Federal Reserve Release 

H.2 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 49 

Week Ending December 7, 2002 

Board of Governors of the Federal Reserve System, Washington, DC 20551 
H.2 Board Actions December 1, 2002 to December 7, 2002 

Regulations And Policies 

Priority Telecommunication Services -- expansion of the Board's criteria for sponsorship 

of priority telecommunication services of organizations that are important to national 

security and emergency preparedness (Docket No. R-1137). 

- Approved, December 2, 2002 

Reserve Bank Services 

Fedwire -- request for comment on a proposal to expand the operating hours for the online Fedwire Funds Service (Docket No. R-1138). 

- Approved, December 4, 2002 

(AC) = Addition or Correction Board - Page 1 of 1 
H.2 Actions under delegated authority December 1, 2002 to December 7, 2002 

BS&R Banking Supervision and Regulation RBOPS Reserve Bank Operations and Payment Systems 

IF International Finance 

OSDM Office of Staff Director for Management 

C&CA Consumer and Community Affairs 

FOMC Federal Open Market Committee 

Bank Branches, Domestic 

Chicago 

Ames Community Bank, Ames, Iowa -- to establish a branch at 107 Main Street, and to 

relocate its main office to 1200 South Duff. 

- Approved, December 2, 2002 

Richmond 

Farmers Bank, Windsor, Virginia -- to establish a branch at Godwin Boulevard and 

Hillpoint Boulevard North, Suffolk. 

- Approved, December 6, 2002 

Cleveland 

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at State Routes 301 and 254, 

Sheffield Village. 

- Approved, December 3, 2002 

Richmond 

Four Oaks Bank & Trust Company, Four Oaks, North Carolina -- to establish a branch 

at 101 Avent Ferry Road, Holly Springs. 

- Approved, December 4, 2002 

New York 

Atlanta 

Dallas 

JPMorgan Chase Bank, New York, New York -- to establish a branch at 777 Bedford 

Road, Bedford Hills. 

- Approved, December 2, 2002 

SouthTrust Bank, Birmingham, Alabama -- to establish a branch at 2310 Dallas Highway, 

Marietta, Georgia. 

- Approved, November 29, 2002 (AC) 

Texas Bank, Weatherford, Texas -- to establish a branch at 207 North Denton Tap 

Road, Coppell. 

- Approved, December 3, 2002 

(AC) = Addition or Correction Delegated - Page 1 of 7 
H.2 Actions under delegated authority December 1, 2002 to December 7, 2002 

Bank Holding Companies 

Atlanta 

Bancshares of Florida, Inc., Naples, Florida -- commitment waiver request. 

- Returned, December 2, 2002 

Atlanta 

Commerce National Bankshares of Florida, Inc., Winter Park, Florida -- to become a 

bank holding company through the acquisition of Commerce National Bank of Florida, a 

de novo bank. 

- Approved, December 5, 2002 

Minneapolis 

Community Financial Corporation, Owatonna, Minnesota -- to become a bank holding 

company through the acquisition of Community Bank Owatonna, a de novo bank. 

- Approved, December 6, 2002 

Atlanta 

First Commerce Bankshares, Inc., Douglasville, Georgia -- to become a bank holding 

company through the acquisition of First Commerce Community Bank, a de novo bank. 

- Withdrawn, December 5, 2002 

Chicago 

First State Associates, Inc., Hawarden, Iowa, and Old O'Brien Banc Shares, Inc., 

Sutherland -- to acquire additional shares of Hawarden Banking Company, Hawarden. 

- Approved, December 4, 2002 

Richmond 

Friedman, Billings, Ramsey Group, Inc., Arlington, Virginia; FBR Ashton, Limited 

Partnership; FBR Opportunity Fund, Ltd.; and FBR Small Cap Financial Fund -- to 

retain an interest in ITLA Capital Corporation, La Jolla, California. 

- Approved, December 3, 2002 

St. Louis 

Gravett Bancshares, Inc., Gravette, Arkansas -- to become a bank holding company 

through the acquisition of Bank of Gravett. 

- Approved, December 3, 2002 

(AC) = Addition or Correction Delegated - Page 2 of 7 
H.2 Actions under delegated authority December 1, 2002 to December 7, 2002 

Bank Holding Companies 

St. Louis 

Harrodsburg First Financial Bancorp, Inc., Harrodsburg, Kentucky -- to acquire shares 

of Independence Bancorp, New Albany, Indiana, and thereby acquire Independence 

Bank. 

- Approved, December 6, 2002 

San Francisco 

ITLA Capital Corporation, La Jolla, California, and Franklin Resources, Inc., San 

Mateo -- for ITLA Capital Corporation to become a bank holding company through the 

acquisition of Imperial Capital Bank, La Jolla, and to engage in nonbanking activities 

through ITLA Capital Real Estate Investment Trust and ITLA Mortgage Loan 

Securitization 2002-1, LLC; and for Franklin Resources to acquire an interest in ITLA 

Capital Corporation. 

- Approved, December 3, 2002 

Minneapolis 

Merchants Financial Group, Inc., Winona, Minnesota -- to acquire Merchants Bank, 

National Association, La Crescent, a de novo bank, in connection with the relocation of 

the charter of the existing Merchants Bank, National Association, to Onalaska, Wisconsin. 

- Approved, December 4, 2002 

Atlanta 

N W Services Corporation, Ringgold, Georgia -- to acquire The Bank of Sharon, 

Sharon, Tennessee. 

- Approved, December 3, 2002 

Atlanta 

Pinnacle S-Corp, Inc., Elberton, Georgia -- to become a bank holding company through 

the acquisition of Pinnacle Financial Corporation and Pinnacle Bank. 

- Approved, December 6, 2002 

Secretary 

Platte Valley Financial Service Companies, Inc., Scottsbluff, Nebraska -- to retain TriCounty Bank, National Association, Cheyenne, Wyoming. 

- Approved, December 2, 2002 

(AC) = Addition or Correction Delegated - Page 3 of 7 
H.2 Actions under delegated authority December 1, 2002 to December 7, 2002 

Bank Holding Companies 

Dallas 

Reynolds, Teague, Thurman Financial Corp., Moody, Texas, and RTT Delaware 

Holdings, Inc., Wilmington, Delaware -- to become bank holding companies through the 

acquisition of The First National Bank of Moody, Moody. 

- Approved, December 4, 2002 

Secretary 

Royal Bank of Canada, Montreal, Canada; RBC Centura Banks, Inc., Rocky Mount, 

North Carolina; and RBC Centura Bank -- commenter's request to extend the comment 

period on the application to acquire Admiralty Bancorp, Inc., Palm Beach Gardens, 

Florida, and Admiralty Bank. 

- Denied, December 5, 2002 

Atlanta 

Vision Bancshares, Inc., Gulf Shores, Alabama -- commitment waiver request. 

- Granted, December 4, 2002 

Bank Mergers 

Cleveland 

The Citizens Banking Company, Sandusky, Ohio -- to merge with The Castalia Banking 

Company, Castalia, and thereby establish a branch. 

- Approved, December 2, 2002 

Banks, National 

Director, BS&R 

Community Trust Bank, Inc., Pikeville, Kentucky -- transfer agent registration. 

- Approved, December 3, 2002 

Banks, State Member 

Director, BS&R 

The Bank of Tidewater, Virginia Beach, Virginia -- transfer agent registration. 

- Withdrawn, December 3, 2002 

(AC) = Addition or Correction Delegated - Page 4 of 7 
H.2 Actions under delegated authority December 1, 2002 to December 7, 2002 

Change In Bank Control 

Richmond 

Cecil Bancorp, Inc., Elkton, Maryland -- change in bank control. 

- Permitted, December 6, 2002 

Chicago 

First State Associates, Inc., Hawarden, Iowa -- change in bank control. 

- Permitted, December 4, 2002 

Atlanta 

Greater Rome Bancshares, Inc., Rome, Georgia -- change in bank control. 

- Permitted, December 6, 2002 

St. Louis 

Harrell Bancshares, Inc., Camden, Arkansas -- change in bank control. 

- Permitted, December 4, 2002 

St. Louis 

New Era Bancorporation, Inc., Fredericktown, Missouri -- change in bank control. 

- Permitted, December 4, 2002 

Minneapolis 

Voyager Financial Services Corporation, Edina, Minnesota -- change in bank control. 

- Permitted, December 3, 2002 

Competitive Factors Reports 

Richmond 

Advance Financial Savings Bank, FSB, Wellsburg, West Virginia -- report on 

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

liabilities of two Steubenville, Ohio, branches of The Second National Bank of Warren, 

Warren. 

- Submitted, December 3, 2002 

(AC) = Addition or Correction Delegated - Page 5 of 7 
H.2 Actions under delegated authority December 1, 2002 to December 7, 2002 

Competitive Factors Reports 

Chicago 

Associated Bank, National Association, Green Bay, Wisconsin -- report on competitive 

factors of the proposed merger with Associated Card Services Bank, National 

Association, Stevens Point. 

- Submitted, December 2, 2002 

Boston 

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

proposed merger with American Savings Bank, New Britain, Connecticut. 

- Submitted, December 3, 2002 

San Francisco 

Sterling Financial Corporation, Spokane, Washington -- report on competitive factors of 

the proposed merger of Empire Bank, Livingston, Montana, and Sterling Savings Bank, 

Spokane. 

- Submitted, December 2, 2002 

Chicago 

United Bank & Trust-Washtenaw, Ann Arbor, Michigan -- report on competitive factors 

of the proposed purchase of the Saline, Manchester, and Dexter branches of and 

assumption of certain deposits from United Bank & Trust, Tecumseh. 

- Submitted, December 2, 2002 

Extensions Of Time 

San Francisco 

Farmers and Merchants Bank of Central California, Lodi, California -- extension to 

December 28, 2003, to establish a branch at 3500 Dale Road, Modesto. 

- Granted, December 5, 2002 

St. Louis 

Planters Financial Group, Inc., Hopkinsville, Kentucky -- extension to March 6, 2003, to 

acquire City State Bank, Martin, Tennessee. 

- Granted, December 6, 2002 

(AC) = Addition or Correction Delegated - Page 6 of 7 
H.2 Actions under delegated authority December 1, 2002 to December 7, 2002 

Financial Holding Companies 

St. Louis 

First State Bancorp, Inc., Caruthersville, Missouri -- election to become a financial 

holding company. 

- Effective, December 3, 2002 

Membership 

Cleveland 

Community Trust Bank, National Association, Pikeville, Kentucky -- membership in the 

Federal Reserve System on conversion to a state-chartered institution, Community Trust 

Bank, Inc. 

- Approved, December 2, 2002 

Chicago 

The Knisely National Bank of Butler, Butler, Indiana -- membership in the Federal 

Reserve System. 

- Approved, December 5, 2002 

Richmond 

Suffolk First Bank, Suffolk, Virginia -- membership in the Federal Reserve System. 

- Approved, December 6, 2002 

(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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 = Satis factory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Barclays Bank PLC, London, England, to upgrade its Miami, Newspaper – N/A 

Florida, agency to a branch office. 

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

Ending date of 

Type Application comment period 

None 

.

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

Member Patriot Bank, Pottstown, PA, 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

365325 United Bank 09/16/2002 12/07/2002 S X 

11185 Main Street 

Fairfax, Virginia 22030-5008 

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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Type Application 

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

located at 6360 W. Plano Parkway, Plano, Texas.* 

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

located at 2223 Del Prado Boulevard S. Cape Coral, Florida.* 

18(c) IBERIABANK, New Iberia, Louisiana, to merge with LBA 

Savings Bank, Lafayette, Louisiana.* 

Ending date of 

comment period 

Newspaper-12/06/2002 

Newspaper-12/05/2002 

Newspaper-12/30/2002 

*Subject to provisions of the Community Reinvestment Act 

Section II – Applications subject to both newspaper and Fede ral Register notice 

Ending date of 

Type Application comment period 

3(a)(1) Community Bancshares of West Georgia, Villa Rica, Georgia, to 

become a bank holding company through the acquisition of 

Community Bank of West Georgia, Villa Rica, Georgia (in 

organization).* 

CIC Community Bank of South Florida, Inc., Homestead, Florida, 

after-the-fact notification filed by Mr. George H. Eicher, Mrs. 

Mary Ethel Eicher, and Mr. George P. Eicher to collectively 

retain 10.33 percent of the outstanding shares of Community 

Bank of South Florida, Inc., and its subsidiary, Community 

Bank of Florida, both of Homestead, Florida. 

3(a)(5) IBERABANK Corporation, Lafayette, Louisiana, to merge with 

Acadiana Bancshares, Inc., and its subsidiary, LBA Savings 

Bank, both of Lafayette, Louisiana.* 

Newspaper-N/Avail 

Fed Reg-12/26/2002 

Newspaper-12/17/2002 

Fed Reg-12/13/2002 

Newspaper-N/Avail 

Fed Reg-N/Avail 

*Subject to provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

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

Type Application 

COM FCB Florida Bancorporation, Inc., Orlando, Florida, 

commitment waiver request. 

Section V – Availability of CRA public evaluations 

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

279338 First Southern Bank 

9955 West Glade Road 

Boca Raton, Florida 33434 

(561) 731-4200 

3034257 First Community Bank of Central 

Alabama 

Post Office Box 1270 

Wetumpka, Alabama 36092 

(334) 512-2034 

08/26/2002 12/03/2002 S X 

08/26/2002 12/05/2002 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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch American Trust & Savings Bank, Dubuque, Iowa, to establish a 

branch at the corner of Old Farley Road and Pleasant Grove 

Road, Farley, Iowa.* 

Newspaper – 12/05/2002 

18C & Branches M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin, to merge 

with Southwest Bank of Phoenix, Phoenix, Arizona and thereby 

to establish a branch at 2222 East Camelback Road, Phoenix, 

Arizona.* 

Newspaper – N/Avail 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

CIC Notice by Mark Charles Hewitt, Ventura, Iowa, to increase his 

ownership in Arneson Bancshares, Inc., Clear Lake, Iowa, from 

19.71 percent to 43.21 percent. 

3(a)(3) FBOP Corporation, Oak Park, Illinois, to acquire an additional 

50 percent for a total ownership of 100 percent of the oustanding 

voting shares of PNB Financial Corp., Chicago, Illinois, and 

thereby indirectly acquire Park National Bank and Trust of 

Chicago, Chicago, Illinois.* 

3(a)(1) FEB Bancshares, Inc., Neshkoro, Wisconsin, to become a bank 

holding company by acquiring 100 percent of Golden Sands 

Bankshares, Inc., Neshkoro, Wisconsin, and thereby indirectly 

acquire Farmers Exchange Bank of Neshkoro, Neshkoro, 

Wisconsin.* 

3(a)(1) F T Bancshares, Inc., Aurelia, Iowa, to become a bank holding 

company by acquiring 6,149 shares, or 61.58% of Aurelia F T & 

S Bankshares, Inc., Aurelia, Iowa, and thereby indirectly 

acquiring The First Trust & Savings Bank, Marcus, Iowa.* 

Fed Reg – 12/13/2002 

Newspaper – N/Avail 

Fed Reg – 12/23/2002 

Newspaper – 12/20/2002 

Fed Reg – 01/02/2003 

Newspaper – 12/21/2002 

Fed Reg – 01/02/2003 

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

Type Application 

3(a)(3) Herky Hawk Financial Corp., Monticello, Iowa, to acquire 100 

percent of Munter Agency, Inc., Strawberry Point, Iowa, and 

thereby indirectly acquire Union Bank & Trust Company, 

Strawberry Point, Iowa.* 

3(a)(5) MB Financial, Inc., Chicago, Illinois, to acquire 100 percent of 

South Holland Bancorp, Inc., South Holland, Illinois, and 

thereby indirectly acquire South Holland Trust & Savings Bank, 

South Holland,* 

3(a)(3) Prairieland Employee Stock Ownership Plan, Bushnell, Illinois, 

to increase its ownership of Prairieland Bancorp, Inc., Bushnell, 

Illinois, from 44.73 percent to 49.77 percent, and thereby 

indirectly acquire Farmers and Merchants State Bank, Bushnell, 

Illinois.* 

CIC Notice by Wayne W. Whalen and Paula Wolff, to retain 

ownership of 17.80 percent of the common stock of 

Unionbancorp, Inc., Ottawa, Illinois, and thereby indirectly 

retain control of Unionbank, Streator, Illinois; 

Unionbank/Central, Princeton, Illinois; Unionbank/West, 

Macomb, Illinois, and Unionbank/Northwest, Hanover, Illinois. 

CIC Notice by Dennis J. McDonnell and Kathleen A. McDonnell, to 

retain ownership of 12.78 percent of the outstanding shares of 

Unionbancorp, Inc., Ottawa, Illinois, and thereby indirectly 

control Unionbank, Streator, Illinois; Unionbank/Central, 

Princeton, Illinois; Unionbank/West, Macomb, Illinois, and 

Unionbank/Northwest, Hanover, Illinois. 

Ending date of 

comment period 

Fed Reg – 11/22/2002 

Newspaper – 11/23/2002 

Fed Reg – 01/02/2003 

Newspaper – N/Avail 

Fed Reg – 12/13/2002 

Newspaper – 12/16/2002 

Fed Reg – 12/26/2002 

Newspaper – 12/09/2002 

Fed Reg – 12/26/2002 

Newspaper – 12/11/2002 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

3(a)(1) Notice Goodfield Financial Corporation, Goodfield, Illinois, to become 

a bank holding company by acquiring 100 percent of Goodfield 

State Bank, Goodfield, Illinois. 
Section IV – Applications not subject to Federal Register or newspaper notice 

Type Application 

Membership Southwest Bank of St. Louis, St. Louis, Missouri, 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

695349 Tri-County Bank 

4222 Main Street 

Brown City, Michigan 48416 

(810) 346-2745 

364337 Logan County Bank 

303 Pulaski Street 

Lincoln, Illinois 62656 

(217) 732-3151 

06/24/2002 12/02/2002 S X 

07/08/2002 12/02/2002 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, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period

Branch Arvest Bank, Fayetteville, Arkansas, to establish a branch Newspaper – 12/24/2002 

facility to be located at 1930 Fayetteville Road, Van Buren, 

Arkansas.* 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

CIC Notice by Herbert L. Winemiller and Gwyneth A. Winemiller, 

both of Fort Pierce, Florida, to retain control of Whittington 

Bancorp, Inc., Benton, Illinois. 

3A1 First Federal Financial Corporation of Kentucky, Elizabethtown, 

Kentucky, to become a bank holding company by acquiring 100 

percent of First Federal Savings Bank of Elizabethtown, 

Elizabethtown, Kentucky, upon its conversion from a federally 

chartered savings bank to a state chartered bank. (Previously 

submitted during the week ending November 30, 2002) * 

Newspaper – 1/2/2003 

Fed Reg – N/Avail 

Newspaper – 12/11/2002 

Fed Reg – 12/12/2002 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 7, 2002

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 Brian B. and Patricia A. Wellmon, Crandon, Wisconsin, to 

acquire control of Northern Wisconsin Bank Holding Company,

Laona, Wisconsin, and thereby indirectly acquire control of 

Laona State Bank, Laona, Wisconsin.*

Fed Reg – 12/26/2002

Newspaper – 12/18/2002

CIC Paul David Pieschel, Springfield, Minnesota, to acquire control 

of Piesco, Inc., Springfield, Minnesota, and thereby indirectly 

acquire control of Citizens State Bank Norwood Young 

America, Norwood Young America, Minnesota and Farmers & 

Merchants State Bank of Springfield, Springfield, Minnesota.*

Fed Reg – /Avail

Newspaper – 12/31/2002

CIC Todd Haugan, Long Lake, Minnesota; Tom P. Kell, Duluth, 

Minnesota; and Richard Lefcowitz, Minong, Wisconsin, to 

retain control of Superior Financial Holding, Inc., Two Harbors, 

Minnesota, and thereby indirectly retain control of the Lake 

Bank, National Association, Two Harbors, Minnesota.*

Fed Reg – 11/19/2002 

Newspaper – N/Avail

3(a)(1) Olmsted Holding Corporation, Byron, Minnesota, proposes to 

become a bank holding company by acquiring 100% of Olmsted 

National Bank, Rochester, Minnesota.*

Fed Reg – 01/03/2003 

Newspaper – 01/08/2003

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Member Dacotah Bank-Valley City, Valley City, North Dakota, proposes 

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

914853 CornerStone State Bank

Le Sueur, Minnesota

05/27/2002 11/26/2002 S X

624956 Valley Bank of Ronan

Ronan, Montana

08/12/2002 11/27/2002 O X

564856 1

st Bank

Sidney, Montana

08/19/2002 11/27/2002 S X

595953 Farmers State Bank of Denton

Denton, Montana

08/05/2002 12/04/2002 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, December 7, 2002

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Five Points Bank, Grand Island, Nebraska, to establish a branch 

at 20 East 21st Street, Kearney, Nebraska.

Newspaper - 12/11/2002

Branch Bank of Blue Valley, Overland Park, Kansas, to establish a 

branch at 7900 College Boulevard, Overland Park, Kansas.

Newspaper - 12/20/2002

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

Type Application

Ending date of

comment period

3(a)(1) Healthcare Bancorp, Inc., Broken Arrow, Oklahoma, to become 

a bank holding company through the acquisition of 100 percent 

of the voting shares of Federal BankCentre, Broken Arrow, 

Oklahoma.

Newspaper - N/Available

Fed Reg - 01/07/2003

3(a)(1) Bancorp V, Inc., Olathe, Kansas, to become a bank holding 

company through the acquisition of 97.2 percent of the voting 

shares of Bank of Leeton, Leeton, Missouri.

Newspaper - N/Available

Fed Reg - 12/27/2002

3(a)(1) Heritage Bancshares, Inc., Topeka, Kansas, to become a bank 

holding company through the acquisition of 100 percent of the 

voting shares of Heritage Bank, Topeka, Kansas (in 

organization).

Newspaper - 12/31/2002 

Fed Reg - 01/02/2003

3(a)(3) First Olathe Bancshares, Inc., Overland Park, Kansas, to acquire 

an additional 29.26 percent, for a total of 59.56 percent of the 

voting shares of Bannister Bancshares, Inc., Kansas City, 

Missouri, parent of Union Bank, Kansas City, Missouri.

Newspaper - 12/27/2002 

Fed Reg - 01/03/2003

CIC Notice by Connie F. Rose, individually and as trustee of the Jon 

F. Rose Revocable Trust, Hastings, Nebraska; Paul H. and Faye 

E. Powers, Hastings, Nebraska; and Larry W. Coffey, Lincoln, 

Nebraska, to acquire control of Hastings Bancorp, Inc., 

Hastings, Nebraska, parent of Hastings State Bank, Hastings, 

Nebraska.

Newspaper - N/Available 

Fed Reg - 12/30/2002
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

311050 American Heritage Bank

2 S. Main Street

Sapulpa, Oklahoma 74066-4104

08/19/2002 12/02/2002 S X

982151 Western Bank

307 W. Aztec

Gallup, New Mexico 87301-6349

09/16/2002 12/03/2002 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, December 7, 2002

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) OSB Financial Services, Inc., Orange, TX, and OSB Delaware 

Financial Services, Inc., Dover, DE, to acquire 100 percent of 

Mauriceville National Bank, Mauriceville, TX*

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 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, December 7, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Valley Independent Bank, El Centro, California, to establish a Newspaper – 12/31/2002 

branch facility to be located at One El Paseo, 74-199 El Paseo 

Drive, Palm Desert, California.* 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None