Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 47

Week Ending November 25, 2006

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions November 19, 2006 to November 25, 2006

Bank Holding Companies

Regions Financial Corporation, Birmingham, Alabama -- commenter's request for 

reconsideration of the Board's approval of the application to acquire AmSouth 

Bancorporation and its subsidiary bank, AmSouth Bank.

- Denied, November 22, 2006 

Regulations And Policies

Electronic Fund Transfers (Regulation E) -- publication for comment of an 

amendment to create an exception from the terminal receipt requirement for smalldollar transactions (Docket No. R-1270).

- Approved, November 22, 2006 

Electronic Fund Transfers (Regulation E) -- final amendments to Regulation E and 

its official staff commentary regarding consumer authorization requirements for 

electronic collection of returned item fees (Docket No. R-1265).

- Approved, November 22, 2006 

Enforcement

United National Corporation, Sioux Falls, South Dakota, First Premier Bank, and 

Premier Bankcard, Inc. -- written agreement dated September 23, 2003, terminated 

November 17, 2006.

- Announced, November 22, 2006 

(AC) = Addition or Correction Board - Page 1 of 1
November 19, 2006 to November 25, 2006

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

First Financial Bank, El Dorado, Arkansas -- to establish a branch at 2300 East 

Main Street.

- Approved, November 22, 2006 

St. Louis

First State Bank, Menard, Texas -- to establish a branch at 101 West San Saba 

Avenue.

- Approved, November 21, 2006 

Dallas

Libertyville Bank & Trust Company, Libertyville, Illinois -- to establish a branch at 

229 East State Road, Island Lake.

- Approved, November 20, 2006 

Chicago

Peoples Bank, Lawrence, Kansas -- to establish a branch at 3045 Iowa Street.

- Approved, November 20, 2006 

Kansas City

Peoples Bank, Lawrence, Kansas -- to establish a branch at 7300 Jefferson Street, 

Northeast, Albuquerque, New Mexico.

- Approved, November 20, 2006 

Kansas City

SunTrust Bank, Atlanta, Georgia -- to establish a branch at 929 West 36th Street, 

Baltimore, Maryland.

- Approved, November 21, 2006 

Secretary

Bank Holding Companies

Atlantic Southern Financial Group, Inc., Macon, Georgia -- to merge with Sapelo 

Bancshares, Inc., Darien, and thereby acquire Sapelo National Bank.

- Approved, November 20, 2006 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 5
H.2 Actions under delegated authority November 19, 2006 to November 25, 2006

Bank Holding Companies

Bankers' Bancorp, Inc., Springfield, Illinois -- to acquire shares of Bankers' Banc 

Investment Services, LLC, St. Louis, Missouri; acquire shares of First St. Louis 

Capital Markets, Inc. and First St. Louis Securities, Inc.; and thereby engage in 

securities brokerage, private placement services, and underwriting government 

obligations and money market instruments.

- Approved, November 24, 2006 

Chicago

Belvedere Capital Fund II L.P., San Francisco, California, and Belvedere Capital 

Partners II LLC -- to acquire up to 15.1 percent of the shares of BenefitStreet, Inc., 

San Ramon, and engage in providing investment advisory and employee benefit 

consulting services.

- Approved, November 21, 2006 

Secretary

Community Bank System, Inc., Dewitt, New York -- waiver of application in 

connection with the proposed merger with ONB Corporation, Clifton Springs.

- Granted, November 20, 2006 

New York

FBOP Corporation, Oak Park, Illinois -- to acquire Bank USA, National 

Association, Phoenix, Arizona, on its conversion from a federal savings bank to a 

national bank.

- Approved, November 21, 2006 

Chicago

FBOP Corporation, Oak Park, Illinois -- to acquire Pacific National Bank, San 

Francisco, California, on its conversion from a state bank to a national bank.

- Approved, November 21, 2006 

Chicago

First Internet Bancorp, Indianapolis, Indiana -- to acquire Landmark Financial 

Corporation and thereby acquire Landmark Savings Bank and Landmark Mortgage 

Company, and engage in the operation of a savings association and in lending 

activities.

- Approved, November 20, 2006 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 5
H.2 Actions under delegated authority November 19, 2006 to November 25, 2006

Bank Holding Companies

Hampden Bancorp, MHC, Springfield, Massachusetts -- to acquire Hampden Bank 

in connection with the reorganization of Hampden Bancorp, MHC from a mutual to 

a stock structure.

- Approved, November 24, 2006 

Boston

Patriot Bancshares, Inc., Houston, Texas -- to acquire by merger Northeast 

Bancshares, Inc., Mesquite, and thereby acquire Northeast Bancshares-Delaware, 

Inc., Wilmington, Delaware, and Northeast National Bank, Mesquite.

- Approved, November 22, 2006 

Dallas

Petefish, Skiles Bancshares, Inc., Virginia, Illinois -- to acquire Chandlerville 

Bancshares, Inc., Chandlerville, and thereby acquire Peoples State Bank of 

Chandlerville.

- Approved, November 22, 2006 

Chicago

TransCommunity Financial Corporation, Glen Allen, Virginia -- to acquire Bank of 

Rockbridge, Lexington, a de novo bank.

- Approved, November 22, 2006 

Richmond

Bank Mergers

Arvest Bank, Fayetteville, Arkansas -- to merge with Caney Valley National Bank, 

Caney, Kansas, and retain the acquired facility as a branch.

- Approved, November 20, 2006 

St. Louis

Competitive Factors Reports

First Internet Bank of Indiana, Indianapolis, Indiana -- report on competitive factors 

of the proposed merger with Landmark Savings Bank.

- Submitted, November 21, 2006 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 5
H.2 Actions under delegated authority November 19, 2006 to November 25, 2006

Competitive Factors Reports

Lewiston State Bank, Lewiston, Utah -- report on competitive factors of the 

proposed merger with Lewiston State Bank of Idaho, Preston, Idaho.

- Submitted, November 20, 2006 

San Francisco

Park National Bank, Chicago, Illinois -- report on competitive factors of the 

proposed merger with United Community Bank of Lisle, Lisle.

- Submitted, November 20, 2006 

Chicago

Extensions Of Time

Citizens Bancshares, Inc., ESOP, Edmond, Oklahoma -- extension to February 28, 

2007, to acquire up to 40 percent of the shares of Citizens Bancshares, Inc., parent 

of Citizens Bank of Edmond.

- Granted, November 20, 2006 

Kansas City

Iowa State Bank, Wapello, Iowa -- extension to February 23, 2007, to establish a 

branch at 1403 South Roosevelt Avenue, Burlington.

- Granted, November 21, 2006 

Chicago

Payment System Risk Policy -- extension to March 15, 2007, of the comment 

period on the consultation paper on management of intraday liquidity, credit, and 

operational risks associated with Fedwire funds transfers and related transactions 

(Docket No. OP-1257).

- Approved, November 21, 2006 

Secretary

Pocono Community Bank, Stroudsburg, Pennsylvania -- extension to November 19, 

2007, to establish a branch at Route 611, Swiftwater.

- Granted, November 22, 2006 

Philadelphia

(AC) = Addition or Correction Delegated - Page 4 of 5
H.2 Actions under delegated authority November 19, 2006 to November 25, 2006

Extensions Of Time

Sky Financial Group, Inc., Bowling Green, Ohio -- extension to February 24, 2007, 

to acquire up to 9.99 percent of the shares of LNB Bancorp, Lorain.

- Granted, November 24, 2006 

Cleveland

TCF Financial Corporation, Wayzata, Minnesota -- extension to January 27, 2007, 

to acquire TCF National Bank Arizona, Mesa, Arizona, a de novo bank.

- Granted, November 21, 2006 

Minneapolis

Financial Holding Companies

FirstBank Holding Company, Lakewood, Colorado -- election to become a financial 

holding company.

- Effective, November 24, 2006 

Kansas City

Monitor Bancorp, Inc., Big Prairie, Ohio -- election to become a financial holding 

company.

- Effective, November 22, 2006 

Cleveland

Membership

Bank of Rockbridge, Lexington, Virginia -- to become a member of the Federal 

Reserve System.

- Approved, November 22, 2006 

Richmond

Luzerne National Bank, Luzerne, Pennsylvania -- to retain membership in the 

Federal Reserve System.

- Approved, November 21, 2006 

Philadelphia

(AC) = Addition or Correction Delegated - Page 5 of 5
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

The Royal Bank of Scotland plc, Edinburgh,

Scotland to establish a branch at 600

Steamboat Road, Greenwich, Connecticut

pursuant to section 211.24(a)(1) of Regulation

K.

ROYAL BANK OF SCOTLAND

PLC, THE

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

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

Federal Reserve Bank of New York

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

12/08/2006

Banca Intesa S.p.A., Milan, Italy ("Intesa")

request to engage indirectly in certain

nonbanking activities conducted thru Banca

IMI Securities Corp. New York, New York,

following the merger of Sanpaolo IMI S.p.A.,

Milan, Italy, with and into Intesa.

BANCA INTESA S.P.A.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

The Bank of Nova Scotia, Halifax, Canada

("Nova Scotia"), requests prior approval from

the Board of Governors of the Federal Reserve

System to upgrade Nova Scotia's representative

office to a branch office in Houston, Texas,

pursuant to Section 211.24(a)(1)(i)(A) of

Regulation K.

BANK OF NOVA SCOTIA, THE

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

BANCO POPULAR NORTH AMER NEW YORK, NEW YORK

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1

* 3A5 Not available

EHPW Acquisition Company, Harrisburg, PA, 12/26/2006

to form a bank holding company by acquiring

Vartan National Bank, Harrisburg, PA,

pursuant to Section 3(a)(1) of the Bank

Holding Company Act. In addition, EHPW

Acquisition Company, Harrisburg, PA, to

acquire Vartan Financial Corporation,

Harrisburg, PA, pursuant Section 3(a)(5) of the

Bank Holding Company Act.

EHPW Acquisition Company

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

BANK OF LANDISBURG LANDISBURG, PENNSYLVANIA

LEBANON VALLEY FARMERS BK LEBANON, PENNSYLVANIA

NEW CENTURY BK PHOENIXVILLE, PENNSYLVANIA

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

Federal Reserve Bank of Cleveland

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/22/2006

Notice of Change in Bank Control filed by the

Reckman Group of their intent to acquire up to

96.50 percent of the outstanding voting shares

of Columbia Bancorp, Inc., Cincinnati, Ohio.

COLUMBIA BANCORP, INC

Newspaper:

Federal Register:

* 3A3 Not available

12/11/2006

First Corbin Bancorp, Inc., Corbin, Kentucky,

proposes to acquire Boone National Bank,

Burlington, KY and the following bank

holding companies and their subsidiary banks:

Tri-County Bancorp, Inc., Corbin, KY

(Tri-County National Bank, Corbin, KY);

Laurel Bancorp, Inc., Corbin, KY (Laurel

National Bank, London, KY); Williamsburg

Bancorp, Inc., Corbin, KY (Williamsburg

National Bank, Williamsburg, KY);

Campbellsville Bancorp, Inc., Corbin, KY

(Campbellsville National Bank,

Campbellsville, KY); PRP Bancorp, Inc.,

Corbin, KY (PRP National Bank, Pleasure

Ridge Park, KY); Somerset Bancorp, Inc.,

Corbin, KY (Somerset National Bank,

Somerset, KY); and Green County Bancshares,

Inc., Corbin, KY, (Deposit Bank & Trust,

Greensburg, KY)

FIRST CORBIN BANCORP,

INC.

Newspaper:

Federal Register:

CIC Not available

12/05/2006

Notice of Change in Bank Control on behalf of

Mr Thurman Mathews and Mrs Rose Marie

Mathews. The Mathews' became the single

largest shareholder group owning in excess of

10% of Ohio State Bancshares, Inc, Marion,

Ohio.

Notice of Change in Bank Control on behalf of

Mr Thurman Mathews and Mrs Rose Marie

Mathews. The Mathews' became the single

largest shareholder group owning in excess of

10% of Ohio State Bancshares, Inc, Marion,

Ohio.

OHIO STATE BANCSHARES,

INC.

Newspaper:

Federal Register:

* 3A5 Not available

Not available

PNC Financial Services Group, Inc.,

Pittsburgh, Pennsylvania, to acquire 100

percent of Mercantile Bankshares Corporation,

Baltimore,Maryland, and thereby indirectly

acquire Marshall National Bank and Trust

Company, Marshall, Virginia, The National

Bank of Fredricksburg, Fredricksburg,

Virginia, The Annapolis Banking and Trust

Company, Annapolis, Maryland, Mercantile

Eastern Shore Bank, Kent, Maryland,

Westminster Union Bank, Carroll, Maryland,

Mercantile County Bank, Cecil, Maryland,

Mercantile Southern Maryland Bank,

Leonardtown, Maryland, The Citizens

National Bank, Laurel, Maryland, Mercantile

Peninsula Bank, Selbyville, Delaware, Farmers

& Mechanics Bank, Frederick, Maryland, and

Mercantile-Safe Deposit and Trust Company,

Baltimore, Maryland.

PNC FINANCIAL SERVICES

GROUP, INC., THE

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

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

Federal Reserve Bank of Richmond

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

First Charter Bank, Charlotte, North Carolina, 12/16/2006

to merge with Gwinnett Banking Company,

Lawrenceville, Georgia.

FIRST CHARTER BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Monarch Bank, Chesapeake, Virginia, 12/05/2006

proposes to establish a branch at 5225

Providence Road, Virginia Beach, Virginia.

MONARCH BANK

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

BANK OF FLOYD FLOYD, VIRGINIA

BANK OF THE COMMONWEALTH NORFOLK, VIRGINIA

FARMERS BK WINDSOR VA WINDSOR, VIRGINIA

FOUR OAKS B&TC FOUR OAKS, NORTH CAROLINA

HOMETOWN BK ROANOKE, VIRGINIA

NBRS FNCL RISING SUN, MARYLAND

OLD LINE BK BOWIE, MARYLAND

SECURITY ONE BK BAILEYS CROSSROADS, VIRGINIA

VIRGINIA BUS BK RICHMOND, VIRGINIA

VIRGINIA HEARTLAND BK FREDERICKSBURG, VIRGINIA

VIRGINIA HERITAGE BK FAIRFAX, VIRGINIA

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

Federal Reserve Bank of Atlanta

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Caja de Ahorros de Valencia, Castellon y

Alicante (Bancaja), Valencia, Spain, to convert

an international agency to a branch office in

Miami, Florida.

CAJA DE AHORROS DE

VALENCIA, CASTELLON Y

ALICANTE, BANCAJA

Newspaper:

Federal Register:

CIC 12/13/2006

12/12/2006

First Federal Bancorp, prior change in control

notice filed by Brenda Morris Griner, to

acquire an additional 3.37 percent of the

outstanding shares of First Federal Bancorp

and its subsidiary, First Southern Bank, all of

Columbia, Mississippi. Total ownership will

equal 17.33 percent.

FIRST FEDERAL BANCORP

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to estabish a 12/02/2006

branch located at 3502 Avalon Park West BV,

Orlando, Florida, to be known as the Avalon

Park Office.

SUNTRUST BANK

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish 11/30/2006

a branch located at 9360 Navarre Parkway,

Navarre, Florida, to be known as the Navarre

Wal-Mart Office.

SUNTRUST BANK

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish 12/01/2006

a branch located at 3968 Wedgewood Lane,

The Villages, Florida, to be known as the

Villages Wal-Mart Office.

SUNTRUST BANK

Newspaper:

Federal Register:

* 3A5 12/06/2006

12/08/2006

Whitney Holding Company, New Orleans,

Louisiana, to merge with Signature Financial

Holdings, Inc., and thereby acquire its

subsidiary, Signature Bank, both of St.

Petersburg, Florida.

WHITNEY HOLDING

CORPORATION

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

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

Federal Reserve Bank of Chicago

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

First American Bank, Fort Dodge, Iowa, to

merge with First American Bank, NA, Naples,

Florida. As a result of this merger, all offices

of First American Bank, NA, Naples, Florida,

will become branches of First American Bank,

Fort Dodge.

FIRST AMERICAN BANK

Newspaper:

Federal Register:

CIC 11/20/2006

11/21/2006

Notice by David R. Barnes, Racine, Wisconsin,

Francesca DeRose, Racine, Wisconsin, Nicolet

DeRose, Kenosha, Wisconsin, and Kari

Barnes, Tigard, Oregon, to collectively gain

control of Wisconsin Bancshares, Inc.,

Kenosha, Wisconsin, and thereby indirectly

acquire Banks of Wisconsin, Kenosha,

Wisconsin.

WISCONSIN BANCSHARES,

INC.

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

Federal Reserve Bank of Chicago

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

210434 NORTHERN TC, CHICAGO, ILLINOIS 05/15/2006 11/09/2006 O Large Bank

268846 VALLEY RIDGE BK, KENT CITY, MICHIGAN 07/31/2006 11/20/2006 S Small Bank

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

AMES CMNTY BK AMES, IOWA

BANK IA CLARINDA, IOWA

BANK OF OAKFIELD OAKFIELD, WISCONSIN

CITY ST BK OGDEN, IOWA

HOME T&SB OSAGE, IOWA

LOGAN CTY BK LINCOLN, ILLINOIS

OSB CMNTY BK BROOKLYN, MICHIGAN

TOWER B&TC FORT WAYNE, INDIANA

TOWN & CNTRY BK BUFFALO, ILLINOIS

TOWN & CNTRY BK SPRINGFIELD SPRINGFIELD, ILLINOIS

UNION B&TC EVANSVILLE, WISCONSIN

UNITED CMNTY BK LISLE LISLE, ILLINOIS

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

Federal Reserve Bank of St. Louis

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

LINCO Bancshares, Inc., St. Louis, Missouri,

to become a bank holding company by

acquiring 100 percent of Centennial

Bancshares, Inc., Elsberry, Missouri, and

thereby indirectly acquire Bank of Lincoln

County, Elsberry, Missouri.

LINCO Bancshares, Inc.

Newspaper:

Federal Register:

* 3A3 12/18/2006

12/18/2006

Old National Bancorp, Evansville, Indiana, to

acquire 100 percent of St. Joseph Capital

Corporation, Mishawaka, Indiana, and thereby

indirectly acquire St. Joseph Capital Bank,

Mishawaka, Indiana.

OLD NATIONAL BANCORP

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 12/02/2006

12/01/2006

Alerus Financial Corporation, Grand Forks,

North Dakota, to acquire 100 percent of Alerus

Interim, National Association, Minnetonka,

Minnesota, which will be merged with Stanton

Trust Company, National Association, and the

resulting institution will immediately thereafter

be merged into Alerus Financial, National

Association, Grand Forks, North Dakota.

ALERUS FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 3A3 12/08/2006

12/07/2006

B & E Investments Inc., (State Bank of

Arcadia) Employee Stock Ownership Plan &

Trust, Arcadia, Wisconsin, and B & E

Investments, Inc., Bloomer, Wisconsin,

propose to acquire 100% of John O. Melby &

Co. Bank, Whitehall, Wisconsin.

B & E INVESTMENTS, INC.,

Newspaper:

Federal Register:

CIC Not available

Not available

Retroactive notice by the Davis Trusts, trustees

Pioneer Bank & Trust, Belle Fourche, South

Dakota, and Earl A. Davis, Rapid City, South

Dakota; Earl A. Davis individually; the

Florence E. Davis Credit Equivalency Trust,

trustees Pioneer Bank & Trust, Belle Fourche,

South Dakota, and Arthur H. Davis, Rapid

City, South Dakota; the EL Davis Trust,

trustees Earl A. Davis and Loretta L. Davis,

both of Rapid City, South Dakota; Terry C.

Davis and Elly R. Davis, both of Fair Oaks,

California, a group acting in concert, to gain

control of Belle Fourche Bancshares, Inc.,

Spearfish, South Dakota, and thereby indirectly

gain control of Pioneer Bank & Trust, Belle

Fourche, South Dakota.

BELLE FOURCHE

BANCSHARES, INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

First Security Bank of Missoula, Missoula,

Montana, to merge with Citizens State Bank of

Hamilton, Hamilton, Montana and incident

thereto proposes to establish branches at 100

Main Street, Hamilton, Montana, and 297

Woodside Cutoff Road, Corvallis, Montana.

FIRST SECURITY BANK OF

MISSOULA

Newspaper:

Federal Register:

* 3A5 Not available

12/04/2006

Franklin Bancorp, Inc., Saint Paul, Minnesota,

to acquire 100 percent of University Financial

Corp., Saint Paul, Minnesota, and thereby

indirectly acquire University National Bank,

Saint Paul, Minnesota.

FRANKLIN BANCORP, INC.

DBA SUNRISE COMMUNITY

BANKS

Newspaper:

Federal Register:

CIC 11/24/2006

11/27/2006

Change in control notice by Dennis Duane

Haugen, Portland, North Dakota, to acquire 10

percent or more of the shares of Full Service

Insurance Agency, Inc., Buxton, North Dakota

and thereby indirectly acquire control of First

State Bank, Buxton, North Dakota.

FULL SERVICE INSURANCE

AGENCY, INC.

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Glacier Bank, Kalispell, Montana to merge

with First Citizens Bank, N.A., Columbia

Falls, Montana and incident thereto proposes

to establish branches at 540 Nucleus, Columbia

Falls, Montana and 490 Reserve Drive,

Kalispell, Montana.

GLACIER BANK

Newspaper:

Federal Register:

CIC 11/22/2006

11/13/2006

Change in control notice by Edward Kent

Christian, Kiester, Minnesota, Edward T.

Christian Revocable Trust, Edward Kent

Christian and Edna Christian Co-trustees, Fred

Friedrichsen, Glenville, Minnesota, Edna

Evelyn Christian, Albert Lea, Minnesota,

individually and as a group acting in concert to

acquire 25 percent or more of the shares of

Kiester Investments, Inc., Kiester, Minnesota

and thereby indirectly acquire control of First

State Bank of Kiester, Kiester, Minnesota.

KIESTER INVESTMENTS, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Walter G. Fries, Wabasha,

Minnesota; Raymond B. Pinson, Del Ray

Beach, Florida; Kenneth D. Myers, Apple

Valley, Minnesota; GLA Investments, L.L.C.,

Lakeville, Minnesota; AMSIE Enterprise,

LLC, Minnetonka, Minnesota; Nancy Ludwig

and Francis N. Ludwig, Apple Valley,

Minnesota; Richard B. Lambert, Jr., Apple

Valley, Minnesota; Russell S. Sampson, Prior

Lake, Minnesota; Curtis A. Sampson, Hector,

Minnesota; Craig Potts, Henderson, Nevada;

Brett D. Reese, Northfield, Minnesota; S & L

Investments, LLP, Bloomington, Minnesota;

Savage Capitalists, LLP, Bloomington,

Minnesota; Pershing LLC FBO Richard D.

Estenson IRA, Northfield, Minnesota; Charles

and Cindy Beske, Lakeville, Minnesota; Brian

Bauer, Garvin, Minnesota; and Severson

Family Limited Partnership, Lakeville,

Minnesota, acting as a group in concert to gain

control of L&M Bancshares, Inc., Shakopee,

Minnesota, and thereby indirectly gain control

of Northwest Community Bank, Champlin,

Minnesota.

L & M BANCSHARES, INC.

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 12/08/2006

12/15/2006

Change in control notice by Garry D. Peterka,

Miller, South Dakota and Dan R. Peterka,

Eden Prairie, Minnesota, individually and as

part of a group acting in concert with Tom J.

Peterka, Miller, South Dakota, Judy K. Dylla,

Littleton, Colorado, Jerry A. Peterka, Miller,

South Dakota, Kathy A. King, Apple Valley,

Minnesota, Marianne D. Peterka, Miller, South

Dakota, Gary P. King, Apple Valley,

Minnesota, HoniAnn Peterka, Miller, South

Dakota, Bernie G. Dylla, Littleton, Colorado,

Lori A. Peterka, Miller, South Dakota, Patricia

A. Friend Peterka, Eden Prairie, Minnesota,

Howard J. Peterka, Miller, South Dakota,

Susan A. King Borchardt, Castlerock,

Colorado, Stephen J. King, Apple Valley,

Minnesota, Brian P. King, Apple Valley,

Minnesota, Mark J. Dylla, Littleton, Colorado,

Ann M. Dylla, Littleton, Colorado, Jeffery D.

Peterka, Eden Prairie, Minnesota, John A.

Peterka, Eden Prairie, Minnesota, Kathryn M.

Peterka, Eden Prairie, Minnesota, Michael T.

Peterka, Miller, South Dakota, David J.

Peterka, Miller, South Dakota, Ryan A.

Peterka, Miller, South Dakota, Jena N.

Peterka, Miller, South Dakota, Adam J.

Peterka, Miller, South Dakota, Jordan D.

Peterka, Miller, South Dakota, Darin M.

Peterka, Miller, South Dakota, and Kristen N.

Peterka, Miller, South Dakota to acquire 25

percent or more of the shares of M & H

Financial Services, Inc., Miller, South Dakota,

and thereby indirectly acquire control of First

State Bank of Miller, Miller, South Dakota.

M & H FINANCIAL SERVICES,

INC.

Newspaper:

Federal Register:

* 3A3 Not available

12/15/2006

Marquette Financial Companies, Minneapolis,

Minnesota, to acquire 100 percent of First

Commerce Bank, Corpus Christi, Texas.

MARQUETTE FINANCIAL

COMPANIES

Newspaper:

Federal Register:

* 3A1

4c8

12/18/2006

12/26/2006

The First National Bank in Wadena Employee

Stock Ownership Plan and Trust, Wadena,

Minnesota, to become a bank holding company

by acquiring 29.6% of the voting shares of

FNB Acquisition Holding Corporation,

Wadena, Minnesota, which proposes to become

a bank holding company by acquiring 100% of

The First National Agency of Wadena, Inc.,

Wadena, Minnesota, and thereby indirectly

acquire The First National Bank in Wadena,

Wadena, Minnesota. Through The First

National Agency of Wadena, Inc., Wadena,

Minnesota, applicants propose to engage in

insurance agency activities in a town with a

population not exceeding 5,000.

THE FIRST NATIONAL BANK

IN WADENA EMPLOYEE

STOCK OWNERSHIP PLAN

AND TRUST

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Western Security Bank, Billings, Montana, to

merge with First Citizens Bank of Billings,

Billings, Montana and incident thereto

proposes to establish six branches.

WESTERN SECURITY BANK

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

AMERICAN ST BK OF GRYGLA GRYGLA, MINNESOTA

COMMUNITY BK CORP CHASKA, MINNESOTA

FIRST BK BALDWIN BALDWIN, WISCONSIN

GRAND MARAIS ST BK GRAND MARAIS, MINNESOTA

GRAND RAPIDS ST BK GRAND RAPIDS, MINNESOTA

LAKE COUNTY BK SAINT IGNATIUS, MONTANA

NORTHWESTERN BK CHIPPEWA FALLS, WISCONSIN

ROOT RIVER ST BK CHATFIELD, MINNESOTA

SECURITY BK MN ALBERT LEA, MINNESOTA

STATE BK FNCL LA CROSSE, WISCONSIN

STATE BK OF ALCESTER ALCESTER, SOUTH DAKOTA

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

Federal Reserve Bank of Kansas City

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/04/2006

Community Bancshares of Kansas, Inc., Goff,

Kansas, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of Nemaha Investment Company,

Inc., Merriam, Kansas, parent of First State

Bank of Goff, Goff, Kansas.

COMMUNITY BANCSHARES

OF KANSAS, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Community Banks of Colorado, Greenwood 12/18/2006

Village, Colorado, to establish branches at

2460 F Road, Space 2, Grand Junction,

Colorado; and at 100 West Colorado Avenue,

Unit C, Telluride, Colorado.

COMMUNITY BANKS OF

COLORADO

Newspaper:

Federal Register:

* 3A3 Not available

12/26/2006

Community Bankshares, Inc., Greenwood

Village, Colorado, to acquire 100 percent of

the voting shares of Citizens Financial

Corporation, parent of Citizens State Bank of

Cortez, both in Cortez, Colorado.

COMMUNITY BANKSHARES,

INC.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Investment Opts, LLC, Wray, Colorado, to

become a bank holding company through the

acquisition of 60 percent of the voting shares

of FarmBank Holding, Inc., parent of First

FarmBank (in organization), both in Greeley,

Colorado. FarmBank Holding, Inc., to become

a bank holding company through the

acquisition of 100 percent of the voting shares

of First FarmBank (in organization), both in

Greeley, Colorado.

INVESTMENT OPTS, LLC

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

1ST BK EVANSTON, WYOMING

BANK OF BENNINGTON BENNINGTON, NEBRASKA

BANK OF CHEROKEE CTY HULBERT, OKLAHOMA

BANK OF KREMLIN KREMLIN, OKLAHOMA

BANK OF NEWMAN GROVE NEWMAN GROVE, NEBRASKA

BUTTE ST BK BUTTE, NEBRASKA

CITIZENS BK VELMA, OKLAHOMA

EXCHANGE B&TC PERRY, OKLAHOMA

FIRST BETHANY BK & TR BETHANY, OKLAHOMA

FIRST CMNTY BK TAOS, NEW MEXICO

FIRST ST BK ANADARKO, OKLAHOMA

SOLUTIONSBANK OVERLAND PARK, KANSAS

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

Federal Reserve Bank of Dallas

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

FIRST B&TC DAWSON, TEXAS

ONE WORLD BK DALLAS, TEXAS

STATE BK TX HOUSTON, TEXAS

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

Federal Reserve Bank of San Francisco

Filings received during the week ending November 25, 2006

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

United Security Bank, Fresno, California, to

merge with Legacy Bank, N.A., Campbell,

California.

UNITED SECURITY BANK

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

Federal Reserve Bank of San Francisco

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2007 (January 1, 2007 - March 31, 2007)

Institution Location

BANK OF HAWAII HONOLULU, HAWAII

COUNTY BK MERCED, CALIFORNIA

FARMERS & MRCH BK LONG BEACH, CALIFORNIA

HERITAGE BK OF CMRC SAN JOSE, CALIFORNIA

* Subject to the provisions of the Community Reinvestment Act