Federal Reserve Release 

H.2 

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received 

No. 51

Week Ending December 22, 2001

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions December 16, 2001 to December 22, 2001 

Bank Branches, Domestic 

The Annapolis Banking and Trust Company, Annapolis, Maryland -- to establish a 

courier service for non-cash deposits from business customers in Anne Arundel 

County. 

- Approved, December 21, 2001 

Bank Holding Companies 

Independence Bancshares, Independence, Iowa -- to acquire Fairbank Bancshares 

Corp., Fairbank, and Fairbank State Bank. 

- Approved, December 21, 2001 

Wells Fargo & Company, San Francisco, California -- to acquire Texas Financial 

Bancorporation, Inc., Minneapolis, Minnesota, and certain subsidiaries, and to 

acquire certain subsidiaries of Marquette Bancshares, Inc., including Marquette 

Financial Group, Inc. and Marquette Bank, N.A., Rogers. 

- Approved, December 20, 2001 

Bank Mergers 

SunTrust Bank, Atlanta, Georgia -- to acquire the Florida operations of The 

Huntington National Bank, Columbus, Ohio, and thereby establish branches. 

- Approved, December 17, 2001 

Board Operations 

Board -- budgets for 2002-2003. 

- Approved, December 19, 2001 

Office of Inspector General -- budget for 2002-2003. 

- Approved, December 19, 2001 

Legislation 

Check Truncation Act -- proposed legislation and analysis for submission to 

Congress. 

- Approved, December 14, 2001 (AC) 

Reserve Bank Operations 

Federal Reserve Bank Budgets -- budgets for 2002. 

- Approved, December 19, 2001 

(AC) = Addition or Correction Board - Page 1 of 1 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

BS&R 

C&CA 

FOMC 

Banking Supervision and Regulation 

Consumer and Community Affairs 

Federal Open Market Committee 

RBOPS 

IF 

OSDM 

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

Bank Branches, Domestic 

Kansas City 

Bank of Bennington, Bennington, Nebraska -- to establish a branch at 15645 Spaulding 

Street, Omaha. 

- Approved, December 19, 2001 

San Francisco 

First Community Bank of the Desert, Indian Wells, California -- to establish a branch at 

80111 Avenue 52, La Quinta. 

- Approved, December 19, 2001 

New York 

HSBC Bank USA, Buffalo, New York -- to establish a branch at Courtney Drive and 

Pittsford Palmyra Road, Monroe County. 

- Approved, December 21, 2001 

New York 

Peapack-Gladstone Bank, Gladstone, New Jersey -- to establish a branch at 189 Center 

Street, Clinton. 

- Approved, December 19, 2001 

Secretary 

RBC Centura Bank, Rocky Mount, North Carolina -- to establish a branch at 804 Green 

Valley Road, Greensboro. 

- Approved, December 19, 2001 

Bank Holding Companies 

Chicago 

Bancshares Holding Corp., Downers Grove, Illinois -- to become a bank holding 

company through the acquisition of The Bank of Commerce. 

- Approved, December 20, 2001 

(AC) = Addition or Correction Delegated - Page 1 of 8 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

Bank Holding Companies 

Atlanta 

Cavalry Bancorp, Inc., Murfreesboro, Tennessee -- to become a bank holding company 

through the acquisition of Cavalry Banking, and for Cavalry Banking to become a 

member of the Federal Reserve System. 

- Approved, December 19, 2001 

Kansas City 

Central Financial Corporation, Hutchinson, Kansas -- to increase its ownership of 

NorthStar Bancshares, Inc., Kansas City, Missouri. 

- Approved, December 21, 2001 

Dallas 

Central Texas Bankshare Holdings, Inc., Columbus, Texas, and Colorado County 

Investment Holdings, Inc., Wilmington, Delaware -- to acquire Hill Bancshares Holdings, 

Inc., Weimar, Texas, Hill Bank and Trust Company, and Hill Bancshares, Inc., 

Wilmington, Delaware. 

- Approved, December 18, 2001 

Chicago 

CFB Holding Company, Clinton, Iowa -- to become a bank holding company through 

the acquisition of Citizens First Bank. 

- Approved, December 19, 2001 

St. Louis 

Community First Financial Group, Inc., Corydon, Indiana -- to acquire Harrington Bank, 

Chapel Hill, North Carolina. 

- Approved, December 17, 2001 

St. Louis 

Community State Bancshares, Inc., Bradley, Arkansas -- to become a bank holding 

company through the acquisition of The Bradley Corporation and The Bank of Bradley, 

and to merge with The Bradley Corporation. 

- Approved, December 20, 2001 

(AC) = Addition or Correction Delegated - Page 2 of 8 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

Bank Holding Companies 

Secretary 

Community Trust Bancorp, Pikeville, Kentucky -- to acquire Citizens National Bank & 

Trust of Hazard, Hazard. 

- Approved, December 19, 2001 

Minneapolis 

Credit Riviere Bancorporation, Inc., Austin, Texas -- to become a bank holding company 

through the acquisition of First State Bank of Sinai, Sinai, South Dakota. 

- Withdrawn, December 18, 2001 

Kansas City 

GN Bankshares, Inc., Girard, Kansas, and Girard National Bank -- waiver of 

applications in connection with the acquisition of Kansas State Bank, Holton. 

- Granted, December 20, 2001 

Chicago 

Irwin Financial Corporation, Columbus, Indiana -- to establish Irwin Residual Holdings 

Corporation and Irwin Residual Holdings Corporation II to hold certain interests from 

securitizations and to engage in home equity-related activities. 

- Withdrawn, December 20, 2001 

Dallas 

Krum Bancshares, Inc., Krum, Texas, and Krum Bancshares of Delaware, Inc., Dover, 

Delaware -- for Krum Bancshares of Delaware, Inc. to become a bank holding company 

through the acquisition of Farmers and Merchants State Bank, Krum; and for Krum 

Bancshares, Inc. to become a bank holding company through the acquisition of both 

institutions. 

- Approved, December 19, 2001 

New York 

Landesbank Baden-Wurttemberg, State of Baden-Wurttemberg, Germany, and 

Sparkassenverband Baden-Wurttemberg -- to acquire shares of BadenWurttembergische Bank AG and BW Capital Markets, Inc., New York, New York, and 

thereby engage in extending credit and servicing loans. 

- Approved, December 20, 2001 

(AC) = Addition or Correction Delegated - Page 3 of 8 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

Bank Holding Companies 

Atlanta 

Marion County Bancshares, Inc., Hamilton, Alabama -- to merge with Triangle 

Bancorporation, Carbon Hill, and thereby acquire Bank of Carbon Hill; Bank of Berry, 

Berry; and Bank of Parrish, Parrish. 

- Withdrawn, December 20, 2001 

Kansas City 

Meader Insurance Agency, Inc., Waverly, Kansas -- to retain Waverly Insurance 

Agency, Inc., and thereby engage in general insurance activities in a town with a 

population of less than 5,000. 

- Approved, December 20, 2001 

Chicago 

Midwest Banc Holdings, Inc., Melrose Park, Illinois -- to purchase through its subsidiary, 

Midwest Financial and Investment Services, Inc., Elmwood Park, the assets of Service 

1st Financial Corporation, and thereby engage in securities brokerage activities. 

- Approved, December 19, 2001 

Atlanta 

Morton Bancorp, Inc., Morton, Mississippi -- to become a bank holding company 

through the acquisition of Bank of Morton. 

- Withdrawn, December 21, 2001 

Secretary 

Northern Trust Corporation, Chicago, Illinois, and Northern Trust Global Advisors, Inc., 

Stamford, Connecticut -- to act as a commodity pool operator. 

- Approved, December 21, 2001 

Minneapolis 

Peoples State Bancorp, Inc., Munising, Michigan -- to become a bank holding company 

through the acquisition of Peoples State Bank of Munising. 

- Returned, December 17, 2001 

Chicago 

Premier Holdings, Ltd., Rock Valley, Iowa -- to become a bank holding company 

through the acquisition of Premier Bank. 

- Approved, December 17, 2001 

(AC) = Addition or Correction Delegated - Page 4 of 8 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

Bank Holding Companies 

San Francisco 

Siuslaw Financial Group, Inc., Florence, Oregon -- to become a bank holding company 

through a corporate reorganization involving Siuslaw Valley Bank, and election to become 

a financial holding company. 

- Approved, December 20, 2001 

Minneapolis 

United Bancor, Ltd., Dickinson, North Dakota -- to acquire Bismarck Bancshares, Inc., 

Bismarck. 

- Approved, December 21, 2001 

Banks, Foreign 

Director, BS&R 

Caixa de Aforros de Vigo, Ourense e Pontevedra, Vigo, Spain -- to establish an agency 

in Miami, Florida. 

- Approved, December 20, 2001 

General Counsel 

Nordea AB (publ), Helsinki, Finland, and Merita Bank plc -- request to file an 

application under Regulation K after a "demerger." 

- Approved, December 20, 2001 

General Counsel 

United Overseas Bank Limited, Singapore -- waiver of application to establish branches 

in New York, New York, and Los Angeles, California, as a result of the merger with 

Overseas Union Bank Limited, Singapore. 

- Granted, December 19, 2001 

Banks, State Member 

Cleveland 

Fifth Third Bank, Cincinnati, Ohio -- to acquire a financial subsidiary, Fifth Third 

Securities, Inc. 

- Approved, December 20, 2001 

(AC) = Addition or Correction Delegated - Page 5 of 8 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

Change In Bank Control 

Boston 

Falmouth Bancorp, Inc., Falmouth, Massachusetts -- change in bank control. 

- Withdrawn, December 19, 2001 

Competitive Factors Reports 

Dallas 

Century Bank, N.A., New Boston, Texas -- report on competitive factors of the 

proposed merger with Century Bank-Arkansas, Texarkana, Texas 

- Submitted, December 19, 2001 

Dallas 

Commercial State Bank, Andrews, Texas -- report on competitive factors of the 

proposed merger with Interim Business Corp. 

- Submitted, December 19, 2001 

San Francisco 

Community Bank of Arizona, Wickenburg, Arizona -- report on competitive factors of 

the proposed purchase of assets and assumption of liabilities of the Phoenix branch of 

Community First National Bank, Fargo, North Dakota. 

- Submitted, December 20, 2001 

Kansas City 

Girard National Bank, Girard, Kansas -- report on competitive factors of the proposed 

merger with Kansas State Bank, Holton. 

- Submitted, December 20, 2001 

New York 

Hudson River Bank & Trust Company, Hudson, New York -- report on competitive 

factors of the proposed merger with Mohawk Community Bank, Amsterdam. 

- Submitted, December 21, 2001 

Philadelphia 

The Peoples State Bank, East Berlin, Pennsylvania -- report on competitive factors of the 

proposed purchase of assets and assumption of liabilities of Community Bank, N.A., 

Millersburg. 

- Submitted, December 18, 2001 

(AC) = Addition or Correction Delegated - Page 6 of 8 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

Competitive Factors Reports 

New York 

Wilber National Bank, Oneonta, New York -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain liabilities of the Norwich 

branch of NBT Bank, Norwich. 

- Submitted, December 17, 2001 

Extensions Of Time 

Atlanta 

Compass Bank, Birmingham, Alabama -- extension to December 18, 2002, to establish a 

branch in the Albertson's store at North McClintock Drive and West Ray Road, 

Chandler, Arizona. 

- Granted, December 17, 2001 

Kansas City 

Howard County Land and Cattle Company, Saint Paul, Nebraska -- extension to March 

20, 2002, to acquire shares of Citizens National Bank, Loup City, a de novo bank. 

- Granted, December 18, 2001 

Atlanta 

Kensington Bankshares, Inc., Spring Hill, Florida -- extension to April 19, 2002, to 

become a bank holding company through the acquisition of First Kensington Bank. 

- Granted, December 17, 2001 

Financial Holding Companies 

St. Louis 

Banterra Corp, Eldorado, Illinois -- election to become a financial holding company. 

- Effective, December 20, 2001 

Director, BS&R 

Caixa de Aforros de Vigo, Ourense e Pontevedra, Vigo, Spain -- election to be treated 

as a financial holding company on establishment of an agency in Miami, Florida. 

- Effective, December 20, 2001 

(AC) = Addition or Correction Delegated - Page 7 of 8 
H.2 Actions under delegated authority December 16, 2001 to December 22, 2001 

Financial Holding Companies 

St. Louis 

Mid-Missouri Bancshares, Inc., Springfield, Missouri -- election to become a financial 

holding company. 

- Effective, December 19, 2001 

Cleveland 

Pittsburgh Financial Corporation, Wexford, Pennsylvania -- election to become a financial 

holding company. 

- Effective, December 20, 2001 

International Operations 

Director, BS&R 

JPMorgan Chase Bank, New York, New York -- waiver of remainder of notification 

period to invest in the Tokyo branch of J.P. Morgan Securities Asia Private Limited, 

Singapore. 

- Granted, December 17, 2001 

Director, BS&R 

KeyBank National Association, Cleveland, Ohio -- to establish KRM Holdings, Inc. as 

an agreement corporation, and for KRM Holdings to invest in KRM Leasing, Inc., a 

Bermuda subsidiary. 

- Approved, December 20, 2001 

Membership 

Atlanta 

United Bank of the Gulf Coast, Sarasota, Florida -- membership in the Federal Reserve 

System. 

- Approved, December 19, 2001 

Regulations And Policies 

Director, C&CA 

Regulation C -- increase in the asset-size exemption threshold for depository institutions 

data collection requirements under the Home Mortgage Disclosure Act. 

- Approved, December 18, 2001 

(AC) = Addition or Correction Delegated - Page 8 of 8 
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

FBBR-RB Dresdner Bank, Aktiengesellschaft, Frankfurt, Germany to Newspaper- N/Avail 

establish an additional branch in New York, New York. 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

3(a) 3 Trustco Bank Corp, Glenville, New York to purchase up to 01/20/01 

9.9 percent of Troy Financial Corp 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for First Quarter of 2002 

Institution Location 

None 
District 3

Federal Reserve Bank of Philadelphia

Applications and notifications filed during the week ending Saturday, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch AmeriServ Financial Bank, Johnstown, PA, to establish a branch 12/26/2001 

office located at 87 Logan Boulevard, Altoona, PA. 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

3(a)(1) Received application on 12/18/2001 from Signature Bancorp, Fed. Reg. – 01/18/2002 

Inc., Toledo, OH to acquire Signature Bank, National 

Association, Toledo, OH.* 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch The Middleburg Bank, Middleburg, Virginia, to establish Newspaper - 12/22/2001 

a branch at 211 Fort Evans Road, NE, Leesburg, Virginia.* 

*Subject to the provisions of the Community Reinvestment Act. 

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

Ending date of 

Type Application comment period 

3(a)(3) First Charter Corporation, Charlotte, North Carolina, to Fed Reg - 01/11/2002 

acquire 5.32% of the voting securities of Catawba Valley Newspaper - 12/27/2001 

Bankshares, Inc., Hickory, North Carolina.* 

*Subject to the provisions of the Community Reinvestment Act. 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

933425 Farmers Bank of Maryland 

5 Church Circle 

Annapolis, Maryland 21401 

1017528 First Vantage Bank/Tri-Cities 

3000 Lee Highway 

Bristol, Virginia 24202 

679125 First Virginia Bank 

6400 Arlington Boulevard 

Falls Church, Virginia 22042 

832920 First Virginia Bank - Hampton Roads 

555 Main Street 

Norfolk, Virginia 

161527 First Virginia Bank - Colonial 

700 East Main Street 

Richmond, Virginia 23219 

208329 First Virginia Bank - Southwest 

601 South Jefferson Street 

Roanoke, Virginia 24011 

624826 First Virginia Bank - Blue Ridge 

125 North Central Avenue 

Staunton, Virginia 24402 

07/09/2001 12/21/2001 S X 

07/09/2001 12/21/2001 S X 

07/09/2001 12/21/2001 S X 

07/09/2001 12/21/2001 S X 

07/09/2001 12/21/2001 S X 

07/09/2001 12/21/2001 S X 

07/09/2001 12/21/2001 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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

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

located at the corner of Orange Grove Boulevard and Hancock 

Bridge Parkway, North Fort Myers, Florida, to be known as the 

North Fort Myers Office. 

12/21/2001*

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

located at Murdock Circle, Port Charlotte, Florida, to be known 

as the Murdock Office. 

12/21/2001*

*Subject to provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

3(a)(5) South Alabama Bancorporation, Inc., Mobile, Alabama, to merge with 

Gulf Coast Community Bancshares, Inc., and thereby acquire its 

subsidiary, Wewahitchka State Bank, both of Wewahitchka, Florida. 

CIC After-the-fact notification filed by the Oscar W. Roberts, Jr. family 

group, including the Estate of Oscar W. Roberts, Jr., Louise T. 

Roberts, Antoinette Roberts Goodrich, Heather Roberts, Oscar W. 

Roberts, III, Helen T. Roberts, Alfred F. Goodrich, Bonita J. Roberts, 

Oscar W. Roberts, IV, and Eleanor R. Goodrich to retain their 

aggregate 11.92 percent of the outstanding shares of WGNB Corp., 

and its subsidiary, West Georgia National Bank of Carrollton, both of 

Carrollton, Georgia. 

CIC After-the-fact notification filed by the H.W. Richards family group, 

including the Estate of H.W. Richards, Thomas T. Richards, J. Patrick 

Malloy, Sally A. Bobick, Mary A. Maierhoffer, Cornelia S. Richards, 

Margaret R. Bass, Cornelia L. Richards, Margaret R. Bass Trust, and 

Cornelia L. Richards Trust, to retain their aggregate 15.23 percent of 

the outstanding shares of WGNB Corp., and its subsidiary, West 

Georgia National Bank of Carrollton, both of Carrollton, Georgia. 

N/Avail* 

N/Avail* 

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

Ending date of 

Type Application comment period 

CIC After-the-fact notification filed by the Joe Whit Walker family group, N/Avail* 

including Joe Whit Walker, Jan W. Walker, Katherine M. Chewning, 

Nicholas C. Walker, Katherine R. Walker, Wanda W. Calhoun, 

Madeline A. Chewning, Whitney L. Walker, Greg W. Walker, H. 

Frederick Walker, and Ross A. Chewning to retain their aggregate 

14.16 percent of the outstanding shares of WGNB Corp., and its 

subsidiary, West Georgia National Bank of Carrollton, both of 

Carrollton, Georgia. 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18C Comerica Bank-California, San Jose, California, for prior 

approval to purchase certain assets and assume certain liabilities 

of Progress Bank, Blue Bell, Pennsylvania.* 

Newspaper – 12/21/2001 

Branch Hinsdale Bank & Trust Company, Hinsdale, Illinois, for prior 

approval to establish a branch at 17 E. Burlington Avenue, 

Riverside, Illinois.* 

Newspaper – 01/07/2002 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

3(a)(1) Bancshares Holding Corp., Downers Grove, Illinois, for prior 

approval to become a bank holding company through the 

acquisition of 100 percent of the voting shares of The Bank of 

Commerce, Downers Grove, Illinois* 

Fed Reg – 12/17/2001 

Newspaper – 12/14/2001 

Notification by CoVest Bancshares, Inc. Employee Stock 

Ownership Plan Trust, Paul A. Larsen, James L. Roberts and 

Barbara A. Buscemi, Trustees, of a Change in Control of CoVest 

Bancshares, Inc., Des Plaines, Illinois. 

Fed Reg – N/Avail 

Newspaper – N/Avail 

4(c)(8) FBOP Corporation, Oak Park, Illinois, for prior approval to 

acquire 100 percent of the voting shares of Bank Plus 

Corporation, Los Angeles, California and thereby indirectly 

acquire Fidelity Federal Bank, FSB, Glendale, California and 

thereby engage in operating a savings and loan association and 

to acquire Gateway Investment Services, Inc., Los Angeles, 

California and thereby engage in securities brokerage activities.* 

Fed Reg – 12/27/2001 

Newspaper – 10/08/2001 

4(c)(8) First Mutual of Richmond, Inc., Richmond, Indiana and 

Richmond Mutual Bancorporaiton, Inc., Richmond, Indiana, for 

prior approval to acquire 100 percent of the voting shares of 

AmTrust Capital Corp., Peru, Indiana and thereby indirectly 

acquire American Trust Federal Savings Bank, Peru, Indiana 

and Indiana Financial Service Corporation, Peru, Indiana.* 

Fed Reg – 01/14/2002 

Newspaper – N/Avail 

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

Ending date of 

Type Application comment period 

3(a)(5) Marshall & Ilsley Corporation, Milwaukee, Wisconsin, for prior 

approval to acquire 100 percent of the voting shares of Richfield 

State Agency, Inc., Richfield, Minnesota and thereby indirectly 

acquire Richfield Bank & Trust Co., Richfield, Minnesota.* 

3(a)(1) Peoples Bancorp., Rock Valley, Iowa, for prior approval to 

become a bank holding company through the acqusition of 100 

percent of the voting shares of Peoples Bank, Rock Valley, 

Iowa.* 

3(a)(3) River Valley Bancorp, Inc., Eldridge, Iowa, for prior approval to 

acquire 100 percent of the outstanding voting shares of State 

Bank of Seaton, Seaton, Illinois.* 

CC Notification by Omar C. Wilhelms, Janice R. Wilhelms and 

Delores J. Meiners, of a Change in Control to retain control of 

Shannon Bancorp, Inc., Shannon, Illinois. 

3(a)(1) Spector Properties, Inc., Chicago, Illinois, for prior approval to 

become a bank holding company by retaining 23.8 percent of the 

voting shares of Andalusia Community Bank, Andalusia, 

Illinois.* 

3(a)(1) TCSB Bancorp, Inc., Traverse City, Michigan, for prior 

approval to become a bank holding company through the 

acquisition of 100 percent of the outstanding shares of Traverse 

City State Bank, Traverse City, Michigan.* 

CC Notification by Merrill G. Norton and Suellyn Norton, of a 

Change in Control to retain control of more than 10 percent of 

the voting shares of Vermilion Bancorp, Inc., Danville, Illinois. 

Fed Reg – 01/18/2002 

Newspaper – N/Avail 

Fed Reg – 12/31/2001 

Newspaper – N/Avail 

Fed Reg – 01/14/2002 

Newspaper – N/Avail 

Fed Reg – 12/18/2001 

Newspaper – 12/10/2001 

Fed Reg – 12/19/2001 

Newspaper – 12/21/2001 

Fed Reg – 01/11/2002 

Newspaper – N/Avail 

Fed Reg – 12/19/2001 

Newspaper – 12/10/2001 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

4(c)(8) Irwin Financial Corporation, Columbus, Indiana, for prior Fed Reg – N/Avail 

approval to establish Irwin Residual Holdings Corporation and 

Irwin Residual Holdings Corporation II, for the purpose of 

holding certain residuals and related interests from 

securitizations and for engaging in related activities in 

connection with home equity line of business. 
Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

4(c)(8) Peoples Bancorp., Rock Valley, Iowa, for prior approval to Fed Reg – 12/31/2001 

retain Peoples Financial Inc., Rock Valley, Iowa and thereby 

engage in insurance activities in a place of less than 5, 000 in 

population. 

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

Type Application 

4(c)(8) Mahaska Investment Company, Oskaloosa, Iowa, notification of 

intent to engage in data processing. 

4(c)(8) Northern Trust Corporation, Chicago, Illinois, for prior approval 

to engage in the activity as a commodity pool operator and 

serving as investment advisor, through its subsidiary, Northern 

Trust Global Advisors, Inc., Stamford, Connecticut. 

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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

115146 St. Ansgar State Bank 

237 W. 4th Street 

St. Ansgar, Iowa 50472 

(515) 736-4501 

08/13/2001 12/17/2001 S X

858649 Cedar Valley State Bank 

345 W. 4th Street 

St. Ansgar, Iowa 50472 

(515) 736-2425 

8/13/2001 12/19/2001 S 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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Notice by Midwest BankCentre, St. Louis, Missouri, to establish 01/15/2002 

a limited-service branch at 13590 South Outer Forty Road, 

Chesterfield, Missouri.* 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

None 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

Membership Application by Heritage National Bank, Lawrenceville, Illinois, 

to become a state-chartered member of the Federal Reserve 

System. 
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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

909055 Peoples Bank and Trust Company of 08/27/2001 12/20/2001 O X 

Lincoln County, Troy, Missouri 

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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

BKBR First Interstate Bank, Billings, Montana, to establish a branch at N/Avail. 

4612 Rue Terre, Cheyenne, Wyoming.* 

* Subject to the provisions of the Community Reinvestment Act. 

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

Ending date of 

Type Application comment period 

3(a)(1) Odin Bancshares, Inc., Odin, Minnesota, to acquire 100% of the 

voting shares of Odin State Bank, Odin, Minnesota.* 

Fed Reg – 01/18/2002 

Newspaper – 01/12/2002 

3(a)(3) Northern Plains Investment, Inc., Jamestown, North Dakota, for 

retroactive approval of the increase in its direct and indirect 

ownership interest in North Star Holding Company, Inc., 

Jamestown, North Dakota, from 43.33% to 45.01%.* 

Fed Reg – 01/18/2002 

Newspaper – N/Avail. 

* Subject to the provisions of the Community Reinvestment Act. 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

Branch Bank of Commerce, Chelsea, Oklahoma, for prior approval to Newspaper – 12/28/2001 

establish a branch at 11121 East 41st Street, Tulsa, Oklahoma. 

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

Ending date of 

Type Application comment period 

3(a)(3) First York BanCorp, Inc., York, Nebraska, for prior approval to 

acquire 100 percent of the voting shares of K.L. & D.M., Inc., 

Polk, Nebraska, parent of Citizens State Bank, Polk, Nebraska, 

and Stewart Insurance Agency, Inc., Polk, Nebraska. 

3(a)(3) Buerge Bancshares, Inc., Joplin, Missouri, for prior approval to 

acquire 100 percent of the voting shares of Grand Lake Bancorp, 

Inc., Tulsa, Oklahoma, parent of Grand Lake Bank, Tulsa, 

Oklahoma, and 100 percent of the voting shares of Sarcoxie 

Bancorp, Inc., Sarcoxie, Missouri, parent of First National Bank 

of Sarcoxie, Sarcoxie, Missouri. 

CIC Joseph D. Freund Irrevocable Trust #2, the Duane M. Freund 

Irrevocable Trust #2, the Kenneth J. Freund Irrevocable Trust 

#2, and the Michael R. Freund Irrevocable Trust #2, all of 

Aurora, Colorado, and the following individuals who serve as 

co-trustees of one or more of the trusts: Joseph Freund, Jr., 

Elizabeth, Colorado; James Campbell, Denver, Colorado; Laura 

Freund Buddington, Denver, Colorado; Scott Freund, Elizabeth, 

Colorado; Phillip Pasion, Parker, Colorado; Angela Freund 

Bennett, Denver, Colorado; and Kenneth Freund, Jr, Aurora, 

Colorado; to retain control of Commerce Bancshares, Inc., 

Aurora, Colorado. 

Newspaper – N/Available 

Fed Reg – N/Available 

Newspaper – N/Available 

Fed Reg – 01/10/2002 

Newspaper – 01/07/2002 

Fed Reg – 12/27/2001 
Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

Membership Mountain State Bank, Denver, Colorado, for prior approval to 

become a member of the Federal Reserve System. 

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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

508355 AmeriState Bank 09/24/2001 12/21/2001 S X 

113 Pennsylvania Street 

Atoka, Oklahoma 74525-2431 

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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

None 

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

Ending date of 

Type Application comment period 

3(a)(1) Andrews Holding Company, Andrews, TX, to acquire 

Commercial State Bank, Andrews, TX* (previously reported the 

week ending December 15, 2001) 

Fed Reg – 01/11/2002 

Newspaper – 01/12/2002 

3(a)(3) Baylor Bancshares, Inc., Seymour, TX, and Baylor Delaware 

Corporation, Wilmington, DE, to acquire Citizens State Bank, 

Princeton, TX* (previously reported the week ending December 

15, 2001) 

Fed Reg – 01/14/2002 

Newspaper – N/Avail 

*Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application 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 Examination CRA CRA Exam type 

number Institution/Location date public date 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, December 22, 2001 

Section I – Applications subject to newspaper notice only 

Ending date of 

Type Application comment period 

18c Pacific State Bank to merge with California Bank & Trust’s Newspaper – N/Avail 

Stockton Branch, located at 4063 N. Pershing Avenue, Stockton, 

California.* 

* Subject to the provisions of the Community Reinvestment Act 

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

Ending date of 

Type Application comment period 

3(a)(3) BNP Paribas, Paris, France, and BancWest Corporation, Newspaper – 01/17/2002 

Honolulu, Hawaii, to acquire United California Bank, Los Fed Reg – 01/28/2002 

Angeles, California.* 

* Subject to the provisions of the Community Reinvestment Act 

Section III – Applications subject to Federal Register notice only 

Ending date of 

Type Application comment period 

None 

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

Type Application 

Waiver City National Corporation requests waiver of any Banking 

Holding Company Act application requirement to merge with 

Civic Bancorp, Oakland, California, at which time CivicBank of 

Commerce, Oakland, California, will merge into City National 

Bank, Beverly Hills, California. 
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 Examination CRA CRA Exam type 

number Institution/Location date public date rating LrgBk SmBk 

None 

Section VI – CRA examinations scheduled for Quarter of 

Institution Location 

None