Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 48

Week Ending November 26, 2005

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions November 20, 2005 to November 26, 2005

Reserve Bank Operations

Reserve Bank Directors -- appointment of chairmen and deputy chairmen of the 

twelve Federal Reserve Banks for 2006.

- Announced, November 23, 2005 

(AC) = Addition or Correction Board - Page 1 of 1
November 20, 2005 to November 26, 2005

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

AmSouth Bank, Birmingham, Alabama -- to establish branches at 1230 West 

McCulloch Road, Oviedo, Florida; 11 Alafaya Woods Boulevard, Orlando; 4845 

New Broad Street; 12301 South Orange Blossom Trail; 3710 Southwest 38th Street, 

Gainesville; 4100 Northwest 16th Boulevard; 124 South Florida Avenue, Lakeland; 

3055 Ruen Drive, Palm Harbor; 11 North Indiana Avenue, Englewood; 2385 Parr 

Drive, The Villages; and 10010 Eastern Shore Boulevard, Spanish Fort, Alabama.

- Approved, November 22, 2005 

Atlanta

Bank Independent, Sheffield, Alabama -- to establish a branch at 304 East Dr. Hicks 

Boulevard, Florence.

- Approved, November 25, 2005 

Atlanta

Bank of Smithtown, Smithtown, New York -- to establish a branch at 1830 Route 

112, Coram.

- Approved, November 22, 2005 

New York

EagleBank, Bethesda, Maryland -- to establish a branch at 15 Wisconsin Circle, 

Chevy Chase.

- Approved, November 25, 2005 

Richmond

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 920 West State 

Street, Hastings.

- Approved, November 23, 2005 

Cleveland

SunTrust Bank, Atlanta, Georgia -- to establish a branch at 121 Rolling Hill Road, 

Suite 225, Mooresville, North Carolina.

- Approved, November 25, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority November 20, 2005 to November 26, 2005

Bank Branches, Domestic

Waccamaw Bank, Whiteville, North Carolina -- to establish a branch at 306 South 

Poplar Street, Elizabethtown.

- Approved, November 21, 2005 

Richmond

Bank Holding Companies

BancFirst Corporation, Oklahoma City, Oklahoma -- to acquire Park State Bank, 

Nicoma Park.

- Approved, November 25, 2005 

Kansas City

The Bancorp, Inc., Wilmington, Delaware -- relief from certain commitments.

- Granted, November 22, 2005 

Philadelphia

Farmers Capital Bank Corporation, Frankfort, Kentucky -- to acquire Citizens 

Bancorp, Inc., Newport, and thereby acquire Citizens Bank of Northern Kentucky; 

for Citizens Acquisition Subsidiary Corp., Frankfort, to become a bank holding 

company and merge with Citizens Bancorp, Inc.; and for Citizens Acquisition 

Subsidiary Corp. to acquire Citizens Financial Services, Inc., Newport, and thereby 

engage in activities relating to securities brokerage and financial planning services.

- Approved, November 21, 2005 

St. Louis

First National Financial Corporation, McGehee, Arkansas -- to become a bank 

holding company and to acquire The First National Bank of McGehee.

- Approved, November 25, 2005 

St. Louis

Flag Financial Corporation, Atlanta, Georgia -- to acquire Capital Financial 

Software, LLC, Norcross, and thereby engage in data processing in related services.

- Approved, November 21, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority November 20, 2005 to November 26, 2005

Bank Holding Companies

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

extend the comment period on the application to acquire Unizan Financial Corp., 

Canton.

- Denied, November 22, 2005 

Secretary

Magyar Bancorp, MHC, New Brunswick, New Jersey, and Magyar Bancorp, Inc. -- 

to become a mutual bank holding company and a bank holding company, 

respectively, and to acquire Magyar Bank.

- Approved, November 21, 2005 

New York

Newnan Coweta Bancshares, Inc., Newnan, Georgia -- relief from a commitment.

- Granted, November 22, 2005 

Atlanta

Plymouth Bancorp, Inc., Kirkwood, Missouri -- to become a bank holding company 

and to acquire Community State Bank of Plymouth, Plymouth, Illinois.

- Approved, November 23, 2005 

Chicago

Porter Bancorp, Inc, Shepherdsville, Kentucky -- to increase its ownership to 100 

percent of the shares of BBA, Inc. and thereby acquire Bullitt County Bank.

- Approved, November 23, 2005 

St. Louis

Security Bank Corporation, Macon, Georgia -- to merge with Rivoli BanCorp, Inc., 

and thereby acquire Rivoli Bank & Trust Company.

- Approved, November 22, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority November 20, 2005 to November 26, 2005

Bank Holding Companies

South Plains Financial, Inc. Employee Stock Ownership Plan, Lubbock, Texas -- to 

become a bank holding company and to acquire 25.86 percent of the shares of South 

Plains Financial, Inc. and indirectly acquire South Plains Delaware Financial 

Corporation, Dover, Delaware; City Bank, Lubbock; Zia Financial Corporation, 

Ruidoso, New Mexico; and City Bank New Mexico.

- Approved, November 23, 2005 

Dallas

TraCorp, Inc., Tullahoma, Tennessee -- to merge with F N Bancorp, Inc., and 

thereby acquire First National Bank of Tullahoma.

- Withdrawn, November 21, 2005 

Atlanta

Bank Mergers

First Midwest Bank, Itasca, Illinois -- to purchase the assets and assume the 

liabilities of the Carpentersville branch of Elgin State Bank, Elgin, and thereby 

establish a branch at 2250 Randall Road, Carpentersville.

- Approved, November 21, 2005 

Chicago

Planters Bank & Trust Company of Virginia, Staunton, Virginia -- to acquire certain 

assets and assume certain liabilities of the Woodstock and Harrisonburg branches of 

Second Bank & Trust, Culpeper.

- Approved, November 23, 2005 

Richmond

Banks, Foreign

Banco Votorantim, Sao Paulo, Brazil -- to establish a representative office in the 

state of New York.

- Withdrawn, November 22, 2005 

New York

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority November 20, 2005 to November 26, 2005

Change In Bank Control

Financial Enterprises, Inc., Clinton, Missouri -- to retain control of Financial 

Enterprises, Inc., parent of First National Bank of Clinton.

- Permitted, November 25, 2005 

Kansas City

GrandSouth Bancorporation, Greenville, South Carolina -- change in bank control.

- Permitted, November 23, 2005 

Richmond

New Mexico Banquest Corporation, Santa Fe, New Mexico -- change in bank 

control.

- Permitted, November 22, 2005 

Kansas City

Competitive Factors Reports

First National Bank and Trust Company, Asheboro, North Carolina -- report on 

competitive factors of the proposed merger with Alamance Bank, Graham.

- Submitted, November 23, 2005 

Richmond

The Frost National Bank, San Antonio, Texas -- report on competitive factors of the 

proposed merger with Texas Community Bank & Trust, N.A., Dallas.

- Submitted, November 18, 2005 (AC)

Secretary

Magyar Bank, New Brunswick, New Jersey -- report on competitive factors of the 

proposed merger with Magyar Interim Bank II in connection with the reorganization 

from a mutual savings bank structure to a mutual holding company structure.

- Submitted, November 21, 2005 

New York

The Peoples National Bank of LaFollette, LaFollette, Tennessee -- report on 

competitive factors of the proposed merger with Peoples National of LaFollette 

Financial Corporation.

- Submitted, November 22, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority November 20, 2005 to November 26, 2005

Competitive Factors Reports

The Traders National Bank, Tullahoma, Tennessee -- report on competitive factors 

of the proposed merger with First National Bank of Tullahoma.

- Submitted, November 22, 2005 

Atlanta

Extensions Of Time

Arvest Bank, Fayetteville, Arkansas -- extension to December 6, 2005, to establish a 

branch at 218 West Henry De Tonti Boulevard, Tontitown.

- Granted, November 22, 2005 

St. Louis

Bearden Bancshares, Inc., Bearden, Arkansas -- extension to January 21, 2006, to 

engage indirectly in general insurance agency activities in a town with a population 

of less than 5,000 through the acquisition of BBI Insurance Agency, Inc.

- Granted, November 22, 2005 

St. Louis

Florence Bancorp, MHC, Florence, Massachusetts -- extension to January 10, 2006, 

to become a bank holding company and to acquire Florence Savings Bank.

- Granted, November 23, 2005 

Boston

Mercantile Bancorp, Inc., Quincy, Illinois -- extension to February 21, 2006, to 

increase its ownership from 13.75 percent to 21 percent of the shares of NorthStar 

Bancshares, Inc., Kansas City, Missouri, and thereby increase its indirect control of 

NorthStar Bank, National Association.

- Granted, November 22, 2005 

St. Louis

The Peoples Bank and Trust Company, Selma, Alabama -- extension to December 

15, 2006, to establish a branch at 31 Morrow Commercial Park, Northport.

- Granted, November 22, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority November 20, 2005 to November 26, 2005

Membership

The First National Bank of Newman Grove, Newman Grove, Nebraska -- to become 

a member of the Federal Reserve System on conversion from a national to a state 

charter.

- Approved, November 22, 2005 

Kansas City

Regulations And Policies

Federal Open Market Committee -- minutes of the meeting on November 1, 2005.

- Published, November 22, 2005 

FOMC

(AC) = Addition or Correction Delegated - Page 7 of 7
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 1

Federal Reserve Bank of Boston

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

MERCANTILE B&TC BOSTON, MASSACHUSETTS

* Subject to the provisions of the Community Reinvestment Act
District: 2

Federal Reserve Bank of New York

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Final application by CheckSpring Community

Corporation, a Delaware corporation

headquartered in Bronx, New York, for prior

approval of the Board of Governors of the

Federal Reserve System, pursuant to Section

3(a)(1) of the Bank Holding Company Act of

1956, as amended, to become a bank holding

company through the acquisition of all the

voting stock to be issued by CheckSpring Bank

(in organization), a proposed de novo New

York State chartered commercial Bank.

CHECKSPRING COMMUNITY

CORPORATION

Newspaper:

Federal Register:

4c8 Not applicable

Not available

Notice by Bank Hapoalim B.M., Arison

Holdings Ltd. and Israel Salt Industries Ltd. all

of Tel Aviv, Israel to acquire Investec USA,

New York, NY and thereby engage in

nonbanking activities pursuant to Sections

225.28(b)(6), (7) and (8) of Regulation Y.

ISRAEL SALT INDUSTRIES

LTD.

* Subject to the provisions of the Community Reinvestment Act
District: 2

Federal Reserve Bank of New York

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

CHEMUNG CANAL TC ELMIRA, NEW YORK

COMMUNITY BK OF BERGEN CTY MAYWOOD, NEW JERSEY

MIZUHO CORP BK USA NEW YORK, NEW YORK

TIOGA ST BK SPENCER, NEW YORK

UNITED STATES TC OF NY NEW YORK, NEW YORK

* Subject to the provisions of the Community Reinvestment Act
District: 3

Federal Reserve Bank of Philadelphia

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 3

Federal Reserve Bank of Philadelphia

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

LAFAYETTE AMBASSADOR BK EASTON, PENNSYLVANIA

LANDMARK CMNTY BK PITTSTON, PENNSYLVANIA

PREMIER BK DOYLESTOWN, PENNSYLVANIA

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

HAMLER ST BK HAMLER, OHIO

OTTOVILLE BK CO OTTOVILLE, OHIO

SKY BK SALINEVILLE, OHIO

STATE B&TC DEFIANCE, OHIO

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1

Not available

Atlantic Bancshares, Inc., Bluffton, South 12/16/2005

Carolina, to become a bank holding company

through the acquisition of 100% of the voting

securities of Atlantic Community Bank,

Bluffton, South Carolina (in organization).

Atlantic Bancshares, Inc.

Newspaper:

Federal Register:

* Branch

Not applicable

Bank of Williamsburg, Williamsburg, 12/02/2005

Virginia, to establish a branch facility to be

located at 5030 George Washington Memorial

Highway, Grafton, Virginia.

BANK OF WILLIAMSBURG,

THE

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association,

Charlotte, North Carolina, to establish and

subsequently make investments in two

subsidiaries of Cardinal International Leasing,

LLC., an Agreement Corporation.

WACHOVIA BANK,

NATIONAL ASSOCIATION

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

BANK OF GASSAWAY GASSAWAY, WEST VIRGINIA

BANK OF NORTHUMBERLAND HEATHSVILLE, VIRGINIA

COMMUNITY BK OF TRI-CTY WALDORF, MARYLAND

FAUQUIER BK WARRENTON, VIRGINIA

FIRST CHARTER BK CHARLOTTE, NORTH CAROLINA

HIGHLANDS UNION BK ABINGDON, VIRGINIA

JOHNSONVILLE ST BK JOHNSONVILLE, SOUTH CAROLINA

PEOPLES BK OF MULLENS MULLENS, WEST VIRGINIA

RBC CENTURA BK ROCKY MOUNT, NORTH CAROLINA

RESOURCE BK VIRGINIA BEACH, VIRGINIA

SECOND B&TC CULPEPER, VIRGINIA

* Subject to the provisions of the Community Reinvestment Act
District: 6

Federal Reserve Bank of Atlanta

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 12/18/2005

12/16/2005

Compass Bancshares, Inc., Birmingham,

Alabama, to acquire 100 percent of the

outstanding shares of TexasBanc Holding Co.,

Weatherford, Texas, and indirectly acquire M

& F Financial Corp., Wilmington, Delaware,

and TexasBank, Fort Worth, Texas.

COMPASS BANCSHARES,

INC.

Newspaper:

Federal Register:

4c8 Not applicable

11/16/2005

Cornerstone Bancshares, Inc., along with its

subsidiary, EFI Acquisition, Inc., both of

Chattanooga, Tennessee, to acquire

substantially all of the assets and assume

substantially all of the liabilities of Eagle

Financial, LLC, and Eagle Funding, LLC, both

of Chattanooga, Tennessee, and thereby engage

in providing factoring services to small

business and also provide services as a loan

broker serving as a facilitator to small

businesses to access the national credit

markets.

CORNERSTONE

BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Riverside Bank of Central Florida, Winter 12/03/2005

Park, Florida, to establish branches at the

following locations: 1017 E. Vine Street,

Kissimmee, Florida, to be known as the

Kissimmee Korners Office; and 4587 and 4589

HC Yates Lane, St. Cloud, Florida, to be

known as the St. Cloud Office.

RIVERSIDE BANK OF

CENTRAL FLORIDA

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish 12/03/2005

a branch located at 145 King Street, Suite 101,

Charleston, South Carolina, to be known as the

King and Queen Office.

SUNTRUST BANK

Newspaper:

Federal Register:

* 3A5 12/18/2005

12/15/2005

Synovus Financial Corp., Columbus, Georgia,

to merge with Banking Corporation of Florida,

and thereby acquire its wholly owned

subsidiary, First Florida Bank, both of Naples,

Florida.

SYNOVUS FINANCIAL CORP.

* Subject to the provisions of the Community Reinvestment Act
District: 6

Federal Reserve Bank of Atlanta

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

543637 EQUITABLE BK, FORT LAUDERDALE, FLORIDA 08/01/2005 11/21/2005 S Small Bank

808176 IBERIABANK, LAFAYETTE, LOUISIANA 08/01/2005 11/20/2005 S Large Bank

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

COCONUT GROVE BK MIAMI, FLORIDA

COMMERCIAL BK HARROGATE, TENNESSEE

FIRST FARMERS & MRCH B COLUMBIA, TENNESSEE

PILOT BK TAMPA, FLORIDA

TENNESSEE ST BK PIGEON FORGE, TENNESSEE

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 12/07/2005

12/12/2005

Belmont Financial Group, Inc., Chicago,

Illinois, to become a bank holding company by

acquiring 100 percent of the voting shares of

Belmont Bank & Trust Company (in

organization), Chicago, Illinois.

BELMONT FINANCIAL

GROUP, INC.

Newspaper:

Federal Register:

* 3A3 Not available

11/28/2005

Capitol Bancorp, Ltd. Lansing, Michigan and

Capitol Development Bancorp Limited III,

Lansing, Michigan, to acquire 51 percent of

the voting shares of Bank of Santa Barbara (in

organization), Santa Barbara, California.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Capitol Bancorp, Ltd., Lansing, Michigan and

Capitol Development Bancorp Limited III,

Lansing, Michigan, to acquire 51 percent of

the voting shares of Community Bank of

Rowan (in organization), Salisbury, North

Carolina.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Chemical Bank and Trust Company, Midland,

Michigan, to merge with Chemical Bank West,

Walker, Michigan and Chemical Bank

Shoreline, Benton Harbor, Michigan, and

thereby to establish 71 branches.

CHEMICAL BANK AND

TRUST COMPANY

Newspaper:

Federal Register:

* Branch

Not applicable

Citizens Bank, Flint, Michigan, to establish a 12/01/2005

branch facility to be located at 49125 Grand

River Avenue, Novi, Michigan.

CITIZENS BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Comerica Bank, Detroit, Michigan, to establish

a branch facility to be located at 7789

Sashabaw Road, Clarkston, Michigan.

COMERICA BANK

Newspaper:

Federal Register:

* 3A1 Not available

12/19/2005

First Internet Bancorp, Indianapolis, Indiana,

to become a bank holding company by

acquiring 100 percent of the voting shares of

First Internet Bank of Indiana, Indianapolis,

Indiana.

FIRST INTERNET BANCORP

Newspaper:

Federal Register:

* 4c8 Not available

12/19/2005

MainSource Financial Group, Inc.,

Greensburg, Indiana, to acquire 100 percent of

the voting shares of Union Community

Bancorp, Crawfordsville, Indiana, and thereby

indirectly acquire Union Federal Savings and

Loan Association, Crawfordsville, Indiana, and

thereby operate a savings association.

MAINSOURCE FINANCIAL

GROUP, INC.

Newspaper:

Federal Register:

* 3A5 Not available

4c8 Not available

Marshall & Ilsley Corporation, Milwaukee,

Wisconsin, to acquire 100 percent of the voting

shares of Gold Banc Corporation, Inc.,

Leawood, Kansas, and thereby indirectly

acquire Gold Bank, Leawood, Kansas, Gold

Capital Management, Inc. Overland Park,

Kansas, and thereby to engage in

broker-dealer/investment advisor activities, and

Gold Trust Company, Saint Joseph, Missouri,

and thereby to engage in trust company

activities.

MARSHALL & ILSLEY

CORPORATION

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8 12/12/2005

STC Bancshares Corp., St. Charles, Illinois, to

become a bank holding company by acquiring

100 percent of the voting shares of STC

Capital Bank (in organization), St. Charles,

Illinois, and the notification to engage de novo

in extending credit and servicing loans.

STC BANCSHARES CORP.

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

478449 ALPHA CMNTY BK, TOLUCA, ILLINOIS 07/25/2005 11/14/2005 S Small Bank

115146 SAINT ANSGAR ST BK, SAINT ANSGAR, IOWA 08/15/2005 11/17/2005 S Small Bank

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

BANK OF OAKFIELD OAKFIELD, WISCONSIN

BLOOMINGDALE B&T BLOOMINGDALE, ILLINOIS

CAMP GROVE ST BK CAMP GROVE, ILLINOIS

CENTRAL ST BK ELKADER, IOWA

CSB BK CAPAC, MICHIGAN

EASTERN MI BK CROSWELL, MICHIGAN

FAIRMOUNT ST BK FAIRMOUNT, INDIANA

G W JONES EXCHANGE BK MARCELLUS, MICHIGAN

MARKESAN ST BK MARKESAN, WISCONSIN

SECURITY T&SB STORM LAKE, IOWA

TITONKA SVG BK TITONKA, IOWA

VILLA GROVE ST BK VILLA GROVE, ILLINOIS

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St.Louis

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

12/15/2005

Notice by the Ferguson family control group, to

retain control of DBT Financial Corporation,

DeWitt, Arkansas. The control group consists

of Carolyn Ferguson Pryor, Jackson,

Mississippi; Nancy Ferguson Rasco, Hot

Springs, Arkansas; Rebecca Ferguson

Ehrlicher, Memphis, Tennessee; Carolyn F.

Pryor Trust, DeWitt, Arkansas; Nancy F.

Rasco Trust, DeWitt, Arkansas; and Rebecca

F. Ehrlicher Trust, DeWitt, Arkansas.

DBT FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 18C

Not applicable

First Bank, St. Louis, Missouri, to purchase 12/21/2005

certain assets and assume certain liabilities of

the Richardson, Texas, branch of Dallas

National Bank, Dallas, Texas.

FIRST BANK

Newspaper:

Federal Register:

* 4c8

Not available

Reliance Bancshares, Inc., Des Peres, 12/26/2005

Missouri, to acquire 100 percent of Reliance

Bank, FSB, Fort Meyers, Florida (in

organization), and thereby operate a savings

association.

RELIANCE BANCSHARES,

INC.

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St.Louis

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

356949 FIRST ST BK OF RED BUD, RED BUD, ILLINOIS 08/15/2005 11/18/2005 S Small Bank

136459 GATES BKG&TC, GATES, TENNESSEE 08/01/2005 11/15/2005 S Small Bank

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

BANK OF LA LOUISIANA, MISSOURI

CITIZENS BK BATESVILLE, ARKANSAS

FIRST SECURITY BK OF CONWAY CONWAY, ARKANSAS

FIRST ST BK SAINT PETER, ILLINOIS

SECURITY BK NEWBERN, TENNESSEE

TEUTOPOLIS ST BK TEUTOPOLIS, ILLINOIS

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

12/02/2005

Shirley A. Davidson; the Shirley A. Davidson

Marital Trust, Shirley A. Davidson trustee;

Tamara M. Davidson-Sogard; the Tamara M.

Davidson-Sogard Family Generation Skipping

Trust, Tamara M. Davidson-Sogard trustee;

Patrick Oliver Sogard; Barrett W. Sogard; the

Barrett W. Sogard Trust; Isabella M. Sogard;

the Isabella M. Sogard Trust; Oliver T.

Sogard; the Oliver T. Sogard Trust; Thomas P.

Sogard; and the Thomas P. Sogard Trust all of

Williston, North Dakota and Thomas M.

Davidson, Jr. and the Thomas M. Davidson Jr.

Family Generation Skipping Trust, Thomas M.

Davidson Jr. trustee of Minneapolis,

Minnesota, a group acting in concert, to

acquire 25 percent or more of the shares of

American State Bank Holding Company, Inc.,

Williston, North Dakota, and thereby indirectly

gain control of American State Bank & Trust

Company of Williston, Williston, North

Dakota. In addition, Shirley A. Davidson,

Tamara M. Davidson-Sogard, and Patrick O.

Sogard to individually acquire 25 percent or

more of the shares of American State Bank

Holding Company, Inc., Williston, North

Dakota, and thereby indirectly gain control of

American State Bank & Trust Company of

Williston, Williston, North Dakota.

AMERICAN STATE BANK

HOLDING COMPANY, INC.

Newspaper:

Federal Register:

* 3A1

Not available

BV Bancshares, Inc., Minneapolis, Minnesota 12/23/2005

to become a bank holding company by

acquiring 100 percent of Stonebridge Bank,

Minneapolis, Minnesota, a de novo bank.

BV Bancshares, Inc.

Newspaper:

Federal Register:

* Branch

Not applicable

Dacotah Bank, Aberdeen, South Dakota, to 11/28/2005

establish a branch located on 1231 East 57th

Street, Sioux Falls, South Dakota.

DACOTAH BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Dacotah Bank, Aberdeen, South Dakota, to 11/28/2005

establish a branch located on 410 West Villard,

Dickinson, North Dakota.

DACOTAH BANK

Newspaper:

Federal Register:

CIC Not available

12/06/2005

Change in control notice by Paul J. Hanisch,

Crosby, North Dakota, to acquire 25 percent or

more of the shares of Hanisch Bankshares,

Ltd., Crosby, North Dakota and thereby

indirectly acquire control of Farmers State

Bank of Crosby, Crosby, North Dakota.

HANISCH BANKSHARES,

LTD.

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

U.S. Bank, N.A., Cincinatti, Ohio, through

NOVA European Holdings Company,

Minneapolis, Minnesota, and agreement

corporation, is proposing to aquire the

European merchant processing of Citibank.

The Citibank Canrd Acceptance ("CCA")

business, operated theough various foreign

complanies owned by Citibank, is

headquartered in the United Kingdom a nd

located also in Germany, Belgium and Poland.

NOVA EUROPEAN HOLDINGS

COMPANY

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

CITIZENS ST BK OF CHOTEAU CHOTEAU, MONTANA

CLINTON ST BK CLINTON, MINNESOTA

COMMUNITY BK MISSOULA MISSOULA, MONTANA

FARMERS ST BK FAITH, SOUTH DAKOTA

FARMERS ST BK VICTOR, MONTANA

FIRST CITIZENS BK OF BUTTE BUTTE, MONTANA

FIRST CMNTY BK GLASGOW, MONTANA

FIRST PREMIER BK SIOUX FALLS, SOUTH DAKOTA

FLINT CREEK VALLEY BK PHILIPSBURG, MONTANA

FULTON ST BK FULTON, SOUTH DAKOTA

HEARTLAND ST BK EDGELEY, NORTH DAKOTA

NORTH SHORE BK OF COMMERCE DULUTH, MINNESOTA

STATE BK OF TOWNSEND TOWNSEND, MONTANA

WESTERN BK OF WOLF POINT WOLF POINT, MONTANA

YELLOWSTONE BK LAUREL, MONTANA

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Guaranty Bank and Trust Company, Denver, 12/06/2005

Colorado, to establish a branch at 2460

Baseline Road, Boulder, Colorado.

GUARANTY BANK AND

TRUST COMPANY

Newspaper:

Federal Register:

CIC 12/14/2005

12/06/2005

Notification by Kirk Berneking, Solomon,

Kansas, as trustee of the Julia Riordan Trust

No. 2, to retain control of Solomon

Bancshares, Inc., parent of Solomon State

Bank, both in Solomon, Kansas.

SOLOMON BANCSHARES,

INC.

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

742355 FARMERS BK OF LINCOLN, LINCOLN, MISSOURI 08/15/2005 11/17/2005 S Small Bank

361354 GRANT CTY BK, MEDFORD, OKLAHOMA 08/22/2005 11/15/2005 S Small Bank

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

ADRIAN BK ADRIAN, MISSOURI

BANK 7 MEDFORD, OKLAHOMA

BANK OF CUSHING & TC CUSHING, OKLAHOMA

BANK OF ELGIN ELGIN, NEBRASKA

BANK OF LOCUST GROVE LOCUST GROVE, OKLAHOMA

CENTENNIAL BK W FORT COLLINS, COLORADO

CITIZENS ST B&TC ELLSWORTH, KANSAS

COLORADO MOUNTAIN BK WESTCLIFFE, COLORADO

FIRST B&TC CLINTON, OKLAHOMA

FIRST ST BK FAIRFAX, OKLAHOMA

FIRST ST BK OF NEWCASTLE NEWCASTLE, WYOMING

GUARANTEE ST BK LAWTON, OKLAHOMA

GUARANTY B&TC DENVER, COLORADO

HOME ST BK ERIE, KANSAS

LAKESIDE BK OF SALINA SALINA, OKLAHOMA

LUSK ST BK LUSK, WYOMING

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 12/17/2005

12/19/2005

FirstPerryton Bancorp, Inc., Perryton, Texas,

to acquire 100 percent of Amarillo Western

Bancshares, Inc., Amarillo, Texas, and

indirectly acquire Western National Bank,

Amarillo, Texas.

FIRSTPERRYTON BANCORP,

INC.

Newspaper:

Federal Register:

* 3A5 12/10/2005

12/09/2005

Patriot Bancshares, Inc., Houston, Texas (a

bank holding company in the process of

formation over Patriot Bank, Houston, Texas)

to acquire 100 percent of Quadco Bancshares,

Inc., Ladonia, Texas, and therefore indirectly

acquire Farmers & Merchants State Bank,

Ladonia, Texas.

PATRIOT BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1 Not available

12/19/2005

ST Banc Corp., McAllen, Texas, to become a

bank holding company by acquiring 100

percent of South Texas Bancorp, Hebbronville,

Texas, and indirectly acquire South Texas

Bancorp of Delaware, Inc., Wilmington,

Delaware, and Hebbronville State Bank,

Hebbronville, Texas.

ST BANC CORP.

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

FIRST ST BK JUNCTION, TEXAS

PEOPLES BK LUBBOCK, TEXAS

SANGER BK SANGER, TEXAS

TRANSPECOS BANKS PECOS, TEXAS

UNITED TX BK DALLAS, TEXAS

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

Filings received during the week ending November 26, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Bank of the Federated States of Micronesia,

Kolonia, Pohnpei, Federated States of

Micronesia, to establish a limited service

non-insured branch in Honolulu, Hawaii,

pursuant to section 7(d)of the International

Banking Act, and section 211.24(a)(1) of

Regulation K.

BANK OF THE FEDERATED

STATES OF MICRONESIA

Newspaper:

Federal Register:

* 3A1 Not available

12/22/2005

Oregon Coast Bancshares, Inc., Newport,

Oregon, to become a bank holding company by

acquiring 100 percent of Oregon Coast Bank,

Newport, Oregon.

OREGON COAST

BANCSHARES, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

91866 VINTAGE BK, NAPA, CALIFORNIA 07/11/2005 11/22/2005 S Large Bank

CRA Examinations scheduled for First Quarter of 2006 (January 1, 2006 - March 31, 2006)

Institution Location

F&M BK SPOKANE, WASHINGTON

FOOTHILL INDEP BK GLENDORA, CALIFORNIA

LIBERTY BK SOUTH SAN FRANCISCO, CALIFORNIA

OREGON PACIFIC BKG CO FLORENCE, OREGON

SANTA LUCIA BK ATASCADERO, CALIFORNIA

* Subject to the provisions of the Community Reinvestment Act