H.2 

Federal Reserve Release 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 7 

Week Ending February 12, 2005 

Board of Governors of the Federal Reserve System, Washington, DC 20551 
H.2 Board Actions February 6, 2005 to February 12, 2005 

Board Operations 

Office of the Secretary -- appointment of Margaret McCloskey Shanks as Associate 

Secretary. 

- Approved, February 10, 2005 

Forms 

Forms -- Final Board review to extend without revision the Registration Statement 

for Persons Who Extend Credit Secured by Margin Stock (Other Than Banks, 

Brokers, or Dealers) (FR G-1), Deregistration Statement for Persons Registered 

Pursuant to Regulation U (FR G-2), Statement of Purpose for an Extension of Credit 

Secured by Margin Stock by a Person Subject to Registration Under Regulation U 

(FR G-3), Annual Report (FR G-4), Statement of Purpose for an Extension of Credit 

by a Creditor (FR T-4), and Statement of Purpose for an Extension of Credit 

Secured by Margin Stock (FR U-1). 

- Approved, February 11, 2005 

Regulations And Policies 

Monetary Policy -- report to Congress. 

- Authorized, February 10, 2005 

Enforcement 

Bank of America Corporation, Charlotte, North Carolina -- written agreement with 

the Federal Reserve Bank of Richmond. 

- Announced, February 9, 2005 

The NorCrown Trust, Livingston, New Jersey -- interagency issuance of consent 

cease and desist order, assessment of civil money penalties, and order of prohibition 

against The NorCrown Trust and Charles Kushner, an institution-affiliated party. 

- Announced, February 10, 2005 

(AC) = Addition or Correction Board - Page 1 of 1 
H.2 Actions under delegated authority February 6, 2005 to February 12, 2005 

BS&R Banking Supervision and Regulation RBOPS Reserve Bank Operations and Payment Systems 

C&CA Consumer and Community Affairs IF International Finance 

FOMC Federal Open Market Committee OSDM Office of Staff Director for Management 

Bank Branches, Domestic 

St. Louis 

Cass Commercial Bank, Bridgeton, Missouri -- to establish a branch at 3000 West 

MacArthur Boulevard, Santa Ana, California. 

- Approved, February 9, 2005 

Atlanta 

Regions Bank, Birmingham, Alabama -- to establish a branch at 21-A West I-65 

Service Road North, Mobile. 

- Approved, February 8, 2005 

Bank Holding Companies 

Chicago 

Alpha Financial Group Inc., Employee Stock Ownership Plan, Toluca, Illinois -- to 

acquire up to 45.57 percent of the shares of Alpha Financial Group, Inc., and 

thereby acquire Alpha Community Bank. 

- Approved, February 10, 2005 

Chicago 

Arthur R. Murray, Inc., Milford, Illinois -- to acquire Dewey State Bank, Dewey. 

- Approved, February 9, 2005 

Boston 

Benjamin Franklin Bancorp, MHC, Franklin, Massachusetts -- to convert from a 

mutual holding company to a stock holding company, to be known as Benjamin 

Franklin Bancorp, Inc. 

- Approved, February 10, 2005 

Chicago 

Blue River Bancshares, Inc., Shelbyville, Indiana -- to become a bank holding 

company and to acquire Heartland Bancshares, Inc., Franklin, and Heartland 

Community Bank, and to retain Paramount Bank, Lexington, Kentucky, a federal 

savings bank. 

- Withdrawn, February 10, 2005 

(AC) = Addition or Correction Delegated - Page 1 of 4 
H.2 Actions under delegated authority February 6, 2005 to February 12, 2005 

Bank Holding Companies 

Director, BS&R 

Citigroup Inc., New York, New York -- relief from a condition. 

- Granted, February 10, 2005 

Chicago 

Country Bancorporation, Crawfordsville, Iowa -- to acquire White State Bank, 

South English. 

- Approved, February 9, 2005 

San Francisco 

Franklin Resources, Inc., San Mateo, California -- to retain 6.54 percent of the 

shares of First State Bancorporation, Albuquerque, New Mexico, and thereby 

acquire First State Bank N.M., Taos; and to retain 7.93 percent of the shares of 

Peoples Bancorp Inc., Marietta, Ohio, and thereby acquire Peoples Bank, National 

Association. 

- Approved, February 9, 2005 

Chicago 

Freedom Bancshares, Inc., Sheldon, Iowa -- to become a bank holding company and 

to acquire Freedom Bank, a de novo bank. 

- Withdrawn, February 9, 2005 

St. Louis 

Liberty Financial Inc., Louisville, Kentucky -- to become a bank holding company 

and to acquire Middleburg Bancorp, Inc., Middleburg, and its subsidiary, Farmers 

Deposit Bank. 

- Withdrawn, February 10, 2005 

Atlanta 

Naples Bancorp, Inc., Naples, Florida -- relief from a commitment. 

- Granted, February 10, 2005 

Boston 

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 Citizens Bank, National Association, 

Albany, New York, a de novo bank. 

- Approved, February 10, 2005 

(AC) = Addition or Correction Delegated - Page 2 of 4 
H.2 Actions under delegated authority February 6, 2005 to February 12, 2005 

Bank Premises 

Cleveland 

The Apple Creek Banking Company, Apple Creek, Ohio -- to invest in bank 

premises. 

- Approved, February 11, 2005 

Banks, Foreign 

Director, BS&R 

Nacional Financiera, S.N.C., Mexico City, Mexico -- to establish a representative 

office in Los Angeles, California. 

- Approved, February 11, 2005 

Change In Bank Control 

Richmond 

Community First Financial Corporation, Lynchburg, Virginia -- change in bank 

control. 

- Permitted, February 9, 2005 

Competitive Factors Reports 

St. Louis 

The Fairfield National Bank, Fairfield, Illinois -- report on competitive factors of 

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

Grayville, Wayne City, and Bridgeport branches of Integra Bank National 

Association, Evansville, Indiana. 

- Submitted, February 8, 2005 

Kansas City 

First United Bank and Trust Company, Durant, Oklahoma -- report on competitive 

factors of the proposed merger with Farmers & Merchants State Bank of Krum, 

Krum, Texas. 

- Submitted, February 7, 2005 

Chicago 

Heartland Community Bank, Franklin, Indiana -- report on competitive factors of 

the proposed merger with Shelby County Bank, Shelbyville. 

- Withdrawn, February 10, 2005 

(AC) = Addition or Correction Delegated - Page 3 of 4 
H.2 Actions under delegated authority February 6, 2005 to February 12, 2005 

Competitive Factors Reports 

Minneapolis 

U.S. Bank National Association, Cincinnati, Ohio -- report on competitive factors of 

the proposed merger of State Street Bank and Trust of Connecticut, National 

Association, Hartford, Connecticut, with U.S. Bank Trust Interim, National 

Association, Connecticut. 

- Submitted, February 11, 2005 

Extensions Of Time 

Dallas 

First National Bank Group, Inc., Edinburg, Texas -- extension to May 12, 2005, to 

acquire 14.99 percent of Alamo Corporation of Texas, Alamo, and thereby acquire 

Alamo Corporation of Delaware, Wilmington, Delaware, and Alamo Bank of 

Texas, Alamo. 

- Granted, February 9, 2005 

Regulations And Policies 

Secretary 

Regulation CC -- technical amendments to appendix A to reflect the restructuring of 

check processing operations in the Atlanta Federal Reserve District (Docket No. R1221). 

- Approved, February 7, 2005 

Director, BS&R 

Shared National Credits -- extension to April 7, 2005, of the comment period on 

proposed changes to the data collection process that supports the Shared National 

Credit review of large syndicated loans (Docket No. OP-1218). 

- Granted, February 7, 2005 

(AC) = Addition or Correction Delegated - Page 4 of 4 
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) BankFive, MHC and BankFive Corporation, both of Fall River, 

Massachusetts - application to become a mutual bank holding 

company and a stock bank holding company respectively, by 

acquiring Fall River Five Cents Savings Bank, also of Fall 

River, Massachusetts

Newspaper – N/Avail

Fed Reg – 03/03/2005

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 2nd Quarter of 2005

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Banco LatinoAmericano De Exportaciones, S.A., Panama City, 

Panama, to establish a representative office in Miami, Flordia.

Newspaper – N/Avail

FBSEA Banco Votorantim, Sao Paulo, Brazil, to establish a 

representative office in New York, New York.

Newspaper – N/Avail

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 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, February 12, 2005

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) Sterling Financial Corporation, Lancaster, PA, to retain 

100% ownership of Delaware Sterling Bank & Trust 

Company, Christiana, DE.

Newspaper – N/Avail

Fed Reg – 03/11/2005

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, February 12, 2005

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) Central Bancshares, Inc., Lexington, KY to acquire First Bank, 

Inc., Louisville, KY pursuant to Section 3(a)(3) of the Bank 

Holding Company Act.

Newspaper – 02/15/2005

Fed Reg – 02/21/2005

* 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

Premises Notice by The Apple Creek Banking Company, Apple Creek

Banking Company, Apple Creek, OH for permission to invest in 

bank premises above the limits of Section 24A of the Federal 

Reserve Act.
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, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Bank and Trust Company, Lebanon, Virginia, to establish 

a branch at 1880 East Market Street, Harrisonburg, Virginia.*

Newspaper – 02/18/2005

Branch Community First Bank, Lynchburg, Virginia, to establish a 

branch at 985 Independence Boulevard, Bedford, Virginia.*

Newspaper – 02/25/2005

18(c) Farmers & Mechanics Bank, Frederick, Maryland, to merge

with The Fidelity Bank, Hagerstown, Maryland.*

Newspaper – 03/04/2005

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(1) Independence Bankshares, Inc., Greenville, South Carolina, 

to become a bank holding company through the acquisition 

of 100% of the voting shares of Independence National Bank, 

Greenville, South Carolina (a de novo bank).*

Fed Reg – 03/14/2005

Newspaper – 03/07/2005

*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

947628 **Peoples Community Bank 

15960 Kings Highway

Montross, Virginia 22520

11/15/2004 01/27/2005 S X

3187630 Congressional Bank

11325 Seven Locks Road, Suite 222

Potomac, Maryland 20854

12/06/2004 02/09/2005 S X

**Inadvertently omitted from bulletin week ending January 29, 2004.

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, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of St. Petersburg, Tampa, Florida, to establish a branch 

located at 500 4th Street, North, St. Petersburg, Florida.*

Newspaper – 02/19/2005

Branch Capital City Bank, Tallahassee, Florida, to establish a branch 

located at 2592 Crawfordville Highway, Crawfordville, 

Florida.*

Newspaper – 02/23/2005

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

located at 4400 Post Oak Parkway, Suite 2670, Houston, 

Texas.*

Newspaper – 02/12/2005

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

3042 Nutley Street, Fairfax, Virginia .*

Newspaper – 02/20/2005

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

11380 Plaza Drive, Waldorf, Maryland, to be known as the 

Waldorf Marketplace Safeway Office.*

Newspaper – 02/20/2005

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

CIC Frontier National Corporation, Sylacauga, Alabama, prior

change in control notice filed by the CM/FS Reeves Investment, 

L.P., Frances Skinner Reeves, Charles Monroe Reeves, Craig 

Jody Berlin, all of West Point, Georgia; Steven deRalph

Townson, Chelsea, Alabama; Steven Jeffrey Eisen, Nashville, 

Tennessee; Harold Beryl Kushner, Birmingham, Alabama; and 

Christopher Noel Zodrow, Auburn, Alabama; to acquire 32 

percent of the outstanding shares of Frontier National

Corporation, Sylacauga, Alabama, and its subsidiary, Frontier 

Bank, LaGrange, Georgia.

Newspaper – N/Avail

Fed Reg – 02/15/2005
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) BankEast Corporation, Knoxville, Tennessee, proposes to 

acquire 100 percent of the outstanding shares of Curtis Mortgage 

Company, Inc., Knoxville, Tennessee, and thereby engage in 

brokering residential and investor real estate loans in the 

secondary market.

Fed Reg – 03/02/2005

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 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Comerica Bank, Detroit, Michigan, to establish a branch facility 

to be located at 1092 Blossom Hill Road, San Jose, California.*

Newspaper – 02/12/2005

Branch Hinsbrook Bank & Trust, Willowbrook, Illinois, to establish a 

branch facility to be located at 2400 S. Finley Road, Lombard, 

Illinois.*

Newspaper – 03/04/2005

* 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) Capitol Bancorp, Ltd., Lansing, Michigan, to acquire 51 percent 

of the voting shares of Peoples State Bank, Jeffersonville, 

Georgia.*

Fed Reg – 02/22/2005

Newspaper – N/Avail

CIC Notice by Michael J. Rivers, Winona, Minnesota, to acquire 

approximately 22.07 percent of the voting shares of Central 

Wisconsin Financial Services, Inc., Wausau, Wisconsin, and 

thereby indirectly acquire Bank of Wausau, Wausau, Wisconsin.

Fed Reg – 02/22/2005

Newspaper – N/Avail

3(a)(3) LeRoy C. Darby, Inc. Employee Stock Ownership Plan With 

401(k) Provisions, Monona, Iowa, to acquire an additional 17 

shares of common stock, or 11.33 percent, of LeRoy C. Darby, 

Inc., Monona, Iowa, for an aggregate ownership of up to 36 

percent, and thereby indirectly acquire Peoples State Bank, 

Elkader, Iowa, and Union State Bank, Monona, Iowa.*

Fed Reg – 03/04/2005

Newspaper – N/Avail

3(a)(3) LeRoy C. Darby, Inc., Monona, Iowa, and LeRoy C. Darby, Inc. 

Employee Stock Ownership Plan With 401(k) Provisions, 

Monona, Iowa, to acquire 100 percent of PSB Bancshares, Ltd., 

Postville, Iowa, and thereby indirectly acquire Postville State 

Bank, Postville, Iowa.*

Fed Reg – 03/04/2005

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Notice by Douglas M. Kratz, Bettendorf, Iowa, and Perry B. 

Hansen, Rapids City, Illinois, to acquire more than 24.99 percent 

of the voting shares of Ridgestone Financial Services, Inc., 

Brookfield, Wisconsin, and thereby indirectly acquire 

Ridgestone Bank, Brookfield, Wisconsin.

Fed Reg – 02/22/2005

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) First Eagle Bancshares, Inc., Hanover Park, Illinois, to continue 

to engage in making or extending loans or credit.

Fed Reg – N/Avail

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

58243 Johnson Bank

555 Main Street

Racine, Wisconsin 53403

(262) 619-2790

06/14/2004 02/02/2005 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Arvest Bank, Fayetteville, Arkansas, to establish a branch 

facility to be located at 4901 South Mill Road, Pryor, 

Oklahoma.*

Newspaper – 02/14/2005

* 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

3A1 BNA Bancshares, Inc., New Albany, Mississippi, to become a 

bank holding company by acquiring 100 percent of Bank of 

New Albany, New Albany, Mississippi.*

Newspaper – 03/07/2005

Fed Reg – N/Avail

3A3 First National Bancorp, Inc., Green Forest, Arkansas, to acquire 

9.9 percent of Legacy National Bank, Springdale, Arkansas (in 

formation). (Previously submitted during the weeks ending 

January 29, 2005 and February 5, 2005.)*

Newspaper – 02/27/2005

Fed Reg – 02/28/2005

* 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 2

nd Quarter of 2005

Institution Location

First State Bank of DeQueen DeQueen, Arkansas

Eagle Bank and Trust Company Little Rock, Arkansas

Effingham State Bank Effingham, Illinois

Community First Bank Corydon, Indiana

Bay-Herman-Berger Bank Hermann, Missouri

Lindell Bank & Trust Company St. Louis, Missouri

Bank of Bartlett Bartlett, Tennessee

Gates Banking and Trust Company Gates, Tennessee

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Retroactive Notice by The Brian C. Barenscheer 2004 

Revocable Trust - A, Minneapolis, Minnesota; Charles F. 

Diessner, trustee, Maple Grove, Minnesota; James P. 

Barenscheer, trustee, Bloomington, Minnesota; and John M. 

MacKany, trustee, Eden Prairie, Minnesota to gain control of 

American Bancorporation, St. Paul, Minnesota, and thereby 

indirectly gain control of American Bank of St. Paul, St. Paul, 

Minnesota and Olivia Bancorporation, Inc., St. Paul, Minnesota, 

the parent company of American State Bank of Olivia, Olivia, 

Minnesota.

Fed Reg – 02/28/2005

Newspaper – N/Avail

CIC Notice by William E. Blomster, Keri Hilgendorf and Lance 

Blomster all of Fairmont, Minnesota acting in concert to gain 

control of B & M Bancshares, Inc., Fairmont, Minnesota and 

thereby indirectly gain control of State Bank of Fairmont, 

Fairmont, Minnesota.

Fed Reg – 02/16/2005

Newspaper – N/Avail

3(a)(1) Bozeman Bancorp, Inc., Manhattan, Montana, to become a bank 

holding company by acquiring 100 percent of the voting shares 

of Bank of Bozeman, Bozeman, Montana.*

Fed Reg – N/Avail

Newspaper – N/Avail

CIC Retroactive Notice by The Brian C. Barensche er 2004 

Revocable Trust - B, Minneapolis, Minnesota; Charles F. 

Diessner, trustee, Maple Grove, Minnesota; James P. 

Barenscheer, trustee, Bloomington, Minnesota; and John M. 

MacKany, trustee, Eden Prairie, Minnesota to gain control of 

Citizens Bancshares of Woodville, Inc., Woodville, Wisconsin 

and thereby indirectly gain control of Citizens State Bank, 

Hudson, Wisconsin.

Fed Reg – 02/28/2005

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None
Section VI – CRA examinations scheduled for 2nd Quarter of 2005 (April 1, 2005 – June 30, 2005)

Institution Location

First Interstate Bank Billings, Montana

First State Bank of Warner Warner, South Dakota 

Welcome State Bank Welcome, Minnesota

Pioneer Bank Mapleton, Minnesota

Pioneer Bank and Trust Belle Fourche, South Dakota

Farmers State Bank of West Concord West Concord, Minnesota

BANKFIRST Sioux Falls, SD

Victoria State Bank Victoria, Minnesota

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances. Examinations may have to be rescheduled during the calendar quarter in which they are 

designated to begin. If an institution’s examination is rescheduled for a date later than the end of the date range 

reflected in a published schedule, the institution’s name will be republished in an appropriate later listing. Any 

comments received, as a result of either the first publication or subsequent publications will be considered during 

the examination. Written comments regarding the CRA performance of these institutions should be directed to 

Mr. James A. Colwell at the Federal Reserve Bank of Minneapolis, Division of Supervision, Regulation, and 

Credit, P. O. Box 291, Minneapolis, Minnesota 55480-0291.
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Guaranty Bank & Trust Company, Denver, Colorado, to merge 

with First National Bank of Strasburg, Strasburg, Colorado, and 

incident thereto, to establish several branches.

Newspaper – 03/06/2005

Branch Castle Rock Bank, Castle Rock, Colorado, to establish a branch 

at 506 Castle Pines Parkway, Castle Rock, Colorado.

Newspaper – 02/25/2005

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

Type Application

Ending date of

comment period

CIC Notification by Shawn D. Penner, Wichita, Kansas, individually 

and as general partner of Shamrock Partners, L.P., Wichita, 

Kansas, to retain control of Equity Bancshares, Inc., parent of 

Equity Bank, a National Association, both of Andover, Kansas.

Newspaper – 02/16/2005

Fed Reg – 02/17/2005

CIC Notification by Bill D. Inhofe, Muskogee, Oklahoma, to acquire 

control of Boynton Holding Company, parent of Territory Bank, 

both in Muskogee, Oklahoma.

Newspaper – N/Avail

Fed Reg – 02/22/2005

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

285852 First Option Bank

6

th & Main Street

Osawatomie, Kansas 66064

11/15/2004 02/08/2005 O X

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, February 12, 2005

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch PlainsCapital Bank, Lubbock, TX, to establish two branches at 

2705 Bee Cave Road, Rollingwood, TX 78746, and 400 

Sundance Parkway, Round Rock, TX 78681* 

Newspaper – 02/12/2005

* 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

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

3(a)(1) Clovis Bancshares, Inc., Clovis, NM, to acquire 

The Bank of Clovis, Clovis, NM*

* Subject to the provisions of the Community Reinvestment Act
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 Second Quarter of 2005

Institution Location

Tradition Bank

468954

5501 Bissonnet

Houston, Texas 77081

First Bank of Snook

260838

9981 FM 2155

Snook, Texas 77878 

Community Bank

268257

500 S Morgan St.

Granbury, Texas 76048

Legacy Bank of Texas

913267

5000 Legacy

Plano, Texas 75024

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, February 12, 2005

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

2646523 Nevada First Bank

777 North Rainbow Blvd., Suite 100

Las Vegas, Nevada 89107

(702) 310-4000

11/15/2004 02/08/2005 S X

Section VI – CRA examinations scheduled for 2nd Quarter of 2005

Institution Location

Bank of Utah Ogden, Utah

Desert Community Bank Victorville, California

First Utah Bank Salt Lake City, Utah

Heritage Bank of Commerce San Jose, California

Home Valley Bank Cave Junction, Oregon

Pacific Mercantile Bank Costa Mesa, California

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.