Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 13 

Week Ending March 29, 2008

Board of Governors of the Federal Reserve System, Washington, DC 20551
Bank Holding Companies

Bank of America Corporation, Charlotte, North Carolina, and Countrywide Financial 

Corporation, Calabasas, California -- notice of public meetings to be held on April 

22, 2008, at the Federal Reserve Bank of Chicago, and on April 28 and 29 at the Los 

Angeles Branch of the Federal Reserve Bank of San Francisco on the application by 

Bank of America Corporation to acquire Countrywide Financial Corporation.

- Approved, March 26, 2008

The Royal Bank of Scotland Group plc, Edinburgh, Scotland -- to engage, on a 

limited basis, in physical commodity trading, energy tolling, and energy management 

services as activities that are complementary to a financial activity.

- Approved, March 26, 2008

Board Operations

Employment of Noncitizens -- final rule revising the Board's Rules Regarding Equal 

Opportunity to permit certain noncitizen employees to have access to confidential 

information (Docket No. OP-1264).

- Approved, March 25, 2008

Forms

Forms -- Board review to extend without revision the Financial Statements for a 

Bank Holding Company Subsidiary Engaged in Bank-Ineligible Securities 

Underwriting and Dealing (FR Y-20).

- Approved, March 25, 2008

Reserve Bank Operations

Federal Reserve Bank of St. Louis -- appointment of James B. Bullard as president 

and chief executive officer, effective April 1, 2008.

- Approved, March 24, 2008

H.2 Board Actions March 23, 2008 to March 29, 2008

(A/C) = Addition or Correction Board - Page 1 of 1
H.2 Actions under delegated authority

BS&R

C&CA

FOMC

Banking Supervision and Regulation

Consumer and Comminity Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operational and Payment System

IF International Finance

OSDM Office of Staff Director for Management

March 23, 2008 to March 29, 2008

Bank Branches, Domestic

Comerica Bank, Dallas, Texas -- to establish a branch at 13920 City Center Drive, 

Chino Hills, California.

Dallas

- Approved, March 26, 2008

Highlands Union Bank, Abingdon, Virginia -- to establish a branch at 1824 Veterans 

Boulevard, Sevierville, Tennessee.

Richmond

- Approved, March 28, 2008

Lone Star State Bank of West Texas, Lubbock, Texas -- to establish a branch at 406 

E FM 700, Big Spring.

Dallas

- Approved, March 24, 2008

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to establish branches at the 

intersections of 115th Avenue and Van Buren Street, Avondale, Arizona; Cactus and 

Reems Roads, Surprise; University Parkway and Honore Avenue, Sarasota, Florida; 

Rinehart Road and SR-417, Sanford; County Road 42 and Galaxie Avenue, Apple 

Valley, Minnesota; and I-470 and Wood's Chapel Road, Lee's Summit, Missouri.

Secretary

- Approved, March 28, 2008

Nara Bank, Los Angeles, California -- to establish branches at 485-495 Greatneck 

Road, Greatneck, New York; and 2025 Lemoine Avenue, Fort Lee, New Jersey.

San Francisco

- Approved, March 26, 2008

(A/C) = Addition or Correction Delegated - 1 of 7
Bank Branches, Domestic

Southwest Bank, St. Louis, Missouri -- to establish a branch at Telegraph and 

Christopher Roads, Oakville.

Secretary

- Approved, March 28, 2008

Bank Holding Companies

Community State Bank Employee Stock Ownership Plan and Trust, Union Grove, 

Wisconsin -- to acquire additional shares of Union Bancorporation, Inc., and thereby 

increase its interest in Community State Bank.

Chicago

- Approved, March 27, 2008

Dairyland Bancorp, Inc., Bruce, Wisconsin -- to acquire Gilman Corporation, 

Gilman, and thereby acquire State Bank of Gilman.

Minneapolis

- Approved, March 24, 2008

Hazen Bancorporation, Inc., Hazen, North Dakota -- to acquire additional shares of 

North Star Holding Company, Inc., Jamestown, and thereby indirectly acquire 

Unison Bank, Jamestown, and Unison Bank, Mesa, Arizona, a de novo bank.

Minneapolis

- Withdrawn, March 27, 2008

International Brotherhood of Boilermakers, Iron Ship Builders, Blacksmiths, Forgers 

and Helpers, Kansas City, Kansas -- to acquire, over 60 months, shares of 

Brotherhood Bancshares, Inc. and Brotherhood Bank & Trust Company.

Kansas City

- Approved, March 27, 2008

H.2 Actions under delegated authority March 23, 2008 to March 29, 2008

(A/C) = Addition or Correction Delegated - 2 of 7
Bank Holding Companies

McIntosh County Bank Holding Company, Inc., Ashley, North Dakota -- to acquire 

additional shares of North Star Holding Company, Inc., Jamestown, and thereby 

indirectly acquire Unison Bank, Jamestown, and Unison Bank, Mesa, Arizona, a de 

novo bank.

Minneapolis

- Withdrawn, March 27, 2008

Merchants Bancorp of Pennsylvania, Inc., Kittanning, Pennsylvania -- waiver of 

application to acquire F&A Financial Corporation, in connection with the merger of 

their subsidiaries, The Merchants National Bank of Kittanning and The Farmers 

National Bank of Kittanning.

Cleveland

- Granted, March 28, 2008

Mills Financial Services, Inc., Brainerd, Minnesota -- to become a bank holding 

company and to acquire First Security Bank - Sanborn, Sanborn.

Minneapolis

- Approved, March 28, 2008

Minnwest Corporation, Minnetonka, Minnesota -- request for an exemption from 

section 23A of the Federal Reserve Act.

Director, BS&R

- Granted, March 25, 2008

North Star Holding Company, Inc., Jamestown, North Dakota -- to acquire Unison 

Bank, Mesa, Arizona, a de novo bank.

Minneapolis

- Withdrawn, March 27, 2008

H.2 Actions under delegated authority March 23, 2008 to March 29, 2008

(A/C) = Addition or Correction Delegated - 3 of 7
Bank Holding Companies

Parkside Financial, Inc., Clayton, Missouri -- to become a bank holding company and 

to acquire Parkside Financial Bank & Trust (in organization).

St. Louis

- Approved, March 27, 2008

Summit Financial Enterprises, Inc., Panama City, Florida -- to become a bank 

holding company and to acquire Summit Bank, N.A. (in organization).

Atlanta

- Approved, March 24, 2008

Traditions Bancshares, Inc., Cullman, Alabama -- relief from a commitment.

Atlanta

- Granted, March 25, 2008

UCBH Holdings, Inc., San Francisco, California -- to acquire shares of First 

American International Corporation, Brooklyn, New York, and First American 

International Bank.

San Francisco

- Approved, March 24, 2008

Wishek Bancorporation, Inc., Wishek, North Dakota -- to acquire, through its interest 

in North Star Holding Company, Inc., Jamestown, shares of Unison Bank, Mesa, 

Arizona, a de novo bank. 

Minneapolis

- Withdrawn, March 27, 2008

H.2 Actions under delegated authority March 23, 2008 to March 29, 2008

(A/C) = Addition or Correction Delegated - 4 of 7
Bank Holding Companies

Woodcock Holdings, LLC, Haddock, Georgia -- waiver of application to become a 

bank holding company in connection with the acquisition by Central Bancorp, Inc., 

Garland, Texas, of Jones County Bank, Haddock, Georgia.

Dallas

- Returned, March 28, 2008

Bank Mergers

First National Bank of Missouri, Lee's Summit, Missouri -- to merge with Metcalf 

Bank, Overland Park, Kansas, and thereby establish five branches in Overland Park 

and one branch in Olathe.

Kansas City

- Approved, March 28, 2008

Change In Bank Control

Collins Bankcorp, Inc., Collins, Wisconsin -- change in bank control of Bankcorp 

and its subsidiary bank, Collins State Bank.

Chicago

- Permitted, March 28, 2008

First Citizens Bankshares, Inc., Glennville, Georgia -- change in bank control of 

Bankshares and its subsidiary bank, First Citizens Bank.

Atlanta

- Permitted, March 28, 2008

H.2 Actions under delegated authority March 23, 2008 to March 29, 2008

(A/C) = Addition or Correction Delegated - 5 of 7
Change In Bank Control

Merchants Bancorp of Pennsylvania, Inc., Kittanning, Pennsylvania -- change in 

bank control of Bancorp and its subsidiary bank, The Merchants National Bank of 

Kittanning.

Cleveland

- Permitted, March 28, 2008

United Americas Bankshares, Inc., Atlanta, Georgia -- change in bank control of 

Bankshares and its subsidiary bank, United Americas Bank, N.A.

Atlanta

- Permitted, March 27, 2008

Extensions Of Time

Community Capital Bank of Virginia, Christiansburg, Virginia -- extension to June 

28, 2008, to become a member of the Federal Reserve System.

Richmond

- Granted, March 26, 2008

Security Business Bancorp, San Diego, California -- extension to July 23, 2008, to 

become a bank holding company and to acquire Security Business Bank of San 

Diego.

San Francisco

- Granted, March 28, 2008

The Northern Trust Company, Chicago, Illinois -- extension to May 1, 2009, to 

establish a branch in Beijing, China.

Chicago

- Granted, March 28, 2008

H.2 Actions under delegated authority March 23, 2008 to March 29, 2008

(A/C) = Addition or Correction Delegated - 6 of 7
Extensions Of Time

Virginia Community Capital, Inc., Christiansburg, Virginia -- extension to June 28, 

2008, to become a bank holding company and to acquire shares of Community 

Capital Bank of Virginia (in organization).

Richmond

- Granted, March 26, 2008

Membership

First National Bank of Missouri, Lee's Summit, Missouri -- to retain membership in 

the Federal Reserve System on conversion to a state chartered bank, to be known as 

Metcalf Bank.

Kansas City

- Approved, March 28, 2008

H.2 Actions under delegated authority March 23, 2008 to March 29, 2008

(A/C) = Addition or Correction Delegated - 7 of 7
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending March 29, 2008

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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

04/25/2008

Banco do Brasil, Brasilia, Brazil, to acquire 

Banco do Brasil, Federal Savings Bank, New 

York, New York, and thereby operate a savings 

association.

BANCO DO BRASIL S.A.

Newspaper:

Federal Register:

CIC Not available

* 18C Not available

The Bank of New York, New York, New York, to 

merge with BNY Mellon Interim Institutional 

National Bank, Pittsburgh, Pennsylvania and to 

acquire 100 percent of the shares of Mellon 

Overseas Investment Corporation, Greenville, 

Delaware.

BANK OF NEW YORK MELLON 

CORPORATION, THE

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Modern Bank Management LLC, Modern Bank 

Partners LLC and Modern Financial Inc., all of 

New York, New York, to become bank holding 

companies, through the acquisition of 100 

percent of Modern Bank, N.A., New York, New 

York.

MODERN BANK 

MANAGEMENT LLC

Newspaper:

Federal Register:

* 3A1 01/17/2008

04/06/2008

National Australia Bank Limited, National 

Equities Limited A.B.N., both of Melbourne, 

Australia, National Americas Investment, Inc., 

National Americas Holdings LLC, both of New 

York, New York to become a one-bank holding 

company, pursuant to Section 3(a)(1) of the 

BHC Act and Section 225.17 of Regulation Y, by 

acquiring Great Western Bancorporation, Inc., 

Omaha, Nebraska and its subsidiary Great 

Western Bank, Watertown, South Dakota.

NATIONAL AUSTRALIA BANK 

LIMITED

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and 

is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Fifth Thid Bank, Grand Rapids, MI to establish a 

branch at the southeast corner of State Route 54 

and Grand Boulevard, New Port Richey, FL.

FIFTH THIRD BANK

Newspaper:

Federal Register:

CIC Not available

Not available

Interagency Notices of Change in Bank Control 

filed by:

(1.) Jay L. Dunlap, Lincoln, NB to retain voting 

authority granted by proxy from Mark Dunlap 

over 58.25 shares or 55.48% of the outstanding 

voting shares of New Richmond 

Bancorporation, New Richmond, OH;

(2.) Samad Yaltaghian, Rusden, Northants, 

England, to acquire 46.75 shares or 45.52 

percent of the outstanding voting shares of 

New Richmond Bancorporation, New Richmond, 

OH;

(3.) Jay L. Dunlap, Lincoln, NB and Samad 

Yaltaghian, Rusden, Northants, England, in 

concert resulting from a proxy to vote 46.75 

shares or 45.52 percent of the outstanding 

voting shares of New Richmond 

Bancorporation, New Richmond, OH granted to 

Jay L. Dunlap by Samad Yaltaghian.

NEW RICHMOND 

BANCORPORATION

* 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

 504311 GENOA BKG CO, GENOA, OHIO 11/26/2007 03/14/2008 O Small Bank

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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

04/18/2008

Alliance Financial Corporation, Gastonia, North 

Carolina, to become a bank holding company by 

acquiring 100 percent of Alliance Bank & Trust 

Company, Gastonia, North Carolina.

ALLIANCE FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

Four Oaks Bank and Trust Company, Four 04/07/2008

Oaks, North Carolina, proposes to establish a 

branch at 574 Village Court, Garner, North 

Carolina.

FOUR OAKS BANK & TRUST 

COMPANY

Newspaper:

Federal Register:

* 3A1 04/18/2008

04/14/2008

Select Bancorp, Inc., Greenville, North Carolina, 

to become a bank holding company by 

acquiring 100% of Select Bank & Trust 

Company, Greenville, North Carolina.

SELECT BANCORP, INC.

Newspaper:

Federal Register:

Member Not available

* Branch Not applicable

Virginia Partners Bank, Fredericksburg, Virginia 

(in organization), to become a member of the 

Federal Reserve System and to establish two 

branches.

VIRGINIA PARTNERS 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 04/17/2008

04/11/2008

ATB Management, LLC, along with its 

subsidiary, ATB Holdings, LLC, both of 

Birmingham, Alabama, to acquire up to 51 

percent of the outstanding shares of Guardian 

Bancshares, Inc., and its subsidiary, Alabama 

Trust Bank, N.A., both of Sylacauga, Alabama.

ATB MANAGEMENT, LLC

Newspaper:

Federal Register:

4c8 Not applicable

04/15/2008

Banco Bilbao Vizcaya Argentaria, S.A., Bilbao, 

Spain, to acquire 100 percent of the voting 

securities of Proxima Alfa Investments (USA) 

LLC, New York, New York, and thereby engage 

in the following: (i) providing investment and 

financial advisory services, including acting as 

a registered investment adviser and as a 

registered commodity trading adviser; (ii) 

providing as agent transactional services with 

respect to derivatives, forward contracts, 

futures, options, swaps and similar 

transactions; (iii) serving as investment adviser 

to, general partner or managing member of (and, 

if appropriate, acting as a commodity pool 

operator for), and holding and placing equity 

interests in, private investment funds (including 

limited partnerships, limited liability companies 

and similar investment vehicles) ("Private 

Investment Funds") that invest only in 

securities, derivatives, commodity contracts, 

and other assets and instruments that a bank 

holding company would be permitted to hold 

directly under the BHCA ("Private Investment 

Fund Activities"). These activities have been 

approved by prior Board Orders (see 

e.g.,Meridian Bancorp, Inc., 80 Fed Res. Bull. 

736 (1994); The Bessemer Group, Inc., 82 Fed. 

Res. Bull. 569 (1996); Dresdner Bank AG, 84 Fed. 

Res. Bull. 985 (1998); UBS AG, 84 Fed. Res. Bull. 

684 (1998); Travelers Group Inc., 84 Fed. Res. 

Bull. 985 (1998); KeyCorp, 84 Fed. Res. Bull. 

1075 (1998); First Security Corporation, 85 Fed. 

Res. Bull. 207 (1999); Banque National de Paris, 

86 Fed. Res. Bull. 118 (2000); Letter from the 

Federal Reserve Bank of New York, dated June 

3, 2003 (approval for Commerzbank); and Letter 

from the Federal Reserve Bank of Boston, dated 

December 16, 2002 (approval for Boston Private 

Financial Holdings, Inc.)); and (iv) investing 

and trading in foreign exchange, forward 

contracts, options, futures, options on futures, 

swaps and similar contracts, whether traded on 

exchanges or not, based on any rate, price, 

financial asset (other than a bank-ineligible 

security), nonfinancial asset, group of assets or 

index of any of the foregoing.

BANCO BILBAO VIZCAYA 

ARGENTARIA, S.A.

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

Federal Reserve Bank of Atlanta

Filings received during the week ending March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Caixa de Aforros de Vigo, Ourense e 

Pontevedra, Vigo, Spain, to establish 

international bank branches in New York, New 

York, Chicago, Illinois, Los Angeles, California, 

and Houston, Texas.

CAIXA DE AFORROS DE VIGO, 

OURENSE E PONTEVEDRA

Newspaper:

Federal Register:

* 3A1 04/15/2008

04/18/2008

Resurgens Bancorp, to become a bank holding 

company by acquiring 100 percent of the 

outstanding shares of Resurgens Bank, Atlanta, 

Georgia (in organization).

RESURGENS BANCORP, INC.

* 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not available

* 18C

* Branch

Not applicable

Alpine Bank of Illinois, Rockford, Illinois, to 

become a member of the Federal Reserve 

System, and by Alpine Bank of Illinois, 

Rockford, Illinois, to merge with Belvidere 

National Bank & Trust Company, Belvidere, 

Illinois, and thereby to establish 7 branches.

ALPINE BANK OF ILLINOIS

Newspaper:

Federal Register:

* 3A1

4c8

03/15/2008

04/09/2008

First Fontanelle Employee Stock Ownership 

Plan and Trust, Fontanelle, Iowa, to become a 

bank holding company by acquiring 30.76 

percent of First Fontanelle Bancorporation, 

Fontanelle, Iowa, and thereby indirectly acquire 

First National Bank, Greenfield, Iowa, and also, 

to indirectly engage in insurance agency 

activities through Corn Belt Insurance Agency, 

Massena, Iowa, an activity of First Fontanelle 

Bancorporation.

FIRST FONTANELLE EMPLOYEE 

STOCK OWNERSHIP PLAN AND 

TRUST

Newspaper:

Federal Register:

CIC 04/19/2008

03/31/2008

Notice by Roger L. Lehmann, Harvard, Illinois, 

Elizabeth E. Lehmann, Harvard, Illinois, Mark W. 

Lehmann, Belle Mead, New Jersey, and Philip J. 

Lehmann, Harvard, Illinois, to retain control of 

Harvard Bancshares, Inc., Harvard, Illinois, and 

thereby indirectly retain Harvard State Bank, 

Harvard, Illinois.

HARVARD BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Johnson Bank, Racine, Wisconsin, to establish 03/31/2008

a branch facility to be located at 14000 W. North 

Avenue, Brookfield, Wisconsin.

JOHNSON BANK

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

12-day Notice - NBE Bancshares, Inc., Earlville, 

Illinois, proposes to acquire 66 percent of Best 

Yet Mortgage LLC, Paw Paw, Illinois, a limited 

liability company, and thereby to engage in 

mortgage brokerage activities.

NBE BANCSHARES, INC

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

State Bank of the Lakes, Antioch, Illinois, to 

purchase the assets and assume the liabilities of 

the Lake Villa, Illinois branch of Libertyville 

Bank and Trust Company, Libertyville, Illinois, 

and thereby to establish a branch located at 345 

South Milwaukee Avenue, Lake Villa, Illinois.

STATE BANK OF THE LAKES

Newspaper:

Federal Register:

* 3A1 Not available

04/07/2008

Wisconsin Bancorp, Inc., Milwaukee, 

Wisconsin, to become a bank holding company 

by acquiring 100 percent of the voting shares of 

Mid America Bank, Janesville, Wisconsin.

WISCONSIN 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

 991340 1ST SOURCE BK, SOUTH BEND, INDIANA 08/06/2007 03/10/2008 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Arvest Bank, Fayetteville, Arkansas, to 04/04/2008

establish a branch facility to be located at 139 

Gage Drive, Hollister, Missouri.

ARVEST BANK

Newspaper:

Federal Register:

CIC 04/07/2008

03/25/2008

Notice by Loreen N. Spragg, Rogersville, 

Missouri, as trustee of the Revocable Trust of 

Loreen N. Sprague, and as successor trustee of 

the Revocable Trust of Robert M. Spragg, to 

retain control of Citizens National Bancorp, Inc., 

Springfield, Missouri.

CITIZENS NATIONAL 

BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 04/12/2008

04/25/2008

First Cecilian Bancorp, Inc., Cecilia, Kentucky, 

to acquire 16.38 percent of Hambac, Inc., 

Hodgenville, Kentucky, and thereby indirectly 

acquire Lincoln National Bank of Hodgenville, 

Hodgenville, Kentucky.

FIRST CECILIAN BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 04/25/2008

04/28/2008

Lonoke Bancshares, Inc., Lonoke, Arkansas, to 

acquire additional shares of First Southern 

Bank, Batesville, Arkansas. The acquisition will 

result in Lonoke Bancshares, Inc., owning up to 

13.91 percent of First Southern Bank.

LONOKE BANCSHARES, INC.

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Old Missouri National Bank, Springfield, 

Missouri, to become a member of the Federal 

Reserve System.

OLD MISSOURI NATIONAL 

BANK

* 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

04/07/2008

Change in Control notice by John M. Morrison 

Revocable Trust #4, dated January 18, 2000, 

John M. Morrison Trustee, Naples, Florida, to 

gain control of Central Bancshares Inc., Golden 

Valley, Minnesota and thereby indirectly gain 

control of Central Bank, Stillwater, Minnesota.

CENTRAL BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A5 Not available

04/17/2008

Frandsen Financial Corporation, Arden Hills, 

Minnesota, to merge with Anderson Financial 

Group, Inc., Wayzata, Minnesota and thereby 

indirectly acquire Northern National Bank, 

Nisswa, Minnesota.

FRANDSEN FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A5 Not available

04/17/2008

Frandsen Financial Corporation, Arden Hills, 

Minnesota, to merge with Tower Bancshares, 

Inc., Cloquet, Minnesota, and thereby indirectly 

acquire State Bank of Tower, Tower, Minnesota.

FRANDSEN FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

CIC Not available

04/09/2008

Notice by Louis B. Olsen, Eagan, Minnesota, to 

acquire 23% of the shares of Northern Star 

Financial, Inc., Mankato, Minnesota, and 

thereby indirectly gain control of Northern Star 

Bank, Mankato, Minnesota.

NORTHERN STAR FINANCIAL, 

INC.

Newspaper:

Federal Register:

CIC Not available

04/14/2008

Notice by Timothy A. Tierney, Madison, 

Wisconsin,as an individual, and as a group 

acting in concert with Mark R. Tierney, 

Superior, Wisconsin, David S. Tierney, Eden 

Prairie, Minnesota, the Robert V. Tierney Trust, 

Timothy Tierney as trustee, Madison, 

Wisconsin, and the Faith M. Tierney Trust, 

Timothy Tierney as trustee, Madison, 

Wisconsin, to acquire control of Superior 

Bancorporation LTD, Superior, Wisconsin, and 

thereby indirectly acquire control Community 

Bank Superior, Superior, Wisconsin.

SUPERIOR BANCORPORATION, 

LTD.

* 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

04/16/2008

Notice by Ricky Kunze, Roca, Nebraska, 

individually and as a member of the Kunze 

family group; and Amy Hunzeker and John 

Kostecka, both of Table Rock, Nebraska; 

Michelle Phillips, Omaha, Nebraska, and 

Spencer Kunze, Roca, Nebraska; all as members 

of the Kunze family group, to acquire control of 

Duroc Investment Company, parent of State 

Bank of Table Rock, both in Table Rock, 

Nebraska, through the acquisition of voting 

shares.

DUROC INVESTMENT 

COMPANY

Newspaper:

Federal Register:

* Branch

Not applicable

First Community Bank, Taos, New Mexico, to 04/04/2008

establish a branch at 905 University Avenue, 

Las Cruces, New Mexico.

FIRST COMMUNITY BANK

Newspaper:

Federal Register:

CIC Not available

04/16/2008

Notice by Gentner F. Drummond, Tulsa, 

Oklahoma, to acquire control of Healthcare 

Bancorp, Inc., parent of First Bankcentre, both 

of Broken Arrow, Oklahoma, through the 

acquisition of voting shares.

HEALTHCARE 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

NONE

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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 03/18/2008

04/18/2008

Central Bancorp, Inc., Garland, Texas, to acquire 

100 percent of Jones County Bank, Haddock, 

Georgia.

CENTRAL BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 04/16/2008

04/14/2008

CTB Financial Corporation, Ruston, Louisiana, 

to acquire 100 percent of Community Trust Bank 

of Texas, Dallas, Texas (de novo).

CTB FINANCIAL 

CORPORATION

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

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and 

is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for 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 March 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC

Not available

Notice by Toinette Rossi, Manteca, California, 04/16/2008

to retain in excess of 10 percent of Delta 

National Bancorp, and thereby indirectly 

control its subsidiary, Delta Bank NA, both of 

Manteca, California.

DELTA NATIONAL BANCORP

Newspaper:

Federal Register:

* 3A1

4c8

03/28/2008

03/24/2008

Porter Mountain III, LLLP, to: 1) become a bank 

holding company by acquiring up to 30 percent 

of Grand Valley Corporation, both of Grand 

Junction, Colorado, and indirectly its 

subsidiary, Grand Valley National Bank, Heber 

City, Utah, pursuant to section 3(a)(1) of the 

Bank Holding Company Act; and 2) to engage 

de novo, indirectly, in extending credit and 

servicing loans pursuant to section 4(c)(8) of 

the Bank Holding Company Act, and section 

225.28(b)(1) of Regulation Y.

PORTER MOUNTAIN III, LLLP

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

W.T.B. Financial Corporation, Spokane, 

Washington, to increase its direct and indirect 

ownership up to 15.33 percent of IT-Lifeline, 

Inc., Liberty Lake, Washington, pursuant to 

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

W.T.B. FINANCIAL 

CORPORATION

* 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

 123178 BANK OF WHITMAN, COLFAX, WASHINGTON 11/05/2007 03/12/2008 S Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act