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 4, 2006

Board of Governors of the Federal Reserve System, Washington, DC 20551
October 29, 2006 to November 4, 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

Bank of Hampton Roads, Norfolk, Virginia -- to establish a branch at 204 

Carmichael Way, Chesapeake.

- Approved, November 1, 2006 

Richmond

Bank of Lenawee, Adrian, Michigan -- to establish a branch at 8 West Carleton 

Road, Hillsdale.

- Approved, October 31, 2006 

Chicago

The Commercial and Savings Bank of Millersburg, Ohio, Millersburg, Ohio -- to 

establish a branch at 461 Wadsworth Road, State Route 57, Orrville.

- Approved, November 1, 2006 

Cleveland

Desert Community Bank, Victorville, California -- to establish a branch at 4895 

Phelan Road, Phelan.

- Approved, November 2, 2006 

San Francisco

SunTrust Bank, Atlanta, Georgia -- to establish a branch at 1508 Branan Field 

Road, Middleburg, Florida.

- Approved, November 1, 2006 

Secretary

Bank Holding Companies

Baltz Family Partnership, Parker, Colorado -- to become a bank holding company 

and to acquire United Banks of Colorado, Inc., Engelwood, and First United Bank, 

N.A.

- Withdrawn, November 2, 2006 

Kansas City

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority October 29, 2006 to November 4, 2006

Bank Holding Companies

Bancshares of Florida, Inc., Naples, Florida -- waiver of application in connection 

with the acquisition of Old Florida Bank, Ft. Myers.

- Withdrawn, November 3, 2006 

Atlanta

FNBC Financial Corporation, Crestview, Florida -- to become a bank holding 

company and to acquire First National Bank of Crestview.

- Withdrawn, October 31, 2006 

Atlanta

Great River Financial Group, Inc., Burlington, Iowa -- to operate a savings bank on 

the conversion of its subsidiary, Burlington Bank and Trust, from a state chartered 

bank to a federal savings bank.

- Approved, November 2, 2006 

Chicago

Highlands Bancshares, Inc., Dallas, Texas -- to become a bank holding company 

and to acquire First Jacksboro Bancshares, Inc., Jacksboro, First Jacksboro 

Bancshares of Delaware, Inc., Wilmington, Delaware, and The First National Bank 

of Jacksboro, Jacksboro.

- Approved, November 3, 2006 

Dallas

HNB Bancorp, Inc., Halifax, Pennsylvania -- to become a bank holding company 

and to acquire Halifax National Bank.

- Withdrawn, October 31, 2006 

Philadelphia

InsCorp, Inc., Nashville, Tennessee -- to acquire 50 percent, for a total of 100 

percent, of the shares of Insurors Bank of Tennessee.

- Withdrawn, November 2, 2006 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority October 29, 2006 to November 4, 2006

Bank Holding Companies

Kleberg and Company Bankers, Inc., Kingsville, Texas, and Kleberg Delaware, 

Inc., Dover, Delaware -- to acquire by merger Brazosport Corporation, Corpus 

Christi, Texas; Brazosport Corporation - Nevada, Inc., Carson City, Nevada; and 

First Commerce Bank, Corpus Christi; and to engage in nonbanking activities 

through the acquisition of First Commerce Mortgage Corporation, Corpus Christi.

- Approved, November 2, 2006 

Dallas

Marlborough Bancshares, MHC, Marlborough, Massachusetts, and Marlborough 

Bancshares, Inc. -- to become a mutual bank holding company and a stock bank 

holding company, respectively, and to acquire Marlborough Savings Bank.

- Approved, November 3, 2006 

Boston

Park National Corporation, Newark, Ohio -- to acquire Anderson Bank Company, 

Cincinnati.

- Approved, October 31, 2006 

Cleveland

Bank Mergers

Dacotah Bank, Aberdeen, South Dakota -- to purchase the assets and assume the 

liabilities of the Brookings branch of BankFirst, Sioux Falls, and thereby establish a 

branch at 425 22nd Avenue South, Brookings.

- Approved, November 3, 2006 

Minneapolis

Change In Bank Control

First Commercial Financial Corp., Seguin, Texas -- change in bank control.

- Permitted, October 31, 2006 

Dallas

Competitive Factors Reports

Atlantic Southern Bank, Macon, Georgia -- report on competitive factors of the 

proposed merger with Sapelo National Bank, Darien.

- Submitted, October 31, 2006 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority October 29, 2006 to November 4, 2006

Competitive Factors Reports

EmigrantDirect Bank, Ossining, New York -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of Emigrant Bank, New 

York.

- Submitted, October 30, 2006 

New York

The First National Bank of Hope, Hope, Arkansas -- report on competitive factors 

of the proposed purchase of assets and assumption of liabilities of Bank of Blevins, 

Blevins.

- Submitted, October 31, 2006 

St. Louis

First State Bank of Uvalde, Uvalde, Texas -- report on competitive factors of the 

proposed merger with Bank of Frio Canyon, Leakey.

- Submitted, November 2, 2006 

Dallas

Heartland Bank, Leawood, Kansas -- report on competitive factors of the proposed 

merger with Bank of Freeburg, Freeburg, Missouri, and thereby the establishment 

of a branch.

- Submitted, November 1, 2006 

Kansas City

Liberty Bank of Arkansas, Jonesboro, Arkansas -- report on competitive factors of 

the proposed merger with First Arkansas Valley Bank, Russellville.

- Submitted, November 2, 2006 

St. Louis

MEMBERS Trust Company, Tampa, Florida -- report on competitive factors of the 

proposed merger with MEMBERS Trust Company of Colorado, Denver, Colorado.

- Submitted, November 3, 2006 

Atlanta

The Port Washington State Bank, Port Washington, Wisconsin -- report on 

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

certain liabilities of the Cedarburg branch of Marine Bank, Wauwatosa.

- Submitted, November 1, 2006 

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority October 29, 2006 to November 4, 2006

Competitive Factors Reports

Range Bank, National Association, Negaunee, Michigan -- report on competitive 

factors of the proposed merger with Range Bank- Copper Country, National 

Association, Calumet.

- Submitted, October 30, 2006 

Minneapolis

Tomahawk Community Bank S.S.B., Tomahawk, Wisconsin -- reports on 

competitive factors of the proposed merger with Tomahawk Interim Bank.

- Submitted, October 30, 2006 

Minneapolis

Extensions Of Time

S & T Bancorp, Inc., Indiana, Pennsylvania -- extension to January 31, 2007, to 

acquire up to 9.9 percent of the shares of CBT Financial Corporation, Clearfield.

- Granted, October 31, 2006 

Cleveland

S & T Bancorp, Inc., Indiana, Pennsylvania -- extension to February 8, 2007, to 

acquire up to 9.9 percent of the shares of IBT Bancorp, Inc., Irwin, and thereby 

indirectly acquire Irwin Bank & Trust Company.

- Granted, October 31, 2006 

Cleveland

S & T Bancorp, Inc., Indiana, Pennsylvania -- extension to February 17, 2007, to 

acquire up to 24.99 percent of the shares of Allegheny Valley Bancorp, Inc., 

Pittsburgh.

- Granted, October 31, 2006 

Cleveland

Security State Bank, New Hampton, Iowa -- extension to February 4, 2007, to 

establish a branch at 610 Gilbert Street, Charles City.

- Granted, November 2, 2006 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority October 29, 2006 to November 4, 2006

Extensions Of Time

The Toronto-Dominion Bank, Toronto, Canada, and TD Banknorth Inc., Portland, 

Maine -- extension to January 30, 2007, to acquire Interchange Financial Services 

Corporation, Saddle Brook, New Jersey, and Interchange Bank.

- Granted, November 1, 2006 

New York

International Operations

JPMorgan Chase & Co., New York, New York -- modification of the aggregate 

investment limit under Regulation K in connection with an internal reorganization 

involving certain subsidiaries of JPMorgan Chase Bank, N.A., Columbus, Ohio.

- Approved, November 3, 2006 

Director, BS&R

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

Federal Reserve Bank of Boston

Filings received during the week ending November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3

* 3A5

11/30/2006

12/01/2006

Application by Beacon Bancorp, Taunton,

Massachusetts to acquire Randolph Bancorp,

Stoughton, Massachusetts and its subsidiary

bank, Randolph Savings Bank, Randolph,

Massachusetts, pursuant to sections 3(a)(3) and

3(a)(5) of the Bank Holding Company Act of

1956, as amended.

BEACON BANCORP

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Banco Popular North America, New York,

New York to open two new domestic branch,

located at 2 South Orange Avenue, Orlando

(Orange County), Florida and 8885 S.

Dadeland Boulevard, Miami (Miami-Dade

County), Florida.

BANCO POPULAR NORTH

AMERICA

Newspaper:

Federal Register:

Other Foreign

Not applicable

Banco Santander International, Miami, 10/13/2006

Florida, an indirectly held Edge Corporation of

Banco Santander Central Hispano, Madrid,

Spain, provided notice to the Board of

Governors of the Federal Reserve System of its

intention to establish a domestic branch in Los

Angeles, California.

BANCO SANTANDER

INTERNATIONAL

Newspaper:

Federal Register:

* 3A1 11/02/2006

11/03/2006

Fort Orange Financial Corp. requests to

become a one-bank holding company, pursuant

to Section 3(a)1 of the BHC Act, and Section

225.15 of Regulation Y, by acquiring Capital

Bank & Trust Company, both of Albany, New

York.

FORT ORANGE FINANCIAL

CORPORATION

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/22/2006

Notice of Change in Bank Control filed by the

Reckman Group of their intent to acquire up to

96.50 percent of the outstanding voting shares

of Columbia Bancorp, Inc., Cincinnati, Ohio.

COLUMBIA BANCORP, INC

Newspaper:

Federal Register:

* Branch

Not applicable

The State Bank and Trust Company, Defiance, 10/26/2006

OH to establish a branch at 12832 Coldwater

Road, Fort Wayne, IN.

STATE BANK AND TRUST

COMPANY, THE

Newspaper:

Federal Register:

* 3A1 11/28/2006

11/27/2006

TriState Capital Holdings, Inc., Pittsburgh,

Pennsylvania, to acquire 100 percent of

TriState Capital Bank (in formation),

Pittsburgh, Pennsylvania, and thereby become

a bank holding comopany

TRISTATE CAPITAL

HOLDINGS, 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

First Charter Bank, Charlotte, North Carolina, 11/12/2006

proposes to establish a branch at N.C. Highway

16 & Cureton Parkway, Waxhaw, North

Carolina.

FIRST CHARTER BANK

Newspaper:

Federal Register:

* 3A1 11/30/2006

11/30/2006

TrustAtlantic Financial Corporation, Raleigh,

North Carolina, to become a bank holding

company through the acquisition of 100% of

the voting securities of Millennia Community

Bank, Greenville, North Carolina.

TRUST ATLANTIC

FINANCIAL CORPORATION

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association,

Charlotte, North Carolina, to establish

Wachovia Bank International, Dublin, Ireland.

In connection with this proposal, Wachovia

Bank, National Association would also

establish various holding companies.

WACHOVIA BANK,

NATIONAL ASSOCIATION

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

AmSouth Bank, Birmingham, Alabama, to 11/10/2006

estabish a branch located at 1699 N. Woodland

Boulevard, DeLand, Florida, to be known as

the North DeLand Branch.

AMSOUTH BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Bank of St. Petersburg, Tampa, Florida, to 11/10/2006

establish a branch located at 3001 Cove Bend

Drive, Tampa, Florida.

BANK OF SAINT

PETERSBURG

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Business First Bancshares, Inc., Baton Rouge,

Louisiana, to become a bank holding company

by acquiring 100 percent of the outstanding

shares of Business First Bank, Baton Rouge,

Louisiana.

Business First Bancshares, Inc.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Caja de Ahorros de Valencia, Castellon y

Alicante (Bancaja), Valencia, Spain, to covert

an international agency to a branch office in

Miami, Florida.

CAJA DE AHORROS DE

VALENCIA, CASTELLON Y

ALICANTE, BANCAJA

Newspaper:

Federal Register:

CIC 11/30/2006

11/20/2006

Coastal Bankshares, Inc., Savannah, Georgia,

prior change in control notice filed by the CMJ

Interests, LP, Hinesville, Georgia, Carolyn L.

Jones as general partner, to acquire 29.6

percent of the outstanding shares of Coastal

Bankshares, Inc., and its subsidiary, The

Coastal Bank, both of Savannah, Georgia.

COASTAL BANKSHARES,

INC.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

FNBC Financial Corporation, Crestview,

Florida, to become a bank holding company by

acquiring 100 percent of the outstanding shares

of First National Bank of Crestview, Crestview,

Florida.

FNBC FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 4c8 11/27/2006

11/30/2006

IBERIABANK Corporation, Lafayette,

Louisiana, to merge with Pocahontas Bancorp,

Inc. and its subsidiary, First Community Bank,

both of Jonesboro, Arkansas, and thereby

engage in operating a savings association.

IBERIABANK CORPORATION

Newspaper:

Federal Register:

* 3A1 Not available

12/04/2006

Reserve Financial Associates, LLC, Columbus,

Ohio, along with Sofia Financial Associates,

LLC and Skilken Financial, LLC, all of

Columbus, Ohio, to become a multi-tiered

bank holding company structure by acquiring

100 percent of the outstanding shares of

Business Bank of Florida Corp., and its

subsidiary, Florida Business Bank, both of

Melbourne, Florida.

RESERVE FINANCIAL

ASSOCIATES, LLC

Newspaper:

Federal Register:

* 3A1 11/24/2006

11/27/2006

SouthEast Bancshares, Inc., to become a bank

holding company by acquiring 100 percent of

the outstanding shares of SouthEast Bank &

Trust, both of Athens, Tennessee.

SOUTHEAST BANCSHARES,

INC.

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish 11/16/2006

a branch located at 929 W 36th Street,

Baltimore, Maryland, to be known as the

Hampden Hall Office.

SUNTRUST BANK

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

11/27/2006

Bank of Montreal, Montreal, Canada, Harris

Financial Corp., Chicago, Illinois, and Harris

Bankcorp, Inc., Chicago, Illinois, to acquire

100 percent of the voting shares of First

National Bank & Trust, Kokomo, Indiana.

BANK OF MONTREAL

Newspaper:

Federal Register:

4c8 Not applicable

11/20/2006

Bankers Bancorp, Inc., Springfield, Illinois, to

acquire shares of Bankers' Banc Investment

Services, LLC, St. Louis, Missouri, and

thereby indirectly acquire shares of First St.

Louis Capital Markets, Inc., and its subsidiary,

First St. Louis Securities, Inc., both of St.

Louis, Missouri, and thereby engage in

securities brokerage, private placement

services, and underwriting government

obligations and money market intstruments.

BANKERS' BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 Not available

* 3A1 11/27/2006

Capitol Bancorp Ltd., Lansing, Michigan, to

indirectly acquire 51 percent of the voting

shares of Bank of Tacoma (in organization),

Tacoma, Washington, and Capitol

Development Bancorp Limited VI, Lansing,

Michigan, to become a bank holding company

by directly acquiring 51 percent of the voting

shares of Bank of Tacoma (in organization),

Tacoma, Washington.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* 3A3 Not available

* 3A1 Not available

Capitol Bancorp, Ltd., Lansing, Michigan and

Capitol Development Bancorp Limited VI,

Lansing, Michigan, to indirectly acquire 51

percent of the voting shares of Larimer

Commerce Bank (in organization), Fort

Collins, Colorado, and Capitol Bancorp

Colorado Ltd. II, Lansing, Michigan, to

become a bank holding company by directly

acquiring 51 percent of the voting shares of

Larimer Commerce Bank (in organization),

Fort Collins, Colorado.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* Branch

Not applicable

Comerica Bank, Detroit, Michigan, to establish 11/08/2006

a branch facility to be located at 3025 El

Camino Real, Tustin, California.

COMERICA BANK

Newspaper:

Federal Register:

* 3A5 11/27/2006

11/30/2006

Greene Investment Co., Jefferson, Iowa, to

merge with Audubon Investment Company,

Carroll, Iowa, and thereby indirectly acquire

Audubon State Bank, Audubon, Iowa.

GREENE INVESTMENT CO.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Labe Bank, Chicago, Illinois, to merge with 11/05/2006

Bloomingdale Bank and Trust, Bloomingdale,

Illinois, and thereby to establish 6 branches.

LABE BANK

Newspaper:

Federal Register:

* 3A3 Not available

11/17/2006

Petefish, Skiles Bancshares, Inc., Virginia,

Illinois, to acquire 100 percent of the voting

shares of Chandlerville Bancshares, Inc.,

Chandlerville, Illinois, and thereby indirectly

acquire Peoples State Bank of Chandlerville,

Chandlerville, Illinois.

PETEFISH, SKILES

BANCSHARES, INC.

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

Federal Reserve Bank of Chicago

Filings received during the week ending November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

11/30/2006

PrivateBancorp, Inc., Chicago, Illinois, to

acquire 100 percent of the voting shares of The

PrivateBank, N.A. (in organization),

Milwaukee, Wisconsin.

PRIVATEBANCORP, INC.

Newspaper:

Federal Register:

* 3A3 Not available

11/27/2006

QCR Holdings, Inc., Moline, Illinois, to

acquire 100 percent of the voting shares of

Ridgeland Bancorp, Inc., Tony, Wisconsin,

and thereby indirectly acquire Farmers State

Bank, Ridgeland, Wisconsin.

QCR HOLDINGS, INC.

Newspaper:

Federal Register:

CIC Not available

11/21/2006

Notice by David R. Barnes, Racine, Wisconsin,

Francesca DeRose, Racine, Wisconsin, Nicolet

DeRose, Kenosha, Wisconsin, and Kari

Barnes, Tigard Oregon, to gain control of

Wisconsin Bancshares, Inc., Kenosha,

Wisconsin, and thereby indirectly acquire

Banks of Wisconsin, Kenosha, Wisconsin.

WISCONSIN BANCSHARES,

INC.

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/06/2006

Notice by the Pitchford Stock, L.P., Nashville,

Illinois, and Sheila R. Burcham, Nashville,

Illinois, as general partner, to gain control of

Community Bancshares, Inc., Irvington,

Illinois.

COMMUNITY BANCSHARES,

INC.

Newspaper:

Federal Register:

* 3A3 11/17/2006

11/16/2006

DeWitt First Bankshares Corporation, DeWitt,

Arkansas, to acquire 100 percent of First

National Bank of Stuttgart, Stuttgart,

Arkansas.

DEWITT FIRST BANKSHARES

CORPORATION

Newspaper:

Federal Register:

* 3A3 12/06/2006

12/07/2006

First Banks, Inc., Hazelwood, Missouri, to

acquire an additional 4.09 percent, for total

direct and indirect control of 24.99 percent, of

Community West Bancshares, Goleta,

California, and thereby indirectly acquire

Community West Bank, National Association,

Goleta, California.

FIRST BANKS, INC.

Newspaper:

Federal Register:

CIC 11/06/2006

11/14/2006

Notice by William Harvey Bowen, Little Rock,

Arkansas, individually and as part of the

Blanchard Family Group to gain control of

First State Banking Corporation, Russellville,

Arkansas. The Blanchard Family Group

consists of Charles H. Blanchard and Cynthia

B. Blanchard of Russellville, Arkansas,

Charles B. Blanchard, Fayetteville, Arkansas,

Mary Patricia Blanchard Hardman and

William H. Bowen, of Little Rock, Arkansas,

and the Blanchard Family Living Trust, Janive

S. Blanchard, Trustee, North Little Rock,

Arkansas.

FIRST STATE BANKING CORP

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Mainstreet Bank, Ashland, Missouri, to

purchase the assets and assume the liabilities

of the Prairie Home branch of Citizens Bank &

Trust Company, Prairie Home, Missouri, and

to retain the acquired facility as a branch.

MAINSTREET BANK

Newspaper:

Federal Register:

CIC

Not available

Notice by Ed Teefey, Mount Sterling, Illinois, 11/29/2006

to increase control of Mount Sterling Bancorp,

Inc., Mount Sterling, Illinois.

MOUNT STERLING BANCORP,

INC

Newspaper:

Federal Register:

* 3A1 12/01/2006

12/01/2006

The McGehee Bank Employee Stock

Ownership Plan, McGehee, Arkansas, to

become a bank holding company by acquiring

up to 28 percent of Southeast Financial

Bankstock Corporation, McGehee, Arkansas,

and thereby indirectly acquire McGehee Bank,

McGehee, Arkansas.

THE MCGHEE BANK

EMPLOYEE STOCK

OWNERSHIP PLAN

* 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

NONE

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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

12/01/2006

Alerus Financial Corporation, Grand Forks,

North Dakota, to acquire 100 percent of Alerus

Interim, National Association, Minnetonka,

Minnesota, which will be merged with Stanton

Trust Company, National Association, and the

resulting institution will immediately thereafter

be merged into Alerus Financial, National

Association, Grand Forks, North Dakota.

ALERUS FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

Not available

B & E Investments Inc., (State Bank of

Arcadia) Employee Stock Ownership Plan &

Trust, Arcadia, Wisconsin, and B & E

Investments, Inc., Bloomer, Wisconsin,

propose to acquire 100% of John O. Melby &

Co. Bank, Whitehall, Wisconsin.

B & E INVESTMENTS, INC.,

Newspaper:

Federal Register:

* 3A1 Not available

11/27/2006

Charter Bankshares, Inc., Eau Claire,

Wisconsin, to become a bank holding company

by acquiring at least 90 percent of Charter

Bank Eau Claire, Eau Claire, Wisconsin.

CHARTER BANKSHARES,

INC.

Newspaper:

Federal Register:

CIC Not available

11/01/2006

Eric W. Hilgenberg Living Trust, Eric W.

Hilgenberg and Jennifer J. Hilgenberg, as

individuals and trustees, Rosemount,

Minnesota, Walter W. Hilgenberg, Prior Lake,

Minnesota, as a group acting in concert; and

Stuart A. Voigt, Apple Valley, Minnesota, as

an individual, to gain control of Commercial

Bancshares, Inc., Bloomington, Minnesota.

COMMERCIAL BANCSHARES,

INC.

Newspaper:

Federal Register:

CIC 11/30/2006

11/21/2006

Change in control notice by Karen K. Zaun,

Saint Cloud, Minnesota, to acquire control of

Eden Valley Bancshares, Inc., Eden Valley,

Minnesota and thereby indirectly acquire

control of State Bank in Eden Valley, Eden

Valley, Minnesota.

EDEN VALLEY

BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A5 12/04/2006

11/17/2006

Frandsen Financial Corporation, Forest Lake,

Minnesota, to merge with Pine Bankshares,

Inc., Pine City, Minnesota, and thereby

indirectly acquire The First National Bank of

Pine City, Pine City, Minnesota.

FRANDSEN FINANCIAL

CORPORATION

Newspaper:

Federal Register:

CIC Not available

Not available

Change in control notice by Dennis Duane

Haugen, Portland, North Dakota, to acquire 10

percent or more of the shares of Full Service

Insurance Agency, Inc., Buxton, North Dakota

and thereby indirectly acquire control of First

State Bank, Buxton, North Dakota.

FULL SERVICE INSURANCE

AGENCY, INC.

Newspaper:

Federal Register:

* 3A1 11/13/2006

11/09/2006

Heywood Bancshares, Inc., Northfield,

Minnesota, to become a bank holding company

by acquiring 100 percent of The First National

Bank of Northfield, Northfield, Minnesota.

Heywood Bancshares, Inc.

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

11/27/2006

John T. Vucurevich Foundation, Rapid City,

South Dakota, to become a bank holding

company by acquiring 100% of the voting

shares of United Bancorporation, Osseo,

Wisconsin, and Midwest Bancorporation,

Billings, Montana.

JOHN T. VUCUREVICH

FOUNDATION

Newspaper:

Federal Register:

CIC Not available

11/13/2006

Change in control notice by Edward Kent

Christian, Kiester, Minnesota, to acquire 25

percent or more of the shares of Kiester

Investments, Inc., Kiester, Minnesota and

thereby indirectly acquire control of First State

Bank of Kiester, Kiester, Minnesota.

KIESTER INVESTMENTS, INC.

Newspaper:

Federal Register:

CIC Not available

11/13/2006

Change in control notice by Jeffrey F.

Burzinski, Chaska, Minnesota, as an

individual, and as part of a group acting in

concert with Jeffrey J. Burzinski, Chaska,

Minnesota, Kathryn J. Burzinski, Chanhassen,

Minnesota, Elizabeth Burzinski, Chaska,

Minnesota, and Margene Burzinski, Chaska,

Minnesota to acquire control of Peregrine

Corporation, Chaska, Minnesota and thereby

indirectly acquire control of Community Bank

Corporation, Chaska, Minnesota.

PEREGRINE CORPORATION

Newspaper:

Federal Register:

* 3A5 Not available

11/09/2006

United Bancorporation, Osseo, Wisconsin, to

merge with Midwest Bancorporation, Billings,

Montana.

UNITED BANCORPORATION

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/22/2006

Notification by Margaret Ann Farmer,

Sallisaw, Oklahoma, to acquire control of

Armstrong Bancshares, Inc., Muskogee,

Oklahoma, parent of Armstrong Bank,

Muskogee, Oklahoma.

ARMSTRONG BANCSHARES,

INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Bank of Nichols Hills, to establish a branch at

7400 N. Western, both in Oklahoma City,

Oklahoma.

BANK OF NICHOLS HILLS

Newspaper:

Federal Register:

CIC Not available

11/24/2006

Notification by Tommy L. Daughtrey, Janice

Fowler and Jerry Vaughn, all of Duncan,

Oklahoma, as individuals and as trustees of the

Commerce Bancorp, Inc. Employee Stock

Ownership Plan (in formation), to acquire

control of Commerce Bancorp, Inc., parent of

Bank of Commerce, all of Duncan, Oklahoma.

COMMERCE BANCORP, INC.

Newspaper:

Federal Register:

* 3A1 Not available

12/04/2006

Community Bancshares of Kansas, Inc., Goff,

Kansas, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of Nemaha Investment Company,

Inc., Merriam, Kansas, parent of First State

Bank of Goff, Goff, Kansas.

COMMUNITY BANCSHARES

OF KANSAS, INC.

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 12/04/2006

Ironhorse Financial Group, Inc., Norman,

Oklahoma, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of Republic Bank & Trust,

Norman, Oklahoma. Ironhorse Financial

Group, Inc., to acquire 100 percent of the

voting shares of Armstrong Bancshares, Inc.,

parent of Armstrong Bank, both in Muskogee,

Oklahoma.

IRONHORSE FINANCIAL

GROUP, 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

NONE

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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/04/2006

BT Holdings, Inc., Quitman, Texas, to become

a bank holding company by acquiring 100

percent of Quitman Bancorporation, Inc.,

Quitman, Texas, and indirectly acquire

Quitman Bancorporation of Delaware, Inc.,

Wilmington, Delaware, and Bank Texas,

National Association, Quitman, Texas.

BT HOLDINGS, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First State Bank, Menard, Texas, to establish a 11/16/2006

branch to be located at 101 West San Saba,

Menard, Texas 76859.

FIRST STATE BANK

Newspaper:

Federal Register:

* 3A3 Not available

11/27/2006

Olney Bancshares of Texas, Inc., Olney, Texas,

and Olney Bancorp of Delaware, Inc.,

Wilmington, Delaware, to acquire 100 percent

of InterBank, Inc., Sayre, Oklahoma, and

indirectly acquire InterBank, El City,

Oklahoma.

OLNEY BANCSHARES OF

TEXAS, INC.

* 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 November 4, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Alta Alliance Bank, Oakland, California, to 11/06/2006

establish a mobile branch courier service to

serve the counties of Contra Costa, Alameda,

and San Francisco, California.

ALTA ALLIANCE BANK

Newspaper:

Federal Register:

* Branch

Not applicable

County Bank, Merced, California, to establish 11/03/2006

a branch facility at 1305 Main Street,

Newman, California.

COUNTY BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Placer Sierra Bank, Auburn, California, to 11/10/2006

establish a branch facility at 2051 Arena

Boulevard, Sacramento, California.

PLACER SIERRA BANK

* 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