Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 19

Week Ending May 12, 2007

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 6, 2007 to May 12, 2007

Forms

Forms -- final Board review to extend without revision the Survey to Obtain 

Information on the Relevant Market in Individual Merger Cases (FR 2060), Notice 

of Branch Closure (FR 4031), Survey of Financial Management Behaviors of 

Military Personnel (FR 1375), Reports Related to Securities of State Member Banks 

as Required by Regulation H (Reg H-1), and Notification of Nonfinancial Data 

Processing Activities (FR 4021).

- Approved, May 10, 2007 

(AC) = Addition or Correction Board - Page 1 of 1
May 6, 2007 to May 12, 2007

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

Bank of McKenney, McKenney, Virginia -- to establish a branch at 4300 Owens 

Way, Prince George.

- Approved, May 10, 2007 

Richmond

Farmers State Bank, Victor, Montana -- to establish a branch at 3130 North Reserve 

Street, Missoula.

- Approved, May 8, 2007 

Minneapolis

First Bank, St. Louis, Missouri -- to establish a branch at 7833 Highway N, 

Dardenne Prairie.

- Approved, May 9, 2007 

St. Louis

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

1001 Lakeview Parkway, Vernon Hills.

- Approved, May 9, 2007 

Chicago

PlainsCapital Bank, Lubbock, Texas -- to establish a branch at 3100 South Hulen 

Street, Fort Worth.

- Approved, May 11, 2007 

Dallas

SolutionsBank, Overland Park, Kansas -- to establish a branch at 214 South Main 

Street, Pratt.

- Approved, May 11, 2007 

Kansas City

Virginia Commerce Bank, Arlington, Virginia -- to establish a branch at 14701 Lee 

Highway, Centreville.

- Approved, May 10, 2007 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 3
H.2 Actions under delegated authority May 6, 2007 to May 12, 2007

Bank Holding Companies

Capitol Bancorp, Ltd., Lansing, Michigan, and Capitol Development Bancorp 

Limited VI -- to acquire 51 percent of the shares of USNY Bank, Geneva, New 

York, a de novo bank.

- Approved, May 11, 2007 

Chicago

Founders Bancorp, San Luis Obispo, California -- to become a bank holding 

company and to acquire Founders Community Bank.

- Approved, May 10, 2007 

San Francisco

Franklin Resources, Inc., San Mateo, California -- to retain 5.03 percent of the 

shares of Hudson City Bancorp, Inc., Paramus, New Jersey, and thereby retain its 

subsidiary, Hudson City Savings Bank, FSB.

- Approved, May 10, 2007 

San Francisco

Heartland Bancorp, Inc., Bloomington, Illinois -- waiver of application to acquire 

BankPlus, fsb, Morton, in connection with the merger of BankPlus, fsb with 

Heartland Bank and Trust Company, Bloomington.

- Granted, May 11, 2007 

Chicago

MountainOne Financial Partners, MHC, North Adams, Massachusetts, and 

MountainOne Financial Partners, Inc. -- to acquire South Coastal Holdings, MHC, 

Rockland, and South Coastal Bank.

- Approved, May 11, 2007 

Boston

Pacific City Financial Corporation, Los Angeles, California -- to become a bank 

holding company and to acquire Pacific City Bank.

- Approved, May 7, 2007 

San Francisco

(AC) = Addition or Correction Delegated - Page 2 of 3
H.2 Actions under delegated authority May 6, 2007 to May 12, 2007

Bank Holding Companies

South Plains Financial, Inc. Employee Stock Ownership Plan, Lubbock, Texas -- to 

acquire additional shares up to 30.7 percent of South Plains Financial, Inc. and 

thereby acquire South Plains Delaware Financial Corporation, Dover, Delaware; 

City Bank, Lubbock; Zia Financial Corporation, Ruidoso, New Mexico; and City 

Bank New Mexico.

- Approved, May 10, 2007 

Dallas

UCBH Holdings, Inc., San Francisco, California -- waiver of application to merge 

with CAB Holdings, LLC, Wilmington, Delaware, in connection with the merger of 

Chinese American Bank, New York, New York, with United Commercial Bank, 

San Francisco.

- Granted, May 11, 2007 

San Francisco

Bank Mergers

Centrue Bank, Streator, Illinois -- to merge with Bank 10, Belton, Missouri; and to 

establish a branch at 7700 Bonhomme Street, Clayton.

- Approved, May 8, 2007 

Chicago

Change In Bank Control

Magnolia Bancshares, Inc., Hodgenville, Kentucky -- change in bank control.

- Permitted, May 8, 2007 

St. Louis

Magnolia Bancshares, Inc., Hodgenville, Kentucky -- change in bank control.

- Permitted, May 8, 2007 

St. Louis

Extensions Of Time

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- extension to August 24, 

2007, to establish a branch at 3349 East Queen Creek Road, Gilbert, Arizona 

(formerly at the intersection of Queen Creek and Higley Roads).

- Granted, May 11, 2007 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 3
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

06/07/2007

Citizens Community Bancorp Inc., to acquire

100 percent of the voting shares of Citizens

Community Bank both of Ridgewood, New

Jersey.

CITIZENS COMMUNITY

BANCORP, INC.

Newspaper:

Federal Register:

FBSEA

Not applicable

The Industrial and Commercial Bank of China, 05/11/2007

Limited, Beijing, Peoples Republic of China is

applying to establish a branch in New York.

INDUSTRIAL AND

COMMERCIAL BANK OF

CHINA, LIMITED, THE

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Intesa Sanpaolo S.p.A., Turin, Italy, to retain

the federally licensed branch of former

Sanpoalo IMI, S.p.A., in New York, New

York.

INTESA SANPAOLO S.P.A.

Newspaper:

Federal Register:

* 3A1 05/26/2007

05/21/2007

Orange County Bancorp, Inc., to acquire 100

percent of the voting shares of Orange County

Trust Company, both of Middletown, New

York.

Orange County Bancorp

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

66015 BPD BK, NEW YORK, NEW YORK 10/10/2006 05/03/2007 O Whole/Ltd Purp

884303 CHEMUNG CANAL TC, ELMIRA, NEW YORK 01/30/2006 05/01/2007 O Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

05/21/2007

J. Donald Steele, Jr., and Joanne K. Steele,

Lewisburg, PA to purchase up to 35% of

Northumberland Bancorp, PA.

NORTHUMBERLAND

BANCORP

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Fifth Third Bank, Grand Rapids, MI to 05/11/2007

establish a branch at 2504 West Cermak Road,

Chicago, IL.

FIFTH THIRD BANK

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Richmond

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Other Foreign Not applicable

Not available

Bank of America Corporation, Charlotte,

North Carolina, to acquire U.S. Trust

Corporation, New York, New York, and

thereby indirectly acquire United States Trust

Company International Corporation.

BANK OF AMERICA

CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

Bank of the Commonwealth, Norfolk, 05/26/2007

Virginia, proposes to establish a branch at

Out-Parcel A, Red Mill Walk, Upton Drive,

Virginia Beach, Virginia.

BANK OF THE

COMMONWEALTH

Newspaper:

Federal Register:

* Branch

Not applicable

Bank of Virginia, Midlothian, Virginia, 05/17/2007

proposes to establish a branch at 10501

Patterson Avenue, Richmond, Virginia.

BANK OF VIRGINIA

Newspaper:

Federal Register:

* 18C Not available

Not applicable

New Peoples Bank, Inc., Honaker, Virginia, to

acquire certain assets and assume certain

liabilities of the Norton, Virginia, and

Pennington Gap, Virginia, branch offices of

FNB Southeast, Reidsville, North Carolina.

NEW PEOPLES BANK, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

RBC Centura Bank, Raleigh, North Carolina, 05/19/2007

to establish a branch at 600 N. Congress

Avenue, Boynton Beach, Florida.

RBC CENTURA BANK

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

CapGen Capital Group LLC, Washington,

D.C., to become a bank holding company by

acquiring 100 percent control of CapGen

Capital Group LP, Washington, D.C., and

thereby indirectly acquiring control of The

BANKshares, Inc., Melbourne, Florida, and its

subsidiaries, BankFIRST, Winter Park,

Florida, and Bank Brevard, Melbourne, Florida

(Banks); and by CapGen Capital Group LP,

Washington, D.C., to become a bank holding

company by acquiring 21.8 percent of The

BANKshares, Inc., Melbourne, Florida, and

Banks.

CapGen Capital Group LLC

Newspaper:

Federal Register:

4c8 Not applicable

05/29/2007

GB&T Bancshares, Inc., Gainesville, Georgia,

to acquire 100 percent of the outstanding

shares of GB&T Mortgage, Inc., Cumming,

Georgia, and thereby engage de novo in

making, acquiring, brokering, or servicing

loans or other extensions of credit.

GB&T BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Neighborhood Community Bank, Newnan, 05/15/2007

Georgia, to establish a branch located at 105

Carriage Oaks Drive, Tyrone, Georgia.

NEIGHBORHOOD

COMMUNITY BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Regions Bank, Birmingham, Alabama, to 05/22/2007

establish branches at the following locations:

887 E. Altamonte Drive, Altamonte Springs,

Florida, to be known as the Altamonte Springs

Branch; 11883 Indian Rocks Road, Largo,

Florida, to be known as the Indian Rocks

Branch; Stoneybrook Parkway at Avalon

Boulevard (SR 545), Winter Garden, Florida,

to be known as the Stoneybrook West Branch;

Highway 31 at I-65, Alabaster, Alabama, to be

known as the Alabaster-Promenade Branch;

and 13832 Landstar Boulevard, Orlando,

Florida, to be known as the Landstar Branch.

REGIONS BANK

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish 05/23/2007

a branch located at 2545 Military Trail,

Jupiter, Florida, to be known as the Sea Plum

Town Center Office.

SUNTRUST BANK

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 05/24/2007

05/24/2007

Notice by Randall R. Schwartz, Orland Park,

Illinois, to acquire 14.15 percent of the voting

shares of First Personal Financial Corp.,

Orland Park, Illinois, and thereby indirectly

acquire First Personal Bank, Orland Park,

Illinois.

FIRST PERSONAL FINANCIAL

CORP.

Newspaper:

Federal Register:

* 3A5 Not available

* 18C

* Branch

06/04/2007

Midwest Banc Holdings, Inc., Melrose Park,

Illinois, to merge with Northwest Suburban

Bancorp, Inc., Mount Prospect, Illinois, and

thereby indirectly acquire Mount Prospect

National Bank, Mount Prospect, Illinois, and

the related application by Midwest Bank and

Trust Company, Elmwood Park, Illinois, to

merge with Mount Prospect National Bank,

Mount Prospect, Illinois, and thereby to

establish 5 branches.

MIDWEST BANC HOLDINGS,

INC.

Newspaper:

Federal Register:

* 3A3 05/30/2007

06/07/2007

Prairieland Bancorp Employee Stock

Ownership Plan and Trust, Bushnell, Illinois,

to increase its ownership from 43.13 percent to

48.01 percent of Prairieland Bancorp, Inc.,

Bushnell, Illinois, and thereby indirectly

increase its ownership of Farmers and

Merchants State Bank, Bushnell, Illinois.

PRAIRIELAND BANCORP

EMPLOYEE STOCK

OWNERSHIP PLAN AND

TRUST

Newspaper:

Federal Register:

* 3A1 05/21/2007

05/18/2007

St. Anne Bancorp, Inc., St. Anne, Illinois, to

become a bank holding company by acquiring

100 percent of the voting shares of National

Bank of Saint Anne, Saint Anne, Illinois.

ST ANNE BANCORP, INC.

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

Federal Reserve Bank of Chicago

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

187947 BANK IA, CLARINDA, IOWA 01/22/2007 04/23/2007 S Small Bank

2938198 NORTHBROOK B&TC, NORTHBROOK, ILLINOIS 11/27/2006 04/05/2007 S Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Arvest Bank, Fayetteville, Arkansas, to 05/22/2007

establish a branch facility to be located at 1435

E. Bradford Parkway, Springfield, Missouri.

ARVEST BANK

Newspaper:

Federal Register:

CIC 05/30/2007

05/30/2007

Notice by the Atwood Holdings Limited

Partnership, Tezevant, Tennessee, and George

L. Atwood, Trezevant, Tennessee, as general

partner, to gain control of F & M Bancshares,

Inc., Trezevant, Tennessee.

F & M BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 05/31/2007

05/21/2007

Notice by Peter Mahurin, Bowling Green,

Kentucky, and Ben Lovell Cundiff, Cadiz,

Kentucky, individually and as members of a

group acting in concert, to gain control of

Jackson Financial Corporation, Mayfield,

Kentucky. The group consists of Messrs.

Mahurin and Cundiff, Damon Salvatore Vitale,

Bowling Green, Kentucky, and Charles Lester

Key, Franklin, Kentucky.

JACKSON FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

The Missouri Bank, Warrenton, Missouri, to 05/17/2007

establish a branch facility to be located at 3194

South Service Road East, Foristell, Missouri.

MISSOURI BANK, THE

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

1st Bank, Sidney, Montana, to purchase certain

assets and assume certain liabilities of the

Broadus, Montana branch of Rocky Mountain

Bank, Billings, Montana, and incident thereto

proposes to establish a branch at 201 North

Wilber, Broadus, Montana.

1ST BANK

Newspaper:

Federal Register:

CIC Not available

05/17/2007

Notice by Archie Pecha, and Ardella Pecha,

both of Arcadia, Flordia, Terry Pecha,

Bloomer, Wisconsin, Todd Pecha, Bloomer,

Wisconsin, Cindy Dachel, Capitola, California,

Melanie Pecha Rubenzer, Bloomer, Wisconsin,

and Rhonda Prince, Bloomer, Wisconsin, to

retain control of Bloomer Bancshares, Inc.,

Bloomer, Wisconsin, and thereby indirectly

gain control of Peoples State Bank of Bloomer,

Bloomer, Wisconsin.

BLOOMER BANCSHARES,

INC.

Newspaper:

Federal Register:

Member Not available

* 18C

* Branch

Not applicable

First National Bank of Lewistown, Lewistown,

Montana, to be known as First Bank of

Montana, Lewistown, Montana, proposes to

become a member of the Federal Reserve

System. In addition, First Bank of Montana,

Lewistown, Montana, to merge with Western

Bank of Chinook, N.A., Chinook, Montana,

and incident thereto proposes to establish a

branch at 327 Indiana Street, Chinook,

Montana.

FIRST NATIONAL BANK OF

LEWISTOWN

Newspaper:

Federal Register:

* 3A3 Not available

06/05/2007

Mesaba Bancshares, Inc., Grand Rapids,

Minnesota, to acquire 100 percent of

Evergreen Bancshares, Inc., Two Harbors,

Minnesota, and thereby indirectly acquire The

Lake Bank, Two Harbors, Minnesota.

MESABA BANCSHARES, INC.

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Kansas City

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 05/14/2007

05/07/2007

Notifications filed by Richard W. Willhour, Jr.,

Inola, Oklahoma and Tommy L. Woods,

Tulsa, Oklahoma, to individually control and

by Richard W. Willhour, Jr., Inola, Oklahoma;

Tommy L. Woods, Thomas J. O'Brien,

Matthew Q. Klimisch, and John R. Woolman,

all of Tulsa, Oklahoma; Stephen M. Murphy

and Curtis L. Roberts, both of Jenks,

Oklahoma, all acting as a group in concert to

acquire control of the voting common stock of

CNBO Bancorp, Inc., Pryor, Oklahoma, parent

of Century National Bank of Oklahoma, Pryor,

Oklahoma.

CNBO BANCORP, INC.

Newspaper:

Federal Register:

CIC 04/19/2007

04/10/2007

Notification by William Scott Martin Trust,

and William S. Martin, Miami Beach, Florida,

as trustee, to acquire control of Green Country

Bancorporation, Inc., parent of The First State

Bank, both in Ketchum, Oklahoma.

GREEN COUNTRY

BANCORPORATION, INC.

Newspaper:

Federal Register:

* 3A1 Not available

05/14/2007

Midwest Regional Bancorp, Inc., Festus,

Missouri, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of Federated Bancshares, Inc.,

Stilwell, Kansas, parent of The Bank of

Otterville, Otterville, Missouri.

MIDWEST REGIONAL

BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 06/02/2007

06/04/2007

Southwest Bancorp, Inc., Stillwater,

Oklahoma, to acquire up to 100 percent of the

voting shares of Hart Food Stores, Inc.,

Hutchinson, Kansas, parent of Bank of Kansas,

South Hutchinson, Kansas.

SOUTHWEST BANCORP, INC.

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

883959 BANK OF KREMLIN, KREMLIN, OKLAHOMA 01/29/2007 04/26/2007 S Small Bank

41955 BANK OF NEWMAN GROVE, NEWMAN GROVE, NEBRASKA 01/29/2007 04/26/2007 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 06/01/2007

06/04/2007

First Texas BHC, Inc., Fort Worth, Texas, to

acquire SWB Bancshares, Inc., Fort Worth,

Texas, and therefore indirectly acquire S W

Financial, Inc., Dover, Delaware, and

Southwest Bank, Fort Worth, Texas.

FIRST TEXAS BHC, INC.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

TIB The Independent BankersBank, Irving, 05/14/2007

Texas, to merge with South Bay Bank,

National Association, Torrance, California,

and to establish a branch to be located at 17011

Beach Boulevard, Suite 1260, Huntington

Beach, California.

TIB THE INDEPENDENT

BANKERSBANK

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Umphrey II Family Limited Partnership and

Hillister Enterprises II, Inc., Beaumont, Texas,

to become bank holding companies by

acquiring 19.61 percent of CBFH, Inc.,

Beaumont, Texas, and indirectly acquire

County Bancshares, Inc., Newton, Texas;

Newton Delaware Financial Corporation,

Dover, Delaware; and CountyBank, National

Association, Newton, Texas, also, CBFH, Inc.,

Beaumont, Texas, to become a bank holding

company by acquiring 100 percent of County

Bancshares, Inc., Newton, Texas, and

indirectly acquire Newton Delaware Financial

Corporaton, Dover, Delaware, and

CountyBank, National Association, Newton,

Texas.

UMPHREY II FAMILY

LIMITED PARTNERSHIP

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

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

637451 PLAINSCAPITAL BK, LUBBOCK, TEXAS 10/30/2006 04/25/2007 S Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of San Francisco

Filings received during the week ending May 12, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

American Heritage Holdings to become a bank

holding company by acquiring 100 percent of

Borrego Springs Bank, N.A., both of La Mesa,

California.

AMERICAN HERITAGE

HOLDINGS

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

East West Bank, Pasadena, California, to 06/04/2007

merge with Desert Community Bank,

Victorville, California, and thereby acquire 10

branch offices.

EAST WEST BANK

Newspaper:

Federal Register:

* 4c8 05/07/2007

06/05/2007

Franklin Resources, Inc., San Mateo,

California, to retain 5.03 percent of Hudson

City Bancorp, Inc., and thereby indirectly

retain its subsidiary, Hudson City Savings

Bank, FSB, both of Paramus, New Jersey.

FRANKLIN RESOURCES, INC.

Newspaper:

Federal Register:

4c8 Not applicable

06/05/2007

Franklin Resources, Inc., San Mateo,

California, to retain 5.04 percent of TrustCo

Bank Corp NY, Glenville, New York, a

Federal Savings Bank, pursuant to section

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

section 225.28(b)(4) of Regulation Y.

FRANKLIN RESOURCES, INC.

Newspaper:

Federal Register:

* 3A1 05/25/2007

05/21/2007

Manhattan Bancorp to become a bank holding

company by acquiring 100 percent of Bank of

Manhattan, N.A. (In Organization), both of El

Segundo, California.

MANHATTAN BANCORP

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

Federal Reserve Bank of San Francisco

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

2209553 HERITAGE BK OF CMRC, SAN JOSE, CALIFORNIA 01/22/2007 05/07/2007 S Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act