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 20, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions November 14, 2004 to November 20, 2004

Testimony And Statements

Bank Secrecy Act and USA Patriot Act -- statement by Herbert A. Biern, Senior 

Associate Director, Division of Banking Supervision and Regulation, before the House 

Committee on International Relations.

- Published, November 17, 2004 

Advisory Councils

Thrift Institutions Advisory Council -- appointment of six new members and designation 

of Curtis L. Hage as President and Roy M. Whitehead as Vice President for 2005.

- Announced, November 18, 2004 

Board Operations

Office of Inspector General -- appointment of Elizabeth A. Coleman as Assistant 

Inspector General for Communications and Quality Assurance, Laurence A. Froehlich as 

Assistant Inspector General for Legal Services, and William L. Mitchell as Assistant 

Inspector General for Audits and Attestations.

- Announced, November 15, 2004 

Forms

Forms -- final Board review to extend with revision the Semiannual Report of Derivatives 

Activity (FR 2436).

- Approved, November 19, 2004 

Enforcement

Ameribanc Holdings, Inc., Durango, Colorado, and Bank of Durango -- issuance of a 

cease and desist order.

- Announced, November 18, 2004 

Cumberland Bank, Franklin, Tennessee -- issuance of a consent order of assessment of a 

civil money penalty.

- Announced, November 15, 2004 

Five Points Bank, Grand Island, Nebraska -- issuance of a consent order of assessment 

of a civil money penalty.

- Announced, November 15, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
November 14, 2004 to November 20, 2004

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

Arvest Bank, Fayetteville, Arkansas -- to establish branches at 218 West Henry De Tonti 

Boulevard, Tontitown; 2200 West Pleasant Grove Road, Rogers; and 4301 South 

Garnett, Tulsa, Oklahoma.

- Approved, November 17, 2004 

St. Louis

The Callaway Bank, Fulton, Missouri -- to establish a branch at 302 Meadowlark Drive.

- Approved, November 18, 2004 

St. Louis

Comerica Bank, Detroit, Michigan -- to establish branches at 2730 West Maple Road, 

Commerce Township; 444 South El Camino Real, San Mateo, California; and 800 North 

Haven, Ontario.

- Approved, November 17, 2004 

Secretary

Community State Bank, Avilla, Indiana -- to establish a branch at 1802 Ida Red Road, 

Kendallville.

- Approved, November 18, 2004 

Chicago

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 4515 McCorkle Avenue, 

Charleston, West Virginia.

- Approved, November 17, 2004 

Cleveland

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 8353 Sancus Boulevard, 

Columbus.

- Approved, November 19, 2004 

Cleveland

(AC) = Addition or Correction Delegated - Page 1 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Bank Branches, Domestic

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 3315 Washtenaw 

Avenue, Ann Arbor.

- Approved, November 19, 2004 

Cleveland

The First State Bank, Granger, Texas -- to establish a branch at 120 County Road 119, 

Suite A, Hutto.

- Approved, November 18, 2004 

Dallas

Iowa State Bank, Hull, Iowa -- to establish a branch at 209 Main Street, Sanborn.

- Approved, November 15, 2004 

Chicago

Northeast Bank, Auburn, Maine -- to establish a branch at 660 Roosevelt Trail, 

Windham.

- Approved, November 19, 2004 

Boston

Pocono Community Bank, Stroudsburg, Pennsylvania -- to establish a branch at Route 

611, Swiftwater.

- Approved, November 19, 2004 

Philadelphia

Regions Bank, Birmingham, Alabama -- to establish a branch at the intersection of Wilson 

Park Avenue and FM 620, Four Points, Texas.

- Approved, November 15, 2004 

Atlanta

Regions Bank, Birmingham, Alabama -- to establish a branch at 201 South Main Street, 

Summerville, South Carolina.

- Approved, November 18, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Bank Holding Companies

Citizens Bancshares Co., Chillicothe, Missouri -- to acquire 12 percent of the shares of 

First Community Bancshares, Inc., Overland Park, Kansas, and thereby acquire First 

Community Bank, Lee's Summit, Missouri.

- Approved, November 18, 2004 

Kansas City

CommunitySouth Bancshares, Inc., Easley, South Carolina -- to become a bank holding 

company and to acquire CommunitySouth Bank & Trust.

- Approved, November 18, 2004 

Richmond

Cygnet Financial Corporation, Ponte Vedra Beach, Florida -- to become a bank holding 

company and to acquire Cygnet Private Bank.

- Approved, November 17, 2004 

Atlanta

FCB Financial Services, Inc., Marion, Arkansas -- to become a bank holding company 

and to acquire First Community Bank of Eastern Arkansas.

- Approved, November 18, 2004 

St. Louis

FNB Corporation, Christiansburg, Virginia -- to acquire Bedford Federal Savings Bank, 

National Association, Bedford, on the conversion of Bedford Federal Savings Bank, FSB 

to a national charter.

- Approved, November 18, 2004 

Richmond

Idaho Bancorp, Boise, Idaho -- to become a bank holding company and to acquire 

Idaho Banking Company.

- Approved, November 19, 2004 

San Francisco

(AC) = Addition or Correction Delegated - Page 3 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Bank Holding Companies

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

subsidiary, Metavante Corporation, VECTORsgi Holdings, Inc., Addison, Texas, and 

VECTORsgi, Inc., and thereby engage in data processing activities and management 

consulting activities.

- Approved, November 19, 2004 

Chicago

Palmetto Heritage Bancshares, Inc., Pawleys Island, South Carolina -- to become a bank 

holding company and to acquire Palmetto Heritage Bank & Trust, a de novo bank.

- Approved, November 17, 2004 

Richmond

Placer Sierra Bancshares, Sacramento, California, California Community Financial 

Institutions Fund Limited Partnership, San Francisco, and Belvedere Capital Partners 

LLC -- determination that an application under the Bank Holding Company Act is not 

required for the acquisition of First Financial Bancorp, Lodi, in connection with the 

merger of Placer Sierra Bank, Auburn, with Bank of Lodi, National Association, Lodi.

- Approved, November 18, 2004 

Secretary

Rural Bancshares of Wisconsin, Inc., Fennimore, Wisconsin -- to become a bank holding 

company and to acquire 80 percent of the shares of LSB Holding Company, Livingston, 

and thereby acquire Livingston State Bank.

- Approved, November 18, 2004 

Chicago

Signature Bank Corporation, Windsor, Colorado -- to become a bank holding company 

and to acquire Signature Bank, a de novo bank.

- Approved, November 16, 2004 

Kansas City

The Toronto-Dominon Bank, Toronto, Canada -- to acquire 51 percent of the shares of 

Banknorth Group, Inc., Portland, Maine, and thereby acquire Banknorth, National 

Association.

- Withdrawn, November 16, 2004 

New York

(AC) = Addition or Correction Delegated - Page 4 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Bank Holding Companies

Young Corporation, Chillicothe, Missouri, and Young Partners, L.P. -- to become bank 

holding companies and to retain indirectly and directly 20.34 percent of the shares of 

Citizens Bancshares Co., parent of Citizens Bank & Trust Company.

- Approved, November 18, 2004 

Kansas City

Bank Mergers

Croghan Bancshares, Inc., Fremont, Ohio -- to acquire The Custar State Bank, Custar; 

and for Croghan Bancshares Inc.'s subsidiary, The Croghan Colonial Bank, Fremont, to 

merge with The Custar State Bank and establish a branch.

- Approved, November 18, 2004 

Cleveland

Cumberland Bank, Franklin, Tennessee -- to merge with Bank of Dyer, Dyer.

- Approved, November 18, 2004 

Atlanta

Libertyville Bank & Trust Company, Libertyville, Illinois -- to purchase the assets and 

assume the liabilities of the Mundelein branch of Northview Bank and Trust, Northfield, 

and thereby establish a branch at 1110 West Maple Avenue, Mundelein.

- Approved, November 15, 2004 

Chicago

Northbrook Bank & Trust Company, Northbrook, Illinois -- to purchase the assets and 

assume the liabilities of two branches of Northview Bank and Trust, Northfield, and 

thereby establish branches at 245 Waukegan Road and 1751 Orchard Lane.

- Approved, November 15, 2004 

Chicago

Placer Sierra Bank, Auburn, California -- to merge with Bank of Lodi, National 

Association, Lodi, and to operate the existing locations as branches of Placer Sierra Bank.

- Approved, November 18, 2004 

Secretary

(AC) = Addition or Correction Delegated - Page 5 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Bank Mergers

Sky Bank, Salineville, Ohio -- to merge with Prospect Bank, Columbus, and establish 

branches.

- Approved, November 17, 2004 

Cleveland

Change In Bank Control

Armstrong Bancshares, Inc., Muskogee, Oklahoma -- change in bank control.

- Permitted, November 18, 2004 

Kansas City

Frontier National Corporation, Sylacauga, Alabama -- change in bank control.

- Withdrawn, November 15, 2004 

Atlanta

Ormsby Bancshares, Inc., Ormsby, Minnesota -- change in bank control.

- Returned, November 15, 2004 

Minneapolis

Valley Bancshares, Inc., Russellville, Alabama -- change in bank control.

- Withdrawn, November 15, 2004 

Atlanta

Competitive Factors Reports

The Bank of Advance, Advance, Missouri -- report on competitive factors of the 

proposed merger with The First National Bank of Lerna, Lerna, Illinois.

- Submitted, November 16, 2004 

St. Louis

The Bank of Commerce, Downers Grove, Illinois -- report on competitive factors of the 

proposed merger with Republic Bank of Downers Grove, a de novo bank.

- Submitted, November 15, 2004 

Chicago

(AC) = Addition or Correction Delegated - Page 6 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Competitive Factors Reports

Central Pacific Bank, Honolulu, Hawaii -- report on competitive factors of the proposed 

merger with City Bank.

- Submitted, November 17, 2004 

San Francisco

Citizens Bank, National Association, New York, New York -- report on competitive 

factors of the proposed purchase and assumption of branches of Charter One Bank, 

National Association, Cleveland, Ohio.

- Submitted, November 19, 2004 

New York

Commercial Bank of Pennsylvania, Latrobe, Pennsylvania -- report on competitive 

factors of the proposed merger with Highview Trust Company, Greensburg, in connection 

with the corporate reorganization of Commercial National Finance Corporation.

- Submitted, November 15, 2004 

Cleveland

Fidelity Federal Bank & Trust, West Palm Beach, Florida -- report on competitive 

factors of the proposed merger with First Community Bank of Palm Beach County, 

Pahokee.

- Submitted, November 15, 2004 

Atlanta

First State Bank of Idabel, Idabel, Oklahoma -- report on competitive factors of the 

proposed merger with American State Bank, Broken Bow.

- Submitted, November 16, 2004 

Kansas City

GE Capital Financial Inc., Salt Lake City, Utah -- report on competitive factors of the 

proposed assumption of deposit liabilities of GE Capital Consumer Card Company, 

Mason, Ohio.

- Submitted, November 18, 2004 

San Francisco

(AC) = Addition or Correction Delegated - Page 7 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Competitive Factors Reports

Mellon United National Bank, Miami, Florida -- report on competitive factors of the 

proposed merger with APD Chimney Lakes, Inc., Plantation.

- Submitted, November 16, 2004 

Atlanta

Parkvale Savings Bank, Monroeville, Pennsylvania -- report on competitive factors of the 

proposed merger with Advance Financial Savings Bank, Wellsburg, West Virginia.

- Submitted, November 15, 2004 

Cleveland

PNC Bank, National Association, Pittsburgh, Pennsylvania -- report on competitive 

factors of the proposed merger with PNC Investment Holdings, Inc., Wilmington, 

Delaware.

- Submitted, November 15, 2004 

Cleveland

Security State Bank, Centralia, Washington -- report on competitive factors of the 

proposed merger with Harbor Community Bank, Raymond.

- Submitted, November 17, 2004 

San Francisco

Steel Valley Bank, National Association, Dillonvale, Ohio -- report on competitive 

factors of the proposed merger with AB Interim Bank, National Association.

- Submitted, November 15, 2004 

Cleveland

Wachovia Bank, National Association, Charlotte, North Carolina -- report on 

competitive factors of the proposed merger with Congress Financial Corporation, New 

York, New York.

- Submitted, November 15, 2004 

Richmond

(AC) = Addition or Correction Delegated - Page 8 of 9
H.2 Actions under delegated authority November 14, 2004 to November 20, 2004

Extensions Of Time

Citibank, N.A., New York, New York -- extension of time for Citibank Overseas 

Investment Corporation, New Castle, Delaware, and Citicorp Finance (Thailand) 

Limited, Bangkok, Thailand, to divest their interest in certain properties acquired in 

settlement of debts previously contracted (DPC).

- Granted, November 17, 2004 

Secretary

Compass Bank, Birmingham, Alabama -- extension to May 13, 2006, to establish a 

branch at the intersection of South Gilbert and West Warner Roads, Gilbert, Arizona.

- Granted, November 18, 2004 

Atlanta

FGBC Bancshares, Inc., Franklin, Georgia -- extension to March 17, 2005, to become a 

bank holding company and to acquire First Georgia Banking Company.

- Granted, November 17, 2004 

Atlanta

Membership

First American Bank, Decatur, Alabama -- to become a member of the Federal Reserve 

System.

- Approved, November 17, 2004 

Secretary

Great River Bank & Trust, Davenport, Iowa -- to become a member of the Federal 

Reserve System.

- Approved, November 19, 2004 

Chicago

Prospect Bank, Columbus, Ohio -- to become a member of the Federal Reserve System.

- Approved, November 17, 2004 

Cleveland

(AC) = Addition or Correction Delegated - Page 9 of 9
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, November 20, 2004

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, November 20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Bank of Baroda, Mumbai, Baroda, to establish a state-licensed 

branch in Houston, Texas.

Newspaper – N/Avail

FBSEA R-G Premier Bank of Puerto Rico, Hato Rey, Puerto Rico, to 

establish an agency in Casselberry, Florida.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3A3 The Toronto-Dominion Bank, Toronto, Ontario, to acquire 51 

percent of the voting shares of Banknorth Group, Inc., and 

thereby indirectly acquire Banknorth, National Association, both 

of Portland, Maine.

Newspaper – 12/13/2004

Fed Reg – 12/08/2004

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

Investment BNY International Financing Corporation, New York, New 

York, to make a further investment in BNY Holdings (UK) 

Limited, London, England.
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, November 20, 2004

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 regula tion 

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 1

st Quarter of 2005

Institution Location

Lebanon Valley Farmers Bank Lebanon, PA

New Tripoli Bank New Tripoli, PA

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, November 20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

*Branch Fifth Third Bank, Grand Rapids, MI to establish a branch at 850 

Thomas Moore Parkway, Edgewood, KY.

Newspaper – 10/27/2004

*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) Park National Corporation, Newark, Ohio, to acquire First 

Clermont Bank, Milford, Ohio, pursuant to Section 4(c)(8) of 

the Bank Holding Company Act.

Newspaper – 11/20/2004

Fed Reg – 11/19/2004

*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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, November 20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Virginia Commerce Bank, Arlington, Virginia, to establish

a branch at 8251 Greensboro Boulevard, McLean, Virginia.*

Newspaper – 11/29/2004

*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

CIC Change in Control Notice filed by Mr. John Wynne, BMTW 

LLC, SouthGate Leigh Wynne Trust, 1650 Partners, Catherine 

Wynne, and Hunter Leigh Wynne as a group acting in concert to 

control approximately 17.84% of the voting shares of 

Community First Financial Corporation, Lynchburg, Virginia.*

Fed Reg – 12/09/2004

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

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

506922 Sandy Spring Bank

17801 Georgia Avenue

Olney, Maryland 20832

08/09/2004 11/20/2004 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, November 20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch The Peoples Bank and Trust Company, Selma, Alabama, to 

establish a branch located at 31 Morrow Commercial Park, 

Northport, Alabama, to be known as the Greater Tuscaloosa 

Market Area.*

Newspaper – 11/27/2004

*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

CIC CBS Banc-Corp, Russellville, Alabama, prior change in control 

notice filed by The Cecil and Olivia Batchelor Family Limited 

Partnership, J. Gregory Batchelor general partner; and The 

Olivia and Cecil Batchelor Family Limited Partnership, Rebecca 

Batchelor Reeves general partner; along with Cecil Batchelor, 

Olivia Batchelor, J. Gregory Batchelor, Rebecca Batchelor 

Reeves, Ray Bradley Reeves, Donna Batchelor, and Dependable 

True Value, Inc., all of Russellville, Alabama, to collectively 

acquire 56.28 percent of the outstanding shares of CBS BancCorp, and its subsidiaries, Citizens Bank & Savings Company, 

Russellville , Alabama, and Bank of Bolivar, Bolivar, Tennessee.

Newspaper – 12/02/2004

Fed Reg – 12/03/2004

3(a)(1) Georgia Trust Bancshares, Inc., Buford, Georgia, to become a 

bank holding company by acquiring 100 percent of the 

outstanding shares of Georgia Trust Bank, Buford, Georgia (in 

organization).*

Newspaper – N/Avail

Fed Reg – N/Avail

CIC Peoples Independent Bancshares, Inc., Boaz, Alabama, change 

in control notice filed by Leamon Buchanan, Albertville,

Alabama, to acquire an additional 1.97 percent of the

outstanding shares of Peoples Independent Bancshares, Inc.,

Boaz, Alabama, and its subsidiaries, Peoples Independent Bank, 

Boaz, Alabama, and First Bank, Wadley, Alabama. Total

ownership will equal 11.48 percent.

Newspaper – 12/01/2004

Fed Reg – 12/09/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Transatlantic Bank, Miami, Florida, prior change in control 

notice filed by Evan R. Marbin, as trustee of the SEE Trust, 

Miami, Florida, to acquire an additional 8.69 percent of the 

outstanding shares of Transatlantic Bank, Miami, Florida. Total 

ownership will equal 19.33 percent.

Newspaper – N/Avail

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) DBT Holding Company, Vidalia, Georgia, to own 47.5 percent 

investment in DBW Technologies, LLC, Atlanta, Georgia, and 

thereby engage de novo in data processing activities, pursuant 

to section 225.28 (b) (14) of Regulation Y.

Fed Reg – 12/03/2004

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.
Section V – Availability of CRA public evaluations

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

Aliant Bank Alexander City, Alabama

Commercial Bank of Florida Miami, Florida

Community Bank of West Georgia Villa Rica, Georgia

First Commercial Bank of Florida Orlando, Florida

Landmark Bank of Florida Sarasota, Florida

MidSouth Bank Murfreesboro, Tennessee

Park Avenue Bank Valdosta, Georgia

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, November 20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch The Farmers State Bank of Waupaca, Waupaca, Wisconsin, to 

establish a branch facility to be located at N560 Highway 110, 

Fremont, Wisconsin.*

Newspaper – 12/01/2004

18C Rockford Bank and Trust Company (in organization), Rockford, 

Illinois, to purchase the assets and assume the liabilities of the 

Rockford, Illinois branch of Quad City Bank and Trust 

Company, Bettendorf, 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)(3) & 3(a)(1) Peotone Bancorp, Inc., Peotone, Illinois, to acquire 74.19% of 

the voting shares (48.39% directly and 25.81% indirectly) of 

Legacy Integrity Group, Inc., Scottsdale, Arizona, and thereby 

indirectly acquire Legacy Bank (in organization), Scottsdale, 

Arizona; Founders Group, Inc., Worth, Illinois, to acquire 

12.90% of the voting shares of Legacy Integrity Group, Inc., 

Scottsdale, Arizona, and thereby indirectly acquire Legacy Bank 

(in organization), Scottsdale, Arizona; Terrapin Bancorp, Inc., 

Elizabeth, Illinois, to acquire 25.81 %of the voting shares of 

Legacy Integrity Group, Inc., Scottsdale, Arizona, and thereby 

indirectly acquire Legacy Bank (in organization), Scottsdale, 

Arizona; Rock River Bancorporation, Inc., Oregon, Illinois, to 

acquire 12.9% of the voting shares of Legacy Integrity Group, 

Inc., Scottsdale, Arizona, and thereby indirectly acquire Legacy 

Bank (in organization), Scottsdale, Arizona, and by Legacy 

Integrity Group, Inc., Scottsdale, Arizona, to become a bank 

holding company by acquiring 100% of the voting shares of 

Legacy Bank (in organization), Scottsdale, Arizona.*

Fed Reg – 12/05/2004

Newspaper – 12/11/2004

3(a)(3) QCR Holdings, Inc., Moline, Illinois, to acquire 100 percent of 

Rockford Bank and Trust Company (in organization), Rockford, 

Illinois.*

Fed Reg – 12/10/2004

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Royal Financial, Inc., Chicago, Illinois, to become a bank 

holding company through the acquisition of 100 percent of the 

voting shares of Royal Savings Bank, Chicago, Illinois.*

Fed Reg – 12/17/2004

Newspaper – N/Avail

3(a)(3) Wintrust Financial Corporation, Lake Forest, Illinois, to acquire 

100 percent of the voting shares of Antioch Holding Company, 

Antioch, Illinois, and thereby indirectly acquire State Bank of 

The Lakes, Antioch, Illinois.*

Fed Reg – 12/16/2004

Newspaper – 12/15/2004

* 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

Membership Rockford Bank and Trust Company (in organization), Rockford, 

Illinois, 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.

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.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for First Quarter of 2005

Institution Location

First Bank and Trust of Evanston Evanston, Illinois

Elkhart Community Bank Elkhart, Indiana

Sand Ridge Bank Highland, Indiana

Freedom Security Bank Coralville, Iowa

Security State Bank New Hampton, Iowa

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, November 20, 2004

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

3A3 Porter Bancorp, Inc., Shepherdsville, Kentucky, to acquire 100 

percent of Citizens Financial Bank, Inc., Glasgow, Kentucky.

(Previously reported during the week ended November 13, 

2004)*

Newspaper – 12/10/2004

Fed Reg – 12/13/2004

* 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 First Quarter of 2005

Institution Location

First State Bank of DeQueen DeQueen, Arkansas

Community First Bank Corydon, Indiana

Peoples Bank of Altenburg Altenburg, Missouri

City Bank and Trust Company of Moberly Moberly, Missouri

Community Bank Lexington, Tennessee

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, November 20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) & Branch Dacotah Bank, Aberdeen, South Dakota, to merge with Dacotah 

Bank, Rolla, North Dakota, and Dacotah Bank, Valley City, 

North Dakota, and thereby establish 7 branches.*

Newspaper – N/Avail

18(c) & Branch Peoples State Bank of Plainview, Plainview, Minnesota, to 

merge with Red Cedar Bank, National Association, Boyceville, 

Wisconsin, and thereby establish branches at 715 Highway 79, 

Boyceville, Wisconsin, and 1428 North Broadway, Menomonie, 

Wisconsin.*

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) Dolphin Family Limited Partnership, Blaine, Minnesota, to 

become a bank holding company by acquiring 13.55 percent of 

the voting shares of Crosstown Holding Company, Blaine,

Minnesota, parent of 21st Century Bank, Loretto, Minnesota. 

Dolphin Family Management Co., Blaine, Minnesota, to become

a bank holding company by acquiring indirect control of 13.55 

percent of the voting shares of Crosstown Holding Company, 

Blaine, Minnesota, parent of 21st Century Bank, Loretto, 

Minnesota, as general partner of Dolphin Family Limited 

Partnership, Blaine, Minnesota.*

Fed Reg – 12/13/2004

Newspaper – N/Avail

CIC Notice by Lyndon L. Krause, Winnebago, Minnesota, and David 

D. Krause, Winnebago, Minnesota, to gain control of Krause 

Financial, Inc., Winnebago, Minnesota, and thereby indirectly 

gain control of First National Bank in Winnebago, Winnebago, 

Minnesota.

Fed Reg – 11/24/2004

Newspaper – N/Avail
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) & 4(c)(8) Western Transaction Corporation, Duluth, Minnesota, to become 

a bank holding company by acquiring 100% of Western 

National Bank, Duluth, Minnesota; and 100% of Cass Lake

Company, Duluth, Minnesota, and thereby indirectly acquiring 

The First National Bank of Cass Lake, Cass Lake, Minnesota. 

Applicant also proposes to acquire 100% of Premier Credit

Corporation, Duluth, Minnesota, an industrialloan company, 

and, through Cass Lake Company, Duluth, Minnesota, to engage 

in insurance agency activities in a town with a population not 

exceeding 5,000.*

Fed Reg – 12/09/2004

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

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 1

st Quarter of 2005 (January 1, 2005 – March 31, 2005)

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, November20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Adams Bank and Trust, Ogallala, Nebraska, to establish a 

branch at 8308 Weld County Road, Firestone, Colorado.

Newspaper – 12/06/2004

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

Type Application

Ending date of

comment period

3(a)(1) Bank 1st Financial Corporation, Albuquerque, New Mexico, to 

become a bank holding company through the acquisition of 100 

percent of the voting shares of Bank 1st, Albuquerque, New 

Mexico.

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(1) Enterprise Holding Company, Omaha, Nebraska, to become a 

bank holding company through the acquisition of 100 percent of 

the voting shares of Enterprise Bank, N.A., Omaha, Nebraska.

Newspaper – N/Avail

Fed Reg – N/Avail

3(a)(3) First Bankshares of Las Animas, Inc., Las Animas, Colorado, to 

acquire 9 percent of the voting shares of Southern Colorado 

National Bancorp, Inc., and thereby indirectly acquire Southern 

Colorado National Bank, both of Pueblo, Colorado.

Newspaper – 12/11/2004

Fed Reg – 12/17/2004

CIC Notification by Robert E. Schmidt, Hays, Kansas, to acquire 

control of Hanston Insurance Agency, Inc., parent of Hanston 

State Bank, both of Hanston, Kansas.

Newspaper – 09/14/2004

Fed Reg – 09/21/2004

CIC Notification by Embry W. Williams, Jr., Amarillo, Texas, to 

acquire control of Union Bancshares, Inc., Clayton, New 

Mexico, parent of First National Bank of New Mexico, Clayton, 

New Mexico.

Newspaper – N/Avail

Fed Reg – 12/06/2004

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

Relief of 

Commitments

Central Bancshares, Inc., Cambridge, Nebraska, for prior 

approval for relief from Lincoln National Commitments.

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

151555 First Bank of Chandler

902 Manvel Avenue

Chandler, Oklahoma 74834-3852

08/23/2004 11/15/2004 S X

542854 Farmers State Bank

103 E. 2nd Street

Pine Bluffs, Wyoming 82082

08/30/2004 11/17/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, November 20, 2004

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) MNB Ventures, Inc., Mercedes, TX, to acquire Mercedes 

Bancorp, Inc., Mercedes, TX, Mercedes Delaware Financial 

Corporation, Dover, DE, and Mercedes National Bank, 

Mercedes, TX*

Fed Reg – 12/17/2004

Newspaper – 12/03/2004

* 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, November 20, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Valley Independent Bank, El Centro, California, to establish a 

branch facility at 1100 Melody Lane, Roseville, California. *

Newspaper – 11/15/2004

18C & Branch Westamerica Bank, San Rafael, California, to merge with 

National Bank of the Redwoods, Santa Rosa, California, and 

thereby aquire six additional branch offices of National Bank of 

the Redwoods.*

Newspaper – 12/03/2004

Branch Bank of Sacramento, Sacramento, California, to establish a 

branch facility at 2882 Prospect Park Drive, Suite 240, Rancho 

Cordova, California. *

Newspaper – 12/06/2004

* 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

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Mitsubishi Tokyo Financial Group, Inc., and The Bank of 

Tokyo-Mitsubishi, Ltd., both of Tokyo, Japan, to acquire 100 

percent of UFJ Futures, LLC, Chicago, Illinois, and Central 

Leasing (USA), Inc., Florence, Kentucky, and Mitsubishi Tokyo 

Financial Group, Inc., and The Mitsubishi Trust and Banking 

Corporation, both of Tokyo, Japan, to acquire 100 percent of 

UFJ Trust Company of New York, New York, New York.

Fed Reg – 12/13/2004
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

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

acquiring 100 percent ot Horizon Community Bank, both of 

Lake Havasu City, Arizona.

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