Federal Reserve Release 

H.2 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 48
 

Week Ending December 1, 2001
 

Board of Governors of the Federal Reserve System, Washington, DC 20551
 
H.2 Board Actions November 25, 2001 to December 1, 2001 

Bank Holding Companies 

The Royal Bank of Scotland Group plc, Edinburgh, Scotland; The Royal Bank of 

Scotland plc; RBSG International Holdings Ltd.; and Citizens Financial Group, Inc., 

Providence, Rhode Island -- commenter's request for reconsideration of the Board's 

approval of the application to acquire Citizens Bank of Pennsylvania, Philadelphia, 

Pennsylvania, and Citizens Bank, Wilmington, Delaware, both de novo banks. 

- Denied, November 28, 2001 

(AC) = Addition or Correction Board - Page 1 of 1 
H.2 Actions under delegated authority November 25, 2001 to December 1, 2001 

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 

Secretary 

Allfirst Bank, Baltimore, Maryland -- to establish branches at 7005 Security Boulevard, 

Baltimore, and 400 Englar Road, Westminster. 

- Approved, November 28, 2001 

Philadelphia 

Bryn Mawr Trust Company, Bryn Mawr, Pennsylvania -- to establish a branch at 404 

Cheswick Place, Rosemount. 

- Approved, November 26, 2001 

Chicago 

Central Trust and Savings Bank, Cherokee, Iowa -- to establish a branch at 504 4th 

Street, Sioux City. 

- Approved, November 26, 2001 

Cleveland 

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 3949 West Powell Road, 

Powell. 

- Approved, November 30, 2001 

Chicago 

UnionBank/Central, Princeton, Illinois -- to establish a mobile branch to operate in 

Bureau and Whiteside Counties. 

- Approved, November 26, 2001 

Bank Holding Companies 

St. Louis 

Brighton Bancorp, Inc., Brighton, Tennessee -- to acquire shares of Parkin Bancorp, 

Inc., Parkin, Arkansas. 

- Withdrawn, November 26, 2001 

(AC) = Addition or Correction Delegated - Page 1 of 6 
H.2 Actions under delegated authority November 25, 2001 to December 1, 2001 

Bank Holding Companies 

Richmond 

Capital Bank Corporation, Raleigh, North Carolina -- to merge with First Community 

Financial Corporation, Burlington. 

- Approved, November 27, 2001 

Chicago 

First State Bancorp of Monticello, Inc., Monticello, Illinois -- to engage in extending 

credit and servicing loans. 

- Approved, November 29, 2001 

Minneapolis 

H2H Bancshares, Inc., Hosmer, South Dakota -- to become a bank holding company 

through the acquisition of Farmers State Bank. 

- Approved, November 28, 2001 

Cleveland 

HFB Financial Corporation, Middlesboro, Kentucky -- to acquire Home Federal Bank 

Corporation. 

- Approved, November 30, 2001 

St. Louis 

Lima Bancshares, Inc., Lima, Illinois -- to acquire White Hall National Bank, White Hall. 

- Approved, November 30, 2001 

Minneapolis 

Odin Bancshares, Inc., Odin, Minnesota -- to become a bank holding company through 

the acquisition of Odin State Bank. 

- Returned, November 28, 2001 

Secretary 

Wells Fargo & Company, San Francisco, California -- commenter's request to extend the 

comment period on the application to acquire Texas Financial Bancorporation, Inc., 

Minneapolis, Minnesota; Delaware Financial, Inc., Wilmington, Delaware, and certain 

bank subsidiaries; certain bank subsidiaries of Marquette Bancshares, Inc., Minneapolis, 

Minnesota; and Marquette Financial Group, Inc. 

- Denied, November 28, 2001 

(AC) = Addition or Correction Delegated - Page 2 of 6 
H.2 Actions under delegated authority November 25, 2001 to December 1, 2001 

Bank Mergers 

Secretary 

SunTrust Bank, Atlanta, Georgia -- commenter's request to extend the comment period 

on the application to acquire certain branches of The Huntington National Bank, 

Columbus, Ohio. 

- Denied, November 29, 2001 

Bank Premises 

Richmond 

Farmers and Miners Bank, Pennington Gap, Virginia -- to invest in bank premises. 

- Approved, November 26, 2001 

Banks, National 

Kansas City 

Cornerstone Bank, N.A., York, Nebraska -- waiver of application in connection with the 

merger with Citizens State Bank, Polk. 

- Withdrawn, November 29, 2001 

Change In Bank Control 

St. Louis 

Millstadt Bancshares, Inc., Millstadt, Illinois -- change in bank control. 

- Permitted, November 30, 2001 

Chicago 

Northern States Financial Corporation, Waukegan, Illinois -- change in bank control. 

- Permitted, November 30, 2001 

Competitive Factors Reports 

San Francisco 

American Investment Bank, N.A., Salt Lake City, Utah -- report on competitive factors 

of the proposed purchase of assets and assumption of liabilities of American Investment 

Financial, Midvale. 

- Submitted, November 26, 2001 

(AC) = Addition or Correction Delegated - Page 3 of 6 
H.2 Actions under delegated authority November 25, 2001 to December 1, 2001 

Competitive Factors Reports 

Chicago 

Bank of Waunakee, Waunakee, Wisconsin -- report on competitive factors of the 

proposed merger with TPBC Interim Bank. 

- Submitted, November 30, 2001 

Richmond 

Branch Banking and Trust Company of Virginia, Richmond, Virginia -- reports on 

competitive factors of the proposed mergers with F&M Bank-Richmond; F&M BankCentral Virginia, Charlottesville; F&M Bank-Highlands, Covington; F&M BankSouthern Virginia, Emporia; F&M Bank-Northern Virginia, Fairfax; F&M Bank-Atlantic, 

Gloucester; F&M Bank-Massanutten, Harrisonburg; F&M Bank-Peoples, Warrenton; 

and F&M Bank-Winchester, Winchester. 

- Submitted, November 26, 2001 

Richmond 

Branch Banking and Trust Company, Winston-Salem, North Carolina -- reports on 

competitive factors of the proposed mergers with F&M Bank-Maryland, Inc., Bethesda, 

Maryland, and F&M Bank-West Virginia, Inc., Ranson, West Virginia. 

- Submitted, November 26, 2001 

Dallas 

Community National Bank, Midland, Texas -- report on competitive factors of the 

proposed acquisition of four branches in Midland and one in Stanton from Washington 

Mutual Bank, FA, Stockton, California. 

- Submitted, November 30, 2001 

Chicago 

Community National Bank, Waterloo, Iowa -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Mason City branch of 

Gateway Savings Bank. 

- Submitted, November 27, 2001 

Dallas 

First State Bank, Bedias, Texas -- report on competitive factors of the proposed merger 

with Bedias Acquisition, Inc. 

- Submitted, November 30, 2001 

(AC) = Addition or Correction Delegated - Page 4 of 6 
H.2 Actions under delegated authority November 25, 2001 to December 1, 2001 

Competitive Factors Reports 

New York 

MetLife Bank, National Association, Bridgewater, New Jersey -- report on competitive 

factors of the proposed merger with MetLife Trust Company, National Association, 

Bedminster. 

- Submitted, November 27, 2001 

Atlanta 

Southeastern Bank, Darien, Georgia -- report on competitive factors of the proposed 

purchase of assets and assumption of liabilities of the Richmond Hill branch of The Park 

Avenue Bank, Valdosta. 

- Submitted, November 21, 2001 (AC) 

Chicago 

State Bank of Illinois, West Chicago, Illinois -- report on competitive factors of the 

proposed merger with Foxdale Bank, South Elgin. 

- Submitted, November 27, 2001 

Extensions Of Time 

Atlanta 

F.N.B. Corporation, Naples, Florida -- extension to March 14, 2002, to merge with 

Promistar Financial Corporation, Johnstown, Pennsylvania, and thereby acquire Promistar 

Bank. 

- Granted, November 29, 2001 

Atlanta 

NBOG Bancorporation, Inc., Gainesville, Georgia -- extension to February 14, 2002, to 

become a bank holding company through the acquisition of The National Bank of 

Gainesville. 

- Granted, November 27, 2001 

Kansas City 

SSB Holdings, Inc., Wellington, Kansas -- extension to March 8, 2002, to acquire 

Security State Bank. 

- Granted, November 28, 2001 

(AC) = Addition or Correction Delegated - Page 5 of 6 
H.2 Actions under delegated authority November 25, 2001 to December 1, 2001 

Financial Holding Companies 

Richmond 

Hampton Roads Bankshares, Inc., Chesapeake, Virginia -- election to become a financial 

holding company. 

- Effective, November 27, 2001 

San Francisco 

Pacific Mercantile Bancorp, Newport Beach, California -- election to become a financial 

holding company. 

- Effective, November 28, 2001 

International Operations 

Secretary 

Citibank, N.A., New York, New York -- to extend the corporate existence of its Edge 

subsidiary, Citibank Overseas Investment Corporation, New Castle, Delaware. 

- Approved, November 26, 2001 

Membership 

Chicago 

First Community Bank and Trust, Beecher, Illinois -- membership in the Federal Reserve 

System. 

- Approved, November 28, 2001 

(AC) = Addition or Correction Delegated - Page 6 of 6 
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, December 1, 2001 

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 Ocean Newspaper - 12/17/2001 

National Corporation and its wholly-owned subsidiary, Ocean Fed Reg - 12/27/2001 

National Bank, both of Kennebunk, Maine 

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, December 1, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Banco Popular de Puerto Rico, San Juan, Puerto Rico, to acquire Newspaper – 12/16/2001 

the banking business of 3 branches of Banco Bilbao Vizcaya 

Argentaria Puerto Rico, San Juan, Puerto Rico.* 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

None 
Section V – Availability of CRA public evaluations 

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None 
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, December 1, 2001 

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 

674513 Lebanon Valley Farmers Bank, 

Lebanon, PA 

01/08/2001 06/28/2001 O X

928618 Ameriserv Financial Bank, 

Johnstown, PA 

06/25/2001 09/21/2001 S X

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 1, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

None 
Section V – Availability of CRA public evaluations 

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None 
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, December 1, 2001 

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)(5) BB&T Corporation, Winston-Salem, North Carolina, to acquire 

Mid-America Bancorp, Louisville, Kentucky.* 

Fed Reg - N/Avail 

Newspaper - N/Avail 

3(a)(5) BB&T Corporation, Winston-Salem, North Carolina, to acquire 

AREA Banchares Corporation, Owensboro, Kentucky.* 

Fed Reg - N/Avail 

Newspaper - N/Avail 

*Subject to the provisions of the Community Reinvestment Act. 

Section III – Applications subject to Federal Register notice only 

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 

742225 Cardinal Bank-Potomac 09/17/2001 11/29/2001 S X 

1313 Dolley Madison Boulevard 

McLean, Virginia 22101 

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 1, 2001 

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) FNC S-Corp, Inc., Douglas, Georgia, to become a bank holding 

company by acquiring FNC Bancorp, Inc., and thereby acquire 

First National Bank of Coffee County, both of Douglas, 

Georgia. 

3(a)(1) Coastal Community Investments, Inc., Panama City Beach, 

Florida, to become a bank holding company by acquiring 

Apalachicola State Banking Corporation, and thereby acquire 

Apalachicola State Bank, both of Apalachicola, Florida. 

3(a)(1) Black Diamond Financial Group, Inc., Tampa, Florida, to 

become a bank holding company by acquiring Bank of 

St. Petersburg, St. Petersburg, Florida. 

Fed Reg – 11/27/2001* 

Not yet available* 

Fed Reg – 10/26/2001* 

*Subject to provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

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

Type Application 

3(a)(1) Southwest Florida Community Bancorp, Inc., Fort Myers, 

Florida, notice to become a bank holding company by acquiring 

First Community Bank of Southwest Florida, Fort Myers, 

Florida. 

3(a)(1) Morton Bancorp, Inc., to become a bank holding company by 

acquiring Bank of Morton, both of Morton, Mississippi. 

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 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, December 1, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18C Comerica Bank-California, San Jose, California, for prior 

approval to purchase certain assets and assume certain liabilities 

of Progress Bank, Blue Bell, Pennsylvania. 

Newspaper – N/Avail 

18C & Branches Commercial Trust & Savings Bank, Storm Lake, Iowa, for prior 

approval to acquire through merger Central Trust & Savings 

Bank, Cherokee, Iowa and thereby to establish branch offices at: 

401 W. Main Street, Cherokee, Iowa, 2 Bow Drive, Cherokee, 

Iowa, 119 N. Main Street, Quimby, Iowa, and 301 Main, 

Washta, Iowa.* 

Newspaper – N/Avail 

18C & Branches Iowa State Bank, Sheldon, Iowa, for prior approval to acquire 

through merger Iowa State Bank, Orange City, Iowa and thereby 

to establish the following branch offices: 627 2nd Ave., 

Sheldon, Iowa; 103 3rd Ave., Alton, Iowa; 305 Oak Street, 

Craig, Iowa; 105 Albany Ave., Orange City, Iowa, and 308 

Main, Ireton, Iowa.* 

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 

3(a)(1) Bancshares Holding Corp., Downers Grove, Illinois, for prior 

approval to become a bank holding company through the 

acquisition of 100 percent of the voting shares of The Bank of 

Commerce, Downers Grove, Illinois* 

3(a)(1) CFB Holding Company, Clinton, Iowa, to become a bank 

holding company by acquiring 100 percent of Citizens First 

Bank, Clinton, Iowa.* 

3(a)(3) Independence Bancshares, Inc., Independence, Iowa, for prior 

approval to acquire 100 percent of Fairbank Bancshares Corp., 

Fairbank, Iowa.* 

3(a)(1) Malvern Bancshares, Inc., Malvern, Iowa, for prior approval to 

become a bank holding company by acquiring 100 percent of 

Malvern Trust & Savings Bank, Malvern, Iowa.* 

Fed Reg – 12/17/2001 

Newspaper – 12/14/2001 

Fed Reg – 12/10/2001 

Newspaper – N/Avail 

Fed Reg – 11/28/2001 

Newspaper – N/Avail 

Fed Reg – 11/28/2001 

Newspaper - 12/01/2001 
Section II – Applications subject to both newspaper and Federal Register notice 

Ending date of 

Type Application comment period 

3(a)(1) Premier Holdings, Ltd., Rock Valley, Iowa, to become a bank 

holding company by acquiring 100 percent of the voting shares 

of Premier Bank, Rock Valley, Iowa.* 

3(a)(1) The Private Banking Company, Hartland, Wisconsin, for prior 

approval to become a bank holding company through the 

acquisition of 100 percent of the voting shares of Bank of 

Waunakee Employee Stock Ownership Plan, Waunakee, 

Wisconsin and Waunakee Bank Shares, Inc., Waunakee, 

Wisconsin and thereby indirectly acquire Bank of Waunakee, 

Waunakee, Wisconsin.* 

3(a)(1) Spector Properties, Inc., Chicago, Illinois, for prior approval to 

become a bank holding company by retaining 23.8 percent of the 

voting shares of Andalusia Community Bank, Andalusia, 

Illinois.* 

CC Notification by Omar C. Wilhelms, Janice R. Wilhelms and 

Delores J. Meiners, of a Change in Control to retain control of 

Shannon Bancorp, Inc., Shannon, Illinois. 

CC Notification by Merrill G. Norton and Suellyn Norton, of a 

Change in Control to retain shares of Vermilion Bancorp, Inc., 

Danville, Illinois. 

Fed Reg – 11/26/2001 

Newspaper – 11/23/2001 

Fed Reg – 11/26/2001 

Newspaper – 11/24/2001 

Fed Reg – 12/19/2001 

Newspaper – 12/21/2001 

Fed Reg – 12/18/2001 

Newspaper – 12/10/2001 

Fed Reg – 12/19/2001 

Newspaper – 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 

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

acquire indirectly through Metavante Corporation, all of the 

assets of 401kservices.com, inc., Appleton, Wisconsin. 
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 

1917301 Lake Forest Bank and Trust Co. 5/21/2001 11/29/2001 S X 

727 N. Bank Lane 

Lake Forest, Illinois 60045 

(847) 234-2882 

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 1, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18(c) Notice by First Bank, Creve Coeur, Missouri, to merge with Newspaper – 12/18/2001 

PlainsBank of Illinois, N.A., Des Plaines, Illinois. (Previously 

submitted during the week ending November 24, 2001) 

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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, December 1, 2001 

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 

MBRNEW Community Bank Chaska, Chaska, Minnesota, 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 

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 1, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Community Banks of Southern Colorado, Rocky Ford, 

Colorado, for prior approval to establish a branch at First and 

Main, Pueblo, Colorado. 

Newspaper – 12/26/2001 

Branch Community Banks of Colorado, Greenwood Village, Colorado, 

for prior approval to establish a branch at 1580 Little Raven 

Street, Suite 140, Denver, Colorado. 

Newspaper – 12/30/2001 

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

Ending date of 

Type Application comment period 

3(a)(1) First National of Illinois, Inc., Omaha, Nebraska, for prior 

approval to become a bank holding company through the 

acquisition of 100 percent of the voting shares of Castle 

BancGroup, Inc., DeKalb, Illinois, parent of Castle Bank, 

DeKalb, Illinois. 

3(a)(3) First National of Nebraska, Inc., Omaha, Nebraska, for prior 

approval to acquire First National of Illinois, Inc., Omaha, 

Nebraska, and thereby indirectly acquire Castle BancGroup, 

Inc., DeKalb, Illinois, parent of Castle Bank, DeKalb, Illinois. 

3(a)(3) Valley View Bancshares, Inc., Overland Park, Kansas, for prior 

approval to acquire 100 percent of the voting shares of Guaranty 

Bancshares Corporation, Kansas City, Kansas, parent of 

Guaranty Bank & Trust Company, Kansas City, Kansas. 

CIC M. Charles Kellogg, Overland Park, Kansas, individually and as 

Trustee of the C.H. Goppert Trust, to retain ownership of 

Country Agencies & Investments, Inc., Odessa, Missouri, parent 

of Bank of Odessa, Odessa, Missouri; Commercial Bank of Oak 

Grove, Oak Grove, Missouri, and LaMonte Community Bank, 

LaMonte, Missouri. 

Newspaper – 12/16/2001 

Fed Reg – 12/10/2001 

Newspaper – 12/16/2001 

Fed Reg – 12/10/2001 

Newspaper – 12/18/2001 

Fed Reg – 12/19/2001 

Newspaper – 12/20/2001 

Fed Reg – N/Available 
Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

4(c)(8) Meader Insurance Agency, Inc., Waverly, Kansas, to retain Fed Reg – 12/17/2001 

ownership of Waverly Insurance Agency, Inc., Waverly, Kansas 

and thereby engage in insurance activities. 

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 

172457 Citizens Bank of Edmond 09/04/2001 11/29/2001 S X 

1 East First Street 

Edmond, Oklahoma 73034-3805 

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 1, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18(c) Texas State Bank, McAllen, TX, to acquire Riverway Bank, 

Houston, TX, and establish a branch office* 

12/27/2001

Branch Texas State Bank, McAllen, TX, to establish a branch office at 5 

Riverway Drive, Houston, TX, 77056* 

12/27/2001

*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 

3(a)(1) Jane Austin Chapman Limited Partnership, L.P., Jacksonville, 

TX, to acquire Austin Bancorp, Inc., Jacksonville, TX, TEB, 

Inc., Shreveport, LA, Austin Bank, Texas National Association, 

Jacksonville, TX, Capital Bancorp, Inc., Jacinto City, TX, JACI, 

Inc., Wilmington, DE, Capital Bank, Jacinto City, TX, 

Frankston Bancorp, Inc., Frankston, TX, FDB, Inc., Dover, DE, 

First State Bank, Frankston, TX, and First State Bank, Athens, 

TX* (previously reported the week ending November 24, 2001) 

Fed Reg – 12/27/2001 

Newspaper – N/Avail 

3(a)(5) Texas Regional Bancshares, Inc., McAllen, TX, and Texas 

Regional Delaware, Inc., Wilmington, DE, to acquire Riverway 

Holdings, Inc., Houston, TX, and Riverway Bank, Houston, 

TX* 

Fed Reg – N/Avail 

Newspaper – 12/27/2001 

*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 

946461 First Bank of Muleshoe 

202 South 1st Street 

08/27/2001 12/01/2001 S X 

Muleshoe, TX, 79347-3602 

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 1, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18c Bank of Orange County, Fountain Valley, California, to merge 

with Cerritos Valley Bank, Artesia, California. * 

Newspaper –12/16/2001 

Branch Mid Valley Bank, Red Bluff, California, to establish a branch 

office to be located at 1834 Mangrove Avenue, Suite 1, Chico, 

California. * 

Newspaper – 11/29/2001 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

None 
Section V – Availability of CRA public evaluations 

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

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

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

in May 1995. 

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

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

facilities. 

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

933975 Bank of Utah 

2605 Washington Blvd. 

Ogden, Utah 84401 

(801) 625-3500 

1864197 Oak Valley Community Bank 

125 North Third Street 

Oakdale, California 95361 

(209) 848-2265 

07/16/2001 11/28/2001 S X 

07/30/2001 11/28/2001 S X 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None