Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 3

Week Ending January 17, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions January 11, 2004 to January 17, 2004

Bank Holding Companies

Central Pacific Financial Corp., Honolulu, Hawaii -- request for reconsideration of the 

Board's approval of the application to acquire CB Bancshares, Inc.

- Denied, January 14, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
January 11, 2004 to January 17, 2004

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

Community Trust Bank, Inc., Pikeville, Kentucky -- to establish branches at 239 North 

Highway 27, Somerset, and 38 Shiloh Drive, London.

- Approved, January 15, 2004 

Cleveland

Desert Community Bank, Victorville, California -- to establish a branch at Bear Valley 

Road and Interstate 15.

- Approved, January 15, 2004 

San Francisco

First Southern Bank, Boca Raton, Florida -- to establish a branch at 2419 East 

Commercial Boulevard, Fort Lauderdale.

- Approved, January 16, 2004 

Atlanta

Libertyville Bank & Trust Company, Libertyville, Illinois -- to establish a branch at 345 

South Milwaukee Avenue, Lake Villa.

- Approved, January 12, 2004 

Chicago

Libertyville Bank & Trust Company, Libertyville, Illinois -- to establish a branch at 657-

663 O'Plaine Road, Gurnee.

- Approved, January 12, 2004 

Chicago

Bank Holding Companies

Algiers Bancorp, Inc., Baton Rouge, Louisiana -- to become a bank holding company 

through the acquisition of Statewide Bank, Terrytown, after its conversion from a thrift 

institution to a bank.

- Withdrawn, January 16, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 5
H.2 Actions under delegated authority January 11, 2004 to January 17, 2004

Bank Holding Companies

Allied Bancshares, Inc., Cumming, Georgia -- to become a bank holding company 

through the acquisition of First National Bank of Forsyth County, a de novo bank.

- Withdrawn, January 14, 2004 

Atlanta

American Bank Holding Corporation, Corpus Christi, Texas -- to acquire First National 

Bank of Goliad, Goliad.

- Approved, January 14, 2004 

Dallas

City Bancorp, Springfield, Missouri -- to engage in credit extension and servicing 

activities.

- Approved, January 14, 2004 

St. Louis

ColoEast Bankshares, Inc., Lamar, Colorado -- to acquire First National Bank of 

Tribune, Tribune, Kansas.

- Approved, January 15, 2004 

Kansas City

Evergreen Holdings, LLC, New York, New York -- to become a bank holding company 

through the acquisition of shares of Eastbank Corporation.

- Approved, January 12, 2004 

New York

Home Bancshares, Inc., Conway, Arkansas -- to retain its ownership of TCBancorp, 

Inc., North Little Rock, and thereby retain its ownership of Twin City Bank.

- Approved, January 15, 2004 

St. Louis

J.P. Morgan Chase & Co., New York, New York -- commenter's request to extend the 

comment period on the application to acquire Chase FSB, Newark, Delaware, a de novo 

federal savings bank.

- Denied, January 15, 2004 

Secretary

(AC) = Addition or Correction Delegated - Page 2 of 5
H.2 Actions under delegated authority January 11, 2004 to January 17, 2004

Bank Holding Companies

Manulife Financial Corporation, Toronto, Canada -- commenter's request to extend the 

comment period on the applications to become a bank holding company through the 

acquisition of John Hancock Financial Services, Inc., Boston, Massachusetts, and thereby 

acquire First Signature Bank and Trust Company, Portsmouth, New Hampshire; and for 

John Hancock Financial Services, Inc. to become a bank holding company with respect 

to First Signature Bank and Trust Company.

- Denied, January 16, 2004 

Secretary

Mariner's Bancorp, Edgewater, New Jersey -- to become a bank holding company 

through the acquisition of Mariner's Bank, Edgewater.

- Withdrawn, January 14, 2004 

New York

Signature Financial Holdings, Inc., St. Petersburg, Florida -- to become a bank holding 

company through the acquisition of Signature Bank.

- Approved, January 16, 2004 

Atlanta

Town Square Financial Corporation, Ashland, Kentucky -- to become a bank holding 

company through the acquisition of Town Square Bank, Inc.

- Approved, January 13, 2004 

Cleveland

Bank Mergers

Adams Bank & Trust, Ogallala, Nebraska -- to merge with Vista Bank, Colorado 

Springs, Colorado, and establish two branches.

- Withdrawn, January 12, 2004 

Kansas City

Union Colony Bank, Greeley, Colorado -- to purchase certain assets and assume certain 

liabilities of the Greeley, Kersey, Ft. Lupton, Platteville, and Wellington branches of 

Vectra Bank Colorado, N.A., Farmington, New Mexico; and for First National Bank, 

Ft. Collins, to purchase the Wellington branch.

- Approved, January 15, 2004 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 5
H.2 Actions under delegated authority January 11, 2004 to January 17, 2004

Banks, Foreign

Gjensidige NOR Sparebank ASA, Oslo, Norway -- to establish a branch in New York, 

New York.

- Approved, January 16, 2004 

Secretary

Banks, State Member

Citizens Bank and Trust Company, Blackstone, Virginia -- transfer agent registration.

- Withdrawn, January 15, 2004 

Director, BS&R

Change In Bank Control

The Farmers State Bank, Brookston, Indiana -- to retain shares of The Farmers State 

Bank.

- Permitted, January 16, 2004 

Chicago

First Southeast Missouri Bancorporation, Inc., Scott City, Missouri -- change in bank 

control.

- Permitted, January 12, 2004 

St. Louis

Madison Bank Corp., Madison, Georgia -- change in bank control.

- Withdrawn, January 16, 2004 

Atlanta

Mountain States Bancorporation, Inc., Denver, Colorado -- change in bank control.

- Permitted, January 12, 2004 

Kansas City

Competitive Factors Reports

Clifton Savings Bank, S.L.A., Clifton, New Jersey -- report on competitive factors of the 

proposed mergers with Clifton Federal MHC Interim Savings Bank and Clifton Federal 

Interim Savings Bank in connection with the proposed reorganization and conversion of 

Clifton Savings Bank, S.L.A. to a federal mutual holding company.

- Submitted, January 14, 2004 

New York

(AC) = Addition or Correction Delegated - Page 4 of 5
H.2 Actions under delegated authority January 11, 2004 to January 17, 2004

Competitive Factors Reports

First National Bank and Trust, Pipestone, Minnesota -- report on competitive factors of 

the proposed merger with First National Bank of Luverne, Luverne.

- Submitted, January 14, 2004 

Minneapolis

First National Bank of Arizona, Scottsdale, Arizona -- report on competitive factors of 

the proposed purchase of certain assets and assumption of liabilities of the Sun City 

branch of Northern Trust Bank, N.A., Phoenix.

- Submitted, January 15, 2004 

San Francisco

First National Bank of Lake City & Creede Interim Bank, Lake City, Colorado -- report 

on competitive factors of the proposed merger with First National Bank of Lake City & 

Creede.

- Submitted, January 16, 2004 

Kansas City

Franklin Bank, S.S.B., Austin, Texas -- report on competitive factors of the proposed 

merger with Lost Pines National Bank, Smithville.

- Submitted, January 14, 2004 

Dallas

The State Bank of Lebo, Lebo, Kansas -- report on competitive factors of the proposed 

merger with Lebo Bancshares, Inc.

- Submitted, January 16, 2004 

Kansas City

Membership

MidSouth Bank, Murfreesboro, Tennessee -- to become a member of the Federal 

Reserve System.

- Approved, January 15, 2004 

Atlanta

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

Federal Reserve Bank of Boston 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 2 

Federal Reserve Bank of New York 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

FBSEA Hypothekenbank in Essen AG, Essen, Germany, to establish a 

representative office in New York, New York. 

Newspaper – N/Avail 

Branch JP Morgan Chase, New York, New York to establish a branch 

office at 55 West Palisade Avenue, Englewood, New Jersey. 

Newspaper – 02/11/2004 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 3 

Federal Reserve Bank of Philadelphia 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch Equity Bank, Marlton, NJ, to establish a branch office at 

Shops at Springton Pointe, Route 252, Newtown Square, 

PA.

Newspaper – 01/12/2004 

Branch Equity Bank, Marlton, NJ to establish a branch office 

located at 160 Mount Holly By-Pass & Route 541, 

Lumberton, NJ. 

Newspaper – 01/05/2004 

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

Type Application

Ending date of 

comment period

CIC Nicholas Anthony Randazzo, Jr., Clifton Heights, PA, 

Linda Jane Tabas Stempel, Haverford, PA, and Robert 

Royal Tabas, Bryn Mawr, PA, to retain ownership of the 

Royal Bancshares of Pennsylvania, Narbeth, PA, as 

trustees of the Daniel M. Tabas Trust.

Newspaper – N/Avail 

Fed Reg – 02/04/2004 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 4 

Federal Reserve Bank of Cleveland 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

3(a)(1) PSB Holdings, Inc., New Matamoras, Ohio, proposes to become 

a bank holding company through the acquisition of The Peoples 

Savings Bank, New Matamoras, Ohio. 

Newspaper - 12/04/2003 

Fed Reg - 12/01/2003 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 5

Federal Reserve Bank of Richmond 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch 

Branch 

Branch 

18(c) 

Citizens Bank and Trust Company, Blackstone, Virginia, 

to establish a branch at 10001 Courtview Lane, Chesterfield, 

Virginia. 

James Monroe Bank, Arlington, Virginia, to establish a 

branch at 3914 Centreville Road, Chantilly, Virginia. 

Peoples Community Bank, Montross, Virginia, to establish 

a branch at 2875 Kings Highway, Oak Grove, Virginia. 

Bank of Tazewell County, Tazewell, Virginia, to purchase 

certain assets and to assume certain liabilities of the Richlands, 

Virginia, branch office of FNB Southeast, Reidsville, NC. 

Newspaper – 01/29/2004

Newspaper – 01/30/2004

Newspaper – 01/30/2004

Newspaper – 02/10/2004 

* Subject to the provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

CIC 

3(a)(5) 

Brian F. Thomas, Morgantown, West Virginia, and Roger A. 

Hardesty, Kingwood, West Virginia, to control 29.03% and 

25.48%, respectively, of State Bancorp, Inc., Bruceton Mills, 

West Virginia. 

Shore Bancshares, Inc., Easton, Maryland, to acquire 100% of 

the voting shares of Midstate Bancorp, Inc., Felton, Delaware. 

Fed Reg – 02/06/2004 

Newspaper – 02/02/2004

Fed Reg – 02/13/2004 

Newspaper – N/Avail 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

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

Type Application

None 

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

3125315 Highlands Community Bank 

307 Thacker Avenue 

Covington, Virginia 24426 

10/27/2003 01/11/2004 S X 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 6 

Federal Reserve Bank of Atlanta 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

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

located at US19/Berkeley Manor Commercial Center, Spring 

Hill, Florida, to be known as the Commercial Way Branch.* 

Newspaper – N/Avail 

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

located at 2626 Enterprise Road, Orange City, Florida, to be 

known as the Orange City Branch.* 

Newspaper – N/Avail 

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

located at 1004 Marlandwood Road, Temple, Texas, to be 

known as the Temple-Marlandwood Branch.* 

Newspaper – N/Avail 

Branch Cumberland Bank South, Franklin, Tennessee, to establish a 

branch located at 320 Main Street, Franklin, Tennessee.* 

Newspaper – N/Avail 

Branch Cumberland Bank South, Franklin, Tennessee, to establish a 

branch located at 4922 Columbia Highway, Spring Hill, 

Tennessee.* 

Newspaper – N/Avail 

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

located at 2576 West Sunset, Suite H, Springdale, Arkansas.* 

Newspaper – 01/20/2004 

Branch Capital City Bank, Tallahassee, Florida, to establish a branch 

located at 4 E. Washington Street, Quincy, Florida.* 

Newspaper – N/Avail 

18(c) Capital City Bank, Tallahassee, Florida, to merge with Quincy 

State Bank, Quincy, Florida.* 

Newspaper – N/Avail 

*Subject to provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

3(a)(1) Allied Bancshares, Inc., Cumming, Georgia, to become a bank 

holding company by acquiring First National Bank of Forsyth 

County, Cummming, Georgia (in organization).* 

Newspaper – N/Avail 

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

Type Application

Ending date of 

comment period

3(a)(1) Algiers Bancorp, Inc., Baton Rouge, Louisiana, to become a 

bank holding company by acquiring Statewide Bank, Terrytown, 

Louisiana, formerly know as Algiers Bank and Trust, a thrift, 

upon its conversion to a bank.* 

Newspaper – N/Avail 

Fed Reg – N/Avail 

3(a)(5) CNB Holdings, Inc., Alpharetta, Georgia, to merge with First 

Capital Bancorp, Inc., and thereby directly acquire First Capital 

Bank, both of Norcross, Georgia.* 

Newspaper – N/Avail 

Fed Reg – N/Avail 

3(a)(1) Hometown Bancshares, Inc., Hamilton, Alabama, to become a 

bank holding company by acquiring PeoplesTrust Bank, 

Hamilton, Alabama (in organization).* 

Newspaper – N/Avail 

Fed Reg – N/Avail 

*Subject to provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

The following state member banks have been examined and their CRA public evaluations are now available. 
Section V – Availability of CRA public evaluations

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

972237 TransAtlantic Bank 

48 East Flagler Street 

Miami, Florida 33131 

(305) 377-0200 

09/08/2003 01/11/2004 S X 

177135 First Progressive Bank 

Post Office Box 1267 

Brewton, Alabama 36427-1267 

(251) 867-7707 

09/22/2003 01/11/2004 S X 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 7 

Federal Reserve Bank of Chicago 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch Hinsdale Bank and Trust Company, Hinsdale, Illinois, to 

establish a branch facility to be located at 1111 Warren Avenue, 

Downers Grove, Illinois.* 

Newspaper – N/Avail 

18C & Branches Iowa State Bank, Hull, Iowa, to purchase the assets and assume 

the liabilities of the Paullina, Iowa branch office of American 

Interstate Bank, Manning, Iowa, and thereby to establish a 

branch office at 105 North Main, Paullina, Iowa.* 

Newspaper – N/Avail 

18C & Branches 

 & 5D3 

Irwin Union Bank and Trust Company, Columbus, Indiana, to 

purchase certain assets and certain deposit and other liabilities of 

Irwin Union Bank, F.S.B., Louisville, Kentucky, and thereby to 

establish branches at 224 South 200 West, Suite 100, Salt Lake 

City, Utah, and 401 N. Buffalo, Suite 200, Las Vegas, Nevada.* 

Newspaper – 01/25/2004 

* Subject to the provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

3(a)(3) Capitol Bancorp, Ltd., Lansing, Michigan, to acquire 100 

percent of the voting shares of First Carolina State Bank, Rocky 

Mount, North Carolina.* 

Fed Reg – 02/02/2004 

Newspaper – N/Avail 

CIC Notice by Steven D. Dehnert, Cheryl A. Dobson, and Steven R. 

Hein,to acquire 9,947 shares of Citizens Financial Corporation 

Employee Stock Ownership Plan and Trust, and thereby 

indirectly acquire Citizens Bank and Trust Company, Fort 

Atkinson, Wisconsin. 

Fed Reg – N/Avail 

Newspaper – N/Avail 
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of 

comment period

CIC Notice by Charles A. Kennedy, Bancroft, Iowa, to individually 

and acting in concert with Teresa R. Kennedy, also of Bancroft, 

Iowa, to gain control of Kennedy Bancshares, Inc., Bancroft, 

Iowa, and thereby indirectly The Farmers and Traders Savings 

Bank, Bancroft, Iowa. 

Fed Reg – N/Avail 

Newspaper – N/Avail 

3(a)(3) Mainsource Financial Group, Greensburg, Indiana, to acquire 

100 percent of the voting shares of Peoples Financial 

Corporation, Linton, Indiana, ands thereby indirectly acquire 

Peoples Trust Company, Linton, Indiana.* 

Fed Reg – N/Avail 

Newspaper – N/Avail 

3(a)(1) Maximum Bancshares, Inc., Huxley, Iowa, to become a bank 

holding company by acquiring 100 percent of First State Bank, 

Huxley, Iowa.* 

Fed Reg – 02/16/2004 

Newspaper – N/Avail 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Investment The Northern Trust Company, Chicago, Illinois, and The 

Northern Trust International Banking Corporation, New York, 

New York, proposes to establish Northern Trust Luxembourg 

Management Company S.A., Luxembourg, Luxembourg, in 

order to expand Northern Trust's global custody, securities 

lending and related business in Europe. 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 8 

Federal Reserve Bank of St. Louis 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

3A5 City Bancorp, Springfield, Missouri, to merge with Signature 

Bancshares, Inc., Springfield, Missouri, and thereby indirectly 

acquire Signature Bank, Springfield, Missouri. (Previously 

submitted during the week ending January 3, 2004.)* 

Newspaper – 02/08/2004

Fed Reg – 01/30/2004 

3A5 NBC Capital Corporation, Starkville, Mississippi, to acquire 100 

percent of Enterprise Bancshares, Inc., Memphis, Tennessee, 

and thereby indirectly acquire Enterprise National Bank, 

Memphis, Tennessee. (Previously submitted during the week 

ending January 10, 2004.)* 

Newspaper – 02/08/2004

Fed Reg – 02/13/2004 

CIC Notice by Samuel Jackson Young, Elizabethtown, Kentucky, 

individually, and as part of the Young Family control group, 

which includes Mr. Young and Ginger Young, Spring, Texas, to 

retain control of Fredonia Valley Bancorp, Inc., Fredonia, 

Kentucky. (Previously submitted during the week ending 

January 10, 2004.) 

Newspaper – 02/05/2004

Fed Reg – 02/03/2004 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

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

Type Application

4c8 First Bankers Trustshares, Inc., Quincy, Illinois, proposes to 

engage in trust activities through the acquisition of First Bankers 

Trust Services, Inc., Quincy, Illinois. 

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 9 

Federal Reserve Bank of Minneapolis 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

Branch North Shore Bank of Commerce, Duluth, Minnesota, proposes 

to establish a branch once block east of Highway 33 South on 

the south side of Stanley Avenue in Cloquet, Minnesota* 

Newspaper – 01/21/2004 

*Subject to the provisions of the Community Reinvestment Act 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

4(c)(8) South Dakota Bancshares, Inc., Pierre, South Dakota, to 

establish SDBS Reinsurance Limited, Grand Turk, Turks & 

Caicos Islands, and thereby indirectly to engage in underwriting 

of credit life and credit accident and health insurance 

Fed Reg – 02/06/2004 
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Other Foreign U.S. Bank National Association, Cincinnati, Ohio, to establish 

Nova European Holdings Company, Atlanta, Georgia, as an 

agreement corporation, pursuant to section 211.5(g) of 

Regulation K, and the related proposal to (a) increase the 

investment in Euro Conex Technologies Limited, (b) establish a 

United Kindom company to acquire a UK based merchant 

portfolio, and (c) acquire an Eastern European company whose 

primary asset is a merchant portfolio. 

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 10 

Federal Reserve Bank of Kansas City 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

3(a)(1) First Pioneer Holding, Inc., Denver, Colorado, to become a bank 

holding company through the retention of 100 percent of the 

voting shares of First Western Trust Bank, Denver, Colorado (in 

organization). 

Newspaper - N/Avail 

Fed Reg - 02/09/2004 

3(a)(3) Pine River Bank Corporation, Bayfield, Colorado, to acquire 

100 percent of the voting shares of First National Bank of Lake 

City & Creede, Lake City, Colorado. 

Newspaper - 02/09/2004 

Fed Reg - 02/09/2004 

CIC Notification by Scott Smiley, Avondale, Colorado, as trustee of 

the Carl W. Smiley Trust #1; Carl W. Smiley Trust #2; Julia 

Smiley Trust; Ward B. Smiley Trust A; and the Ward B. Smiley 

Trust B, to acquire control of First Norton Corporation, Norton, 

Kansas, parent of First Security Bank & Trust Company, 

Norton, Kansas. 

Newspaper - N/Avail 

Fed Reg - 02/03/2004 

CIC Notification by Clair Wells, as trustee of the Louise Squyres 

Trust, to acquire control of Maxlou Bancshares, Inc., parent of 

First State Bank, both of Tahlequah, Oklahoma. 

Newspaper - 01/29/2004 

Fed Reg - 02/04/2004 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

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

Type Application

None 

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

625850 Bank of Versailles 

113 E. Newton 

Versailles, Missouri 65084-1220 

10/27/2003 01/15/2004 S X 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 11 

Federal Reserve Bank of Dallas 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

None 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None 
District 12 

Federal Reserve Bank of San Francisco 

Applications and notifications filed during the week ending Saturday, January 17, 2004 

Section I – Applications subject to newspaper notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

Ending date of 

comment period

None 

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of 

comment period

None 

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

Type Application

4(c)(8) Western Alliance Bancorporation, Las Vegas, Nevada, to engage 

in permissible nonbanking activities through the acquisition of 

Premier Trust of Nevada, Inc., Las Vegas, Nevada. 
Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995. 

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

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

for deposit facilities. 

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

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

O = Outstanding 

S = Satisfactory 

NI = Needs to improve 

SN = Substantial noncompliance 

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

RSSD Exam type

number Institution/Location

Examination 

date

CRA 

public date

CRA 

rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None