Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 2

Week Ending January 13, 2001

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions January 7, 2001 to January 13, 2001

Forms

Bank reports -- initial review of proposals to extend without revision the report on 

outstanding traveler's checks (FR 2054); the government securities broker or dealer 

notice (FR G-FIN) and termination reports (FR G-FINW); and the uniform 

application (FR MSD-4) and termination forms (FR MSD-5) for municipal securities 

dealers or principals.

- Proposed, January 2, 2001 (AC)

Foreign exchange survey -- initial review of Central Bank Survey of Foreign 

Exchange and Derivatives Market Activity (FR 3036).

- Proposed, January 9, 2001 

General Accounting Office

General Accounting Office -- response to GAO report, "Federal Reserve System: 

Mandated Report on Potential Conflicts of Interest."

- Approved, January 8, 2001 

Regulations And Policies

Capital adequacy -- request for comment on revised proposal on regulatory capital 

treatment of merchant banking investments by financial holding companies and 

equity investment activities of bank holding companies and state member banks.

- Approved, January 10, 2001 

Merchant banking activities -- amendment to Regulation Y governing merchant 

banking activities of financial holding companies [Docket No. R-1065].

- Approved, January 10, 2001 

Enforcement

Maryland Permanent Capital Corporation, Owings Mills, Maryland -- written 

agreement dated December 21, 2000, with the Federal Reserve Bank of Richmond.

- Announced, January 12, 2001 

(AC) = Addition or Correction Board - Page 1 of 1
January 7, 2001 to January 13, 2001

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

International Fiance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of Rogers, Rogers, Arkansas -- to establish a branch at 390 West Centerton 

Boulevard, Centerton.

- Approved, January 10, 2001 

St. Louis

Colonial Bank, Montgomery, Alabama -- to establish a branch at 27200 Riverview 

Center Boulevard, Bonita Springs, Florida.

- Approved, January 10, 2001 

Atlanta

Farmers & Merchants Bank of Rockford, Spokane, Washington -- to establish a 

branch at 3919 N. Market Street.

- Approved, January 4, 2001 (AC)

San Francisco

First Interstate Bank, Billings, Montana -- to establish branches at 3555 Mullen 

Road, Missoula, and 3901 Harrison Avenue, Butte.

- Approved, January 10, 2001 

Minneapolis

First National Bank West Texas, Hale Center, Texas -- to establish a branch at 701 

Main Street.

- Approved, January 11, 2001 

Dallas

First State Bank, Taos, New Mexico -- to establish a branch at 3620 Juan Tabo 

Boulevard, NE, Albuquerque.

- Approved, January 2, 2001 (AC)

Kansas City

Heber Springs State Bank, Heber Springs, Arkansas -- to establish a branch at 

Highway 5 and Highway 36, Rose Bud.

- Approved, January 11, 2001 

St. Louis

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Bank Branches, Domestic

M&I Thunderbird Bank, Phoenix, Arizona -- to establish a branch at 7702 East 

Doubletree Ranch Road, Scottsdale.

- Approved, January 9, 2001 

San Francisco

Premier Bank, Dubuque, Iowa -- to establish a branch at 140 W. 9th Street.

- Approved, January 8, 2001 

Chicago

Shoshone First Bank, Cody, Wyoming -- to establish branches at 321 Yellowstone 

Avenue, Cody, and at 161 North Absaroka, Powell.

- Approved, January 3, 2001 (AC)

Kansas City

Bank Holding Companies

Arkansas State Bancshares, Inc., Siloam Springs, Arkansas -- to become a bank 

holding company through the acquisition of Arkansas State Bank.

- Approved, January 9, 2001 

St. Louis

Bedwell Investments, Inc., Jackson, Alabama -- to become a bank holding company 

through retention of shares of Merchants Trust, Inc.

- Approved, January 12, 2001 

Atlanta

Bryan Family Management Trust, Bryan, Texas, and Bryan Heritage Limited 

Partnership -- to acquire The First National Bank of Bryan.

- Approved, January 9, 2001 

Dallas

BYL Bancorp, Orange, California -- to engage through CNL Commercial Finance, 

Inc., Mission Viejo, in making, purchasing, servicing, selling, and securitizing 

commercial loans.

- Withdrawn, January 9, 2001 

San Francisco

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Bank Holding Companies

Citigroup Inc., New York, New York -- to acquire Geneva Group, Inc., Irvine, 

California, and thereby engage in financial and investment advisory activities.

- Approved, December 22, 2000 (AC)

New York

Community Trust Bancorp., Pikeville, Kentucky -- waiver of application in 

connection with the acquisition of Bank of Mt. Vernon, Mt. Vernon.

- Granted, January 12, 2001 

Cleveland

F&M National Corporation, Winchester, Virginia -- to merge with Atlantic Financial 

Corp., Newport News, and to acquire an interest in Johnson Mortgage Company, 

LLC.

- Approved, January 9, 2001 

Richmond

First Community Bancorp, Rancho Santa Fe, California -- to merge with Professional 

Bancorp, Inc., Santa Monica, and thereby acquire First Professional Bank, N.A.; and 

for Eggemeyer Advisory Corp, Rancho Santa Fe, WJR Corp., Castle Creek Capital, 

LLC, and Castle Creek Capital Partners Funds I, IIa, and IIb, to acquire an interest in 

First Professional Bank, N.A.

- Approved, December 21, 2000 (AC)

San Francisco

First Deposit Bancshares, Inc., Douglasville, Georgia -- to become a bank holding 

company through the acquisition of Douglas Federal Bank.

- Approved, January 11, 2001 

Atlanta

Garden City Bancshares Acquisition Corporation, Garden City, Missouri -- to 

become a bank holding company through the acquisition of shares of Garden City 

Bank.

- Approved, January 12, 2001 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Bank Holding Companies

Wells Fargo Bank South Dakota, N.A., Sioux Falls, South Dakota -- request for an 

exemption from section 23A of the Federal Reserve Act with respect to a corporate 

restructuring of certain activities of Wells Fargo & Company, San Francisco, 

California.

- Granted, January 8, 2001 

Director, BS&R

Bank Mergers

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to merge with M&I Citizens 

American Bank, Merrill; M&I Central Bank & Trust, Marshfield; M&I Bank of 

Eagle River, Eagle River; M&I Merchants Bank, Rhinelander; M&I First American 

Bank, Wausau; M&I Bank, Ashland; M&I Bank, Superior; and M&I Mid State 

Bank, Stevens Point, and thereby establish branches.

- Approved, January 10, 2001 

Chicago

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to merge with M&I Central 

State Bank, Oshkosh; M&I Bank of Shawano, Shawano; M&I Bank Fox Valley, 

Appleton; and M&I Bank Northeast, Green Bay, and thereby establish branches.

- Approved, January 11, 2001 

Chicago

Capital Stock

Casey County Bancorp, Inc., Liberty, Kentucky -- redemption of stock.

- Approved, January 10, 2001 

St. Louis

Change In Bank Control

Freedom Bancorporation, Inc., Lindstrom, Minnesota -- change in bank control.

- Permitted, January 8, 2001 

Minneapolis

Heritage Oaks Bancorp, Paso Robles, California -- change in bank control.

- Permitted, January 11, 2001 

San Francisco

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Change In Bank Control

Patriot National Bancorp, Inc., Stamford, Connecticut -- change in bank control.

- Permitted, January 12, 2001 

New York

Ranco Bancshares, Inc., Spur, Texas -- change in bank control.

- Permitted, January 11, 2001 

Dallas

Security Bancshares, Inc., Amory, Mississippi -- change in bank control.

- Permitted, January 10, 2001 

St. Louis

Valrico Bancorp, Inc., Valrico, Florida -- change in bank control notices.

- Permitted, January 12, 2001 

Atlanta

Washington Bancorp, Washington, Iowa -- change in bank control.

- Permitted, January 12, 2001 

Chicago

Competitive Factors Reports

Branch Banking and Trust Company, Winston-Salem, North Carolina -- report on 

competitive factors of the proposed merger with FCNB Bank, Frederick, Maryland.

- Submitted, January 12, 2001 

Richmond

BYL Bank, Orange, California -- report on competitive factors of the proposed 

merger with People's Bank of California, Los Angeles.

- Submitted, January 10, 2001 

San Francisco

Comanche National Bank, Comanche, Texas -- report on competitive factors of the 

proposed merger with Interim Comanche National Bank.

- Submitted, January 11, 2001 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Competitive Factors Reports

CUB Interim Bank, Dupont, Indiana -- report on competitive factors of the proposed 

merger with Dupont State Bank.

- Submitted, January 8, 2001 

St. Louis

First Bank and Trust East Texas, Diboll, Texas -- report on competitive factors of 

the proposed merger with The First State Bank, Jasper.

- Submitted, January 11, 2001 

Dallas

First National Bank of St. Louis, Clayton, Missouri -- report on competitive factors 

of the proposed merger with Mid-America Bank of St. Clair County, O'Fallon, 

Illinois.

- Submitted, January 8, 2001 

St. Louis

KFSB Interim Bank, Kearny, New Jersey, and Kearny Interim Bank -- report on 

competitive factors of the proposed merger with Kearny Federal Savings Bank.

- Submitted, January 8, 2001 

New York

Old National Bank, Evansville, Indiana -- report on competitive factors of the 

proposed merger with Orange County Bank, Paoli.

- Submitted, January 8, 2001 

St. Louis

Pennstar Bank, National Association, Scranton, Pennsylvania -- report on 

competitive factors of the proposed merger with NBT Bank, National Association, 

Norwich, New York.

- Submitted, January 11, 2001 

New York

The Peoples State Bank, East Berlin, Pennsylvania -- report on competitive factors 

of the proposed merger with The Glen Rock State Bank, Glen Rock.

- Submitted, January 11, 2001 

Philadelphia

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Competitive Factors Reports

Security Interim National Bank, Witt, Illinois -- report on competitive factors of the 

proposed merger with Security National Bank.

- Submitted, January 11, 2001 

St. Louis

U.S. Bank National Association, Minneapolis, Minnesota -- report on competitive 

factors of the proposed merger with U.S. Bank National Association ND, Fargo, 

North Dakota.

- Submitted, January 8, 2001 

Minneapolis

Extensions Of Time

Hancock Park Acquisition, LLC, Washington, D.C., and Hancock Park Acquisition, 

LP -- extension to March 29, 2001, to become a bank holding company through the 

acquisition of Bank of Coronado, Coronado, California.

- Granted, January 11, 2001 

San Francisco

JTB Bancshares, Inc., Mission Hills, Kansas -- extension to April 11, 2001, to 

acquire Whiting Bankshares, Inc., Whiting.

- Granted, January 11, 2001 

Kansas City

Southern Exchange Bank, Tampa, Florida -- extension to January 21, 2002, to 

establish a branch at 153 Treasure Island Causeway, Treasure Island.

- Granted, January 10, 2001 

Atlanta

Summit Bank, Princeton, New Jersey -- extension to June 30, 2001, to establish a 

branch at 2000 Windrow Drive.

- Granted, January 8, 2001 

New York

Waumandee Bancshares, Ltd., Waumandee, Wisconsin -- extension to April 13, 

2001, to acquire Waumandee State Bank.

- Granted, January 11, 2001 

Minneapolis

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Extensions Of Time

Western Acquisitions, LLC, Washington, D.C., and Western Acquisitions, LP -- 

extension to March 29, 2001, to acquire West Coast Bancorp, Tustin, California.

- Granted, January 11, 2001 

San Francisco

WestTenn Bancorp, Inc., Jackson, Tennessee -- extension to February 15, 2001, to 

become a bank holding company through the acquisition of The Bank of Jackson.

- Granted, January 11, 2001 

St. Louis

Financial Holding Companies

Clintonville Bancshares, Inc., Clintonville, Wisconsin -- election to become a 

financial holding company.

- Effective, January 11, 2001 

Chicago

Summit Financial Group, Inc., Moorefield, West Virginia -- election to become a 

financial holding company.

- Effective, January 11, 2001 

Richmond

Membership

Bank of Los Altos, Los Altos, California -- membership in the Federal Reserve 

System.

- Approved, January 11, 2001 

San Francisco

First National Bank West Texas, Hale Center, Texas -- membership in the Federal 

Reserve System.

- Approved, January 10, 2001 

Dallas

Southern Community Bank and Trust, Winston-Salem, North Carolina -- 

membership in the Federal Reserve System.

- Approved, January 10, 2001 

Richmond

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority January 7, 2001 to January 13, 2001

Reserve Bank Services

Payments System -- revisions to the 1990 policy statement, "The Federal Reserve in 

the Payments System."

- Approved, January 9, 2001 

Secretary

(AC) = Addition or Correction Delegated - Page 9 of 9
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Regulation K The Royal Bank of Scotland plc, Edinburgh, Scotland to

establish a state-licensed representative office in Houston, Texas

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Sparkasse Stockerau AG, Vienna, Austria, to establish federal

branches in Greenwich, Connecticut, and New York, New York,

and representative offices in San Francisco, California, and

Atlanta, Georgia.*

Newspaper – N/Avail

FBSEA RheinHyp Rheinische Hypothekenbank, AG, Frankfurt,

Germany, to establish a representative office in New York, New

York.*

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

Change in Control Change in Bank Control with regard to Warwick Community

Bancorp, Inc. Employee Stock Ownership Plan to acquire up to

10.32 percent of the outstanding stock of Warwick Community

Bancorp, Inc., Warwick, New York.*

Newspaper – N/Avail

Fed Reg – 01/03/2001

3(a)(3)/3(a)(5) Financial Institutions, Inc., Warsaw, New York, to acquire Bath

National Corporation, and its wholly-owned subsidiary, Bath

National Bank, both of Bath, New York.

Newspaper – 02/14/2001

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

Investment BBVA APR Holding Corporation, San Juan, Puerto Rico, a

domestic bank holding company, to make its initial investment

in its first nonbank subsidiary, BBVA Insurance Agency, Rio

Piedras, Puerto Rico, pursuant to Section 211.5(c)(4) of

Regulation K.

N/Avail

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 First Quarter of 2001

Institution Location

HSBC One HSBC Center

Buffalo, New York 14203

Adirondack Trust Company 473 Broadway

Saratoga Springs, New York 12866

Great Eastern Bank 235 Fifth Avenue

New York, New York 10016
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Section 18(c)

Branch

Received application from Fifth Third Bank Indiana, St. Joseph,

MI on 01/12/2001 to merge with Old Kent Bank, Grand Rapids,

MI and, incident thereto, establish branches.

02/11/2001

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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Valley Bank, Roanoke, Virginia, to establish a branch at

1518 Hershberger Road, Roanoke, Virginia .*

Newspaper - 01/25/2001

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(3) First Bancorp, Troy, North Carolina, to merge with Century

Bancorp, Inc., Thomasville, North Carolina.*

Fed Reg - N/Avail

Newspaper - N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 15000 Tamiami Trail, North Port, Florida.

01/08/2001*

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

located at 655 Broadway, Denver, Colorado, to be known as the

Broadway Branch.

01/26/2001*

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

branch serving Tarrant, Dallas, Collin, and Denton Counties in

Texas with the base branch located at 1521 North Cooper, Suite

100, Arlington, Texas.

01/13/2001*

Branch SunTrust Bank, Atlanta, Georgia, after-the-fact application for

an established branch located at 207 Russell Parkway, Warner

Robins, Georgia, known as the Houston Square In-Store Office.

01/09/2001*

*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

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

WAIVR Cumberland Bancorp, Inc., Nashville, Tennessee, application

waiver request for the proposed acquisition of Cumberland

Interim Bank, Brentwood, Tennessee, to facilitate the

acquisition through merger of the remaining 46 percent of the

outstanding common stock in the Bank of Mason, Mason,

Tennessee.

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, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Elmwood, Racine, Wisconsin, for prior approval to

establish a branch at State Highway 31 and Washington Road,

Kenosha, Wisconsin.*

Newspaper – 01/15/2001

18c &

 Branch

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin, for prior

approval to merge with M&I Citizens American Bank, Merrill;

M&I Central Bank & Trust, Marshfield; M&I Bank of Eagle

River, Eagle River; M&I Merchants Bank, Rhinelander; M&I

First American Bank, Wausau; M&I Bank, Ashland; M&I Bank,

Superior; and M&I Mid State Bank, Stevens Point; all in

Wisconsin, and thereby establish 36 branch offices.*

Newspaper – 01/07/2001

18c &

 Branch

M&I Marshall I Ilsley Bank, Milwaukee, Wisconsin, for prior

approval to merge with M&I Central State Bank, Oshkosh,

Wisconsin, M&I Bank of Shawano, Shawano, Wisconsin, M&I

Bank Fox Valley, Appleton, Wisconsin and M&I Bank

Northeast, Green Bay, Wisconsin, and thereby establish 44

branch offices.*

Newspaper – 01/08/2001

18c &

 Branch

Security State Bank, New Hampton, Iowa, for prior approval to

merge with its affiliate bank, Security State Bank, Calmar, Iowa

and thereby establish branch offices at 102 W. Main, Calmar,

Iowa and 106 E. Main, Ossian, Iowa*

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) Admiral Family Banks, Inc., Alsip, Illinois, for prior approval to

acquire 81.4 percent of the voting shares of Federated Bancorp,

Inc., Onarga, Illinois, and thereby indirectly acquire Federated

Bank, Onarga, Illinois.*

Fed Reg – N/Avail

Newspaper – 02/02/2001

3(a)(1) Alpha Financial Group, Inc. Employee Stock Ownership Plan,

Toluca, Illinois, for prior approval to become a bank holding

company through the acquisition of 31.61 percent of the voting

shares of Alpha Financial Group, Inc. Minonk, Illinois; and

thereby indirectly acquire Alpha Community Bank, Toluca,

Illinois.*

Fed Reg – 02/01/2001

Newspaper – 01/28/2001
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) American Bancorporation, Cedar Falls, Iowa, for prior approval

to become a bank holding company through the acquisition of

100 percent of The Newburg Corporation, Saint Ansgar, Iowa,

and thereby indirectly acquire Cedar Valley State Bank, Saint

Ansgar, Iowa.*

Fed Reg – N/Avail

Newspaper – 02/02/2001

3(a)(3) &

 4(c)(8)

Ames National Corporation, Ames, Iowa, for permission to

retain its current 5.39% investment in Mahaska Investment

Company, Oskaloosa, Iowa, and thereby indirectly acquire

Midwest Federal Savings and Loan Association of Eastern Iowa,

Burlington, Iowa, Mahaska State Bank, Oskaloosa, Iowa, Pella

State Bank, Pella, Iowa and Central Valley Bank, Ottumwa,

Iowa.*

Fed Reg – 02/05/2001

Newspaper – N/Avail

4(c)(8) FBOP Corporation, Oak Park, Illinois, for prior approval to

acquire 100 percent of the voting shares of PBOC Holdings,

Inc., Los Angeles, California and thereby indirectly acquire

Peoples Bank of California, Los Angeles, California .*

Fed Reg – 01/02/2001

Newspaper – N/Avail

3(a)(1) First BancTrust Corporation, Paris, Illinois, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of First Bank & Trust, S.B., Paris,

Illinois.*

Fed Reg – 01/22/2001

Newspaper – 02/12/2001

3(a)(3) First Capital Bankshares, Incorporated, Peoria, Illinois, for prior

approval to acquire 20 percent of the voting shares of

Community Bank of Lemont (in organization), Lemont,

Illinois.*

Fed Reg – 01/05/2001

Newspaper – 02/04/2001

CIC Notification by Frank D. Neese, of a Change in Control of First

Community Bancshares, Inc., Bargersville, Indiana.

Fed Reg – N/Avail

Newspaper – N/Avail

CIC Notification by James Albert Kaldenberg and Caryl Kaldenberg

Sharp of a Change in Control to retain current ownership of

31.81 percent and 30.08 percent, respectively, of the outstanding

voting shares of First Iowa State Shares, Inc., Albia, Iowa.

Fed Reg – 01/16/2001

Newspaper – 01/22/2001

CIC Notification by Rick R. Messerschmidt and William R.

Messerschmidt, as Trustees of the Roy W. Messerschmidt 2000

Irrevocable Trust, to control up to 46.9 percent of the

outstanding voting shares of FNB Holding Co., West Des

Moines, Iowa.

Fed Reg – 01/10/2001

Newspaper – 01/11/2001

3(a)(3) Indiana United Bancorp, Greensburg, Indiana, for prior approval

to acquire 100 percent of the voting shares of Regional Federal

Savings Bank, New Albany, Indiana. (Bank will convert to a

state chartered commercial bank to be known as Regional

Bank).*

Fed Reg – 01/11/2001

Newspaper – 01/05/2001
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

4(c)(8) Michigan National Corporation, Farmington Hills, Michigan, for

prior approval to acquire 100 percent of the voting shares of

Standard Federal Bancorporation, Inc., Troy, Michigan and

thereby indirectly acquire Standard Federal Bank, Troy,

Michigan and thereby engage in the nonbanking activity of

operating a savings association.*

Fed Reg – 01/16/2001

Newspaper – 01/12/2001

3(a)(3) Stichting Prioriteit ABN AMRO Holding, Stichting

Administratiekantoor ABN AMRO Holding, ABN AMRO

Holding N.V., ABN AMRO Bank N.V., all located in

Amsterdam, The Netherlands; ABN AMRO North America

Holdings Company and ABN AMRO North America, Inc., both

located in Chicago, Illinois, for prior approval to acquire 100

percent of the voting shares of Michigan National Corporation,

Farmington Hills, Michigan, and thereby indirectly acquire

Michigan National Bank, Farmington Hills, Michigan.*

Fed Reg – 01/16/2001

Newspaper – 01/12/2001

CIC Notification by Lyle P. Campbell, Craig L. Campbell, Verna C.

Malone and Thomas E. Malone, of a Change in Control, to

acquire 53 percent of Terrapin Bancorp, Inc., Elizabeth, Illinois.

Fed Reg – 01/19/2001

Newspaper – 01/16/2001

3(a)(1) Thumb National Bank & Trust Company Employee Stock

Ownership Plan, Pigeon, Michigan, for prior approval to become

a bank holding company through the acquisition of 30.52

percent of the voting shares of Thumb Bancorp, Inc., Pigeon,

Michigan and thereby indirectly acquire Thumb National Bank

& Trust Company, Pigeon, Michigan.*

Fed Reg – 01/29/2001

Newspaper – 01/25/2001

3(a)(1) Worth Bancorp, Spartanburg, Indiana, for prior approval to

become a bank holding company through the acquisition of 100

percent of the voting shares of Greensfork Township State Bank,

Spartanburg, Indiana.*

Fed Reg – 01/11/2001

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) Alpha Financial Group, Inc. Employee Stock Ownership Plan,

Toluca, Illinois, notification of intent to acquire Alpha Insurance

Services, Inc., Washburn, Illinois; and thereby indirectly engage

in insurance agency activities.

Fed Reg – 02/01/2001

4(c)(8) National Australia Bank Limited, Melbourne, Australia,

notification of intent to acquire, indirectly through its whollyowned subsidiary, 02-e Limited, up to 70 percent of the

outstanding voting shares of thinkorswim, Inc., a newly formed

Delaware corporation and thereby engage in providing retail

securities brokerage services over the Internet.

Fed Reg – 01/26/2001
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Northwest Suburban Bancorp, Inc., Mount Prospect, Illinois,

notification of intent to continue to engage in purchasing loan

participations from its subsidiary banks.

Fed Reg – N/Avail

4(c)(8) Stichting Prioriteit ABN AMRO Holding, Stichting

Administratiekantoor ABN AMRO Holding, ABN AMRO

Holding N.V., ABN AMRO Bank N.V., all located in

Amsterdam, The Netherlands; ABN AMRO North America

Holdings Company and ABN AMRO North America, Inc., both

located in Chicago, Illinois, for prior approval to acquire 100

percent of the voting shares of Independence Life Insurance

Company, Phoenix, Arizona, and Independence One Capital

Management Corporation, Farmington Hills, Michigan and

thereby to engage in providing financial and investment

advisory services.

Fed Reg – 01/16/2001

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

15536 Pullman Bank & Trust Co.

1000 E. 111th Street

Chicago, Illinois 60628-4697

(773) 602-8200

06/26/2000 01/10/2001 O X

58243 Johnson Bank

4001 N. Main Street

Racine, Wisconsin 53402

(414) 639-6010

07/05/2000 01/10/2001 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, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by Bank of Rogers, Inc., Rogers, Arkansas, to establish a

branch office at 390 W. Centerton Boulevard, Centerton,

Arkansas.*

11/23/2000

* 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) Notice by Republic Bancorp, Inc., Louisville, Kentucky, to

acquire Republic Bank & Trust Company of Indiana,

Clarksville, Indiana (in organization). (Previously submitted

during the weeks ending December 30, 2000, and January 6,

2001. Resubmitted here because the end date of the newspaper

comment period was previously incorrect.)*

Newspaper – 1/29/2001

Fed Reg – 1/26/2001

* 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

4(j)(5)(B) Notice by Mid-America Bancorp, Louisville, Kentucky, to

establish a wholly owned subsidiary, MAB Investment Group,

Inc., Louisville, Kentucky, through which it will engage in

financial and investment advisory activities, pursuant to Section

225.28(b)(6) of Regulation Y.

N/Avail.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch First Interstate Bank, Billings, Montana, to establish a branch at

3555 Mullen Road, Missoula, Montana.*

01/03/2001

Branch First Interstate Bank, Billings, Montana, to establish a branch

3901 Harrison Avenue, Butte, Montana.*

01/03/2001

*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

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Gold Bank, Hennessey, Oklahoma, for prior approval to

establish a branch at 10900 Hefner Pointe Drive, Oklahoma

City, Oklahoma.

Newspaper – 01/22/2001

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

Type Application

Ending date of

comment period

CIC Margaret Lauritzen Dodge, Omaha, Nebraska, to acquire voting

shares of Loomis Company, Omaha, Nebraska, and thereby

indirectly acquire First State Bank, Loomis, Nebraska.

Newspaper – N/A

Fed Reg – N/A

CIC Michael Leo Dahir, Omaha, Nebraska, to acquire voting shares

of DB Holding Company, Inc., Omaha, Nebraska, and thereby

indirectly acquire Omaha State Bank, Omaha, Nebraska.

Newspaper – 01/03/2001

Fed Reg – 01/05/2001

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, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch PNB Financial Bank, Lubbock, TX, to establish a branch office

at 5010 University Avenue, Lubbock, TX, 79413*

01/25/2001

*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 Citizens National Bank of Bossier City Employee Stock

Ownership Plan, Bossier City, LA, to acquire an interest in

Citizens National Bancshares of Bossier, Inc., Bossier City, LA

(previously reported the week ending January 6, 2001)

Fed Reg – 01/25/2001

Newspaper – 01/30/2001

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, January 13, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Cache Valley Bank, Logan, Utah, to establish a branch office at

1710 North Main, North Logan, Utah.*

Newspaper - 01/07/2001

Branch Pacific Liberty Bank, Huntington Beach, California, to establish

a branch office at 16001 Springdale Street, Huntington Beach,

California.*

Newspaper - 01/11/2001

* 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)5(C) Sierra Bancorp to become a Bank Holding Company by

acquiring Bank of the Sierra, both of Porterfield, California.
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