Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 48

Week Ending November 27, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions November 21, 2004 to November 27, 2004

Bank Branches, Domestic

RBC Centura Bank, Rocky Mount, North Carolina -- to establish a branch at 4221 

West Boy Scout Boulevard, Suite 190, Tampa, Florida.

- Approved, November 22, 2004 

Bank Holding Companies

Wachovia Corporation, Charlotte, North Carolina -- commenter's request for 

reconsideration of the Board's order approving the application to merge with SouthTrust 

Corporation, Birmingham, Alabama, and to acquire SouthTrust Bank.

- Denied, November 22, 2004 

Regulations And Policies

Policy Statement on Payments System Risk -- final revisions regarding risk management 

in payments and securities settlement systems.

- Approved, November 23, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
November 21, 2004 to November 27, 2004

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

AmSouth Bank, Birmingham, Alabama -- to establish branches at 8031 U.S. Highway 

431, Albertville; 1110 Hillsboro Road, Franklin, Tennessee; 11231 Bloomingdale 

Avenue, Riverview, Florida; and 2000 Capital Circle Northeast, Tallahassee.

- Approved, November 24, 2004 

Atlanta

Arvest Bank, Fayetteville, Arkansas -- to establish a branch at 342 Commercial Drive, 

Pineville, Missouri.

- Approved, November 23, 2004 

St. Louis

Citizens Bank, Flint, Michigan -- to establish branches at 546 Pontiac Trail, Walled Lake, 

and 4983 Baldwin Road, Lake Orion.

- Approved, November 26, 2004 

Chicago

Monarch Bank, Chesapeake, Virginia -- to establish a branch at 240 East Main Street, 

Norfolk.

- Approved, November 22, 2004 

Richmond

Sandy Spring Bank, Olney, Maryland -- to establish a branch at 425 East Ridgeville 

Boulevard, Mt. Airy.

- Approved, November 23, 2004 

Richmond

SunTrust Bank, Atlanta, Georgia -- to establish a branch at 1900 Abbey Road, 

Charlottesville, Virginia.

- Approved, November 26, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 5
H.2 Actions under delegated authority November 21, 2004 to November 27, 2004

Bank Branches, Domestic

Valley Independent Bank, El Centro, California -- to establish a branch at 1100 Melody 

Lane, Suites 122, 129, 214, and 222, Roseville.

- Approved, November 23, 2004 

San Francisco

Bank Holding Companies

The Bancorp, Inc., Wilmington, Delaware -- to acquire The Bancorp Bank.

- Approved, November 24, 2004 

Philadelphia

Capital One Financial Corporation, McLean, Virginia -- to engage in automobile financing 

activities through the acquisition of Onyx Acceptance Corporation, Foothill Ranch, 

California.

- Approved, November 24, 2004 

Richmond

Central Bancshares, Inc., Cambridge, Nebraska -- relief from certain commitments.

- Granted, November 22, 2004 

Kansas City

Coastal Community Investments, Inc., Panama City Beach, Florida -- relief from a 

commitment.

- Granted, November 26, 2004 

Atlanta

Cornerstone Financial Services Group, Inc., Ottumwa, Iowa -- to acquire West Liberty 

Holding Company, West Liberty, and thereby acquire West Liberty State Bank.

- Approved, November 24, 2004 

Chicago

CTB Holdings, Inc., Waco, Texas, and CTB Holdings Delaware, Inc., Wilmington, 

Delaware -- to become bank holding companies and to acquire The Coupland State 

Bank of Coupland, Coupland, Texas.

- Approved, November 24, 2004 

Dallas

(AC) = Addition or Correction Delegated - Page 2 of 5
H.2 Actions under delegated authority November 21, 2004 to November 27, 2004

Bank Holding Companies

Enterprise Holding Company, Omaha, Nebraska -- to become a bank holding company 

and to acquire Enterprise Bank, National Association.

- Withdrawn, November 23, 2004 

Kansas City

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

Duluth, and thereby acquire its subsidiary, First National Bank of Gwinnett.

- Approved, November 22, 2004 

Atlanta

Heritage Mutual Corporation, Albany, Georgia, and Heritage Financial, Inc. -- to become 

bank holding companies and to acquire HeritageBank of the South.

- Withdrawn, November 23, 2004 

Atlanta

Nashua Bancshares, Inc., St. Paul, Minnesota -- to become a bank holding company and 

to acquire First State Bank, Nashua, Iowa, a de novo bank; and for FNSB Bancorp, 

Inc., Readlyn Bancshares, Inc., St. Paul, Minnesota; Britt Bancshares, Inc., Tripoli 

Bancshares, Inc., and Ashton Bancshares, Inc. to thereby indirectly acquire First State 

Bank.

- Withdrawn, November 22, 2004 

Chicago

SSB Management LLC, Wilber, Nebraska, Wilber Co., and First National Johnson 

Bancshares, Inc., Johnson -- to engage in the insurance business through the acquisition of 

Hickman Agency, LLC, Hickman.

- Approved, November 23, 2004 

Kansas City

Wesbanco, Inc., Wheeling, West Virginia -- to acquire Winton Financial Corporation, 

Cincinnati, Ohio, and for Wesbanco Inc.'s subsidiary, Wesbanco Bank, Wheeling, to 

merge with The Winton Savings and Loan Company, Cincinnati, and to operate the 

existing locations as branches of Wesbanco Bank.

- Approved, November 22, 2004 

Secretary

(AC) = Addition or Correction Delegated - Page 3 of 5
H.2 Actions under delegated authority November 21, 2004 to November 27, 2004

Bank Mergers

Citizens Security Bank and Trust Company, Bixby, Oklahoma -- to merge with Citizens 

Bank & Trust Company, Okmulgee, and operate the existing locations as branches of 

Citizens Security; and for Citizens Security to increase its investment in bank premises. 

- Approved, November 24, 2004 

Secretary

Change In Bank Control

First Missouri Bancshares, Inc., Brookfield, Missouri -- to retain control of First Missouri 

Bancshares, Inc., parent of First Missouri National Bank.

- Permitted, November 23, 2004 

Kansas City

Hanston Insurance Agency, Inc., Hanston, Kansas -- change in bank control.

- Permitted, November 22, 2004 

Kansas City

Illini Corporation, Springfield, Illinois -- to retain control of Illini Corporation and Illini 

Bank.

- Permitted, November 22, 2004 

Chicago

Transatlantic Bank, Miami, Florida -- change in bank control.

- Withdrawn, November 23, 2004 

Atlanta

Competitive Factors Reports

Citizens' and People's Bank, National Association, Pensacola, Florida -- report on 

competitive factors of the proposed merger with First Gulf Bank, Gulf Shores, Alabama, 

in connection with a corporate reorganization.

- Submitted, November 22, 2004 

Atlanta

First Citizens Bank, Elizabethtown, Kentucky -- report on competitive factors of the 

proposed merger with Financial National Electronic Transfer, Inc., Radcliff.

- Submitted, November 23, 2004 

St. Louis

(AC) = Addition or Correction Delegated - Page 4 of 5
H.2 Actions under delegated authority November 21, 2004 to November 27, 2004

Competitive Factors Reports

The First National Bank of De Queen, De Queen, Arkansas -- report on competitive 

factors of the proposed merger with First National Bank of Howard County, Dierks, and 

Citizens National Bank of Nashville, Nashville.

- Submitted, November 23, 2004 

St. Louis

Independent Bank, McKinney,Texas -- report on competitive factors of the proposed 

merger with The First State Bank, Celina.

- Submitted, November 24, 2004 

Dallas

Extensions Of Time

Citizens Bank, Flint, Michigan -- extension to February 13, 2005, to merge with F&M 

Bank-Wisconsin, Kaukauna, Wisconsin, and thereby establish branches.

- Granted, November 23, 2004 

Chicago

Financial Holding Companies

RAM Security Holdings GP, Inc., Waco, Texas, RAM Security Holdings, Ltd., and 

Security Bancshares, Inc. -- election to become financial holding companies.

- Effective, November 23, 2004 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 5
District 1 

Federal Reserve Bank of Boston 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 2 

Federal Reserve Bank of New York 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

FBSEA Bank of Baroda, Mumbai, Baroda, to establish a state-licensed 

branch in Houston, Texas. 

Newspaper – N/Avail 

FBSEA R-G Premier Bank of Puerto Rico, Hato Rey, Puerto Rico, to 

establish an agency in Casselberry, Florida. 

Newspaper – N/Avail 

Branch Tioga State Bank, Spencer, New York, to establish a branch 

office at 185 Conklin Avenue, Town of Binghamton, County of 

Broome, New York 

Newspaper – N/Avail 

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

Type Application

Ending date of 

comment period

3A3 Toronto-Dominion Bank, Toronto, Ontario, to acquire 51 

percent of voting shares of Banknorth Group, Inc., and thereby 

indirectly acquire Banknorth, National Association, both of 

Portland, Maine. 

Newspaper – 12/24/2004

Fed Reg – 12/08/2004 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

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

Type Application

None 

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 3 

Federal Reserve Bank of Philadelphia 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch Susquehanna Patriot Bank, Marlton, NJ, to establish a 

branch office located at 901 Fayette Street, Conshohocken, 

PA.

Newspaper – N/Avail 

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, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 5 

Federal Reserve Bank of Richmond 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch Virginia Commerce Bank, Arlington, Virginia, to establish 

a branch at 10830 Balls Ford Road, Manassas, Virginia.* 

Newspaper – 12/13/2004 

*Subject to the provisions of the Community Reinvestment Act. 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 6 

Federal Reserve Bank of Atlanta 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

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

6435 Bells Ferry Road, Woodstock, Georgia, to be known as the 

Bells Ferry & Eagle Drive Wal-Mart Office.* 

Newspaper – 12/03/2004 

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

11449 Tara Boulevard, Hampton, Georgia, to be known as the 

Lovejoy Wal-Mart Office.* 

Newspaper – 12/03/2004 

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

3971 Brambleton Avenue South, Roanoke, Virginia, to be 

known as the Cave Spring Kroger In-Store Office.* 

Newspaper – 12/04/2004 

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

3501-34th Street, St. Petersburg, Florida, to be known as the St. 

Petersburg Wal-Mart Office.* 

Newspaper – 12/01/2004 

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

130 Fountain Parkway, North, St. Petersburg, Florida, to be 

known as the Carillon Office.* 

Newspaper – 12/01/2004 

*Subject to provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

3(a)(3) The Colonial BancGroup, Inc., Montgomery, Alabama, to 

acquire 100 percent of the outstanding shares of Union Bank of 

Florida, Lauderhill, Florida.* 

Newspaper – 12/09/2004

Fed Reg – 12/23/2004 
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of 

comment period

CIC Valley Bancshares, Inc., Russellville, Alabama, after-the-fact 

change in control notice filed by the group composed of the 

following (1) Rogers Investments, LP, Russellville, Alabama, 

with Dianne Rogers Barnes, Marietta, Georgia, and Robert Isaac 

Rogers, Jr., Russellville, Alabama, as general partners; (2) 

Rogers Family Holdings, LLC, Russellville, Alabama, with 

Dianne Rogers Barnes and Robert Isaac Rogers, Jr., as 

managers, and whose members include the two managers and 

Anne C. Rogers, Russellville, Alabama, the R.I. Rogers, Sr. 

Marital Trust GST Non-Exempt, the Robert I. Rogers, Sr. GST 

Exempt Family Trust, and the Robert I. Rogers, Sr. Marital 

Trust GST Exempt, with Robert Isaac Rogers, Jr., and Dianne 

Rogers Barnes serving as trustees of the trusts; and (3) Robert 

Isaac Rogers, Jr., and (4) Dianne Rogers Barnes; to collectively 

retain 52.09 percent of the outstanding shares of Valley 

Bancshares, Inc., and its subsidiary, Valley State Bank, both of 

Russellville, Alabama. 

Newspaper – N/Avail 

Fed Reg – N/Avail 

4(c)(8) Firstrust Corporation, New Orleans, Louisiana, to acquire 100 

percent of the outstanding shares of Central Bank for Savings, 

Winona, Mississippi, and thereby engage in operating a savings 

association. 

Newspaper – N/Avail 

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

COM PSB BancGroup, Inc., Lake City, Florida, commitment relief 

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

Type Application

WAIVR Crescent Banking Company, Jasper, Georgia, application waiver 

request of the proposed acquisition of Futurus Financial 

Services, Inc., along with its wholly owned subsidiary, Futurus 

Bank, N.A., both of Alpharetta, Georgia. 

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, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

18C Rockford Bank and Trust Company (in organization), Rockford, 

Illinois, to purchase the assets and assume the liabilities of the 

Rockford, Illinois branch of Quad City Bank and Trust 

Company, Bettendorf, Iowa.* 

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) & 3(a)(1) Nashua Bancshares, Inc., Saint Paul, Minnesota, to become a 

bank holding company by acquiring 100 percent of the voting 

shares of First State Bank (in organization), Nashua, Iowa; 

FNSB Bancorp, Inc., Nashua, Iowa, to become a bank holding 

company by acquiring 35 percent of the voting shares of Nashua 

Bancshares, Inc., Saint Paul, Minnesota, and thereby indirectly 

acquire First State Bank (in organization), Nashua, Iowa; 

Readlyn Bancshares, Inc., Saint Paul, Minnesota, to acquire 20 

percent of the voting shares of Nashua Bancshares, Inc., Saint 

Paul, Minnesota, and thereby indirectly acquire First State Bank 

(in organization), Nashua, Iowa; Britt Bancshares, Inc., Saint 

Paul, Minnesota, to acquire 15 percent of the voting shares of 

Nashua Bancshares, Inc., Saint Paul, Minnesota, and thereby 

indirectly acquire First State Bank (in organization), Nashua, 

Iowa; Tripoli Bancshares, Inc., Saint Paul, Minnesota, to acquire 

15 percent of the voting shares of Nashua Bancshares, Inc., Saint 

Paul, Minnesota, and thereby indirectly acquire First State Bank 

(in organization), Nashua, Iowa; and Ashton Bancshares, Inc., 

Saint Paul, Minnesota, to acquire 15 percent of the voting shares 

of Nashua Bancshares, Inc., Saint Paul, Minnesota, and thereby 

indirectly acquire First State Bank (in organization), Nashua, 

Iowa.* 

Fed Reg – 11/22/2004 

Newspaper – 11/20/2004 
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of 

comment period

3(a)(3) QCR Holdings, Inc., Moline, Illinois, to acquire 100 percent of 

Rockford Bank and Trust Company (in organization), Rockford, 

Illinois.* 

Fed Reg – 12/10/2004 

Newspaper – N/Avail 

3(a)(1) Royal Financial, Inc., Chicago, Illinois, to become a bank 

holding company through the acquisition of 100 percent of the 

voting shares of Royal Savings Bank, Chicago, Illinois.* 

Fed Reg – 12/17/2004 

Newspaper – 12/12/2004 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

3(a)(1) Notice CSB Bancorp, Inc., Chelsea, Michigan, to become a bank 

holding company by acquiring 100 percent of the voting shares 

of Chelsea State Bank, Chelsea, Michigan. 

Membership Rockford Bank and Trust Company (in organization), Rockford, 

Illinois, to become a member of 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 

None 

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, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

3A3 Community First Bancshares, Inc., Harrison, Arkansas, to 

acquire 20 percent of White River Bancshares Company, 

Fayetteville, Arkansas (in organization), and thereby indirectly 

acquire Signature Bank of Arkansas, Fayetteville, Arkansas 

(formerly First Bank of South Arkansas, Camden, Arkansas).* 

Newspaper – 12/18/2004

Fed Reg – 12/23/2004 

3A3 Home Bancshares, Inc., Conway, Arkansas, to acquire 20 

percent of White River Bancshares Company, Fayetteville, 

Arkansas (in organization), and thereby indirectly acquire 

Signature Bank of Arkansas, Fayetteville, Arkansas (formerly 

First Bank of South Arkansas, Camden, Arkansas).* 

Newspaper – 12/20/2004

Fed Reg – 12/23/2004 

3A1 White River Bancshares Company, Fayetteville, Arkansas, to 

become a bank holding company by acquiring 100 percent of 

Signature Bank of Arkansas, Fayetteville, Arkansas (formerly 

First Bank of South Arkansas, Camden, Arkansas).* 

Newspaper – 12/17/2004

Fed Reg – 12/23/2004 

3A3 Home Bancshares, Inc., Conway, Arkansas, to acquire 100 

percent of TCBancorp, Inc., North Little Rock, Arkansas, and 

thereby indirectly acquire Twin City Bank, North Little Rock, 

Arkansas.* 

Newspaper – N/Avail 

Fed Reg – N/Avail 

CIC Notice by Charles Keith Akin, Clinton, Kentucky, to increase 

control of Purchase Area Bancorp, Bardwell, Kentucky 

("Bancorp"). Notice is also provided by the Akin Control 

Group, which consists of Charles Keith Akin, Anita Akin, 

Burkley Investments, Inc., Parkway Manor - KY, and Parkway 

Manor - TN, all of Clinton, Kentucky, and Bruce Akin, Paducah, 

Kentucky, to increase control of Bancorp. (Previously reported 

during the week ended November 6, 2004) 

Newspaper – 11/30/2004

Fed Reg – 11/24/2004 

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

Type Application

Ending date of 

comment period

None 

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

Type Application

None 

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 9 

Federal Reserve Bank of Minneapolis 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

18(c) & Branch Dacotah Bank, Aberdeen, South Dakota, to merge with Dacotah 

Bank, Rolla, North Dakota, and Dacotah Bank, Valley City, 

North Dakota, and thereby establish 7 branches.* 

Newspaper – 11/24/2004 

18(c) & Branch Peoples State Bank of Plainview, Plainview, Minnesota, to 

merge with Red Cedar Bank, National Association, Boyceville, 

Wisconsin, and thereby establish branches at 715 Highway 

79, Boyceville, Wisconsin, and 1428 North Broadway, 

Menomonie, Wisconsin.* 

Newspaper – 11/27/2004 

* Subject to the provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

CIC Notice by Bradley E. Bakken, St. Louis Park, Minnesota, to gain 

control of Bakken Securities, St. Louis Park, Minnesota, and 

thereby indirectly gain control of Citizens Independent Bank, St. 

Louis Park, Minnesota. 

Fed Reg – 12/17/2004 

Newspaper – 12/07/2004 

3(a)(1) Dolphin Family Limited Partnership, Blaine, Minnesota, to 

become a bank holding company by acquiring 13.55 percent of 

the voting shares of Crosstown Holding Company, Blaine, 

Minnesota, parent of 21st Century Bank, Loretto, Minnesota. 

Dolphin Family Management Co., Blaine, Minnesota, to become 

a bank holding company by acquiring indirect control of 13.55 

percent of the voting shares of Crosstown Holding Company, 

Blaine, Minnesota, parent of 21st Century Bank, Loretto, 

Minnesota, as general partner of Dolphin Family Limited 

Partnership, Blaine, Minnesota.* 

Fed Reg – 12/13/2004 

Newspaper – 12/13/2004 

3(a)(1) Maximum Holding International, Inc., Brooklyn Park, 

Minnesota, to become a bank holding company by acquiring 100 

percent of First Security Bank - Sanborn, Sanborn, Minnesota.* 

Fed Reg – 12/20/2004 

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

Type Application

Ending date of 

comment period

3(a)(1) & 4(c)(8) Western Transaction Corporation, Duluth, Minnesota, to become 

a bank holding company by acquiring 100% of Western 

National Bank, Duluth, Minnesota; and 100% of Cass Lake 

Company, Duluth, Minnesota, and thereby indirectly acquiring 

The First National Bank of Cass Lake, Cass Lake, Minnesota. 

Applicant also proposes to acquire 100% of Premier Credit 

Corporation, Duluth, Minnesota, an industrial loan company, 

and, through Cass Lake Company, Duluth, Minnesota, to engage 

in insurance agency activities in a town with a population not 

exceeding 5,000.* 

Fed Reg – 12/09/2004 

Newspaper – N/Avail 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 10 

Federal Reserve Bank of Kansas City 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

3(a)(1) Community Capital Bancorp, Cairo, Nebraska, to become a 

bank holding company through the acquisition of 100 percent of 

the voting shares of State Bank of Cairo, Cairo, Nebraska. 

Newspaper – 12/12/2004

Fed Reg – 12/13/2004 

3(a)(3) Citizens Bancshares Employee Stock Ownership Plan, Edmond, 

Oklahoma, to acquire up to 40 percent of the voting shares of 

Citizens Bancshares, Inc., Edmond, Oklahoma, parent of 

Citizens Bank of Edmond, Edmond, Oklahoma. 

Newspaper – 12/24/2004

Fed Reg – 12/27/2004 

CIC Notification by Embry W. Williams, Jr., Amarillo, Texas, to 

acquire control of Union Bancshares, Inc., Clayton, New 

Mexico, parent of First National Bank of New Mexico, Clayton, 

New Mexico. 

Newspaper – 12/07/2004

Fed Reg – 12/06/2004 

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 

502157 The State Bank 

823 Main Street 

Winfield, Kansas 67156-2875 

08/30/2004 11/25/2004 S X 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 11 

Federal Reserve Bank of Dallas 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

18C Texas State Bank, McAllen, TX, to acquire 

Mercantile Bank and Trust, Dallas, TX* 

Newspaper – 12/24/2004 

Branch Texas State Bank, McAllen, TX, to establish three branches at 

5820 West Northwest Highway, Dallas, TX 75225; 

14001 Dallas Parkway, Dallas, TX 75240; and 

6116 North Central Expressway, Dallas, TX 75206* 

Newspaper – 12/24/2004 

Branch PlainsCapital Bank, Lubbock, TX, to establish five branches at 

1629 West Hebron Parkway, Carrollton, TX 75010 (courier 

service); 18111 Preston Road, Dallas, TX 75252 (courier 

service); 5010 University Avenue, Lubbock, TX 79413 (courier 

service); 777 Taylor Street, Suite 102, Fort Worth, TX 76102; 

and 6001 Sherry Lane, Dallas, TX 75225* 

Newspaper – N/Avail 

*Subject to the provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to 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) Brownsboro Bancshares, Inc., Brownsboro, TX, and 

Brownsboro Delaware Holdings, Inc., Wilmington, DE, to 

acquire First State Bank of Brownsboro, Brownsboro, TX* 

*Subject to the provisions of the Community Reinvestment 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 12 

Federal Reserve Bank of San Francisco 

Applications and notifications filed during the week ending Saturday, November 27, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch Bank of Whitman, Colfax, Washington, to establish a branch 

facility to be located at 1 West Alder Street, Walla Walla, 

Washington.* 

Newspaper – 11/22/2004 

* Subject to the provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

3(a)(1) Great Western Bancorp, Inc., Phoenix, Arizona, to become a 

bank holding company by acquiring at least 45 percent of 

Western National Bank (In Organization), Phoenix, Arizona.* 

Newspaper – N/Avail 

Fed Reg – 12/30/2004 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

4(c)(8) Security Pacific Bancorp, Los Angeles, California, through its 

wholly-owned subsidiary, Network Finance, Inc., Los Angeles, 

California, to engage in single family loan origination services 

through the purchase of 51 percent of Security Pacific Home 

Loans, Pasadena, California. 
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 

2319676 Community Bank of Nevada 

400 S. Fourth Street, Suite 215 

Las Vegas Nevada 89101 

(702) 878-0700 

07/06/2004 11/24/2004 S X 

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not 

intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility 

for errors or omissions. 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None