Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 28 

Week Ending July 14, 2007

Board of Governors of the Federal Reserve System, Washington, DC 20551
Testimony And Statements

Hedge Funds -- statement by Governor Warsh before the House Committee on 

Financial Services.

- Published, July 11, 2007

Monetary Policy Objectives -- statement by Chairman Bernanke before the House 

Committee on Financial Services, July 18, and the Senate Committee on Banking, 

Housing, and Urban Affairs, July 19, 2007.

- Authorized, July 13, 2007

Bank Mergers

East West Bank, Pasadena, California -- to merge with Desert Community Bank, 

Victorville, and thereby establish branches.

- Approved, July 14, 2007

Board Operations

Division of Banking Supervision and Regulation -- appointment of Kevin Bertsch 

as Deputy Associate Director and Lisa DeFerrari and Richard Naylor as Assistant 

Directors.

- Approved, July 10, 2007

Forms

Forms -- final Board review to extend without revision the Report of Selected 

Balance Sheet Items for Discount Window Borrowers (FR 2046) and Request for 

Extension of Time to Dispose of Assets Acquired in Satisfaction of Debts 

Previously Contracted (FR 4006). 

- Approved, July 10, 2007

Regulations And Policies

Credit Card Plans -- annual report to the Congress on the profitability of credit 

card operations of depository institutions.

H.2 Board Actions July 8, 2007 to July 14, 2007

(A/C) = Addition or Correction Board - Page 1 of 2
card operations of depository institutions.

- Approved, July 9, 2007

Financial Services Regulatory Relief Act -- final interagency amendments to 

increase the asset-size thresholds for interlock restrictions on management 

officials (Regulation L, Docket No. R-1272). 

- Approved, July 9, 2007

Monetary Policy -- report to Congress.

- Authorized, July 11, 2007

Presidential Coins -- annual report to the Congress on the Presidential $1 Coin 

Program.

- Approved, July 10, 2007

Reserve Bank Services

Fedwire Securities Service -- assessment of compliance of the Fedwire Securities 

Service with the Recommendations for Securities Settlement Systems.

- Approved, July 10, 2007

Enforcement

RBC Centura Bank, Rocky Mount, North Carolina -- issuance of a final decision 

and order of prohibition against Michelle M. Moore, a former employee.

- Announced, July 9, 2007

Standard Chartered plc, London, United Kingdom; Standard Chartered Bank; and 

Standard Chartered New York branch, New York, New York -- written agreement 

dated October 7, 2004, terminated July 10, 2007.

- Announced, July 12, 2007

H.2 Board Actions July 8, 2007 to July 14, 2007

(A/C) = Addition or Correction Board - Page 2 of 2
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

July 8, 2007 to July 14, 2007

Bank Branches, Domestic

Allied Bank, Mulberry, Arkansas -- to establish a branch at 5719 Kavanaugh 

Boulevard, Little Rock.

St. Louis

- Approved, July 12, 2007

CCB Community Bank, Andalusia, Alabama -- to establish a branch at 1290 North 

Ferdon Boulevard, Crestview, Florida.

Atlanta

- Approved, July 12, 2007

Citizens Trust Bank, Atlanta, Georgia -- to establish a branch at 3172 Macon Road, 

Columbus.

Atlanta

- Approved, July 10, 2007

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 1200 Brown Street, 

Dayton.

Cleveland

- Approved, July 12, 2007

LegacyTexas Bank, Plano, Texas -- to establish a branch at 15601 Dallas Parkway, 

Addison.

Dallas

- Approved, July 13, 2007

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

PlainsCapital Bank, Lubbock, Texas -- to establish a branch at 3707 Camp Bowie 

Boulevard, Fort Worth.

Dallas

- Approved, July 10, 2007

PNC Bank, Delaware, Wilmington, Delaware -- to acquire nine Delaware branches 

from PNC Bank, NA, Pittsburgh, Pennsylvania.

Cleveland

- Approved, July 10, 2007

Regions Bank, Birmingham, Alabama -- to establish branches at 301 West 11th 

Street, Houston, Texas; the intersection of Dorchester Drive and Centre Court, 

Alexandria, Louisiana; 1749 Manhattan Boulevard/Target Retail Center, Harvey; 

2255 Towne Lake Parkway, Woodstock, Georgia; 1848 Highway 138, Conyers; and 

1015 Cowan Road, Gulfport, Mississippi.

Atlanta

- Approved, July 11, 2007

Truman Bank, St. Louis, Missouri -- to establish a branch at 8151 Clayton Road, and 

to relocate the main office to the corner of Manchester and Hanley, Brentwood.

St. Louis

- Approved, July 13, 2007

H.2 Actions under delegated authority July 8, 2007 to July 14, 2007

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

Bangor Bancorp, MHC, Bangor, Maine -- waiver of application to acquire Pepperell 

Bancshares Financial Group, Biddeford, in connection with the merger of their 

subsidiaries, Bangor Savings Bank, Bangor, and Pepperell Bank and Trust, 

Biddeford.

Boston

- Granted, July 9, 2007

Citizens National Corporation, Paintsville, Kentucky -- to acquire Kentucky National 

Bank of Pikeville, Pikeville.

Cleveland

- Approved, July 12, 2007

Doral GP, Ltd., New York, New York; Doral Holdings, LP, and Doral Holdings 

Delaware, LLC -- to acquire shares of Doral Financial Corporation, San Juan, Puerto 

Rico, and thereby acquire Doral Bank and Doral Bank, FSB, New York, New York.

New York

- Approved, July 13, 2007

Fifth Third Bancorp, Cincinnati, Ohio -- commenter's request to extend the comment 

periods on the application to acquire R-G Crown Bank, FSB, Casselberry, Florida.

Secretary

- Denied, July 13, 2007

Gerber Bancshares, Inc., Argenta, Illinois -- to become a bank holding company and 

to acquire The Gerber State Bank.

Chicago

- Approved, July 11, 2007

H.2 Actions under delegated authority July 8, 2007 to July 14, 2007

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

Granite Bancshares, Inc., Granite Bay, California -- to become a bank holding 

company and to acquire Granite Community Bank, N.A.

San Francisco

- Approved, July 13, 2007

Northern Holdings, Inc., Kahoka, Missouri -- to become a bank holding company and 

to acquire Kahoka State Bank.

St. Louis

- Withdrawn, July 11, 2007

Oglethorpe Bank Holding Company, Brunswick, Georgia -- relief from a 

commitment.

Atlanta

- Granted, July 13, 2007

Pro Financial Holdings, Inc., Tallahassee, Florida -- to become a bank holding 

company and to acquire Pro Bank, a de novo bank.

Atlanta

- Approved, July 11, 2007

Rice Bancshares, Inc., Ennis, Texas -- to become a bank holding company and to 

acquire First State Bank, Rice.

Dallas

- Approved, July 13, 2007

H.2 Actions under delegated authority July 8, 2007 to July 14, 2007

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

Southern National Corporation, Andalusia, Alabama -- to acquire People's 

Community Bank of the West Coast, Sarasota, Florida.

Atlanta

- Approved, July 12, 2007

Superior Bancorp, Birmingham, Alabama -- waiver of application in connection with 

a proposal by Superior Bancorp, a thrift holding company, to merge with People's 

Community Bancshares, Inc. and indirectly acquire its subsidiary, People's 

Community Bank of the West Coast, Sarasota, Florida, and merge with and into 

Superior Bancorp's thrift subsidiary.

Atlanta

- Granted, July 2, 2007

(A/C)

Umphrey II Family Limited Partnership, Beaumont, Texas, and Hillister Enterprises 

II, Inc. -- to become bank holding companies and to acquire shares of CBFH, Inc., 

and thereby acquire County Bancshares, Inc., Newton; Newton Delaware Financial 

Corporation, Dover, Delaware; and CountyBank, National Association, Newton, 

Texas; and for CBFH, Inc., Beaumont, to become a bank holding company and to 

acquire the same institutions.

Dallas

- Approved, July 9, 2007

Bank Mergers

CCB Community Bank, Andalusia, Alabama -- to merge with People's Community 

Bank of the West Coast, Sarasota, Florida.

Atlanta

- Approved, July 12, 2007

H.2 Actions under delegated authority July 8, 2007 to July 14, 2007

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

Family Merchants Bancorporation, Inc., Cedar Rapids, Iowa -- change in bank 

control.

Chicago

- Permitted, July 13, 2007

Red River Bancshares, Inc., Alexandria, Louisiana -- change in bank control.

Atlanta

- Withdrawn, July 10, 2007

Timberland Bancorp, Baxter, Minnesota -- change in bank control.

Minneapolis

- Permitted, July 13, 2007

Extensions Of Time

Belvedere SoCal, San Francisco, California -- extension to October 17, 2007, to 

become a bank holding company and to acquire Professional Business Bank, 

Pasadena; and for Belvedere Capital Partners II, LLC, San Francisco, and Belvedere 

Capital Fund II, LP, to acquire shares of Professional Business Bank, Pasadena.

San Francisco

- Granted, July 10, 2007

Bryn Mawr Trust Company, Bryn Mawr, Pennsylvania -- extension to July 14, 2008, 

to establish a branch at 849 Paoli Pike, West Goshen Township, West Chester.

Philadelphia

- Granted, July 11, 2007

H.2 Actions under delegated authority July 8, 2007 to July 14, 2007

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

Minier Financial, Inc. Employee Stock Ownership Plan w/401(k) Provisions, Minier, 

Illinois -- extension to October 11, 2007, to increase its ownership of Minier 

Financial, Inc., and thereby increase its ownership of First Farmers State Bank.

Chicago

- Granted, July 10, 2007

H.2 Actions under delegated authority July 8, 2007 to July 14, 2007

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

Federal Reserve Bank of Boston

Filings received during the week ending July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3

* 3A1

07/30/2007

07/25/2007

Application by the Royal Bank of Scotland 

Group, plc, Edinburgh, Scotland, Fortis N.V., 

Utrecht, Netherlands, Fortis SA/NV, Brussels, 

Belgium, Banco Santander Central Hispano, 

S.A., Madrid, Spain, and RFS Holdings B.V., 

Amsterdam, Netherlands, to control ABN 

AMRO Holding N.V., Amsterdam, Netherlands, 

and thereby indirectly acquire: (i) LaSalle Bank 

National Association, Chicago, Illinois, and 

LaSalle Bank Midwest National Association, 

Troy, Michigan, pursuant to section 3(a)(1) and 

3(a)(3) of the Bank Holding Company Act of 

1956, as amended, and (ii) Standard Federal 

International LLC, and LaSalle Trade Services 

Corporation, both of Chicago, Illinois, pursuant 

to section 211.5 of Regulation K. The 

application also requests financial holding 

company status for Santander Holanda B.V., 

Delft, Netherlands, Fortis Bank Nederland 

(Holding) N.V., Utrecht, Netherlands, and RFS 

Holdings B.V., Amsterdam, Netherlands, 

pursuant to section 225.82(f) of Regulation Y.

ROYAL BANK OF SCOTLAND 

GROUP PLC, THE

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for 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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

07/30/2007

The Adirondack Trust Company Employee 

Stock Ownership Trust, Saratoga Springs, New 

York, to acquire fifty additional shares of 473 

Broadway Holding Corporation and to acquire 

one thousand additional shares of The 

Adirondack Trust Company, both of Saratoga 

Springs, New York.

ADIRONDACK TRUST 

COMPANY EMPLOYEE STOCK 

OWNERSHIP TRUST, THE

Newspaper:

Federal Register:

* 3A1 Not available

07/30/2007

CheckSpring Community Corporation, Bronx, 

New York, for prior approval of the Board of 

Governors of the Federal Reserve System, 

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

Company Act of 1956, as amended, to become a 

bank holding company through the acquisition 

of all the voting shares of CheckSpring Bank (in 

organization), a proposed de novo New York 

State chartered commercial bank.

CHECKSPRING COMMUNITY 

CORPORATION

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Corpbanca, Santiago, Chile, to establish a 

federal branch in New York, New York, pursuant 

to Section 7(d) of the International Banking Act 

of 1978, as amended, and Section 211.24(a) of 

Regulation K.

CORPBANCA

Newspaper:

Federal Register:

* 3A1 08/04/2007

07/24/2007

First Hope Bancorp, Hope, New Jersey, to 

become an one-bank holding company, 

pursuant to Section 3(a)(1) of the BHC Act, and 

Section 225.15 of Regulation Y, by acquiring 

First Hope Bank, Hope, New Jersey.

FIRST HOPE BANCORP

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Landsbanki Islands hf., Reykjavik, Iceland, to 

establish a branch in New York, New York, 

pursuant to Section 7(d) of the International 

Banking Act

LANDSBANKI ISLANDS HF

Newspaper:

Federal Register:

* Branch

Not applicable

Texas State Bank, McAllen, Texas, to establish 07/10/2007

three branch offices located at (i) 1319 N. 10th 

Street, McAllen, Texas (RSSD #3612730), (ii) 

6414 McPherson, Suite 2, Laredo, Texas (RSSD 

#3612721) and (iii) 1100 NW Loop 410, Suite 102, 

San Antonia, Texas (RSSD #3612749).

TEXAS STATE BANK

* 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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Susquehanna Bank, DV, Bryn Mawr, PA 

(formerly Susquehanna Patriot Bank, Marlton, 

NJ), request to become a member of the Federal 

Reserve System.

SUSQUEHANNA PATRIOT 

BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Wilmington Trust of Pennsylvania, Villanova, 07/22/2007

PA, to establish a branch office at One East 

Broad, Suite 510, Bethlehem, PA.

WILMINGTON TRUST OF 

PENNSYLVANIA

* 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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Premises Not applicable

Andover Bank, Andover, OH to estbablish a 07/20/2007

branch at 100 South Chestnut Street, Jefferson, 

OH and requesting to exceed the 150% limit of 

investment in premises in excess of common 

stock plus surplus.

ANDOVER BANK, THE

Newspaper:

Federal Register:

* 4c8

* 18C

* 3A3

* Branch

07/08/2007

08/06/2007

Fifth Third Bancorp, Cincinnati, Ohio, to acquire 

100 percent of R-G Crown Bank, FSB, 

Casselberry, Florida, pursuant to section 4(c)(8) 

of the Bank Holding Company Act

FIFTH THIRD BANCORP

Newspaper:

Federal Register:

* Branch

Not applicable

Fifth Third Bank, Cincinnati, OH to establish a 07/03/2007

branch at 1200 Brown Street, Suite 120, Dayton, 

OH.

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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

RBC Centura Bank, Raleigh, North Carolina, 07/23/2007

proposes to establish a branch at 63 South 

Royal Street, Mobile, Alabama.

RBC CENTURA BANK

Newspaper:

Federal Register:

* 4c8 Not available

08/09/2007

Wachovia Corporation, Charlotte, North 

Carolina, requests approval to acquire 100% of 

the voting securities of A. G. Edwards Trust 

Company FSB, St. Louis, Missouri, and thereby 

engage in the business of operating a savings 

association.

WACHOVIA CORPORATION

* 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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

CapitalMark Bank & Trust, Chattanooga, 07/23/2007

Tennessee, after-the-fact branch application to 

establish a branch located at 802 Pine Street, 

Chattanooga, Tennessee.

CAPITALMARK BANK & 

TRUST

Newspaper:

Federal Register:

* 18C

Not applicable

First American Bank, Birmingham, Alabama, to 08/06/2007

merge with Bank of Dadeville, Dadeville, 

Alabama.

FIRST AMERICAN BANK

Newspaper:

Federal Register:

CIC Not available

07/23/2007

Overton Financial Services, Inc., Livingston, 

Tennessee (BHC), three after-the-fact change in 

control notices filed by the following: (1) the 

Jack Windle Irrevocable Life Insurance Trust, 

Livingston, Tennessee, through its co-Trustees, 

Joyce Dodson Windle, Livingston, Tennessee; 

and John D. Copeland, Chattanooga, 

Tennessee; to retain 29.18 percent of the 

outstanding shares of BHC, and its subsidiary, 

Union Bank and Trust Company, Livingston, 

Tennessee (Bank); (2) the Credit Shelter Trust 

under the Last Will and Testament of Jack Allen 

Windle, Livingston, Tennessee, through its 

co-Trustees, Joyce Dodson Windle, Livingston, 

Tennessee; John D. Copeland, Chattanooga, 

Tennessee; and Thomas Alfred Windle, 

Cookeville, Tennessee; to retain 28.94 percent 

of the outstanding shares of BHC and Bank; 

and (3) the Tennessee Qualified Terminable 

Interest Trust under the Last Will and 

Testament of Jack Allen Windle, through its 

co-Trustees, Joyce Dodson Windle, Livingston, 

Tennessee; John D. Copeland, Chattanooga, 

Tennessee; and Thomas Alfred Windle, 

Cookeville, Tennessee; to retain 27.82 percent 

of the outstanding shares of BHC and Bank.

OVERTON FINANCIAL 

SERVICES, INC.

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Providence Bancorp, Inc., notice to become a 

bank holding company by acquiring 100 percent 

of the outstanding shares of Providence Bank, 

both of Winter Haven, Florida.

Providence Bancorp, Inc.

Newspaper:

Federal Register:

* 3A1 08/07/2007

08/06/2007

Tennessee Bancshares, Inc., to become a bank 

holding company by acquiring 100 percent of 

the voting securities of the Bank of Tullahoma, 

both of Tullahoma, Tennessee.

TENNESSEE BANCSHARES, 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

 2939001 CENTURY BK OF FL, TAMPA, FLORIDA 03/19/2007 07/09/2007 S Small Bank

 104038 PARK AVE BK, VALDOSTA, GEORGIA 03/12/2007 07/01/2007 S Large Bank

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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

08/06/2007

Abby Bancorp, Inc., Abbotsford, Wisconsin, to 

become a bank holding company by acquiring 

100 percent of the voting shares of Abbybank, 

Abbotsford, Wisconsin.

ABBY BANCORP, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by David A. Davis, Muskego, 

Wisconsin, to acquire up to 14 percent of the 

outstanding common stock of Capital Commerce 

Bancorp, Inc., Milwaukee, Wisconsin, and 

thereby indirectly acquire control of MW Bank, 

Milwaukee, Wisconsin.

CAPITAL COMMERCE 

BANCORP, INC.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Community Bank, Austin, Austin, Minnesota, 07/16/2007

to purchase three offices from Associated Bank, 

National Association, Green Bay, Wisconsin, 

and thereby to establish three branches.

COMMUNITY BANK, AUSTIN

Newspaper:

Federal Register:

* Branch

Not applicable

Corridor State Bank, Coralville, Iowa, to 06/14/2007

establish a branch facility to be located at 202 

North Linn Street, Iowa City, Iowa.

CORRIDOR STATE BANK

Newspaper:

Federal Register:

* 3A3 07/31/2007

07/31/2007

Fentura Financial, Inc., Fenton, Michigan, to 

acquire 24.9 percent of the voting shares of 

Premier Commercial Bank Arizona, National 

Association, Mesa, Arizona.

FENTURA FINANCIAL, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First Bank & Trust, Evanston, Illinois, to 07/23/2007

establish a temporary branch facility to be 

located at 714 Main Street, Evanston, Illinois, 

and subsequently will move the branch to a 

permanent location at 524 Main Street, 

Evanston, Illinois.

FIRST BANK & TRUST

Newspaper:

Federal Register:

* 3A1 07/25/2007

07/25/2007

First Michigan Bancorp, Inc., Troy, Michigan, 

to become a bank holding company by 

acquiring 100 percent of the voting shares of 

First Michigan Bank (in organization), Troy, 

Michigan.

FIRST MICHIGAN BANCORP, 

INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Grundy Bank, Morris, Illinois, for prior approval 07/20/2007

to establish a branch facility to be located at 

2650 East Division Street, Diamond, Illinois.

GRUNDY BANK

Newspaper:

Federal Register:

* 18C Not available

* Branch

Member

Not applicable

Independent Bank, Bay City, Michigan, to 

merge with Independent Bank East Michigan, 

Troy, Michigan, Independent Bank South 

Michigan, East Lansing, Michigan, and 

Independent Bank West Michigan, Grand 

Rapids, Michigan, and thereby to establish 92 

branches, and the related application by 

Independent Bank, Bay City, Michigan, to 

become a member of the Federal Reserve 

System.

INDEPENDENT BANK

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

Federal Reserve Bank of Chicago

Filings received during the week ending July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3

* 3A1

07/09/2007

07/13/2007

Inland Bancorp Holding Company, Oak Brook, 

Illinois, to indirectly acquire 100 percent of the 

voting shares of Amerimark Financial 

Corporation, Countryside, Illinois, and thereby 

indirectly acquire Amerimark Bank, Villa Park, 

Illinois, and by Inland Financial Acquisitions, 

Inc., Oak Brook, Illinois, to become a bank 

holding company by directly acquiring 100 

percent of the voting shares of Amerimark 

Financial Corporation, Countryside, Illinois, and 

thereby indirectly acquire Amerimark Bank, Villa 

Park, Illinois.

INLAND BANCORP HOLDING 

COMPANY

Newspaper:

Federal Register:

4c8 Not applicable

08/02/2007

NCB Holdings, Inc., Chicago, Illinois, for prior 

approval to engage, through its wholly-owned 

subsidiary Kingsbury Capital, L.L.C., Chicago, 

Illinois, in securities brokerage activities 

pursuant to section 225.28(b)(7)(i) of Regulation 

Y.

NCB HOLDINGS, INC.

Newspaper:

Federal Register:

* 4c8 Not available

08/10/2007

PrivateBancorp, Inc., Chicago, Illinois, to 

acquire at least 81 percent of The PrivateBank, 

Kansas City, Missouri (in organization), and 

thereby operate a federal savings bank.

PRIVATEBANCORP, 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

NONE

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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Allied Bank, Mulberry, Arkansas, to establish a 07/09/2007

branch facility to be located at 5719 Kavanaugh 

Boulevard, Little Rock, Arkansas.

ALLIED BANK

Newspaper:

Federal Register:

* 3A3 08/10/2007

08/13/2007

Cross County Bancshares, Inc., Wynne, 

Arkansas, to retain control of its ownership 

interest of up to 6.88 percent of Pinnacle 

Bancshares, Inc., Bentonville, Arkansas, and 

thereby indirectly retain control of Pinnacle 

Bank, Bentonville, Arkansas.

CROSS COUNTY BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 3A1 08/03/2007

08/09/2007

Heritage Management Company, Inc., 

Washington, Missouri, to become a bank 

holding company by acquiring 100 percent of 

United Bank of Chamois, Chamois, Missouri.

HERITAGE MANAGEMENT 

COMPANY, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Lawrenceburg Bank & Trust Company, 07/20/2007

Harrodsburg, Kentucky, to establish a new main 

office to be located at 128 South Main Street, 

Lawrenceburg. The existing main office located 

at 838 North College Street, Harrodsburg, 

Kentucky, will become a branch facility.

LAWRENCEBURG BANK AND 

TRUST COMPANY

Newspaper:

Federal Register:

* 3A3 08/17/2007

08/09/2007

Lonoke Bancshares, Inc., Lonoke, Arkansas, to 

acquire additional shares of Central Bank, Little 

Rock, Arkansas, resulting in ownership of up to 

9.65 percent.

LONOKE BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A3 08/17/2007

08/09/2007

Lonoke Bancshares, Inc., Lonoke, Arkansas, to 

retain control of its ownership interest of up to 

6.88 percent of Pinnacle Bancshares, Inc., 

Bentonville, Arkansas, and thereby indirectly 

retain control of Pinnacle Bank, Bentonville, 

Arkansas.

LONOKE BANCSHARES, INC.

* 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

 823142 DUQUOIN ST BK, DUQUOIN, ILLINOIS 04/02/2007 06/29/2007 S Small Bank

 456045 FIRST ST BK, CONWAY, ARKANSAS 03/19/2007 07/10/2007 S Int Sm Bank

 909541 KING SOUTHERN BK, CHAPLIN, KENTUCKY 04/02/2007 07/10/2007 S Small Bank

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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

08/06/2007

John T. Vucurevich Foundation, Rapid City, 

South Dakota, to become a bank holding 

company by acquiring control of 84.48% of the 

Class B common stock and 11.85% of the Class 

A common stock of United Bancorporation, 

Osseo, Wisconsin, and thereby indirectly 

acquire United Bank, Osseo, Wisconsin; 

Cambridge State Bank, Cambridge, Wisconsin; 

Lincoln County Bank, Merrill, Wisconsin; Bank 

of Poynette, Poynette, Wisconsin; Clark County 

State Bank, Osceola, Iowa; Farmers State Bank, 

Stickney, South Dakota; and Farmers & 

Merchants State Bank, Iroquois, South Dakota.

JOHN T. VUCUREVICH 

FOUNDATION

Newspaper:

Federal Register:

* 3A5 07/16/2007

07/09/2007

Merchants Financial Group, Inc., Winona, 

Minnesota, to acquire 100 percent of Jerema, 

Inc., Cannon Falls, Minnesota, and thereby 

indirectly acquire The First National Bank in 

Cannon Falls, Cannon Falls, Minnesota.

MERCHANTS FINANCIAL 

GROUP, INC.

Newspaper:

Federal Register:

* 3A1 08/05/2007

08/09/2007

Taunton Bancshares, Inc., Taunton, Minnesota, 

to become a bank holding company by 

acquiring at least 98% of the State Bank of 

Taunton, Taunton, Minnesota.

TAUNTON 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

 2855156 COMMUNITY BK CORP, CHASKA, MINNESOTA 01/16/2007 07/10/2007 S Small Bank

 687250 LAKE COUNTY BK, SAINT IGNATIUS, MONTANA 03/20/2007 07/02/2007 S Small Bank

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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 08/10/2007

08/06/2007

The Protection Bank Holding Company, Inc., 

Protection, Kansas, to acquire up to 100 percent 

of the voting shares of Citizens State Bank of 

Ashland, Kansas.

PROTECTION BANK HOLDING 

COMPANY, INC., THE

* 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

 50957 1ST FNCL BK, OVERLAND PARK, KANSAS 04/09/2007 07/11/2007 S Small Bank

 463650 ADAMS B&TC, OGALLALA, NEBRASKA 03/26/2007 06/29/2007 S Int Sm 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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Southwest Bank, Fort Worth, Texas, to 07/17/2007

establish two branches at the following 

locations: 3340 Camp Bowie Boulevard, Fort 

Worth, Texas 76107 and 4809 Camp Bowie 

Boulevard, Fort Worth, Texas 76107.

SOUTHWEST BANK

Newspaper:

Federal Register:

* 3A1 Not available

06/26/2007

TrustTexas Mutual Holding Company, Cuero, 

Texas, and TrustTexas Financial Group, Inc., 

Cureo, Texas, to become bank holding 

companies by acquiring 100 percent of 

TrustTexas Bank, S.S.B., Cuero, Texas.

TRUSTTEXAS MUTUAL 

HOLDING COMPANY

* 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 July 14, 2007

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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

 795968 BANK OF HAWAII, HONOLULU, HAWAII 02/05/2007 07/06/2007 O Large Bank

 657365 HANMI BK, LOS ANGELES, CALIFORNIA 10/10/2006 07/06/2007 O Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act