Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 16 

Week Ending April 19, 2008

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

Credit Cards -- statement by Sandra F. Braunstein, Director, Division of Consumer 

and Community Affairs, before the House Committee on Financial Services on 

efforts to enhance protections for credit card users.

- Published, April 17, 2008

Small Business Lending -- statement by Governor Frederic S. Mishkin before the 

Senate Committee on Small Business and Entrepreneurship on the availability of 

credit to small businesses.

- Published, April 16, 2008

Bank Holding Companies

Fifth Third Bancorp, Cincinnati, Ohio -- to acquire First Charter Corporation, 

Charlotte, North Carolina, and its subsidiary bank, First Charter Bank.

- Approved, April 14, 2008

Enforcement

Traders Bank, Spencer, West Virginia -- written agreement dated July 13, 2004, 

terminated April 4, 2008.

- Announced, April 17, 2008

H.2 Board Actions April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Board - Page 1 of 1
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

April 13, 2008 to April 19, 2008

Bank Branches, Domestic

1st Bank, Evanston, Wyoming -- to establish a branch at 1010 Wilson Street, 

Pinedale.

Minneapolis

- Approved, April 16, 2008

BankAnnapolis, Annapolis, Maryland -- to establish a branch at Annapolis Towne 

Center at Parole, Annapolis.

Richmond

- Approved, April 17, 2008

Comerica Bank, Dallas, Texas -- to establish a branch at 32022 Camino Capistrano, 

San Juan Capistrano, California.

Dallas

- Approved, April 18, 2008

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 27700 Chardon Road, 

Willoughby Hills.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 2998 Cunningham 

Drive, Cincinnati.

Cleveland

- Approved, April 16, 2008

(A/C) = Addition or Correction Delegated - 1 of 12
Bank Branches, Domestic

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 517 East Ohio Street, 

Pittsburgh.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 7980 East Broad Street, 

Reynoldsburg.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 121 North 

Barrington Road, Schaumburg, Illinois.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 1991 U.S. 

Route 30, Montgomery, Illinois.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 4017 Lawrence 

Avenue, Chicago, Illinois.

Cleveland

- Approved, April 16, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 2 of 12
Bank Branches, Domestic

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 145 West North 

Avenue, Chicago, Illinois.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 9805 Wicker 

Avenue, St. John, Indiana.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 12 Ridge Road, 

Munster, Indiana.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 8005 Calumet 

Avenue, Munster, Indiana.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 10444 

Belleville Road, Van Buren Township.

Cleveland

- Approved, April 16, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 3 of 12
Bank Branches, Domestic

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 4491 Interpark, 

Auburn Hills.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 6265 North 

Tuttle Avenue, Sarasota, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

U.S. Highway 301 and Chin Road, Ellenton, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

U.S. Highway 41 and Wiggins Pass, Naples, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

State Route 46 and International Parkway, Sanford, Florida.

Cleveland

- Approved, April 16, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 4 of 12
Bank Branches, Domestic

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

Lakewood Ranch and State Route 70, Bradenton, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

U.S. Highway 301 and Gibsonton, Gibsonton, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

State Route 54 and Grand Boulevard, New Port Richey, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 199 North 

University Drive, Pembroke Pines, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 2402 Surfside 

Boulevard, Cape Coral, Florida.

Cleveland

- Approved, April 16, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 5 of 12
Bank Branches, Domestic

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

Highway 192 and County Road 545, Kissimmee, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

Moore Road and Maguire Road (State Route 439), Ocoee, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 2280 Boggy 

Creek Road, Kissimmee, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 1725 South 

Orange Blossom Trail, Apopka, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 3004 Daniels 

Road, Winter Garden, Florida.

Cleveland

- Approved, April 16, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 6 of 12
Bank Branches, Domestic

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 1 Woodland 

Lake Drive, Orlando, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 7360 University 

Boulevard, Orlando, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at the corner of 

State Route 50 and Chuluota Road, Orlando, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 1910 Kings 

Highway, Port Charlotte, Florida.

Cleveland

- Approved, April 16, 2008

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 3389 Plymouth 

Road, Ann Arbor.

Cleveland

- Approved, April 16, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 7 of 12
Bank Branches, Domestic

Fifth Third Bank,Grand Rapids, Michigan -- to establish a branch at 28151 State 

Road 56, Wesley Chapel, Florida.

Cleveland

- Approved, April 16, 2008

Four Oaks Bank & Trust Company, Four Oaks, North Carolina -- to establish a 

branch at 574 Village Court, Garner.

Richmond

- Approved, April 14, 2008

Bank Holding Companies

The Bank of New York Mellon Corporation, New York, New York -- waiver of 

application to establish several de novo interim national banks and Mellon Interim 

Institutional National Bank, Pittsburgh, Pennsylvania, in connection with an internal 

corporate reorganization.

New York

- Granted, April 17, 2008

Citizens Community Bancorp, Inc., Ridgewood, New Jersey -- to acquire Citizens 

Community Bank, Ridgewood.

New York

- Withdrawn, April 15, 2008

Clarkston Financial Corporation, Waterford, Michigan -- to engage de novo in data 

processing and management consulting services.

Chicago

- Withdrawn, April 15, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 8 of 12
Bank Holding Companies

Community Bankers Acquisition Corp., Great Falls, Virginia (to be renamed 

Community Bankers Trust Corporation) -- to become a bank holding company and to 

acquire TransCommunity Financial Corporation, Glen Allen, and indirectly acquire 

TransCommunity Bank, National Association, Manakin-Sabot.

Richmond

- Approved, April 15, 2008

Community Bankers Acquisition Corp., Great Falls, Virginia (to be renamed 

Community Bankers Trust Corporation) -- to acquire BOE Financial Services of 

Virginia, Inc., Tappahannock, and thereby indirectly acquire Bank of Essex.

Richmond

- Approved, April 15, 2008

Crete Bancorporation, Inc., Crete, Illinois -- to acquire additional shares of St. Anne 

Bancorp, Inc., Manteno, and thereby indirectly acquire National Bank of St. Anne, 

St. Anne.

Chicago

- Approved, April 15, 2008

Fifth Third Bancorp, Cincinnati, Ohio -- request for an exemption under the 

Depository Institutions Management Interlocks Act and Regulation L.

Cleveland

- Granted, April 15, 2008

First Citizens Bancorporation, Inc., Columbia, South Carolina -- to acquire 

Merchants and Farmers Bank, Comer, Georgia.

Richmond

- Approved, April 17, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 9 of 12
Bank Holding Companies

First Community Bancshares, Inc., Batesville, Arkansas -- to acquire Goodman State 

Bank, Goodman, Missouri.

St. Louis

- Approved, April 15, 2008

First Fontanelle Employee Stock Ownership Plan and Trust, Fontanelle, Iowa -- to 

become a bank holding company and to acquire shares of First Fontanelle 

Bancorporation, and thereby indirectly acquire First National Bank, Greenfield, and 

to indirectly engage in insurance agency activities through Corn Belt Insurance 

Agency, Massena.

Chicago

- Approved, April 14, 2008

NewDominion Financial Corporation, Inc., Charlotte, North Carolina -- to acquire 

NewDominion Bank, Charlotte.

Richmond

- Returned, April 17, 2008

Texas American Acquisition Group, Inc., Fort Worth, Texas -- to become a bank 

holding company and to acquire Liberty Bank, North Richland Hills.

Dallas

- Approved, April 16, 2008

Wells Fargo & Co., San Francisco, California -- to engage on a limited basis in 

physical commodity trading activities.

Director, BS&R

- Approved, April 10, 2008

(A/C)

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 10 of 12
Bank Holding Companies

Woodcock Holdings, LLC, Haddock, Georgia -- waiver of application to become a 

bank holding company in connection with the acquisition by Central Bancorp, Inc., 

Garland, Texas, of Jones County Bank, Haddock, Georgia, and its merger with 

Central Bancorp's subsidiary, United Central Bank, Garland, Texas.

Dallas

- Granted, April 11, 2008

(A/C)

Bank Premises

Farmers and Merchants Bank of Long Beach, Long Beach, California -- to increase 

its investment in bank premises.

San Francisco

- Approved, April 18, 2008

Change In Bank Control

Citizens Bancorp, Inc., New Tazewell, Tennessee -- change in bank control of 

Bancorp and its subsidiary bank, Citizens Bank, New Tazewell.

Atlanta

- Withdrawn, April 15, 2008

S. & S. Investment Company, Odell, Nebraska -- change in bank control of Company 

and its subsidiary bank, State Bank of Odell, Odell.

Kansas City

- Permitted, April 18, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 11 of 12
Extensions Of Time

CNB Bancorp, Inc., Mobile, Alabama -- extension to July 26, 2008, to become a 

bank holding company and to acquire Commonwealth National Bank, Mobile.

Atlanta

- Granted, April 14, 2008

First Banks, Inc., St. Louis, Missouri -- extension to July 16, 2008, to acquire 

additional shares of Community West Bancshares, Goleta, California, and thereby 

acquire Community West Bank, National Association.

St. Louis

- Granted, April 17, 2008

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- extension to July 12, 2008, 

to establish a branch at 9600 Colorado Lane North, Brooklyn Park, Minnesota.

Chicago

- Granted, April 18, 2008

Financial Holding Companies 

First National Capital Corporation, Walnut Ridge, Arkansas -- election to become a 

financial holding company.

St. Louis

- Effective, April 14, 2008

Membership

Virginia Partners Bank, Fredericksburg, Virginia (in organization) -- to become a 

member of the Federal Reserve System and to establish two branches.

Richmond

- Approved, April 18, 2008

H.2 Actions under delegated authority April 13, 2008 to April 19, 2008

(A/C) = Addition or Correction Delegated - 12 of 12
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Bank of Fall River, A Cooperative Bank, Fall 

River, Massachusetts, to become a member of 

the Federal Reserve System pursuant to Section 

9 of the Federal Reserve Act.

BANK OF FALL RIVER, A 

CO-OPERATIVE BANK

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Application by Chelsea-Provident Co-operative 

Bank, Chelsea, Massachusetts to become a 

member of the Federal Reserve System pursuant 

to section 9 of the Federal Reserve Act and 

section 208.3 of Regulation H.

CHELSEA-PROVIDENT 

CO-OPERATIVE BANK

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 Not available

Application by ESB Bancorp, MHC and ESB 

Bancorp, Inc., both of Easthampton, 

Massachusetts, to become a mutual bank 

holding company and stock bank holding 

company, respectively, by acquiring 

Easthampton Savings Bank, Easthampton, 

Massachusetts, pursuant to sections 3(a)(1) 

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

of 1956, as amended.

ESB Bancorp, MHC

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 05/05/2008

Application by Green Valley Bancorp, MHC, 

and Green Valley Bancorp, Inc, both of 

Southbridge, Massachusetts, to become a 

mutual bank holding company and stock bank 

holding company, respectively, by acquiring 

Southbridge Savings Bank, Southbridge, 

Massachusetts, pursuant to sections 3(a)(1) 

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

of 1956, as amended.

GREEN VALLEY BANCORP, MHC

* 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banco do Brasil, S.A., Brasilia, Brazil, to 

establish a representative office in Orlando, 

Florida.

BANCO DO BRASIL S.A.

Newspaper:

Federal Register:

CIC

* 18C Not available

The Bank of New York, New York, New York, to 04/18/2008

merge with BNY Mellon Interim Institutional 

National Bank, Pittsburgh, Pennsylvania and to 

acquire 100 percent of the shares of Mellon 

Overseas Investment Corporation, Greenville, 

Delaware.

BANK OF NEW YORK MELLON 

CORPORATION, THE

Newspaper:

Federal Register:

4c8 Not applicable

04/30/2008

ICICI Bank Limited, Mumbai, India, to purchase 

certain assets of Global Investment 

Management, Princeton, New Jersey, pursuant 

to Section 225.28(b)(6) of Regulation Y, and 

thereby engage in financial and investment 

advisory activities.

ICICI BANK LIMITED

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Integrity Bancshares, Inc., Camp Hill, PA, to 

become a bank holding company by acquiring 

Integrity Bank, Camp Hill, PA.

Integrity Bancshares, Inc.

* 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Farmers Citizens Bank, Bucyrus, OH to establish 04/26/2008

a branch in the Planktown Country Market, 1921 

Free Road, Shiloh, OH.

FARMERS CITIZENS BANK, THE

Newspaper:

Federal Register:

* Branch

Not applicable

Fifth Third Bank, Grand Rapids, MI to establish 04/18/2008

a branch at 4747 Haggerty Road, West 

Bloomfield, MI.

FIFTH THIRD BANK

Newspaper:

Federal Register:

CIC Not available

Not available

Interagency Notices of Change in Bank Control 

filed by:

(1.) Jay L. Dunlap, Lincoln, NB to retain voting 

authority granted by proxy from Mark Dunlap 

over 58.25 shares or 55.48% of the outstanding 

voting shares of New Richmond 

Bancorporation, New Richmond, OH;

(2.) Samad Yaltaghian, Rusden, Northants, 

England, to acquire 46.75 shares or 45.52 

percent of the outstanding voting shares of 

New Richmond Bancorporation, New Richmond, 

OH;

(3.) Jay L. Dunlap, Lincoln, NB and Samad 

Yaltaghian, Rusden, Northants, England, in 

concert resulting from a proxy to vote 46.75 

shares or 45.52 percent of the outstanding 

voting shares of New Richmond 

Bancorporation, New Richmond, OH granted to 

Jay L. Dunlap by Samad Yaltaghian.

NEW RICHMOND 

BANCORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

* 18C Not available

Whitaker Bank Corporation of Kentucky, 

Lexington, KY to acquire State Financial 

Services, Inc.,Harrodsburg, KY AND State Bank 

& Trust, Harrodsburg, KY to merge with and 

into Whitaker Bank, Inc., Lexington, KY 

pursuant to Section 18(c) of the FDIC Act.

WHITAKER BANK 

CORPORATION OF KENTUCKY

* 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

First Bankshares, Inc., Suffolk, Virginia, to 

become a bank holding company through the 

acquisition of 100% of SuffolkFirst Bank, 

Suffolk, Virginia.

First bankshares, Inc.

Newspaper:

Federal Register:

* 3A5 05/06/2008

05/08/2008

Hampton Roads Bankshares, Inc., Norfolk, 

Virginia, to acquire 100% of the voting 

securities of Shore Financial Corporation, 

Onley, Virginia, and thereby indirectly acquire 

Shore Bank, Onley, Virginia.

HAMPTON ROADS 

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 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Caixa de Aforros de Vigo, Ourense e 

Pontevedra, Vigo, Spain, to establish 

international bank branches in New York, New 

York, Chicago, Illinois, Los Angeles, California, 

and Houston, Texas.

CAIXA DE AFORROS DE VIGO, 

OURENSE E PONTEVEDRA

Newspaper:

Federal Register:

* 3A1 05/16/2008

05/16/2008

Commerce Union Bancshares, Inc., to become a 

bank holding company by acquiring 100 percent 

of the outstanding voting shares of Commerce 

Union Bank, both of Springfield, Tennessee.

Commerce Union Bancshares, Inc.

Newspaper:

Federal Register:

* Branch

Not applicable

First Farmers and Merchants Bank, Columbia, 05/02/2008

Tennessee to establish branches at the 

following locations: 901 Nashville Highway, 

Columbia, Tennessee; and the corner of 

Billingsly Court and Cool Springs Boulevard, 

Franklin, Tennessee.

FIRST FARMERS AND 

MERCHANTS 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 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 05/09/2008

05/12/2008

Dart Financial Corporation, Mason, Michigan, 

to become a bank holding company by 

acquiring 100 percent of the voting shares of 

The Dart Bank, Mason, Michigan.

DART FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A5 05/03/2008

05/02/2008

MainSource Financial Group, Inc., Greensburg, 

Indiana, to acquire 100 percent of the voting 

shares of 1st Independence Financial Group, 

Inc., Louisville, Kentucky, and thereby 

indirectly acquire 1st Independence Bank, 

Louisville, Kentucky.

MAINSOURCE FINANCIAL 

GROUP, INC.

Newspaper:

Federal Register:

CIC Not available

04/28/2008

Notice by Fred W. McKee, Indianapolis, 

Indiana, Grace M. Norris, Indianapolis, Indiana, 

George D. McKee, Binghamton, New York, and 

David H. McKee, Indianapolis, Indiana, to retain 

their ownership of greater than 25 percent of the 

outstanding stock of Midstate Financial 

Corporation, Brownsburg, Indiana, and thereby 

indirectly retain Hendricks County Bank & 

Trust Company, Brownsburg, Indiana.

MIDSTATE FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

05/02/2008

Northstar Financial Group, Inc., Bad Axe, 

Michigan, to acquire 100 percent of the voting 

shares of Grand Haven Bank, Grand Haven, 

Michigan, Kent Commerce Bank, Kentwood, 

Michigan, Muskegon Commerce Bank, 

Muskegon, Michigan, and Paragon Bank & 

Trust, Holland, Michigan.

NORTHSTAR FINANCIAL 

GROUP, INC.

Newspaper:

Federal Register:

* 3A3

* 4c8

04/28/2008

05/12/2008

Black River BancVenture, Inc., Memphis, 

Tennessee, Spence Limited, L.P., Nashville, 

Tennessee and Financial Junk, L.L.C., Nashville, 

Tennessee, to each acquire 22% of Alliant Bank, 

Sedgwick, Kansas; 9% of Farmers Savings 

Bank, Keota, Iowa; 20% of Gorham State Bank, 

Gorham, Kansas; 10% of Greensburg State 

Bank, Greensburg, Kansas; 8% of Kansas State 

Bank, Overbrook, Kansas; 15% of Leonardville 

State Bank, Leonardville, Kansas; 8% of 

Marquette Farmers State Bank, Marquette, 

Kansas; 19% of Community Shores Bank 

Corporation, Muskegon, Michigan, and thereby 

indirectly acquire Community Shores Bank, 

Muskegon, Michigan; 15% of Allegiance Bank 

of North America, Bala Cynwyd, Pennsylvania; 

15% of Bay Commercial Bank, Walnut Creek, 

California; 9.90% of Cornerstone Bank, 

Moorestown, New Jersey; 6% of SFB Bancorp, 

Inc., Elizabethon, Tennessee, and indirectly 

acquire Security Federal Bank, Elizabethon, 

Tennessee, and thereby to operate a savings 

association, and 9.9% of Quaint Oak Bancorp, 

Southampton, Pennsylvania, and indirectly 

acquire Quaint Oak Savings Bank, 

Southampton, Pennsylvania, and thereby 

operate a savings association.

SPENCE LIMITED L.P.

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

Federal Reserve Bank of Chicago

Filings received during the week ending April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 04/28/2008

05/12/2008

Spence Limited, L.P., Nashville, Tennessee and 

Financial Junk, L.L.C., Nashville, Tennessee, to 

each become a bank holding company by 

acquiring 48 percent of the voting shares of 

Michigan Community Bancorp, Ltd., Sterling 

Heights, Michigan, and thereby indirectly 

acquire Lakeside Community Bank, Sterling 

Heights, Michigan.

SPENCE LIMITED L.P.

Newspaper:

Federal Register:

* 3A1 04/07/2008

04/07/2008

Wisconsin Bancorp, Inc., Milwaukee, 

Wisconsin, to become a bank holding company 

by acquiring 100 percent of the voting shares of 

Mid America Bank, Janesville, Wisconsin.

WISCONSIN BANCORP, 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

05/15/2008

Hazen Bancorporation, Inc., Hazen, North 

Dakota, to acquire additional shares of the 

outstanding stock of North Star Holding 

Company, Inc., Jamestown, North Dakota, to 

increase its ownership to 19.20%, and thereby 

indirectly acquire Unison Bank, Jamestown, 

North Dakota and Unison Bank, Mesa, Arizona, 

a de novo bank.

HAZEN BANCORPORATION, 

INC.

Newspaper:

Federal Register:

* 3A3 Not available

* 3A1 04/28/2008

Kirkwood Bancorporation Co., Bismarck, North 

Dakota, to acquire 27.67% of Kirkwood 

Bancorporation of Nevada, Inc., Las Vegas, 

Nevada, and thereby indirectly acquire 

Kirkwood Bank of Nevada, Las Vegas, Nevada, 

a de novo bank.

KIRKWOOD 

BANCORPORATION CO.

Newspaper:

Federal Register:

* 3A3 Not available

05/15/2008

McIntosh County Bank Holding Company, Inc., 

Ashley, North Dakota, to acquire additional 

shares of the outstanding stock of North Star 

Holding Company,Inc., Jamestown, North 

Dakota, to maintain its 33.33% ownership, and 

thereby indirectly acquire Unison Bank, 

Jamestown, North Dakota and Unison Bank, 

Mesa, Arizona, a de novo bank.

MCINTOSH COUNTY BANK 

HOLDING COMPANY, INC.

Newspaper:

Federal Register:

* 3A3 Not available

05/15/2008

North Star Holding Company, Inc., Jamestown, 

North Dakota, to acquire 100% of Unison Bank, 

Mesa, Arizona, a de novo bank.

NORTH STAR HOLDING 

COMPANY, INC.

Newspaper:

Federal Register:

* 3A3 Not available

05/15/2008

Wishek Bancorporation, Inc., Wishek, North 

Dakota, through its 28.26% ownership of North 

Star Holding Company, Inc., Jamestown, North 

Dakota, to acquire indirect control of Unison 

Bank, Mesa, Arizona, a de novo bank.

WISHEK BANCORPORATION, 

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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Community Banks of Colorado, Greenwood 05/13/2008

Village, Colorado, to establish a branch at 320 

Main Street, Suite 100, Carbondale, Colorado.

COMMUNITY BANKS OF 

COLORADO

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Duroc Investment Company, proposes to 

acquire Community Insurance Group, Inc., both 

of Table Rock, Nebraska, and thereby engage in 

insurance activities.

DUROC INVESTMENT 

COMPANY

Newspaper:

Federal Register:

* 3A3 05/03/2008

05/12/2008

First Financial Bancshares, Inc., Lawrence, 

Kansas, to acquire 100 percent of the voting 

shares of Great American Bank, De Soto, 

Kansas.

FIRST FINANCIAL 

BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

05/07/2008

Notice by Charles C. Neal, Miami, Oklahoma, 

individually and as trustee of the Charles A. 

Neal Revocable Trust, and by Charles C. Neal, 

Ann L. Neal and Jane E. Neal, all of Miami, 

Oklahoma; Elizabeth Edwards, Argyle, Texas; 

and Mary K. Neal, University City, Missouri, as 

members of the Neal family group, to retain 

control of First Miami Bancshares, Inc., parent 

of The First National Bank and Trust Company 

of Miami, Miami, Oklahoma, and Bank of 

Billings, Billings, Missouri, through the 

rentention of voting shares.

FIRST MIAMI BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Kaw Valley State Bank and Trust Company, 

Wamego, Kansas, to merge with The First 

National Bank of Clifton, Clifton, Kansas, and 

incident thereto to establish two branches, and 

to operate under the title of Kaw Valley Bank 

and Trust Company, Wamego, Kansas.

KAW VALLEY STATE BANK 

AND TRUST COMPANY

* 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 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1

Not available

Algodon de Calidad Bancshares, Inc., 05/09/2008

Abernathy, Texas, to become a bank holding 

company by acquiring 100 percent of The First 

State Bank, Abernathy, Texas.

ALGODON DE CALIDAD 

BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1 05/09/2008

05/09/2008

Black Cat Financial Corp., Winnfield, Louisiana, 

to become a bank holding company by 

acquiring 100 percent of Bank of Winnfield & 

Trust Company, Winnfield, Louisiana.

BLACK CAT FINANCIAL CORP

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Mr. Kelly O. Dunn, Scottsdale, 

Arizona, and Mr. Larry Lee Sheffield, Phoenix, 

Arizona, et al, acting in concert, to acquire 

control of New Mexico First Financial, Inc., Las 

Cruces, New Mexico, and indirectly acquire 

Mesilla Valley Bank, Las Cruces, New Mexico.

NEW MEXICO FIRST 

FINANCIAL, INC.

Newspaper:

Federal Register:

CIC Not available

04/22/2008

Notices by Ms. Laura Lankford, West, Texas; 

Mr. George B. Graves, Jr., Waco, Texas; and 

Ms. Sarah Lou Bracken, Waco, Texas, to 

acquire 37.04 percent; 27.93 percent; and 26.33 

percent, respectively, of West Bancshares, Inc., 

West, Texas, and indirectly acquire Pointwest 

Bank, West, Texas.

WEST BANCSHARES, INC.

* 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 April 19, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

05/02/2008

Carpenter Fund Manager GP, LLC, Carpenter 

Fund Management, LLC, and Carpenter 

Community Bancfund-A, L.P., all of Irvine, 

California, to become bank holding companies 

by acquiring 24.3 percent of Mission 

Community Bancorp, and thereby its subsidiary, 

Mission Community Bank, both of San Luis 

Obispo, California.

CARPENTER FUND MANAGER 

GP, LLC

* 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