Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 34

Week Ending August 21, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions August 15, 2004 to August 21, 2004

Bank Holding Companies

Associated Banc-Corp, Green Bay, Wisconsin -- to acquire First Federal Capital 

Corporation, La Crosse, and First Federal Capital Bank.

- Approved, August 16, 2004 

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

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

Providence, Rhode Island -- to acquire Charter One Financial, Inc., Cleveland, Ohio, and 

Charter One Bank, National Association.

- Approved, August 16, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
August 15, 2004 to August 21, 2004

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

Chickasha Bank & Trust Company, Chickasha, Oklahoma -- to establish a branch at 

5003 East Highway 37, Tuttle.

- Approved, August 19, 2004 

Kansas City

Farmers and Merchants Bank of Central California, Lodi, California -- to establish a 

branch at 4612 McGaw Street, Stockton.

- Approved, August 19, 2004 

San Francisco

Farmers and Merchants Bank of Central California, Lodi, California -- to establish a 

branch at 1387 North Lower Sacramento Road.

- Approved, August 20, 2004 

San Francisco

Peoples Community Bank, Montross, Virginia -- to establish a branch at 10899 

Tidewater Trail, Fredericksburg.

- Approved, August 19, 2004 

Richmond

SouthTrust Bank, Birmingham, Alabama -- to establish branches at 7237 Eastchase 

Parkway, Montgomery, 700 Hyundai Boulevard, and 4175 Old Milton Parkway, 

Alpharetta, Georgia.

- Approved, August 19, 2004 

Atlanta

Virginia Commerce Bank, Arlington, Virginia -- to establish a branch at 4221 Walney 

Road, Chantilly.

- Approved, August 16, 2004 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority August 15, 2004 to August 21, 2004

Bank Holding Companies

Cass Information Systems, Inc., Bridgeton, Missouri -- to acquire assets of 

PROFITLAB, Inc., Greenville, South Carolina, and thereby engage in data processing 

activities.

- Approved, August 19, 2004 

St. Louis

Chisholm Bancshares, Inc., Decatur, Texas, and Chisholm Holdings, Inc., Wilmington, 

Delaware -- to become bank holding companies and to acquire North Texas Bank, 

National Association, Decatur, a de novo bank.

- Approved, August 19, 2004 

Dallas

Columbia Banking System, Inc., Tacoma, Washington -- to acquire Bank of Astoria, 

Astoria, Oregon.

- Approved, August 18, 2004 

San Francisco

Great Financial Corporation, Miami Lakes, Florida -- to become a bank holding 

company and to acquire Great Florida Bank, Miami.

- Withdrawn, August 18, 2004 

Atlanta

Gulf Atlantic Financial Group, Inc., Tallahassee, Florida -- to become a bank holding 

company and to acquire First National Bank, Tarpon Springs.

- Approved, August 19, 2004 

Atlanta

Liberty Bancshares, Inc., Jonesboro, Arkansas -- to acquire shares of Arkansas State 

Bancshares, Inc., Siloam Springs, and thereby acquire Arkansas State Bank.

- Approved, August 19, 2004 

St. Louis

Liberty Bancshares, Inc., Jonesboro, Arkansas -- to acquire shares of Russellville 

Bancshares, Inc. and thereby acquire First Arkansas Valley Bank, Russellville.

- Approved, August 20, 2004 

St. Louis

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority August 15, 2004 to August 21, 2004

Bank Holding Companies

PrimeTrust Financial Corporation, Nashville, Tennessee -- to become a bank holding 

company and to acquire PrimeTrust Bank.

- Withdrawn, August 16, 2004 

Atlanta

Rhinebeck Bancorp, MHC, Poughkeepsie, New York -- to become a bank holding 

company and to acquire Rhinebeck Savings Bank, Rhinebeck.

- Approved, August 17, 2004 

New York

Rurban Financial Corp., Defiance, Ohio -- relief from a commitment.

- Granted, August 20, 2004 

Cleveland

Russellville Bancshares, Inc., Jonesboro, Arkansas -- to acquire shares of Arkansas State 

Bancshares, Inc., Siloam Springs, and thereby acquire Arkansas State Bank.

- Approved, August 19, 2004 

St. Louis

Wachovia Corporation, Charlotte, North Carolina -- commenter's request to extend the 

comment period on the application to acquire SouthTrust Corporation, Birmingham, 

Alabama.

- Denied, August 17, 2004 

Secretary

Bank Mergers

Iowa State Bank, Hull, Iowa -- to purchase the assets and assume the liabilities of the 

Orange City and Sheldon branches of First Federal Bank, Sioux City, and thereby 

establish branches.

- Approved, August 19, 2004 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority August 15, 2004 to August 21, 2004

Banks, State Member

JPMorgan Chase Bank, New York, New York -- location determination of master 

account at the Federal Reserve Bank of New York.

- Permitted, August 20, 2004 

Secretary

Change In Bank Control

Vernon Bancshares, Inc., Leesville, Louisiana -- change in bank control.

- Permitted, August 15, 2004 

Atlanta

Competitive Factors Reports

Bank of Astoria, Astoria, Oregon -- report on competitive factors of the proposed 

merger with New Bank of Astoria.

- Submitted, August 17, 2004 

San Francisco

Doral Bank, FSB, New York, New York -- report on competitive factors of the 

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

branch of United Orient Bank.

- Submitted, August 19, 2004 

New York

First Columbia Bank & Trust Company, Bloomsburg, Pennsylvania -- report on 

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

branches of First Susquehanna Bank and Trust, Sunbury.

- Submitted, August 16, 2004 

Philadelphia

First State Bank of California, Granada Hills, California -- report on competitive factors 

of the proposed merger with Encino State Bank, Encino.

- Submitted, August 19, 2004 

Boston

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority August 15, 2004 to August 21, 2004

Competitive Factors Reports

Leesport Bank, Wyomissing, Pennsylvania -- report on competitive factors of the 

proposed merger with The Madison Bank, Blue Bell.

- Submitted, August 16, 2004 

Philadelphia

Rhinebeck Savings Bank, Rhinebeck, New York -- report on competitive factors of the 

proposed merger with Rhinebeck Interim Two Savings Bank as part of a reorganization 

as a mutual holding company.

- Submitted, August 17, 2004 

New York

Siuslaw Bank, Florence, Oregon -- report on competitive factors of the proposed 

purchase of assets and assumption of liabilities of the Veneta branch of Citizens Bank, 

Corvallis.

- Submitted, August 16, 2004 

San Francisco

Texas Savings Bank, State Savings Bank, Snyder, Texas -- report on competitive factors 

of the proposed merger with Texas Savings Bank Interim.

- Submitted, August 20, 2004 

Dallas

Timberland Bank, Hoquiam, Washington -- report on competitive factors of the proposed 

acquisition of seven branches of Venture Bank, Lacey.

- Submitted, August 16, 2004 

San Francisco

Union Bank of California, National Association, San Francisco, California -- report on 

competitive factors of the proposed merger with Jackson Federal Bank, Fullerton.

- Submitted, August 20, 2004 

Secretary

WashingtonFirst Bank, Washington, D.C. -- report on competitive factors of the 

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

Connecticut Avenue branch of Greater Atlantic Bank, Reston, Virginia.

- Submitted, August 20, 2004 

Richmond

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority August 15, 2004 to August 21, 2004

Competitive Factors Reports

Windsor Federal Savings and Loan Association, Windsor, Connecticut -- report on 

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

liabilities of the Bloomfield branch of The Community's Bank, Bridgeport.

- Submitted, August 18, 2004 

Boston

Extensions Of Time

Citizens Security Bank & Trust Company, Bixby, Oklahoma -- extension to November 

15, 2004, to establish a branch at 3601 West Kenosha, Broken Arrow, and to increase 

its investment in bank premises.

- Granted, August 19, 2004 

Kansas City

Regions Bank, Birmingham, Alabama -- extension to September 5, 2005, to establish 

branches at 1425 East Mitchell Hammock Road, Oviedo, Florida; the intersection of 

Military Trail and University Boulevard, Jupiter; and 100 Main Street, Ft. Worth, Texas.

- Granted, August 20, 2004 

Atlanta

Upson Bankshares, Inc., Thomaston, Georgia -- extension to December 2, 2004, to 

merge with First Polk Bankshares, Inc., Cedartown, and thereby acquire First National 

Bank of Polk County.

- Granted, August 19, 2004 

Atlanta

Financial Holding Companies

The Banc Ed Corp., Edwardsville, Illinois -- election to become a financial holding 

company.

- Effective, August 19, 2004 

St. Louis

Legacy Texas Group, Inc., Plano, Texas, and Plano Bancshares of Delaware, Inc., 

Dover, Delaware -- elections to become financial holding companies.

- Effective, August 19, 2004 

Dallas

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority August 15, 2004 to August 21, 2004

Financial Holding Companies

Texas Capital Bancshares, Inc., Dallas, Texas -- election to become a financial holding 

company.

- Effective, August 19, 2004 

Dallas

International Operations

U.S. Bank National Association, Cincinnati, Ohio -- to establish NOVA Canadian 

Holdings Company, Minneapolis, Minnesota, as an agreement corporation and for 

NOVA Canadian Holdings Company to invest in CanadaConex Company, Toronto, 

Ontario, Canada.

- Approved, August 20, 2004 

Director, BS&R

Membership

Bank of Whitman, Colfax, Washington -- to become a member of the Federal Reserve 

System.

- Approved, August 19, 2004 

San Francisco

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) & 3(a)(5) Eastern Bank Corporation, Boston, Massachusetts - to merge 

with Plymouth Bancorp, Inc., Wareham, Massachusetts and 

thereby acquire 100% of the voting shares of Plymouth Savings 

Bank, Wareham, Massachusetts

Newspaper – 09/20/2004

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch JP Morgan Chase Bank, New York, New York to establish a 

branch office at 65 Worth Street, New York, New York.

Newspaper – 09/17/2004

Branch JP Morgan Chase Bank, New York, New York to establish a 

branch office at Route 9 North & Lanes Mill Road, Howell, 

Monmouth County, New Jersey.

Newspaper – 09/17/2004

Branch JP Morgan Chase Bank, New York, New York to establish a 

branch office at 32 Broad Street Red Bank, Monmouth County, 

New Jersey.

Newspaper – 09/17/2004

Branch JP Morgan Chase Bank, New York, New York to establish a 

branch office at 8921 Queens Blvd., Elmhurst, Queens County, 

New York.

Newspaper – 09/17/2004

Branch JP Morgan Chase Bank, New York, New York to establish a 

branch office at 125 Broad Street, Elizabeth, Union County, 

New Jersey.

Newspaper – 09/17/2004

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

4c8 Deutsche Bank, AG, Frankfurt, Germany and Taunus 

Corporation, New York, New York, purpose to acquire all of 

the assets of Berkshire Mortgage Finance Limit Partnership, 

Boston, Massachusetts.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(5) Sterling Financial Corporation, Lancaster, PA, to acquire 

The Pennsylvania State Banking, Company, Camp Hill, 

PA.

Newspaper – N/Avail

Fed Reg – 09/09/2004

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for 4th Quarter of 2004

Institution Location

Susquehanna Patriot Bank Marlton, NJ

Wilmington Trust of PA Villanova, PA
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

*Branch Fifth Third Bank, Cincinnati, Ohio to establish a branch facility 

inside the Kroger Grocery Store at 7747 Old Troy Pike, Huber 

Heights, Ohio.

Newspaper – 08/28/2004

*Branch Fifth Third Bank, Grand Rapids, Michigan to establish a branch 

facility at 11050 Presbyterian Drive, Indianapolis, Indiana.

Newspaper – 09/01/2004

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

*3(a)(5) First Citizens Banc Corp, Sandusky, Ohio, to acquire 100 

percent of FNB Financial Corporation and its wholly-owned 

subsidiary, First National Bank of Shelby, both of Shelby, Ohio.

Newspaper – N/Avail

Fed Reg – 08/12/2004

*3(a)(5) & 4(c)(8) PNC Financial Services Group, Inc., Pittsburgh, Pennsylvania, 

to acquire 100 percent of Riggs National Corporation, 

Washington, DC, and thereby indirectly acquire certain of its 

nonbank subsidiaries and Riggs Bank, N.A., McLean, Virginia.

Newspaper – N/Avail

Fed Reg – N/Avail

*3(a)(3) S&T Bancorp, Inc., Indiana, Pennsylvania, proposes to acquire 

up to 24.99 percent of the voting shares outstanding of 

Allegheny Valley Bancorp, Inc., Pittsburgh, Pennsylvania.

Newspaper – N/Avail

Fed Reg – N/Avail

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Hampton Roads, Chesapeake, Virginia, to establish 

a branch at 239 Battlefield Boulevard South, Chesapeake, 

Virginia.*

Newspaper – 08/31/2004

Branch New Peoples Bank, Honaker, Virginia, to establish a branch 

at 75 Commonwealth Avenue, Bristol, Virginia.*

Newspaper – 09/01/2004

Branch First Charter Bank, Charlotte, North Carolina, to establish a 

branch at 7809 Colony Road, Charlotte, North Carolina.*

Newspaper – 09/03/2004

Branch First Charter Bank, Charlotte, North Carolina, to establish a 

branch at 2402 West Roosevelt Boulevard, Monroe, North 

Carolina.*

Newspaper – 09/03/2004

Branch Chesapeake Bank, Kilmarnock, Virginia, to establish a branch 

at 6601 Richmond Road, Lightfoot, Virginia.*

Newspaper – 09/07/2004

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

CIC Notice of Change in Control filed by William Samuel Carnes, 

Paul Richard Carnes, Constance Swift Carnes, Blair Madison 

Carnes, William Hunter Carnes, John William Carnes, Wyndi 

Roberson Carnes, Chloe Alden Carnes, Mackenzie Elizabeth 

Carnes, Mark Wendell Carnes, Jr., Teri Carnes Pruitt, Thomas 

William Pruitt, Braxton Carnes Pruitt, Austin Elizabeth Pruitt 

and Joan Seate Elllis, all of Midlothian, Virginia, to control 

up to 12.78% of the voting shares of Peoples Bank of Virginia, 

Richmond, Virginia.*

Fed Reg – 09/07/2004

Newspaper – 09/07/2004

*Subject to the provisions of the Community Reinvestment Act.
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 2123 Whitesburg Drive, Huntsville, Alabama.*

Newspaper – 08/28/2004

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

located at 2517 River Oaks Boulevard, Houston, Texas.*

Newspaper – 08/21/2004

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

located at the corner of Forum Drive and Marketplace Common, 

Columbia, South Carolina.*

Newspaper – 08/21/2004

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

located +/- 300 feet east of the intersection of GA Highway 53 

and Lumpkin Campground Road, Dawsonville, Georgia.*

Newspaper – 08/26/2004

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC SBT Bancshares, Inc., Golden Meadow, Louisiana, prior change 

in control notice by James Bernard Cantrelle, Raceland,

Louisiana, Albert Anthony Cheramie, Golden Meadow,

Louisiana, Huey Joseph Cheramie, Cut Off, Louisiana, Eldon 

Joseph Frazier, Cut Off, Louisiana, and Walter Harold Maples, 

Grand Isle, Louisiana, to increase their collective ownership by 

45.45 percent of the outstanding shares of SBT Bancshares, Inc., 

and its subsidiary, State Bank & Trust Company, both of Golden 

Meadow, Louisiana. The total ownership will equal 100 percent.

Newspaper – N/Avail

Fed Reg – 08/31/2004

3(a)(3) Bancshares of Florida, Inc., Naples, Florida, to acquire Bank of 

Florida – Tampa Bay, Tampa, Florida (in organization).*

Newspaper – 09/14/2004

Fed Reg – 09/17/2004

3(a)(1) Cygnet Financial Corporation, Ponte Vedra Beach, Florida, to 

become a bank holding company by acquiring 100 percent of the 

outstanding shares of Cygnet Private Bank, Ponte Vedra Beach, 

Florida.*

Newspaper – N/Avail

Fed Reg – N/Avail

*Subject to provisions of the Community Reinvestment Act 
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Jones Bancshares, L.P., Waycross, Georgia, along with its 

parent company, PrimeSouth Bancshares, Inc., Blackshear, 

Georgia, d/b/a PrimeSouth Mortgage Company, Jessup, 

Georgia, to engage in making, acquiring, servicing loans, or 

other extensions of credit.

Fed Reg – 09/08/2004

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

Type Application

Membership Alabama Banker’s Bank, Birmingham, Alabama (in

organization), to become a member of the Federal Reserve

System.

3(a)(1) FGBC Bancshares, Inc., Franklin, Georgia, notice to become a 

bank holding company by acquiring 100 percent of the

outstanding shares of First Georgia Banking Company, Franklin, 

Georgia.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2623356 First Bradenton Bank

5305 26th Street W. 

Bradenton, Florida 34207

(941) 727-2500

05/03/2004 08/15/2004 O X

Section VI – CRA examinations scheduled for 4th Quarter of 2004

Institution Location

Peachtree Bank Duluth, Georgia

SunTrust Bank Atlanta, Georgia

Horizon Bank Bradenton, Georgia

Citizens Trust Bank Atlanta, Georgia
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bloomingdale Bank and Trust, Bloomingdale, Illinois, to 

establish a branch facility to be located at 890 N. State Street, 

Elgin, Illinois.*

Newspaper – 08/30/2004

18C & Branches First Trust and Savings Bank of Watseka, Watseka, Illinois, to 

merge with First National Bank of Clifton, Clifton, Illinois, and 

thereby to establish a branch at 145 E. 5th Avenue, Clifton, 

Illinois.*

Newspaper – N/Avail

Branch Michigan Heritage Bank, Farmington Hills, Michigan, to 

establish a branch facility to be located at 18770 Farmington 

Road, Livonia, Michigan.*

Newspaper – 09/07/2004

Branch Paramount Bank, Farmington Hills, Michigan, to establish a 

branch to be located at 39600 Garfield, Road, Clinton Township, 

Michigan.*

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3) National Bancshares, Inc., Bettendorf, Iowa, to acquire 100 

percent of The National Bank (in organization), Edina, 

Minnesota.*

Fed Reg – 09/17/2004

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Membership First Trust and Savings Bank of Watseka, Watseka, Illinois, to 

become a member of the Federal Reserve System.

Membership Village Bank and Trust of Arlington Heights, Arlington Heights, 

Illinois, to become a member of the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Bank, St. Louis, Missouri, to establish a branch facility to 

be located at 20016 Hawthorne Boulevard, Torrance, 

California.*

Newspaper – 09/09/2004

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Notice by the James Stephen Turner control group, which 

consists of James Stephen Turner, the James Stephen Turner 

1994 trust, James Stephen Turner as trustee, and Judith Turner 

all of Nashville, Tennessee, to retain control of FNB Financial 

Corporation, Scottsville, Kentucky. (Previously reported during 

the week ending August 14, 2004.)

Newspaper – 08/31/2004

Fed Reg – 09/07/2004

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

3A1 First National Capital Corporation, Walnut Ridge, Arkansas, to 

become a bank holding company by acquiring 100 percent of 

The First National Bank of Lawrence County at Walnut Ridge, 

Walnut Ridge, Arkansas.
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

420457 Southern Commercial Bank

St. Louis, Missouri

04/26/2004 08/18/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

687951 First Western Bank & Trust Co.

Minot, North Dakota

05/10/2004 08/17/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Adrian Bank, Adrian, Missouri, to establish a branch at 302 SW 

Outer Road, Archie, Missouri.

Newspaper – 08/27/2004

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

Type Application

Ending date of

comment period

3(a)(1) Timberline Bancorporation, Grand Junction, Colorado, to 

become a bank holding company through the acquisition of 100 

percent of the voting shares of Timberline Bank, Grand 

Junction, Colorado (in organization).

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(3) Wilber Co., Wilber, Nebraska, to acquire 100 percent of the 

voting shares of Hickman Corporation, Hickman, Nebraska, and 

thereby indirectly acquire First State Bank, Lincoln, Nebraska.

Newspaper – 09/11/2004

Fed Reg – 09/03/2004

3(a)(3) Wilber Co., Wilber, Nebraska, to acquire 100 percent of the 

voting shares of Yutan Bancorp., Inc., Yutan, Nebraska, and 

thereby indirectly acquire Bank of Yutan, Yutan, Nebraska.

Newspaper – 09/11/2004

Fed Reg – 09/03/2004

4(c)(8) Wilber Co., Wilber, Nebraska, to engage in insurance activities 

through the acquisition of Yutan Bancorp., Inc., Yutan, 

Nebraska, parent of Yutan Insurance Agency, Inc., Yutan, 

Nebraska.

Newspaper – 09/11/2004

Fed Reg – 09/03/2004

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, August 21, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)8 MNB Holdings Corporation, San Francisco, California, to 

engage directly in extending credit and servicing loans pursuant 

to section 225.28(b)(1) of Regulation Y.

Fed Reg – 09/09/2004

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None