Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 22

Week Ending May 29, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions May 23, 2004 to May 29, 2004

Bank Holding Companies

FSB Bancshares, Inc., Henderson, Tennessee -- commenter's request for reconsideration 

of the approval by the Federal Reserve Bank of St. Louis of the application to acquire 

shares of Merchants and Planters Bancshares, Inc., Toone, and Merchants and Planters 

Bank.

- Denied, May 24, 2004 

Regulations And Policies

Overdraft Protection Services -- publication for comment of proposed revisions to 

Regulation DD (Truth in Savings) and its staff commentary concerning disclosures for 

overdraft protection services (Docket No. R-1197), and proposed interagency guidance 

to assist insured depository institutions to disclose and administer overdraft protection 

services (Docket No. OP-1198).

- Approved, May 17, 2004 (AC)

Enforcement

Citigroup Inc., New York, New York, and CitiFinancial Credit Company, Baltimore, 

Maryland -- issuance of a consent cease and desist order and order of assessment of civil 

money penalty.

- Announced, May 27, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
May 23, 2004 to May 29, 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

Arvest Bank, Fayetteville, Arkansas -- to establish branches at 2619 Highway 62 East, 

Mountain Home, and 104 B War Eagle Street, Huntsville.

- Approved, May 26, 2004 

St. Louis

Cecil Federal Bank, Elkton, Maryland -- to establish a branch at 1223 Turkey Point 

Road, North East.

- Approved, May 24, 2004 

Richmond

Community Banks of the Rockies, La Jara, Colorado -- to establish branches at 339 East 

Highway 50, Salida, and 500 State Street, Alamosa.

- Approved, May 24, 2004 

Kansas City

Fifth Third Bank, Grand Rapids, Michigan -- to establish branches at 49895 Grand River 

Avenue, Wixom; 1402 South Route 12, Fox Lake, Illinois; and 900 Beasley Street, 

Lexington, Kentucky.

- Approved, May 27, 2004 

Cleveland

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- to establish branches at 

Wisconsin Dells Parkway and Meadowview, Lake Delton; Crismon and Baseline Roads, 

Mesa, Arizona; Rittenhouse and Ellsworth Roads, Queen Creek; Scottsdale and Deer 

Valley Roads, Scottsdale; First Avenue and Oracle Road, Oro Valley; and Highway 303 

and Bell Road, Surprise.

- Approved, May 27, 2004 

Chicago

Sandy Spring Bank, Olney, Maryland -- to establish a branch at 8315 Ice Crystal Drive, 

Scaggsville.

- Approved, May 25, 2004 

Richmond

(AC) = Addition or Correction Delegated - Page 1 of 5
H.2 Actions under delegated authority May 23, 2004 to May 29, 2004

Bank Branches, Domestic

SouthTrust Bank, Birmingham, Alabama -- to establish a branch at 7550 IH-10 West, 

San Antonio, Texas.

- Approved, May 27, 2004 

Atlanta

SunTrust Bank, Atlanta, Georgia -- to establish a branch at 5190 South John Young 

Parkway, Orlando, Florida.

- Approved, May 24, 2004 

Atlanta

Bank Holding Companies

Community Investment Services, Inc., North Branch, Minnesota -- relief from certain 

commitments.

- Granted, May 26, 2004 

Minneapolis

First American International Corp, Brooklyn, New York -- to become a bank holding 

company with respect to First American International Bank.

- Approved, May 27, 2004 

New York

Marshall & Ilsley Corporation, Milwaukee, Wisconsin -- to acquire through its subsidiary, 

Metavante Corporation, certain assets of Kirchman Corporation, Altamonte Springs, 

Florida, and thereby engage in data processing and management consulting activities.

- Approved, May 26, 2004 

Chicago

North Valley Bancshares, Inc., Zanesville, Ohio -- to acquire North Valley Bank, and for 

North Valley Bank to merge with North Valley Interim Bank.

- Approved, May 28, 2004 

Cleveland

River Valley Bancorp, Inc., Davenport, Iowa -- to acquire First State Bank of Fort 

Lauderdale, Fort Lauderdale, Florida.

- Approved, May 25, 2004 

Chicago

(AC) = Addition or Correction Delegated - Page 2 of 5
H.2 Actions under delegated authority May 23, 2004 to May 29, 2004

Bank Holding Companies

Service Bancorp, Inc., Medway, Massachusetts -- relief from a commitment.

- Granted, May 28, 2004 

Director, BS&R

Vintage Shares, Inc., Waxahachie, Texas, and Vintage Shares Delaware, Inc., 

Wilmington, Delaware -- to become bank holding companies and to acquire Vintage 

Bank, Waxahachie.

- Approved, May 26, 2004 

Dallas

Bank Premises

The Bank of Romney, Romney, West Virginia -- to invest in bank premises.

- Approved, May 24, 2004 

Richmond

Change In Bank Control

Citizens National Bancshares, Inc., Nicholasville, Kentucky -- to retain control of Citizens 

National Bancshares, Inc.

- Permitted, May 25, 2004 

Cleveland

Spring Bancorp, Inc., Springfield, Illinois -- to retain control of Spring Bancorp.

- Permitted, May 25, 2004 

Chicago

Competitive Factors Reports

Baltimore Trust Company, Selbyville, Delaware -- report on competitive factors of the 

proposed mergers with Farmers and Merchants Bank-Eastern Shore, Onley, Virginia, 

and Peninsula Bank, Princess Anne, Maryland.

- Submitted, May 24, 2004 

Richmond

Chesapeake Bank of Maryland, Baltimore, Maryland -- report on competitive factors of 

the proposed merger with CB Stock Interim Bank.

- Submitted, May 24, 2004 

Richmond

(AC) = Addition or Correction Delegated - Page 3 of 5
H.2 Actions under delegated authority May 23, 2004 to May 29, 2004

Competitive Factors Reports

City National Bank of New Jersey, Newark, New Jersey -- report on competitive factors 

of the proposed acquisition of certain deposit liabilities of Prudential Bank and Trust, 

FSB, Hartford, Connecticut.

- Submitted, May 26, 2004 

New York

Colonial Bank, National Association, Montgomery, Alabama -- reports on competitive 

factors of the proposed purchase of assets and assumption of liabilities of a branch of 

Union State Bank, Pell City, and of three branches of Premier Community Bank of South 

Florida, Fort Lauderdale, Florida.

- Submitted, May 25, 2004 

Atlanta

First American International Bank, Brooklyn, New York -- report on competitive factors 

of the proposed merger with First American Interim Bank.

- Submitted, May 27, 2004 

New York

Royal Oaks Bank, SSB, Houston, Texas -- report on competitive factors of the 

proposed merger with Royal Oaks Interim Bank, SSB.

- Submitted, May 26, 2004 

Dallas

Whitney National Bank, New Orleans, Louisiana -- report on competitive factors of the 

proposed merger with Madison Bank, Palm Harbor, Florida.

- Submitted, May 25, 2004 

Atlanta

Extensions Of Time

Blairstown Bancorp, Inc., Blairstown, Iowa -- extension to September 19, 2004, to 

engage de novo in extending credit and servicing loans.

- Granted, May 25, 2004 

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 5
H.2 Actions under delegated authority May 23, 2004 to May 29, 2004

Extensions Of Time

Dacotah Bank, Aberdeen, South Dakota -- extension to May 28, 2005, to establish a 

branch at 125 Main Street, Rapid City.

- Granted, May 28, 2004 

Minneapolis

S&T Bancorp, Inc., Indiana, Pennsylvania -- extension to August 25, 2004, to acquire 

shares of IBT Bancorp, Inc., Irwin, and CBT Financial Corp., Clearfield.

- Granted, May 25, 2004 

Cleveland

Financial Holding Companies

Buerge Bancshares, Inc., Joplin, Missouri -- election to become a financial holding 

company.

- Effective, May 28, 2004 

Kansas City

First Oak Brook Bancshares, Inc., Oak Brook, Illinois -- election to become a financial 

holding company.

- Effective, May 26, 2004 

Chicago

Membership

River City Bank, Mechanicsville, Virginia -- to become a member of the Federal Reserve 

System.

- Approved, May 26, 2004 

Richmond

(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, May 29, 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)(3)/3(a)(5) The Royal Bank of Scotland Group plc, The Royal Bank of 

Scotland plc, and RBSG International Holdings Ltd., all of 

Edinburgh, Scotland and Citizens Financial Group, Inc., 

Providence, Rhode Island (CFG) - to acquire Charter One 

Financial, Inc. (Charter One Financial) and Charter One Bank, 

National Association, both of Cleveland, Ohio and to merge 

Charter One Financial with and into (CFG)

Newspaper – 06/14/2004

Fed Reg – 06/17/2004

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

Section IV – Applications not subject to Federal Registe r 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, May 29, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Manufacturers and Traders Trust Company, Buffalo, New York,

to establish a seasonal-use limited branch office at Shippensburg

University of Pennsylvania, Shippensburg, Pennsylvania.

Newspaper – 06/07/2004

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, May 29, 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 3rd Quarter of 2004

Institution Location

First Penn Bank Philadelphia

The inclusion on the list of institutions that are scheduled to undergo CRA examinations in the next calendar 

quarter is not determinative of whether the institution will be examined in that quarter. Reserve Banks may need 

to defer a planned examination or conduct an unforeseen examination because of scheduling difficulties or other 

circumstances.
District 4

Federal Reserve Bank of Cleveland

Applications and notifications filed during the week ending Saturday, May 29, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

*18(c) & *Branch Community First Bank & Trust, Celina, Ohio, to merge with 

Indiana Lawrence Bank, North Manchester, IN and The Clyde 

Savings Bank, Clyde, OH pursuant to Section 18(c) of the 

Federal Deposit Insurance Act and incident thereto establish 

branches pursuant to Section 9 of the Federal Reserve Act.

Newspaper – 06/09/2004

*Branch Fifth Third Bank, Grand Rapids, MI to establish a branch at 

8430 Windfall Lane, Camby, IN.

Newspaper – 05/08/2004

*Branch Fifth Third Bank, Cincinnati, OH to establish a branch at 

Broadview Road and Royalton Road, Broadview Hts., OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH to establish a branch at 5067 

Portage Street, N.W., North Canton, OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH to establish a branch at 15530 

South Telegraph Road, Monroe, MI.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH to establish a branch at 3739 

Navarre Avenue, Oregon, OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH to establish a branch at West 

Garfield Road and South Bissell Road, Aurora, OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH to establish a branch at the 

northeast corner of State Route 747 and Union Center 

Boulevard, West Chester, OH.

Newspaper – 05/22/2004

*Branch Fifth Third Bank, Cincinnati, OH to establish a branch at the 

southeast corner of Snow Road and Delores Boulevard, Brook 

Park, OH.

Newspaper – 05/22/2004

*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)(1) & 3(a)(5) Camco Financial Corporation, Cambridge, Ohio, to become a 

bank holding company by acquiring 100 percent of London 

Financial Corporation and its wholly-owned subsidiary, The 

Citizens Bank of London, both of London, Ohio.

Newspaper – N/Avail

Fed Reg – 06/18/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

CIC Notice of Change in Bank Control by Susan Neff, Robert Neff, 

Ryan Neff, Heather Neff and Jennifer Neff-Markwell 

(collectively known as the "Neff Family") of their intent to 

retain control of 25 percent or more of the outstanding shares of 

The Citizens Bancorp, Morehead, Kentucky.

Newspaper – 05/17/2004

Fed Reg – 05/19/2004

CIC Notice by the Elder Group and Deborah Bagenstose, Columbus, 

Ohio, to retain control of Empire Bancshares, Inc., Hicksville, 

Ohio.

Newspaper – 06/15/2004

Fed Reg – 05/18/2004

CIC Notice of Change in Control filed by The Dlesk Family (Rosalie 

J. Dlesk and Sylvan J. Dlesk and Randall Dlesk and Jane Dlesk), 

Wheeling, WV of their intent to acquire an additional 9,000 

voting shares of First West Virginia Bancorp, Inc., Wheeling, 

WV and increase their ownership position to 161,442 shares or 

10.56% of the total shares outstanding.

Newspaper – 05/20/2004

Fed Reg – 06/01/2004

*3(a)(5) Huntington Bancshares Incorporated, Columbus, Ohio, to 

acquire Unizan Financial Corp., Canton, Ohio.

Newspaper – 04/28/2004

Fed Reg – 04/23/2004

*3(a)(5), 4(c)(8) National City Corporation, Cleveland, Ohio, to acquire 100 

percent of Provident Financial Group, Inc., Cincinnati, Ohio, 

and thereby indirectly acquire Provident Bank, Cincinnati, Ohio.

Newspaper – 03/22/2004

Fed Reg – 03/19/2004

*18(c), *3(a)(5) &

*Branch

Sky Financial Group, Inc., Bowling Green, Ohio, to acquire 

Second Bancorp, Inc., Warren, Ohio.

Newspaper – 04/26/2004

Fed Reg – 04/26/2004

*18(c), *4(c)(8) &

*Branch

Wesbanco, Inc., and WFCO, Inc., both of Wheeling, WV to 

acquire Western Ohio Financial Corporation, Springfield, OH 

and its subsidiary, Cornerstone Bank, Springfield, OH pursuant 

to Section 4(c)(8) of the Bank Holding Company Act and 

Wesbanco Bank, Wheeling, WV to merge with Cornerstone 

Bank, pursuant to Section 18(c) of the Federal Deposit Insurance 

Act and incident thereto establish branch facilities pursuant to 

Section 9 of the Federal Reserve Act.

Newspaper – 06/17/2004

Fed Reg – 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

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, May 29, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Virginia Commerce Bank, Arlington, Virginia, to establish a 

branch at 7901 Richmond Highway, Alexandria, Virginia.*

Newspaper – 06/07/2004

Branch CapitalBank, Greenwood, South Carolina, to establish a branch 

drive-through facility at 536 West Greenwood Street, Abbeville, 

South Carolina.*

Newspaper – 06/07/2004

18(c) Southern Community Bank and Trust, Winston-Salem, North 

Carolina, to merge with The Community Bank, Pilot Mountain, 

North Carolina.*

Newspaper – 06/16/2004

*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

4(c)(8) First Community Corporation, Lexington, South Carolina, to 

acquire 100% of the voting shares of DutchFork Bancshares, 

Inc., Newberry South Carolina.*

Fed Reg – 06/28/2004 

Newspaper – 06/27/2004

*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

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

831727 Second Bank & Trust 

102 South Main Street

Culpeper, Virginia 22701-3028

03/08/2004 05/23/2004 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, May 29, 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 4904 Tamiami Trail East, Naples, Florida, to be 

known as the Hammock Cove Branch.*

Newspaper – 06/08/2004

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

located at 1042 Glenbrook Way, Hendersonville, Tennessee, to 

be known as the Glenbrook Branch.*

Newspaper – N/Avail

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

branch to service the Citrus, Hernando, Levy, and Pasco 

Counties, Florida.*

Newspaper – 05/28/2004

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

located at 1299 Industrial Drive, Crestview, Florida.*

Newspaper – N/Avail

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

located at 2601 Ridge Road, Rockwall, Texas.*

Newspaper – N/Avail

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

located at 6244 University Drive, Huntsville, Alabama.*

Newspaper – 06/02/2004

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

located at 812 Providence Road, Brandon, Florida.*

Newspaper – 06/02/2004

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

located at Goodman Road and Elmore Road, Southhaven, 

Mississippi.*

Newspaper – 06/02/2004

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

located at Moore’s Lane at West Gate Commons, Brentwood, 

Tennessee.*

Newspaper – 06/02/2004

*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) NSB Holdings, Inc., Macon, Georgia, to become a bank holding 

company by acquiring 100 percent of the outstanding shares of 

New Southern Bank, Macon, Georgia.*

Newspaper – 05/17/2004

Fed Reg – 06/03/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(1) Piedmont Bancshares, Inc., Atlanta, Georgia, to become a bank 

holding company by acquiring 100 percent of the outstanding 

shares of Piedmont Bank of Georgia, Atlanta, Georgia.*

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

4(c)(8) Commercial Capital Corp., DeKalb, Mississippi, to engage in 

insurance agency activities, through its subsidiary, Southern 

Insurance Marketers, Inc., DeKalb, Mississippi.

Fed Reg – N/Avail

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

11837 The Farmers Bank

Post Office Box 301

Union Point, Georgia 30669

(706) 486-4121

02/02/2004 05/26/2004 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, May 29, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Citizens Bank, Flint, Michigan, to establish a branch facility to 

be located at 28001 Cabot Drive, Novi, Michigan.*

Newspaper – N/Avail

Branch Midwest Bank and Trust Company, Elmwood Park, Illinois, to 

establish branch facilities to be located at 239-45 Addison Road, 

Addison, Illinois, and 1441 Waukegan Road, Glenview, 

Illinois.*

Newspaper – 06/08/2004

Branch Southwest Bank of St. Louis, St. Louis, Missouri, to establish a 

branch facility to be located at 10923 Olive Boulevard, Creve 

Coeur, Missouri.*

Newspaper – N/Avail

* 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, and First California 

Southern Bancorp, Escondido, California , to acquire 51 percent 

of the voting shares of Point Loma Community Bank (in 

organization), San Diego, California.*

Fed Reg – 06/17/2004

Newspaper – N/Avail

CIC Notice by Darin J. Johnson, Sutherland, Iowa, to gain control of 

Old O'Brien Banc Shares,Inc., Sutherland,Iowa, and thereby 

indirectly Security State Bank, Sutherland, Iowa, and Hawarden 

Banking Company, Hawarden, Iowa.

Fed Reg – 05/26/2004

Newspaper – N/Avail

3(a)(3) Parkway Bancorp, Inc., Harwood Heights, Illinois, to acquire 

100 percent of the voting shares of United Arizona Bank, 

National Association, Cave Creek, Arizona.*

Fed Reg – 06/07/2004

Newspaper – N/Avail

CIC Notice by Paul E. Menzel, Hartland, Wisconsin, to retain 19.32 

percent of Ridgestone Financial Services, Inc., Brookfield, 

Wisconsin, and thereby indirectly control Ridgestone Bank, 

Brookfield, Wisconsin.

Fed Reg – 06/03/2004

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

Type Application

Ending date of

comment period

CIC Notice by Mark Bradley Richardson, Thetford, Vermont, and 

Kimberly Ann Richardson, Atlanta, Georgia, to acquire control 

of Wellington Bancorp, Inc., Springfield, Illinois, and thereby 

indirectly acquire Community Bank, Hoopeston, Illinois.

Fed Reg – 06/16/2004

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

4(c)(8) Hasten Bancshares, Inc., Indianapolis, Indiana, proposes to 

engage de novo in extending credit and servicing loans.

Fed Reg – 06/16/2004

4(c)(8) Irwin Financial Corporation, Columbus, Indiana, proposes to 

acquire 51 percent ownership interest in Waterway Financial, 

LLC, Grandville, Michigan, through its indirect subsidiary Irwin 

Mortgage Corporation, and thereby engage in mortgage 

origination and mortgage brokering activities.

Fed Reg – N/Avail

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

Type Application

Reg K The Northern Trust Company, Chicago, Illinois, and Northern 

Trust Global Services Limited, London, England, proposes to 

establish a foreign branch to be located in Luxembourg, 

Luxembourg.
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

653648 First American Bank

1207 Central Ave.

Fort Dodge, Iowa 50501

(515) 573-1956

10/20/2003 05/24/2004 S X

983448 M&I Marshall & Ilsley Bank

770 N. Water St.

Milwaukee, Wisconsin 53202

(414) 765-7856

08/11/2003 05/27/2004 O X

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, May 29, 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

CIC Notice by the Amy Golden McCay Children's Trust, Little Rock, 

Arkansas, with Amy Golden McCay as trustee, and the Alex 

Golden Children's Trust, Little Rock, Arkansas, with Alexander 

P. Golden IV as trustee, to retain their existing ownership of 

ACME Holding Company, Inc., Mulberry, Arkansas, and 

thereby become members of the Golden Family control group. 

The Golden Family control group consists of the aforementioned 

trusts, Amy Golden McCay, Alexander P. Golden IV, and 

Alexander P. Golden III, all of Little Rock, Arkansas. The 

Golden Family group's aggregate ownership will remain at 43.29 

percent.

Newspaper – 06/10/2004

Fed Reg – 06/15/2004

* 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 Fede ral 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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, May 29, 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

CIC Charles Dale Shonkwiler, Hamilton, Montana, to acquire control 

of Ravalli County Bankshares, Inc., Hamilton, Montana, and 

thereby indirectly acquire control of Ravalli County Bank, 

Hamilton, Montana, and West One Bank Kalispell, Montana.

Fed Reg – N/Avail

Newspaper – N/Avail

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

685555 Community Bank, Inc., 

Ronan, Montana

02/09/2004 05/24/2004 O X

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, May 29, 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)(3) Mabrey Bancorporation, Inc., Okmulgee, Oklahoma, to acquire 

an additional 51.2 percent, for a total of 100 percent of the 

voting shares of CSB, Inc., Bixby, Oklahoma, parent of Citizens 

Security Bancshares, Inc., and Citizens Security Bank & Trust 

Company, both in Bixby, Oklahoma.

Newspaper – 06/25/2004

Fed Reg – 06/25/2004

CIC Notice by Cass S. Young, Hugoton, Kansas, as co-trustee of the 

Young Family Trust; Dennis L. Rowland, Montrose, Colorado, 

as successor special appointee of the Young Family Trust; Craig 

D. Young, Wichita, Kansas, as co-trustee of the Young Family 

Trust and the Mary F. Young Trust, to acquire control of 

Hugoton Bancshares, Inc., parent of Citizens State Bank, both in 

Hugoton, Kansas.

Newspaper – N/Avail

Fed Reg – 06/17/2004

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 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, May 29, 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) Sovereign Bancshares, Inc., Dallas, TX, to acquire Sovereign 

Bank, N.A., Irving, TX (de novo)*

Fed Reg – 06/25/2004

Newspaper – 06/20/2004

*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

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, May 29, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Business Bank of Nevada, Las Vegas, Nevada, to establish a 

branch facility at 6518 South McCarran Boulevard, Reno, 

Nevada.*

Newspaper – 06/07/2004

* 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) BNP Paribas, Paris, France, and BancWest Corporation, 

Honolulu, Hawaii, to acquire 100 percent of USDB Bancorp, 

Stockton, California, and its wholly-owned subsidiary, Union 

Safe Deposit Bank, Stockton, California.*

Newspaper – N/Avail

Fed Reg – 07/01/2004

3(a)(3) Eggemeyer Advisory Corp., WJR Corp., Castle Creek Capital 

LLC, Castle Creek Capital Partners Fund I, LP, Castle Creek 

Capital Partners Fund IIa, LP, and Castle Creek Capital Partners 

Fund IIb, LP, all of Rancho Santa Fe, California, on an 

aggregate basis, directly and indirectly acquire up to 35 percent 

of State National Bancshares, Inc., Lubbock, Texas, and 

indirectly acquire Mercantile Bank Texas, Fort Worth, Texas; 

and 2) State National Bancshares, Inc., Lubbock, Texas, to 

acquire 100 percent of Mercantile Bank Texas, Fort Worth, 

Texas.*

Newspaper – 06/30/2004

Fed Reg – 06/25/2004

3(a)(3) WJR Corp., Eggemeyer Advisory Corp., Castle Creek Capital 

LLC, Castle Creek Capital Partners Fund I, LP, Castle Creek 

Capital Partners Fund IIa, LP, and Castle Creek Capital Partners 

Fund IIb, LP, all of Rancho Santa Fe, California, on an 

aggregate basis, directly and indirectly acquire up to 35 percent 

of State National Bancshares, Inc., Lubbock, Texas, and 

indirectly acquire Mercantile Bank Texas, Fort Worth, Texas; 

and 2) State National Bancshares, Inc., Lubbock, Texas, to 

acquire 100 percent of Mercantile Bank Texas, Fort Worth, 

Texas.*

Newspaper – 06/30/2004

Fed Reg – 06/25/2004

* 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

Investment Silicon Valley Bank, Santa Clara, California (“SVB”), to 

establish an Agreement Corporation, SVB Global Financial, 

Inc., Santa Clara, California (“SVB Global”), and to invest 

through SVB Global in SVB Technology Capital, Ltd., London, 

England, and SVB India Advisors Private Ltd., Bangalore, India.

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

496171 Farmers & Merchants Bank of 

 Rockford

25 North Mullan Road

Spokane Valley, Washington 99206

(509) 921-2265

02/02/2004 05/25/2004 S X

The above listing has been prepared as a courtesy by the Federal Reserve Bank of San Francisco, and is not 

intended to replace formal notices required by statute or regulation; the Reserve Bank assumes no responsibility 

for errors or omissions.
Section VI – CRA examinations scheduled for Quarter of

Institution Location

None