Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 31

Week Ending August 2, 2003

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions July 27, 2003 to August 2, 2003

Testimony And Statements

Fair Credit Reporting Act -- statement by Dolores S. Smith, Director, Division of 

Consumer and Community Affairs, before the Senate Committee on Banking, Housing, 

and Urban Affairs.

- Published, July 29, 2003 

Bank Holding Companies

The Royal Bank of Scotland Group plc, Edinburgh, Scotland; The Royal Bank of 

Scotland plc, RBSG International Holdings Ltd.; and Citizens Financial Group, Inc., 

Providence, Rhode Island -- commenter's request for reconsideration of the applications 

to acquire Port Financial Corp., Brighton, Massachusetts, and Cambridgeport Bank, 

Cambridge; and to acquire Port Financial Corp.'s investment in Cambridge Bancorp and 

its subsidiary, Cambridge Trust Company.

- Denied, July 28, 2003 

Forms

Forms -- extension without revision of the Recordkeeping Requirements Associated with 

Changes in Foreign Investments (Made Pursuant to Regulation K) (FR 2064); 

Recordkeeping Requirements Associated with Real Estate Appraisal Standards for 

Federally Related Transactions Pursuant to Regulations H and Y (FR-H-4); and Request 

for Proposal (RFP) and Request for Price Quotations (RFPQ).

- Approved, July 28, 2003 

Enforcement

Citigroup Inc., New York, New York -- written agreement with the Federal Reserve 

Bank of New York.

- Announced, July 28, 2003 

J.P. Morgan Chase & Co., New York, New York -- written agreement with the Federal 

Reserve Bank of New York and the New York State Banking Department.

- Announced, July 28, 2003 

(AC) = Addition or Correction Board - Page 1 of 1
July 27, 2003 to August 2, 2003

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

Baylake Bank, Sturgeon Bay, Wisconsin -- to establish a branch at 1450 Scheuring 

Road, DePere.

- Approved, July 30, 2003 

Chicago

Community Banks of Colorado, Greenwood Village, Colorado -- to establish a branch at 

277 Broadway, Denver.

- Approved, August 1, 2003 

Kansas City

Dacotah Bank, Rolla, North Dakota -- to establish a branch at 1121 South Broadway, 

Minot.

- Approved, August 1, 2003 

Minneapolis

Hanmi Bank, Los Angeles, California -- to establish a branch at 21076 Golden Springs 

Boulevard, Diamond Bar.

- Withdrawn, July 30, 2003 

San Francisco

SouthTrust Bank, Birmingham, Alabama -- to establish a branch at 8401 Broadway 

Street, Pearland, Texas.

- Approved, July 28, 2003 

Atlanta

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

1773 Parham Road, Richmond.

- Approved, July 30, 2003 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority July 27, 2003 to August 2, 2003

Bank Holding Companies

Alpha Financial Group, Inc. Employee Stock Ownership Plan, Toluca, Illinois -- to 

increase its ownership of Alpha Financial Group, Inc. and thereby acquire Alpha 

Community Bank.

- Approved, July 31, 2003 

Chicago

Appalachian Bancshares, Inc., Ellijay, Georgia -- commitment waiver request.

- Granted, July 31, 2003 

Atlanta

Central Banc, Inc., Geneseo, Illinois -- to acquire through its subsidiary, Central Financial, 

LLC, three H&R Block franchises in Morrison, Geneseo, and DeWitt, Iowa, and thereby 

engage in extending credit and servicing loans and providing tax-preparation services.

- Approved, July 29, 2003 

Chicago

Country Bank Holding Company, New York, New York -- to become a bank holding 

company with respect to Country Bank.

- Approved, July 31, 2003 

New York

Heartland Financial USA, Inc., Dubuque, Iowa -- to acquire shares of Arizona Bank & 

Trust, Mesa, Arizona, a de novo bank.

- Approved, July 31, 2003 

Chicago

Industry Bancshares, Inc., Industry, Texas -- for Industry Bancshares, Inc. and Industry 

Holdings, Inc., Wilmington, Delaware, to acquire Fayetteville Bancshares, Inc., 

Fayetteville, Texas, and Fayetteville Bank.

- Approved, July 31, 2003 

Dallas

Nexity Financial Corporation, Birmingham, Alabama -- relief from a commitment.

- Granted, July 31, 2003 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority July 27, 2003 to August 2, 2003

Bank Holding Companies

Old Line Bancshares, Inc., Waldorf, Maryland -- to become a bank holding company 

through the acquisition of Old Line Bank.

- Approved, July 29, 2003 

Richmond

Wells Fargo & Company, San Francisco, California -- commenter's request to extend the 

comment period on the application to acquire Pacific Northwest Bancorp, Seattle, 

Washington, and Pacific Northwest Bank.

- Denied, August 1, 2003 

Secretary

Change In Bank Control

Cherokee Bancshares, Inc., Saint Paul, Minnesota -- change in bank control.

- Permitted, July 29, 2003 

Minneapolis

First State Banking Corporation, Alcester, South Dakota -- to retain control of First State 

Banking Corp. and State Bank of Alcester.

- Permitted, August 1, 2003 

Minneapolis

Green Country Bancorporation, Inc., Ketchum, Oklahoma -- change in bank control.

- Permitted, July 31, 2003 

Kansas City

Moscow Bancshares, Inc., Moscow, Tennessee -- change in bank control.

- Permitted, July 31, 2003 

St. Louis

Ramsey Financial Corporation, Devils Lake, North Dakota -- to retain control of Ramsey 

Financial Corporation and The Ramsey National Bank and Trust Company of Devils 

Lake.

- Permitted, July 29, 2003 

Minneapolis

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority July 27, 2003 to August 2, 2003

Competitive Factors Reports

Arthur State Bank, Union, South Carolina -- report on competitive factors of the 

proposed mergers with Carolina State Bank, Chesnee, and Pinnacle State Bank, 

Woodruff.

- Submitted, July 28, 2003 

Richmond

Branch Banking and Trust Company of Virginia, Richmond, Virginia -- reports on 

competitive factors of the proposed mergers with First Virginia Bank-Colonial; First 

Vantage Bank/Tri-Cities, Bristol; First Virginia Bank-Hampton Roads, Norfolk; First 

Virginia Bank, Falls Church; First Virginia Bank-Blue Ridge, Staunton; and First Virginia 

Bank-Southwest, Roanoke.

- Submitted, July 28, 2003 

Richmond

Branch Banking and Trust Company, Winston-Salem, North Carolina -- reports on 

competitive factors of the proposed mergers with Farmers Bank of Maryland, Annapolis, 

Maryland, and Atlantic Bank, Ocean City.

- Submitted, July 28, 2003 

Richmond

Country Bank, New York, New York -- report on competitive factors of the proposed 

merger with Country Interim Bank.

- Submitted, July 31, 2003 

New York

First-Citizens Bank and Trust Company of South Carolina, Columbia, South Carolina -- 

report on competitive factors of the proposed acquisition of the Batesburg, McCormick, 

York, and Ware Shoals branches of National Bank of Commerce, Memphis, Tennessee.

- Submitted, July 29, 2003 

Richmond

Flatbush Federal Savings and Loan Association of Brooklyn, New York, New York -- 

report on competitive factors of the proposed merger of Flatbush Federal Interim I and 

Flatbush Federal Interim II in connection with a reorganization from a federally chartered 

mutual savings association to a mutual holding company and stock issuance plan.

- Submitted, July 31, 2003 

New York

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority July 27, 2003 to August 2, 2003

Competitive Factors Reports

Maryland Permanent Bank and Trust Company, Owings Mills, Maryland -- report on 

competitive factors of the proposed merger with Maryland Permanent Capital 

Corporation.

- Submitted, July 28, 2003 

Richmond

Webster Bank, Waterbury, Connecticut -- report on competitive factors of the proposed 

merger with The North American Bank and Trust Company.

- Submitted, July 29, 2003 

Boston

Extensions Of Time

American Trust Bancorp, Roswell, Georgia -- extension to November 6, 2003, to 

become a bank holding company through the acquisition of American Trust Bank, a de 

novo bank.

- Granted, July 31, 2003 

Atlanta

Citigroup Inc., New York, New York -- extension to August 3, 2004, to conform the 

investments of Banco Nacional de Mexico, S.A., Mexico City, Mexico, to the 

requirements of Regulation K.

- Granted, August 1, 2003 

Director, BS&R

Marquette Bank, Chicago, Illinois -- extension to May 24, 2004, to establish a branch at 

Eola Road and Shiloh Drive, Aurora.

- Granted, July 28, 2003 

Chicago

RAM Security Holdings, Ltd., Waco, Texas, and RAM Security Holdings GP, Inc. -- 

extension to November 5, 2003, to become bank holding companies through the 

acquisition of an interest in Security Bancshares, Inc. and Citizens State Bank, Woodville.

- Granted, August 1, 2003 

Dallas

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority July 27, 2003 to August 2, 2003

Financial Holding Companies

First Burke Banking Company, Waynesboro, Georgia -- election to become a financial 

holding company.

- Effective, July 28, 2003 

Atlanta

International Operations

Shorebank Corporation, Chicago, Illinois -- to invest in ShoreCap International, Ltd., 

Cayman Islands.

- Approved, July 31, 2003 

Director, BS&R

Reserve Bank Operations

Federal Reserve Bank of New York -- to act as fiscal agent in connection with a 

proposed issue of global bonds by the African Development Bank.

- Approved, July 31, 2003 

General Counsel

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

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, August 2, 2003

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)/3(a)(3) The Siwooganock Holding Company, Inc., Lancaster, New 

Hampshire - application to become a bank holding company 

through the acquisition of The Siwooganock Bank, Lancaster, 

New Hampshire, and to acquire 10% of Lancaster National 

Bank, Lancaster, New Hampshire

Newpaper - 08/20/2003

Fed Reg - 08/25/2003

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, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Gjensidige Nor Sparebank ASA, Oslo, Norway, to establish a 

branch at 200 Park Avenue, New York, New York.

Newspaper – 08/18/2003

Branch Banco Popular North America, New York, New York, 

toestablish a branch office at 18-30 North York road, 

Bensenville, Illinois.

Newspaper – 08/13/2003

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, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) East Penn Financial Corporation, Emmaus, PA, to acquire 

up to 24.9% of Berkshire Bank, Wyomissing, PA.

Newspaper: 08/29/2003

Fed. Reg.: 08/29/2003

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Branch Notice by Sky Bank, Salineville, Ohio, to establish a branch at 

2417 Tuscarawas Street West, Canton, Ohio Sky Bank - Notice 

of intent to establish a de novo branch at 501 West Schrock 

Road, Westerville, Ohio.

Newspaper: 07/30/2003

Newspaper: 08/09/2003

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

Other Foreign KeyBank, National Association, Cleveland, Ohio, seeks 

authority to invest in the aggregate an amount up to 13% of its 

capital stock and surplus in all Edge and Agreement corporation 

subsidiaries. KeyBank would effect this proposed increase in its 

aggregate foreign investments through a long-range investment 

plan contemplated by section 211.9(a)(4) of Regulation K.
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 5

Federal Reserve Bank of Richmond

Applications and notifications filed during the week ending Saturday, August 2, 2003

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) Mount Hope Bankshares, Inc., Mount Hope, West Virginia, to 

become a Bank Holding Company through the acquisition of 

100% of the voting shares of the Bank of Mount Hope, Inc., 

Mount Hope, West Virginia.*

Fed Reg – 08/29/2003

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

25A Wachovia International Banking Corporation, Charlotte, North 

Carolina, to acquire control of Philadelphia International

Investment Corp., Philadelphia, Pennsylvania.
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

2684132 James Monroe Bank

3033 Wilson Boulevard

Arlington, Virginia 22201

06/02/2003 07/27/2003 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 5641 Clark Road, Sarasota, Florida.*

Newspaper-07/31/2003

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

located at 3994 Frontage Road, Fayetteville, Arkansas.*

Newspaper-07/31/2003

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

located at 12851 Bonita Beach Road S.E., Bonita Springs, to be 

known as the Bernwood Office.*

Newspaper-08/05/2003

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

the intersection of Boyette Road and McMullen Loop Road, 

Tampa, Florida, to be known as the Boyette Office.* 

Newspaper-08/12/2003

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

the intersection of Causeway Boulevard and East/West Collector 

Road, Brandon, Florida, to be known as the South Brandon 

Office.*

Newspaper-08/12/2003

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

the intersection of Atlantic Boulevard and Girvin Road, 

Jacksonville, Florida, to be known as the Atlantic Woods 

Office.*

Newspaper-08/12/2003

*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

CIC Citizens Bancshares, Inc., Ville Platte, Louisiana, prior change 

in control notificiation filed by Anita Marie Fontenot

(Melancon), Lafayette, Louisiana; Darwin James Fontenot,

Lafayette, Louisiana; Rachel Fontenot Wyble, Carencro,

Louisiana; Carl Winn Fontenot, Chad David Fontenot, Craig 

Dwaine Fontenot, David Joseph Fontenot; and Vickie Lynn 

Fontenot (Bergeron), all of Ville Platte, Louisiana, to control 

approximately 34.05 percent of the outstanding shares of

common stock of Citizens Bancshares, Inc., and its subsidiary, 

Citizens Bank, both of Ville Platte, Louisiana.

Newspaper-08/20/2003

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

Type Application

Ending date of

comment period

3(a)(1) Total Bancshares, Inc., Miami, Florida, to become a bank 

holding company by acquiring TotalBank, Miami, Florida.*

Newspaper-08/20/2003

Fed Reg-08/18/2003

*Subject to 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 Fede ral Register or newspaper notice

Type Application

3(a)(1) Floridian Community Bank, Davie, Florida, notice to become a 

bank holding company by acquiring Floridian Community Bank, 

Inc., Davie, Florida.

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.
Section V – Availability of CRA public evaluations

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, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) & 4(c)(8) First Fontanelle Bancorporation, Inc., Fontanelle, Iowa, to 

acquire 100 percent of the voting shares of Corn Belt 

Bancorporation, Inc., Anita, Iowa, and thereby indirectly acquire 

Union National Bank, Anita, Iowa, and to acquire Corn Belt 

Insurance Agency, Massena, Iowa, and thereby to engage in 

insurance agency activities.*

Fed Reg – 08/18/2003

Newspaper – N/Avail

CIC Notice by Daniel A. Hamann, Omaha, Nebraska, Esther 

Hamann Brabec, Omaha, Nebraska, and Julie Hamann 

Bunderson, Elkhorn, Nebraska, both "acting in concert" and 

each individually to gain control of Great Western 

Bancorporation, Inc., Omaha, Nebraska.

Fed Reg – 08/01/2003

Newspaper – N/Avail

3(a)(5) Merchants & Manufacturers Bancorporation, Inc., Brookfield, 

Wisconsin and Merchants Merger Corp., Brookfield, Wisconsin, 

to acquire 100 percent of the voting shares of Random Lake 

Bancorp, Limited, Random Lake, Wisconsin, and thereby 

indirectly acquire Wisconsin State Bank, Random Lake, 

Wisconsin.*

Fed Reg – 08/15/2003

Newspaper – 08/18/2003

3(a)(3) Merchants & Manufacturers Bancorporation, Inc., Brookfield, 

Wisconsin and Merchants New Merger Corp., Brookfield, 

Wisconsin, to acquire 100 percent of the voting shares of 

Reedsburg Bancorporation, Inc., Reedsburg, Wisconsin, and 

thereby indirectly acquire The Reedsburg Bank, Reedsburg, 

Wisconsin.*

Fed Reg – 08/15/2003

Newspaper – 08/18/2003
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Northwest Equity Corp., Buffalo Grove, Illinois, to become a 

bank holding company by acquiring 100 percent of the voting 

shares of 1st Equity Bank Northwest (in organization), Buffalo 

Grove, Illinois.*

Fed Reg – 08/29/2003

Newspaper – 08/23/2003

3(a)(1) TeamCo, Inc., Oak Lawn, Illinois, to become a bank holding 

company through the acquisition of 100 percent of the voting 

shares of Oak Lawn Bank, Oak Lawn, Illinois.*

Fed Reg – 08/15/2003

Newspaper – N/Avail

CIC Notice by Frank E. Powers, Defiance, Iowa, to acquire 22.33 

percent interest in Union Bancorporation, Defiance, Iowa, and 

thereby indirectly acquire Defiance State Bank, Defiance, Iowa.

Fed Reg – 08/15/2003

Newspaper – N/Avail

3(a)(3) Wintrust Financial Corporation, Lake Forest, Illinois, to acquire 

100 percent of the voting shares of Advantage National 

Bancorp, Inc., Elk Grove Village, Illinois, and thereby indirectly 

acquire Advantage National Bank, Elk Grove Village, 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

4(c)(8) West Bancorporation, Inc., West Des Moines, Iowa, to engage 

in investment advisory activities through a newly formed 

subsidiary, WB Capital Management Inc., West Des Moines, 

Iowa, which will purchase the assets and assume liabilities of 

VMF Capital, L.L.C., Des Moines, Iowa.
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

749840 Farmers State Bank

401 Main Street

Lake View, Iowa 51450

(712) 657-8525

03/24/2003 07/29/2003 S X

58243 Johnson Bank

4041 N. Main Street

Racine, Wisconsin 53402

(262) 681-4632

05/20/2002 07/29/2003 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, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3A1 BCAC, Inc., Rosiclare, Illinois, to become a bank holding 

company by acquiring at least 66.7 percent of Banterra Corp., 

Eldorado, Illinois, and thereby indirectly acquire First of 

Murphysboro Corp., Murphysboro, Illinois, The First Bank and 

Trust Company of Murphysboro, Murphysboro, Illinois, and 

Banterra Bank, Marion, Illinois. (Previously submitted during 

the week ending July 26, 2003)*

Newspaper – 08/24/2003

Fed Reg – 08/25/2003

CIC Notice by Darryl L. Woods, Kristy L. Woods, and the Darryl L. 

Woods Living Trust, all of Ashland, Missouri, to gain control of 

Calvert Financial Corporation, Inc., Jefferson City, Missouri. 

(Previously submitted during the week ending July 26, 2003) 

Newspaper – 08/13/2003

Fed Reg – 08/15/2003

* 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

131753 Bank of Dyer

Dyer, Tennessee

04/07/2003 08/01/2003 S X

Section VI – CRA examinations scheduled for 4th Quarter of 2003

Institution Location

First Financial Bank El Dorado, Arkansas

The Citizens Bank Batesville, Arkansas

First Community Bank Conway, Arkansas

Citizens Bank Hartford, Kentucky

Progress Bank of Missouri Sullivan, Missouri

Bank of Iberia Iberia, Missouri

First State Bank of St. Robert St. Robert, Missouri

Patriot Bank Millington, Tennessee

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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

None

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

Type Application

Ending date of

comment period

3(a)(3) First Sleepy Eye Bancorporation, Inc., Sioux Falls, South 

Dakota, proposes to acquire 100% of the voting shares of 

Nichols Financial, Inc., Storden, Minnesota, and thereby 

indirectly acquire Heartland State Bank, Storden, Minnesota.*

Fed Reg- 09/02/2003

Newspaper- N/Avail

3(a)(5) Quality Bankshares, Inc., Fingal, North Dakota, to acquire Page 

Bank Holding Company, Page, North Dakota, and thereby 

indirectly acquire Page State Bank, Page, North Dakota.*

Fed Reg- N/Avail

Newspaper- N/Avail

3(a)(5) Farmers & Merchants Financial Services, Inc., St. Paul, 

Minnesota, to merge with Eau Claire Financial Services, Inc., St. 

Paul, Minnesota, and thereby indirectly acquire American Bank, 

Eau Claire, Wisconsin, and American Bank, Lake City, 

Minnesota.*

Fed Reg- 09/02/2003

Newspaper- 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

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

Type Application

4(c)(8) Watford City Bancshares, Inc., Watford City, North Dakota, 

proposes to engage de novo in community development 

activities through its wholly-owned Subsidiary First 

International Community Development Fund, Inc., Watford 

City, North Dakota.

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

615253 First State Bank of Malta 04/14/2003 07/30/2003 S X

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, August 2, 2003 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch Community Banks of Colorado, Greenwood Village, Colorado, 

to establish a branch at 277 Broadway, Suite C, Denver, 

Colorado. 

Newspaper - 07/26/2003 

Branch Edmond Bank and Trust, Edmond, Oklahoma, to establish a 

branch at 2800 N. Kelley Avenue, Edmond, Oklahoma. 

Newspaper - 08/07/2003 

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

Type Application

Ending date of 

comment period

3(a)(1) Page Bancshares, Inc., Liberty, Missouri, to become a bank 

holding company through the acquisition of 100 percent of the 

voting shares of Griffin Bancshares, Inc., Cameron, Missouri, 

parent of Pony Express Bank, Braymer, Missouri. 

Newspaper - 08/16/2003 

Fed Reg - 08/29/2003 

3(a)(1) BOKF Merger Corporation Number Eleven, Tulsa, Oklahoma, 

to become a bank holding company through the acquisition of 

100 percent of the voting shares of Colorado Funding Company, 

Denver, Colorado, parent of Colorado State Bank and Trust 

Company, Denver, Colorado; and immediately thereafter, BOKF 

Merger Corporation Number Eleven will merge into Colorado 

Funding Company, Denver, Colorado. 

Newspaper - 08/18/2003 

Fed Reg - 08/21/2003 

3(a)(1) InfiCorp Holdings, Inc., Atlanta, Georgia, to become a bank 

holding company through the acquisition of 99.94 percent of the 

voting shares of InfiBank, N.A., Atlanta, Georgia. 

Newspaper - N/Available

Fed Reg - 08/29/2003 

3(a)(3) Lauritzen Corporation, Omaha, Nebraska, to indirectly retain its 

ownership of InfiCorp Holdings, Inc., Atlanta, Georgia, through 

its retention of 27.67 percent of the voting shares of First 

National of Nebraska, Inc., Omaha, Nebraska. 

Newspaper - N/Available

Fed Reg - 08/29/2003 
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of 

comment period

3(a)(3) First National of Nebraska, Inc., Omaha, Nebraska, to retain 100 

percent of the voting shares of InfiCorp Holdings, Inc., Atlanta, 

Georgia, parent of InfiBank, N.A., Atlanta, Georgia. 

Newspaper - N/Available

Fed Reg - 08/29/2003 

3(a)(3) BOK Financial Corporation, Tulsa, Oklahoma, to acquire, 

through its subsidiary BOKF Merger Corporation Number 

Eleven, Tulsa, Oklahoma, 100 percent of the voting shares of 

Colorado Funding Company, Denver, Colorado, parent of 

Colorado State Bank and Trust Company, Denver, Colorado. 

Newspaper - 08/18/2003 

Fed Reg - 08/21/2003 

CIC Notice by R. Eugene Thompson, as trustee for the Thompson 

Family Trusts, to acquire control of Peoples Bancshares, Inc., 

Kansas City, Missouri, parent of MidAmerican Bancshares, Inc., 

Harrisonville, Missouri and Allen Bank and Trust Company, 

Harrisonville, Missouri. 

Newspaper - N/Available

Fed Reg - 08/21/2003 

CIC Notice by R. Eugene Thompson, as trustee for the Thompson 

Family Trusts, to acquire control of Platte County Bancshares, 

Inc., Platte City, Missouri, parent of MidAmerican Bancshares, 

Inc., Harrisonville, Missouri; Allen Bank and Trust Company, 

Harrisonville, Missouri; and Platte Valley Bank of Missouri, 

Platte City, Missouri. 

Newspaper - N/Available

Fed Reg - 08/21/2003 

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 

95659 Morris State Bank 

800 W. Ozark 

Morris, Oklahoma 74445-2099 

04/28/2003 07/30/2003 S X 

69351 Bank of Durango 

125 Sawyer Street 

Durango, Colorado 81302 

05/05/2003 08/01/2003 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, August 2, 2003

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Peoples Bank, Lorenzo, TX, to establish a branch at 5820 82nd 

Street, Lubbock, Texas 79424*

Newspaper – 08/15/2003

* 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) North American Bancshares, Inc., Sherman, TX, to acquire

Pioneer Bankshares, Inc., Fredericksburg, TX, Pioneer II 

Bankshares, Inc., Fredericksburg, TX, and Pioneer National 

Bank, Fredericksburg, TX*

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

Member PointBank, N.A., Pilot Point, TX, to become a member of the

Federal Reserve System
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

403058 First State Bank

119 East DaVilla

Granger, Texas 76530

04/21/2003 08/02/2003 S S

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, August 2, 2003

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 Robert Lee McKean, North Plains, Oregon, to 

increase his ownership in Albina Community Bancorp, Portland, 

Oregon.*

Newspaper – N/Avail 

Fed Reg – 07/17/2003

* 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

4(c)(8) Bank of Hawaii Corporation, Honolulu, Hawaii, proposes to 

engage de novo in investment advisory activities through a joint 

venture between Bank of Hawaii, Honolulu, Hawaii, and 

Chicago Equity Partners, Chicago, Illinois, to be known by the 

name of Bankoh Investment Partners, LLC, Honolulu, Hawaii.

Fed Reg – 08/18/2003

4(c)(8) First National Bank Holding Company, Scottsdale, Arizona, to 

acquire 100 percent of Access Anytime Bancorp, Inc., 

Albuquerque, New Mexico, and thereby indirectly acquire 

FirstBank FSB, Clovis, New Mexico, and thereby operate a 

savings association.

Fed Reg – 08/29/2003
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

155263 Desert Community Bank

12350 Hesperia Road, Suite 101

Victorville, CA 92392

(760) 243-2140

03/31/2003 07/28/2003 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None