fed Reg – 11/06/2003
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4c8 City Bancorp, Springfield, Missouri, to indirectly engage in 

management consulting activities through the acquisition of 25 

percent of Mobius Technology Consulting Group, LLC, 

Springfield, Missouri.

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.

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, October 25, 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 Michael Dennis Watters, Lakeville, Minnesota, to gain control 

of Provincial Corp., Lakeville, Minnesota, and thereby indirectly 

gain control of Provincial Bank, Lakeville, Minnesota.

Fed Reg- N/Avail

Newspaper – 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

659855 First Interstate Bank, Billings, 

Montana

02/18/2003 10/24/2003 O X

986850 Dacotah Bank-Valley City 

Valley City, North Dakota

07/07/2003 10/21/2003 S X

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, October 25, 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) ColoEast Bankshares, Inc., Lamar, Colorado, to acquire 100 

percent of the voting shares of First National Bank of Tribune, 

Tribune, Kansas.

Newspaper - 11/17/2003

Fed Reg - 11/17/2003

CIC Notice by Randy and Jenifer Trimble, Burlington, Kansas 

individually and as co-trustees of the Randall L. Trimble Living 

Trust, to acquire control of Flint Hills Bancshares, Inc., Gridley, 

Kansas, parent of Citizens State Bank, Gridley, Kansas.

Newspaper - N/Avail

Fed Reg - 11/10/2003

CIC Notice by Aubrey K. McClendon and Tom L. Ward, both of 

Oklahoma City, Oklahoma, to acquire control of First Medicine 

Lodge Bancshares, Inc., Overland Park, Kansas, parent of First 

Bank of Medicine Lodge, Medicine Lodge, Kansas.

Newspaper - 11/03/2003

Fed Reg - 11/12/2003

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

776659 Bank at Broadmoor

155 Lake Avenue

Colorado Springs, Colorado 80906-

3198

07/21/2003 10/20/2003 S X

10858 Platte Valley State Bank & Trust 

Company

2223 2nd Avenue

Kearney, Nebraska 68847-5309

07/28/2003 10/23/2003 S X

866859 Canadian State Bank

120 S. Mustange Avenue

Yukon, Oklahoma 73099-5833

07/28/2003 10/24/2003 S X

Section VI – CRA examinations scheduled for 1

st Quarter of 2004

Institution Location

Union Colony Bank Greeley, Colorado

 Farmers State Bank Phillipsburg, Kansas

 The Union State Bank Arkansas City, Kansas

 Union State Bank Clay Center, Kansas

 Saline State Bank Wilber, Nebraska

 Five Points Bank Grand Island, Nebraska
Section VI – CRA examinations scheduled for 1

st Quarter of 2004

Institution Location

 Farmers State Bank Wallace, Nebraska

 First Pryority Bank Pryor, Oklahoma

 Bank 2 Oklahoma City, Oklahoma

 Sundance State Bank Sundance, Wyoming

 The Bank of Star Valley Afton, 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, October 25, 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 Mr. Milton Allen Shields, III, La Feria, TX, only notificant, to 

acquire an interest in Alamo Corporation of Texas, Alamo, TX

(previously reported the week ending October 18, 2003)

Fed Reg – 11/05/2003

Newspaper – 11/03/2003

3(a)(3) First Community Capital Corporation, Houston, TX, and First 

Community Capital Corporation of Delaware, Inc., Wilmington, 

DE, to acquire Grimes County Capital Corporation, Houston, 

TX, and Community State Bank, Houston, TX*

Fed Reg – 11/15/2003

Newspaper – 11/14/2003

3(a)(3) Tradition Bancshares, Inc., Houston, TX, to acquire Katy Bank, 

N.A., Katy, TX*

Fed Reg – 11/03/2003

Newspaper – 11/03/2003

* 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

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, October 25, 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) American Pacific Bancorp, Portland, Oregon, to become a bank 

holding company by acquiring 100 percent of American Pacific 

Bank, Portland, Oregon.* 

Newspaper – 11/14/2003

Fed Reg – 11/14/2003

* 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

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None