Federal Reserve Release 

H.2 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 50 

Week Ending December 14, 2002 

Board of Governors of the Federal Reserve System, Washington, DC 20551 
H.2 Board Actions December 8, 2002 to December 14, 2002 

Testimony And Statements 

Oversight of Investment Banks' Response to the Lessons of Enron -- statement by 

Richard Spillenkothen, Director, Division of Banking Supervision and Regulation, before 

the Permanent Subcommittee on Investigations of the Senate Committee on 

Governmental Affairs. 

- Published, December 11, 2002 

Advisory Councils 

Thrift Institutions Advisory Council -- appointment of seven new members and 

designation of Karen L. McCormick as President and William J. Small as Vice President 

for 2003. 

- Announced, December 11, 2002 

Bank Holding Companies 

Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A., Rabobank Nederland, Utrecht, 

The Netherlands -- to become a bank holding company through the acquisition of VIB 

Corp, El Centro, California, and Valley Independent Bank. 

- Approved, December 11, 2002 

Bank Mergers 

Bank of Hawaii, Honolulu, Hawaii -- to merge with its affiliate, First Savings and Loan 

Association of America, Dededo, Guam, and thereby establish branches. 

- Approved, December 9, 2002 

Reserve Bank Operations 

Federal Reserve Bank of Cleveland -- appointment of Sandra Pianalto as President, 

effective February 1, 2003. 

- Approved, December 5, 2002 (AC) 

(AC) = Addition or Correction Board - Page 1 of 1 
H.2 Actions under delegated authority December 8, 2002 to December 14, 2002 

BS&R 

C&CA 

FOMC 

Banking Supervision and Regulation 

Consumer and Community Affairs 

Federal Open Market Committee 

RBOPS 

IF 

OSDM 

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

Bank Branches, Domestic 

Chicago 

American Trust & Savings Bank, Dubuque, Iowa -- to establish a branch at Old Farley 

and Pleasant Grove Roads, Farley. 

- Approved, December 12, 2002 

St. Louis 

Fifth Third Bank, Kentucky, Inc., Louisville, Kentucky -- to establish a branch at 1580 

Leestown Road, Lexington. 

- Approved, December 13, 2002 

Richmond 

Southern Financial Bank, Warrenton, Virginia -- to establish a branch at 2208 Ivy Road, 

Charlottesville. 

- Approved, December 11, 2002 

Atlanta 

SouthTrust Bank, Birmingham, Alabama -- to establish a branch at Highway 150 and 

Stadium Trace, Hoover. 

- Approved, December 12, 2002 

New York 

Tioga State Bank, Spencer, New York -- to establish a branch at 1250 Vestal Parkway 

East, Vestal. 

- Approved, December 12, 2002 

Bank Holding Companies 

Chicago 

Ambanc Financial Services, Inc., Beaver Dam, Wisconsin -- to acquire Central Lakes 

Bancorporation, Inc., Necedah, and Necedah Bank. 

- Approved, December 13, 2002 

(AC) = Addition or Correction Delegated - Page 1 of 7 
H.2 Actions under delegated authority December 8, 2002 to December 14, 2002 

Bank Holding Companies 

Atlanta 

CenterState Banks of Florida, Inc., Winter Haven, Florida -- to acquire CenterState 

Bank of Florida. 

- Approved, December 9, 2002 

Minneapolis 

Eagle Investment Company, Inc., Glenwood, Minnesota -- to engage de novo in 

extending credit and servicing loans. 

- Approved, December 12, 2002 

Atlanta 

FCB Florida Bancorporation, Inc., Orlando, Florida -- commitment waiver request. 

- Returned, December 9, 2002 

Minneapolis 

First Interstate Bancsystem, Inc., Billings, Montana -- to acquire Silver Run 

Bancorporation, Inc., Red Lodge, and The United States National Bank of Red Lodge. 

- Approved, December 11, 2002 

San Francisco 

Liberty Financial Group, Inc., Eugene, Oregon -- to become a bank holding company 

through the acquisition of Liberty Bank in connection with its conversion from a federal 

savings bank to a state-chartered commercial bank; and election to become a financial 

holding company. 

- Approved, December 9, 2002 

Dallas 

Maedgen & White, Ltd., Dallas, Texas -- for Maedgen & White, Ltd. and Plains Capital 

Corporation to merge with Independent Financial, Inc., Lubbock, and thereby acquire 

Whisperwood National Bank; and for PNB Financial Bank to merge with Whisperwood 

National Bank and thereby establish three branches in Lubbock. 

- Approved, December 11, 2002 

(AC) = Addition or Correction Delegated - Page 2 of 7 
H.2 Actions under delegated authority December 8, 2002 to December 14, 2002 

Bank Holding Companies 

St. Louis 

Marshfield Investment Company Employee Stock Ownership Plan and Trust, Springfield, 

Missouri -- to become a bank holding company through the acquisition of shares of 

Marshfield Investment Company, and thereby acquire its subsidiary banks, Metropolitan 

National Bank; First National Bank, Lamar; and Bank of Kimberling City, Kimberling 

City. 

- Approved, December 13, 2002 

St. Louis 

Mercantile Bancorp, Inc., Quincy, Illinois -- to increase its interest in New Frontier 

Bancshares, Inc., St. Charles, Missouri, and New Frontier Bank. 

- Approved, December 13, 2002 

Richmond 

TCB S-Corp, Inc., Greenwood, South Carolina -- to become a bank holding company 

through the acquisition of Countybank. 

- Approved, December 9, 2002 

New York 

Trustcompany Bancorp, Jersey City, New Jersey -- to become a bank holding company 

with respect to The Trust Company of New Jersey. 

- Withdrawn, December 13, 2002 

Bank Mergers 

Chicago 

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to merge with Southwest Bank 

of Phoenix, Phoenix, Arizona, and thereby establish a branch. 

- Approved, December 12, 2002 

Change In Bank Control 

St. Louis 

Campbellsville Bancorp, Inc., Corbin, Kentucky -- change in bank control. 

- Permitted, December 11, 2002 

(AC) = Addition or Correction Delegated - Page 3 of 7 
H.2 Actions under delegated authority December 8, 2002 to December 14, 2002 

Change In Bank Control 

San Francisco 

First Independent Investment Group, Inc., Vancouver, Washington -- change in bank 

control. 

- Permitted, December 9, 2002 

St. Louis 

Green County Bancshares, Inc., Corbin, Kentucky -- change in bank control. 

- Permitted, December 11, 2002 

Cleveland 

Laurel Bancorp, Inc., Corbin, Kentucky -- change in bank control. 

- Permitted, December 11, 2002 

St. Louis 

PRP Bancorp, Inc., Corbin, Kentucky -- change in bank control. 

- Permitted, December 11, 2002 

Cleveland 

Somerset Bancorp, Inc., Corbin, Kentucky -- change in bank control. 

- Permitted, December 11, 2002 

Dallas 

Texas Bancorp, Inc., San Angelo, Texas -- change in bank control. 

- Permitted, December 10, 2002 

Cleveland 

Tri-County Bancorp, Inc., Corbin, Kentucky -- change in bank control. 

- Permitted, December 11, 2002 

Cleveland 

Williamsburg Bancorp, Inc., Corbin, Kentucky -- change in bank control. 

- Permitted, December 11, 2002 

(AC) = Addition or Correction Delegated - Page 4 of 7 
H.2 Actions under delegated authority December 8, 2002 to December 14, 2002 

Competitive Factors Reports 

Kansas City 

Argentine Federal Savings, Kansas City, Kansas -- report on competitive factors of the 

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

Park branch of Roxbury Bank, Roxbury. 

- Submitted, December 10, 2002 

St. Louis 

First Bank, Inc., Louisville, Kentucky -- report on competitive factors of the proposed 

merger with First Bank Interim Bank. 

- Submitted, December 12, 2002 

San Francisco 

First State Bank of California, Granada Hills, California -- report on competitive factors 

of the proposed merger with FSB Merger Corporation. 

- Submitted, December 9, 2002 

Chicago 

GreatBank, Algonquin, Illinois -- report on competitive factors of the proposed merger 

with Republic Bank. 

- Submitted, December 12, 2002 

Philadelphia 

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

proposed merger with FirstService Bank, Doylestown. 

- Submitted, December 12, 2002 

Kansas City 

The Nodaway Valley Bank, Maryville, Missouri -- report on competitive factors of the 

proposed merger with The Heritage Bank of St. Joseph, St. Joseph. 

- Submitted, December 10, 2002 

Kansas City 

Peoples Bank, Leadville, Colorado -- report on competitive factors of the proposed 

purchase of certain assets and assumption of certain liabilities of four Colorado Springs 

branches and one Pueblo branch of Peoples National Bank, Colorado Springs. 

- Submitted, December 10, 2002 

(AC) = Addition or Correction Delegated - Page 5 of 7 
H.2 Actions under delegated authority December 8, 2002 to December 14, 2002 

Competitive Factors Reports 

Philadelphia 

Union National Bank and Trust Company of Souderton, Souderton, Pennsylvania --

report on competitive factors of the proposed merger with Pennview Savings Bank. 

- Submitted, December 12, 2002 

Extensions Of Time 

Dallas 

A.N.B. Holding Company, Ltd., Terrell, Texas -- extension to March 13, 2003, to 

acquire an interest in The ANB Corporation and its subsidiaries, The ANB Delaware 

Corporation and American National Bank. 

- Granted, December 11, 2002 

New York 

Canadian Imperial Bank of Commerce, Toronto, Canada -- extensions to divest certain 

investments. 

- Granted, December 12, 2002 

Richmond 

CNB Bancorp, Inc., Windsor, Virginia -- extension to March 11, 2003, to become a 

bank holding company through the acquisition of Citizens National Bank, a de novo bank. 

- Granted, December 10, 2002 

Chicago 

Oswego Community Bank Employee Stock Ownership Plan, Oswego, Illinois --

extension to March 5, 2003, to acquire additional shares of Oswego Bancshares, Inc., 

and Oswego Community Bank. 

- Granted, December 12, 2002 

Financial Holding Companies 

Philadelphia 

CNB Financial Corporation, Clearfield, Pennsylvania -- election to become a financial 

holding company. 

- Effective, December 10, 2002 

(AC) = Addition or Correction Delegated - Page 6 of 7 
H.2 Actions under delegated authority December 8, 2002 to December 14, 2002 

Membership 

Kansas City 

First American Bank, Stonewall, Oklahoma -- request to waive the six month's notice of 

withdrawal from membership in the Federal Reserve System. 

- Granted, December 10, 2002 

Chicago 

InvestorsBank, Pewaukee, Wisconsin -- membership in the Federal Reserve System. 

- Withdrawn, December 12, 2002 

Chicago 

Southwest Bank of St. Louis, St. Louis, Missouri -- membership in the Federal Reserve 

System. 

- Approved, December 12, 2002 

Atlanta 

Suncoast National Bank, Sarasota, Florida -- membership in the Federal Reserve System. 

- Approved, December 9, 2002 

Regulations And Policies 

FOMC

Federal Open Market Committee -- minutes of the meeting on November 6, 2002. 

- Published, December 12, 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 evaluatio ns 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 14, 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 14, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18(c) 5(d)(3) Application filed by Sky Bank, Salineville, OH to merge with Newspaper - Not Yet 

Branch Metropolitan Bank and Trust Company, Highland Hills, OH and Known 

incident thereto establish branch facilities.* 

*Subject to the provisions of the Community Rein vestment Act 

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

Ending date of 

Type Application comment period 

4(c)(8) Application filed by Sky Financial Group, Inc., Bowling Green, Newspaper - Not Yet 

OH to acquire Metropolitan FinancialCorporation, Highland Known Fed Reg – Not 

Hills, OH and its subsidiary Metropolitan Bank and Trust Yet Known 

Company, Highland Hills, OH.* 

*Subject to the provisions of the Community Reinvestment Act. 

Section III – Applications s ubject 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 14, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch First Virginia Bank-Colonial, Richmond, Virginia, to operate a 

branch at 600 East Main Street, Richmond, Virginia.* 

Newspaper - 12/20/2002 

Branch First Virginia Bank-Hampton Roads, Norfolk, Virginia, to 

establish a branch at the southwest corner of the intersection of 

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

Virginia.* 

Newspaper - 12/21/2002 

*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 ne wspaper notice 

Type Application 

4(c)(8) MountainBank Financial Corporation, Hendersonville, North 

Carolina, to acquire Trustco Holding, Inc., Greenville, South 

Carolina.* 

*Subject to the provisions of the Community Reinvestment Act. 
Section V – Availability of CRA public evaluations 

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD 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 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, December 14, 2002

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

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

Newspaper-12/13/2002

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

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

Newspaper-12/12/2002

Branch First Georgia Community Bank, Jackson, Georgia, to establish a 

branch located at 8920 Bill Gardner Parkway, Locust Grove, 

Georgia.*

Newspaper-12/21/2002

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

located at 1555 Palm Beach Lakes Boulevard, Suite 155, West 

Palm Beach, Florida.*

Newspaper-12/19/2002

Branch Riverside Bank of the Gulf Coast, Cape Coral, Florida, to 

establish a branch located at 5950 Beneva Road, Sarasota, 

Florida.*

Newspaper-12/19/2002

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

located at Highway 150 & Stadium Trace, Hoover, Alabama, to 

be known as the Trace Crossings Branch.*

Newspaper-12/07/2002

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

located at Highway 150 & Stadium Trace, Hoover, Alabama, to 

be known as the Trace Crossings Branch.*

Newspaper-12/25/2002

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

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

become a bank holding company by acquiring Community 

Bank of West Georgia, Villa Rica, Georgia (in 

organization).*

Newspaper-12/28/2002

Fed Reg-12/26/2002
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC First Dozier Bancshares, Inc., Dozier, Alabama, 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-01/03/2003

3(a)(5) IBERIABANK Corporation, New Iberia, Louisiana, to merge 

with Acadiana Bancshares, Inc., Lafayette, Louisiana, and 

thereby directly acquire its subsidiary, LBA Savings Bank, 

Lafayette, Louisiana.*

Newspaper-01/07/2003

Fed Reg-N/Avail

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

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

L.L.C., Lafayette, Louisiana, and thereby engage in making, 

acquiring, brokering, or servicing loans or other extensions 

of credit, and engage in financially related services.

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

COM Red River Bancshares, Inc., Alexandria, Louisiana, commitment 

waiver request.

3(a)(1) Coastal Commerce Bancshares, Inc., Houma, Louisiana, notice 

to become a bank holding company by acquiring Coastal 

Commerce Bank, Houma, Louisiana.

COM Resource Bankshares, Inc., Covington, Louisiana, 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 Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1160509 First Commercial Bank of Cullman

 County

101 First Avenue, NW

Cullman, Alabama 35055

(256) 737-9900

09/09/2002 12/02/2002 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 14, 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 Herbert L. Winemiller and Gwyneth A. Winemiller, 

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

Bancorp, Inc., Benton, Illinois. (Previously submitted during the 

week ending December 7, 2002) 

3A1 FSB Bancshares, Inc., Knoxville, Tennessee, to become a bank 

holding company by acquiring 100 percent of First State Bank, 

Henderson, Tennessee. (Previously submitted during the week 

ending November 30, 2002)* 

3A3 Lea M. McMullan Trust, Shelbyville, Kentucky, and its 

subsidiary, Citizens Union Bancorp of Shelbyville, Inc., 

Shelbyville, Kentucky, to acquire 100 percent of LaRue 

Bancshares, Inc., Hodgenville, Kentucky, and thereby indirectly 

acquire Peoples State Bank, Hodgenville, Kentucky.* 

Newspaper – 1/2/2003 

Fed Reg – 12/30/2002 

Newspaper – 12/12/2002 

Fed Reg – 01/02/2003 

Newspaper – N/Avail 

Fed Reg – 01/13/2003 

* 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 

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 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.* 

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.* 

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.* 

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 – 12/26/2002 

Newspaper – 12/18/2002 

Fed Reg – /Avail 

Newspaper – 12/31/2002 

Fed Reg – 11/19/2002 

Newspaper – N/Avail 

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 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

914853 CornerStone State Bank 

Le Sueur, Minnesota 

624956 Valley Bank of Ronan 

Ronan, Montana 

564856 1st Bank 

Sidney, Montana 

595953 Farmers State Bank of Denton 

Denton, Montana 

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

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

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

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 14, 2002 

Section I – Applications subject to newspaper notice only 

Type Application 

Branch Guarantee State Bank, Mangum, Oklahoma, to establish 204 N. 

Oklahoma Avenue, Mangum, Oklahoma as a branch and to 

relocate the main office to Lawton, Oklahoma. 

Branch American Exchange Bank, Eagle, Nebraska, to establish 440 D 

Street, Eagle, Nebraska as a branch office and relocate its main 

office to Elmwood, Kansas. 

Branch Pinnacle Bank, Papillion, Nebraska, to establish a mobile branch 

office located and operated within the boundaries of Platte 

County, Nebraska. 

Ending date of 

comment period 

Newspaper - 10/11/2002 

Newspaper - 12/20/2002 

Newspaper - 12/16/2002 

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

Type Application 

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. 

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. 

3(a)(3) First Okmulgee Corporation, Okmulgee, Oklahoma, to acquire 

100 percent of the voting shares of First National of Henryetta, 

Inc., parent of First National Bank of Henryetta, both of 

Henryetta, Oklahoma. 

Ending date of 

comment period 

Newspaper - 01/03/2002 

Fed Reg - 01/07/2003 

Newspaper - 12/27/2002 

Fed Reg - 12/27/2002 

Newspaper - N/Avail 

Fed Reg - N/Avail 

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 

4(c)(8) Commerce Bancshares, Inc., Kansas City, Missouri, to engage in 

leasing activities through the acquisition of The Vaughn Group, 

Inc., West Chester, Ohio. 

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 

1002953 American Bank of Baxter Springs 09/16/2002 12/09/2002 S X 

1201 Military 

Baxter Springs, Kansas 66713-2797 

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 

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) OSB Financial Services, Inc., Orange, TX, and OSB Delaware Fed Reg - N/Avail 

Financial Services, Inc., Dover, DE, to acquire 100 percent of Newspaper – N/Avail 

Mauriceville National Bank, Mauriceville, TX* 

* 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 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, December 14, 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 

3(a)(5)(C) SunFirst Corporation to become a bank holding company by 

acquiring 100 percent of SunFirst Bank, both of St. George, Utah. 

4(c)(8) Wells Fargo & Company, San Francisco, California, proposes to 

engage in certain lines of business of Montgomery Asset 

Management LLC, San Francisco, California, and thereby engage 

in investment advisory activities pursuant to section 225.28(b)(6) 

of Regulation Y. 
Section IV – Applications not subject to Federal Register or newspaper notice 

Type Application 

4(c)(8) Eggemeyer Advisory Corp, WJR Corp, Castle Creek Capital LLC, 

Castle Creek Capital Parnters Fund IIa, LP, and Castle Creek 

Capital Parnters Fund IIb, LP, all of Rancho Santa Fe, California, 

to engage in nonbanking activities by acquiring additional shares of 

Union Acceptance Corporation, Indianapolis, Indiana, pursuant to 

section 4(j) of the Bank Holding Company Act. 

Section V – Availability of CRA public evaluations 

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

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

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

revised in May 1995. 

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

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

facilities. 

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

455561 Bank of Los Altos 08/26/2002 12/13/2002 S 

4546 El Camino Real 

Los Altos, California 94022 

(650) 941-9300 

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 

X