Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 21

Week Ending May 26, 2007

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 20, 2007 to May 26, 2007

Testimony And Statements

Subprime Lending -- statement by Sandra Braunstein, Director of the Division of 

Consumer and Community Affairs, before the House Domestic Policy 

Subcommittee of the Oversight and Government Reform Committee.

- Published, May 21, 2007 

Bank Holding Companies

C-B-G, Inc., West Liberty, Iowa -- to acquire additional shares of Washington 

Bancorp, Washington, and Federation Bank.

- Approved, May 23, 2007 

Regulations And Policies

Home Equity Lending -- notice of topics to be discussed at a public hearing on June 

14, 2007, on the home equity lending market and request for public comment 

(Docket No. OP-1288).

- Approved, May 23, 2007 

Nontraditional Mortgage Products -- interagency notice of final illustrations of 

consumer information for nontraditional mortgage products (Docket No. OP-1267).

- Approved, May 25, 2007 

Regulation O (Loans to Executive Officers, Directors, and Principal Shareholders of 

Member Banks) -- final amendments to implement provisions of the Financial 

Services Regulatory Relief Act of 2006 that eliminated certain insider-lending 

reporting requirements.

- Approved, May 23, 2007 

Regulation Z (Truth in Lending) -- publication for comment of amendments to the 

open-end credit account provisions of Regulation Z (Docket No. R-1268).

- Approved, May 23, 2007 

Enforcement

East West Bank, Pasadena, California -- consent order of assessment of a civil 

money penalty.

- Announced, May 23, 2007 

First Sentinel Bank, Richlands, Virginia -- consent order of assessment of a civil 

money penalty.

- Announced, May 23, 2007 

(AC) = Addition or Correction Board - Page 1 of 1
May 20, 2007 to May 26, 2007

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

Arvest Bank, Fayetteville, Arkansas -- to establish a branch at 1435 East Bradford 

Parkway, Springfield, Missouri.

- Approved, May 25, 2007 

St. Louis

Bank of Lancaster, Kilmarnock, Virginia -- to establish a branch at 15104 

Northumberland Highway, Burgess.

- Approved, May 23, 2007 

Richmond

Chemung Canal Trust Company, Elmira, New York -- to establish a branch at 127 

Court Street, Binghamton.

- Approved, May 23, 2007 

New York

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish a 

branch at 21877 Towne Center Drive, Watertown.

- Approved, May 24, 2007 

Secretary

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish a 

branch at Baltimore/Washington International Thurgood Marshall Airport, 

Maryland.

- Approved, May 24, 2007 

Secretary

Minster Bank, Minster, Ohio -- to establish a mobile branch to serve certain 

customers in Allen, Augulaize, Mercer, Shelby, Darke, Miami, and Montgomery 

counties.

- Approved, May 21, 2007 

Cleveland

(AC) = Addition or Correction Delegated - Page 1 of 5
H.2 Actions under delegated authority May 20, 2007 to May 26, 2007

Bank Branches, Domestic

The Missouri Bank, Warrenton, Missouri -- to establish a branch at 3194 South 

Service Road East, Foristell.

- Approved, May 22, 2007 

St. Louis

Pacific State Bank, Stockton, California -- to establish a branch at 1253 A Street, 

Hayward.

- Approved, May 25, 2007 

San Francisco

RBC Centura Bank, Raleigh, North Carolina -- to establish a branch at 600 North 

Congress Avenue, Boynton Beach, Florida.

- Approved, May 23, 2007 

Richmond

Regions Bank, Birmingham, Alabama -- to establish branches at 4741 Military 

Trail, Jupiter, Florida; 191 East Eau Gallie Boulevard, Melbourne; U.S. Highway 

41 and Miramar Avenue, Punta Gorda; 600 South Rosemary Avenue, West Palm 

Beach; 14795 Sunny Dell Lane, Noblesville, Indiana; and 5570 Highway 153, 

Chattanooga, Tennessee.

- Approved, May 24, 2007 

Atlanta

Bank Holding Companies

Americus Financial Services, Inc., Birmingham, Alabama -- relief from a 

commitment.

- Withdrawn, May 25, 2007 

Atlanta

Citizens Bancshares Co., Chillicothe, Missouri -- for Young Partners, L.P., Young 

Corporation, and Citizens Bancshares Co. to acquire, indirectly and directly, 

additional shares, for a total of 22.1 percent, of First Community Bancshares, Inc., 

Overland Park, Kansas.

- Approved, May 23, 2007 

Kansas City

(AC) = Addition or Correction Delegated - Page 2 of 5
H.2 Actions under delegated authority May 20, 2007 to May 26, 2007

Bank Holding Companies

Community Holding Company of Florida, Inc., Miramar Beach, Florida -- to 

become a bank holding company and to acquire Community Bank, Destin, a de 

novo bank.

- Approved, May 25, 2007 

Atlanta

Country Bancshares, Inc., Jamesport, Missouri -- to acquire up to 14 percent of the 

shares of Liberty First Bancshares, Inc., Liberty, and thereby acquire Park Bank, 

Parkville; and for Liberty First Bancshares, Inc., to acquire Park Bank.

- Approved, May 24, 2007 

Kansas City

GB&T Bancshares, Inc., Gainesville, Georgia -- to acquire GB&T Mortgage, Inc., 

Cumming, and thereby engage de novo in making, acquiring, brokering, or 

servicing loans or other extensions of credit.

- Withdrawn, May 22, 2007 

Atlanta

New Horizons Bankshares, Inc., East Ellijay, Georgia -- relief from a commitment.

- Withdrawn, May 23, 2007 

Atlanta

Palm Bancorp, Inc., Tampa, Florida -- to become a bank holding company and to 

acquire The Palm Bank.

- Approved, May 24, 2007 

Atlanta

Professional Capital, Inc., Dallas, Texas -- to engage in management consulting 

activities.

- Approved, May 23, 2007 

Dallas

Professional Capital, Inc., Dallas, Texas, and Professional Capital of Delaware, 

Inc., Wilmington, Delaware -- to acquire up to 20 percent of the shares of Pioneer 

Bank, SSB, Dripping Springs, Texas, a de novo bank.

- Approved, May 23, 2007 

Dallas

(AC) = Addition or Correction Delegated - Page 3 of 5
H.2 Actions under delegated authority May 20, 2007 to May 26, 2007

Bank Holding Companies

Saddleback Bancorp, Tustin, California -- to become a bank holding company on 

the conversion of its nonbank subsidiary, Tustin Community Bank, to a commercial 

bank charter; and to engage in extending credit and servicing loans through 

Saddleback Loan Company.

- Approved, May 25, 2007 

San Francisco

Bank Mergers

First National Bank of Lewistown, Lewistown, Montana -- to retain membership in 

the Federal Reserve System on conversion to a state-chartered institution, to be 

known as First Bank of Montana; and for First Bank of Montana to merge with 

Western Bank of Chinook, N.A., Chinook, and thereby establish a branch at 327 

Indiana Street.

- Approved, May 23, 2007 

Minneapolis

Heritage Bank of Commerce, San Jose, California -- to merge with Diablo Valley 

Bank, Danville, and thereby acquire one branch.

- Approved, May 24, 2007 

San Francisco

Bank Premises

Shore Bank, Onley, Virginia -- to increase its investment in bank premises.

- Approved, May 25, 2007 

Richmond

Extensions Of Time

The Callaway Bank, Fulton, Missouri -- extension to August 24, 2007, to establish a 

branch at 5600 Bull Run Drive, Columbia.

- Granted, May 22, 2007 

St. Louis

(AC) = Addition or Correction Delegated - Page 4 of 5
H.2 Actions under delegated authority May 20, 2007 to May 26, 2007

Extensions Of Time

Community Bancshares of Mississippi, Inc. Employee Stock Ownership Plan, 

Brandon, Mississippi -- extension to August 21, 2007, to acquire up to an additional 

one percent of the shares of Community Bancshares of Mississippi, Inc. (to a 

maximum of 20.96 percent) and thereby acquire Community Bank, Amory; 

Community Bank of Mississippi, Forest; Community Bank, Meridian, Meridian; 

Community Bank, Ellisville, Ellisville; Community Bank, Coast, Biloxi; First 

Lucedale Bancorp, Inc., Lucedale; Community Bank, N.A.; and Community Bank, 

N.A., Memphis, Tennessee.

- Granted, May 21, 2007 

Atlanta

Millennium Bancorp, Inc., Morton Grove, Illinois -- extension to July 27, 2007, to 

become a bank holding company and to acquire Millennium Bank, Des Plaines, a 

de novo bank.

- Granted, May 23, 2007 

Chicago

Financial Holding Companies

Wilber Co., Wilber, Nebraska -- election to become a financial holding company.

- Effective, May 24, 2007 

Kansas City

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

Federal Reserve Bank of Boston

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Notification by Merrill Merchants Bank, 05/30/2007

Bangor, Maine to open branches in Waterville,

Maine at 335 Main Street and 84 Kennedy

Memorial Drive.

MERRILL MERCHANTS BANK

* 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 Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

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

Federal Reserve Bank of New York

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

30 days' prior written notice by Citibank, N.A.,

Las Vegas, Nevada, on behalf of itself and its

Edge corporation subsidiary, Citibank

Overseas Investment Corporation, New Castle,

Delaware, under Section Section 211.9(f) of

Regulation K, to make a subsidiary investment

in Bank of Overseas Chinese Co., Ltd., Taipei,

Taiwan, Republic of China in excess of the

single subsidiary general consent limit of

Section 211.9(b)(2) of Regulation K; and

application under Section 211.9(a)(3)

requesting a wavier from the provisions of

Section 211.9(b)(6) of Regulation K to exclude

the lesser of (i) the amount of this investment

and (ii) US$2.20 billion from the Regulation K

12-month aggregate limit.

CITIBANK, N.A.

Newspaper:

Federal Register:

* 3A1 06/10/2007

06/07/2007

Citizens Community Bancorp Inc., to acquire

100 percent of the voting shares of Citizens

Community Bank both of Ridgewood, New

Jersey.

CITIZENS COMMUNITY

BANCORP, INC.

Newspaper:

Federal Register:

* 3A1 Not available

* 4c8 06/14/2007

Application and Notice by Doral GP, Ltd.,

Doral Holdings, LP and Doral Holdings

Delaware, LLC all of New York, New York,

pursuant to Sections 3(a)(1) and 4(c)(8) of the

Bank Holding Company Act to acquire up to

95 percent of Doral Financial Corporation, San

Juan, Puerto Rico ("Doral") and thereby

acquire Doral's wholly-owned bank subsidiary,

Doral Bank, San Juan, Puerto Rico and Doral's

wholly-owned federal savings bank, Doral

Bank, FSB, New York, New York.

Doral GP Ltd.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Intesa Sanpaolo S.p.A., Turin, Italy, to retain

the federally licensed branch of former

Sanpoalo IMI, S.p.A., in New York, New

York.

INTESA SANPAOLO S.P.A.

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

JPMorgan Chase & Co., New York, New

York, provided 30 days' prior notice to the

Board of its intention to make an additional

investment in its subsidiary J.P. Morgan Chase

International Holdings.

JPMORGAN CHASE & CO.

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

ADIRONDACK BK UTICA, NEW YORK

BANK OF CATTARAUGUS CATTARAUGUS, NEW YORK

ORANGE CTY TC MIDDLETOWN, NEW YORK

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending May 26, 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 Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

AMERISERV FNCL BK JOHNSTOWN, PENNSYLVANIA

CONESTOGA BK CHESTER SPRINGS, PENNSYLVANIA

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

Federal Reserve Bank of Cleveland

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 4c8

4c8

06/18/2007

06/15/2007

National City Corporation, Cleveland, OH, to

acquire MAF Bancorp, Inc. and its thrift

subsidiary, Mid America Bank, FSB, both of

Clarendon Hills, IL, pursuant to section

225.28(b)(4)(ii) of Regulation Y

NATIONAL CITY

CORPORATION

* 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 Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

CORTLAND SVG & BKG CO CORTLAND, OHIO

EXCHANGE BK LUCKEY, OHIO

OHIO HERITAGE BK COSHOCTON, OHIO

WESBANCO BK WHEELING, WEST VIRGINIA

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

Federal Reserve Bank of Richmond

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Other Foreign Not applicable

Not available

Bank of America Corporation, Charlotte,

North Carolina, to acquire U.S. Trust

Corporation, New York, New York, and

thereby indirectly acquire United States Trust

Company International Corporation.

BANK OF AMERICA

CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

Community Bank of Tri-County, Waldorf, 06/01/2007

Maryland, proposes to establish a branch at

11745 Rousby Hall Road, Lusby, Maryland.

COMMUNITY BANK OF

TRI-COUNTY

Newspaper:

Federal Register:

* Branch

Not applicable

Gateway Bank & Trust Co., Elizabeth City, 06/06/2007

North Carolina, proposes to establish a branch

at 8470 Falls of Neuse Road, Suite 100,

Raleigh, North Carolina.

GATEWAY BANK & TRUST

CO.

Newspaper:

Federal Register:

* 3A5 06/20/2007

06/25/2007

LSB Bancshares, Inc., Lexington, North

Carolina, to acquire 100% of the voting

securities of FNB Financial Services

Corporation, Greensboro, North Carolina, and

thereby indirectly acquire FNB Southeast,

Reidsville, North Carolina, pursuant to Section

3 of the Bank Holding Company Act.

LSB BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

RBC Centura Bank, Raleigh, North Carolina,

to establish a branch at 612 S. McKenzie

Street, Foley, Alabama.

RBC CENTURA BANK

Newspaper:

Federal Register:

* 3A5

* 18C

* Branch

* 18C

* Branch

* 18C

* Branch

06/21/2007

06/18/2007

United Bankshares, Inc., Charleston, West

Virginia, and George Mason Bankshares, Inc.,

Fairfax, Virginia, to acquire 100% of the

voting securities of Premier Community

Bankshares, Inc., Winchester, Virginia, and

thereby indirectly acquire The Marathon Bank,

Winchester, Virginia, Rockingham Heritage

Bank, Harrisonburg, Virginia, and Premier

Bank, Inc., Martinsburg, West Virginia.

UNITED BANKSHARES, 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 Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

BANK OF CHARLOTTE CTY PHENIX, VIRGINIA

BANK OF HAMPTON ROADS NORFOLK, VIRGINIA

BANK OF LANCASTER KILMARNOCK, VIRGINIA

BANK OF MCKENNEY MCKENNEY, VIRGINIA

CLEAR MNT BK BRUCETON MILLS, WEST VIRGINIA

EAGLEBANK BETHESDA, MARYLAND

FIRST CAP BK GLEN ALLEN, VIRGINIA

NEW PEOPLES BK HONAKER, VIRGINIA

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

Federal Reserve Bank of Atlanta

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 06/10/2007

06/14/2007

CapGen Capital Group LLC, Washington,

D.C., to become a bank holding company by

acquiring 100 percent control of CapGen

Capital Group LP, Washington, D.C., and

thereby indirectly acquiring control of The

BANKshares, Inc., Melbourne, Florida, and its

subsidiaries, BankFIRST, Winter Park,

Florida, and Bank Brevard, Melbourne, Florida

(Banks); and by CapGen Capital Group LP,

Washington, D.C., to become a bank holding

company by acquiring 21.8 percent of The

BANKshares, Inc., Melbourne, Florida, and

Banks.

CAPGEN CAPITAL GROUP

LLC

Newspaper:

Federal Register:

* 3A1 Not available

Not available

CSB&T Bancorp, Inc., Nashville, Tennessee,

to become a bank holding company by

acquiring 100 percent of the outstanding shares

of Citizens Savings Bank & Trust Company,

Nashville, Tennessee.

CSB&T Bancorp, Inc.

Newspaper:

Federal Register:

* 3A5 06/16/2007

06/18/2007

Pinnacle Financial Corporation, Elberton,

Georgia, to merge with Georgia Central

Bancshares, Inc., and thereby acquire its

subsidiary, Georgia Central Bank, both of

Social Circle, Georgia.

PINNACLE FINANCIAL

CORPORATION

Newspaper:

Federal Register:

* 3A3 06/10/2007

06/05/2007

SouthCrest Financial Group, Inc., Fayetteville,

Georgia, to acquire 100 percent of the

outstanding shares of Bank of Chickamauga,

Chickamauga, Georgia.

SOUTHCREST FINANCIAL

GROUP, INC.

Newspaper:

Federal Register:

* 3A3 06/07/2007

06/08/2007

Southern National Corporation, Andalusia,

Alabama, to acquire 100 percent of the

outstanding shares of People's Community

Bank of the West Coast, Sarasota, Florida.

SOUTHERN NATIONAL

CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish 06/04/2007

a branch located at 8990 Turkey Lake Road,

Orlando, Florida, to be known as the Turkey

Lake Wal-Mart Office.

SUNTRUST BANK

* 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 Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

ALIANT BK ALEXANDER CITY, ALABAMA

BANK OF YORK YORK, ALABAMA

FARMERS & MRCH BK CENTRE, ALABAMA

FIRST GA CMNTY BK JACKSON, GEORGIA

FIRST PROGRESSIVE BK BREWTON, ALABAMA

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

Federal Reserve Bank of Chicago

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

06/15/2007

Capitol Bancorp, Ltd., Lansing, Michigan and

Capitol Development Bancorp Limited VI,

Lansing, Michigan, to acquire 51 percent of

the voting shares of Issaquah Community Bank

(in organization), Issaquah, Washington.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

* 4c8 Not available

Not available

Capitol Bancorp, Ltd., Lansing, Michigan and

Capitol Development Bancorp Limited VI,

Lansing, Michigan, to acquire 51 percent of

the voting shares of High Desert Bank (in

organization), Bend, Oregon, and thereby

operate a savings association.

CAPITOL BANCORP LTD.

Newspaper:

Federal Register:

CIC Not available

06/04/2007

Notice by Audrey G. Savage, Monticello, Iowa,

individually and as trustee of the Audrey G.

Savage Revocable Inter Vivos Trust, to gain

control of Family Merchants Bancorporation,

Cedar Rapids, Iowa, and thereby indirectly

Family Merchants Bank, Cedar Rapids, Iowa.

FAMILY MERCHANTS

BANCORPORATION, INC.

Newspaper:

Federal Register:

Member Not applicable

Not applicable

First Eagle National Bank, Hanover Park,

Illinois, to become a member of the Federal

Reserve System. The bank intends to convert

from a national bank to an Illinois

state-chartered Federal Reserve member bank,

which will be renamed First Eagle Bank.

FIRST EAGLE NATIONAL

BANK

Newspaper:

Federal Register:

* 4c8 Not available

06/22/2007

First Mutual of Richmond, Inc., and Richmond

Mutual Bancorporation, Inc., both of

Richmond, Indiana, to acquire 100 percent of

the voting shares of Mutual Bancorp, Inc.,

Sidney, Ohio and thereby indirectly acquire

Mutual Federal Savings Bank, Sidney, Ohio,

and thereby operate a savings association.

FIRST MUTUAL OF

RICHMOND, INC.

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Hills Bancorporation, Hills, Iowa, proposes to

engage in community development activities

pursuant to Section 225.28(b)(12) of

Regulation Y.

HILLS BANCORPORATION

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

M&I Marshall & Ilsley Bank, Milwaukee,

Wisconsin, to merge with Excel Bank

Minnesota, Minneapolis, Minnesota, and

thereby to establish 4 branches.

M&I MARSHALL & ILSLEY

BANK

Newspaper:

Federal Register:

* 3A5

* 18C

* Branch

05/23/2007

06/04/2007

Midwest Banc Holdings, Inc., Melrose Park,

Illinois, to merge with Northwest Suburban

Bancorp, Inc., Mount Prospect, Illinois, and

thereby indirectly acquire Mount Prospect

National Bank, Mount Prospect, Illinois, and

the related application by Midwest Bank and

Trust Company, Elmwood Park, Illinois, to

merge with Mount Prospect National Bank,

Mount Prospect, Illinois, and thereby to

establish 5 branches.

MIDWEST BANC HOLDINGS,

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 Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

1ST SOURCE BK SOUTH BEND, INDIANA

BANK IA DENISON, IOWA

BANK IA HUMBOLDT, IOWA

BANK OF IL IN NORMAL NORMAL, ILLINOIS

BAYLAKE BK STURGEON BAY, WISCONSIN

CEDAR RAPIDS B&TC CEDAR RAPIDS, IOWA

CITIZENS BK FLINT, MICHIGAN

CLEAR LAKE B&TC CLEAR LAKE, IOWA

FIRST BKG CTR BURLINGTON, WISCONSIN

FIRST ST BK BOURBON IN BOURBON, INDIANA

ILLINI ST BK OGLESBY, ILLINOIS

IOWA ST BK WAPELLO, IOWA

LAKE FOREST B&TC LAKE FOREST, ILLINOIS

METABANK W CENT STUART, IOWA

NORTH SHORE CMNTY B&T WILMETTE, ILLINOIS

PORT BYRON ST BK PORT BYRON, ILLINOIS

STATE BK ARTHUR ARTHUR, ILLINOIS

WHEATON B&T WHEATON, ILLINOIS

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

Federal Reserve Bank of St. Louis

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

First Bank, St. Louis, Missouri, to establish a 06/02/2007

branch facility to be located at 2314 Proctor

Valley Road, Chula Vista, California.

FIRST BANK

Newspaper:

Federal Register:

* Branch

Not applicable

First State Bank, Conway, Arkansas, to 06/08/2007

establish a mobile branch to be operated in

White County, Arkansas.

FIRST STATE BANK

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

BANK OF JACKSON JACKSON, TENNESSEE

BELGRADE ST BK BELGRADE, MISSOURI

CASS COMMERCIAL BK BRIDGETON, MISSOURI

COMMUNITY BK CABOT, ARKANSAS

ELBERFELD ST BK ELBERFELD, INDIANA

FIRST CMNTY BK XENIA FLORA XENIA, ILLINOIS

MIDLAND ST BK EFFINGHAM, ILLINOIS

REELFOOT BK UNION CITY, TENNESSEE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

1st Bank, Sidney, Montana, to purchase certain

assets and assume certain liabilities of the

Broadus, Montana branch of Rocky Mountain

Bank, Billings, Montana, and incident thereto

proposes to establish a branch at 201 North

Wilber, Broadus, Montana.

1ST BANK

Newspaper:

Federal Register:

CIC Not available

05/17/2007

Notice by Archie Pecha, and Ardella Pecha,

both of Arcadia, Flordia, Terry Pecha,

Bloomer, Wisconsin, Todd Pecha, Bloomer,

Wisconsin, Cindy Dachel, Capitola, California,

Melanie Pecha Rubenzer, Bloomer, Wisconsin,

and Rhonda Prince, Bloomer, Wisconsin, to

retain control of Bloomer Bancshares, Inc.,

Bloomer, Wisconsin, and thereby indirectly

gain control of Peoples State Bank of Bloomer,

Bloomer, Wisconsin.

BLOOMER BANCSHARES,

INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

First Bank of Baldwin, Baldwin, Wisconsin to

merge with Bank of Spring Valley Spring

Valley, Wisconsin and thereto establish

branches at 320 McKay Street Spring Valley,

Wisconsin and 409 Main Street Plum City,

Wisconsin.

FIRST BANK OF BALDWIN,

THE

Newspaper:

Federal Register:

* 3A3 Not available

06/18/2007

First National Bank of Sauk Centre Retirement

Savings & Employee Stock Ownership Plan

and Trust, Sauk Centre, Minnesota, and Sauk

Centre Financial Services Inc., Sauk Centre,

Minnesota, to acquire 100 percent of Lake

Country State Bank, Long Prairie, Minnesota.

FIRST NATIONAL BANK OF

SAUK CENTRE RETIREMENT

SAVINGS & EMPLOYEE

STOCK OWNERSHIP PLAN

AND TRUST

Newspaper:

Federal Register:

* 3A3 06/05/2007

06/05/2007

Mesaba Bancshares, Inc., Grand Rapids,

Minnesota, to acquire 100 percent of

Evergreen Bancshares, Inc., Two Harbors,

Minnesota, and thereby indirectly acquire The

Lake Bank, Two Harbors, Minnesota.

MESABA BANCSHARES, INC.

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

BANKFIRST SIOUX FALLS, SOUTH DAKOTA

BELT VALLEY BK BELT, MONTANA

CENTRAL SVG BK SAULT SAINTE MARIE, MICHIGAN

CROW RIVER ST BK DELANO, MINNESOTA

FIRST SECURITY BK MISSOULA MISSOULA, MONTANA

FIRST ST BK OF MALTA MALTA, MONTANA

FIRST ST BK SOUTHWEST PIPESTONE, MINNESOTA

GLACIER BK OF WHITEFISH WHITEFISH, MONTANA

KANABEC ST BK MORA, MINNESOTA

MERCHANTS ST BK FREEMAN, SOUTH DAKOTA

PIONEER B&TC BELLE FOURCHE, SOUTH DAKOTA

PLAZA PARK ST BK WAITE PARK, MINNESOTA

STATE SVG BK OF MANISTIQUE MANISTIQUE, MICHIGAN

VALLEY BK OF RONAN RONAN, MONTANA

WADENA ST BK WADENA, MINNESOTA

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

Federal Reserve Bank of Kansas City

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

06/11/2007

BOK Financial Corporation, Tulsa, Oklahoma,

to acquire 100 percent of the voting shares of

United Banks of Colorado, Inc., Englewood,

Colorado, parent of First United Bank,

National Assocation, Englewood, Colorado.

BOK FINANCIAL

CORPORATION

Newspaper:

Federal Register:

CIC Not available

06/07/2007

Notice by Susie Covolik, Omaha, Nebraska, to

retain control of Clearwater Development Co.,

Inc., parent of Citizens State Bank, both in

Clearwater, Nebraska, through the retention of

voting shares.

CLEARWATER

DEVELOPMENT CO., INC.

Newspaper:

Federal Register:

* 3A3 06/16/2007

06/18/2007

First Centralia Bancshares, Inc., Centralia,

Kansas, to acquire up to 100 percent of the

voting shares of Vermillion Bankshares, Inc.,

parent of Vermillion State Bank, both in

Vermillion, Kansas.

FIRST CENTRALIA

BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1 Not available

06/25/2007

FSB Bancshares, Inc. to become a bank

holding company through the acquisition of

100 percent of the voting shares of First

Security Bank and Trust Company, both in

Oklahoma City, Oklahoma.

FSB BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1 05/12/2007

05/14/2007

Midwest Regional Bancorp, Inc., Festus,

Missouri, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of Federated Bancshares, Inc.,

Stilwell, Kansas, parent of The Bank of

Otterville, Otterville, Missouri.

MIDWEST REGIONAL

BANCORP, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

SolutionsBank, Overland Park, Kansas, to 06/12/2007

establish a branch at 705 NE Woods Chapel

Road, Lee's Summit, Missouri.

SOLUTIONSBANK

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

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

Federal Reserve Bank of Dallas

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1

Not available

Providence Bancshares Corporation, 06/22/2007

Southlake, Texas, to become a bank holding

company by acquiring 100 percent of

Providence Bank of Texas, Southlake, Texas

(in organization).

PROVIDENCE BANCSHARES

CORPORATION

Newspaper:

Federal Register:

* 3A1 06/14/2007

06/15/2007

Rice Bancshares, Inc., Ennis, Texas, to become

a bank holding company through the

acquisition of First State Bank, Rice, Texas.

RICE BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1 Not available

06/26/2007

TrustTexas Mutual Holding Company, Cuero,

Texas, and TrustTexas Financial Group, Inc.,

Cureo, Texas, to become bank holding

companies by acquiring 100 percent of

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

TRUSTTEXAS MUTUAL

HOLDING COMPANY

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

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977

(12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

HCSB ST BKG ASSN PLAINVIEW, TEXAS

LEGACYTEXAS BK PLANO, TEXAS

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

Filings received during the week ending May 26, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

1st Century Bancshares, Inc., to become a bank

holding company by acquiring 100 percent of

1st Century Bank, both of Los Angeles,

California.

1st Century Bancshares, Inc.

Newspaper:

Federal Register:

* 3A1 05/14/2007

06/08/2007

American Heritage Holdings to become a bank

holding company by acquiring 100 percent of

Borrego Springs Bank, N.A., both of La Mesa,

California.

AMERICAN HERITAGE

HOLDINGS

Newspaper:

Federal Register:

* 3A1 Not available

06/25/2007

First Community Holdings to become a bank

holding company by acquiring 100 percent of

First Community Bank, both of Santa Rosa,

California.

First Community Holdings

Newspaper:

Federal Register:

* 3A3 Waived

06/18/2007

Franklin Resources, Inc., San Mateo,

California, to retain 16 percent of The

BANKshares, Inc., Melbourne, Florida, and

thereby indirectly retain control of its

subsidiaries, The Bank Brevard, Melbourne,

Florida, and BankFIRST, Winter Park, Florida.

FRANKLIN RESOURCES, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Sung Sang Cho, Monrovia,

California, to retain 10.33 percent of

Innovative Bancorp, and thereby indirectly

control its subsidiary, Innovative Bank, both of

Oakland, California.

INNOVATIVE BANCORP

Newspaper:

Federal Register:

* Branch

Not applicable

Pacific State Bank, Stockton, California, to 05/17/2007

establish a branch facility at 1253 A Street,

Hayward, California.

PACIFIC STATE BANK

* 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 Third Quarter of 2007 (July 1, 2007 - September 30, 2007)

Institution Location

PACIFIC MERCANTILE BK COSTA MESA, CALIFORNIA

SAN JOAQUIN BK BAKERSFIELD, CALIFORNIA

SILICON VALLEY BK SANTA CLARA, CALIFORNIA

* Subject to the provisions of the Community Reinvestment Act