Federal Reserve Release 

H.2 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 52 

Week Ending December 28, 2002 

Board of Governors of the Federal Reserve System, Washington, DC 20551 
H.2 Board Actions December 22, 2002 to December 28, 2002 

Bank Holding Companies 

Illini Corporation, Springfield, Illinois -- to acquire Illinois Community Bancorp, Inc., 

Effingham, and Illinois Community Bank. 

- Denied, December 23, 2002 

(AC) = Addition or Correction Board - Page 1 of 1 
H.2 Actions under delegated authority December 22, 2002 to December 28, 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 

Atlanta 

First Georgia Community Bank, Jackson, Georgia -- to establish a branch at 8920 Bill 

Gardner Parkway, Locust Grove. 

- Approved, December 27, 2002 

Richmond 

First Virginia Bank-Colonial, Richmond, Virginia -- to establish a branch at 600 East 

Main Street. 

- Approved, December 26, 2002 

Richmond 

First Virginia Bank-Hampton Roads, Norfolk, Virginia -- to establish a branch at U.S. 

Route 17 and U.S. Business Route 17, Gloucester. 

- Approved, December 26, 2002 

Kansas City 

Atlanta 

Atlanta 

Atlanta 

Pinnacle Bank, Papillion, Nebraska -- to establish a mobile branch to operate in Platte 

County. 

- Approved, December 23, 2002 

Regions Bank, Birmingham, Alabama -- to establish a branch at 1555 Palm Beach Lakes 

Boulevard, West Palm Beach, Florida. 

- Approved, December 26, 2002 

Riverside Bank of the Gulf Coast, Cape Coral, Florida -- to establish a branch at 5950 

Beneva Road, Sarasota. 

- Approved, December 24, 2002 

Riverside Bank of the Gulf Coast, Cape Coral, Florida -- to establish a branch at 13821 

North Cleveland Avenue, North Fort Myers. 

- Approved, December 27, 2002 

(AC) = Addition or Correction Delegated - Page 1 of 5 
H.2 Actions under delegated authority December 22, 2002 to December 28, 2002 

Bank Branches, Domestic 

Dallas 

Texas Bank, Weatherford, Texas -- to establish a branch at 515 West Southlake 

Boulevard, Southlake. 

- Approved, December 26, 2002 

Bank Holding Companies 

Richmond 

BB&T Corporation, Winston-Salem, North Carolina -- to acquire shares of Equitable 

Bank, Wheaton, Maryland. 

- Approved, December 26, 2002 

San Francisco 

Eggemeyer Advisory Corp., Rancho Santa Fe, California -- to acquire additional shares 

of Union Acceptance Corporation, Indianapolis, Indiana, and thereby engage in 

nonbanking activities. 

- Approved, December 24, 2002 

Chicago 

FBOP Corporation, Oak Park, Illinois -- to acquire P.N.B. Financial Corp., Chicago, 

and Park National Bank and Trust of Chicago. 

- Approved, December 27, 2002 

St. Louis 

First Federal Financial Corporation of Kentucky, Elizabethtown, Kentucky -- to become 

a bank holding company through the acquisition of First Federal Savings Bank of 

Elizabethtown on its conversion to a state-chartered bank. 

- Approved, December 24, 2002 

Richmond 

MountainBank Financial Corporation, Hendersonville, North Carolina -- to acquire 

TrustCo Holding, Inc., Greenville, South Carolina, and its subsidiaries, Trust Company of 

the South and Asset Management of the South, and thereby engage in trust company 

functions and investment advisory activities. 

- Approved, December 24, 2002 

(AC) = Addition or Correction Delegated - Page 2 of 5 
H.2 Actions under delegated authority December 22, 2002 to December 28, 2002 

Bank Holding Companies 

San Francisco 

New CCB, Inc., Sandy, Oregon -- to become a bank holding company through the 

acquisition of CCB Financial Corporation and Clackamas County Bank. 

- Approved, December 26, 2002 

Secretary 

Wells Fargo & Company, San Francisco, California; Wells Fargo Funds Management, 

LLC; and Wells Capital Management Incorporated, Los Angeles -- to acquire certain 

lines of business of Montgomery Asset Management, LLC, San Francisco, and thereby 

engage in financial and investment advisory activities. 

- Approved, December 23, 2002 

Bank Mergers 

Minneapolis 

First Interstate Bank, Billings, Montana -- to merge with United States National Bank of 

Red Lodge, Red Lodge, and thereby establish a branch. 

- Approved, December 26, 2002 

Change In Bank Control 

Atlanta 

FBT Bancorp, Baton Rouge, Louisiana -- change in bank control. 

- Returned, December 24, 2002 

Minneapolis 

GATO Holdings, Inc., Thief River Falls, Minnesota -- change in bank control. 

- Permitted, December 23, 2002 

St. Louis 

Paris Bancshares, Inc., Paris, Missouri -- change in bank control. 

- Withdrawn, December 23, 2002 

Competitive Factors Reports 

Chicago 

Amcore Bank, National Association, Rockford, Illinois -- report on competitive factors 

of the proposed merger with Amcore Mortgage, Inc. 

- Submitted, December 24, 2002 

(AC) = Addition or Correction Delegated - Page 3 of 5 
H.2 Actions under delegated authority December 22, 2002 to December 28, 2002 

Competitive Factors Reports 

San Francisco 

Auburn Community Bank, Auburn, California -- report on competitive factors of the 

proposed merger with Auburn Merger Company. 

- Submitted, December 23, 2002 

Chicago 

First State Bank of Forrest, Forrest, Illinois -- report on competitive factors of the 

proposed acquisition of the Onarga branch of Morris Building & Loan, SB, Morris. 

- Submitted, December 24, 2002 

San Francisco 

Puyallup Valley Bank, Puyallup, Washington -- report on competitive factors of the 

proposed merger with Valley Bank, Auburn. 

- Submitted, December 23, 2002 

Extensions Of Time 

Atlanta 

Cypress Bankshares, Inc., Palm Coast, Florida -- extension to April 3, 2003, to become 

a bank holding company through the acquisition of Cypress Bank. 

- Granted, December 11, 2002 (AC) 

San Francisco 

New Met Financial Corporation, Oakland, California -- extension to March 19, 2003, to 

become a bank holding company through the acquisition of Met Financial Corporation 

and its subsidiary, Metropolitan Bank. 

- Granted, December 16, 2002 (AC) 

International Operations 

Richmond 

Bank of America, National Association, Charlotte, North Carolina -- to increase its 

investment in BA Investments, George Town, Cayman Islands, through its Edge 

corporation, BankAmerica International Financial Corporation. 

- Approved, December 26, 2002 

(AC) = Addition or Correction Delegated - Page 4 of 5 
H.2 Actions under delegated authority December 22, 2002 to December 28, 2002 

International Operations 

Director, BS&R 

Mellon Bank, N.A., Pittsburgh, Pennsylvania -- waiver of remainder of notification period 

to invest in ABN AMRO Mellon Global Securities Services, BV, Netherlands. 

- Granted, December 23, 2002 

Regulations And Policies 

Director, C&CA 

Regulation C -- annual notice of asset-size exemption threshold for depository institutions 

data collection requirements under the Home Mortgage Disclosure Act. 

- Approved, December 24, 2002 

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, December 28, 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 

3(a)(3) & 3(a)(5) Chittenden Corporation, Burlington, Vermont - to acquire 100% Newspaper - 01/22/2003 

of the common stock of Granite State Bankshares, Inc., Keene, Fed Reg - 01/23/2003 

New Hampshire, and thereby indirectly acquire Granite Bank, 

Keene, New Hampshire 

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 

Section 9 Franklin Savings Bank, Farmington, Maine - 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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, December 28, 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

3A1,3A3,4C8 Mizuho Financial Group, Tokyo, Japan, to acquire indirect 

control of the existing U.S. subsidiary banks of Mizuho 

Holdings, Inc., Tokyo, Japan and to engage in certain 

nonbanking activities. Filers also request prior approval for 

Mizuho Asset Trust & Banking, Tokyo, Japan to acquire all the 

outstanding shares of Mizuho Trust & Banking (USA), New 

York New York.

Newspaper – N/Avail

Fed. Reg. – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

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 2002

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, December 28, 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 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, December 28, 2002

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

3(a)(3) Application by First Southern Bancorp, Inc., Stanford, KY to 

acquire South Central Bancshares, Inc., Russellville, KY.

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Ac

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

858210 The Farmers Citizens Bank,

Bucyrus, Ohio

09/30/02 12/24/02 S X

38526 Iron and Glass,

Pittsburgh, Pennsylvania

10/21/02 12/26/02 S X

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 28, 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 

223322 The First Bank and Trust Company 10/21/2002 12/27/2002 S X 

236 West Main Street 

Lebanon, Virginia 24266-9705 

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 28, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at Newspaper-01/03/2003 

6704 Memorial Highway, Tampa, Florida, to be known as the 

Hillsborough Square Office.* 

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

15375 U.S. Highway 441, Eustis, Florida, to be known as the 

Eustis Village Office.* 

Newspaper-01/03/2003 

*Subject to provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

3(a)(1) Buford Banking Company, Buford, Georgia, to become a bank 

holding company by acquiring Lanier Community Bank, 

Buford, Georgia (in organization).* 

3(a)(1) Coast Financial Holdings, Inc., Bradenton, Florida, to become a 

bank holding company by acquiring Coast Bank of Florida, 

Bradenton, Florida.* 

3(a)(3) F.N.B. Corporation, Naples, Florida, to acquire up to 20% of 

outstanding voting shares of Sun Bancorp, Inc., and its 

subsidiary Sun Bank, both of Selinsgrove, Pennsylvania.* 

CIC FBT Bancorp, Inc., Baton Rouge, Louisiana, prior change in 

control notice by L. Michael Ashbrook and Charles T. Bruce, to 

acquire in the aggregate up to approximately 40 percent of the 

outstanding shares of FBT Bancorp, Inc., Baton Rouge, 

Louisiana, and its subsidiary, Fidelity Bank and Trust Company, 

Baton Rouge, Louisiana. 

CIC First Dozier Bancshares, Inc., after-the-fact change in control 

notice by The W.R. McGhee Trust and Willie B. Smith, Jr., as 

Trustee for said Trust, to retain 15.51 percent of the outstanding 

shares of First Dozier Bancshares, Inc., Dozier, Alabama. 

Newspaper-N/Avail 

Fed Reg-01/27/2003 

Newspaper-N/Avail 

Fed Reg-N/Avail 

Newspaper-N/Avail 

Fed Reg-01/27/2003 

Newspaer-01/06/2003 

Fed Reg-01/09/2003 

Newspaper-01/14/2003 

Fed Reg-01/03/2003 

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

Ending date of 

Type Application comment period 

4(c)(8) IBERIABANK Corporation, New Iberia, Louisiana, to acquire 

40 percent of the outstanding shares of Cadence Holdings, Inc., 

L.L.C., Lafayette, Louisiana. 

Fed Reg-N/Avail 

4(c)(8) Bancshares of Florida, Inc., Naples, Florida (formerly Citizens 

Bancshares of Southwest Florida), to acquire Florida Trust 

Company, Inc., Ft. Lauderdale, Florida, and thereby engage in 

trust company 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

270036 Orion Bank 09/16/2002 12/23/2002 S X 

3838 Tamiami Trail North 

Naples, Florida 34103 

(941) 403-5121 
Section VI – CRA examinations scheduled for Quarterof 

Institution Location 

None 
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, December 28, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Salin Bank and Trust Company, Indianapolis, Indiana, to 

establish a branch facility to be located at 6431 East State 

Boulevard, Fort Wayne, Indiana.* 

Newspaper – 12/10/2002 

18C & Branches Unionbank, Streator, Illinois, to merge with Unionbank/Central, 

Princeton, Illinois and thereby to establish 5 branches.* 

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)(1) DB Acquisition Corp., Wausau, Wisconsin, to become a bank 

holding company through the acquisition of 100 percent of the 

voting shares of Dorchester Bancshares, Inc., Dorchester, 

Wisconsin, and thereby indirectly acquire Dorchester State 

Bank, Dorchester, Wisconsin.* 

CIC Notice by Antonia Whalen, Clementine Whalen and Nathaniel 

Whalen, all of Chicago, Illinois, and Amanda Whalen, Portland, 

Oregon, acting in concert with their parents, Wayne W. Whalen 

and Paula Wolff, Chicago, Illinois, to retain ownership of the 

outstanding shares of Unionbancorp, Inc., Ottawa, Illinois, and 

thereby indirectly retain voting shares of Unionbank, Streator, 

Illinois; Unionbank/Central, Princeton, Illinois; 

Unionbank/West, Macomb, Illinois, and Unionbank/Northwest, 

Hanover, Illinois. 

Fed Reg – 12/13/2002 

Newspaper – 12/05/2002 

Fed Reg – 01/21/2003 

Newspaper – 01/11/2003 

Fed Reg – 01/15/2003 

Newspaper – 12/09/2002 

* 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 

4(c)(8) Bancroft State Bancshares, Inc., Bancroft, Wisconsin, proposes Fed Reg – N/Avail 

to form Hometown Insurance Agency L.L.C., Bancroft, 

Wisconsin, which will acquire all the assets of Rayome 

Insurance Agency, Inc., and thereby engage in insurance agency 

activity. 

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

Type Application 

3(a)(1) Notice Advantage National Bancorp, Inc., Elk Grove Village, Illlinois, 

to become a bank holding company by acquiring 100 percent of 

the voting shares of Advantage National Bank, Elk Grove 

Village, Illinois. 

Reg K Notice by The Northern Trust Company, Chicago, Illinois and 

its Edge subsidiary, Northern Trust International Banking 

Corporation, New, York, New York, to make an investments in 

excess of the general consent limit for a single subsidiary, 

pursuant to Sections 211.9(f) of Regulation K. 

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. 
Section V – Availability of CRA public evaluations 

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

711548 Chelsea State Bank 08/12/2002 12/26/2002 S X 

1010 S. Main Street 

Chelsea, Michigan 48118 

(734) 475-1355 

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 28, 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 

3A3 Century Bancshares, Inc., Gainesville, Missouri, to acquire 24.8 

percent of Ozarks Heritage Financial Group, Inc., Gainesville, 

Missouri (in formation), and thereby indirectly acquire Bank of 

Plato, Plato, Missouri.* 

3A1 Ozarks Heritage Financial Group, Inc., Gainesville, Missouri, to 

become a bank holding company by acquiring 100 percent of 

Community First Financial Corporation, Plato, Missouri, and 

thereby indirectly acquire its subsidiary bank, Bank of Plato, 

Plato, Missouri.* 

CIC Notice by the Davis Family Control Group to retain 76.74 

percent of Dix Bancshares, Inc., Dix, Illinois. The group consists 

of 1.) Russell W. Davis, Mount Vernon, Illinois; 2.) David M. 

Davis, Mount Vernon, Illinois; 3.) James K. Davis, Salem, 

Illinois; 4.) the David M. Davis Family Trust; 5.) the James K. 

Davis Family Trust, and 6.) the Lynne M. Mills Family Trust. 

The notice is also for David M. Davis to acquire direct and 

indirect control of 53.90 percent of Dix Bancshares, Inc. and for 

James K. Davis to acquire direct and indirect control of 44.10 

percent of Dix Bancshares, Inc 

3A1 Frontenac Bancshares, Inc., Earth City, Missouri, to become a 

bank holding company by acquiring 100 percent of Frontenac 

Bank, Earth City, Missouri.* 

Newspaper – 01/31/2003 

Fed Reg – 01/28/2003 

Newspaper – 01/31/2003 

Fed Reg – 01/28/2003 

Newspaper – 01/13/2003 

Fed Reg – 01/16/2003 

Newspaper – N/Avail 

Fed Reg – N/Avail 

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

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 

33147 Farmers Bank and Trust Company 

Blytheville, Arkansas 

10/07/2002 12/24/2002 S X 

169653 First Bank 

St. Louis, Missouri 

07/29/2002 12/26/2002 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, December 28, 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 

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

Duluth, Minnesota; and Richard Lefcowitz, Minong, Wiscons in, 

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. 

CIC Notice by Richard M. Wall, Burnsville, Minnesota; John K. 

Wall, Excelsior, Minnesota; and Elizabeth Wall Lee, Mendota 

Heights, Minnesota, as a group acting in concert, to gain control 

of Highland Bancshares, Inc., Bloomington, Minnesota, and 

thereby indirectly gain control of Highland Bank, St. Michael, 

Minnesota. 

Fed Reg – 11/19/2002 

Newspaper – N/Avail 

Fed Reg – 01/09/2003 

Newspaper – 01/15/2003 

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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, December 28, 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

CIC Alan J. Erickson, North Platte, Nebraska and Ronald J. Newspaper - 01/03/2003 

Erickson, Scottsbluff, Nebraska, to acquire control of Fed Reg - 01/10/2003

NebraskaLand Financial Services, Inc., York, Nebraska, parent 

of NebraskaLand National Bank, North Platte, Nebraska. 

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 

352857 WestStar Bank 09/16/2002 12/26/2002 S X 

108 S. Frontage Road West 

Vail, Colorado 81657 

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 28, 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 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, December 28, 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 

3(a)(1) Utah Community Bancorp, Sandy, Utah, to become a bank holding Newspaper – N/Avail 

company by acquiring 100 percent of Utah Community Bank, Fed Reg – N/Avail 

Sandy, Utah.* 

* 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 

Member Western Security Bank, Scottsdale, Arizona, voluntarily withdraws 

Withdrawal from membership in 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 

871769 Farmers & Merchants Bank of Long 08/12/2002 12/24/2002 S X 

Beach 

302 Pine Avenue 

Long Beach, California 90802 

(562) 437-0011 

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

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

omissions. 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None