Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 20

Week Ending May 19, 2007

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 13, 2007 to May 19, 2007

Bank Holding Companies

1st Source Corporation, South Bend, Indiana -- to acquire FINA Bancorp, Inc., 

Valparaiso, and its subsidiary, First National Bank.

- Approved, May 14, 2007 

Regulations And Policies

Government Accountability Office -- response to the GAO report, "Financial 

Market Regulation: Agencies Engaged in Consolidated Supervision Can 

Strengthen Performance Measurement and Collaboration."

- Approved, May 18, 2007 

Enforcement

Orrstown Bank, Shippensburg, Pennsylvania -- issuance of a consent order of 

assessment of a civil money penalty.

- Announced, May 16, 2007 

(AC) = Addition or Correction Board - Page 1 of 1
May 13, 2007 to May 19, 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

AmericasBank, Towson, Maryland -- to establish a branch at 1419 Forest Drive, 

Annapolis.

- Approved, May 17, 2007 

Richmond

Citizens Bank, Flint, Michigan -- to establish a branch at 21 North Beacon Street, 

Grand Haven.

- Approved, May 16, 2007 

Chicago

Comerica Bank, Detroit, Michigan -- to establish branches at 955 J Street, San 

Diego, California, and 13000 Saratoga-Sunnyvale Road, Saratoga.

- Approved, May 15, 2007 

Secretary

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 7574 North 

Western Avenue, Chicago, Illinois.

- Approved, May 18, 2007 

Cleveland

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 100 South 

Halsted Street, Chicago, Illinois.

- Approved, May 18, 2007 

Cleveland

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 601 South 

Clark Street, Chicago, Illinois.

- Approved, May 18, 2007 

Cleveland

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 2504 West 

Cermak Road, Chicago, Illinois.

- Approved, May 18, 2007 

Cleveland

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority May 13, 2007 to May 19, 2007

Bank Branches, Domestic

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 1255 Green 

Bay Road, Wilmette, Illinois.

- Approved, May 18, 2007 

Cleveland

First State Bank, Conway, Arkansas -- to establish a branch at 815 North Maple 

Street, Searcy.

- Approved, May 15, 2007 

St. Louis

First State Bank, Conway, Arkansas -- to establish a branch at 411 Hartsfield Drive, 

Searcy.

- Approved, May 15, 2007 

St. Louis

HCSB, A State Banking Association, Plainview, Texas -- to establish a branch at 

451 Guadalupe Street, Kerrville.

- Approved, May 16, 2007 

Dallas

Legacy Bank & Trust Company, Plato, Missouri -- to establish a branch at 175 

Johnstown Drive, Rogersville.

- Approved, May 15, 2007 

St. Louis

Regions Bank, Birmingham, Alabama -- to establish branches at 16046 Highway 

280, Chelsea; the intersection of Highway 14 East and McQuee, Prattville; 4626 

General Degaulle Drive, Algiers, Louisiana; 1300 Clayton Road, Ellisville, 

Missouri; the southwest quadrant of Three Oaks and Corkscrew Road, Estero, 

Florida; 8407 Little Road, New Port Richey; the intersection of Boy Scout and 

Summerlin Drive, Ft. Myers; the intersection of Parkstone Boulevard and SR 434, 

Winter Springs; 3080 Columbia Avenue, Franklin, Tennessee; and the intersection 

of Parkside Drive and Turkey Cove Lane, Knoxville.

- Approved, May 16, 2007 

Atlanta

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority May 13, 2007 to May 19, 2007

Bank Branches, Domestic

Regions Bank, Birmingham, Alabama -- to establish a branch at Highway 441/27 

and Rolling Acres, Lady Lake, Florida.

- Approved, May 18, 2007 

Atlanta

TriSummit Bank, Kingsport, Tennessee -- to establish a branch at 600 North State 

of Franklin Road, Johnson City.

- Approved, May 16, 2007 

Atlanta

The Yellowstone Bank, Laurel, Montana -- to establish a branch at 1283 North 14th 

Avenue, Bozeman.

- Approved, May 17, 2007 

Minneapolis

Bank Holding Companies

Australia and New Zealand Banking Group Limited, Melbourne, Australia -- to 

acquire Citizens Bancorp, Hagatna, Guam, and Citizen's Security Bank.

- Approved, May 18, 2007 

New York

B Bank, Inc., Downs, Kansas -- waiver of application in connection with the 

proposed merger of State Bank of Downs with FirstBank of Greeley, Greeley, 

Colorado.

- Granted, May 17, 2007 

Kansas City

Community Bancshares, Inc., Bridgeport, Texas -- to become a bank holding 

company and to acquire The Community Bank, a de novo bank.

- Approved, May 16, 2007 

Dallas

Cooperative Bankshares, Inc., Wilmington, North Carolina -- to acquire Bank of 

Jefferson, Jefferson, South Carolina.

- Approved, May 17, 2007 

Richmond

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority May 13, 2007 to May 19, 2007

Bank Holding Companies

The Farmers State Bank of Fort Morgan Colorado Employee Stock Ownership 

Plan, Fort Morgan, Colorado -- to acquire up to 38 percent of the shares of F.S.B. 

Bancorporation of Fort Morgan, parent of Farmers State Bank of Fort Morgan.

- Approved, May 17, 2007 

Kansas City

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

holding company and to acquire Fox River State Bank.

- Withdrawn, May 14, 2007 

Chicago

GC Bancorp, Inc., Chicago, Illinois -- to become a bank holding company and to 

acquire Gold Coast Bank, a de novo bank, and engage de novo in extending credit 

and servicing loans.

- Approved, May 17, 2007 

Chicago

LeRoy C. Darby, Inc. Employee Stock Ownership Plan, Elkader, Iowa -- to acquire 

additional shares to increase its ownership from 36 percent to 91.33 percent of 

LeRoy C. Darby, Inc. and thereby increase its ownership in Freedom Bank.

- Approved, May 14, 2007 

Chicago

Old Southern Bancorp, Inc., Orlando, Florida -- to become a bank holding company 

and to acquire Old Southern Bank.

- Approved, May 14, 2007 

Atlanta

Renasant Corporation, Tupelo, Mississippi -- to merge with Capital Bancorp, Inc., 

Nashville, Tennessee, and thereby acquire Capital Bank & Trust Company.

- Approved, May 14, 2007 

St. Louis

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority May 13, 2007 to May 19, 2007

Bank Holding Companies

The State Bank of Wiley, Wiley, Colorado -- waiver of application in connection 

with the proposed acquisition of Cheyenne Mountain Bank, Colorado Springs; and 

waiver of application in connection with the acquisition of Cheyenne Mountain 

Bank by Four Corners Community Bank, Farmington, New Mexico.

- Granted, May 18, 2007 

Kansas City

Bank Mergers

1st Pacific Bank of California, San Diego, California -- to merge with Landmark 

National Bank, Solana Beach, and thereby acquire three branches.

- Approved, May 14, 2007 

San Francisco

TIB The Independent BankersBank, Irving, Texas -- to merge with South Bay 

Bank, National Association, Torrance, California, and establish a branch at 17011 

Beach Boulevard, Huntington Beach, California.

- Approved, May 17, 2007 

Dallas

Banks, State Member

First Western Bank, Eden Prairie, Minnesota -- to exercise full trust powers.

- Approved, May 15, 2007 

Secretary

Change In Bank Control

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

- Permitted, May 16, 2007 

Kansas City

Extensions Of Time

CapitalBank, Greenwood, South Carolina -- extension to February 29, 2008, to 

establish a branch at the intersection of Highway 14 and Westmoreland Drive, 

Greer.

- Granted, May 14, 2007 

Richmond

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority May 13, 2007 to May 19, 2007

Extensions Of Time

The Citizens Bank of Edmond, Edmond, Oklahoma -- extension to September 1, 

2007, to establish a branch at 3600 South Boulevard.

- Granted, May 15, 2007 

Kansas City

Colorado Community Bank, Yuma, Colorado -- extension to September 7, 2007, to 

establish a branch at 4625 Trail Boss Drive, Castle Rock.

- Granted, May 15, 2007 

Kansas City

First Charter Bank, Charlotte, North Carolina -- extension to November 24, 2007, to 

establish a branch at the intersection of Highway 73 and Shiloh Church Road, 

Kannapolis.

- Granted, May 17, 2007 

Richmond

Orrstown Bank, Shippensburg, Pennsylvania -- extension to September 14, 2007, to 

merge with The First National Bank of Newport, Newport.

- Granted, May 16, 2007 

Philadelphia

Regulations And Policies

Regulation CC -- technical amendments to Appendix A to reflect the restructuring 

of check processing operations at the Federal Reserve Bank of Atlanta and to 

provide notice relating to future changes to Appendix A (Docket No. R-1287).

- Approved, May 15, 2007 

Secretary

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

Federal Reserve Bank of Boston

Filings received during the week ending May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 06/09/2007

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:

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:

* 3A1 05/26/2007

05/21/2007

Orange County Bancorp, Inc., to acquire 100

percent of the voting shares of Orange County

Trust Company, both of Middletown, New

York.

ORANGE COUNTY BANCORP

* 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 May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 05/24/2007

05/21/2007

J. Donald Steele, Jr., and Joanne K. Steele,

Lewisburg, PA to purchase up to 35% of

Northumberland Bancorp, PA.

NORTHUMBERLAND

BANCORP

* 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 May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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 May 19, 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

Chesapeake Bank, Kilmarnock, Virginia, 05/25/2007

proposes to establish a branch between 608 and

644 North Main Street, Kilmarnock, Virginia.

CHESAPEAKE BANK

Newspaper:

Federal Register:

* 18C

Not applicable

New Peoples Bank, Inc., Honaker, Virginia, to 06/01/2007

acquire certain assets and assume certain

liabilities of the Norton, Virginia, and

Pennington Gap, Virginia, branch offices of

FNB Southeast, Reidsville, North Carolina.

NEW PEOPLES BANK, INC.

Newspaper:

Federal Register:

Premises Not applicable

Not applicable

Shore Bank, Onley, Virginia, proposes to

increase its investment in bank premises by $2

million.

SHORE BANK

Newspaper:

Federal Register:

* 3A5 Not available

* 18C

* Branch

* 18C

* Branch

* 18C

* Branch

Not available

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.

Newspaper:

Federal Register:

* Branch

Not applicable

Virginia Commerce Bank, Arlington, Virginia, 05/31/2007

proposes to establish a branch at 10800-A

Courthouse Road, Fredericksburg, Virginia.

VIRGINIA COMMERCE BANK

* 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

355821 BANK OF FLOYD, FLOYD, VIRGINIA 01/22/2007 04/25/2007 S Small Bank

390925 FNB SOUTHEAST, REIDSVILLE, NORTH CAROLINA 07/31/2006 04/16/2007 S Large Bank

3357910 HOMETOWN BK, ROANOKE, VIRGINIA 01/10/2007 04/09/2007 S Small Bank

1401387 OLD LINE BK, BOWIE, MARYLAND 01/29/2007 04/25/2007 S Small Bank

3374298 VIRGINIA HERITAGE BK, FAIRFAX, VIRGINIA 01/22/2007 04/16/2007 S Small Bank

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 May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

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:

* Branch

Not applicable

LandMark Bank of Florida, Sarasota, Florida, 05/29/2007

to establish a branch located at 6020 Lakewood

Ranch Boulevard, Bradenton, Florida, to be

known as the Lakewood Ranch Office.

LANDMARK BANK OF

FLORIDA

Newspaper:

Federal Register:

* Branch

Not applicable

Neighborhood Community Bank, Newnan, 05/31/2007

Georgia, to establish a branch located at 105

Carriage Oaks Drive, Tyrone, Georgia.

NEIGHBORHOOD

COMMUNITY BANK

Newspaper:

Federal Register:

* 3A5 Not available

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:

* Branch

Not applicable

Regions Bank, Birmingham, Alabama, to 05/29/2007

establish branches at the following locations:

17900 Panama City Beach Parkway/Highway

98, Panama City, Florida, to be known as the

Laguna Beach Branch; the intersection of

Fruitville & Arthur Anderson Parkway,

Sarasota, Florida, to be known as the Fruitville

Branch; I-12 and Highway 21, Covington,

Louisiana, to be known as the Covington -

HWY 21 & I-12 Branch; 6460 Old Canton

Road, Jackson, Mississippi, to be known as the

Lake Harbour Branch; the corner of HWY

11-E and Clear Creek Road, Bristol,

Tennessee, to be known as the Lee Highway

Exit 7 Branch.

REGIONS BANK

Newspaper:

Federal Register:

* 3A5 06/12/2007

06/15/2007

Security Bank Corporation, Macon, Georgia, to

merge with First Commerce Community

Bankshares, Inc., and thereby acquire its

subsidiary, First Commerce Community Bank,

both of Douglasville, Georgia.

SECURITY BANK

CORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

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

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

Federal Reserve Bank of Atlanta

Filings received during the week ending May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish 05/30/2007

a branch located at 307 Unionville-Indian Trail

Road, Indian Trail, North Carolina, to be

known as the Indian Trail 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 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 May 19, 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:

* Branch

Not applicable

Citizens Bank, Flint, Michigan, to establish a 04/13/2007

branch facility to be located at 21 N. Beacon,

Grand Haven, Michigan.

CITIZENS BANK

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:

* 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 Not available

* 18C

* Branch

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

919241 CENTRAL BK, RUSSIAVILLE, INDIANA 11/13/2006 05/02/2007 S Small Bank

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 May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 06/09/2007

05/29/2007

Community First Bancshares, Inc., Harrison,

Arkansas ("Community"), to acquire additional

shares of White River Bancshares Company,

Fayetteville, Arkansas ("Bancshares"), and

thereby indirectly acquire Signature Bank,

Fayetteville, Arkansas. The acquisition will

result in Community retaining ownership of up

to 23.13 percent of Bancshares stock.

COMMUNITY FIRST

BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First State Bank of De Queen, De Queen, 05/27/2007

Arkansas, to establish a branch facility to be

located at 202 Main Street, Dierks, Arkansas.

FIRST STATE BANK OF

DEQUEEN

Newspaper:

Federal Register:

* Branch

Not applicable

First State Bank of De Queen, De Queen, 05/27/2007

Arkansas, to establish a branch facility to be

located at 201 S. Washington Avenue, Suite A,

Murfreesboro, Arkansas.

FIRST STATE BANK OF

DEQUEEN

Newspaper:

Federal Register:

* Branch

Not applicable

First State Bank of Red Bud, Red Bud, Illinois, 06/01/2007

to establish a branch facility to be located at

2100 South Illinois Street, Belleville, Illinois.

FIRST STATE BANK OF RED

BUD

Newspaper:

Federal Register:

Other Foreign Not applicable

Investment Not applicable

First Tennessee Bank National Association,

Memphis, Tennessee ("Bank"), to make an

investment in FTN Financial Investment Corp,

Memphis, Tennessee, pursuant to Section

211.5(g)of Regulation K. In connection with

this investment, Bank will be making its initial

overseas investment through its indirect

investment in FTN Financial Asia, Limited,

Hong Kong, pursuant to 211.5(c)(3) of

Regulation K.

FIRST TENNESSEE BANK

NATIONAL ASSOCIATION

MEMPHIS

Newspaper:

Federal Register:

* 3A3 06/09/2007

05/29/2007

Home Bancshares, Inc., Conway, Arkansas

("Home"), to acquire additional shares of

White River Bancshares Company,

Fayetteville, Arkansas ("Bancshares"), and

thereby indirectly acquire Signature Bank,

Fayetteville, Arkansas. The acquisition will

result in Home retaining ownership of at least

20.0 percent of Bancshares stock.

HOME BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1 06/08/2007

06/18/2007

MRV Financial Corp, Ste. Genevieve,

Missouri, to become a bank holding company

by acquiring 100 percent of MRV Banks, Ste.

Genevieve, Missouri (in organization).

MRV FINANCIAL CORP

* 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 May 19, 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:

Member Not available

* 18C

* Branch

Not applicable

First National Bank of Lewistown, Lewistown,

Montana, to be known as First Bank of

Montana, Lewistown, Montana, proposes to

become a member of the Federal Reserve

System. In addition, First Bank of Montana,

Lewistown, Montana, to merge with Western

Bank of Chinook, N.A., Chinook, Montana,

and incident thereto proposes to establish a

branch at 327 Indiana Street, Chinook,

Montana.

FIRST NATIONAL BANK OF

LEWISTOWN

Newspaper:

Federal Register:

* 3A3 Not available

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

271154 STATE BK OF ALCESTER, ALCESTER, SOUTH DAKOTA 01/29/2007 05/11/2007 S Small Bank

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 May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

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 Not available

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

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.

* 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 May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

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 06/12/2007

06/11/2007

Umphrey II Family Limited Partnership and

Hillister Enterprises II, Inc., Beaumont, Texas,

to become bank holding companies by

acquiring 19.61 percent of CBFH, Inc.,

Beaumont, Texas, and indirectly acquire

County Bancshares, Inc., Newton, Texas;

Newton Delaware Financial Corporation,

Dover, Delaware; and CountyBank, National

Association, Newton, Texas, also, CBFH, Inc.,

Beaumont, Texas, to become a bank holding

company by acquiring 100 percent of County

Bancshares, Inc., Newton, Texas, and

indirectly acquire Newton Delaware Financial

Corporaton, Dover, Delaware, and

CountyBank, National Association, Newton,

Texas.

UMPHREY II FAMILY

LIMITED PARTNERSHIP

* 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 May 19, 2007

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

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:

* 3A3 Not available

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.

* 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