Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 5

Week Ending January 31, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions January 25, 2004 to January 31, 2004

Bank Holding Companies

J.P. Morgan Chase & Co., New York, New York -- to acquire Chase FSB, Newark, 

Delaware.

- Approved, January 29, 2004 

UBS AG, Zurich, Switzerland -- to engage in limited physical commodity trading activities 

complementary to the financial activity of engaging as principal in commodity derivatives.

- Approved, January 27, 2004 

Financial Holding Companies

Banco Bradesco, Osasco, Brazil; Cidade de Deus-Companhia Comercial de 

Participacoes; Nova Cidade de Deus Participacoes S.A.; Fundacao Bradesco; and Elo 

Participacoes S.A. -- elections to be treated as financial holding companies.

- Effective, January 29, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
January 25, 2004 to January 31, 2004

BS&R

C&CA

FOMC

RBOPS

IF

OSDM

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

H.2 Actions under delegated authority

Bank Branches, Domestic

ChoiceOne Bank, Sparta, Michigan -- to establish a branch at 6755 Courtland Drive 

Northeast, Rockford.

- Approved, January 29, 2004 

Chicago

First State Bank, Menard, Texas -- to establish a branch at 2118 South Treadaway 

Boulevard, Abilene.

- Approved, January 30, 2004 

Dallas

North Shore Bank of Commerce, Duluth, Minnesota -- to establish a branch on Stanley 

Avenue, one block east of Highway 33 South, Cloquet.

- Approved, January 28, 2004 

Minneapolis

Regions Bank, Birmingham, Alabama -- to establish a branch at 2576 West Sunset 

Avenue, Springdale, Arkansas.

- Approved, January 27, 2004 

Atlanta

Bank Holding Companies

American Bancorporation, Minneapolis, Minnesota -- relief from certain commitments.

- Granted, January 27, 2004 

Minneapolis

First Bankers Trustshares, Inc., Quincy, Illinois -- to engage in trust activities through the 

acquisition of First Bankers Trust Services, Inc.

- Approved, January 30, 2004 

St. Louis

Fulton Financial Corporation, Lancaster, Pennsylvania -- to acquire Resource Bankshares 

Corporation, Virginia Beach, Virginia.

- Approved, January 30, 2004 

Philadelphia

(AC) = Addition or Correction Delegated - Page 1 of 5
H.2 Actions under delegated authority January 25, 2004 to January 31, 2004

Bank Holding Companies

ICNB Financial Corporation, Ionia, Michigan -- to invest in Legacy Trust (in 

organization), Grand Rapids, and thereby engage in trust company functions.

- Approved, January 26, 2004 

Chicago

Mercantile Bancorp, Inc., Quincy, Illinois -- to acquire shares of Mid-America Bancorp, 

Inc., Leawood, Kansas, and thereby acquire Heartland Bank.

- Approved, January 28, 2004 

St. Louis

Pittsfield Community Bancorp, Inc., Pittsfield, Illinois -- to become a bank holding 

company through the acquisition of Community Bank of Pittsfield and Community State 

Bank of Plymouth, Plymouth.

- Approved, January 28, 2004 

St. Louis

Southwest Georgia Financial Corporation, Moultrie, Georgia -- to merge with First Bank 

Holding Company, Sylvester, and thereby acquire its subsidiary, Sylvester Banking 

Company.

- Approved, January 29, 2004 

Atlanta

Sulphur Springs Bancshares, Inc., Sulphur Springs, Texas; and Sulphur Springs Delaware 

Financial Corporation, Dover, Delaware -- to acquire Hawkins Financial Corporation, 

Hawkins, Texas; First State Bank; and Hawkins Delaware Financial Corporation, 

Wilmington, Delaware.

- Approved, January 27, 2004 

Dallas

Texas Regional Bancshares, Inc., McAllen, Texas, and Texas Regional Delaware, Inc., 

Wilmington, Delaware -- to engage in nonbanking activities through the acquisition of 

Southeast Texas Bancshares, Inc., Beaumont, Texas, and Community Bank and Trust, 

SSB; and for Texas State Bank, McAllen, to acquire Community Bank and Trust, SSB, 

Beaumont, through merger and thereby establish branches.

- Approved, January 28, 2004 

Dallas

(AC) = Addition or Correction Delegated - Page 2 of 5
H.2 Actions under delegated authority January 25, 2004 to January 31, 2004

Bank Holding Companies

Western Alliance Bancorporation, Las Vegas, Nevada -- to acquire Premier Trust of 

Nevada, Inc. and thereby engage in permissible nonbanking activities.

- Approved, January 30, 2004 

San Francisco

Bank Mergers

Irwin Union Bank and Trust Company, Columbus, Indiana -- to purchase certain assets 

and assume certain liabilities of Irwin Union Bank, F.S.B., Louisville, Kentucky, and 

thereby establish branches in Salt Lake City, Utah, and Las Vegas, Nevada.

- Approved, January 28, 2004 

Chicago

PanAmerican Bank, Hollywood, Florida -- to acquire certain assets and assume certain 

liabilities of Gulf Bank, Miami, Florida.

- Approved, January 30, 2004 

Atlanta

Change In Bank Control

Community Bancorp, Las Vegas, Nevada -- change in bank control.

- Permitted, January 28, 2004 

San Francisco

First South Bancorp, Inc., Spartanburg, South Carolina -- change in bank control.

- Permitted, January 28, 2004 

Richmond

Midwest Bancorporation, Inc. and Affiliates ESOP Trust, Poplar Bluff, Missouri -- 

change in bank control.

- Permitted, January 28, 2004 

St. Louis

Competitive Factors Reports

Bank of Shorewood, Shorewood, Illinois -- report on competitive factors of the 

proposed merger with Republic Bank of Shorewood.

- Submitted, January 26, 2004 

Chicago

(AC) = Addition or Correction Delegated - Page 3 of 5
H.2 Actions under delegated authority January 25, 2004 to January 31, 2004

Competitive Factors Reports

The Bradford National Bank of Greenville, Greenville, Illinois -- report on competitive 

factors of the proposed purchase of certain assets and assumption of certain deposit 

liabilities of the Marine branch of First Bank, Creve Coeur, Missouri.

- Submitted, January 30, 2004 

St. Louis

Farmer's and Merchants Bank, Trezevant, Tennessee -- report on competitive factors of 

the proposed purchase of certain assets and assumption of deposit liabilities of the Three 

Way branch of Bank of Dyer, Dyer.

- Submitted, January 30, 2004 

St. Louis

Southwest Georgia Bank, Moultrie, Georgia -- report on competitive factors of the 

proposed merger with Sylvester Banking Company, Sylvester.

- Submitted, January 23, 2004 (AC)

Atlanta

Wawel Savings Bank, Wallington, New Jersey -- report on competitive factors of the 

proposed mergers with Wawel Savings Interim Banks I and II as part of a reorganization 

as a mutual holding company.

- Submitted, January 30, 2004 

New York

Wells Fargo Bank, National Association, San Francisco, California -- report on 

competitive factors of the proposed merger with Wells Fargo Services Company, 

Minneapolis, Minnesota.

- Submitted, January 29, 2004 

Secretary

Extensions Of Time

Covenant Financial Corporation, Clarksdale, Mississippi -- extension to April 23, 2004, 

to become a bank holding company through the acquisition of Covenant Bank.

- Granted, January 30, 2004 

St. Louis

(AC) = Addition or Correction Delegated - Page 4 of 5
H.2 Actions under delegated authority January 25, 2004 to January 31, 2004

Extensions Of Time

The Farmers State Bank of Fort Morgan Colorado Employee Stock Ownership Plan, 

Fort Morgan, Colorado -- extension to May 20, 2004, to acquire shares of F.S.B. 

Bancorporation of Fort Morgan.

- Granted, January 28, 2004 

Kansas City

First National Banc, Inc., Saint Marys, Georgia -- extension to May 28, 2004, to acquire 

First National Bank, Orange Park, Florida.

- Granted, January 28, 2004 

Atlanta

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- extension to May 4, 2004, to 

establish four Arizona branches in Tucson, Surprise, Peoria, and Catalina.

- Granted, January 27, 2004 

Chicago

UCB Financial Group, Inc., Atlanta, Georgia -- extension to May 20, 2004, to become a 

bank holding company through the acquisition of United Commercial Bank, a de novo 

bank.

- Granted, January 28, 2004 

Atlanta

International Operations

BankAmerica International Financial Corporation, San Francisco, California, and Bank of 

America Overseas Corporation, Charlotte, North Carolina -- to amend their articles of 

association pursuant to Regulation K.

- Approved, January 30, 2004 

Director, BS&R

Membership

Sterling Bank, F.S.B., Lantana, Florida -- to become a member of the Federal Reserve 

System.

- Approved, January 29, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 5
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch JP Morgan Chase, New York, New York, to establish a branch 

office at 4155 Memorial Highway, Ronkonkoma, New York.

Newspaper – 02/23/2004

Branch JP Morgan Chase, New York, New York, to establish a branch 

office at 10767 Kuykenhadl Road and Woodlands Parkway, 

Houston, Texas.

Newspaper – 02/28/2004

Branch JP Morgan Chase, New York, New York, to establish a branch 

office at 743 North Highway 67, Cedar Hill, Texas.

Newspaper – 02/28/2004

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Orrstown Bank, Shippensburg, PA, to establish a branch office 

at 1 Giant Lane, Borough of Carlisle, Cumberland County, PA.

Newspaper – 02/07/2004

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

Bank Premise Orrstown Bank, Shippensburg, PA, to increase its investment in 

bank premise in the amount of $1,394,707.00
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

*Branch Provident Bank, Cincinnati, Ohio, to establish a branch at the 

Union Centre Shopping Center which is located at the southeast 

corner of the intersection of Union Center Boulevard and State 

Route 747, West Chester Township, Ohio.

Newspaper - 02/03/2004

*Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

*3(a)(1) PSB Holdings, Inc., New Matamoras, Ohio, proposes to become 

a bank holding company through the acquisition of The Peoples 

Savings Bank, New Matamoras, Ohio.

Newspaper - 12/04/2003

Fed Reg - 12/01/2003

*Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

368522 Apollo Trust Company

201 North Warren Avenue

Apollo, Pennsylvania 15613

11/17/2003 01/29/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch RBC Centura Bank, Rocky Mount, North Carolina, to establish 

a branch at 3265 Peachtree Parkway, Suwanee, Georgia.*

Newspaper – 02/06/2004

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

3(a)(5) Provident Bankshares Corporation, Baltimore, Maryland, to 

merge with Southern Financial Bancorp, Inc., Warrenton, 

Virginia.*

Fed Reg – 02/27/2004 

Newspaper – N/Avail

4(c)(8) Provident Bankshares Corporation, Baltimore, Maryland, to 

acquire 100% of the voting shares of Essex Savings Bank, 

F.S.B., Norfolk, Virginia.*

Fed Reg – 02/27/2004 

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Provident Bankshares Corporation, Baltimore, Maryland, to 

acquire 100% of the voting shares of Southern WebTech.com, 

Inc., Warrenton, Virginia.

Fed Reg – 02/27/2004

4(c)(8) Provident Bankshares Corporation, Baltimore, Maryland, to 

acquire 24.9% of LoanCare Servicing Center, Inc., Norfolk, 

Virginia.

Fed Reg – 02/27/2004
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for 2nd Quarter of 2004

Institution Location

Cecil Federal Bank Elkton, Maryland

FNB Southeast Reidsville, North Carolina

Southern Community Bank and Trust Winston-Salem, North Carolina

Union Bank & Trust Company Bowling Green, Virginia

Monarch Bank Chesapeake, Virginia

Bank of The James Lynchburg, Virginia

Pioneer Bank Stanley, Virginia

Bank of Williamsburg Williamsburg, Virginia

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

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

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

circumstances.
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at 

the intersection of Highway 92 and Hardscrabble Road, 

Roswell, Georgia, to be known as the West Roswell Office.*

Newspaper – N/Avail

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at 

7648 Arundel Mills Boulevard, Hanover, Maryland, to be 

known as the Arundel Mills Safeway Office.*

Newspaper – N/Avail

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

located at the southeast corner of Highway 252 and Highway 

1488, The Woodlands, Texas.*

Newspaper – 01/30/2004

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at 

1900 Gunbarrel Road, Chattanooga, Tennessee, to be known as 

the Gunbarrel Office.*

Newspaper – 02/07/2004

Branch SunTrust Bank, Atlanta, Georgia, to establish a branch located at 

the intersection of Camp Creek Parkway and N. Commerce 

Drive, East Point, Georgia, to be known as the Camp Creek 

Parkway Office.*

Newspaper – 02/07/2004

18(c) 1

st United Bank, Boca Raton, Florida, to merge with First 

Western Bank, Cooper City, Florida.

Newspaper – N/Avail

*Subject to provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) Allied Bancshares, Inc., Cumming, Georgia, to become a bank 

holding company by acquiring First National Bank of Forsyth 

County, Cumming, Georgia (in organization).*

Newspaper – 02/20/2004

Fed Reg – 02/09/2004

4(c)(8) Bancshares of Florida, Inc., Naples, Florida, to acquire Horizon 

Financial Corp., and its subsidiary, Horizon Bank, FSB, both of 

Pembroke Pines, Florida, and thereby engage in operating a 

savings association.*

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

4(c)(8) Hibernia Corporation, New Orleans, Louisiana, to acquire 

Coastal Bancorp, Inc., and its subsidiary, Coastal Banc ssb, both 

of Houston, Texas, and thereby engage in operating a savings 

association.*

Newspaper – N/Avail

Fed Reg – N/Avail

CIC Sunset Bancorp, Inc., Sunset, Louisiana, after-the-fact change in 

control notice by Ms. Thelma Virginia Cummings Guilbeau, 

Sunset, Louisiana, to retain 25 percent of the outstanding shares 

of Sunset Bancorp, and its subsidiary, Bank of Sunset and Trust 

Company, both of Sunset, Louisiana. 

Newspaper – N/Avail

Fed Reg – N/Avail

*Subject to provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) CNB Holdings, Inc., Alpharetta, Georgia, to acquire Capital 

Financial Software, LLC, Norcross, Georgia, and thereby 

engage in data processing activities.

Fed Reg – 02/17/2003

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 7

Federal Reserve Bank of Chicago

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Comerica Bank, Detroit, Michigan, to establish a branch facility 

to be located at 2321 Rosecrans Avenue, El Segundo, 

California.*

Newspaper – 02/12/2004

Branch First Commercial Bank, Chicago, Illinois, to establish a branch 

facility to be located at 2935 W. Peterson Avenue, Chicago, 

Illinois.*

Newspaper – N/Avail

Branch First Commercial Bank, Chicago, Illinois, to establish a branch 

facility to be located at 6033 N. Sheridan Road, Chicago, 

Illinois.*

Newspaper – N/Avail

18C & Branches Iowa State Bank, Hull, Iowa, to purchase the assets and assume 

the liabilities of the Paullina, Iowa branch office of American 

Interstate Bank, Manning, Iowa, and thereby to establish a 

branch at 105 North Main, Paullina, Iowa.*

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(3) Capitol Bancorp, Ltd., Lansing, Michigan, to acquire 100 

percent of the voting shares of First Carolina State Bank, Rocky 

Mount, North Carolina.*

Fed Reg – 02/02/2004

Newspaper – N/Avail

CIC Notice by Charles A. Kennedy, Bancroft, Iowa, individually and 

acting in concert with Teresa R. Kennedy, also of Bancroft, 

Iowa, to gain control of Kennedy Bancshares, Inc., Bancroft, 

Iowa, and thereby indirectly The Farmers and Traders Savings 

Bank, Bancroft, Iowa.

Fed Reg – 02/04/2004

Newspaper – 02/03/2004

3(a)(3) Mainsource Financial Group, Greensburg, Indiana, to acquire 

100 percent of the voting shares of Peoples Financial 

Corporation, Linton, Indiana, and thereby indirectly acquire 

Peoples Trust Company, Linton, Indiana.*

Fed Reg – 02/20/2004

Newspaper – 02/19/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Maximum Bancshares, Inc., Huxley, Iowa, to become a bank 

holding company by acquiring 100 percent of First State Bank, 

Huxley, Iowa.*

Fed Reg – 02/16/2004

Newspaper – 01/23/2004

3(a)(1) NRBC Holding Corporation, Chicago, Illinois, to become a bank 

holding company by acquiring 100 percent of the outstanding 

shares of National Republic Bank of Chicago, Chicago, 

Illinois.*

Fed Reg – N/Avail

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

3029589 Cedar Rapids Bank & Trust

625 1st Street SE

Cedar Rapids, Iowa 52401-2030

(319) 862-2728

09/15/2003 01/27/2004 S X

2044811 Northview Bank & Trust

245 Waukegan Road

Northfield, Illinois 60093

(847) 446-0245

07/21/2003 01/29/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 8

Federal Reserve Bank of St. Louis

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

CIC Notice by Amy Golden McCay, Little Rock, Arkansas, to retain 

control of ACME Holding Company, Inc., Mulberry, Arkansas, 

by becoming part of the Golden family control group. The 

control group currently consists of Alexander P. Golden III and 

Alexander P. Golden IV, both of Little Rock, Arkansas.

(Previously submitted during the week ending January 24, 

2004.)

Newspaper - 01/30/2004

Fed Reg – 02/17/2004

3A3 LBT Bancshares, Inc., Litchfield, Illinois, to acquire 53.98 

percent of Security Bancshares, Inc., Witt, Illinois, and thereby 

indirectly acquire Security National Bank, Witt, Illinois.*

Newspaper – 02/28/2004

Fed Reg – 03/01/2004

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

1146 Pulaski Bank & Trust Company

Little Rock, Arkansas

06/23/2003 01/29/2004 S X

657459 Midwest BankCentre

Lemay, Missouri

09/29/2003 01/30/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Central Banking Services, Inc., St. Cloud, Minnesota, proposes 

to acquire 100% of the voting shares of St. Joseph Bancshares, 

Inc., St. Joseph, Minnesota, and thereby indirectly acquire 100% 

of the voting shares of First State Bank of St. Joseph, St. Joseph, 

Minnesota.*

Fed Reg – 02/06/2004

Newspaper – N/Avail

CIC Change in control notice by Claire L. Erickson and Marilyn J. 

Kron, Hudson, Wisconsin, to gain control of Waseca 

Bancshares, Inc., Waseca, Minnesota.

Fed Reg – N/Avail

Newspaper – N/Avail

CIC Retroactive change in control notice by Erik McBride 

Thompson, Las Vegas, Nevada, to retain control of Milan 

Agency, Inc., Milan, Minnesota, and thereby indirectly retain 

control of Prairie Sun Bank in Milan, Milan, Minnesota.

Fed Reg- 02/17/2004

Newspaper – N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(1) Home State Bancorp, Loveland, Colorado, to become a bank 

holding company through the acquisition of 100 percent of the 

voting shares of Home State Bank, Loveland, Colorado.

Newspaper - N/Avail

Fed Reg - N/Avail

CIC Notification by James E. Thielke, Cleo Springs, Oklahoma, as 

trustee of the Jarrett K. Parker Revocable Trust, to acquire 

control of Meno Bancshares, Inc., parent of Meno Guaranty 

Bank, both in Meno, Oklahoma.

Newspaper - 02/12/2004

Fed Reg - 02/17/2004

CIC Notification by James E. Thielke, Cleo Springs, Oklahoma, as 

trustee of the Jarret K. Parker Revocable Trust, to acquire 

control of Hazelton Bancshares, Inc., parent of Farmers State 

Bank, both in Hazelton, Kansas.

Newspaper - 02/14/2004

Fed Reg - 02/17/2004

CIC Notification by James E. Thielke, Cleo Springs, Oklahoma, as 

trustee of the Jarret K. Parker Revocable Trust, to acquire 

control of Cleo Bancshares, Inc., parent of Cleo State Bank, both 

in Cleo Springs, Oklahoma.

Newspaper - 02/12/2004

Fed Reg - 02/17/2004

CIC Notification by David D. and Kristine A. Gale, Lincoln, 

Nebraska ; David E. Rogers, Omaha, Nebraska; Jon C. and 

Deonne L. Bruning, Lincoln, Nebraska; Edward J. and Marliss 

G. Miller, Nebraska City, Nebraska; Paul and Andrea 

Mengedoth, Overland Park, Kansas; Roger and Mary Bruning, 

Lincoln, Nebraska; and Jennifer and David Brown, Mountain 

View, California, to acquire control of Davenport Community 

Bancshares, Inc., parent of Jennings State Bank, both of 

Davenport, Nebraska.

Newspaper - N/Avail

Fed Reg - 02/11/2004
Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

2667911 Bank South

6130 E. 81st Street

Tulsa, Oklahoma 74137

11/03/2003 01/30/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch PlainsCapital Bank, Lubbock, TX, to establish a mobile branch* Newspaper – 02/12/2004

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

3(a)(1) E J Financial Corp., Dallas, TX, to acquire Franklin National 

Bankshares, Inc., Mount Vernon, TX, Franklin National 

Delaware Bankshares, Inc., Dover, DE, and Franklin National 

Bank, Mount Vernon, TX*

Fed Reg – 02/27/2004

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 12

Federal Reserve Bank of San Francisco

Applications and notifications filed during the week ending Saturday, January 31, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

Investment Zions First National Bank, Salt Lake City, Utah, to establish 

Zions Bank International, Las Vegas, Nevada, as an Edge 

Corporation, and a wholly owned subsidiary, Van der Moolen 

UK Limited, a foreign organization.

Fed Reg – 02/23/2004

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

Type Application

None .
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None