Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 44 

Week Ending November 3, 2007

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

Minority-Owned Depository Institutions -- statement by Sandra F. Braunstein, 

Director, Division of Consumer and Community Affairs, before a subcommittee of 

the House Financial Services Committee regarding minority-owned banks on 

October 30, 2007.

- Reviewed, October 29, 2007

Bank Holding Companies

KeyCorp, Cleveland, Ohio -- to acquire U.S.B. Holding Co., Inc., Orangeburg, New 

York, and its subsidiary, Union State Bank, Nanuet.

- Approved, November 2, 2007

Discount Rates

Discount and Advance Rates -- decrease in the primary credit rate from 5-1/4 percent 

to 5 percent by the Federal Reserve Banks of Boston, Philadelphia, Cleveland, 

Minneapolis, Kansas City, and Dallas.

- Approved, November 1, 2007

Discount and Advance Rates -- decrease in the primary credit rate from 5-1/4 percent 

to 5 percent by the Federal Reserve Banks of New York, Richmond, Atlanta, 

Chicago, St. Louis, and San Francisco.

- Approved, October 31, 2007

Regulations And Policies

Basel II Capital Accord -- final rules to implement new risk-based capital 

requirements in the United States for large, internationally active banking 

organizations (Docket No. R-1261).

- Approved, November 2, 2007

H.2 Board Actions October 28, 2007 to November 3, 2007

(A/C) = Addition or Correction Board - Page 1 of 2
Regulations And Policies

Electronic Consumer Disclosures -- final amendments to five consumer regulations 

(Regulations B, E, M, Z, and DD) to clarify the requirements for providing consumer 

disclosures in electronic form; to withdraw certain provisions issued as interim rules 

in 2001; and to retain certain provisions of the interim rules that provide regulatory 

relief and guidance on the use of electronic disclosures (Docket Nos. R-1281, 

R-1282, R-1283, R-1284, and R-1285).

- Approved, October 23, 2007

(A/C)

Reserve Bank Services

Federal Reserve Priced Services and Private Sector Adjustment Factor -- 2008 fee 

schedules for priced services and electronic access, and a private sector adjustment 

factor.

- Approved, November 2, 2007

Enforcement

Farmers and Merchants Bank of Long Beach, Long Beach, California -- issuance of 

consent order of assessment of a civil money penalty.

- Announced, November 2, 2007

H.2 Board Actions October 28, 2007 to November 3, 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

October 28, 2007 to November 3, 2007

Bank Branches, Domestic

Aliant Bank, Alexander City, Alabama -- to establish a branch at 2401 Stemley 

Bridge Road, Suite 13, Pell City.

Atlanta

- Approved, October 31, 2007

Community Bank of West Georgia, Villa Rica, Georgia -- to establish a branch at 

401 Adamson Square, Carrollton.

Atlanta

- Withdrawn, November 1, 2007

Gateway Bank & Trust Co., Elizabeth City, North Carolina -- to establish a branch at 

2235 Access Medical Drive, Raleigh.

Richmond

- Approved, November 2, 2007

SolutionsBank, Overland Park, Kansas -- to establish a branch at 10600 Mission 

Road, Leawood.

Kansas City

- Approved, November 2, 2007

Tradition Bank, Houston, Texas -- to establish a branch at Kirby Drive and Shadow 

Creek Parkway, Pearland.

Dallas

- Approved, October 30, 2007

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

Waccamaw Bank, Whiteville, North Carolina -- to establish a branch at 112 

Waccamaw Medical Park, Conway, South Carolina.

Richmond

- Approved, October 31, 2007

Bank Holding Companies

Bancorp of Montana Holding Company; Montana Business Capital Corporation, 

Missoula, Montana -- to become a bank holding company and thereby acquire Bank 

of Montana, Missoula, a de novo bank, and thereby engage in commercial and 

residential loan origination activities.

Minneapolis

- Approved, November 2, 2007

Boston Private Financial Holdings, Inc., Boston, Massachusetts -- to acquire 

additional interests in Bingham, Osborn & Scarborough LLC, San Francisco, 

California.

Boston

- Approved, October 31, 2007

CapGen Capital Group LLC, Washington, D.C. -- to engage de novo in acting as 

agent for the private placement of securities.

Atlanta

- Approved, October 31, 2007

H.2 Actions under delegated authority October 28, 2007 to November 3, 2007

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

First Banks, Inc., St. Louis, Missouri -- to acquire Coast Financial Holdings, Inc., 

Bradenton, Florida, and thereby indirectly acquire Coast Bank of Florida; and for 

First Bank, St. Louis, to merge with Coast Bank of Florida and thereby establish 

branches.

St. Louis

- Approved, November 1, 2007

First Busey Corporation, Urbana, Illinois -- relief from a commitment.

Director, BS&R

- Granted, October 31, 2007

First Olathe Bancshares, Inc., Overland Park, Kansas -- to acquire additional shares 

of First National Bank of Scottsdale, Scottsdale, Arizona, a de novo bank.

Kansas City

- Approved, November 1, 2007

Fox River Financial Corporation, Burlington, Wisconsin. -- to become a bank 

holding company and thereby acquire Fox River State Bank, Burlington.

Chicago

- Approved, October 29, 2007

Hazen Bancorporation, Inc., Hazen, North Dakota -- to increase its ownership of 

North Star Holding Company, Jamestown, and thereby indirectly acquire Unison 

Bank.

Minneapolis

- Approved, November 1, 2007

H.2 Actions under delegated authority October 28, 2007 to November 3, 2007

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

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

its ownership of North Star Holding Company, Jamestown, and thereby indirectly 

acquire Unison Bank.

Minneapolis

- Approved, November 1, 2007

South Atlantic Bancshares, Inc., Myrtle Beach, South Carolina -- to become a bank 

holding company and to acquire South Atlantic Bank, Myrtle Beach, a de novo bank.

Richmond

- Approved, October 31, 2007

Standard Chartered PLC, London, United Kingdom -- to acquire Harrison Lovegrove 

& Co. Limited, and its subsidiaries, and thereby engage in investment advisory 

services and riskless principal transactions.

New York

- Approved, October 31, 2007

Sunrise Bank, Cocoa Beach, Florida -- commitment relief request.

Atlanta

- Withdrawn, October 29, 2007

Wishek Bancorporation, Inc., Wishek, North Dakota -- to increase its ownership of 

North Star Holding Company, Jamestown, and thereby indirectly acquire Unison 

Bank.

Minneapolis

- Approved, November 1, 2007

H.2 Actions under delegated authority October 28, 2007 to November 3, 2007

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

Cornerstone Bank, York, Nebraska -- to merge with Bank of St. Edward, St. Edward, 

and thereby establish a branch.

Kansas City

- Approved, November 2, 2007

Bank Premises

Farmers Bank and Trust Company, Blytheville, Arkansas -- to increase its investment 

in bank premises.

St. Louis

- Approved, October 29, 2007

Change In Bank Control

Blue Valley Ban Corp., Overland Park, Kansas -- to retain control of Blue Valley 

Ban Corp., Overland Park, and Bank of Blue Valley. 

Kansas City

- Permitted, November 1, 2007

Carroll County Bancshares, Inc., Carrollton, Missouri -- to retain control of Carroll 

County Bancshares, Inc., Carrollton, and Carroll County Trust Company.

Kansas City

- Permitted, October 30, 2007

Commercial Bancorp, Pine Bluffs, Wyoming -- change in bank control.

Kansas City

- Permitted, November 2, 2007

H.2 Actions under delegated authority October 28, 2007 to November 3, 2007

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

FNB Ban Shares, Inc., West Union, Iowa -- to retain control of FNB Ban Shares, 

Inc., West Union, and First National Bank. 

Chicago

- Permitted, November 2, 2007

Lincoln S.B. Corp., Lincoln, Illinois -- to retain control of Lincoln S.B. Corp., 

Lincoln, and State Bank of Lincoln. 

Chicago

- Permitted, November 2, 2007

Extensions Of Time

Bank of America, National Association, Charlotte, North Carolina -- extension to 

December 31, 2007, to increase its investment in Banc of America Leasing Ireland 

Co., Limited, Dublin, Ireland.

Richmond

- Granted, October 31, 2007

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

Fort Morgan, Colorado -- extension to February 13, 2008, to acquire additional 

voting shares of F.S.B. Bancorporation of Fort Morgan.

Kansas City

- Granted, October 30, 2007

H.2 Actions under delegated authority October 28, 2007 to November 3, 2007

(A/C) = Addition or Correction Delegated - 6 of 7
Financial Holding Companies 

New Marshall & Ilsley Corporation, Milwaukee, Wisconsin -- election to become a 

financial holding company. 

Secretary

- Effective, November 1, 2007

Membership

First National Bank of Mount Vernon, Mount Vernon, Illinois -- to become a 

member of the Federal Reserve System.

St. Louis

- Approved, November 2, 2007

Regulations And Policies

Short-term Interest Rates -- decrease in the target for the federal funds rate from 

4-3/4 percent to 4-1/2 percent.

FOMC

- Approved, October 31, 2007

H.2 Actions under delegated authority October 28, 2007 to November 3, 2007

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

Federal Reserve Bank of Boston

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banco Espirito Santo de Investimento, S.A., 

Lisbon, Portugal, to establish a branch in New 

York, New York, pursuant to Section 7(d) of the 

International Banking Act.

BANCO ESPIRITO SANTO DE 

INVESTIMENTO, S.A.

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

JP Morgan Chase & Co., New York, New York, 

provided 30 days' prior notice to the Board, 

pursuant to Section 211.9(f) of Regulation K, of 

its intention to make additional investments in 

its subsidiary, JPMorgan Securities Japan Co., 

Tokyo, Japan.

JPMORGAN CHASE & CO.

Newspaper:

Federal Register:

* Branch

Not applicable

Manufacturers and Traders Trust Company, 11/09/2007

Buffalo, New York, requests approval to open 

and occupy a limited-service branch to be 

located at 80 West, Plaza II Township of Saddle 

Brook, Bergen County, New Jersey.

MANUFACTURERS AND 

TRADERS TRUST COMPANY

Newspaper:

Federal Register:

FBSEA

Not applicable

Oversea-Chinese Banking Corporation Limited, 11/25/2007

Singapore, request to convert its Los Angeles 

Agency to a branch, pursuant to Section 

211.24(a)(1)(i)(A) of Regulation K.

OVERSEA-CHINESE BANKING 

CORPORATION LIMITED

Newspaper:

Federal Register:

Other Foreign Not applicable

Not applicable

Standard Chartered Holdings Limited, and 

Standard Chartered Bank, all of London, 

England, requesting the approval of the Board 

of Governors of the Federal Reserve System, to 

acquire all of the outstanding shares of common 

stock of American Express Bank Ltd., a 

Connecticut corporation headquartered in New 

York, New York, and thereby indirectly acquire 

all of the outstanding shares of common stock 

of American Express Bank International, an 

Edge corporation headquartered in Miami, 

Florida.

STANDARD CHARTERED 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

 645317 ADIRONDACK TC, SARATOGA SPRINGS, NEW YORK 04/23/2007 10/09/2007 O Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

KeyBank, NA, Cleveland, Ohio to make 

additional investments in its agreement 

corporations totaling $120 million, pursuant to 

section 211.5 (h) of Reg K

KEYBANK NATIONAL 

ASSOCIATION

Newspaper:

Federal Register:

* Branch Not available

Not applicable

PNC Bank, Delaware, Wilmington, DE to 

establish branch at 31227 Americana Parkway, 

Fenwick Island, DE 19944 (Sussex County)

PNC BANK, DELAWARE

* 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 November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Colonial Virginia Bank, Gloucester, Virginia, 11/19/2007

proposes to establish a branch at Maidstone, 

New Kent Courthouse Village, New Kent, 

Virginia.

COLONIAL VIRGINIA BANK

Newspaper:

Federal Register:

* 3A5 11/25/2007

11/26/2007

First National Bancshares, Inc., Spartanburg, 

South Carolina, to acquire 100% of the voting 

securities of Carolina National Corporation, 

Columbia, South Carolina, and thereby 

indirectly acquire Carolina National Bank and 

Trust Company, Columbia, South Carolina.

FIRST NATIONAL 

BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Second Bank & Trust, Fredericksburg, Virginia, 11/19/2007

proposes to establish a branch at 3900 Westerre 

Parkway, Suite 102, Richmond, Virginia.

SECOND BANK & TRUST

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association, 

Charlotte, North Carolina, to make an 

investment through its Agreement Corporation 

subsidiary, Wachovia Asia Holding 

Corporation, Charlotte, North Carolina (formerly 

known as SouthTrust International, Inc.) in 

Wachovia Advisory Services Private Limited, 

Mumbai, India.

SOUTHTRUST 

INTERNATIONAL, INC.

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association, 

Charlotte, North Carolina, to make an 

investment through its Agreement Corporation 

subsidiary, Wachovia Asia Holding 

Corporation, Charlotte, North Carolina (formerly 

known as SouthTrust International, Inc.) in 

Wachovia Financial Services Private Limited, 

Mumbai, India.

SOUTHTRUST 

INTERNATIONAL, INC.

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association, 

Charlotte, North Carolina, to make an 

investment through its Agreement Corporation 

subsidiary, Wachovia Asia Holding 

Corporation, Charlotte, North Carolina (formerly 

known as SouthTrust International, Inc.) in 

WFSJ Limited, Chiyoda-ku, Tokyo.

SOUTHTRUST 

INTERNATIONAL, INC.

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association, 

Charlotte, North Carolina, to make an 

investment through its Agreement Corporation 

subsidiary, Wachovia Asia Holding 

Corporation, Charlotte, North Carolina (formerly 

known as SouthTrust International, Inc.) in 

Wachovia Advisors International Limited, Hong 

Kong.

SOUTHTRUST 

INTERNATIONAL, INC.

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association, 

Charlotte, North Carolina, to make an 

investment through its Agreement Corporation 

subsidiary, Wachovia Asia Holding 

Corporation, Charlotte, North Carolina (formerly 

known as SouthTrust International, Inc.) in 

Wachovia Securities Asia Limited, Hong Kong.

SOUTHTRUST 

INTERNATIONAL, INC.

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

Federal Reserve Bank of Richmond

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Wachovia Bank, National Association, 

Charlotte, North Carolina, to make an 

investment through its Agreement Corporation 

subsidiary, Wachovia Asia Holding 

Corporation, Charlotte, North Carolina (formerly 

known as SouthTrust International, Inc.) in 

Wachovia Financial Consultants (Shanghai) 

Limited, Shanghai, Peoples Republic of China.

SOUTHTRUST 

INTERNATIONAL, INC.

* 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 November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Florida Commerce Bancorp, Inc., Fort Myers, 

Florida, notice to become a bank holding 

company by acquiring 100 percent of the 

outstanding shares of Commerce Bank of 

Southwest Floirida, Fort Myers, Florida.

Florida Commerce Bancorp, Inc.

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

1st Source Bank, South Bend, Indiana, to merge 

with First National Bank of Valparaiso, 

Valparaiso, Indiana, and thereby to establish 17 

branches.

1ST SOURCE BANK

Newspaper:

Federal Register:

* 4c8 Not available

11/05/2007

Capitol Bancorp, Ltd., Lansing, Michigan and 

Capitol Development Bancorp Limited VI, 

Lansing, Michigan, to acquire 51 percent of the 

voting shares of Brookhollow Bank (in 

organization), Irving, Texas, and thereby to 

operate a savings association.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* 4c8 Not available

11/05/2007

Capitol Bancorp, Ltd., Lansing, Michigan and 

Capitol Development Bancorp Limited VI, 

Lansing, Michigan, to acquire 51 percent of the 

voting shares of Bank of Fort Bend (in 

organization), Sugar Land, Texas, and thereby 

to operate a savings association.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* 4c8 Not available

11/26/2007

Capitol Bancorp, Ltd., Lansing, Michigan and 

Capitol Development Bancorp Limited V, 

Lansing, Michigan, to acquire 51 percent of the 

voting shares of Adams Dairy Bank (in 

organization), Blue Springs, Missouri, and 

thereby operate a savings association.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* Branch

Not applicable

Cole Taylor Bank, Rosemont, Illinois, to 11/14/2007

establish a branch facility to be located at 20 S. 

Clark Street, Chicago, Illinois.

COLE TAYLOR BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Comerica Bank, Detroit, Michigan, to establish 

two branch facilities to be located at 2416 

Central Avenue, Alameda, California, and 1200 

Broadway, Oakland, California.

COMERICA BANK

Newspaper:

Federal Register:

* 3A5 Not available

* 18C

* Branch

11/13/2007

IBT Bancorp, Inc., Mt. Pleasant, Michigan, to 

merge with Greenville Community Financial 

Corporation, Greenville, Michigan, and thereby 

indirectly acquire Greenville Community Bank, 

Greenville, Michigan, and the related application 

by Isabella Bank and Trust, Mt. Pleasant, 

Michigan, to merge with Greenville Community 

Bank, Greenville, Michigan, and thereby 

establish two branches.

IBT BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 11/16/2007

11/23/2007

Illinois National Bancorp, Inc., Springfield, 

Illinois, to acquire 100 percent of the voting 

shares of First National Bank of Mount Pulaski, 

Mount Pulaski, Illinois.

ILLINOIS NATIONAL BANCORP, 

INC.

Newspaper:

Federal Register:

4c8 Not applicable

11/19/2007

Seaway Bancshares, Inc., Chicago, Illinois, 

proposes to engage de novo in extending credit 

and servicing loans.

SEAWAY BANCSHARES, 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 November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 11/24/2007

11/26/2007

Midwest Bancorporation, Inc. and Affiliates 

Employee Stock Ownership Plan, Poplar Bluff, 

Missouri to acquire additional shares, for total 

ownership of up to 45 percent, of Midwest 

Bancorporation, Inc., Poplar Bluff, Missouri, 

and thereby indirectly acquire First Midwest 

Bank of Dexter, Dexter, Missouri, and First 

Midwest Bank of the Ozarks, Piedmont, 

Missouri.

MIDWEST BANCORPORATION, 

INC. AND AFFILIATES ESOP 

TRUST

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

11/16/2007

Highland Bancshares, Saint Michael, 

Minnesota, to acquire 100 percent of Ridgedale 

State Bank, Minnetonka, Minnesota.

HIGHLAND BANCSHARES, INC.

Newspaper:

Federal Register:

4c8 Not applicable

11/19/2007

State Bankshares Inc., Fargo, North Dakota, to 

acquire 91% of Lighthouse1, L.L.C., a limited 

liability company, Minneapolis, Minnesota and 

thereby engage in a permissible nonbanking 

activity under section 225.28(b)(14)of 

Regulation Y.

STATE BANKSHARES, INC.

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Kansas City

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/21/2007

Notice filed by the 2007 Voting Trust 

Agreement, and its trustees, Albert Charles 

Kelly, Jr. and Peter John Kelly, both of Bristow, 

Oklahoma; Shawn Trevor Kelly, Edmond, 

Oklahoma; Paul Harrison Cornell, Tulsa, 

Oklahoma; and Allison Asbury Kelly, Okemah, 

Oklahoma, all to acquire control of Citizens 

Bankshares, Inc., Okemah, Oklahoma, parent of 

Citizens State Bank, Okemah, Oklahoma.

CITIZENS BANKSHARES, INC.

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Cornhusker Growth Corporation, Lincoln, 

Nebraska, proposes to engage in reselling 

software solutions for document management 

and compliance training software through its 

subsidiary, Trejo, Inc., Eagle, Nebraska.

CORNHUSKER GROWTH 

CORPORATION

Newspaper:

Federal Register:

CIC 11/14/2007

11/09/2007

Notice by the Burns Group consisting of R. 

Dean Phillips, Las Vegas, Nevada, individually 

and as a member of the Burns Group; Janice 

Sauvage, Las Vegas, Nevada, as trustee of the 

Janice Sauvage Trust #2; the Janice Sauvage 

Trust #2, individually and as a member of the 

Burns Group; and Philip M. Burns, Las Vegas, 

Nevada, as a member of the Burns Group; to 

acquire control of First Financial Services, Inc., 

parent of First National Bank and Trust 

Company, both in Falls City, Nebraska, through 

the acquisition of voting shares.

FIRST FINANCIAL SERVICES, 

INC.

Newspaper:

Federal Register:

CIC Not available

10/23/2007

Notice by Jack L. Justice, Pauls Valley, 

Oklahoma, to acquire control of First Lindsay 

Corporation, parent of The First National Bank 

of Lindsay, both in Lindsay, Oklahoma, through 

the acquisition of voting shares.

FIRST LINDSAY CORPORATION

Newspaper:

Federal Register:

* 3A3 12/02/2007

11/29/2007

Goppert Financial Corp., Overland Park, Kansas, 

to acquire 100 percent of the voting shares of 

Kanbanc, Inc., Overland Park, Kansas, parent of 

Citizens State Bank of Pomona, Pomona, 

Kansas; Citizens Bank of Norborne, Norborne, 

Missouri; and Farmers National Bank of 

Kansas, Walnut, Kansas. Goppert Financial 

Corp., Overland Park, Kansas, to acquire up to 

100 percent of the voting shares of The Lathrop 

Bank, Lathrop, Missouri. Goppert Financial 

Corp., Overland Park, Kansas, to acquire up to 

100 percent of the voting shares of The Pleasant 

Hill Bank, Pleasant Hill, Missouri.

GOPPERT FINANCIAL CORP.

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

Federal Reserve Bank of Kansas City

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 10/30/2007

11/01/2007

Notice by Loris D. New Trust, UTA 09-07-93, 

Loris D. New, Leavenworth, Kansas, trustee; to 

acquire control of Tonganoxie Bankshares, Inc., 

parent of First State Bank and Trust, both in 

Tonganoxie, Kansas; and by the Damon L. New 

Trust, UTA 12-12-97, Damon L. New, 

Leavenworth, Kansas, as trustee and 

individually; the Jilinda A. White Trust, UTA 

12-12-97, Jilinda A. White, Leavenworth, 

Kansas, as trustee and individually; the 

Shawnda D. Gilmore Trust, UTA 12-12-97, 

Shawnda D. Gilmore, Leavenworth, Kansas, as 

trustee and individually; the Brandon O. New 

Trust, UTA 12-12-97, Brandon O. New, 

Leavenworth, Kansas, as trustee and 

individually; to retain control of Tonganoxie 

Bankshares, Inc., parent of First State Bank and 

Trust, both in Tonganoxie, Kansas, as members 

of the New Family Group, a group acting in 

concert, through the acquisition of voting 

shares.

TONGANOXIE BANKSHARES, 

INC.

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

 966656 BANK OF CMRC, WETUMKA, OKLAHOMA 07/23/2007 10/26/2007 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

City Bank, Lubbock, Texas, to become a member 

of the Federal Reserve System.

CITY BANK

Newspaper:

Federal Register:

Member Not applicable

Not applicable

City Bank New Mexico, Ruidoso, New Mexico, 

to become a member of the Federal Reserve 

System.

CITY BANK NEW MEXICO

* 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 November 3, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Bank of Hawaii, Honolulu, Hawaii, to establish 11/15/2007

an in-store branch facility at Star Markets 

Mililani, 95-1249 Meheula Parkway, Mililani, 

Hawaii.

BANK OF HAWAII

Newspaper:

Federal Register:

CIC Not available

11/07/2007

Notice by Juan C.G. Araneta, Fernando G. 

Araneta, Maria M.G. Araneta and Margarita A. 

Holigores, all of Makati City, Philippines, 

Santiago G. Araneta and Marilou G. Joaquin, 

both of Pasig City, Philippines, and Hugo N. 

Bonilla, Newark, California, to retain shares and 

control of MNB Holdings Corporation, and 

thereby indirectly control its subsidiary, 

Mission National Bank, both of San Francisco, 

California.

MNB HOLDINGS CORPORATION

Newspaper:

Federal Register:

* 3A1 12/01/2007

11/30/2007

Palomar Enterprises, LLC, to become a bank 

holding company by acquiring 18.3 percent of 

Farmers & Merchants Bank of Long Beach, 

both of Long Beach, California.

Palomar Enterprises, LLC

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

The Shizuoka Bank, Ltd., Shizuoka, Japan, to 

establish a branch office at 600 Lexington 

Avenue, New York, New York, pursuant to 

section 7(d) of the International Banking Act.

SHIZUOKA BANK, LTD., THE

Newspaper:

Federal Register:

4c8 Not applicable

Not available

Wells Fargo & Company, through a new 

subsidiary of WFC Holdings Corporation, both 

of San Francisco, California, request for 

approval to purchase and sell electricity in the 

spot market and take and make delivery of 

electricity to settle commodity derivatives, 

pursuant to section 4(c)(8) of the Bank Holding 

Company Act.

WELLS FARGO & COMPANY

* 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

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act