Federal Reserve Release 

H.2 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 27 

Week Ending July 6, 2002 

Board of Governors of the Federal Reserve System, Washington, DC 20551 
H.2 Board Actions June 30, 2002 to July 6, 2002 

Bank Holding Companies 

First Southern Bancshares, Inc., Carbondale, Illinois -- request for reconsideration of 

approval by the Federal Reserve Bank of St. Louis of the application to acquire Shawnee 

Bancshares, Inc., Grand Tower, and thereby indirectly acquire Shawnee State Bank. 

- Denied, July 5, 2002 

(AC) = Addition or Correction Board - Page 1 of 1 
June 30, 2002 to July 6, 2002

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

Allfirst Bank, Baltimore, Maryland -- to establish branches at 6832 Old Dominion Drive, 

McLean, Virginia, and 10254 Main Street, Fairfax.

- Approved, July 3, 2002 

Richmond

Barnes Banking Company, Kaysville, Utah -- to establish a branch at 780 East Fort 

Union Boulevard, Midvale.

- Approved, July 1, 2002 

Secretary

Community Bank, Granbury, Texas -- to establish a branch at 6904 Colleyville 

Boulevard, Colleyville.

- Approved, July 3, 2002 

Dallas

Compass Bank, Birmingham, Alabama -- to establish branches at (1) the intersection of 

Liberty Parkway and Urban Center Parkway; (2) the intersection of Farm-to-Market 

544 and Murphy Road, Murphy, Texas; (3) 3101 Matlock Road, Mansfield; and (4) at 

the intersection of 64th Avenue and Indiana Street, Arvada, Colorado.

- Approved, July 5, 2002 

Atlanta

MontroseBank, Montrose, Colorado -- to establish a branch at 102 North Grand 

Avenue, Delta.

- Approved, July 5, 2002 

Kansas City

New Peoples Bank, Inc., Honaker, Virginia -- to establish a branch at 419 Shawnee 

Avenue East, Big Stone Gap.

- Approved, July 5, 2002 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority June 30, 2002 to July 6, 2002

Bank Branches, Domestic

Pinnacle Bank, Papillion, Nebraska -- to establish a branch at 3500 Faulkner Drive, 

Lincoln.

- Approved, July 5, 2002 

Kansas City

Bank Holding Companies

Bancshares of Florida, Inc., Naples, Florida -- to acquire Bank of Florida, Ft. 

Lauderdale, a de novo bank.

- Approved, July 1, 2002 

Atlanta

Commerce Bancshares, Inc., Franklin, Tennessee -- to make, acquire, broker, or service 

loans or other extensions of credit through the acquisition of Citizens Corporation, and 

thereby provide data processing services through Financial Data Technology Corporation 

and engage in general insurance agency services in a town of less than 5,000 through 

Citizens & Peoples Insurance, Inc., Grant, Alabama, both subsidiaries of Citizens 

Corporation.

- Withdrawn, July 1, 2002 

St. Louis

First Security Group, Inc., Chattanooga, Tennessee -- to acquire First State Bank, 

Maynardville.

- Approved, July 5, 2002 

Atlanta

Legacy Bancorp, Inc., Milwaukee, Wisconsin -- to engage de novo in extending credit 

through Legacy Redevelopment Corporation.

- Withdrawn, July 3, 2002 

Chicago

Orchid Financial Bancorp, Inc., Saint Charles, Illinois -- to become a bank holding 

company through the acquisition of American Eagle Bank, South Elgin, a de novo bank.

- Approved, July 5, 2002 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority June 30, 2002 to July 6, 2002

Bank Holding Companies

TCF Financial Corporation, Wayzata, Minnesota -- to acquire shares of MainStreet 

Bankshares, Inc., Martinsville, Virginia.

- Withdrawn, July 1, 2002 

Minneapolis

Texas National Bancshares, Inc., Tomball, Texas, and Tomball Capital Corporation, 

Wilmington, Delaware -- to become bank holding companies through the acquisition of 

Texas National Bank, Tomball.

- Approved, July 5, 2002 

Dallas

Wheeler Bancshares, Inc., Alamo, Georgia -- to become a bank holding company 

through the acquisition of Wheeler County State Bank.

- Returned, July 3, 2002 

Atlanta

Bank Mergers

AmericanWest Bancorporation, Spokane, Washington -- to merge with Latah 

Bancorporation, Latah, and thereby indirectly acquire Bank of Latah, Saint Maries, Idaho.

- Approved, July 5, 2002 

San Francisco

Farmers State Bank of Madelia, Incorporated, Madelia, Minnesota -- to purchase certain 

assets and assume certain liabilities of Merchants State Bank of Lewisville, Lewisville, and 

establish a branch at 301 West Lewis Street.

- Approved, July 3, 2002 

Minneapolis

Pinnacle Bank, Papillion, Nebraska -- to merge with The Beatrice National Bank and 

Trust Company, Beatrice, and establish branches.

- Approved, July 3, 2002 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority June 30, 2002 to July 6, 2002

Banks, Foreign

Banque Sudameris, S.A., Paris, France -- to convert its Miami agency into a branch.

- Withdrawn, July 3, 2002 

New York

The Royal Bank of Scotland Group plc, Edinburgh, Scotland, The Royal Bank of 

Scotland plc, RBSG International Holdings; Citizens Financial Group, Inc., Providence, 

Rhode Island; and Citizens Bank of Massachusetts, Boston, Massachusetts -- request for 

a waiver of application requirement to acquire Medford Bancorp, Inc., Medford, and 

thereby merge Medford Bancorp's subsidiary bank, Medford Savings Bank, with Citizens 

Financial Group's subsidiary bank, Citizens Bank of Massachusetts.

- Granted, July 1, 2002 

Secretary

Change In Bank Control

Madison Bancshares Group, Ltd., Blue Bell, Pennsylvania -- change in bank control.

- Permitted, July 2, 2002 

Philadelphia

Competitive Factors Reports

Abington Savings Bank, Abington, Massachusetts -- report on competitive factors of the 

proposed merger with Massachusetts Co-operative Bank, Quincy.

- Submitted, July 2, 2002 

Boston

Atlantic Coast Federal, Waycross, Georgia -- report on competitive factors of the 

proposed merger with Interim Two FSA, in connection with the reorganization of a 

mutual holding company.

- Submitted, July 3, 2002 

Atlanta

Bank of the West, El Paso, Texas -- report on competitive factors of the proposed 

merger with New BOTW, Inc., El Paso, an interim merger.

- Submitted, July 3, 2002 

Dallas

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority June 30, 2002 to July 6, 2002

Competitive Factors Reports

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

proposed merger with CBC Merger Company.

- Submitted, July 2, 2002 

San Francisco

Gateway Business Bank, Lakewood, California -- report on competitive factors of the 

proposed acquisition of the Laguna Hills branch of EOS Bank, San Mateo.

- Submitted, July 2, 2002 

San Francisco

Pacific Western National Bank, Santa Monica, California -- report on competitive factors 

of the proposed merger with Marathon National Bank, Los Angeles.

- Submitted, July 3, 2002 

San Francisco

Panasia Bank, National Association, Fort Lee, New Jersey -- report on competitive 

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

liabilities of the Annandale, Virginia, branch of National Penn Bank, Boyertown, 

Pennsylvania.

- Submitted, July 2, 2002 

New York

The Weakley County Bank, Dresden, Tennessee -- report on competitive factors of the 

proposed merger with First State Bank, Kenton; City State Bank, Martin; and The Bank 

of Sharon, Sharon.

- Submitted, July 2, 2002 

St. Louis

Wells Fargo Bank Texas, National Association, San Antonio, Texas -- report on 

competitive factors of the proposed merger with The First National Bank of Amarillo, 

Amarillo.

- Submitted, July 5, 2002 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority June 30, 2002 to July 6, 2002

Extensions Of Time

Citibank, N.A., New York, New York -- extensions to August 18, 2003, and August 

21, 2003, to divest interests in certain properties. 

- Granted, July 1, 2002 

Secretary

Commercial Bancshares, Inc., Maryland Heights, Missouri -- extension to August 18, 

2002, to become a bank holding company through the acquisition of Commercial Bank.

- Granted, July 3, 2002 

St. Louis

F.N.B. Corporation, Naples, Florida -- extension to October 4, 2002, to acquire shares 

of Sun Bancorp, Inc., Selinsgrove, Pennsylvania, and indirectly aquire its subsidiary bank, 

Sun Bank.

- Granted, July 3, 2002 

Atlanta

Prairieland Employee Stock Ownership Plan, Bushnell, Illinois -- extension to October 

15, 2002, to acquire shares of Prairieland Bancorp, Inc. and thereby indirectly acquire 

Farmers & Merchants State Bank.

- Granted, July 5, 2002 

Chicago

(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, July 6, 2002 

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)(1) Randolph Bancorp, Stoughton, Massachusetts - to form a mutual Newspaper - 07/19/2002 

bank holding company through the acquisition of Randolph Fed Reg - 07/25/2002 

Savings Bank, Randolph, Massachusetts 

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 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 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, July 6, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch HSBC Bank USA, Buffalo, New York, to establish a branch 

office at 18520 Colima Road, Rowland Heights, Los Angeles, 

California. 

Branch JP Morgan Chase Bank, New York, New York, to establish a 

branch office at 39 Smith Street, Nanue, New York. 

Branch/Repre- Deutsche Hyp Hyopthekenbank Frankfurt-Hamburg AG, 

sentive Office Frankfurt, Germany, to establish a branch in New York, New 

York, and representative offices in Chicago, Illinois and Los 

Angeles, California. 

07/12/2002 

07/25/2002 

07/29/2002 

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 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 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, July 6, 2002 

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 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 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, July 6, 2002 

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 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 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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, July 6, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Four Oaks Bank & Trust Company, Four Oaks, North Carolina, Newspaper - 07/16/2002 

to establish a branch at 406 East Main Street, Wallace, North 

Carolina.* 

*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)(3) Community First Financial Corporation, Lynchburg, Virginia, to 

acquire 9.3% of the voting securities of Highlands Community 

Bank (in organization), Covington, Virginia.* 

Fed Reg - N/Avail 

Newspaper - N/Avail 

3(a)(5) Capital Bank Corporation, Raleigh, North Carolina, to acquire 

100% of the voting shares of High Street Corporation, Asheville, 

North Carolina.* 

Fed Reg - N/Avail 

Newspaper - N/Avail 

*Subject to the provisions of the Community Reinvestment Act. 

Section III – Applications subject to Federal Register notice only 

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 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

697978 Community Bank of Tri-County 

3035 Leonardtown Road 

Waldorf, Maryland 20601 

831727 Second Bank & Trust 

102 South Main Street 

Culpeper, Virginia 22701-3028 

904425 Bank of the Eastern Shore 

301 Crusader Road 

Cambridge, Maryland 21613-2503 

105222 Virginia Community Bank 

114 Industrial Drive 

Louisa, Virginia 23093 

04/15/2002 06/30/2002 S X 

04/15/2002 06/30/2002 S X 

04/22/2002 07/04/2002 S X 

04/22/2002 07/05/2002 S X 

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, July 6, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18(c) Colonial Bank, Montgomery, Alabama, to merge with Palm 

Beach National Bank & Trust Company, Palm Beach, Florida. 

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

located at the intersection of Blanco Road and North Texas 1604 

Loop West, San Antonio, Texas, to be known as the San 

Antonio - Blanco Branch. 

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

located at the intersection of East Thomas Road and North 40th 

Street, Phoenix, Arizona, to be known as the Phoenix - Thomas 

Branch. 

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

located at the intersection of Glade Road and Heritage Avenue, 

to be known as the Fort Worth - Glade Branch. 

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

located at the intersection Rufe Snow Drive and North Tarrant 

Parkway, to be known as the Fort Worth- Rufe Snow Branch. 

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

located at the intersection of FM 407 and Morris Road, Dallas, 

Texas, to be known as the Dallas - Morris Branch. 

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

located at the intersection of South Yosemite Street and Kimmer 

Drive, Denver, Colorado, to be known as the Denver-Yosemite 

Branch. 

Branch Riverside Bank of the Gulf Coast, Cape Coral, Florida, to 

establish a branch located at 1099 N. Tamiami Trail, Nokomis, 

Florida. 

Branch Riverside Bank of the Gulf Coast, Cape Coral, Florida, to 

establish a branch located at 9820 Stringfellow Road, Pine 

Island, Florida. 

07/27/2002* 

07/11/2002* 

07/11/2002* 

07/11/2002* 

07/11/2002* 

07/11/2002* 

07/11/2002* 

07/07/2002* 

07/07/2002* 

*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)(5) The Colonial BancGroup, Inc., Montgomery, Alabama, to merge 

with Palm Beach National Holding Company, and thereby 

acquire Palm Beach National Bank and Trust Company, both of 

Palm Beach, Florida. 

3(a)(1) First Georgia Holding, Inc., Brunswick, Georgia, to become a 

bank holding company by acquiring First Georgia Bank, 

Brunswick, Georgia. 

3(a)(1) Swann BancShares, Inc., Wedowee, Alabama, to become a bank 

holding company by acquiring Bank of Wedowee, Wedowee, 

Alabama. 

3(a)(1) United Community Bankshares of Florida, Inc., Orlando, 

Florida, to become a bank holding company by acquiring United 

Heritage Bank, Orlando, Florida. 

3(a)(1) United Community Bankshares of Florida, Inc., Orlando, 

Florida, to become a bank holding company by acquiring 

Community National Bank of Mid-Florida, Lake Mary, Florida. 

Fed Reg - 07/29/2002* 

Fed Reg – 06/17/2002* 

Fed Reg – 08/05/2002* 

Fed Reg - 08/02/2002* 

Fed Reg – 08/02/2002* 

*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 

COM Community First, Inc., Columbia, Tennessee, commitment 

waiver request. 
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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

642437 Bank of Forest 04/01/2002 07/08/2002 S X 

Post Office Box 60 

Forest, Mississippi 39074 

(601) 469-3663 

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, July 6, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period

Branch North Shore Community Bank & Trust Company, Wilmette, Newspaper – 07/28/2002 

Illinois, to establish a branch facility to be located at 7800 

Lincoln Avenue, Skokie, Illinois.* 

* 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) &4(c)(8) Marshall & Ilsley Corporation, Milwaukee, Wisconsin, to 

acquire 100 percent of the voting shares of Mississippi Valley 

Bancshares, Inc., St. Louis, Mssouri and thereby indirectly 

acquire Southwest Bank of St. Louis, St. Louis, Missouri, 

Southwest Bank, Belleville, Illinois, Southwest Bank of 

Phoenix, Phoenix, Arizona and their nonbanking subsidiaries.* 

Fed Reg – N/Avail 

Newspaper – N/Avail 

4(c)(8) Salin Bancshares, Inc., Indianapolis, Indiana, to acquire 100 

percent of the voting shares of Blue River Federal Savings Bank, 

Edinburgh, Indiana.* 

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 

Membership The Farmers & Mechanics Bank, Galesburg, Illinois, to become 

a member in the Federal Reserve System. 
Section IV – Applications not subject to Federal Register or newspaper notice 

Type Application 

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

to acquire, indirectly through its subsidiary, Metavante 

Corporation, substantially all of the assets of PAYTRU$T, INC., 

Lawrenceville, New Jersey. 

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 instit ution'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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

678744 Central State Bank 12/10/2001 07/03/2002 S X 

102 N. Main Street 

Elkader, Iowa 52043 

(563) 245-2110 

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, July 6, 2002 

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 

3A1 Aviston Financial Corporation, Trenton, Illinois, to become a 

bank holding company by acquiring 100 percent of the voting 

shares of Aviston Bancorp, Inc., Aviston, Illinois, and thereby 

indirectly acquire its subsidiary bank, State Bank of Aviston, 

Aviston, Illinois. (Previously submitted during the week ending 

June 29, 2002)* 

3A3 State Capital Corporation, Greenwood, Mississippi, to acquire 

up to 100 percent of Mississippi Southern Bank, Port Gibson, 

Mississippi.* 

Newspaper – 08/02/2002 

Fed Reg – 08/02/2002 

Newspaper – N/Avail Fed 

Reg – 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 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

663450 Bank of Louisiana 

Louisiana, Missouri 03/18/2002 07/03/2002 S X 

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, July 6, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18(c) & Branch Dakota Bank, Mendota Heights, Minnesota, to merge with The 07/17/2002 

Midway National Bank of St. Paul, St. Paul, Minnesota. In 

addition, Dakota Bank proposes to relocate its main office to the 

St. Paul, Minnesota, main office location of the target bank and 

retain its existing main office as a branch. Dakota Bank also 

proposes to retain the three branch offices of the target bank 

located in Apple Valley, Bloomington, and Burnsville, 

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 

3(a)(3) Hazen Bancorporation, Inc., Hazen, North Dakota to acquire 

15.5 percent of North Star Holding Company, Inc., Jamestown, 

North Dakota, which owns Stutsman County State Bank, 

Jamestown, North Dakota.* 

3(a)(1) Marquette Financial Companies, Minneapolis, Minnesota to 

become a bank holding company by acquiring 100% of the 

outstanding voting shares of CBA Bancshares, Inc., 

Minneapolis, Minnesota and its subsidiary bank, Community 

Bank of Arizona, N.A., Wickenburg, Arizona.* 

3(a)(3) McIntosh County Bank Holding Company, Inc., Ashley, North 

Dakota, to acquire 30.9 percent of North Star Holding Company, 

Inc., Jamestown, North Dakota, which owns Stutsman County 

State Bank, Jamestown, North Dakota.* 

CIC Wayne A. Stroup, Garrison, North Dakota to gain control of 

North Star Holding Company, Inc., Jamestown, North Dakota 

and thereby indirectly gain control of Stutsman County State 

Bank, Jamestown, North Dakota. 

Fed Reg – 08/02/2002 

Newspaper – N/Avail 

Fed Reg – 08/05/2002 

Newspaper – N/Avail 

Fed Reg – 08/02/2002 

Newspaper – 07/25/2002 

Fed Reg – 07/23/2002 

Newspaper – 07/15/2002 
Section II – Applications subject to both newspaper and Federal Register notice 

Ending date of 

Type Application comment period 

CIC The R.J. Doornek Trust and R.J. Doornek, as an individual and 

trustee of the trust, Wolf Point, Montana, to gain control of 

Western Holding Company of Wolf Point, Wolf Point, Montana, 

and thereby indirectly gain control of Western Bank of Wolf 

Point, Wolf Point, Montana. 

Fed Reg – 07/11/2002 

Newspaper – 07/26/2002 

3(a)(3) Wishek Bancorporation, Inc., Wishek, North Dakota, to acquire 

30.9 percent of North Star Holding Company, Jamestown, North 

Dakota, Which owns Stutsman County State Bank, Jamestown, 

North Dakota.* 

Fed Reg – 08/02/2002 

Newspaper – N/Avail 

CIC John M. Morrison Florida Intangible Trust #5 dated 5/16/02 

Naples Florida, to gain control of Central Bancshares, Inc., 

Golden Valley, Minnesota, and thereby indirectly gain control of 

Central Bank, Stillwater, Minnesota. 

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 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 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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, July 6, 2002 

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)(1) First Commerce Financial Corporation, Marysville, Kansas, to 

become a bank holding company through the acquisition of 100 

percent of the voting shares of First Commerce Bank, National 

Association, Marysville, Kansas, a de novo bank. 

3(a)(3) Nebraska Bankshares, Inc., Farnam, Nebraska, to retain 12.7 

percent and to acquire an additional .3 percent, for a total of 13 

percent of the voting shares of Stockmens Financial 

Corporation, Rapid City, South Dakota, parent of Security First 

Bank, Sidney, Nebraska; BW Holdings, Inc., Castle Rock, 

Colorado; and BankWest, Castle Rock, Colorado. 

3(a)(3) First York Ban Corp., York, Nebraska, to acquire an additional 

.4 percent, for a total of 22.28 percent of the voting shares of 

NebraskaLand Financial Services, Inc., parent of NebraskaLand 

National Bank, both of North Platte, Nebraska. 

Newspaper - 07/29/2002 

Fed Reg - 07/26/2002 

Newspaper - 07/22/2002 

Fed Reg - 07/22/2002 

Newspaper - N/Available 

Fed Reg - N/Available 

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 

18(c) Pinnacle Bank, Papillion, Nebraska to merge with The Beatrice 

National Bank and Trust Company, Beatrice, Nebraska, and 

incident thereto, to establish additional branches. 

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 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 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, July 6, 2002 

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)(5) Sterling Bancshares, Inc., Houston, TX, to acquire ENB Fed Reg – 07/29/2002 

Bankshares, Inc., Dallas, TX, and indirectly ENB Delaware Newspaper – 07/28/2002 

Bankshares, Inc., Wilmington, DE, and Eagle National Bank, 

Dallas, TX* (previously reported the week ending June 29, 

2002) 

*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 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 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, July 6, 2002 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Hanmi Bank, Los Angeles, California, to establish a branch facility 

to be located at 2370 Crenshaw Boulevard, Suite I/H, Torrance, 

California.* 

Branch Oak Valley Community Bank, Oakdale, California, to establish a 

branch facility to be located at 4120 Dale Road, Modesto, 

California* 

5d3 Bank of Hawaii, Honolulu, Hawaii, to merge with First Savings and 

Loan Association of America, Dededo, Guam.* 

Newspaper – 06/25/2002 

Newspaper – 07/04/2002 

Newspaper – 07/29/2002 

* 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 F. Kemper Freeman, Jr., Betty J. Freeman, Suzanne L. McQuaid, 

Amy C. Schreck, Bellevue Square Managers I Limited Partnership, 

and Bellevue Square Managers, Inc., all of Bellevue, Washington, 

to acquire ownership of 15.85 percent of First Mutual Bancshares, 

Inc., Bellevue, Washington.* 

3(a)(3) UCBH Holdings, Inc., San Francisco, California, to acquire 25 

percent of the outstanding shares of Bank of Canton of California, 

San Francisco, California.* 

Newspaper – N/Avail Fed 

Reg – 07/24/2002 

Newspaper – 08/09/2002 

Fed Reg – 08/05/2002 

* 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 

3(a)(5)(C) Center Financial Corproation, Los Angeles, California, to become a 

bank holding company by acquiring 100 percent of California 

Center Bank, Los Angeles, California. 

Section V – Availability of CRA public evaluations 

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

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

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

revised in May 1995. 

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

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

facilities. 

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

982263 Santa Lucia Bank 

7480 El Camino Real 

Atascadero, CA 93422 

(805) 466-7087 

528568 Harris Trust Bank of Arizona 

6720 N. Scottsdale Rd., Suite 111 

Scottsdale, Arizona 85253 

(480) 951-4900 

03/04/2002 07/02/2002 S 

03/04/2002 07/03/2002 S X 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None 

X