Federal Reserve Release 

H.2 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 11 

Week Ending March 15, 2003 

Board of Governors of the Federal Reserve System, Washington, DC 20551 
H.2 Board Actions March 9, 2003 to March 15, 2003 

Bank Holding Companies 

Forest Merger Corporation, Arlington, Virginia, and FBR TRS Holdings, Inc. -- to 

become bank holding companies through the acquisition of Friedman, Billings, Ramsey 

Group, Inc. through a corporate reorganization, and election to become financial holding 

companies. 

- Approved, March 13, 2003 

M&T Bank Corporation, Buffalo, New York, and Manufacturers & Traders Trust 

Company -- to merge with Allfirst Financial Inc., Baltimore, Maryland, and to acquire 

certain nonbanking subsidiaries of Allfirst; and for Manufacturers & Traders Trust 

Company to merge with Allfirst Bank. 

- Approved, March 11, 2003 

Banks, Foreign 

The Wakashio Bank, Limited, Tokyo, Japan -- to become a bank holding company by 

merging with Sumitomo Mitsui Banking Corporation and acquiring Manufacturers Bank, 

Los Angeles, California, and to establish branches in New York, Los Angeles, and San 

Francisco. 

- Approved, March 13, 2003 

Currency 

U.S. Efforts to Confront Global Counterfeiting -- joint report to the Congress on the 

success of efforts to combat international counterfeiting of U.S. currency. 

- Published, March 14, 2003 

Regulations And Policies 

Regulation Y -- publication for comment of a proposed amendment to expand the scope 

of commodity derivative activities permissible for bank holding companies. 

- Approved, March 10, 2003 

Enforcement 

Banco Bilbao Vizcaya Argentario, S.A. and its New York branch and Miami agency --

written agreement dated June 12, 2000, terminated February 21, 2003. 

- Announced, March 7, 2003 (AC) 

Banco Popular de Puerto Rico, Hato Rey, Puerto Rico -- written agreement dated 

March 9, 2000, terminated January 16, 2003. 

- Announced, March 7, 2003 (AC) 

(AC) = Addition or Correction Board - Page 1 of 3 
H.2 Board Actions March 9, 2003 to March 15, 2003 

Enforcement 

Bank of Rogers, Rogers, Arkansas -- cease and desist order dated July 12, 2001, 

terminated December 12, 2002. 

- Announced, March 7, 2003 (AC) 

Belmont Bancorp, St. Clairsville, Ohio -- written agreement dated August 3, 1999, 

terminated January 10, 2003. 

- Announced, March 7, 2003 (AC) 

Cerritos Valley Bancorp, Artesia, California, and Cerritos Valley Bank -- written 

agreement dated October 15, 2001, terminated August 14, 2002. 

- Announced, March 7, 2003 (AC) 

CSB Bancorp, Inc., Millersburg, Ohio -- written agreement dated November 22, 2000, 

terminated June 17, 2002. 

- Announced, March 7, 2003 (AC) 

The Daiwa Bank, Limited Osaka, Japan, and Daiwa Bank and Trust Company, New 

York, New York -- enforcement actions dated February 2, 1996, terminated September 

25, 2002. 

- Announced, March 7, 2003 (AC) 

First Bank, Creve Coeur, Missouri -- issuance of a consent order of assessment of a civil 

money penalty. 

- Announced, March 13, 2003 

First Security Bancshares, Inc., Lake Park, Iowa, and Security State Bank, Milford --

written agreement dated August 6, 1999, terminated September 25, 2002. 

- Announced, March 7, 2003 (AC) 

First Western Bank, Cooper City, Florida -- issuance of consent orders against James C. 

Agee and Michael Sahlgren, institution-affiliated parties. 

- Announced, March 5, 2003 (AC) 

Grimes Capital Corporation, Houston, Texas -- written agreement dated July 14, 1999, 

terminated November 4, 2002. 

- Announced, March 7, 2003 (AC) 

(AC) = Addition or Correction Board - Page 2 of 3 
H.2 Board Actions March 9, 2003 to March 15, 2003 

Enforcement 

Guaranty Financial Corporation, Charlottesville, Virginia, and Guaranty Bank -- written 

agreement dated October 26, 2000, terminated October 23, 2002. 

- Announced, March 7, 2003 (AC) 

MSB Shares, Inc., Jonesboro, Arkansas, and Midsouth Bank -- issuance of an order to 

cease and desist and of prohibition against Terry Frierson, a former chief executive 

officer, president, and institution-affiliated party. 

- Announced, March 13, 2003 

Valley Independent Bank, El Centro, California -- written agreement dated January 8, 

2001, terminated October 31, 2002. 

- Announced, March 7, 2003 (AC) 

(AC) = Addition or Correction Board - Page 3 of 3 
H.2 Actions under delegated authority March 9, 2003 to March 15, 2003 

BS&R 

C&CA 

FOMC 

Banking Supervision and Regulation 

Consumer and Community Affairs 

Federal Open Market Committee 

RBOPS 

IF 

OSDM 

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

Bank Branches, Domestic 

Atlanta 

AmSouth Bank, Birmingham, Alabama -- to establish a branch at 5218 Hickory Hollow 

Boulevard, Antioch, Tennessee. 

- Approved, March 14, 2003 

Richmond 

Cecil Federal Bank, Elkton, Maryland -- to establish a branch at 56 Rising Sun Towne 

Center, Rising Sun. 

- Approved, March 11, 2003 

Bank Holding Companies 

Kansas City 

ABM Holding Company, Miltonvale, Kansas -- to become a bank holding company 

through the acquisition of Citizens State Bank. 

- Approved, March 12, 2003 

San Francisco 

American Pacific Bancorp, Portland, Oregon -- to become a bank holding company 

through the acquisition of American Pacific Bank. 

- Withdrawn, March 13, 2003 

Atlanta 

Bank of Commerce Holdings, Inc., Sarasota, Florida -- to become a bank holding 

company through the acquisition of The Bank of Commerce. 

- Approved, March 14, 2003 

Cleveland 

Key Equipment Finance International Inc., Superior, Colorado -- to make equity 

investments and establish two subsidiaries, Key Nova Scotia Funding Company, Halifax, 

Nova Scotia, Canada; and Key Canada Funding Ltd., Calgary. 

- Approved, March 14, 2003 

(AC) = Addition or Correction Delegated - Page 1 of 6 
H.2 Actions under delegated authority March 9, 2003 to March 15, 2003 

Bank Holding Companies 

Secretary 

The Northern Trust Company, Chicago, Illinois -- to acquire Legacy South, Inc., Atlanta, 

Georgia, through its subsidiary, Northern Trust Bank, Federal Savings Bank, Bloomfield 

Hills, Michigan. 

- Approved, March 10, 2003 

San Francisco 

Palm Desert Investments, Palm Desert, California -- relief from certain commitments. 

- Granted, March 14, 2003 

Boston 

Putnam Bancorp MHC, Inc., Putnam, Connecticut, and PSB Holdings -- to become 

mutual and stock holding companies, respectively, through the reorganization of Putnam 

Savings Bank. 

- Approved, March 11, 2003 

Chicago 

Standard Bancshares, Inc., Hickory Hills, Illinois -- to acquire East Side Bancorporation, 

Inc., Chicago, and thereby acquire BankChicago. 

- Approved, March 10, 2003 

Richmond 

Virginia Financial Group, Inc., Culpeper, Virginia -- to acquire shares of Albemarle First 

Bank, Charlottesville. 

- Withdrawn, March 13, 2003 

Minneapolis 

Waumandee Bancshares, Ltd., Waumandee, Wisconsin -- to acquire Waumandee State 

Bank. 

- Approved, March 11, 2003 

Bank Mergers 

St. Louis 

First Bank, St. Louis, Missouri -- to merge with First Bank & Trust, San Francisco, 

California, and retain its branches. 

- Approved, March 14, 2003 

(AC) = Addition or Correction Delegated - Page 2 of 6 
H.2 Actions under delegated authority March 9, 2003 to March 15, 2003 

Bank Mergers 

Chicago 

First Banking Center, Burlington, Wisconsin -- to purchase the assets and assume the 

liabilities of the Walworth branch of North Shore Bank, FSB, Brookfield. 

- Approved, March 10, 2003 

Atlanta 

United Community Banks, Inc., Blairsville, Georgia -- to merge with First Georgia 

Holding, Inc., Brunswick, and thereby acquire its subsidiary, First Georgia Bank. 

- Approved, March 14, 2003 

Bank Premises 

Richmond 

The Bank of Marion, Marion, Virginia -- to increase its investment in bank premises. 

- Approved, March 10, 2003 

Change In Bank Control 

Chicago 

Centre I Bancorp, Inc., Beloit, Wisconsin -- change in bank control. 

- Permitted, March 11, 2003 

Atlanta 

FBT Bancorp, Baton Rouge, Louisiana -- change in bank control. 

- Permitted, March 11, 2003 

Competitive Factors Reports 

Kansas City 

The American National Bank of Cheyenne, Cheyenne, Wyoming -- report on competitive 

factors of the proposed merger with The Bank of Laramie, N.A., Laramie; Stockgrowers 

State Bank, N.A., Worland; and Wyoming Bank and Trust Company, N.A., Buffalo. 

- Submitted, March 12, 2003 

Kansas City 

First American Bank, Stonewall, Oklahoma -- report on competitive factors of the 

proposed merger with First American Bancorp, Inc. 

- Submitted, March 13, 2003 

(AC) = Addition or Correction Delegated - Page 3 of 6 
H.2 Actions under delegated authority March 9, 2003 to March 15, 2003 

Competitive Factors Reports 

Dallas 

Franklin Bank, S.S.B., Austin, Texas -- report on competitive factors of the proposed 

merger with Highland Lakes Bank, Kingsland. 

- Submitted, March 14, 2003 

Chicago 

Mid America Bank, FSB, Clarendon Hills, Illinois -- report on competitive factors of the 

proposed purchase of the Chicago branch of UmbrellaBank, FSB, Chicago. 

- Submitted, March 12, 2003 

St. Louis 

National Bank of Commerce, Memphis, Tennessee -- report on competitive factors of 

the proposed merger with BancMortgage Financial Corp., Atlanta, Georgia. 

- Submitted, March 13, 2003 

Chicago 

Northern Trust Bank, Federal Savings Bank, Bloomfield Hills, Michigan -- report on 

competitive factors of the proposed merger with Legacy South, Inc., Atlanta, Georgia. 

- Submitted, March 11, 2003 

Dallas 

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

merger with Abrams Centre National Bank, Dallas. 

- Submitted, March 13, 2003 

Chicago 

Standard Bank and Trust Company, Hickory Hills, Illinois -- report on competitive 

factors of the proposed merger with BankChicago, Chicago. 

- Submitted, March 11, 2003 

Chicago 

Standard Bank and Trust Company, Hickory Hills, Illinois -- report on competitive 

factors of the proposed purchase of deposits and assumption of liabilities of the Dolton 

branch of UmbrellaBank, FSB, Chicago. 

- Submitted, March 12, 2003 

(AC) = Addition or Correction Delegated - Page 4 of 6 
H.2 Actions under delegated authority March 9, 2003 to March 15, 2003 

Extensions Of Time 

Dallas 

A.N.B. Holding Company, Ltd., Terrell, Texas -- extension to June 13, 2003, to acquire 

shares of The A.N.B. Corporation, A.N.B. Delaware Corporation, and American 

National Bank. 

- Granted, March 11, 2003 

Secretary 

M&T Bank Corporation, Buffalo, New York, and Olympia Financial Corp. -- extension 

to December 31, 2003, for their subsidiary, Manufacturers and Traders Trust Company, 

to divest certain investments. 

- Granted, February 21, 2003 (AC) 

Richmond 

Sandy Spring Bank, Olney, Maryland -- extension to August 8, 2003, to establish a 

branch at 8921 Fingerboard Road, Frederick. 

- Granted, March 10, 2003 

International Operations 

Atlanta 

Compass Bank, Birmingham, Alabama -- to establish a branch at Grand Cayman, Grand 

Cayman Island. 

- Approved, March 13, 2003 

Richmond 

Wachovia Bank, National Association, Charlotte, North Carolina -- to amend the articles 

of association of its Edge corporation subsidiary, First Union International Banking 

Corporation. 

- Approved, March 11, 2003 

Membership 

Minneapolis 

BANKFIRST, Sioux Falls, South Dakota -- withdrawal from membership in the Federal 

Reserve System. 

- Withdrawn, March 10, 2003 

(AC) = Addition or Correction Delegated - Page 5 of 6 
H.2 Actions under delegated authority March 9, 2003 to March 15, 2003 

Membership 

Kansas City 

Cottonwood Valley Bank, Cedar Point, Kansas -- to become a member of the Federal 

Reserve System. 

- Approved, March 13, 2003 

Regulations And Policies 

Director, C&CA 

Regulation C -- publication for comment of proposed amendments to the official staff 

commentary. 

- Announced, March 3, 2003 (AC) 

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

Federal Reserve Bank of Boston 

Applications and notifications filed during the week ending Saturday, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None 
District 3 

Federal Reserve Bank of Philadelphia 

Applications and notifications filed during the week ending Saturday, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, March 15, 2003 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

4(c)(8) Wayne Bancorp, Wooster, Ohio, proposes to engage in 

permissible finance company activities through the acquisition 

of Access Financial Corp., Massillon, Ohio, pursuant to section 

4(c)(8) of the Bank Holding Company Act. 

Fed Reg - 03/31/2003 

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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 

230610 Hocking Valley Bank 

7 West Stimson 

Athens, Ohio 45701 

12/16/2002 03/11/2003 S X 

27614 The Andover Bank 

19 Public Square 

Andover, Ohio 44003 

12/02/2002 03/13/2003 S X 

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, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Potomac Bank of Virginia , Vienna, Virginia, to establish a Newspaper – 03/28/2003 

branch at 9910 Main Street, Fairfax, Virginia, and to subsequently designate this location as the bank’s main office 

location. The old main office at 133 Maple Avenue, East, 

Vienna, Virginia, would be retained as a branch but would 

be relocated to 414 Maple Avenue, East, Vienna, Virginia.* 

*Subject to the provisions of the Community Reinvestment Act. 

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

Ending date of 

Type Application comment period 

3(a)(5) BB&T Corporation, Winston-Salem, North Carolina, to 

acquire First Virginia Banks, In c., Falls Church, Virginia.* 

Fed Reg – N/Avail 

Newspaper – 04/09/2003 

CIC Richmond Community Hospital Foundation, Richmond, 

Virginia, to acquire up to 21.3% of the voting shares of 

Consolidated Bank and Trust Company, Richmond, 

Virginia. 

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 

Ending date of 

Type Application comment period 

4(c)(8) BB&T Corporation, Winston-Salem, North Carolina, to 

acquire First Virginia Banks, In c., Falls Church, Virginia, 

and thereby engage in certain nonbanking activities. 

Fed Reg – N/Avail 
Section IV – Applications not subject to Federal Register or newspaper notice 

Type Application 

4(c)(8) FNB Corp., Asheboro, North Carolina, to acquire Dover 

Mortgage Company, Charlotte, North Carolina. 

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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

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

located at 360 W. State Road 436, Altamonte Springs, Florida, 

to be known as the Altamonte Branch.* 

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

located at 4095 Millenia Boulevard, Orlando, Florida, to be 

known as the Millenia Mall.* 

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

located at 130 St. Johns Common Road, Jacksonville, Florida, to 

be known as the County Road 210.* 

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

located at 8350 Millicent Way, Shreveport, Louisiana, to be 

known as the Southeast Shreveport Branch.* 

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

located at the intersection of 4th Street Northwest and Griegos 

Road Northwest, Albuquerque, New Mexico, to be known as the 

Albuquerque - Griegos Branch.* 

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

located at the intersection of Cinco Ranch Boulevard and South 

Mason Road, Houston, Texas, to be known as the Houston -

Cinco Ranch Branch.* 

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

located at the intersection of McCart Avenue and Sycamore 

School Road, Ft. Worth, Texas, to be known as the Forth Worth 

- McCart Branch.* 

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

located at the intersection of West Magee Road and North 

LaCholla Boulevard, Tucson, Arizona, to be known as the 

Tucson- LaCholla Branch.* 

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

located at the intersection of Barker Cypress Road and State 

Highway 529, Houston, Texas, to be known as the Houston -

Barker Cypress Branch.* 

Newspaper-03/21/2003 

Newspaper-03/21/2003 

Newspaper-03/25/2003 

Newspaper-03/26/2003 

Newspaper-03/18/2003 

Newpaper-03/18/2003 

Newspaper-03/18/2003 

Newspaper-03/18/2003 

Newspaper-03/18/2003 

*Subject to provisions of the Community Reinvestment Act 
Section II – Applications subject to both newspaper and Federal Register notice 

Ending date of 

Type Application comment period 

3(a)(3) Community Bancshares of Mississippi, Inc., Brandon, 

Mississippi, to acquire at least 80 percent of the outstanding 

shares of First Lucedale Bancorp, Inc., and its subsidiary, First 

National Bank of Lucedale, both of Lucedale, Mississippi.* 

CIC Prior change in control notice by Neil D. McCurry, Jr., Liane 

McCurry, J. Steadman McCurry, Neil D. McCurry, Sr., and 

Bettye S. McCurry, collectively as the McCurry Family Group, 

to acquire an additional 3.69 percent of the outstanding shares of 

People's Community BancShares, Inc., Sarasota, Florida. Total 

ownership will equa l 11.78 percent . 

Newspaper-04/11/2003 

Fed Reg-N/Avail 

Newspaper-03/27/2003 

Fed Reg-03/26/2003 

*Subject to provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 
Section V – Availability of CRA public evaluations 

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date 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, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

3(a)(3) Iroquois Bancorp, Inc., Gilman, Illinois, to acquire 42.19 percent 

of the voting shares of JW Bancorp, Inc., Winchester, Illinois, 

and thereby indirectly acquire John Warner Financial 

Corporation, Clinton, Illinois and The John Warner Bank, 

Clinton, Illinois.* 

3(a)(1) JW Bancorp, Inc., Winchester, Illinois, to become a bank 

holding company by acquiring 100 percent of the voting shares 

of John Warner Financial Corpor ation, Clinton, Illinois, and 

thereby indirectly acquire The John Warner Bank, Clinton, 

Illinois.* 

CIC Notice by Ronald W. Plassman, Fort Wayne, Indiana, to acquire 

an additional 1,360 shares or 34 percent and thereby increase his 

aggregate ownership to 54 percent, of Knisely Financial Corp., 

Butler, Indiana, and thereby indirectly acquire Knisely Bank, 

Butler, Indiana. 

3(a)(1) PSB Group, Inc., Madison Heights, Michigan, to become a bank 

holding company by acquiring 100 percent of the voting shares 

of Peoples State Bank, Hamtramck, Michigan.* 

4(c)(8) Standard Bancshares, Inc., Hi ckory Hills, Illinois, to acquire 100 

percent of the voting shares of Security Financial Bancorp, Inc., 

St. John, Indiana, and thereby indirectly acquire Security Federal 

Bank and Trust, St. John, Indiana, and thereby operate a savings 

association. 

Fed Reg – 03/24/2003 

Newspaper – 03/24/2003 

Fed Reg - 03/24/2003 

Newspaper – 03/24/2003 

Fed Reg – 02/24/2003 

Newspaper – N/Avail 

Fed Reg – 04/11/2003 

Newspaper – 04/06/2003 

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 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None 
District 8 

Federal Reserve Bank of St. Louis 

Applications and notifications filed during the week ending Saturday, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

CIC Notice by Steven Earl Shock, Poplar Bluff, Missouri, to become 

trustee and thereby gain control of Midwest Bancorporation, Inc. 

and Affiliates ESOP, Poplar Bluff, Missouri. The ESOP is a 

bank holding company by virtue of its ownership of 42.24 

percent of Midwest Bancorporation, Inc., Poplar Bluff, 

Missouri. 

CIC Notice by R.W. Butler Irrevocable Family Trust #1, Little Rock, 

Arkansas, to increase its control of First Paris Holding 

Company, Paris, Arkansas. Also, by Beth Eaton, Little Rock, 

Arkansas, Patricia Butler, Little Rock, Arkansas, and James T. 

Butler, Harrisburg, Arkansas, as trustees, to increase their 

individual direct and indirect ownership, control or the power to 

vote. 

Newspaper – N/Avail 

Fed Reg – N/Avail 

Newspaper – N/Avail 

Fed Reg – N/Avail 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18c & Branch First State Bank Southwest, Pipestone, Minnesota, to purchase Newspaper – N/Avail 

the assets and assume the liabilities of the Edgerton and Leota, 

Minnesota, offices of Bremer Bank, National Association, 

Marshall, Minnesota, and incident thereto establish a branch 

facility at 423 Main Street, Leota, Minnesota.* 

*Subject to the provisions of the Community Reinvestment Act. 

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

Ending date of 

Type Application comment period 

CIC Change in control notice by Curtis J. Neumann to gain control of 

First Hawley Bancshares, Inc. Hawley, Minnesota, and thereby 

indirectly gain control of First National Bank, Hawley, 

Minnesota. 

CIC Change in control notice by Helen M. Olson to gain control of 

First Hawley Bancshares, Inc. Hawley, Minnesota, and thereby 

indirectly gain control of First National Bank, Hawley, 

Minnesota. 

CIC Change in control notice by the Neumann Family Limited 

Partnership of Detroit Lakes, Minnesota to gain control of First 

Hawley Bancshares, Inc. Hawley, Minnesota, and thereby 

indirectly gain control of First National Bank, Hawley, 

Minnesota. 

Fed Reg- 03/31/2003 

Newspaper- N/Avail 

Fed Reg-03/31/2003 

Newspaper- N/Avail 

Fed Reg- 03/31/2003 

Newspaper- N/Avail 

*Subject to the provisions of the Community Reinvestment Act. 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

168759 American State Bank of Olivia, 11/18/2002 03/11/2003 S X 

Olivia, Minnesota 

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, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch First State Bank, N.M., Taos, New Mexico, to establish a branch Newspaper - 03/13/2003 

at 3000 Central Boulevard, SE, Albuquerque, New Mexico. 

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

Ending date of 

Type Application comment period 

3(a)(1) Steele Street Bank Corporation, Denver, Colorado, to become a 

bank holding company through the acquisition of 100 percent of 

the voting shares of Steele Street State Bank, Denver, Colorado 

(in organization). 

Newspaper - 04/07/2003 

Fed Reg - N/Avail 

3(a)(3) Central Financial Corporati on, Hutchinson, Kansas, to acquire 

up to 45 percent of the voting shares of Mid-American Bancorp, 

Inc., parent of Heartland Ba nk, both in Jewell, Kansas. 

Newspaper - N/Avail 

Fed Reg - N/Avail 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

555658 Sheridan State Bank 

29 N. Gould Street 

Sheridan, Wyoming 82801-6316 

12656 State Bank of Burden 

333 Main Street 

Burden, Kansas 67019 

255659 Bank of Colorado 

1609 East Harmony Road 

Fort Collins, Colorado 80525-3238 

12/09/2002 03/10/2003 O X 

12/09/2002 03/11/2003 S X 

12/02/2002 03/14/2003 O X 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None 
District 11 

Federal Reserve Bank of Dallas 

Applications and notifications filed during the week ending Saturday, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Peoples Bank, Lorenzo, TX, to establish a branch at Newspaper - 03/21/2003 

3801 34th Street, Lubbock, TX 79410* 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, March 15, 2003 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch 1 st Pacific Bank of California, San Diego, California, to establish Newspaper – 03/18/2003 

a branch facility to be located at 8889 Rio San Diego Drive, San 

Diego, California.* 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

CIC Notice by Alan Wilber Rolley, Dallas, Texas, and Blake Alan Newspaper – N/Avail 

Rolley, Flagstaff, Arizona, acting in concert, to increase their Fed Reg – 02/04/2003 

ownership up to 33.06 percent of Arizona Bancshares, Inc., 

Flagstaff, Arizona.* 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 impl emented by Regulation BB ( 12 CFR 228). The regulation 

was revised in May 1995. 

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

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

for deposit facilities. 

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

Federal bank regulators use the following performance levels to rate an ins titution'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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None