Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 18

Week Ending May 1, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions April 25, 2004 to May 1, 2004

Testimony And Statements

Federal Reserve's Activities in Currency Design and Coin Distribution -- statement by 

Jeffrey Marquardt, Associate Director, Division of Reserve Bank Operations and 

Payment Systems, before the Subcommittee on Domestic and International Monetary 

Policy, Trade, and Technology of the House Committee on Financial Services.

- Published, April 28, 2004 

Enforcement

Bank of Ephraim, Ephraim, Utah -- written agreement dated October 26, 2001, 

terminated November 11, 2003.

- Announced, April 30, 2004 

Cache Valley Banking Company, Logan, Utah, and Cache Valley Bank -- written 

agreement dated April 19, 2004, with the Utah State Department of Financial Institutions, 

Salt Lake City, and the Federal Reserve Bank of San Francisco.

- Announced, April 30, 2004 

First American Bank, Elk Grove Village, Illinois -- written agreement dated September 

26, 2003, terminated February 19, 2004.

- Announced, April 30, 2004 

First State Bank of West Manchester, West Manchester, Ohio -- written agreement 

dated April 25, 2003, terminated February 18, 2004.

- Announced, April 30, 2004 

Korea Exchange Bank, Seoul, Korea, and its affiliated branches and agencies -- order of 

consent dated May 16, 2000, terminated April 22, 2004.

- Announced, April 30, 2004 

Madison Bank, Blue Bell, Pennsylvania -- written agreement dated June 20, 2002, 

terminated February 9, 2004.

- Announced, April 30, 2004 

Midstate Bancorp, Inc., Hinton, Oklahoma -- written agreement dated March 1, 2003, 

terminated December 2, 2003.

- Announced, April 30, 2004 

(AC) = Addition or Correction Board - Page 1 of 2
H.2 Board Actions April 25, 2004 to May 1, 2004

Enforcement

MSB Shares, Inc., Jonesboro, Arkansas, and MidSouth Bank -- written agreement 

dated February 5, 2002, terminated November 11, 2003.

- Announced, April 30, 2004 

O.A.K. Financial Corporation, Byron Center, Michigan, and Byron Center State Bank -- 

written agreement dated October 4, 2002, terminated October 16, 2003.

- Announced, April 30, 2004 

Texas Coastal Bank, Pasadena, Texas -- cease and desist order dated May 16, 1995, 

terminated October 22, 2003.

- Announced, April 30, 2004 

(AC) = Addition or Correction Board - Page 2 of 2
April 25, 2004 to May 1, 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

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to establish a branch at 5504 

West Bell Road, Glendale, Arizona.

- Approved, April 29, 2004 

Chicago

New Peoples Bank, Inc., Honaker, Virginia -- to establish a branch at 2302 Second 

Street, Richlands.

- Approved, April 29, 2004 

Richmond

Peoples Bank of Virginia, Richmond, Virginia -- to establish a branch at 14431 

Sommerville Court, Midlothian.

- Approved, April 28, 2004 

Richmond

Pointe Bank, Boca Raton, Florida -- to establish a branch at 165 East Boca Raton Road.

- Approved, April 30, 2004 

Atlanta

Regions Bank, Birmingham, Alabama -- to establish a branch at the southwest corner of 

Westheimer and Grand Parkways, Katy, Texas.

- Approved, April 27, 2004 

Atlanta

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

Moores Mill and Rockfence Roads, Auburn.

- Approved, April 30, 2004 

Atlanta

Sandy Spring Bank, Olney, Maryland -- to establish a branch at 5800 Mercantile Drive 

East, Frederick.

- Approved, April 27, 2004 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority April 25, 2004 to May 1, 2004

Bank Branches, Domestic

SunTrust Bank, Atlanta, Georgia -- to establish a branch at 2110 John Rolfe Parkway, 

Richmond, Virginia.

- Approved, April 29, 2004 

Atlanta

TransAtlantic Bank, Miami, Florida -- to establish a branch at 1666 Kennedy Causeway, 

North Bay Village.

- Approved, April 30, 2004 

Secretary

Bank Holding Companies

Alliance Bancshares, Inc., Cape Girardeau, Missouri -- to become a bank holding 

company and to acquire Alliance Bank.

- Approved, April 30, 2004 

St. Louis

Buckhead Community Bancorp, Inc., Atlanta, Georgia -- commitment waiver request.

- Withdrawn, April 30, 2004 

Atlanta

CBB Bancorp, Cartersville, Georgia -- to become a bank holding company and to 

acquire Century Bank of Bartow County.

- Approved, April 29, 2004 

Atlanta

First Financial Bankshares, Inc., Abilene, Texas -- to acquire Liberty National Bank, 

Granbury.

- Approved, April 29, 2004 

Dallas

Huntington Bancshares, Incorporated, Columbus, Ohio -- commenter's requests to 

extend the comment period on the proposed merger with Unizan Financial Corp., Canton.

- Denied, April 29, 2004 

Secretary

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority April 25, 2004 to May 1, 2004

Bank Holding Companies

Independent Bank Corporation, Ionia, Michigan -- to acquire Midwest Guaranty 

Bancorp, Inc., Troy, and Midwest Guaranty Bank.

- Approved, April 27, 2004 

Chicago

National Australia Bank Limited, Melbourne, Australia -- to engage de novo through 

National Americas Capital Investments LLC, New York, New York, National Americas 

Investment, Inc., Jacksonville, Florida, and MSRA Holdings, Inc. in leasing personal or 

real property in connection with structured finance and special finance services to large 

corporate and institutional clients.

- Approved, April 27, 2004 

New York

Nexity Financial Corporation, Birmingham, Alabama -- commitment waiver request.

- Withdrawn, April 29, 2004 

Atlanta

Northrim Bancorp, Inc., Anchorage, Alaska -- to engage in financial and investment 

advisory activities through the acquisition of additional shares of Elliott Cove Capital 

Management, LLC, Seattle, Washington.

- Approved, April 27, 2004 

San Francisco

NorthStar Financial Corporation, Seattle, Washington -- to become a bank holding 

company and to acquire shares of NorthStar Bank.

- Approved, April 29, 2004 

San Francisco

The Peoples Holding Company, Inc., Tupelo, Mississippi, and Peoples Merger 

Corporation, Knoxville, Tennessee -- to acquire Peoples Merger Corporation and 

thereby acquire Renasant Bancshares, Inc., Germantown, and its subsidiary bank, 

Renasant Bank; and for Peoples Merger Corporation to become a bank holding 

company and to acquire Renasant Bancshares, Inc. and Renasant Bank.

- Approved, April 30, 2004 

St. Louis

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority April 25, 2004 to May 1, 2004

Bank Holding Companies

United Community Banks, Inc., Blairsville, Georgia -- to acquire Fairbanco Holding 

Company, Inc., Fairburn, and its subsidiary, 1st Community Bank, and thereby engage in 

operating a savings association.

- Approved, April 29, 2004 

Atlanta

Banks, State Member

State Street Bank and Trust Company, Boston, Massachusetts, and CitiStreet 

International, LLC, Quincy -- for State Street Bank and Trust Company and CitiStreet 

International, LLC to invest in CitiStreet Australia Pty. Ltd., Sidney, Australia.

- Approved, April 30, 2004 

Director, BS&R

State Street Bank and Trust Company, Boston, Massachusetts, and State Street 

International Holdings -- for State Street Bank and Trust Company to invest in World 

Markets Company Limited, London, England, and for State Street International Holdings 

to invest in certain of its wholly owned subsidiaries.

- Approved, April 30, 2004 

Director, BS&R

Change In Bank Control

Exchange Bancshares of Moore, Inc., Moore, Oklahoma -- to retain control of Exchange 

Bancshares of Moore, Inc. 

- Permitted, April 28, 2004 

Kansas City

NSB Bancshares, Inc., La Crosse, Kansas -- change in bank control.

- Permitted, April 28, 2004 

Kansas City

Washington Trust Bancorp, Inc., Westerly, Rhode Island -- change in bank control.

- Permitted, April 29, 2004 

Boston

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority April 25, 2004 to May 1, 2004

Competitive Factors Reports

Alliance Bank, Cape Girardeau, Missouri -- report on competitive factors of the 

proposed merger with Alliance Interim Bank.

- Submitted, April 27, 2004 

St. Louis

American State Bank & Trust Company, National Association, Great Bend, Kansas -- 

report on competitive factors of the proposed merger with The First National Bank & 

Trust, St. John.

- Submitted, April 27, 2004 

Kansas City

Chemical Bank Shoreline, Benton Harbor, Michigan -- report on competitive factors of 

the proposed purchase of assets and assumption of deposits of the Kalamazoo branch of 

State Bank of Caledonia, Caledonia.

- Submitted, April 28, 2004 

Chicago

Chemical Bank West, Walker, Michigan -- report on competitive factors of the proposed 

merger with State Bank of Caledonia, Caledonia.

- Submitted, April 28, 2004 

Chicago

Community State Bank, Galva, Illinois -- report on competitive factors of the proposed 

merger with Whaples & Farmers State Bank, Neponset.

- Submitted, April 28, 2004 

Chicago

Fairfield County Bank Corp., Ridgefield, Connecticut -- report on competitive factors of 

the proposed merger with Bank of Westport, Westport.

- Submitted, April 28, 2004 

New York

First Bank & Trust Menomonie, Wisconsin -- report on competitive factors of the 

proposed merger with Interim First Bank & Trust.

- Submitted, April 29, 2004 

Minneapolis

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority April 25, 2004 to May 1, 2004

Competitive Factors Reports

First Morris Bank and Trust, Morristown, New Jersey -- report on competitive factors of 

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

Mendham branch of Gibraltar Savings Bank, FSB, Newark.

- Submitted, April 29, 2004 

New York

First State Bank of Western Illinois, LaHarpe, Illinois -- report on competitive factors of 

the proposed purchase of assets and assumption of liabilities of the Monmouth branch of 

Associated Bank, N.A., Green Bay, Wisconsin.

- Submitted, April 28, 2004 

Chicago

Heritage Oaks Bank, Paso Robles, California -- report on competitive factors of the 

proposed merger with Hacienda Bank, Santa Maria.

- Submitted, April 26, 2004 

San Francisco

Independent Bank East Michigan, Caro, Michigan -- report on competitive factors of the 

proposed merger with Midwest Guaranty Bank, Troy.

- Submitted, April 28, 2004 

Chicago

Mountain West Bank, Coeur D'Alene, Idaho -- report on competitive factors of the 

proposed merger with the Ione, Washington, branch of AmericanWest Bank, Spokane.

- Submitted, April 26, 2004 

San Francisco

National Penn Bank, Boyertown, Pennsylvania -- report on competitive factors of the 

proposed merger with The People's Bank of Oxford, Oxford.

- Submitted, April 30, 2004 

Philadelphia

Whitney National Bank, New Orleans, Louisiana -- report on competitive factors of the 

proposed purchase of two Fort Walton, Florida, branches of First National Bank 

Northwest Florida, Panama City.

- Submitted, April 28, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority April 25, 2004 to May 1, 2004

Extensions Of Time

Citibank, N.A., New York, New York -- extensions of time for its subsidiaries, Citibank 

Overseas Investment Corporation, New Castle, Delaware, and Citicorp Finance 

(Thailand) Limited, Bangkok, Thailand, to divest their interests in certain DPC property.

- Granted, April 29, 2004 

Secretary

First Bankers Trustshares, Inc., Quincy, Illinois -- extension to June 29, 2004, to engage 

in trust activities through the acquisition of First Bankers Trust Services, Inc.

- Granted, April 29, 2004 

St. Louis

NBRS Financial, Rising Sun, Maryland -- extension to May 22, 2005, to establish a 

branch at North East Shopping Center on U.S. Route 40, North East.

- Granted, April 29, 2004 

Richmond

NBRS Financial, Rising Sun, Maryland -- extension to June 19, 2004, to establish a 

branch at 636 Broad Street, Perryville.

- Granted, April 29, 2004 

Richmond

NBRS Financial, Rising Sun, Maryland -- extension to March 19, 2005, to establish a 

branch at the intersection of Maryland Route 213 and White Hall Road, Elkton.

- Granted, April 29, 2004 

Richmond

International Operations

The National Bank of Indianapolis, Indianapolis, Indiana -- to establish a branch at CIBC 

Financial Centre, 11 Dr. Roy's Drive, Grand Cayman, Cayman Islands.

- Approved, April 30, 2004 

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, May 1, 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, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18C & Branch Banco Popular North America, New York, New York, to merge

Quaker City Bank, Whittier, California, with and into Banco

Popular North America, and incident thereto, to establish

branches.

Newspaper – 05/31/2004

FBSEA Royal Bank of Canada Finance Co., New York, New York, to

upgrade its Miami, Florida Agency to a Federal Branch.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3A1 Hilltop Community Bancorp, Inc., Summit, New Jersey, request

prior approval to become a bank holding company through the

acquisition of 100 percent of the outstanding shares of Hilltop

Community Bank, Summit, New Jersey.

Newspaper – N/Avail

Fed Reg – 05/17/2004

4C8 Popular Inc and Popular International Bank, both of San Juan,

Puerto Rico, and Popular North America, Mount Laurel, New

Jersey, to acquire indirect control of Quaker City Bancorp,

Whittier, California.

Newspaper – 04/20/2004

Fed Reg – 04/28/2004

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, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Landmark Community Bank, Pittston, Luzerne County,

PA, to establish office located at the corner of Davis Street 

and Pittston Avenue, Scranton, Lackawanna County, PA.

Newspaper – 05/14/2004

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, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

1402 South Route 12, Fox Lake, IL.

Newspaper – 05/01/2004

*Branch Fifth Third Bank, Grand Rapids, MI, to establish a branch at 900 

Beasley Street, Lexington, KY.

Newspaper – 05/01/2004

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

49895 Grand River Avenue, Wixom, MI.

Newspaper – 05/01/2004

*18(c), *Branch Merger of State National Bank of Frankfort, Frankfort, KY, and 

First National Bank & Trust Company, Georgetown, KY, into 

Whitaker Bank, National Association, Lexington, KY.

Newspaper – 05/02/2004

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 of Change in Bank Control by Susan Neff, Robert Neff, 

Ryan Neff, Heather Neff and Jennifer Neff-Markwell 

(collectively known as the "Neff Family") of their intent to 

retain control of 25 percent or more of the outstanding shares of 

The Citizens Bancorp, Morehead, Kentucky.

Newspaper – N/Avail

Fed Reg – N/Avail

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

bank holding company through the acquisition of The Citizens 

National Bank, Bluffton, Ohio.

Newspaper – 05/01/2004

Fed Reg – 04/30/2004

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

Corman Family Control Group, Nicholasville, Kentucky, to 

retain 17.78% of the voting shares of Citizens National 

Bancshares, Inc., Nicholasville, Kentucky.

Newspaper – 04/14/2004

Fed Reg – 04/19/2004

*18(c), *Branch Community First Bank & Trust, Celina, Ohio, to acquire by 

merger, The Clyde Savings Bank, Clyde, Ohio, pursuant to 

section 18(c) of the Federal Deposit Insurance Act and incident 

thereto, to establish branches.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

*18(c), *Branch Community First Bank & Trust, Celina, Ohio, to acquire by 

merger, Indiana Lawrence Bank, North Manchester, Indiana.

Newspaper – N/Avail

Fed Reg – N/Avail

CIC Notice by the Elder Group and Deborah Bagenstose, Columbus, 

Ohio, to retain control of Empire Bancshares, Inc., Hicksville, 

Ohio.

Newspaper – N/Avail

Fed Reg – N/Avail

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

Corporation, its wholly-owned subsidia ry, both of Cincinnati, 

Ohio, to acquire Franklin Financial Corporation and its sole 

subsidiary bank, Franklin National Bank, both of Franklin, 

Tennessee.

Newspaper – 04/11/2004

Fed Reg – 04/15/2004

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

acquire Unizan Financial Corp., Canton, Ohio.

Newspaper – 04/28/2004

Fed Reg – 04/23/2004

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

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

and thereby indirectly acquire Provident Bank, Cincinnati, Ohio.

Newspaper – 03/22/2004

Fed Reg – 03/19/2004

*18(c), 3(a)(1) North Valley Bancshares, Inc., Zanesville, Ohio, to acquire 

North Valley Bank, Zanesville, Ohio, pursuant to Section 3(a)(1) 

of the Bank Holding Company Act and North Valley Bank, 

Zanesville, Ohio, to merge with North Valley Interim Bank, 

Zanesville, Ohio, pursuant to Section 18(c) of the Federal 

Deposit Insurance Act.

Newspaper – 05/08/2004

Fed Reg – N/Avail

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

*Branch

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

Second Bancorp, Incorporated, Warren, Ohio.

Newspaper – 04/26/2004

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) Premier Community Bankshares, Inc., Winchester, Virginia, to 

acquire 100% of the voting shares of Premier Bank, Inc., 

Martinsburg, West Virginia (in organization).*

Fed Reg – N/Avail

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 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at the intersection of East Baseline Road and North 

Cooper Road, Gilbert, Arizona, to be known as the GilbertCooper Branch.*

Newspaper – 05/07/2004

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

located at the intersection of South Gilbert Road and West 

Warner Road, Gilbert, Arizona, to be known as the GilbertWarner Branch.*

Newspaper – 05/07/2004

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

located at the intersection of North 67th Avenue and State 

Highway 101, Glendale, Arizona, to be known as the Glendale -

67th Avenue Branch.*

Newspaper – 05/07/2004

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

located at the intersection of West Magee Road and North 

LaCholla Boulevard, Tucson, Arizona, to be known as the 

Tucson-LaCholla Branch.*

Newspaper – 05/07/2004

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

located at the intersection of West 80th Avenue and Wadsworth 

Boulevard, Arvada, Colorado, to be known as the ArvadaWadsworth Branch.*

Newspaper – 05/07/2004

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

located at the intersection of East Florida Avenue and South 

Havana Street, Aurora, Colorado, to be known as the AuroraFlorida Branch.*

Newspaper – 05/07/2004

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

located at the intersection of Highway 470 and Gartrell Road, 

Aurora, Colorado, to be known as the Aurora-Gartrell Branch.*

Newspaper – 05/07/2004

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

located at the intersection of Central Avenue East and Tramway 

Boulevard Northeast, Albuquerque, New Mexico, to be known 

as the Albuquerque-Central Branch.*

Newspaper – 05/07/2004

Branch The Park Avenue Bank, Valdosta, Georgia, to establish a branch 

located at 500 Eagles Landing Parkway, Stockbridge, Georgia.*

Newspaper – N/Avail
Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 1508 Ashley Worth Boulevard, Bee Cave, Texas.*

Newspaper – N/Avail

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

located at the corner of Northpoint Parkway and Rock Mill 

Road, Alpharetta, Georgia.*

Newspaper – 05/08/2004

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

located at 102 Newnan Crossing By-Pass, Newnan, Georgia.*

Newspaper – 05/08/2004

*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)(1) CBB Bancorp, Cartersville, Georgia, to become a bank holding 

company by acquiring 100 percent of the outstanding shares of 

Century Bank of Bartow County, Cartersville, Georgia.*

Newspaper – 03/08/2004

Fed Reg – 03/12/2004

3(a)(1) NSB Holdings, Inc., Macon, Georgia, to become a bank holding 

company by acquiring 100 percent of the outstanding shares of 

New Southern Bank, Macon, Georgia.*

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(1) Southern Heritage Bancshares, Inc., Cleveland, Tennessee, to 

become a bank holding company by acquiring 100 percent of the 

outstanding shares of Southern Heritage Bank, Cleveland, 

Tennessee.*

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(1) SunSouth Bancshares, Inc., Dothan, Alabama, to become a bank 

holding company by acquiring 100 percent of the outstanding 

shares of SunSouth Bank, Dothan, Alabama.*

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(5) Upson Bankshares, Inc., Thomaston, Georgia, to merge with 

First Polk Bankshares, Inc., and thereby directly acquire its 

subsidiary, First National Bank of Polk County, both of 

Cedartown, Georgia.*

Newspaper – 05/19/2004

Fed Reg – 05/27/2004

Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Fede ral Register notice only

Type Application

Ending date of

comment period

4(c)(8) SunTrust Banks, Inc., along with its subsidiary, Trusco Capital 

Management, Inc., both of Atlanta, Georgia, to acquire 100 

percent of Seix Investment advisors Inc., Woodcliff Lake, New 

Jersey, and thereby engage in financial and investment advisory 

activities.

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

876634 Capital City Bank

Post Office Box 900

Tallahassee, Florida 32302

(850) 671-0300

11/17/2003 04/25/2004 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, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

to be located at 16700 - 26 Mile Road, Macomb Township, 

Macomb County, Michigan.*

Newspaper – 04/26/2004

18C Community Bank (in organization), Austin, Minnesota, to 

purchase the assets and assume the liabilities of the Austin, 

Minnesota branch of Security Bank Minnesota, Albert Lea, 

Minnesota.*

Newspaper – N/Avail

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

branch facility to be located at the northwest corner of 2nd 

Avenue and Laurel Street, Highland Park, Illinois.*

Newspaper – 04/30/2004

* 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)(3) Community National Bancorporation, Waterloo, Iowa, to 

acquire 100 percent of Community Bank (In Organization), 

Austin, Minnesota.*

Fed Reg – 05/03/2004

Newspaper – N/Avail

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

through merger North Bancorp, Inc., Gaylord, Michigan and 

thereby indirectly acquire First National Bank of Gaylord, 

Gaylord, Michigan and immediately merge with and into IBC's 

subsidiary, Independent Bank, Bay City, Michigan.*

Fed Reg – 05/06/2004

Newspaper – N/Avail

3(a)(3) Koss-Winn Bancshares, Inc. ESOP with 401 K provisions, 

Buffalo Center, Iowa, to acquire additional shares of Koss-Winn 

Bancshares, Inc., Buffalo Center, Iowa, and thereby indirectly 

acquire Farmers Trust & Savings Bank, Buffalo Center, Iowa.*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) MCB Bankshares, Inc., Middleton, Wisconsin, to become a bank 

holding company by acquiring 100 percent of the voting shares 

of Middleton Community Bank, Middleton, Wisconsin.*

Fed Reg – N/Avail

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

4(c)(8) Marshall & Ilsley Corporation, Milwaukee, Wisconsin, proposes 

to acquire, indirectly through its subsidiary, Metavante 

Corporation, certain of the assets of The Kirchman Corporation, 

Altamonte Springs, Florida, and thereby engage in data 

processing activities and management consulting.

Fed Reg – 05/17/2004

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

Type Application

Membership Community Bank (in organization), Austin, Minnesota, 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

2693264 Town Bank

400 Genesse Street

Delafield, Wisconsin 53018

(262) 646-7641

11/12/2003 04/28/2004 S X

78643 State Bank of Viroqua

101 N. Main Street

Viroqua, Wisconsin 54665

(608) 637-3127

12/15/2003 04/26/2004 S X
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

facility to be located at 2730 Highway 412 East, Siloam Springs, 

Arkansas.*

Newspaper – 05/17/2004

* 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

3A3 TrustBanc Financial Group, Inc., Mountain Home, Arkansas, to 

acquire 9.90 percent of Bank of Pocahontas, Pocahontas, 

Arkansas (to be relocated to Bentonville, Arkansas prior to this 

acquisition, and renamed Pinnacle Bank immediately after 

acquisition).*

Newspaper – 06/01/2004

Fed Reg – 06/01/2004

3A3 Cross County Bancshares, Inc., Wynne, Arkansas, to acquire 

9.90 percent of Bank of Pocahontas, Pocahontas, Arkansas (to 

be relocated to Bentonville, Arkansas prior to this acquisition, 

and renamed Pinnacle Bank immediately after acquisition).*

Newspaper – 06/07/2004

Fed Reg – 06/01/2004

3A3 Lonoke Bancshares, Inc., Lonoke, Arkansas, to acquire 9.90 

percent of Bank of Pocahontas, Pocahontas, Arkansas (to be 

relocated to Bentonville, Arkansas prior to this acquisition, and 

renamed Pinnacle Bank immediately after acquisition).*

Newspaper – 06/05/2004

Fed Reg – 06/01/2004

* 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

535641 Citizens Bank

Hartford, Kentucky

02/02/2004 04/28/2004 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, May 1, 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

CIC John Wesley Templer Sr. and Jacqueline Sue Templer, 

Amarillo, Texas, to acquire control of Western Dakota Holding 

Company, Timber Lake, South Dakota, and thereby indirectly 

acquire control of Western Dakota Bank, Timber Lake, South 

Dakota.

Newspaper – N/Avail

Fed Reg – 05/13/2004

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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, May 1, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Five Points Bank of Hastings, Hastings, Nebraska, to establish a 

branch at 320 South Burlington, Hastings, Nebraska.

Newspaper – 05/14/2004

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

Type Application

Ending date of

comment period

3(a)(5) Platte Valley Financial Services Companies, Inc., Scottsbluff, 

Nebraska, to acquire 100 percent of the voting shares of North 

Park Bancshares, and thereby indirectly acquire North Park State 

Bank, both of Walden, Colorado.

Newspaper – 05/21/2004

Fed Reg – 05/27/2004

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

865759 Union State Bank

5

th Street & Lincoln Avenue

Clay Center, Kansas 67432

02/03/2004 04/27/2004 S X

603559 Farmers State Bank

110 W. State

Phillipsburg, Kansas 67664

09/30/2003 04/28/2004 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, May 1, 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 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, May 1, 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) American West Bank Members, LC, to become a bank holding 

company by acquiring 100 percent of America West Bank, both 

of Layton, Utah.*

Fed Reg – 06/01/2004

Newspaper – 05/10/2004

* 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