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 17, 2001

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions March 11, 2001 to March 17, 2001

Testimony And Statements

Payment of interest on reserves -- statement by Governor Meyer before the House 

Financial Services Subcommittee on Financial Institutions and Consumer Credit.

- Published, March 13, 2001 

Bank Holding Companies

Citigroup Inc., New York, New York -- interpretation of Tier 2 capital guidelines on 

subordinated debt.

- Released, March 7, 2001 (AC)

Fifth Third Bancorp, Cincinnati, Ohio, and Fifth Third Financial Corporation -- to acquire 

Old Kent Bank Financial Corporation, Grand Rapids, Michigan, and thereby acquire its 

subsidiary banks and nonbanking subsidiaries; and election for Fifth Third Financial 

Corporation to become a financial holding company.

- Approved, March 12, 2001 

Friedman, Billings, Ramsey Group, Inc., Arlington, Virginia; FBR Bancorp, Inc.; Money 

Management Associates, Inc.; and Money Management Associates (LP), Inc. -- to 

become bank holding companies through the acquisition of Money Management 

Associates, L.P., Bethesda, Maryland, and thereby acquire FBR National Bank; and 

election to become financial holding companies.

- Approved, March 12, 2001 

Mitsubishi Tokyo Financial Group, Inc., Tokyo, Japan, a de novo organization -- to 

become a bank holding company through the acquisition of The Bank of TokyoMitsubishi, Ltd. and The Mitsubishi Trust and Banking Corporation and their U.S. 

banking and nonbanking subsidiaries.

- Approved, March 14, 2001 

Enforcement

Bankers Trust Company, New York, New York -- order dismissing the notice of 

charges and related notices issued on October 29, 1998, against Guillaume Henri Andre 

Fonkenell, a former institution-affiliated party.

- Authorized, March 14, 2001 

(AC) = Addition or Correction Board - Page 1 of 1
March 11, 2001 to March 17, 2001

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulatio

Consumer and Community Affai

Federal Open Market Committ

Reserve Bank Operations and Payment

International Fiance

Office of Staff Director for Managemen

H.2 Actions under delegated authority

Bank Branches, Domestic

Bank of Colorado, Fort Lupton, Colorado -- to establish a branch at 205 Country 

Center Drive, Pagosa Springs.

- Approved, March 16, 2001 

Kansas City

Centennial Bank of the West, Eaton, Colorado -- to establish a branch at 2102 North 

Main Street, Longmont.

- Approved, March 12, 2001 

Kansas City

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 281 Broad Street, Elyria.

- Approved, March 13, 2001 

Cleveland

First American Bank, Carpentersville, Illinois -- to establish a branch at Randall and 

Silver Glen Roads, South Elgin.

- Withdrawn, March 12, 2001 

Chicago

Portage Community Bank, Ravenna, Ohio -- to establish a mobile branch serving 

Summit, Portage, and Stark Counties.

- Approved, March 15, 2001 

Cleveland

Southern Security Bank, Hollywood, Florida -- to establish a branch at 369 Palmetto 

Park Road, Boca Raton, and at 1000 Brickell Avenue, 9th Floor, Miami.

- Approved, March 14, 2001 

Atlanta

Bank Holding Companies

ABC Bancorp, Inc., Moultrie, Georgia -- to acquire Tri-County Bank, Trenton, Florida.

- Approved, March 16, 2001 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 8
H.2 Actions under delegated authority March 11, 2001 to March 17, 2001

Bank Holding Companies

Alpha Financial Group, Inc., Minonk, Illinois -- to engage de novo in extending credit and 

servicing loans.

- Approved, March 15, 2001 

Chicago

American State Bancshares, Inc., Great Bend, Kansas -- to become a bank holding 

company through the acquisition of American State Bank, National Association, a de 

novo bank.

- Approved, March 15, 2001 

Kansas City

Astra Financial Corporation, Prairie Village, Kansas -- to acquire shares of First Missouri 

Bancshares, Inc., Brookfield, Missouri, and thereby acquire First Missouri National Bank.

- Approved, March 15, 2001 

Kansas City

Bank One Corporation, Chicago, Illinois -- to increase its investment in community 

development activities conducted by its subsidiaries to more than 5 percent of its total 

consolidated capital stock and surplus.

- Approved, March 16, 2001 

Chicago

Edison Bancshares, Inc., Fort Myers, Florida -- waiver of a commitment.

- Granted, March 16, 2001 

Atlanta

First National Bank of Moose Lake Profit Sharing and ESOP, Moose Lake, 

Minnesota -- to become a bank holding company through the acquisition of shares of 

First Financial Services of Moose Lake, Inc.; and for the bank holding company to 

engage de novo in conducting general insurance agency activities in a town with a 

population of less than 5,000 through the acquisition of The First National Agency of 

Moose Lake.

- Approved, March 16, 2001 

Minneapolis

(AC) = Addition or Correction Delegated - Page 2 of 8
H.2 Actions under delegated authority March 11, 2001 to March 17, 2001

Bank Holding Companies

Innovative Bancorp, Calabasas, California -- to become a bank holding company through 

the acquisition of Bank of Oakland, Oakland.

- Approved, March 14, 2001 

San Francisco

United Financial Holdings, Inc., St. Petersburg, Florida -- to acquire First Security Bank, 

Sarasota.

- Approved, March 16, 2001 

Atlanta

Wesbanco, Inc., Wheeling, West Virginia, and Wesbanco Bank, Inc. -- to acquire 

Freedom Bancshares, Inc., Belington, and for Wesbanco Bank, Inc. to merge with 

Belington Bank and establish branches.

- Approved, March 12, 2001 

Secretary

Banks, State Member

Placer Sierra Bank, Auburn, California -- to merge with Sacramento Commercial Bank, 

Sacramento, and establish a branch.

- Approved, February 22, 2001 (AC)

San Francisco

Change In Bank Control

FSB Bancorp, Inc., Altus, Oklahoma -- change in bank control.

- Permitted, March 14, 2001 

Kansas City

Jefferson County Bancshares, Inc., Festus, Missouri. -- change in bank control.

- Permitted, March 16, 2001 

St. Louis

(AC) = Addition or Correction Delegated - Page 3 of 8
H.2 Actions under delegated authority March 11, 2001 to March 17, 2001

Competitive Factors Reports

Bank of Greeneville, Greeneville, Tennessee -- report on competitive factors of the 

proposed acquisition of the Greeneville branch of First Community Bank of East 

Tennessee, Rogersville. 

- Submitted, March 13, 2001 

Atlanta

California Bank & Trust, San Diego, California -- report on competitive factors of the 

proposed merger with Antelope Valley Bank, Lancaster, and Eldorado Bank, Tustin.

- Submitted, March 13, 2001 

Secretary

Citizens Bank and Trust Company, Chillicothe, Missouri -- report on competitive factors 

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

Bank, Wilmington, Delaware.

- Submitted, March 9, 2001 (AC)

Kansas City

Citizens State Bank, Waukon, Iowa -- report on competitive factors of the proposed 

merger with First Postville Bancorporation, Inc., Postville.

- Submitted, March 16, 2001 

Chicago

Community National Bank, Chanute, Kansas -- report on competitive factors of the 

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

Kansas, branch of Commercial Federal Bank, Omaha, Nebraska, a federal savings bank.

- Submitted, March 14, 2001 

Kansas City

First Community Bank, Jonesboro, Arkansas -- report on competitive factors of the 

proposed merger with Pocahontas Federal Savings and Loan Association, Pocahontas.

- Submitted, March 12, 2001 

St. Louis

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

of the proposed merger with Prairie National Bank, Belle Plaine.

- Submitted, March 16, 2001 

Minneapolis

(AC) = Addition or Correction Delegated - Page 4 of 8
H.2 Actions under delegated authority March 11, 2001 to March 17, 2001

Competitive Factors Reports

First National Bank, Houston, Missouri -- report on competitive factors of the proposed 

merger with First National Bank, Mountain View.

- Submitted, March 13, 2001 

St. Louis

Fulton Bank, Lancaster, Pennsylvania -- report on competitive factors of the proposed 

purchase of certain assets and assumption of certain liabilities of the Kennett branch of 

Sovereign Bank, Wyomissing.

- Submitted, March 15, 2001 

Philadelphia

Industrial Savings and Loan Association, Bellevue, Ohio -- report on competitive factors 

of the proposed merger with Home Savings and Loan Company, Youngstown.

- Submitted, March 15, 2001 

Cleveland

Lincoln Federal Savings Bank of Nebraska, Lincoln, Nebraska -- report on competitive 

factors of a proposed corporate reorganization. 

- Submitted, March 12, 2001 

Kansas City

Merrick Bank Corporation, South Jordan, Utah -- report on competitive factors of the 

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

National Bank, Bridgewater, New Jersey.

- Submitted, March 16, 2001 

San Francisco

The National Bank, Bettendorf, Iowa -- report on competitive factors of the proposed 

purchase of certain assets and assumption of certain liabilities of the Aledo, Illinois, branch 

of Amcore Bank, National Association, Rockford.

- Submitted, March 16, 2001 

Chicago

Northwest Savings Bank, Warren, Pennsylvania -- report on competitive factors of the 

proposed merger with Heritage Trust Company, Erie.

- Submitted, March 16, 2001 

Cleveland

(AC) = Addition or Correction Delegated - Page 5 of 8
H.2 Actions under delegated authority March 11, 2001 to March 17, 2001

Competitive Factors Reports

Peoples State Bank, Manchester, Iowa -- report on competitive factors of the proposed 

merger with First Winthrop Bancorporation, Inc., Winthrop.

- Submitted, March 16, 2001 

Chicago

South Bay Bank, N.A., Torrance, California -- report on competitive factors of the 

proposed merger with South Bay Interim Bank, N.A.

- Submitted, March 13, 2001 

San Francisco

Sun Bank, Selinsgrove, Pennsylvania -- report on competitive factors of the proposed 

purchase of certain assets and assumption of certain liabilities of two branches of Mellon 

Bank, N.A., Pittsburgh.

- Submitted, March 13, 2001 

Philadelphia

Union Planters Bank, N.A., Memphis, Tennessee -- report on competitive factors of the 

proposed purchase of six branches of Jefferson Heritage Bank, Ballwin, Missouri.

- Submitted, March 13, 2001 

St. Louis

Wells Fargo Bank, N.A., San Francisco, California -- report on competitive factors of 

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

Security Bank, N.A., Ogden, Utah, and Wells Fargo Bank New Mexico, N.A., 

Albuquerque, New Mexico.

- Submitted, March 13, 2001 

Secretary

Woodstown National Bank & Trust Company, Woodstown, New Jersey -- report on 

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

liabilities of nine New Jersey branches of Sovereign Bank, Wyomissing, Pennsylvania.

- Submitted, March 15, 2001 

Philadelphia

(AC) = Addition or Correction Delegated - Page 6 of 8
H.2 Actions under delegated authority March 11, 2001 to March 17, 2001

Extensions Of Time

Amana Bancshares, Inc., Southfield, Michigan -- extension to June 22, 2001, to become 

a bank holding company through the acquisition of Amana Bank, Dearborn, a de novo 

bank.

- Granted, March 14, 2001 

Chicago

Capital City Bank, Tallahassee, Florida -- extension to June 1, 2001, to purchase certain 

assets and assume certain liabilities of six branches of First Union National Bank, 

Charlotte, North Carolina.

- Granted, March 1, 2001 (AC)

Atlanta

First American Bank, Carpentersville, Illinois -- extension to February 25, 2002, to 

establish a branch at Willow Road and Ravine Way, Glenview; to March 13, 2002, to 

establish a branch in Rolling Meadows Shopping Center at Golf and Algonquin Roads, 

Rolling Meadows; and to March 13, 2002, to establish a branch at Grand Avenue (State 

Route 132) and Stonebrook Drive, Gurnee.

- Granted, March 12, 2001 

Chicago

Santa Barbara Bank & Trust, Santa Barbara, California -- extension to June 13, 2001, to 

merge with Los Robles Bank, Thousand Oaks.

- Granted, March 14, 2001 

San Francisco

Financial Holding Companies

BCC Bankshares, Inc., Phenix, Virginia -- election to become a financial holding 

company.

- Effective, March 16, 2001 

Richmond

Hayward Bancshares, Inc., Eau Claire, Wisconsin -- election to become a financial 

holding company.

- Effective, March 16, 2001 

Minneapolis

(AC) = Addition or Correction Delegated - Page 7 of 8
H.2 Actions under delegated authority March 11, 2001 to March 17, 2001

Membership

Farmers & Mechanics Bank, Frederick, Maryland -- to become a member of the 

Federal Reserve System.

- Approved, March 13, 2001 

Richmond

(AC) = Addition or Correction Delegated - Page 8 of 8
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, March 17, 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

Change in Control Boston Federal Savings Bank Employee Stock Ownership Plan,

Burlington, Massachusetts - notification to acquire up to 24.9%

of the voting shares of BostonFed Bancorp, Inc., Burlington,

Massachusetts

Newspaper - 04/10/2001

Fed Reg - N/Avail.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, March 10, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Bank of Communications, People’s Republic of China, to

establish a representative office in Los Angeles, California .*

Newspaper – N/Avail

Branch Abbey National Treasury Services plc, London, United

Kingdom, to establish a branch in Stamford, Connecticut.*

Newspaper – 03/24/2001

Branch Manufacturers and Traders Trust Company to establish a branch

office in the Mid-City Plaza at 955-969 Payne Avenue, City of

North Tonawanda, Niagara county, New York.

Newspaper – N/Avail

Branch Banca Intesa, S.p.A., Milan, Italy, to establish branches in New

York, New York, and Chicago, Illinois, and an agency in Los

Angeles, California.

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)(1)/3(a)(5)/

4(c)(8)

Royal Bank of Canada, Montreal and Rock Merger Subsidiary,

Inc., Raleigh, North Carolina, to become bank holding

companies by acquiring Centura Banks, Inc. and Centrua Bank,

both of Rocky Mount, North Carolina.

Newspaper – N/Avail Fed

Reg – 04/12/2001

3(a)(1)/3(a)(3) Citigroup Inc., New York, New York, Citigroup Holding

Company, Wilmington, Delaware, Citibank, N.A., New York,

New York, and Citicorp, New York, New York, to acquire

European American Bank, Uniondale, New York.*

Newspaper – N/Avail Fed

Reg – 04/02/2001

* 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

25 Citibank, N.A., New York, New York, and Citibank Overseas

Investment Corporation, New Castle, Delaware, to make an

investment pursuant to Section 25 of the Federal Reserve Act.

25 Citigroup Inc., New York, New York, and Travelers Group

International LLC, New York, New York, to make an

investment pursuant to Section 25 of the Federal Reserve Act.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, March 17, 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, March 17, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Received notice on 03/12/2001 from Portage Community Bank,

Ravenna, OH of its intent to establish a mobile branch operation

throughout Portage, Summit, and Stark Counties, OH.

03/03/2001

18(c) Branch Received application on 03/13/2001 from Old Kent Bank, Grand

Rapids, MI to acquire certain branch offices of Old Kent Bank,

NA, Jonesville, MI.

Not Yet Known

18(c) Branch Received application on 03/13/2001 from Old Kent Bank, NA,

Jonesville, MI to acquire certain branch offices of Old Kent Bank,

Grand Rapids, MI.

Not Yet Known

18(c) Branch Received application on 03/13/2001 from Old Kent Bank, NA,

Jonesville, MI to merge with Fifth Third Bank, Indiana, St. Joseph,

MI and incident thereto establish branch facilities

Not Yet Known

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

Type Application

Ending date of

comment period

4(c)(8) Received application on 03/16/2001 from Charter One Financial,

Inc., Cleveland, OH to acquire Alliance Bancorp, Hinsdale, IL and

its subsidiaries.

Not Yet Known

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

Membership Received application on 03/13/2001 from Old Kent Bank, NA,

Jonesville, MI to become a member of the Federal Reserve

System.

Section V – Availability of CRA public evaluations

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

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

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

in May 1995.

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

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

facilities.

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

The federal bank regulators use the following four 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, March 17, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Allfirst Bank, Baltimore, Maryland, to establish a branch at

800 Bollinger Drive, Shrewsbury, Pennsylvania.*

Newspaper - 03/30/2001

*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)(1) Waccamaw Bankshares, Inc., Whiteville, North Carolina, to

become a bank holding company through the acquisition of

100% of the voting shares of Waccamaw Bank, Whiteville,

North Carolina.*

Fed Reg - 04/13/2001

Newspaper - 04/05/2001

3(a)(3) Carolina Financial Corporation, Charleston, South Carolina,

to aquire Crescent Bank, Myrtle Beach, South Carolina (an

organizing bank).*

Fed Reg - N/Avail

Newspaper - 04/13/2001

*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

25(a) First Union National Bank, Charlotte, North Carolina, to

establish two Agreement Corporations.

Member Waccamaw Bank, Whiteville, North Carolina, for membership in the Federal Reserve System.

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, March 17, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

523 Luckie Street, Atlanta, Georgia, to be known as the

Centennial Place Office.

03/15/2001*

*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

24A The Brand Banking Company, Lawrenceville, Georgia, request

to increase investment in bank premises.
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

WAIVR F.N.B. Corporation, Naples, Florida, application waiver request

for the proposed acquisition of F.N.B. Corporation, Hermitage,

Pennsylvania, and its subsidiaries, First National Bank of

Florida, Naples, Florida, Metropolitan National Bank,

Youngstown, Ohio, First National Bank of Pennsylvania,

Greenville, Pennsylvania, Reeves Bank, Beaver Falls,

Pennsylvania, Sun Bank, Selinsgrove, Pennsylvania, and

Farmers National Bank, Emlenton, Pennsylvania.

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, March 17, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Community Savings Bank, Robins, Iowa, for prior approval to

establish a branch at 3414 Mt. Vernon Rd. SE, Cedar Rapids,

Iowa.*

Newspaper – 03/24/2001

Merger &

 Branch

The Farmers Bank, Mt. Pulaski, Illinois, for prior approval to

acquire the Mt. Pulaski, Illinois branch office of Citizens

National Bank, Macomb, Illinois and thereby to establish a

branch.*

Newspaper – N/Avail

Branch First American Bank, Carpentersville, Illinois, for prior approval

to establish a branch at the northwest corner of the intersection

of Randall Road and Silver Glen Road, South Elgin, Illinois.*

Newspaper – 3/15/2001

Branch Johnson Bank, Racine, Wisconsin, for prior approval to establish

a branch at 701 North 8th Street, Sheboygan, Wisconsin.*

Newspaper – 3/14/2001

Branch Prairie Bank and Trust Company, Bridgeview, Illinois, for prior

approval to establish a branch at the southwest corner of 191st

and 88th Avenue, Mokena, Illinois.*

Newspaper – 3/28/2001

Merger &

 Branch

Rolling Hills Bank and Trust, Atlantic, Iowa, for prior approval

to merge with Rippey Savings Bank, Rippey, Iowa and thereby

to establish a branch at 214 Main Street, Rippey, 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)(5) AmericaUnited Bancorp, Inc., Schaumburg, Illinois, for prior

approval to acquire 100 percent of the voting shares of National

Bancorp, Inc., Sycamore, Illinois and thereby indirectly acquire

American National Bank of DeKalb County, Sycamore,

Illinois.*

Fed Reg – 3/09/2001

Newspaper – 3/24/2001
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

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, and Central Valley Bank, Ottumwa, Iowa.*

Fed Reg – 2/05/2001

Newspaper – 3/15/2001

3(a)(3) Grant County State Bancshares, Inc. Employees Stock

Ownership Plan, Swayzee, Indiana, for prior approval to acquire

an additional 1,620 shares (2.45%), for a total ownership of

19,813 shares (30.02%) of the voting shares of Grant County

State Bancshares, Inc., Swayzee, Indiana and thereby indirectly

acquire Grant County State Bank, Swayzee, Indiana.*

Fed Reg – 3/19/2001

Newspaper – 3/19/2001

3(a)(3) Heartland Bancorp, Inc., Bloomington, Illinois, for prior

approval to acquire 100 percent of the voting shares of Court

Acceptance Company, Pekin, Illinois and thereby indirectly

acquire First State Bank of Pekin, Pekin, Illinois.*

Fed Reg – 3/22/2001

Newspaper – 3/19/2001

3(a)(3) Ida Grove Bancshares, Inc., Ida Grove, Iowa, proposes to

acquire at least 80.1% and up to 100% of Alliance Bancshares,

Inc., Rockwell City, Iowa, and thereby indirectly acquire

Alliance Bank, Rockwell City, Iowa.*

Fed Reg – 3/12/2001

Newspaper – 3/09/2001

3(a)(3) Peotone Bancorp, Inc., Peotone, Illinois, for prior approval to

acquire 20.62 percent of the voting shares of SouthwestUSA

Corporation, Las Vegas, Nevada and thereby indirectly acquire

SouthwestUSA Bank (in organization), Las Vegas, Nevada.*

Fed Reg – 4/13/2001

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) Bank One Corporation, Chicago, Illinois, notification of intent to

expand its investment in existing community development

activities currently conducted by its subsidiaries.

Fed Reg – 3/13/2001

4(c)(8) Citizens Banking Corporation, Flint, Michigan, notification of

intent to acquire, through NYCE Corporation, Woodcliff Lake,

New Jersey, voting interests of SecureAccess Company, LLC.

Fed Reg – 3/20/2001

4(c)(8) Comerica Incorporated, Detroit, Michigan, notification of intent

to acquire, through NYCE Corporation, Woodcliff Lake, New

Jersey, voting interests of SecureAccess Company, LLC.

Fed Reg – 3/20/2001

4(c)(8) National Bancshares, Inc., Bettendorf, Iowa, for prior approval

to acquire 100 percent of the outstanding voting stock of

FirstCity Mortgage Corp., Bettendorf, Iowa, and to thereby

engage in making and servicing loans.

Fed Reg – 3/22/2001
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

4(c)(8) Hawarden Banshares, Inc., Hawarden, Iowa, for prior approval

to acquire G-W Insurance Services, Inc., Hawarden, Iowa.

3(a)(1)RN Hustisford Community Bancorp, Inc., Hustisford, Wisconsin, for

prior approval to become a bank holding company through the

acquisition of 100 percent of the voting shares of Hustisford

State Bank, Hustisford, Wisconsin.

4(c)(8) Marshall & Ilsley Corporation, Milwaukee, Wisconsin, for prior

approval to establish a joint venture to be known as Mortgagebot

LLC, Cedarburg, Wisconsin and thereby to provide mortgage

loan services directly to consumers via the Internet.

S/R Madison Holding Company, Winterset, Iowa, for prior approval

to redeem 124 shares of common stock.

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

728443 M&I Bank Southern Wisconsin

1 W. Main Street

P.O. Box 8998

Madison, Wisconsin 53708-8998

(608) 252-5800

12/20/1999 3/14/2001 O X

2685504 Warren Bank

30068 Schoenherr Road

Warren, Michigan 48093

(810) 498-3300

12/05/2000 3/14/2001 S 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, March 17, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Notice by Fifth Third Bank, Kentucky, Inc., Louisville,

Kentucky, to establish a branch at 1501 W. Broadway,

Louisville, Kentucky.*

3/23/2001

* 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

4(c)(8) Notice by Jefferson County Bancshares, Inc., Festus, Missouri,

to acquire Perry County Financial Corporation, Perryville,

Missouri, and its thrift subsidiary, Perry County Savings Bank,

FSB, Perryville, Missouri.*

Newspaper – 4/13/2001

Fed Reg – 4/16/2001

* 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

Commitments Request by Douglas T. Breeden, Chapel Hill, North Carolina,

for relief from commitments involving Community First

Financial Group, Inc., English, Indiana, and its subsidiary bank,

English State Bank, English, Indiana.
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, March 17, 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

3(a)(3) Glacier Bancorp, Inc., Kalispell, Montana, to acquire 100% of

the voting shares of Western Security Bank, Billings, Montana,

a de novo bank.*

Fed. Reg. – 04/13/2001

Newspaper – N/Avail.

3(a)(1) Alliance Bank Shares Corporation, Andover, Minnesota, for

prior approval to become a bank holding company through the

acquisition of 100% of the voting shares of 1st Regions Bank,

Andover, Minnesota, a de novo bank.*

Fed. Reg. – 04/06/2001

Newspaper – 04/09/2001

*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

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, March 17, 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

3(a)(1) Missouri Bancorp, Inc., Richmond, Missouri, for prior approval

to become a bank holding company through the acquisition of

100 percent of the voting shares of Community Bank of

Missouri, Richmond, Missouri, a de novo bank.

Newspaper – 04/13/2001

Fed Reg – 04/16/2001

3(a)(1) Shamrock Bancshares Employee Stock Ownership Plan,

Coalgate, Oklahoma, for prior approval to become a bank

holding company through the acquisition of an additional .74

percent, for a total of 25.08 percent of the voting shares of

Shamrock Bancshares, Inc., Coalgate, Oklahoma, and thereby

indirectly acquire First National Bank, Coalgate; First National

Bank, Mountain View; Bryan County National Bank, Caddo;

Clayton State Bank, Clayton, and First Bank of Apache, Apache,

all of Oklahoma.

Newspaper – 03/23/2001

Fed Reg – 04/02/2001

3(a)(3) First Okmulgee Corporation, Okmulgee, Oklahoma, for prior

approval to acquire 8 percent of the initial issue of voting shares

of Missouri Bancorp, Inc., Richmond, Missouri.

Newspaper – 04/13/2001

Fed Reg – 04/16/2001

CIC J. David Burrage 1985 Trust – David Burrage, Trustee, Antlers,

Oklahoma, for approval to retain 25.34 percent of the voting

shares of First Antlers Bancorporation, Inc., Antlers, Oklahoma.

Newspaper – 04/10/2001

Fed Reg – 04/03/2001

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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, March 17, 2001

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Security State Bank, Pecos, TX, to establish a branch office at

109 Highway 90, Marathon, TX, 79842*

03/23/2001

*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)(5) Community Bank Holdings of Texas, Inc., Corsicana, TX, and

Corsicana Holding, Inc., Dover, DE, to acquire

Eagle Bancshares, Inc., Fairfield, TX,

Fairfield Holdings, Inc., Wilmington, DE,

First National Bank, Fairfield, TX, and

Texas Bank, SSB, Buffalo, TX*

Fed Reg – 04/13/2001

Newspaper – N/Avail

4(c)(8) East Texas Financial Corporation, Kilgore, TX, to engage in

operating a savings association by acquiring

East Texas Financial Services, Inc., Tyler, TX, and

First Federal Savings and Loan Association, Tyler, TX*

Fed Reg – 04/13/2001

Newspaper – 04/07/2001

*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

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, March 17, 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

3(a)(1) SouthwestUSA Corporation to become a bank holding company

by acquiring SouthwestUSA Bank, both of Las Vegas, Nevada.

Newspaper – 03/21/2001

Fed Reg – 03/26/2001

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

3(a)(5)(C) Coast Bancorp to become a bank holding company by acquiring

Coast National Bank, both of San Luis Obispo, California.

3(a)(5)C) Center Financial Corporation to become a bank holding

company by acquiring California Center Bank, both of Los

Angeles, California.
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Waiver Zions Bancorporation, Salt Lake City, Utah, requests waiver of

any Bank Holding Company Act application requirement in

connection with its proposed merger with Eldorardo Bancshares,

Inc., and thereby acquiring Eldorado’s wholly-owned

subsidiaries, Antelope Valley Bank and Eldorado Bank.

4(c)(8) Greater Bay Bancorp, Palo Alto, California, to acquire CAPCO

Financial Company, Inc., Bellevue, Washington.

4(c)(8) Wells Fargo & Company, San Francisco, California, to acquire

ACO Brokerage Holdings Corporation, Chicago, Illinois.

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