Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 44

Week Ending November 1, 2003

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions October 26, 2003 to November 1, 2003

Banks, State Member

JPMorgan Chase Bank, New York, New York -- to acquire certain trust deposits of 

Bank One Trust Company, N.A., Columbus, Ohio; Bank One, N.A., Columbus, and 

Bank One, N.A., Chicago, Illinois.

- Approved, October 30, 2003 

(AC) = Addition or Correction Board - Page 1 of 1
October 26, 2003 to November 1, 2003

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Arvest Bank, Fayetteville, Arkansas -- to merge with Superior Bank, F.S.B., Fort Smith, 

and to retain the acquired facilities as branches.

- Approved, October 29, 2003 

St. Louis

Bank of the James, Lynchburg, Virginia -- to establish a branch at the intersection of 

Route 221 and Cloverhill Boulevard, Forest.

- Approved, October 28, 2003 

Richmond

Dacotah Bank, Aberdeen, South Dakota -- to establish a branch at 3300 East 10th 

Street, Sioux Falls.

- Approved, October 27, 2003 

Minneapolis

Regions Bank, Birmingham, Alabama -- to establish a branch at 2245 West Campbell 

Road, Garland, Texas.

- Approved, October 31, 2003 

Atlanta

Town & Country Bank, Buffalo, Illinois -- to establish a branch at 107 Highland Drive, 

Forsyth.

- Approved, October 27, 2003 

Chicago

Union Bank and Trust Company, Bowling Green, Virginia -- to establish a branch at 

4690 Pouncey Tract Road, Glen Allen.

- Approved, October 30, 2003 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority October 26, 2003 to November 1, 2003

Bank Holding Companies

Banco Bilbao Vizcaya Argentaria, S.A., Bilbao, Vizcaya, Spain; Grupo Financiero 

BBVA Bancomer, S.A. de C.V., Mexico City, Mexico; BBVA Bancomer Institucion de 

Banca Multiple; and Grupo Financiero BBVA Bancomer -- to engage in certain 

nonbanking activities de novo through BBVA Bancomer's four U.S. nonbank subsidiaries.

- Approved, October 29, 2003 

New York

BG Financial Group, Inc., Greeneville, Tennessee -- to become a bank holding company 

through the acquisition of Bank of Greeneville.

- Withdrawn, October 28, 2003 

Atlanta

Community Capital Bancshares, Inc., Albany, Georgia -- to acquire First Bank of 

Dothan, Inc., Dothan, Alabama.

- Approved, October 27, 2003 

Atlanta

Community Trust, Inc., Ashland City, Tennessee -- to become a bank holding company 

through the acquisition of Community Bank & Trust Company of Cheatham County.

- Approved, October 31, 2003 

Atlanta

Crews Banking Corporation, Wauchula, Florida -- to merge with DeSoto Banking 

Corp., Arcadia, and thereby acquire its subsidiary, The First State Bank of Arcadia, and 

to acquire Englewood Acquisition Bank, Englewood.

- Withdrawn, October 28, 2003 

Atlanta

First Capital Corporation, Fort Scott, Kansas -- to acquire Centerville State Bank, 

Centerville.

- Approved, October 29, 2003 

Kansas City

First Commonwealth Financial Corporation, Indiana, Pennsylvania -- to acquire 

Pittsburgh Financial Corp., Wexford, and its subsidiary, Pittsburgh Savings Bank.

- Approved, October 31, 2003 

Cleveland

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority October 26, 2003 to November 1, 2003

Bank Holding Companies

Grant Bancshares, Inc., Montgomery, Louisiana -- to become a bank holding company 

through the acquisition of The Bank of Montgomery.

- Approved, October 28, 2003 

Dallas

The Royal Bank of Scotland Group plc, Edinburgh, Scotland -- to acquire eFinance 

Corporation, San Francisco, California, and thereby engage in activities related to 

extending credit, financial and investment advisory activities, and management consulting 

and counseling activities.

- Approved, October 31, 2003 

Secretary

SAS Rue La Boetie, Paris, France, and Credit Agricole S.A. -- commenter's request for 

an extension of the comment period on the notices to retain certain U.S. subsidiaries of 

Credit Lyonnais.

- Granted, October 27, 2003 

Secretary

Southern Community Bancorp, Orlando, Florida -- commitment waiver request.

- Granted, October 31, 2003 

Atlanta

Western Bancshares, Inc., Van Horn, Texas, and Western Financial of Texas, Inc., 

Wilmington, Delaware -- to acquire First National Bank, Lubbock, Texas.

- Approved, October 27, 2003 

Dallas

Western Sierra Bancorp, Cameron Park, California -- to merge with Auburn Community 

Bancorp, Auburn, and thereby acquire Auburn Community Bank.

- Approved, October 30, 2003 

San Francisco

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority October 26, 2003 to November 1, 2003

Bank Mergers

The Citizens National Bank, Lansford, Pennsylvania, and Security National Bank, 

Pottstown -- to merge with The Harleysville National Bank and Trust Company, 

Harleysville.

- Approved, October 28, 2003 

Philadelphia

Change In Bank Control

Community Bancorp of Louisiana, Inc., Raceland, Louisiana -- change in bank control.

- Permitted, October 31, 2003 

Atlanta

Competitive Factors Reports

American River Bank, Sacramento, California -- report on competitive factors of the 

proposed merger with North Coast Bank, N.A., Santa Rosa.

- Submitted, October 30, 2003 

San Francisco

Bank of the Cascades, Bend, Oregon -- report on competitive factors of the proposed 

merger with Community Banks of Grants Pass, Grants Pass.

- Submitted, October 30, 2003 

San Francisco

Bank of the West, San Francisco, California -- report on competitive factors of the 

proposed merger with United California Capital.

- Submitted, October 30, 2003 

San Francisco

Business Bank of California, San Bernardino, California -- report on competitive factors 

of the proposed merger with Business Bancorp, San Rafael.

- Submitted, October 30, 2003 

San Francisco

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority October 26, 2003 to November 1, 2003

Competitive Factors Reports

Citizens Bank of Albany, Albany, Kentucky -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain deposit liabilities of Union 

Planters Bank, N.A., Memphis, Tennessee.

- Submitted, October 27, 2003 

St. Louis

FCN Bank, National Association, Brookville, Indiana -- report on competitive factors of 

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

Sunman branch of Heritage Community Bank, Columbus.

- Submitted, October 27, 2003 

Chicago

First National Bank of Pennsylvania, Greenville, Pennsylvania -- report on competitive 

factors of the proposed merger with First National Trust Company, Hermitage.

- Submitted, October 28, 2003 

Atlanta

First National Bank of the Rockies Interim National Bank, Grand Junction, Colorado -- 

report on competitive factors of the proposed merger with First National Bank of the 

Rockies, Meeker.

- Submitted, October 27, 2003 

Kansas City

First Niagara Bank, Lockport, New York -- report on competitive factors of the 

proposed acquisition by merger of The Troy Savings Bank, Troy.

- Submitted, October 28, 2003 

New York

First State Bank of Purdy, Purdy, Missouri -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Marionville branch of The 

First National Bank of Mount Vernon, Mount Vernon.

- Submitted, October 28, 2003 

St. Louis

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority October 26, 2003 to November 1, 2003

Competitive Factors Reports

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

proposed merger with Malden State Bank, Malden.

- Submitted, October 27, 2003 

Chicago

Foundation Bank, Cincinnati, Ohio -- report on competitive factors of the proposed 

merger with The Lenox Savings Bank.

- Submitted, October 27, 2003 

Cleveland

The Harleysville National Bank and Trust Company, Harleysville, Pennsylvania -- report 

on competitive factors of the proposed merger with Citizens National Bank, Lansford, 

and Security National Bank, Pottstown.

- Submitted, October 28, 2003 

Secretary

KeyBank National Association, Cleveland, Ohio -- report on competitive factors of the 

proposed merger with KeyBank Interim Bank, NA, Fort Wright, Kentucky.

- Submitted, October 27, 2003 

Cleveland

Nicolet National Bank, Green Bay, Wisconsin -- report on competitive factors of the 

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

Menominee, Michigan, branch of Republic Bank, Lansing.

- Submitted, October 27, 2003 

Chicago

Peoples Bank of North Alabama, Cullman, Alabama -- report on competitive factors of 

the proposed acquisition of assets and assumption of liabilities of the Morris branch of 

The Bank, Warrior.

- Submitted, October 28, 2003 

Atlanta

The Peoples Savings Bank, New Matamoras, Ohio -- report on competitive factors of 

the proposed merger with PSB Interim Bank.

- Submitted, October 27, 2003 

Cleveland

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority October 26, 2003 to November 1, 2003

Competitive Factors Reports

Prosperity Bank, El Campo, Texas -- report on competitive factors of the proposed 

merger with First State Bank of North Texas, Cedar Hill.

- Submitted, October 31, 2003 

Dallas

Ridgefield Bank, Ridgefield, Connecticut -- report on competitive factors of the proposed 

merger with Fairfield County Savings Bank, Norwalk.

- Submitted, October 29, 2003 

New York

Southern Community Bank of Southwest Florida, Bonita Springs, Florida -- report on 

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

of the Ft. Myers, Florida, branch of The Harris Bank National Association, Scottsdale, 

Arizona, and proposal to continue to operate The Harris Bank National Association as a 

branch.

- Submitted, October 28, 2003 

Atlanta

State Bank & Trust, Fargo, North Dakota -- report on competitive factors of the 

proposed merger with Northern Capital Trust Company.

- Submitted, October 29, 2003 

Minneapolis

Wells Fargo Bank, National Association, San Francisco, California -- report on 

competitive factors of the proposed consolidation of Bank of Grand Junction, Grand 

Junction, Colorado, under the title and charter of Wells Fargo Bank.

- Submitted, October 28, 2003 

Secretary

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority October 26, 2003 to November 1, 2003

Extensions Of Time

Castle Creek Capital LLC, Rancho Santa Fe, California, WJR Corp.; Eggemeyer 

Advisory Corp.; Castle Creek Capital LLC; and Castle Creek Capital Partners Fund I, 

IIa, and 11b, LP -- extension to January 12, 2004, to acquire shares of State National 

Bancshares, Inc., Lubbock, Texas; Independent Bankshares, Inc.; State National Bank; 

ANB Financial Corporation, Arlington; and Arlington National Bank; State National 

Bancshares of Delaware, Inc., Dover, Delaware; Independent Financial Corporation, and 

ANB Delaware Financial Corporation.

- Granted, October 29, 2003 

San Francisco

International Operations

J.P. Morgan International Finance Limited, Wilmington, Delaware -- waiver of remainder 

of notification period to invest in a special-purpose subsidiary, and modification of the 

aggregate investment limit of Regulation K.

- Granted, October 24, 2003 (AC)

Director, BS&R

Regulations And Policies

Federal Open Market Committee -- minutes of the meeting on September 16, 2003.

- Published, October 30, 2003 

FOMC

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, November 1, 2003

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, November 1, 2003

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

4c8 United Overseas Bank Limited, New York, New York, to 

engage de novo through UOB Global Equity Sales LLC, in 

private placement services.

Fed Reg – 11/18/2003

4c8 United Overseas Bank Limited, New York, New York, to 

engage de novo through UOB Kay Hian Inc., New York, New 

York, in private placement and securities brokerage services.

Fed Reg – 11/20/2003

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 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, November 1, 2003

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 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, November 1, 2003

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) PSB Holdings, Inc., New Matamoras, Ohio, proposes to become 

a bank holding company through the acquisition of The Peoples 

Savings Bank, New Matamoras, Ohio.

Newspaper - N/Avail

Fed Reg - 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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, November 1, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch EagleBank, Bethesda, Maryland, to establish a branch at 1250 

Connecticut Avenue, NW, Washington, D. C.*

Newspaper – 11/25/2003

Branch EagleBank, Bethesda, Maryland, to establish a branch at 11921 

Rockville Pike, Rockville, Maryland.*

Newspaper – 11/25/2003

*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) New Century Bancorp, Inc., Dunn, North Carolina, to acquire 

100% of the voting shares of New Century Bank of Fayetteville, 

Fayetteville, North Carolina (an organizing bank).*

Fed Reg – 12/01/2003 

Newspaper – N/Avail 

3(a)(3) Southern Community Financial Corporation, Winston-Salem, 

North Carolina, to acquire 100% of the voting shares of The 

Community Bank, Pilot Mountain, North Carolina.*

Fed Reg – 11/28/2003 

Newspaper – 12/01/2003

*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

3(a)(1) Citizens Bancorp of Virginia, Inc., Blackstone, Virginia, to 

become a bank holding company through the acquisition of 

100% of the voting shares of Citizens Bank & Trust Company, 

Blackstone, Virginia.

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, November 1, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 9690 Highway 119, Albaster, Alabama.*

Newspaper-11/01/2003

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

located at 2970 Horizon Road, Rockwall, Texas, to be known as 

the Rockwell Office.*

Newspaper-11/05/2003

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

located at 5445 Glenside Drive, Suite 100, Richmond, Virginia, 

to be known as the Paragon Place Office.*

Newspaper-11/07/2003

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

located at 7323 Park Boulevard, Pinellas Park, Florida, to be 

known as the Park & Belcher Office.*

Newspaper-11/12/2003

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

the intersection of South Cobb Drive and the Eastwest 

Connector, Smyrna, Georgia, to be known as the Highland 

Station Office.*

Newspaper-11/11/2003

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

Old Milton Parkway at Alexander Drive, Alpharetta, Georgia, to 

be known as the Old Milton Office.*

Newspaper-11/11/2003

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

Buford Highway, north of Clairmont Road, Atlanta, Georgia, to 

be known as the Plaza Fiesta.*

Newspaper-11/11/2003

*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) Farmers Bancorp, Inc., Lynchburg, Tennessee, to become a bank 

holding company by acquiring the Farmers Bank of Lynchburg, 

Lynchburg, Tennessee.*

Newspaper-N/Avail

Fed Reg – 11/28/2003
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC First Bankshares of St. Martin, Ltd., Breaux Bridge, Louisiana, 

prior change in control notice by Mr. John Alfred Melancon, Jr., 

St. Martinville, Louisiana, executor of the estate of John Alfred 

Melancon, to control approximately 14.05 percent of the 

outstanding shares of First Bankshares of St. Martin, Ltd., and 

its subsidiary, First Louisiana National Bank, both of Breaux 

Bridge, Louisiana.

Newspaper-N/Avail

Fed Reg – N/Avail

3(a)(5) KSB Bancorp, Inc., Kaplan, Louisiana, to merge with Teche 

Bancshares, Inc., and thereby directly acquire Teche Bank & 

Trust Co., both of St. Martinville, Louisiana.*

Newspaper-N/Avail

Fed Reg – N/Avail

CIC St. Francisville Bancshares, Inc., St. Francisville, Louisiana, 

prior change in control notification filed by Mr. William C. 

Lemoine and Ms. Polly R. Lemonine to increase their collective 

ownership in St. Francisville, Louisiana, from 20.27 to 25.99 

percent.

Newspaper-11/12/2003

Fed Reg – 11/07/2003

*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) Bonifay Holding Company, Bonifay, Florida, after-the-fact 

notification to continue making, acquiring, brokering, or 

servicing loans or other extensions of credit, pursuant to section 

225.28(b)(1) of Regulation Y and section 4(c)(8) of the Bank 

Holding Company act.

Fed Reg – N/Avail

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

Type Application

Member First Bradenton Bank, FSB, Bradenton, Florida, 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 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, November 1, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Byron Center State Bank, Byron Center, Michigan, to establish a 

branch facility to be located at 1963 Baldwin St., Jenison, 

Michigan.*

Newspaper – 11/01/2003

18C & Branches First Midwest Bank, Itasca, Illinois, to merge with CoVest Banc, 

National Association, Des Plaines, Illinois, and thereby to 

establish branches at 749 Lee Street, Des Plaines, Illinois, 2601 

West Schaumburg, Schaumburg, Illinois, and 770 West Dundee 

Road, Arlington Heights, Illinois.*

Newspapepr – N/Avail

Branch HomeFederal Bank, Columbus, Indiana, to establish a branch 

facility to be located at 8740 South Emerson Avenue, 

Indianapolis, Indiana.*

Newspaper – 09/30/2003

* 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 Midwest Bancorp, Inc., Itasca, Illinois, to acquire 100 

percent of CoVest Bancshares, Inc., Des Plaines, Illinois, and 

thereby indirectly acquire CoVest Banc, National Association, 

Des Plaines, Illinois, and by First Midwest Bank, Itasca, Illinois, 

to retain the deposits of CoVest Banc, National Association, Des 

Plaines, Illinois under applicable SAIF coverage.

Fed Reg – 10/27/2003

Newspaper – N/Avail

3(a)(1) MSB Holding, Inc., Montrose, Michigan, to become a bank 

holding company through the acquisition of Montrose State 

Bank, Montrose, Michigan.*

Fed Reg – 11/28/2003

Newspaper – 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

447342 First State Bank of Bourbon

101 W. Center

Bourbon, Indiana 46504

(574) 342-2415

07/07/2003 10/29/2003 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, November 1, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Rogers, Rogers, Arkansas, to establish a branch facility 

at 3706 Pinnacle Hills Boulevard, Rogers, Arkansas.*

Newspaper – 11/10/2003

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspape r and Federal Register notice

Type Application

Ending date of

comment period

3A1, 3A3, and

4C8

Home Bancshares, Inc., Conway, Arkansas, and its subsidiary 

TCBancorp, Inc., North Little Rock, Arkansas, to acquire at 

least 80 percent and 20 percent, respectively, of CB Bancorp, 

Inc., Conway, Arkansas, and indirectly acquire Community 

Financial Group, Inc., Cabot, Arkansas (“CFG”) and its 

subsidiary, Community Bank, Cabot, Arkansas. Also, CB 

Bancorp, Inc. to become a bank holding company by acquiring 

100 percent of Community Financial Group, Inc. and its 

subsidiary, Community Bank. CB Bancorp, Inc. also proposed 

to engage in securities brokerage services through its acquisition 

of CFG’s subsidiary, Community Financial Solutions, Cabot, 

Arkansas. (Notice was republished in the Federal Register to 

include the 4C8 activity.)*

Newspaper – 10/10/2003

Fed Reg – 11/18/2003

* 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

4C8 City Bancorp, Springfield, Missouri, to indirectly engage in 

management consulting and data processing activities through 

the acquisition of 25 percent of Mobius Technology Consulting 

Group, LLC, Springfield, Missouri. (Notice was republished in 

the Federal Register to fully describe nonbank activities.)

Fed Reg – 11/18/2003
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, November 1, 2003

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

CIC Michael Dennis Watters, Lakeville, Minnesota, to gain control 

of Provincial Corp., Lakeville, Minnesota, and thereby indirectly 

gain control of Provincial Bank, Lakeville, Minnesota.

Fed Reg – 11/17/2003

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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, November 1, 2003

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) ColoEast Bankshares, Inc., Lamar, Colorado, to acquire 100 

percent of the voting shares of First National Bank of Tribune, 

Tribune, Kansas.

Newspaper - 11/21/2003

Fed Reg - 11/17/2003

CIC Notification by M.D. Michaelis, Paula Sue Michaelis, Donald E. 

Schrag, and L. Thomas Veatch, all of Wichita, Kansas, as 

trustees of the M.D. Michaelis Trust F, the Paula Sue Michaelis 

Trust F, the Matthew Michaelis Trust F, the Laura Haunschild 

Trust F, and the Amy Loflin Trust F, to acquire control of 

Emprise Financial Corporation, Wichita, Kansas, parent of 

Emprise Bank, Wichita, Kansas; Emprise Bank National 

Association, Hays, Kansas; Emprise Bank, Iola, Kansas; and 

Emprise Bank National Association, Hillsboro, Kansas.

Newspaper - N/Avail

Fed Reg - 11/10/2003

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 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, November 1, 2003

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) City Bancshares, Inc., Corsicana, TX, and City Bancshares of 

Delaware, Inc., Dover, DE, to acquire City National Bank, 

Corsicana, TX*

Fed Reg – 11/28/2003

Newspaper – 11/21/2003

3(a)(1) City Bancshares of Delaware, Inc., Dover, DE, to acquire City 

National Bank, Corsicana, TX*

Fed Reg – 11/28/2003

Newspaper – 11/21/2003

3(a)(1) Tolleson Wealth Management, Inc., Dallas, TX, and Tolleson 

Wealth Management of Delaware, Inc., Dallas, TX, to acquire 

Tolleson Private Bank, Dallas, TX*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Tolleson Wealth Management of Delaware, Inc., Dallas, TX, to 

acquire Tolleson Private Bank, Dallas, TX*

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

Type Application

Ending date of

comment period

4(c)(8) Tolleson Wealth Management, Inc., Dallas, TX, and Tolleson 

Wealth Management of Delaware, Inc., Dallas, TX, through 

TTG Services, Inc., Dallas, TX, to engage in extending credit 

and servicing loans and in financial and investment advisory 

activities

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

Type Application

Ending date of

comment period

4(c)(8) Tolleson Wealth Management, Inc., Dallas, TX, and Tolleson 

Wealth Management of Delaware, Inc., Dallas, TX, through 

Tolleson Private Wealth Management LP, Dallas, TX, to engage 

in financial and investment advisory activities

Fed Reg – N/Avail

4(c)(8) Tolleson Wealth Management, Inc., Dallas, TX, and Tolleson 

Wealth Management of Delaware, Inc., Dallas, TX, through 

Tolleson Funding LP, Dallas, TX, to engage in extending credit 

and servicing loans

Fed Reg – N/Avail

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1017658 Texas State Bank

3900 N. 10th Street

McAllen, TX 78501-1719

06/16/2003 11/03/2003 O 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, November 1, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18C & Branch North Valley Bank, Redding, California, to merge with Six 

Rivers Bank, Eureka, California, and to acquire eight Northern 

California branch offices of Six Rivers Bank.*

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

CIC Notice by David and Verla Sorensen, Salt Lake City, Utah, and 

Jeffrey and Sheila Smith, Midland, Texas; to retain voting shares 

of Community Bancorp, and thereby retain shares of 

Community Bank of Nevada, both of Las Vegas, Nevada. In 

addition, David and Verla Sorensen to acquire up to 25 percent 

of Community Bancorp, Las Vegas, Nevada.*

Newspaper – N/Avail

Fed Reg – 11/21/2003

* 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

714361 First American Bank

8941 East Valley Boulevard

Rosemead, California 91770

(626) (287-6100)

07/07/2003 10/29/2003 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None