Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 18

Week Ending May 5, 2001

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions April 29, 2001 to May 5, 2001

Testimony And Statements

Real estate brokerage and management -- statement by Governor Meyer before the 

Subcommittee on Financial Institutions and Consumer Credit, House Committee on 

Financial Services.

- Published, May 2, 2001 

Forms

Forms -- initial review of proposed Consolidated Bank Holding Company Report of 

Equity Investments in Nonfinancial Companies (FR Y-12).

- Proposed, May 1, 2001 

Regulations And Policies

Regulation W (Transactions between Banks and Affiliates) -- request for comment 

on proposed new Regulation W to comprehensively implement sections 23A and 

23B of the Federal Reserve Act [Docket No. R-1103].

- Approved, May 2, 2001 

Section 23A of the Federal Reserve Act -- final rule granting exemptions from and 

providing interpretations of section 23A [Docket Nos. R-1015 and R-1016].

- Approved, May 2, 2001 

Sections 23A and 23B of the Federal Reserve Act -- interim rule with request for 

comment regarding application of the two sections to credit exposure arising from 

derivative transactions with affiliates and intraday extensions of credit to affiliates 

[Docket No. R-1104].

- Approved, May 2, 2001 

(AC) = Addition or Correction Board - Page 1 of 1
April 29, 2001 to May 5, 2001

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of Colorado, Fort Lupton, Colorado -- to establish a mobile branch to operate 

within a 30-mile radius of Durango.

- Approved, April 30, 2001 

Kansas City

Community Bank of Tri-County, Waldorf, Maryland -- to establish a branch at 

30155 Three Notch Road, Charlotte Hall.

- Approved, May 1, 2001 

Richmond

First Banking Center, Burlington, Wisconsin -- to establish a branch at 200 Main 

Street, Darlington.

- Approved, May 4, 2001 

Chicago

Premier Bank, Denver, Colorado -- to establish a branch at 2480 West Alameda 

Avenue.

- Approved, May 2, 2001 

Kansas City

Virginia Commerce Bank, Arlington, Virginia -- to establish a branch at Reston 

Town Center, Reston.

- Approved, May 4, 2001 

Richmond

Bank Holding Companies

American National Bank of Beaver Dam Employee Stock Ownership Trust, Beaver 

Dam, Wisconsin -- to become a bank holding company through the acquisition of 

shares of Ambanc Financial Services, Inc., and thereby acquire American National 

Bank of Beaver Dam and Bank of Helenville, Helenville.

- Approved, May 2, 2001 

Chicago

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority April 29, 2001 to May 5, 2001

Bank Holding Companies

AmericaUnited Bancorp, Inc., Schaumburg, Illinois -- to acquire National Bancorp, 

Inc., Sycamore, and American National Bank of DeKalb County.

- Approved, May 4, 2001 

Chicago

Centennial Bank Holdings, Inc., Eaton, Colorado -- to acquire Berthoud Bancorp, 

Inc, Berthoud, and Berthoud National Bank.

- Approved, May 3, 2001 

Kansas City

Fifth Third Bancorp, Cincinnati, Ohio -- to acquire USB, Inc., Milwaukee, 

Wisconsin, and its nonbank subsidiaries.

- Approved, May 1, 2001 

Cleveland

First Independent Bancorp, Inc., Chickasha, Oklahoma -- waiver of application in 

connection with the acquisition of The First American Bank, Minco, and its merger 

with The First National Bank and Trust Company, Chickasha.

- Granted, May 3, 2001 

Kansas City

JBS, Inc., Kulm, North Dakota -- to merge with Edgeley Bancorporation, Inc., 

Edgeley.

- Approved, May 2, 2001 

Minneapolis

Marshall & Ilsley Corporation, Milwaukee, Wisconsin -- to acquire M&I Bank of 

Mayville, Mayville, a de novo bank; and for M&I Bank of Mayville to become a 

member of the Federal Reserve System.

- Approved, May 2, 2001 

Chicago

National Bancshares, Inc., Bettendorf, Iowa -- to acquire FirstCity Mortgage Corp., 

and thereby engage in making and servicing loans.

- Approved, May 4, 2001 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority April 29, 2001 to May 5, 2001

Bank Holding Companies

North Cascades Bancshares, Inc., Chelan, Washington -- to acquire shares of 

bankcda, Coeur d'Alene, Idaho, a de novo bank.

- Approved, May 2, 2001 

San Francisco

Planters Financial Group, Inc. Hopkinsville, Kentucky -- to acquire Planters Bank, 

Inc.

- Approved, May 3, 2001 

St. Louis

Royal Bank of Canada, Montreal, Canada, and Rock Merger Subsidiary, Inc., 

Raleigh, North Carolina -- commenter's request to extend the comment period on the 

proposed acquisition of Centura Banks, Inc., Rocky Mount, North Carolina, and 

Centura Bank.

- Denied, May 4, 2001 

Secretary

TFC Holding Company, Los Angeles, California -- to become a bank holding 

company through the acquisition of InterBusiness Bank, N.A.

- Approved, April 30, 2001 

San Francisco

United Security Bancshares, Fresno, California -- to acquire shares of United 

Security Bank.

- Approved, May 4, 2001 

San Francisco

Wells Fargo & Company, San Francisco, California -- modification of a commitment.

- Granted, May 3, 2001 

Director, BS&R

Bank Mergers

Fifth Third Bank, Cincinnati, Ohio -- to acquire through merger Universal Savings 

Bank, F.A., Milwaukee, Wisconsin, and thereby establish branches.

- Approved, May 1, 2001 

Cleveland

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority April 29, 2001 to May 5, 2001

Bank Mergers

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to acquire the branch of 

Harris Trust Bank of Arizona, Scottsdale, Arizona, at 19828 North 27th Avenue, 

Phoenix, and thereby establish a branch.

- Approved, May 3, 2001 

Chicago

North Valley Bank, Zanesville, Ohio -- to merge with Malta National Bank, Malta, 

and thereby establish branches.

- Approved, May 1, 2001 

Cleveland

Pioneer Bank, Mapleton, Minnesota -- to merge with Citizens State Bank of St. 

James, St. James, and thereby establish a branch at 123 Armstrong Boulevard South.

- Approved, May 3, 2001 

Minneapolis

Security State Bank of Edgeley, Edgeley, North Dakota -- to merge with Kulm State 

Bank, Kulm, and thereby establish branches in Kulm and Fredonia.

- Approved, May 2, 2001 

Minneapolis

Valley Bank of Helena, Helena, Montana -- to purchase certain assets and assume 

certain liabilities of three Helena branches and one East Helena branch of Western 

Security Bank, Missoula, a federal savings bank; and thereby establish branches at 

321 Fuller Avenue, Helena, 3171 North Montana Avenue, and 101 Lane Avenue, 

East Helena.

- Approved, May 4, 2001 

Minneapolis

Banks, Nonmember, And Miscellaneous Institutions

Farm Credit Services of East Central Oklahoma, Broken Arrow, Oklahoma -- 

registration under Regulation U.

- Approved, May 2, 2001 

Kansas City

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority April 29, 2001 to May 5, 2001

Banks, State Member

Bank of Murfreesboro, Murfreesboro, Tennessee -- to exercise trust powers.

- Approved, May 4, 2001 

Atlanta

Change In Bank Control

Fannin Bancorp, Inc., Employee Stock Ownership Plan and Trust, Windom, Texas -- 

change in bank control.

- Permitted, April 30, 2001 

Dallas

Van Buren Bancorporation, Keosauqua, Iowa -- change in bank control.

- Permitted, April 30, 2001 

Chicago

Competitive Factors Reports

Citizens Bank of Philadelphia, Philadelphia, Mississippi -- report on competitive 

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

of the Decatur and Forest branches of Union Planters Bank, N.A., Memphis, 

Tennessee.

- Submitted, May 2, 2001 

Atlanta

The Eden State Bank, Eden, Texas -- report on competitive factors of the proposed 

merger with The First State Bank of Rankin, Rankin.

- Submitted, May 4, 2001 

Dallas

First National Bank of Phillips County, Helena, Arkansas -- report on competitive 

factors of the proposed acquisition of the West Helena, Arkansas, and Marvell 

branches of Union Planters Bank, National Association, Memphis, Tennessee.

- Submitted, May 2, 2001 

Secretary

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority April 29, 2001 to May 5, 2001

Competitive Factors Reports

First National Bank, Goodland, Kansas -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Colby and Oberlin 

branches of Commercial Federal Bank, a Federal Savings Bank, Omaha, Nebraska.

- Submitted, April 30, 2001 

Kansas City

Lakeland Bank, Newfoundland, New Jersey -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the National Bank of 

Sussex County, Branchville.

- Submitted, May 3, 2001 

New York

Security First Bank, Sidney, Nebraska -- report on competitive factors of the 

proposed acquisition of the Cody, Merriman, and Thedford branches of Community 

First National Bank, Fargo, North Dakota.

- Submitted, May 2, 2001 

Kansas City

The Stockmen's Bank, Kingman, Arizona -- report on competitive factors of the 

proposed acquisition of eight Arizona branches of Community First National Bank, 

Fargo, North Dakota.

- Submitted, May 2, 2001 

San Francisco

United Security Bank, Fresno, California -- report on competitive factors of the 

proposed merger with USB Merger Company.

- Submitted, May 2, 2001 

San Francisco

Extensions Of Time

Banco Popular North America, New York, New York -- extension to December 6, 

2001, to establish a branch at 8500 Van Nuys Boulevard, Los Angeles, California.

- Granted, April 30, 2001 

New York

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority April 29, 2001 to May 5, 2001

Extensions Of Time

Bryan Family Management Trust, Bryan, Texas, and Bryan Heritage Limited 

Partnership -- extension to July 9, 2001, to acquire The First National Bank of Bryan.

- Granted, May 1, 2001 

Dallas

Farmers State Bank of Fort Morgan, Fort Morgan, Colorado -- extension to June 5, 

2002, to increase its ownership in FSB Bancorporation of Fort Morgan.

- Granted, May 1, 2001 

Kansas City

Sierra Bancorp, Porterville, California -- extension to August 2, 2001, to acquire 

Bank of the Sierra.

- Granted, May 2, 2001 

San Francisco

International Operations

The Chase Manhattan Bank, New York, New York -- waiver of remainder of 

notification period to invest in Chase London Diversified Fund Ltd., Grand Cayman, 

Cayman Islands.

- Granted, April 30, 2001 

Director, BS&R

Membership

American Heritage Bank, Sapulpa, Oklahoma -- to retain membership in the Federal 

Reserve System after conversion to a state-chartered institution.

- Approved, May 2, 2001 

Kansas City

Freedom Bank of Virginia, Vienna, Virginia -- membership in the Federal Reserve 

System.

- Approved, May 4, 2001 

Richmond

Sand Ridge Bank, Highland, Indiana -- membership in the Federal Reserve System.

- Approved, May 2, 2001 

Chicago

(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, May 5, 2001

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

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

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, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bayerische Hypo- und Vereinsbank Aktiengesellschaft, Munich,

Germany, to establish additional branches at 622 Third Avenue

and 245 Park Avenue, both in New York, New York.*

Newspaper – 05/14/2001

Representative

Office

China Merchants Bank, Shenzhen, People’s Republic of China,

to establish a representative office in New York, New York.

Newspaper – N/Avail

* Subject to the 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)(3) First BanCorp, San Juan, Puerto, to acquire up to 8.73 percent of

the voting shares of Southern Security Bank Corporation,

Hollywood, Florida.

Newspaper - 05/06/2001

Fed Reg - 05/21/2001

* 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 Third Quarter of 2001

Institution Location

Chase Manhattan Bank 270 Park Avenue, New York, New York 10017
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) First National Bank of Herminie, Herminie, PA, to merge with

and into Promistar Bank, Johnstown, PA.

06/04/2001

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

Type Application

Ending date of

comment period

3(a)(3) & 3(a)(5) FNH Corporation, Herminie, PA, to merge with and into

Promistar Financial Corporation, Johnstown, PA.

Newspaper: 06/04/2001

Fed. Reg.: 06/04/2001

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, May 5, 2001

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

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

189129 The Commercial and Savings Bank

Millersburg, Ohio 44654

02/20/2001 04/30/2001 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, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

establish a branch on the northeast corner of 21st Street and

Colonial Avenue, Norfolk, Virginia.*

Newspaper - 05/21/2001

Branch The Fauquier Bank, Warrenton, Virginia, to establish a branch

at 9073 Center Street, Manassas, Virginia.*

Newspaper - 05/25/2001

*Subject to the 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)(5) BB&T Corporation, Winston-Salem, North Carolina, to merge

with F&M National Corporation, Winchester, Virginia.

Fed Reg - 06/01/2001

Newspaper - N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Red River Bank, Alexandria, Louisiana, to establish a branch

located at 4425 Monroe Highway, Pineville, Louisiana.

05/11/2001*

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

located at 1420 U.S. Highway 431, Anniston, Alabama.

05/17/2001*

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

located at 12268 San Jose Boulevard, Jacksonville, Florida.

05/17/2001*

*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

CIC FCB Financial, Inc., Tampa, Florida, prior notification filed by

Mr. Albert Salem, Jr., to acquire an additional 11.92 percent of

the outstanding shares of FCB Financial, Inc., Tampa, Florida,

and its subsidiary, First Commercial Bank of Tampa, Tampa,

Florida. Total ownership will equal 21.68 percent.

N/Avail*

3(a)(5) Hancock Holding Company, Gulfport, Mississippi, to merge

with Lamar Capital Corporation, Purvis, Mississippi, and

thereby acquire Lamar Bank, Purvis, Mississippi.

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

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

Type Application

OTHER

FOREIGN

AmSouth Bank, Birmingham, Alabama, notice of intent to

increase its investment in its wholly-owned agreement

corporation, Cahaba International, Inc., Bermuda.

WAIVR Community First Banking Company, Carrollton, Georgia,

application waiver request for the proposed merger with First

Deposit Bancshares, Inc., Douglasville, Georgia, and indirect

acquisition of Douglas Federal Bank, FSB, Douglasville,

Georgia.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Merger & Branch Central State Bank, Muscatine, Iowa, for prior approval to

acquire the Muscatine, Iowa branch of Commercial Federal

Bank, FSB, Omaha, Nebraska and thereby to establish a branch

at 2400 Second Avenue, Muscatine, Iowa.*

Newspaper – N/Avail

Merger & Branch Citizens First State Bank of Walnut, Walnut, Illinois, for prior

approval to acquire the Wyanet, Illinois branch of Peoples

National Bank of Kewanee, Kewanee, Illinois and thereby to

establish a branch at 135 Main Street, Wyanet, Illinois.*

Newspaper – N/Avail

Merger &

Branches

1st Source Bank, South Bend, Indiana, for prior approval to

acquire the two branches of Old Kent Bank, Grand Rapids,

Michigan and thereby to establish branches at 4009 Red Arrow

Highway, St. Joseph, Michigan and 715 Ship Street, St. Joseph,

Michigan.*

Newspaper – 5/04/2001

Merger &

 Branches

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin, for prior

approval to purchase and assume the loans and deposits from

Fifth Third Bank, Southwest F.S.B., Scottsdale, Arizona; Fifth

Third Mortgage Company, Cincinnati, Ohio and Fifth Third

Bancorp, Cincinnati, Ohio and thereby to establish 9 branches.*

Newspaper – N/Avail

Branch Tri-County Bank, Brown City, Michigan, for prior approval to

establish a branch at 2575 Van Dyke, Marlette, Michigan.*

Newspaper – 6/01/2001

* Subject to the 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) Advantage Bancorp, Woodbury, Minnesota, for prior approval

to become a bank holding company through the acquisition of

100 percent of the voting shares of First Choice Bank (in

organization), Geneva, Illinois.*

Fed Reg – 5/29/2001

Newspaper – N/Avail

3(a)(1) Ameriana Bancorp, New Castle, Indiana, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Ameriana Bank and Trust, SB,

New Castle, Indiana (formerly known as Ameriana Bank &

Trust of Indiana).*

Fed Reg – 5/14/2001

Newspaper – 5/14/2001
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(5) CIB Marine Bancshares, Inc., Pewaukee, Wisconsin, for prior

approval to acquire 100 percent of the voting shares of Citrus

Financial Services, Inc., Vero Beach, Florida and thereby

indirectly acquire Citrus Bank, N.A., Vero Beach, Florida.*

Fed Reg – 5/29/2001

Newspaper – 5/25/2001

3(a)(1) & 4(c)(8) First Indiana Corporation, Indianapolis, Indiana, for prior

approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of First Indiana

Bank, National Association (in organization), Indianapolis,

Indiana; to engage in community development activities through

its wholly-owned subsidiary, Pioneer Service Corporation; and

in the following nonbanking activities through its wholly-owned

subsidiary, Somerset Financial Services, LLC, Indianapolis,

Indiana: financial and investment advisory activities;

management consulting and counseling activities; real estate and

personal property appraising related to extending of credit and

data processing and to acquire 100 percent of the voting shares

of First Indiana Bank, FSB, Indianapolis, Indiana.*

Fed Reg – 5/04/2001

Newspaper – 4/30/2001

3(a)(5) First Merchants Corporation, Muncie, Indiana, for prior

approval to acquire 100 percent of the voting shares of Francor

Financial, Inc., Wabash, Indiana and thereby indirectly acquire

Frances Slocum Bank and Trust Company, Wabash, Indiana.*

Fed Reg – 4/27/2001

Newspaper – 4/30/2001

3(a)(3) Foresight Financial Group, Inc., Rockford, Illinois, for prior

approval to acquire 100 percent of the voting shares of Lena

Bancorp, Inc., Lena, Illinois and thereby indirectly acquire Lena

State Bank, Lena, Illinois.*

Fed Reg – 5/11/2001

Newspaper – 5/10/2001

3(a)(3) Heartland Bancorp, Inc., Bloomington, Illinois, for prior

approval to acquire 100 percent of the voting shares of Chenoa

Corporation, Chenoa, Illinois and thereby indirectly acquire

Bank of Chenoa, Chenoa, Illinois.*

Fed Reg – 5/03/2001

Newspaper – 4/30/2001

3(a)(1) Henry State Bancorp, Inc., Henry, Illinois, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Henry State Bank, Henry,

Illinois.*

Fed Reg – 5/29/2001

Newspaper – 5/26/2001

3(a)(1) Hustisford Community Bancorp, Inc., Hustisford, Wisconsin, for

prior approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of Hustisford

State Bank, Hustisford, Wisconsin.*

Fed Reg – 5/29/2001

Newspaper – N/Avail

3(a)(3) Mahaska Investment Company ESOP, Oskaloosa, Iowa, for

prior approval to acquire an additional 30,000 shares, or 0.76%

of the voting shares of Mahaska Investment Company,

Oskaloosa, Iowa.*

Fed Reg – 5/10/2001

Newspaper – 5/11/2001

4(c)(8) Republic Bancorp, Inc., Owosso, Michigan, notification of

intent to acquire more than 5 percent of the voting shares of

NetBank, Inc., Alpharetta, Georgia and thereby inidrectly

acquire NetBank, a federal savings bank, Alpharetta, Georgia

and NetBank Partners, LLC, Alpharetta, Georgia, a nonbank

subsidiary engaged in management consulting and counseling

services.*

Fed Reg – 6/04/2001

Newspaper – 5/24/2001

* 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

Membership First Midwest Bank, N.A. (to be known as First Midwest Bank),

Buffalo Grove, Illinois, for prior approval to become a member

of the Federal Reserve Bank.

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

notification of intent to acquire, indirectly through its

subsidiary, Metavante Corporation, all of the assets of Derivion

Corporation, Atlanta, Georgia, which is a leading provider of ebill presentment and payment technology with operations in

Atlanta, Georgia and Toronto, Canada and a sales office in

London, England.

4(c)(8) Northern Trust Corporation, Chicago, Illinois, notification of

intent to acquire more than 5 percent of the outstanding voting

securities of Hub Co., LLC, New York, New York.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by The Callaway Bank, Fulton, Missouri, to establish a

branch at the Southwest corner of Broadfield and West

Broadway, Columbia, Missouri.*

5/16/2001

Branch Notice by the The Callaway Bank, Fulton, Missouri, to establish

a mobile branch to operate in Boone and Callaway Counties,

Missouri.*

5/16/2001

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Notice involving Citizens Bancshares of Eldon Missouri, Inc,

Eldon, Missouri, by the D.R. Harrison L.L.L.P., Eldon, Missouri

(Donnan R. And Jean E. Harrison general partners). (Previously

submitted during the week ending April 28, 2001)

Newspaper – 5/17/2001

Fed Reg – 5/22/2001

3(a)(3) Notice by Porter Bancorp, Inc., Shepherdsville, Kentucky, to

acquire USAccess Holdings, Inc., Louisville, Kentucky (in

organization). Companion notices by Porter Bancorp, Inc.,

USAccess Holdings, Inc. (in organization), and USAccess Bank,

Inc. accompany this notice.*

Newspaper – N/Avail.

Fed Reg – N/Avail.

3(a)(1) Companion notice by USAccess Holdings, Inc., Louisville,

Kentucky (in organization), to acquire USAccess Bank, Inc.,

Louisville, Kentucky. *

Newspaper – N/Avail.

Fed Reg – N/Avail.

3(a)(1) Companion notice by USAccess Bank, Louisville, Kentucky, to

acquire Interim Henry County Bank, Inc., Pleasureville,

Kentucky.*

Newspaper – N/Avail.

Fed Reg – N/Avail.

3(a)(3) Companion notice by USAccess Holdings, Inc., Louisville,

Kentucky, to acquire Interim Henry County Bank, Inc.,

Pleasureville, Kentucky.*

Newspaper – N/Avail.

Fed Reg – N/Avail.

3(a)(3) Companion notice by Porter Bancorp, Inc., Shepherdsville,

Kentucky, to acquire Interim Henry County Bank, Inc.,

Pleasureville, Kentucky.*

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

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, May 5, 2001

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

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

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, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Sylvan State Bank, Sylvan Grove, Kansas, for prior approval to

relocate its main office, at 1st and Main, Sylvan Grove, Kansas,

to its branch at 11120 West 135th Street, Overland Park, Kansas

and have the Sylvan Grove office become a branch.

Newspaper – 05/15/2001

18(c) Gold Bank, Leawood, Kansas, for prior approval to purchase the

assets of and assume liabilities to pay deposits made in the North

American Savings, F.S.B., Leawood, Kansas branch, Leawood,

Kansas.

Newspaper – 05/20/2001

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

Type Application

Ending date of

comment period

3(a)(1) Sulphur Holdings, Inc., Sulphur, Oklahoma, for prior approval

to become a bank holding company through the acquisition of

100 percent of the voting shares of Sulphur Community

Bancshares, Inc., Sulphur, Oklahoma, and thereby indirectly

acquire Sulphur Community Bank, Sulphur, Oklahoma.

Newspaper – 05/25/2001

Fed Reg – N/Available

3(a)(1) FlatIrons Bank Holding Company, Loveland, Colorado, for prior

approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of FlatIrons

Bank, Boulder, Colorado, a de novo bank.

Newspaper – N/Available

Fed Reg – N/Available

3(a)(3) Commerce Financial Corporation ESOP, Topeka, Kansas, for

prior approval, for a period of three years from date of approval,

to acquire up to 35 percent of the voting shares of Commerce

Financial Corporation, and indirect ownership of its subsidiary

bank, Commerce Bank & Trust, both of Topeka, Kansas.

Newspaper – 05/20/2001

Fed Reg – 05/29/2001

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Member First National Bank & Trust Company of Clinton, Clinton,

Oklahoma, for prior approval to become a member of the

Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

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, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) First National Bancshares of Huntsville, Inc., Huntsville, TX,

and Huntsville Delaware Holdings, Inc., Wilmington, DE,

to acquire First National Bank of Huntsville, Huntsville, TX*

Fed Reg – 06/01/2001

Newspaper – N/Avail

3(a)(1) Huntsville Delaware Holdings, Inc., Wilmington, DE, to acquire

First National Bank of Huntsville, Huntsville, TX*

Fed Reg – 06/01/2001

Newspaper – N/Avail

3(a)(3) GNB Bancshares, Inc., Gainesville, TX, and

Guaranty National Bancshares, Inc., Wilmington, DE, to acquire

First Bank and Trust, Ennis, TX (de novo)*

Fed Reg – 06/01/2001

Newspaper – N/Avail

3(a)(3) Quinlan Bancshares, Inc., Quinlan, TX, to acquire

Lone Oak Financial Corporation, Lone Oak, TX, and

Lone Oak State Bank, Lone Oak, TX*

Fed Reg – 05/21/2001

Newspaper – 05/20/2001

*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

25 Texas Capital Bank, N.A., Dallas, TX, to establish an offshore

branch in the Cayman Islands

Member First Bank & Trust, Ennis, TX (de novo), to become a member

of the Federal Reserve System

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

701857 Crowell State Bank

100 East Commerce

Crowell, Texas 79227-0848

02/12/2001 05/05/2001 S X

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, May 5, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) The Bank of East Asia, Limited, Hong Kong, and East Asia Holding

Company, Inc., New York, New York, to become bank holding

companies by acquiring 100 percent of Grand National Bank,

Alhambra, California.*

Fed Reg - 06/01/2001

Newspaper - 05/26/2001

* 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

S/R Westamerica Bank, San Rafael, California, to pay a dividend in the

amount of $20 million to its parent, Westamerica Bancorporation.
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

231961 Bank of Santa Clara

1995 El Camino Real

Santa Clara, California 95050-4067

(408) 987-9403

12/04/2000 5/4/2001 S X

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