Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 24

Week Ending June 17, 2006

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions June 11, 2006 to June 17, 2006

Advisory Councils

Consumer Advisory Council -- request for nominations for ten new members.

- Announced, June 15, 2006 

Bank Holding Companies

BB&T Corporation, Winston-Salem, North Carolina -- to merge with First Citizens 

Bancorp, Cleveland, Tennessee, and thereby acquire its subsidiaries, The Bank/First 

Citizens Bank, The Home Bank of Tennessee, Maryville, and The Home Bank, 

Ducktown.

- Approved, June 12, 2006 

Forms

Forms -- final Board review to extend without revision the Recordkeeping 

Requirements Associated with Changes in Foreign Investments (Made Pursuant to 

Regulation K)(FR 2064), Recordkeeping Requirements Associated with the Real 

Estate Appraisal Standards for Federally Related Transactions Pursuant to 

Regulations H and Y (FR H-4), and Request for Proposal (RFP) and Request for 

Price Quotations (RFPQ).

- Approved, June 13, 2006 

Regulations And Policies

Bank Secrecy Act Recordkeeping -- publication for comment of joint advance 

notice of proposed rulemaking to lower or eliminate the recordkeeping threshold for 

funds transfers and transmittals (Regulation S, Docket No. R-1258).

- Approved, June 13, 2006 

Credit Card Plans -- annual report to the Congress on the profitability of credit card 

operations of depository institutions.

- Approved, June 12, 2006 

Payments System Risk Policy -- publication for comment of a consultation paper on 

management of intraday liquidity, credit, and operational risks associated with 

Fedwire funds transfers and related transactions (Docket No. OP-1257).

- Approved, June 13, 2006 

(AC) = Addition or Correction Board - Page 1 of 1
June 11, 2006 to June 17, 2006

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

The Bank of Floyd, Floyd, Virginia -- to establish a branch at 7349 Peppers Ferry 

Boulevard, Radford.

- Approved, June 14, 2006 

Richmond

Bank of Lancaster, Kilmarnock, Virginia -- to establish a branch at the intersection 

of Routes 632 and 205, Colonial Beach.

- Approved, June 14, 2006 

Richmond

First Bank, Burkburnett, Texas -- to establish a branch at 2801 Midwestern 

Parkway, Wichita Falls.

- Approved, June 12, 2006 

Dallas

First Florida Bank, Naples, Florida -- to establish a branch at 6150 Diamond Centre 

Court, Unit 1100, Fort Myers.

- Approved, June 15, 2006 

Atlanta

Old Second Bank-Yorkville, Yorkville, Illinois -- to establish a branch at 4040 

Veterans Road, Ottawa.

- Approved, June 16, 2006 

Chicago

Resource Bank, Virginia Beach, Virginia -- to establish a branch at 4180 Dominion 

Boulevard, Glen Allen.

- Approved, June 13, 2006 

Richmond

Simmons First Bank, Searcy, Arkansas -- to establish a branch at 901 Pecan Street, 

Beebe.

- Approved, June 16, 2006 

Secretary

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority June 11, 2006 to June 17, 2006

Bank Branches, Domestic

Sky Bank, Salineville, Ohio -- to establish a branch at 3224 Northwest Boulevard, 

Upper Arlington.

- Approved, June 16, 2006 

Cleveland

Sky Bank, Salineville, Ohio -- to establish a branch at 1340 Freeport Road, 

Pittsburgh, Pennsylvania.

- Approved, June 16, 2006 

Cleveland

Bank Holding Companies

Berkshire Bancorp, Inc., Wyomissing, Pennsylvania -- to become a bank holding 

company and to acquire Berkshire Bank.

- Approved, June 16, 2006 

Philadelphia

Capitol Bancorp, Ltd., Lansing, Michigan -- to acquire 51 percent of the shares of 

Bank of Everett, Everett, Washington, a de novo bank; and for Capitol Development 

Bancorp Limited V, Lansing, Michigan, to become a bank holding company and to 

acquire 51 percent of the shares of Bank of Everett.

- Approved, June 15, 2006 

Chicago

Catskill Hudson Bancorp, Inc., Rock Hill, New York -- to acquire Community Bank 

of Sullivan County.

- Approved, June 14, 2006 

New York

CCB Financial Corporation, Kansas City, Missouri -- waiver of application in 

connection with the merger of Country Club Bank, National Association, Shawnee 

Mission, Kansas, and CCB Interim Bank, N.A.

- Granted, June 15, 2006 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority June 11, 2006 to June 17, 2006

Bank Holding Companies

Citigroup Inc., New York, New York -- waiver of application in connection with the 

conversion of two federal savings bank subsidiaries to national banks and the 

merger of those banks with Citibank, N.A.

- Granted, June 12, 2006 

New York

Citigroup Inc., New York, New York -- waiver of application in connection with the 

consolidation of certain credit card operations.

- Granted, June 12, 2006 

New York

Custer Bancorp., Denver, Colorado -- to acquire Paonia Financial Services, Inc., 

Paonia, and Paonia State Bank.

- Approved, June 13, 2006 

Kansas City

FMS Bancorp, Inc., Poplar Bluff, Missouri -- to acquire First Missouri State Bank of 

Cape County, Cape Girardeau, a de novo bank.

- Approved, June 15, 2006 

St. Louis

Frontier Financial Corporation, Everett, Washington -- to acquire 12.2 percent of the 

shares of Skagit State Bancorp, Inc., Burlington, and thereby acquire shares of 

Skagit State Bank.

- Approved, June 16, 2006 

San Francisco

Hometown of Homestead, Inc., Fort Pierce, Florida -- to become a bank holding 

company and to acquire First of Homestead, Inc., Homestead, and its subsidiary, 1st 

National Bank of South Florida; and for Hometown Banking Company, Ft. Pierce, 

The Prosperity Banking Company, Inc., St. Augustine, and Riverside Gulf Coast 

Banking Company, Cape Coral, to acquire shares of Hometown of Homestead, Inc., 

and 1st National Bank of South Florida.

- Approved, June 16, 2006 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority June 11, 2006 to June 17, 2006

Bank Holding Companies

Idaho Trust Bancorp, Boise, Idaho -- to become a bank holding company and to 

acquire Idaho Trust National Bank, Coeur d'Alene; and to engage in financial and 

investment advisory services through Idaho Trust Investments, LLC, Boise.

- Approved, June 14, 2006 

San Francisco

Kujawa Family Holdings, Inc., Berlin, Wisconsin -- to become a bank holding 

company and to acquire The Farmers & Merchants Bank.

- Approved, June 16, 2006 

Chicago

Madison Financial Corporation, Madison, Mississippi -- relief from a commitment.

- Granted, June 16, 2006 

Atlanta

San Joaquin Bancorp, Bakersfield, California -- to become a bank holding company 

and to acquire San Joaquin Bank.

- Approved, June 16, 2006 

San Francisco

Southern Community Bancshares, Inc., Fayetteville, Georgia -- relief from a 

commitment.

- Granted, June 16, 2006 

Atlanta

West Coast Bancorp, Lake Oswego, Oregon -- waiver of application to acquire MidValley Bank, Woodburn, in connection with the merger of Mid-Valley Bank and 

West Coast Bancorp's subsidiary, West Coast Bank, Lake Oswego.

- Granted, June 16, 2006 

Secretary

Bank Mergers

Manufacturers and Traders Trust Company, Buffalo, New York -- to purchase 

certain assets and assume certain liabilities of 21 New York state branches of 

Citibank, N.A., New York, and thereby establish branches.

- Approved, June 15, 2006 

Secretary

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority June 11, 2006 to June 17, 2006

Change In Bank Control

Catskill Hudson Bancorp, Inc., Rock Hill, New York -- change in bank control.

- Permitted, June 14, 2006 

New York

Farmers State Bankshares, Inc., Circleville, Kansas -- change in bank control.

- Permitted, June 13, 2006 

Kansas City

Pacific International Bancorp, Inc., Seattle, Washington -- to retain control of 

Pacific International Bancorp, Inc.

- Permitted, June 13, 2006 

San Francisco

Porter Bancorp, Inc., Louisville, Kentucky -- change in bank control.

- Permitted, June 16, 2006 

St. Louis

United Capital Bancshares, Inc., Wyandotte, Oklahoma -- change in bank control.

- Withdrawn, June 13, 2006 

Kansas City

Valley Community Bancorp, Inc., St. Charles, Illinois -- change in bank control.

- Permitted, June 12, 2006 

Chicago

Competitive Factors Reports

American Banking Company, Moultrie, Georgia -- report on competitive factors of 

the proposed acquisition of certain assets and assumption of certain liabilities of 

Citizens Bank Wakulla, Crawfordville, Florida; merger of Citizens Bank Wakulla 

and HeritageBank of the South, Albany, Georgia; acquisition of certain assets and 

assumption of certain liabilities by American Banking Company in connection with 

that merger; and establishment by HertigeBank of the South of a branch in Ocala, 

Florida.

- Submitted, June 12, 2006 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority June 11, 2006 to June 17, 2006

Competitive Factors Reports

BancorpSouth Bank, Tupelo, Mississippi -- report on competitive factors of the 

proposed merger with First Kensington Bank, Tampa, Florida.

- Submitted, June 16, 2006 

St. Louis

Brown County State Bank, Mount Sterling, Illinois -- report on competitive factors 

of the proposed merger with Golden State Bank, Golden.

- Submitted, June 16, 2006 

St. Louis

The Citizens National Bank of Wisner, Wisner, Nebraska -- report on competitive 

factors of the proposed merger with First National Bank of Belden, Belden, and 

Bank of Leigh, Leigh.

- Submitted, June 14, 2006 

Kansas City

The Farmers & Merchants Bank, Berlin, Wisconsin -- report on competitive factors 

of the proposed merger with Kujawa Interim Bank.

- Submitted, June 16, 2006 

Chicago

First National Bank of Weatherford, Weatherford, Texas -- report on competitive 

factors of the proposed merger with First National Bank of the Mid-Cities, Bedford.

- Submitted, June 13, 2006 

Dallas

Inland Community Bank, National Association, Rialto, California -- report on 

competitive factors of the proposed merger with Western State Bank, Duarte.

- Submitted, June 14, 2006 

San Francisco

MainSource Bank, Greensburg, Indiana -- report on competitive factors of the 

proposed acquisition of the Vevay, East Enterprise, Liberty, and Madison branches 

of First Financial Bank, N.A., Hamilton, Ohio.

- Submitted, June 13, 2006 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority June 11, 2006 to June 17, 2006

Competitive Factors Reports

Marshfield Savings Bank, Marshfield, Wisconsin -- report on competitive factors of 

the proposed merger with two interim banks.

- Submitted, June 12, 2006 

Minneapolis

Mutual Federal Savings Bank of Muncie, Muncie, Indiana -- report on competitive 

factors of the proposed purchase of the Winchester, Warsaw, and Wabash branches 

of First Financial Bank, N.A., Hamilton, Ohio.

- Submitted, June 13, 2006 

Chicago

San Joaquin Bank, Bakersfield, California -- report on competitive factors of the 

proposed merger with San Joaquin Reorganization Corp.

- Submitted, June 14, 2006 

San Francisco

Extensions Of Time

German American Bancorp, Jasper, Indiana -- extension to August 2, 2006, to 

acquire 9.9 percent of the shares of Indiana Bank Corp., Terre Haute, and thereby 

acquire The First National Bank of Dana, Dana.

- Granted, June 13, 2006 

St. Louis

Penn Bancshares, Inc., Pennsville, New Jersey -- extension to September 19, 2006, 

to purchase 24.89 percent of the shares of Harvest Community Bank.

- Granted, June 15, 2006 

Philadelphia

Financial Holding Companies

First Belmond Bancorporation, Belmond, Iowa -- election to become a financial 

holding company.

- Effective, June 13, 2006 

Chicago

(AC) = Addition or Correction Delegated - Page 7 of 7
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 06/16/2006

06/12/2006

Coastal Affiliates, MHC, Yarmouth Port,

Massachusetts to become a bank holding

company pursuant to section 3(a)(1) of the

BHC Act in connection with the reorganization

of Cape Cod Cooperative Bank, Yarmouth

Port, Massachusetts, into the mutual bank

holding company structure.

COASTAL AFFILIATES, MHC

* Subject to the provisions of the Community Reinvestment Act
District: 1

Federal Reserve Bank of Boston

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 2

Federal Reserve Bank of New York

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Other Foreign Not available

Not applicable

Banco Santander International, Miami,

Florida, to establish a domestic branch in

Houston, Texas, pursuant to Section 211.5(f) of

Regulation K.

BANCO SANTANDER

INTERNATIONAL

Newspaper:

Federal Register:

CIC Not available

06/09/2006

Notice of Change in Bank Control pursuant to

the Change in Bank Control Act of 1978, as

amended, by Mario and Dawn Martinez, both

of Sundown, New York, to acquire 59,035 of

the common shares of Catskill Hudson

Bancorp, Inc., Rock Hill, New York, pursuant

to a reorganization of Community Bank of

Sullivan County, Rock Hill, New York, into a

wholly-owned subsidiary of Catskill Hudson

Bancorp, Inc. As a result of this transaction,

Mario and Dawn Martinez will own 9.93% of

the outstanding shares of Catskill Hudson

Bancorp, and together with Mrs. Martinez''s

brother, Mr. G. Vurckio, who will own 2,000

shares, will control 10.27% of Catskill Hudson

Bancorp, Inc.''s outstanding shares.

CATSKILL HUDSON

BANCORP, INC

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

The International Commercial Bank of China

Co., Ltd. ("ICBC"), Taipei, Taiwan,Republic of

China is applying to establish a branch, under

Section 211.24(a)(1)of Regulation K, in San

Jose, California and upgrade its two existing

offices in New York City and Los Angeles,

California to full service branches.

INTERNATIONAL

COMMERCIAL BANK OF

CHINA CO., LTD., THE

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

JPMorgan Chase & Co., New York, New

York, intends to make a portfolio investment

in Russia through its indirectly held Edge

Corporation subsidiary J.P. Morgan

International Finance Limited, Newark,

Delaware.

JPMORGAN CHASE & CO.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Mizrahi Tefahot Bank Ltd. (the "Bank"),

Ramat-Gan, Israel, is applying to the Board,

under Section 211.24(a)(1) of Regulation K, to

establish a branch in New York, New York by

relocating the Bank's Los Angeles, California

FDIC-insured branch. 

In addition, the Bank is applying to the Board,

under Section 211.24(a)(1), to establish a

representative office in Los Angeles,

California, which will serve as a liaison office

with the Bank's remaining California-based

customers.

MIZRAHI TEFAHOT BANK

LTD.

* Subject to the provisions of the Community Reinvestment Act
District: 2

Federal Reserve Bank of New York

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

* 3A5 Not available

The Toronto-Dominion Bank, Toronto,

Ontario, Canada, and TD Banknorth Inc.,

Portland, Maine, propose to acquire 100

percent of the voting shares of Interchange

Financial Services Corporation, the parent

company of Interchange Bank, both of Saddle

Brook, New Jersey, pursuant to Sections

3(a)(3) and 3(a)(5) of the Bank Holding

Company Act, and Section 225.15 of

Regulation Y.

TORONTO-DOMINION BANK,

THE

* Subject to the provisions of the Community Reinvestment Act
District: 2

Federal Reserve Bank of New York

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 3

Federal Reserve Bank of Philadelphia

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1

Member Not available

Conestoga Bancorp, Inc., (in formation) King 06/25/2006

of Prussia, PA, to become a bank holding

company, by acquiring Conestoga Bank (also

in formation), King Prussia, PA.

CONESTOGA BANCORP, INC

Newspaper:

Federal Register:

* 3A5 Not available

07/10/2006

East Penn Financial Corporation, Emmaus,

PA, to acquire up to 19.9% of Berkshire

Bancorp, Inc., Wyomissing, PA.

EAST PENN FINANCIAL

CORPORATION

* Subject to the provisions of the Community Reinvestment Act
District: 3

Federal Reserve Bank of Philadelphia

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Daniel Lee Preston to gain control of

Community First Financial Bancorp, Inc., New

Holland, Ohio

COMMUNITY FIRST

FINANCIAL BANCORP, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5

* 3A3

07/15/2006

06/16/2006

Capital One Financial Corporation, McLean,

Virginia, to acquire 100% of the voting

securities of North Fork Bancorporation, Inc.,

Melville, New York, and thereby indirectly

acquire North Fork Bank, Mattituck, New

York, and Superior Savings Of New England,

National Association, Branford, Connecticut.

Additionally, Capital One Financial

Corporation to acquire up to 19.9% of North

Fork Bancorporation, Inc. under certain

circumstances, and North Fork

Bancorporation, Inc. to acquire up to 19.9% of

Capital One Financial Corporation under

certain circumstances.

CAPITAL ONE FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 3A3 07/07/2006

07/10/2006

Crescent Financial Corporation, Cary, North

Carolina, to acquire 100% of the voting

securities of Port City Capital Bank,

Wilmington, North Carolina.

CRESCENT FINANCIAL

CORPORATION

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Potomac Virginia Bancorp, Fairfax, Virginia,

to become a bank holding company by

acquiring 100% of Potomac Bank of Virginia,

Fairfax, Virginia.

POTOMAC VIRGINIA

BANCORP

Newspaper:

Federal Register:

* Branch

Not applicable

Waccamaw Bank, Whiteville, North Carolina, 06/27/2006

proposes to establish a branch at 701 N. Howe

Street, Southport, North Carolina.

WACCAMAW BANK

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 6

Federal Reserve Bank of Atlanta

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

07/17/2006

Alabama National BanCorporation,

Birmingham, Alabama, to merge with The PB

Financial Services Corporation, and thereby

acquire its subsidiary, The Peachtree Bank,

both of Duluth, Georgia.

ALABAMA NATIONAL

BANCORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

Community Bank of West Georgia, Hiram, 06/30/2006

Georgia, to establish a branch located at 5886

Wendy Bagwell Parkway, Hiram, Georgia, to

be known as the Community Bank of West

Georgia Hiram Branch.

COMMUNITY BANK OF WEST

GEORGIA

Newspaper:

Federal Register:

* 3A1

Not available

H Financial of Florida, Inc., St. Augustine, 07/12/2006

Florida, to become a bank holding company by

acquiring 100 percent of the voting shares of

Haven Trust Bank, St. Augustine, Florida (in

organization).

H Financial of Florida, Inc.

Newspaper:

Federal Register:

* 3A1 07/10/2006

07/17/2006

PCNB Corp., McComb, Mississippi, to become

a bank holding company by acquiring 100

percent of the outstanding shares of Pike

County National Bank, McComb, Mississippi.

PCNB CORP

Newspaper:

Federal Register:

* 3A5 07/03/2006

07/06/2006

Riverside Banking Company, Fort Pierce,

Florida, to merge with First Community Bank

Holding Company, and thereby acquire its

subsidiary First Community Bank, both of

Debary, Florida.

RIVERSIDE BANKING

COMPANY

Newspaper:

Federal Register:

* 3A5 07/03/2006

07/07/2006

Sequatchie Valley Bancshares, Inc., Dunlap,

Tennessee, to merge with F N Bancorp, Inc.,

and thereby acquire its subsidiary, First

National Bank of Tullahoma, both of

Tullahoma, Tennessee.

SEQUATCHIE VALLEY

BANCSHARES, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 6

Federal Reserve Bank of Atlanta

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Comerica Bank, Detroit, Michigan, to establish

a branch facility to be located at 1600 Research

Forest Drive, Shenandoah, Texas.

COMERICA BANK

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

First American Bank, Fort Dodge, Iowa, to

merge with Waukee State Bank, Waukee,

Iowa, and incident thereto, to establish a

branch office at the existing location of

Waukee State Bank, 45 North Warrior Lane,

Waukee, Iowa.

FIRST AMERICAN BANK

Newspaper:

Federal Register:

* 3A1 Not available

4c8 07/07/2006

First Community Financial Partners, Inc.,

Joliet, Illinois, to become a bank holding

company by acquiring 100 percent of the

voting shares of First Community Bank of

Joliet, Joliet, Illinois, and to engage de novo in

lending activities.

FIRST COMMUNITY

FINANCIAL PARTNERS, INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

First Farmers Bank & Trust Co., Converse,

Indiana, to acquire certain assets and assume

certain liabilities of three Indiana branch

offices of Fifth Third Bank, Grand Rapids,

Michigan and thereby to establish 3 branches.

FIRST FARMERS BANK &

TRUST

Newspaper:

Federal Register:

CIC Not available

06/13/2006

Notice by Richard N. Glendening of Pella,

Iowa, individually and as trustee of the Richard

Glendening Trust and the Linda Glendening

Subchapter S Trust to retain control of 35.34

percent and acting in concert with the

Glendening Family (Richard & Mary

Glending, Pella, Iowa; Linda Glendening,

Pella, IA; Kara & Nathan Busker, Oakland,

NJ; Eric & Sanae Glendening, Terre Hante,

IN; Erin Glendening, Pittsburgh, PA; Brent &

Mary Jaco, Galveston, TX) to retain control of

39.53 percent of Leighton Investment

Company, Pella, Iowa.

LEIGHTON INVESTMENT

COMPANY

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

M&I Marshall & Ilsley Bank, Milwaukee,

Wisconsin, to purchase the assets and assume

the liabilities of three Florida branches of M&I

Bank, FSB, Las Vegas, Nevada, and thereby to

establish 3 branches.

M&I MARSHALL & ILSLEY

BANK

Newspaper:

Federal Register:

* 3A5 Not available

07/07/2006

MB Financial, Inc., Chicago, Illinois, to merge

with First Oak Brook Bancshares, Inc., Oak

Brook, Illinois, and thereby indirectly acquire

Oak Brook Bank, Oak Brook, Illinois.

MB FINANCIAL, INC

Newspaper:

Federal Register:

CIC Not available

06/15/2006

Notice by Harvey N. Gainey, Sr., Grand

Rapids, Michigan, to acquire control, through

the acquisition of additional shares, of 20.94

percent of Northpointe Bancshares, Inc., Grand

Rapids, Michigan, and thereby indirectly

acquire Northpointe Bank, Grand Rapids,

Michigan.

NORTHPOINTE

BANCSHARES, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

NRBC Holding Corporation, Chicago, Illinois,

to become a bank holding company by

acquiring 100 percent of the outstanding shares

of The National Republic Bank of Chicago,

Chicago, Illinois.

NRBC HOLDING

CORPORATION

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St. Louis

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 07/14/2006

07/17/2006

Champion Bancshares, Inc., Creve Coeur,

Missouri, to become a bank holding company

by acquiring 100 percent of Champion Bank,

Creve Coeur, Missouri (in organization).

CHAMPION BANCSHARES,

INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First Bank, Creve Coeur, Missouri, to relocate 06/24/2006

branch from 1001 Grant Ave., San Francisco,

California, to 1143 Grant Ave., San Francisco,

California.

FIRST BANK

Newspaper:

Federal Register:

* 3A3

* 18C

* Branch

07/13/2006

07/14/2006

First Banks, Inc., Hazelwood, Missouri, and its

subsidiary bank holding company, The San

Francisco Company, San Francisco, California,

to acquire 100 percent of San Diego

Community Bank, Chula Vista, California.

Also, First Bank, St. Louis, Missouri, to merge

with San Diego Community Bank, Chula

Vista, California, and to retain the acquired

facilities as branch offices.

FIRST BANKS, INC.

Newspaper:

Federal Register:

CIC Not available

07/06/2006

Notice by Leon Brasher, Fredonia, Kentucky,

to gain control of Fredonia Valley Bancorp,

Inc., Fredonia, Kentucky.

FREDONIA VALLEY

BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 07/15/2006

07/07/2006

Friendship Bancshares, Inc., Meta, Missouri,

to acquire 7.47 percent of Branson Bancshares,

Inc., Branson, Missouri, and its subsidiary

bank, Branson Bank, Branson, Missouri.

FRIENDSHIP BANCSHARES,

INC.

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St. Louis

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

426141 FIRST ST BK, SAINT PETER, ILLINOIS 03/06/2006 05/17/2006 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

4c8 07/14/2006

Finlayson Bancshares, Inc., Finlayson,

Minnesota to acquire 100 percent of First

National Agency Company of Deer River, Inc.,

Deer River, Minnesota and indirectly acquire

100 percent of First National Agency of Deer

River, Inc., Deer River, MN, a non bank

insurance subsidiary.

FINLAYSON BANCSHARES,

INC.

Newspaper:

Federal Register:

* 3A3 Not available

* 3A1 06/19/2006

Glacier Bancorp, Inc., Kalispell, Montana, to

indirectly acquire 100 percent of Citizens

Development Company, Billings, Montana.

GLACIER BANCORP, INC.

Newspaper:

Federal Register:

* 3A1 Not available

07/14/2006

Hatton Bancshares, Inc., Fargo, North Dakota,

to become a bank holding company by

acquiring ninety percent of the voting shares of

Farmers & Merchants National Bank of

Hatton, North Dakota.

HATTON BANCSHARES

Newspaper:

Federal Register:

* 3A5 Not available

4c8 07/06/2006

Hunter Holding Company, Hunter, North

Dakota, to merge with Streeter Insurance

Agency, Inc., Streeter, North Dakota, and

thereby indirectly acquire State Bank of

Streeter, Streeter, North Dakota. Applicant

also proposes to engage in general insurance

agency activities in a town with a population of

less than 5,000.

HUNTER HOLDING

COMPANY

Newspaper:

Federal Register:

* 3A3 Not available

07/10/2006

State Bank of Hawley Employee Stock

Ownership Plan, Hawley, Minnesota, proposes

to increase its ownership to 46% of Bankshares

of Hawley, Inc., Hawley, Minnesota.

STATE BANK OF HAWLEY

EMPLOYEE STOCK

OWNERSHIP PLAN & TRUST

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 06/26/2006

07/06/2006

Notice by The Watts Revocable Declaration of

Trust dtd 11/6/96 (Richard J. Watts, trustee),

RJW Enterprises, and Richard J. Watts, all of

Ramona, California, and Janice and Jack A.

Roccoforte, El Cajon, California, acting as a

group, to retain control of Ameribanc

Holdings, Inc. and its subsidiary bank, Bank of

Durango, both of Durango, Colorado.

AMERIBANC HOLDINGS

Newspaper:

Federal Register:

* Branch

Not applicable

Bank 7, Medford, Oklahoma, to establish a 06/30/2006

branch at 1003 Oklahoma Avenue, Woodward,

Oklahoma.

BANK 7

Newspaper:

Federal Register:

CIC 05/31/2006

07/03/2006

Notice by John H. Fowler, Topeka, Kansas, to

retain control of Burlingame Bankshares, Inc.,

parent of The First State Bank, both in

Burlingame, Kansas.

BURLINGAME BANKSHARES,

INC.

Newspaper:

Federal Register:

* 3A3

* 18C

* Branch

07/12/2006

07/10/2006

Chickasaw Banc Holding Company, Oklahoma

City, Oklahoma, to acquire 100 percent of the

voting shares of AllNations Bancorporation,

Inc., Calumet, Oklahoma, parent of AllNations

Bank, Calumet, Oklahoma. Bank 2, Oklahoma

City, Oklahoma, to merge with AllNations

Bank, Calumet, Oklahoma, and incident

thereto, to establish a branch.

CHICKASAW BANC HOLDING

COMPANY

Newspaper:

Federal Register:

CIC Not available

05/16/2006

Notification filed by the following, as a group

acting in concert: The Biegert Family

Irrevocable Trust, Laramie, Wyoming, its

trustees, Larry R. Cox, Henderson, Nebraska,

and Judith Ackland, Geneva, Nebraska, and

Larry R. Cox, individually; Charles Flaming,

individually, and as owner of Sadle Cattle

Company, Inc., both of Paxton, Nebraska; Alan

Janzen, Christopher Vanderneck, Matthew D.

Siebert, Fredrick Regier, Arvid Janzen, and

Brian Janzen, all of Henderson, Nebraska;

Ronald Preheim, Aurora, Nebraska; Jeff

Pribbeno, Imperial, Nebraska; and Wesley

Kroeker, Enid, Oklahoma; to acquire control of

Henderson State Company, Henderson,

Nebraska, parent of Henderson State Bank,

Henderson, Nebraska.

HENDERSON STATE

COMPANY

Newspaper:

Federal Register:

4c8 Not applicable

Not available

Midwest Community Financial Corporation, to

engage in mortgage loan origination activities

through the acquisition of American Resource

Mortgage, Inc., both in Midwest City,

Oklahoma.

MIDWEST COMMUNITY

FINANCIAL CORPORATION

Newspaper:

Federal Register:

* 3A1 07/07/2006

07/10/2006

Spearville Bancshares, Inc., Spearville,

Kansas, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of First National Bank of

Spearville, Spearville, Kansas.

SPEARVILLE BANCSHARES,

INC.

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

157856 FIRST B&TC, CLINTON, OKLAHOMA 03/13/2006 06/02/2006 S Small Bank

666657 GUARANTY B&TC, DENVER, COLORADO 01/23/2006 06/08/2006 S Large Bank

912550 LUSK ST BK, LUSK, WYOMING 03/06/2006 06/02/2006 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

Filings received during the week ending June 17, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

06/30/2006

Orange Community Bancorp to become a bank

holding company by acquiring 100 percent of

Orange Community Bank, both of Orange,

California.

ORANGE COMMUNITY

BANCORP

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act