Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 41

Week Ending October 8, 2005

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions October 2, 2005 to October 8, 2005

Banks, State Member

Banco Popular de Puerto Rico, San Juan, Puerto Rico -- request for an exemption 

from section 23A of the Federal Reserve Act.

- Granted, October 3, 2005 

Enforcement

First Midwest Bank, Itasca, Illinois -- written agreement dated July 9, 2004, 

terminated September 30, 2005.

- Announced, October 5, 2005 

Forms

Forms -- final Board review to conduct a voluntary survey pursuant to the 

requirements of the Check 21 Act (FR 3080).

- Approved, October 7, 2005 

Regulations And Policies

Federal Reserve Priced Services -- changes in the method for calculating the return 

on equity capital target in the private sector adjustment factor (Docket No. OP1229).

- Approved, October 7, 2005 

Real Estate Appraisal Regulations -- temporary interagency waiver of the appraisal 

requirements for regulated financial institutions affected by Hurricanes Katrina and 

Rita.

- Approved, October 3, 2005 

Regulation D -- final rule implementing the annual adjustment of the low reserve 

tranche, reserve requirement exemption amount, deposit reporting cutoff level, and 

reduced reporting limit for 2006 (Docket No. R-1236).

- Approved, October 3, 2005 

Regulation Z (Truth in Lending) -- publication for comment of a second advance 

notice of proposed rulemaking regarding the regulation's open-end credit rules and 

implementation of amendments in recent bankruptcy reform legislation (Docket No. 

R-1217).

- Approved, October 6, 2005 

(AC) = Addition or Correction Board - Page 1 of 2
H.2 Board Actions October 2, 2005 to October 8, 2005

Regulations And Policies

Risk-Based Capital Standards -- publication for comment of interagency advance 

notice of proposed rulemaking on revisions to U.S. risk-based capital rules for 

banking organizations.

- Approved, October 6, 2005 

(AC) = Addition or Correction Board - Page 2 of 2
October 2, 2005 to October 8, 2005

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

1st Source Bank, South Bend, Indiana -- to establish a branch at 1200 Nappanee 

Street, Elkhart.

- Approved, October 7, 2005 

Chicago

Aliant Bank, Alexander City, Alabama -- to establish a branch at 50 Jimmy Gould 

Drive, Alabaster.

- Approved, October 7, 2005 

Atlanta

The Bank of Kremlin, Kremlin, Oklahoma -- to establish a branch at 3901 Lamesa 

Drive, Enid.

- Approved, October 4, 2005 

Kansas City

Colorado Community Bank, Yuma, Colorado -- to establish a branch at 4625 Trail 

Boss Drive, Castle Rock.

- Approved, October 7, 2005 

Kansas City

James Monroe Bank, Arlington, Virginia -- to establish a branch at 12165 

Darnestown Road, Gaithersburg, Maryland.

- Approved, October 3, 2005 

Richmond

Potomac Bank of Virginia, Fairfax, Virginia -- to establish a branch at Land Unit 2 

Riverside Parkway, Loudoun.

- Approved, October 5, 2005 

Richmond

Regions Bank, Birmingham, Alabama -- to establish a branch at 443F St. Armand's 

Circle, Sarasota, Florida.

- Approved, October 4, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority October 2, 2005 to October 8, 2005

Bank Holding Companies

Eastside Commercial Bancshares, Inc., Conyers, Georgia -- to become a bank 

holding company and to acquire Eastside Commercial Bank, a de novo bank.

- Approved, October 5, 2005 

Atlanta

FC Holdings, Inc., Houston, Texas, and FC Holdings of Delaware, Inc., 

Wilmington, Delaware -- to acquire by merger Bosque Corporation, Meridian, 

Texas, and thereby acquire Bosque County Bank.

- Approved, October 6, 2005 

Dallas

Highlands Bankshares, Inc., Petersburg, West Virginia -- to acquire at least 80 

percent of the shares of The National Bank of Davis, Davis.

- Approved, October 7, 2005 

Richmond

Hometown Bancshares, Inc., Carthage, Missouri -- to acquire 51 percent of the 

shares of OakStar Bancshares, Inc., Springfield, and thereby acquire OakStar Bank, 

National Association.

- Approved, October 5, 2005 

Kansas City

Marshall & Ilsley Corporation, Milwaukee, Wisconsin -- to acquire through its 

subsidiary, Metavante Corporation, Brasfield Holdings, LLC, Birmingham, 

Alabama, and thereby acquire its subsidiaries, Brasfield Technology, LLC, Brasfield 

Data Services, LLC, Image Center, LLC, and Image Exchange LLC, and thereby 

engage in data processing and management consulting activities.

- Approved, October 3, 2005 

Chicago

OakStar Bancshares, Inc., Springfield, Missouri -- to become a bank holding 

company and to acquire OakStar Bank, National Association, a de novo bank.

- Approved, October 5, 2005 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority October 2, 2005 to October 8, 2005

Bank Holding Companies

Omni Bancshares, Inc., Metairie, Louisiana -- to acquire Omni Bank of Baton 

Rouge, Baton Rouge, a de novo bank.

- Approved, October 3, 2005 

Atlanta

Quadco Bancshares, Inc., Ladonia, Texas -- to acquire Patriot Bank, Houston.

- Withdrawn, October 6, 2005 

Dallas

South Texas Bancshares, Inc., Grand Prairie, Texas -- to become a bank holding 

company and to acquire Caprock Bancshares, Inc., Shallowater, and thereby acquire 

First State Bank.

- Approved, October 6, 2005 

Dallas

Bank Mergers

De Soto State Bank, De Soto, Kansas -- to merge with Great American Bank, 

Claycomo, Missouri, and thereby establish a branch.

- Approved, October 7, 2005 

Kansas City

Change In Bank Control

Admiral Family Banks, Inc., Alsip, Illinois -- change in bank control.

- Permitted, October 4, 2005 

Chicago

Competitive Factors Reports

Associated Bank, National Association, Green Bay, Wisconsin -- report on 

competitive factors of the proposed merger with Associated Mortgage, Inc.

- Submitted, October 3, 2005 

Chicago

Bank of Waukegan, Waukegan, Illinois -- report on competitive factors of the 

proposed merger with First State Bank of Round Lake, Round Lake.

- Submitted, October 3, 2005 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority October 2, 2005 to October 8, 2005

Competitive Factors Reports

Centera Bank, Sublette, Kansas -- report on competitive factors of the proposed 

merger with The Peoples State Bank of Minneola, Kansas, Minneola.

- Submitted, October 4, 2005 

Kansas City

CommunityBanks, Millersburg, Pennsylvania -- report on competitive factors of the 

proposed acquisition of PennRock Financial Advisors, National Association, Blue 

Ball.

- Submitted, October 5, 2005 

Philadelphia

Farmers State Bank, Northwood, Iowa -- report on competitive factors of the 

proposed acquisition of assets and assumption of deposit liabilities of the St. Ansgar 

branch of Valley Bank, Moline, Illinois.

- Submitted, October 3, 2005 

Chicago

First National Bank of the North, Sandstone, Minnesota -- report on competitive 

factors of the proposed merger with JDOB, Inc.

- Submitted, October 7, 2005 

Minneapolis

First Republic Bank, Las Vegas, Nevada -- report on competitive factors of the 

proposed merger with First Signature Bank & Trust Company, Portsmouth, New 

Hampshire.

- Submitted, October 4, 2005 

San Francisco

HSBC Bank Nevada, National Association, Las Vegas, Nevada -- report on 

competitive factors of the proposed merger with Direct Merchants Credit Card 

Bank, N.A., Phoenix, Arizona.

- Submitted, October 4, 2005 

San Francisco

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority October 2, 2005 to October 8, 2005

Competitive Factors Reports

The Laredo National Bank, Laredo, Texas -- report on competitive factors of the 

proposed merger with South Texas National Bank of Laredo.

- Submitted, October 6, 2005 

Dallas

Peoples Community Bank, West Chester, Ohio -- report on competitive factors of 

the proposed merger with Peoples Federal Savings Bank, Aurora, Indiana.

- Submitted, October 3, 2005 

Cleveland

Prosperity Bank, El Campo, Texas -- report on competitive factors of the proposed 

merger with First State Bank, Grapeland.

- Submitted, October 6, 2005 

Dallas

Reliance Bank, Des Peres, Missouri -- report on competitive factors of the proposed 

merger with Reliance Bank, Godfrey, Illinois.

- Submitted, October 6, 2005 

St. Louis

Standard Bank, PaSB, Export, Pennsylvania -- report on competitive factors of the 

proposed merger with Hoblitzell National Bank of Hyndman, Hyndman.

- Submitted, October 3, 2005 

Cleveland

The Stephenson National Bank and Trust, Marinette, Wisconsin -- report on 

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

certain liabilities of the Oconto branch of Associated Bank, National Association, 

Green Bay.

- Submitted, October 3, 2005 

Chicago

Tarpon Coast National Bank, Port Charlotte, Florida -- report on competitive factors 

of the proposed merger with Busey Bank Florida, Fort Myers.

- Submitted, October 3, 2005 

Chicago

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority October 2, 2005 to October 8, 2005

Competitive Factors Reports

Unity Bank, Clinton, New Jersey -- report on competitive factors of the proposed 

purchase of assets and assumption of liabilities of the Phillipsburg branch of 

InterState Net Bank, Cherry Hill.

- Submitted, October 6, 2005 

New York

Wilshire State Bank, Los Angeles, California -- report on competitive factors of the 

proposed merger with Liberty Bank of New York, New York, New York.

- Submitted, October 4, 2005 

San Francisco

Extensions Of Time

1st Bank & Trust, Broken Bow, Oklahoma -- extension to October 3, 2005, to 

establish a branch at 1912 East Washington, Idabel, and to increase its investment in 

bank premises.

- Granted, October 7, 2005 

Kansas City

BancTenn Corporation, Kingsport, Tennessee -- extension to January 6, 2006, to 

acquire up to 20 percent of the shares of Paragon Commercial Corporation, Raleigh, 

North Carolina, and Paragon Commercial Bank.

- Granted, October 3, 2005 

Atlanta

Bank of Montreal, Toronto, Canada; Harris Financial Corp., Chicago, Illinois; and 

Harris Bankcorp, Inc. -- commenter's request to extend the comment period on the 

application to acquire Edville Bankcorp, Inc., Villa Park, Illinois.

- Denied, October 7, 2005 

Secretary

MidSouth Bank, Murfreesboro, Tennessee -- extension to October 15, 2006, to 

establish a branch on Memorial Boulevard.

- Granted, October 5, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority October 2, 2005 to October 8, 2005

Extensions Of Time

MidSouth Bank, Murfreesboro, Tennessee -- extension to October 15, 2006, to 

establish a branch on Franklin Road.

- Granted, October 5, 2005 

Atlanta

MidSouth Bank, Murfreesboro, Tennessee -- extension to October 15, 2006, to 

establish a branch on Highway 231 South.

- Granted, October 5, 2005 

Atlanta

Oswego Community Bank Employee Stock Ownership Plan, Oswego, Illinois -- 

extension to January 8, 2006, to increase its ownership from 35.98 percent to 51 

percent of Oswego Bancshares, Inc. and thereby acquire Oswego Community Bank.

- Granted, October 4, 2005 

Chicago

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

to April 6, 2006, to establish a branch at 1505 Highwoods Boulevard, Greensboro.

- Granted, October 5, 2005 

Richmond

Financial Holding Companies

Tolleson Wealth Management, Inc., Dallas, Texas, and Tolleson Wealth 

Management of Delaware, Inc., Wilmington, Delaware -- election to become 

financial holding companies.

- Effective, October 3, 2005 

Dallas

Membership

HomeTown Bank, Roanoke, Virginia, a de novo bank -- to become a member of the 

Federal Reserve System.

- Approved, October 5, 2005 

Richmond

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

Federal Reserve Bank of Boston

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 10/14/2005

Application by Butler Bancorp, MHC and

Butler Bancorp, Inc., both of Lowell,

Massachusetts, to become a mutual bank

holding company and a stock bank holding

company, respectively, by acquiring Butler

Bank, Lowell, Massachusetts, pursuant to

section 3(a)(1) and section 3(a)(3) of the Bank

Holding Company Act of 1956, as amended.

BUTLER BANCORP, MHC

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 11/04/2005

Section 3(a)(1) and 3(a)(3) application by

Salem Five Bancorp, Salem, Massachusetts to

become a mutual bank holding company

through the acquisition of Salem Five Cents

Savings Bank, Salem, Massachusetts, and

immediately thereafter to acquire Heritage

Co-operative Bank, Salem, Massachusetts.

SALEM FIVE BANCORP

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

SBT Bancorp, Inc., Simsbury, Connecticut, to

become a bank holding company by acquiring

100% of the outstanding shares of The

Simsbury Bank & Trust Company. Inc.,

Simsbury, Connecticut.

SBT BANCORP, INC.

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Deutsche Genossenschafts-Hypothekenbank

AG, Hamburg, Germany, requests prior

approval to establish a NY rep office.

DEUTSCHE

GENOSSENSCHAFTS-HYPOTH

EKENBANK AG

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

JPMorgan Chase & Co., New York, New York

("JPMC"), provided 30 days' prior notice to the

Board of Governors of the Federal Reserve

System of its intention to make investments,

through subsidiaries of J.P. Morgan

International Finance Limited, Newark,

Delaware, in its United Kingdom-based entities.

In addition, JPMC requests, for this investment,

a waiver from the aggregate investment limit in

Section 211.9(b)(6) of Regulation K.

JPMORGAN CHASE & CO.

Newspaper:

Federal Register:

* 3A1 Not available

10/31/2005

Application by Magyar Bancorp, MHC and

Magyar Bancorp, Inc., both of New Brunswick,

New Jersey, for prior approval of the Board to

control directly and indirectly, respectively,

100% of the voting shares of Magyar Bank,

New Brunswick, New Jersey.

MAGYAR BANCORP, MHC

Newspaper:

Federal Register:

* 3A3 Not available

10/20/2005

The Toronto-Dominion Bank, Toronto,

Ontario, Canada, and TD Banknorth Inc.,

Portland, Maine, propose to acquire 100 percent

of the voting shares of Hudson United Bancorp,

and it wholly-owned subsidiary, Hudson United

Bank, both of Mahwah, New Jersey, pursuant to

Section 3(a)(3) of the Bank Holding Company

Act, and Section 225.15 of Regulation Y.

TORONTO-DOMINION BANK,

THE

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Enterprise Financial Services Group, Inc.,

Allison Park, Pennsylvania, to acquire 100

percent of the Class A Common Stock of

Enterprise Bank, Allison Park, Pennsylvania,

and thus become a bank holding company.

Subsequently, Enterprise Employee Stock

Ownership Plan, Allison Park, Pennsylvania

wwould acquire 22 percent of the Class A

Common Stock of Enterprise Financial Services

Group, and also become a bank holding

company

Enterprise Financial Services

Group, Inc.

Newspaper:

Federal Register:

* Branch

Not applicable

Fifth Third Bank, Cincinnati, Ohio, to establish 09/15/2005

a de novo branch facility at 2151 Schorray

Drive, Lancaster, Ohio

FIFTH THIRD BANK

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Richmond

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

CommerceFirst Bank, Annapolis, Maryland to 10/24/2005

establish a branch at 910 Cromwell Park Drive,

Suites 105-106, Glen Burnie, Maryland.

COMMERCEFIRST BANK

Newspaper:

Federal Register:

CIC Not available

10/20/2005

Notice by Mason Young Garrett and Mary Beth

Garrett both of Belton, South Carolina, to

increase control of GrandSouth Bancorporation,

Greenville, South Carolina.

GRANDSOUTH

BANCORPORATION

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banco Popular Espanol, S.A., Madrid, Spain, to

establish an international representative office

in Miami, Florida.

BANCO POPULAR ESPANOL,

S.A.

Newspaper:

Federal Register:

CIC 10/21/2005

10/20/2005

Bonifay Holding Company, Bonifay, Florida,

prior change in control notice by Brian K.

James individually and as trustee of the James

Educational Trust, Destin, Florida, to acquire

8.12 percent of the outstanding stock of Bonifay

Holding Company, and its subsidiary, Bank of

Bonifay, both of Bonifay, Florida. Pro forma

total ownership will be 14.06 percent.

BONIFAY HOLDING

COMPANY, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First Farmers & Merchants Bank, Columbia, 10/17/2005

Tennessee, to establish a branch located at 2001

Campbell Station Parkway, Suite A-5, Spring

Hill, Tennessee.

FIRST FARMERS AND

MERCHANTS BANK

Newspaper:

Federal Register:

* 3A5 10/19/2005

10/28/2005

Flag Financial Corporation, Atlanta, Georgia,

to merge with First Capital Bancorp, Inc., and

thereby acquire its subsidiary, First Capital

Bank, both of Norcross, Georgia.

FLAG FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 3A1

Not available

Flint Community Bancshares, Inc., Albany, 10/12/2005

Georgia, to become a bank holding company by

acquiring 100 percent of the outstanding shares

of Flint Community Bank, Albany, Georgia (in

organization).

FLINT COMMUNITY

BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Horizon Bank, Bradenton, Florida, to establish 10/10/2005

a branch located at 501 8th Avenue West,

Palmetto, Florida.

HORIZON BANK

Newspaper:

Federal Register:

* Branch

Not applicable

IBERIABANK, Lafayette, Louisiana, to 10/08/2005

establish a branch located at 338 Settlers Trace,

Lafayette, Louisiana, to be known as the River

Ranch Branch.

IBERIABANK

Newspaper:

Federal Register:

* Branch

Not applicable

IBERIABANK, Lafayette, Louisiana, to 10/11/2005

establish a branch located at 1420 St. Charles

Street, Houma, Louisiana, to be known as the

Houma Branch.

IBERIABANK

Newspaper:

Federal Register:

* Branch

Not applicable

IBERIABANK, Lafayette, Louisiana, to 10/07/2005

establish a branch located at 1100 East Main

Street, Broussard, Louisiana, to be known as the

Broussard Branch.

IBERIABANK

Newspaper:

Federal Register:

* 3A1

Not available

SBT Bancorp, Inc., Clarkesville, Georgia, to 10/24/2005

become a bank holding company by acquiring

100 percent of the outstanding shares of

Southern Bank & Trust, Clarkesville, Georgia

(in organization).

SBT BANCORP, INC.

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

10/13/2005

Capitol Bancorp, Ltd., Lansing, Michigan and

Capitol Development Bancorp Limited I,

Lansing, Michigan, to acquire 51 percent of the

voting shares of Bank of Belleville (in

organization), Belleville, Illinois.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* 3A1 10/20/2005

09/19/2005

CCB Acquisition Corp., Oak Brook, Illinois, to

become a bank holding company by acquiring

100 percent of the voting shares of Citizens

Central Bancorp, Inc., Macomb, Illinois, and

thereby indirectly acquire Citizens National

Bank, Macomb, Illinois.

CCB ACQUISTION CORP

Newspaper:

Federal Register:

* Branch

Not applicable

Comerica Bank, Detroit, Michigan, to establish 10/13/2005

a branch facility to be located at 5601 Silver

Creek Valley Road, San Jose, California.

COMERICA BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Community First Bank-Chicago (in 10/15/2005

organization), Chicago, Illinois, to establish a

mobile bank courier service located and

operated within a 35 radius of the bank's main

office.

COMMUNITY FIRST

BANK-CHICAGO

Newspaper:

Federal Register:

* 3A1 Not available

10/28/2005

Plymouth Bancorp Inc., Kirkwood, Missouri, to

become a bank holding company by acquiring

100 percent of the voting shares of Community

State Bank of Plymouth, Plymouth, Illinois.

PLYMOUTH BANCORP INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by James Jay Johnson, Sutherland, Iowa,

to gain control of R & J Financial Corporation,

Inc., Elma, Iowa, and thereby indirectly Peoples

Savings Bank, Charles City, Iowa.

R & J FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

Wheaton Bank & Trust Company, Wheaton, 10/07/2005

Illinois, to establish a branch facility to be

located at 462 Park Boulevard, Suite 110, Glen

Ellyn, Illinois.

WHEATON BANK & TRUST

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

Federal Reserve Bank of Chicago

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

The Bank of Jackson, Jackson, Tennessee, to 10/15/2005

establish a branch facility to be located in the

Thomsen Farms Development located near the

intersection of Oil Well Road and Walker Road,

Jackson, Tennessee.

BANK OF JACKSON, THE

Newspaper:

Federal Register:

* 3A3 10/30/2005

11/03/2005

Cross County Bancshares, Inc., Wynne,

Arkansas, to acquire up to 13.91 percent of

First Southern Bank, Batesville, Arkansas (de

novo).

CROSS COUNTY

BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A3 10/31/2005

11/03/2005

First Horizon National Corporation, Memphis,

Tennessee, to acquire 100 percent of Town and

Country Bank of the Ozarks, Republic,

Missouri.

FIRST HORIZON NATIONAL

CORPORATION

Newspaper:

Federal Register:

* 3A1 10/28/2005

10/31/2005

Fortune Financial Corportion, Arnold,

Missouri, to become a bank holding company

by acquiring 100 percent of FortuneBank,

Arnold, Missouri (in organization).

FORTUNE FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

11/04/2005

Porter Bancorp, Inc., Shepherdsville, Kentucky,

to increase its ownership to 100 percent of

BBA, Inc., Shepherdsville, Kentucky, and

thereby indirectly acquire Bullitt County Bank,

Shepherdsville, Kentucky.

PORTER BANCORP, INC.

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

773247 EFFINGHAM ST BK, EFFINGHAM, ILLINOIS 06/20/2005 09/30/2005 S Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

Not available

Citizens Development Company, Billings,

Montana to merge with United Bancorporation,

Billings, Montana and thereby indirectly

acquire Lincoln County Bank, Merrill,

Wisconsin; United Bank, Osseo, Wisconsin;

Bank of Poynette, Poynette, Wisconsin and

Cambridge State Bank, Cambridge, Wisconsin.

CITIZENS DEVELOPMENT

COMPANY

Newspaper:

Federal Register:

* 3A5 Not available

Not available

Citizens Development Company, Billings,

Montana to merge with Midwest

Bancorporation, Billings, Montana and thereby

indirectly acquire Clarke County State Bank,

Osceola, Iowa, Farmers and Merchants State

Bank, Iroquois, South Dakota and Farmers

State Bank, Stickney, South Dakota.

CITIZENS DEVELOPMENT

COMPANY

Newspaper:

Federal Register:

* 3A5 10/15/2005

10/17/2005

Davis Bancshares, Inc., McClusky, North

Dakota, to merge with Underwood Holding

Company, Underwood, North Dakota, and

thereby indirectly acquire First Security Bank,

Underwood, North Dakota.

DAVIS BANCSHARES, INC

Newspaper:

Federal Register:

* 3A1 10/26/2005

10/28/2005

Fidelity Holding Company, Minnetonka,

Minnesota, to become a bank holding company

by acquiring 100% of the voting shares of

Fidelity Bank, Edina, Minnesota.

FIDELITY HOLDING

COMPANY

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Kansas City

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Collegiate Peaks Bancorp, Inc., Denver,

Colorado, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of Collegiate Peaks Bank, Buena

Vista, Colorado.

COLLEGIATE PEAKS

BANCORP, INC.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

First Financial Bancshares, Inc., Lawrence,

Kansas, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of The Lawrence Bank,

Lawrence, Kansas.

FIRST FINANCIAL

BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First State Bank N.M., Taos, New Mexico, to 09/25/2005

establish a branch on the northwest portion in

the shopping center located at the southwest

corner of Southern and Unser Boulevard, Rio

Ranco, New Mexico.

FIRST STATE BANK N.M.

Newspaper:

Federal Register:

* 3A1 Not available

10/28/2005

RelianzBancshares Inc., Wichita, Kansas, to

become a bank holding company through the

acquisition of 100 percent of the voting shares

of RelianzBank, Wichita, Kansas (in

organization).

RELIANZBANCSHARES INC.

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Henderson Texas Bancshares, Inc., Henderson,

Texas, and TBH Nevada Corporation, Carson

City, Nevada, to become bank holding

companies by acquiring 100 percent of Texas

Bank, Henderson, Texas.

HENDERSON TEXAS

BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1

Not available

South Plains Financial, Inc. Employee Stock 10/26/2005

Ownership Plan to become a bank holding

company by acquiring 26 percent of South

Plains Financial, Inc., Lubbock, Texas, and

indirectly acquire South Plains Delaware

Financial Corporation, Dover, Delaware, City

Bank, Lubbock, Texas, Zia Financial

Corporation, Ruidoso, New Mexico, and City

Bank New Mexico, Ruidoso, New Mexico.

SOUTH PLAINS FINANCIAL,

INC. EMPLOYEE STOCK

OWNERSHIP PLAN

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Wallis Bancshares, Inc., Wallis, Texas, and

Wallis Delaware Corporation, Wilmington,

Delaware, to become bank holding companies

by acquiring 100 percent of Wallis State Bank,

Wallis, Texas.

WALLIS BANCSHARES, INC.

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

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of San Francisco

Filings received during the week ending October 8, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

10/10/2005

Cathay General Bancorp, Los Angeles,

California, to acquire up to 100 percent of Great

Eastern Bank, New York, New York.

CATHAY GENERAL BANCORP

Newspaper:

Federal Register:

CIC Not available

10/11/2005

Notice by Enoch Andrus Ludlow to retain his

ownership in Far West Bancorporation, Provo,

Utah, and thereby indirectly increase his

ownership in Far West Bank, Provo, Utah.

FAR WEST

BANCORPORATION

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Service 1st Bancorp, Tracy, California, to

engage in consulting services to groups wishing

to establish de novo commercial banks,

indirectly through Charter Capital Services,

LLC, Tracy, California.

SERVICE 1ST BANCORP

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

Federal Reserve Bank of San Francisco

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

periodically. That record is taken into account in considering an institution's application for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act