Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 23

Week Ending June 5, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 30, 2004 to June 5, 2004

Testimony And Statements

Bank Secrecy Act Enforcement -- statement by Governor Bies before the Senate 

Committee on Banking, Housing, and Urban Affairs on efforts to combat money 

laundering and terrorist financing.

- Published, June 3, 2004 

Regulations And Policies

Regulation J -- publication for comment of proposed amendments covering the new 

check processing service options that the Reserve Banks plan to offer under the Check 

21 Act (Docket No. R-1202).

- Approved, May 27, 2004 (AC)

Securities Regulation

Margin Requirements for Futures Contracts on Single Stocks -- letters to the Commodity 

Futures Trading Commission and the Securities and Exchange Commission regarding their 

reports on the exercise of delegated margin authority.

- Approved, June 2, 2004 

Enforcement

CIB Marine Bancshares, Inc., Pewaukee, Wisconsin -- written agreement with the 

Federal Reserve Bank of Chicago.

- Announced, June 1, 2004 

The Marathon Bank, Winchester, Virginia -- written agreement dated May 20, 2003, 

terminated April 30, 2004.

- Announced, June 1, 2004 

Utah Bancshares, Ephraim, Utah, and Bank of Ephraim -- written agreement with the 

Utah State Department of Financial Institutions and the Federal Reserve Bank of San 

Francisco.

- Announced, June 3, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
May 30, 2004 to June 5, 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

AmSouth Bank, Birmingham, Alabama -- to establish branches at 7350 Lake Underhill 

Road, Orlando, Florida; 4289 South Highway 27, Clermont; 5767 Lee Boulevard, 

Lehigh Acres; and 1600 Jimmie Davis Highway, Bossier City, Louisiana.

- Approved, June 4, 2004 

Atlanta

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 8430 Windfall Lane, 

Camby, Indiana.

- Approved, June 4, 2004 

Cleveland

Gateway Bank & Trust Co., Elizabeth City, North Carolina -- to establish a branch at 

2808 South Croatan Highway, Nags Head.

- Approved, June 3, 2004 

Richmond

Great Eastern Bank, New York, New York -- to establish a branch at 36-54 Main 

Street, Flushing.

- Approved, June 2, 2004 

New York

Pacific Mercantile Bank, Costa Mesa, California -- to establish a branch at 211 East 

Ocean Boulevard, Long Beach.

- Approved, June 3, 2004 

San Francisco

Texas Coastal Bank, Pasadena, Texas -- to establish a branch at 102 West Pasadena 

Boulevard, Deer Park.

- Approved, June 3, 2004 

Dallas

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority May 30, 2004 to June 5, 2004

Bank Branches, Domestic

Union Bank and Trust Company, Bowling Green, Virginia -- to establish branches at 

11101 and 13644 Hull Street Road, Midlothian.

- Approved, June 1, 2004 

Richmond

Waccamaw Bank, Whiteville, North Carolina -- to establish a branch at 29 South Kerr 

Avenue, Wilmington.

- Approved, June 3, 2004 

Richmond

Bank Holding Companies

BNP Paribas, Paris, France, and BancWest Corporation, Honolulu, Hawaii -- 

commenter's request to extend the comment period on the application to acquire 

Community First Bankshares, Inc., Fargo, North Dakota.

- Denied, June 2, 2004 

Secretary

FBOP Corporation, Oak Park, Illinois -- to acquire California Savings Bank, San 

Francisco, California.

- Approved, June 1, 2004 

Chicago

Hasten Bancshares, Indianapolis, Indiana -- to engage de novo in extending credit and 

servicing loans.

- Withdrawn, June 4, 2004 

Chicago

MCB Bankshares, Inc., Middleton, Wisconsin -- to become a bank holding company 

and to acquire Middleton Community Bank.

- Approved, June 4, 2004 

Chicago

Platte Valley Financial Service Companies, Inc., Scottsbluff, Nebraska -- to acquire 

North Park Bancshares, Walden, Colorado, and thereby acquire North Park State Bank.

- Approved, June 2, 2004 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority May 30, 2004 to June 5, 2004

Bank Holding Companies

Privatebancorp, Inc., Chicago, Illinois -- to acquire Corley Financial Corporation and 

thereby engage in extending credit and servicing loans.

- Approved, June 4, 2004 

Chicago

Royal Oaks Bancshares, Inc., Houston, Texas, and Royal Oaks Holdings of Delaware, 

Inc., Wilmington, Delaware -- to become bank holding companies and to acquire Royal 

Oaks Bank, SSB, Houston.

- Approved, June 3, 2004 

Dallas

Southern Heritage Bancshares, Inc., Cleveland, Tennessee -- to become a bank holding 

company and to acquire Southern Heritage Bank.

- Approved, June 4, 2004 

Atlanta

Upson Bankshares, Inc., Thomaston, Georgia -- to merge with First Polk Bankshares, 

Inc., Cedartown, and thereby acquire First National Bank of Polk County.

- Approved, June 2, 2004 

Atlanta

Change In Bank Control

Madison Bank Corp., Madison, Georgia -- change in bank control.

- Permitted, June 4, 2004 

Atlanta

Competitive Factors Reports

BankTrust, Mobile, Alabama -- report on competitive factors of the proposed merger 

with The Commercial Bank of Demopolis, Demopolis, as part of a corporate 

reorganization.

- Submitted, June 1, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority May 30, 2004 to June 5, 2004

Competitive Factors Reports

Commerce Bank, National Association, Kansas City, Missouri -- report on competitive 

factors of the proposed merger with Commerce Bank, National Association, Peoria, 

Illinois.

- Submitted, June 2, 2004 

Kansas City

Community State Bank, Royal Center, Indiana -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of the Kewanna branch of 

Indiana Lawrence Bank, North Manchester.

- Submitted, June 3, 2004 

Chicago

Cypress Bank, Palm Coast, Florida -- report on competitive factors of the proposed 

merger with Coquina Bank, Ormond Beach.

- Submitted, June 1, 2004 

Atlanta

First National Bank of Missouri, Lees Summit, Missouri -- report on competitive factors 

of the proposed merger with Bank of Jacomo, Blue Springs.

- Submitted, June 2, 2004 

Kansas City

First National Bank, Fontanelle, Iowa -- report on competitive factors of the proposed 

merger with Union National Bank, Anita.

- Submitted, June 3, 2004 

Chicago

Landmark Bank, National Association, Ada, Oklahoma -- report on competitive factors 

of the proposed merger with Landmark Bank, National Association, Denison, Texas.

- Submitted, June 2, 2004 

Kansas City

Lincoln Bank, Plainfield, Indiana -- report on competitive factors of the proposed 

purchase of and merger with First Bank, Greenwood.

- Submitted, June 3, 2004 

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority May 30, 2004 to June 5, 2004

Competitive Factors Reports

WestStar Bank, Vail, Colorado -- report on competitive factors of the proposed merger 

with First Western Mortgage Services, Inc., Avon.

- Submitted, June 2, 2004 

Kansas City

Extensions Of Time

A.N.B. Holding Company, Ltd., Terrell, Texas -- extension to September 13, 2004, to 

acquire shares of The ANB Corporation and its subsidiaries, The ANB Delaware 

Corporation and The American National Bank of Texas.

- Granted, June 4, 2004 

Dallas

Citibank, N.A., New York, New York -- extension to June 5, 2005, for Citibank 

Overseas Investment Corporation, New Castle, Delaware, to conform an investment of 

Bank Handlowy w Warszawie S.A., Warsaw, Poland, to the requirements of Regulation 

K.

- Granted, June 4, 2004 

Director, BS&R

W.J. Young & Co., Clinton, Iowa -- extension to September 4, 2004, to engage in 

extending credit and servicing loans.

- Granted, June 3, 2004 

Chicago

Membership

Auburn Community Bank, Auburn, California -- to become a member of the Federal 

Reserve System.

- Approved, June 3, 2004 

San Francisco

The Valley State Bank, Syracuse, Kansas -- to become a member of the Federal 

Reserve System.

- Approved, June 3, 2004 

Kansas City

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority May 30, 2004 to June 5, 2004

Regulations And Policies

Regulation CC -- correction to provide an effective date of July 24, 2004, for technical 

amendments to appendix A on the restructuring of check processing operations in the 

Chicago Federal Reserve District (Docket No. R-1194).

- Approved, May 24, 2004 (AC)

Secretary

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, June 5, 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, June 5, 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

3A1 Rhinebeck Bancorp, MHC, Poughkeepsie, New York, to 

become a mutual bank holding company through the acquisition

of 100% of the voting shares of Rhinebeck Savings Bank, 

Rhinebeck, NY.

Newspaper – N/Avail

Fed Reg – 07/06/2004

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

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 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, June 5, 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 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, June 5, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

*18(c) & Branch Community First Bank & Trust, Celina, Ohio, to merge with 

Indiana Lawrence Bank, North Manchester, IN and The Clyde 

Savings Bank, Clyde, OH, pursuant to Section 18(c) of the 

Federal Deposit Insurance Act and incident thereto establish 

branches pursuant to Section 9 of the Federal Reserve Act.

Newspaper – 06/09/2004

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

8430 Windfall Lane, Camby, IN.

Newspaper – 05/08/2004

*Branch Fifth Third Bank, Cincinnati, OH, to establish a branch at 

Broadview Road and Royalton Road, Broadview Hts., OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH, to establish a branch at 5067 

Portage Street, N.W., North Canton, OH. 

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH, to establish a branch at 15530 

South Telegraph Road, Monroe, MI.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH, to establish a branch at 3739 

Navarre Avenue, Oregon, OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH, to establish a branch at West 

Garfield Road and South Bissell Road, Aurora, OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH, to establish a branch at the 

northeast corner of State Route 747 and Union Center 

Boulevard, West Chester, OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH, to establish a branch at the 

southeast corner of Snow Road and Delores Boulevard, 

Brookpark, OH.

Newspaper – 05/22/2004

*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

3(a)(1) & 3(a)(5) Camco Financial Corporation, Cambridge, Ohio, to become a 

bank holding company by acquiring 100 percent of London 

Financial Corporation and its wholly-owned subsidiary, The 

Citizens Bank of London, both of London, Ohio.

Newspaper – N/Avail

Fed Reg – 06/18/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Notice of Change in Bank Control by Susan Neff, Robert Neff, 

Ryan Neff, Heather Neff and Jennifer Neff-Markwell 

(collectively known as the "Neff Family") of their intent to 

retain control of 25 percent or more of the outstanding shares of 

The Citizens Bancorp, Morehead, Kentucky.

Newspaper – 05/17/2004

Fed Reg – 05/19/2004

CIC Notice by the Elder Group and Deborah Bagenstose, Columbus, 

Ohio, to retain control of Empire Bancshares, Inc., Hicksville, 

Ohio.

Newspaper – 06/15/2004

Fed Reg – 05/18/2004

CIC Notice of Change in Control filed by The Dlesk Family (Rosalie 

J. Dlesk, and Sylvan J. Dlesk and Randall Dlesk and Jane 

Dlesk), Wheeling, WV, or their intent to acquire an additional 

9,000 voting shares of First West Virginia Bancorp, Inc., 

Wheeling, WV, and increase their ownership position to 161,442 

shares or 10.56% of the total shares outstanding.

Newspaper – 05/20/2004

Fed Reg – 06/01/2004

*3(a)(5) Huntington Bancshares Incorporated, Columbus, Ohio, to 

acquire Unizan Financial Corp., Canton, Ohio.

Newspaper – 04/28/2004

Fed Reg – 04/23/2004

*3(a)(5) & 4(c)(8) National City Corporation, Cleveland, Ohio, to acquire 100 

percent of Provident Financial Group, Inc., Cincinnati, Ohio, 

and thereby indirectly acquire Provident Bank, Cincinnati, Ohio.

Newspaper – 03/22/2004

Fed Reg – 03/19/2004

*18(c), *4(c)(8), 

& *Branch

Wesbanco, Inc., and WFCO, Inc., both of Wheeling, WV, to 

acquire Western Ohio Financial Corporation, Springfield, OH, 

and its subsidiary, Cornerstone Bank, Springfield, OH, pursuant 

to Section 4(c)(8) of the Bank Holding Company Act and 

Wesbanco Bank, Wheeling, WV, to merge with Cornerstone 

Bank, pursuant to Section 18(c) of the Federal Deposit Insurance 

Act and incident thereto establish branch facilities pursuant to 

Section 9 of the Federal Reserve Act.

Newspaper – 06/17/2004

Fed Reg – 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

614313 The State Bank and Trust Company

401 Clinton Street

Defiance, Ohio 43512

01/20/2004 05/18/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, June 5, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) Gateway Bank & Trust Co., Elizabeth City, North Carolina, to 

purchase three branch offices of Provident Bank of Maryland, 

Baltimore, Maryland, located in Elizabeth City, North Carolina, 

and Emporia and Suffolk, Virginia.*

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

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

45627 First Charter Bank

10200 David Taylor Drive

Charlotte, North Carolina 28262

02/02/2004 06/02/2004 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, June 5, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 18940 S. Tamiami Trail, Ft. Myers, Florida, to be 

known as the South Fort Myers Branch.*

Newspaper – N/Avail

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

located at the intersection of Culebra Road and Loop 1604, San 

Antonio, Texas, to be known as the San Antonio-Culebra.*

Newspaper – N/Avail

*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

3(a)(1) Piedmont Bancshares, Inc., Atlanta, Georgia, to become a bank 

holding company by acquiring Piedmont Bank of Georgia, 

Atlanta, Georgia.*

Newspaper – 06/24/2004

Fed Reg – 06/18/2004

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) The Desjardins Group, Levis, Quebec, Canada, to establish a 

wholly-owned subsidia ry not yet named (in organization), and 

thereby engage in extending credit and servicing loans.

Fed Reg – N/Avail

4(c)(8) Federation de caisses Desjardins du Quebec, Levis, Quebec, 

Canada, to establish a wholly-owned subsidiary not yet named 

(in organization), and thereby engage in extending credit and 

servicing loans.

Fed Reg – N/Avail

4(c)(8) Commercial Capital Corp., DeKalb, Mississippi, to engage in 

insurance agency activities, through its subsidiary, Southern 

Insurance Marketers, Inc, DeKalb, Mississippi

Fed Reg – 06/28/2004
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) La Caisse centrale Desjardins du Quebec, Montreal, Quebec, 

Canada, to establish a wholly-owned subsidiary not yet named 

(in organization), and thereby engage in extending credit and 

servicing loans.

Fed Reg – N/Avail

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

664336 Metro Bank of Dade County

9350 South Dixie Highway

Miami, Florida 33156

(305) 670-0200

02/02/2004 06/02/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, May 29, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Citizens Bank, Flint, Michigan, to establish a branch facility to 

be located at 28001 Cabot Drive, Novi, Michigan.*

Newspaper – N/Avail

Branch Midwest Bank and Trust Company, Elmwood Park, Illinois, to 

establish branch facilities to be located at 239-45 Addison Road, 

Addison, Illinois, and 1441 Waukegan Road, Glenview, 

Illinois.*

Newspaper – 06/08/2004

Branch Southwest Bank of St. Louis, St. Louis, Missouri, to establish a 

branch facility to be located at 10923 Olive Boulevard, Creve 

Coeur, Missouri.*

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) Capitol Bancorp, Ltd., Lansing, Michigan, and First California 

Southern Bancorp, Escondido, California , to acquire 51 percent 

of the voting shares of Point Loma Community Bank (in 

organization), San Diego, California.*

Fed Reg – 06/17/2004

Newspaper – N/Avail

CIC Notice by Darin J. Johnson, Sutherland, Iowa, to gain control of 

Old O'Brien Banc Shares,Inc., Sutherland,Iowa, and thereby 

indirectly Security State Bank, Sutherland, Iowa, and Hawarden 

Banking Company, Hawarden, Iowa.

Fed Reg – 05/26/2004

Newspaper – N/Avail

3(a)(3) Parkway Bancorp, Inc., Harwood Heights, Illinois, to acquire 

100 percent of the voting shares of United Arizona Bank, 

National Association, Cave Creek, Arizona.*

Fed Reg – 06/07/2004

Newspaper – N/Avail

CIC Notice by Paul E. Menzel, Hartland, Wisconsin, to retain 19.32 

percent of Ridgestone Financial Services, Inc., Brookfield, 

Wisconsin, and thereby indirectly control Ridgestone Bank, 

Brookfield, Wisconsin.

Fed Reg – 06/03/2004

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

Type Application

Ending date of

comment period

CIC Notice by Mark Bradley Richardson, Thetford, Vermont, and 

Kimberly Ann Richardson, Atlanta, Georgia, to acquire control 

of Wellington Bancorp, Inc., Springfield, Illinois, and thereby 

indirectly acquire Community Bank, Hoopeston, Illinois.

Fed Reg – 06/16/2004

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

4(c)(8) Hasten Bancshares, Inc., Indianapolis, Indiana, proposes to 

engage de novo in extending credit and servicing loans.

Fed Reg – 06/16/2004

4(c)(8) Irwin Financial Corporation, Columbus, Indiana, proposes to 

acquire 51 percent ownership interest in Waterway Financial, 

LLC, Grandville, Michigan, through its indirect subsidiary Irwin 

Mortgage Corporation, and thereby engage in mortgage 

origination and mortgage brokering activities.

Fed Reg – N/Avail

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

Type Application

Reg K The Northern Trust Company, Chicago, Illinois, and Northern 

Trust Global Services Limited, London, England, proposes to 

establish a foreign branch to be located in Luxembourg, 

Luxembourg.
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

653648 First American Bank

1207 Central Ave.

Fort Dodge, Iowa 50501

(515) 573-1956

10/20/2003 05/24/2004 S X

983448 M&I Marshall & Ilsley Bank

770 N. Water St.

Milwaukee, Wisconsin 53202

(414) 765-7856

08/11/2003 05/27/2004 O X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, June 5, 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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, June 5, 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

CIC Charles Dale Shonkwiler, Hamilton, Montana, to acquire control 

of Ravalli County Bankshares, Inc., Hamilton, Montana, and 

thereby indirectly acquire control of Ravalli County Bank, 

Hamilton, Montana, and West One Bank Kalispell, Montana.

Fed Reg – 06/23/2004

Newspaper – N/Avail

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 industrial loan 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 – 07/06/2004

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 Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, June 5, 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)(3) First Centralia Bancshares, Inc., Centralia, Kansas, to directly 

acquire up to 14.33 percent of the voting shares of Century 

Capital Financial, Inc., Kilgore, Texas, parent of Century Capital 

Financial-Delaware, Inc., Wilmington, Delaware, parent of City 

National Bank, Kilgore, Texas.

Newspaper – N/Avail

Fed Reg – 07/06/2004

3(a)(3) First Centralia Bancshares, Inc., Centralia, Kansas, to indirectly 

acquire up to 35.80 percent of the voting shares of Century 

Capital Financial, Inc., Kilgore, Texas, held through Morrill 

Bancshares, Inc., Merriam, Kansas.

Newspaper – N/Avail

Fed Reg – 07/06/2004

3(a)(3) First Centralia Bancshares, Inc., Centralia, Kansas, to indirectly 

acquire up to 77.74 percent of the voting shares of FBC 

Financial Corp., Claremore, Oklahoma, held through Morrill 

Bancshares, Inc., Merriam, Kansas, thereby also indirectly 

acquiring up to 14.33 percent of the voting shares of Century 

Capital Financial, Inc., Kilgore, Texas.

Newspaper – N/Avail

Fed Reg – 07/06/2004

3(a)(3) Morrill Bancshares, Inc., Merriam, Kansas, to directly acquire 

up to 35.80 percent of the voting shares of Century Capital 

Financial, Inc., Kilgore, Texas, parent of Century Capital 

Financial-Delaware, Inc., Wilmington, Delaware, parent of City 

National Bank, Kilgore, Texas.

Newspaper – N/Avail

Fed Reg – 07/06/2004

3(a)(3) Morrill Bancshares, Inc., Merriam, Kansas, to directly acquire 

up to 77.74 percent of the voting shares of FBC Financial Corp., 

Claremore, Oklahoma, and thereby indirectly acquire up to 

14.33 percent of the voting shares of Century Capital Financial, 

Inc., Kilgore, Texas.

Newspaper – N/Avail

Fed Reg – 07/06/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) Davis Bancorporation, Inc., Davis, Oklahoma, to directly 

acquire up to 17.90 percent of the voting shares of Century 

Capital Financial, Inc., Kilgore, Texas, parent of Century Capital 

Financial-Delaware, Inc., Wilmington, Delaware, parent of City 

National Bank, Kilgore, Texas.

Newspaper – N/Avail

Fed Reg – 07/06/2004

4(c)(8) First Centralia Bancshares, Inc., Centralia, Kansas, to indirectly 

acquire up to 77.74 percent of the voting shares of FBC 

Financial Corporation, Claremore, Oklahoma, parent of 1st Bank 

Oklahoma, a Federal Savings Bank, held through Morrill 

Bancshares, Inc., Merriam, Kansas.

Newspaper – N/Avail

Fed Reg – 07/06/2004

4(c)(8) Morrill Bancshares, Inc., Merriam, Kansas, to directly acquire 

up to 77.74 percent of the voting shares of FBC Financial 

Corporation, Claremore, Oklahoma, parent of 1st Bank 

Oklahoma, a Federal Savings Bank.

Newspaper – N/Avail

Fed Reg – 07/06/2004

CIC Notice by Betty Margret Wheeler, Durant, Oklahoma, to retain 

control of FNB Financial Services, Inc., Durant, Oklahoma, 

parent of The First National Bank in Durant, Durant, Oklahoma 

and First Texoma Bank, Sherman, Texas.

Newspaper – N/Avail

Fed Reg – N/Avail

CIC Notice by Cass S. Young, Hugoton, Kansas, as co-trustee of the 

Young Family Trust; Dennis L. Rowland, Montrose, Colorado, 

as successor special appointee of the Young Family Trust; Craig 

D. Young, Wichita, Kansas, as co-trustee of the Young Family 

Trust and the Mary F. Young Trust, to acquire control of 

Hugoton Bancshares, Inc., parent of Citizens State Bank, both in 

Hugoton, Kansas.

Newspaper – 06/25/2004

Fed Reg – 06/17/2004

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

Premises Gunnison Bank & Trust Company, Gunnison, Colorado, to 

increase its investment in bank premises.
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

524953 First Pryority Bank

310 E. Graham

Pryor, Oklahoma 74361-2435

03/01/2004 06/01/2004 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, June 5, 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

Member 

Withdrawal

Falcon International Bank, Laredo, TX, request to voluntarily 

withdraw from membership in the Federal Reserve System
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, June 5, 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)(3) BNP Paribas, Paris, France, and BancWest Corporation, 

Honolulu, Hawaii, to acquire 100 percent of USDB Bancorp,

Stockton, California, and its wholly-owned subsidiary, Union 

Safe Deposit Bank, Stockton, California.*

Newspaper – 07/02/2004

Fed Reg – 07/01/2004

3(a)(3) North Valley Bancorp, Redding, California, to acquire 100 

percent of Yolo Community Bank, Woodland, California.*

Newspaper – N/Avail

Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

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