Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 36

Week Ending September 3, 2005

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions August 28, 2005 to September 3, 2005

Regulations And Policies

Regulation Y -- publication for comment of amendments to increase the asset-size 

threshold for defining a small bank holding company and to modify the criteria for 

determining eligibility under the Board's small bank holding company policy 

statement and capital guidelines (Docket No. R-1235).

- Approved, August 29, 2005 

(AC) = Addition or Correction Board - Page 1 of 1
August 28, 2005 to September 3, 2005

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 a branch at 1515 South Utica 

Avenue, Tulsa, Oklahoma.

- Approved, September 2, 2005 

St. Louis

Community Bank, Austin, Minnesota -- to establish a branch at 900 18th Avenue 

Northwest.

- Approved, September 1, 2005 

Minneapolis

Compass Bank, Birmingham, Alabama -- to establish branches at a kiosk at 

Colonial Bel Air Mall, Mobile; 105 Doug Baker Boulevard, Birmingham; 1085 East 

Baseline Road, Phoenix, Arizona; 5740 West Bell Road; and 2780 West Peoria 

Avenue.

- Approved, August 30, 2005 

Atlanta

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 10583 Perry Highway, 

Wexford, Pennsylvania.

- Approved, September 2, 2005 

Cleveland

Heritage Bank and Trust, Norfolk, Virginia -- to establish a branch at 3500 Virginia 

Beach Boulevard, Virginia Beach.

- Approved, August 30, 2005 

Richmond

IBERIABANK, Lafayette, Louisiana -- to establish a branch at 4565 LaSalle Street, 

Mandeville.

- Approved, September 1, 2005 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 6
H.2 Actions under delegated authority August 28, 2005 to September 3, 2005

Bank Holding Companies

Banco Do Brasil, S.A., Brasilia, Brazil -- to engage de novo through its subsidiary, 

Banco Do Brasil Securities LLC, New York, New York, in acting as broker or 

riskless principal in transactions in commodities futures and commodities options.

- Approved, August 30, 2005 

New York

Belfield Bancshares, Inc., Belfield, North Dakota -- to acquire 51 percent of the 

shares of Great Plains National Insurance Agency LLC, LaMoure, North Dakota, 

and thereby engage in the sale of insurance in a town with a population of less than 

5,000.

- Approved, September 2, 2005 

Minneapolis

Capitol Bancorp Ltd., Lansing, Michigan, and Capitol Development Bancorp 

Limited III -- to acquire 51 percent of the shares of Bank of Hayti, Hayti, Missouri.

- Approved, September 2, 2005 

Chicago

Capitol Bancorp, Ltd., Lansing, Michigan -- to acquire, through Capitol 

Development Bancorp Limited III, 51 percent of the shares of Bank of Santa 

Barbara, Santa Barbara, California, a de novo bank; and for Capitol Development 

Bancorp Limited III to become a bank holding company and to acquire 51 percent 

of the shares of Bank of Santa Barbara.

- Withdrawn, August 31, 2005 

Chicago

Carlson Bankshares, Inc., Comfrey, Minnesota -- to operate a savings association in 

connection with the conversion of Peoples State Bank of Comfrey to a federal 

savings bank to be known as Choice Financial Savings Bank.

- Approved, September 1, 2005 

Minneapolis

Choice Financial Holdings, Inc., Grafton, North Dakota -- to operate a savings 

association in connection with the conversion of Peoples State Bank of Comfrey, 

Comfrey, Minnesota, to a federal savings bank to be known as Choice Financial 

Savings Bank.

- Approved, September 1, 2005 

Minneapolis

(AC) = Addition or Correction Delegated - Page 2 of 6
H.2 Actions under delegated authority August 28, 2005 to September 3, 2005

Bank Holding Companies

Citizens Bancshares Co., Chillicothe, Missouri, Young Partners, L.P., and Young 

Corporation -- to acquire, directly and indirectly, an additional 3.12 percent, for a 

total of 10.07 percent, of the shares of Clayco Banc Corporation, Claycomo, parent 

of CSB Bank.

- Approved, September 2, 2005 

Kansas City

MetroCorp Bancshares, Inc., Houston, Texas -- to acquire First United Bank, San 

Diego, California.

- Approved, August 30, 2005 

Dallas

NCB Financial, Las Vegas, Nevada -- to become a bank holding company and to 

acquire Nevada Commerce Bank.

- Approved, August 31, 2005 

San Francisco

Texas United Bancshares, Inc., La Grange, Texas, and Texas United Nevada, Inc., 

Carson City, Nevada -- to acquire Gateway Holding Company, Inc., Dallas, Texas, 

and indirectly acquire Gateway Delaware Holding Company, Inc., Wilmington, 

Delaware, and Gateway National Bank, Dallas.

- Approved, August 31, 2005 

Dallas

Wachovia Bank, National Association, Charlotte, North Carolina -- to establish 

Cardinal International Leasing, LLC, a Delaware limited liability company, as an 

agreement corporation.

- Approved, August 31, 2005 

Director, BS&R

Change In Bank Control

B.O.E. Bancshares, Inc., Lawton, Oklahoma -- change in bank control.

- Withdrawn, August 31, 2005 

Kansas City

(AC) = Addition or Correction Delegated - Page 3 of 6
H.2 Actions under delegated authority August 28, 2005 to September 3, 2005

Change In Bank Control

Merchants Bancorp of Pennsylvania, Inc., Kittanning, Pennsylvania -- change in 

bank control.

- Permitted, August 31, 2005 

Cleveland

North Central Financial Services, Inc., Volga, South Dakota -- change in bank 

control.

- Permitted, August 31, 2005 

Minneapolis

Competitive Factors Reports

Bank of Tennessee, Kingsport, Tennessee -- report on competitive factors of the 

proposed purchase of Priority Mortgage.

- Submitted, September 1, 2005 

Atlanta

Capitol Bank, Madison, Wisconsin -- report on competitive factors of the proposed 

merger with its investment subsidiary, Capitol Investments, Inc., Las Vegas, Nevada.

- Submitted, August 29, 2005 

Chicago

Citizens South Bank, Gastonia, North Carolina -- report on competitive factors of 

the proposed merger with Trinity Bank.

- Submitted, September 2, 2005 

Richmond

Commerce Bank, National Association, Philadelphia, Pennsylvania -- report on 

competitive factors of the proposed merger with Palm Beach County Bank, West 

Palm Beach, Florida.

- Submitted, August 30, 2005 

Philadelphia

The Havana National Bank, Havana, Illinois -- report on competitive factors of the 

proposed purchase of certain assets and assumption of certain liabilities of San Jose 

Tri-County Bank, San Jose.

- Submitted, August 29, 2005 

Chicago

(AC) = Addition or Correction Delegated - Page 4 of 6
H.2 Actions under delegated authority August 28, 2005 to September 3, 2005

Competitive Factors Reports

National Exchange Bank and Trust, Fond du Lac, Wisconsin -- report on 

competitive factors of the proposed purchase of certain assets and assumption of 

certain deposit liabilities of four branches of M&I Marshall & Ilsley Bank, 

Milwaukee.

- Submitted, August 29, 2005 

Chicago

Stockman Bank of Montana, Miles City, Montana -- report on competitive factors 

of the proposed purchase of assets and assumption of deposit liabilities of the Dillon 

branch of First State Bank, Thompson Falls.

- Submitted, August 31, 2005 

Minneapolis

Extensions Of Time

Centennial Bank Holdings, Inc., Denver, Colorado -- extension to October 23, 2005, 

to acquire First MainStreet Financial, Ltd., Longmont; and for Centennial Bank of 

the West, Fort Collins, to merge with First MainStreet Bank, N.A., Longmont, and 

thereby establish five branches in Fort Collins, Lafayette, and Longmont.

- Granted, September 1, 2005 

Kansas City

M&I Marshall & Ilsley Bank, Milwaukee, Wisconsin -- extension to November 27, 

2005, to establish branches at Crismon and Baseline Roads, Mesa, Arizona; 

Scottsdale and Deer Valley Roads, Scottsdale; and First Avenue and Oracle Road, 

Oro Valley.

- Granted, August 29, 2005 

Chicago

The Northern Trust Corporation, Chicago, Illinois; The Northern Trust Company, 

and The Northern Trust International Banking Corporation, New York, New York -- 

extension to September 30, 2006, to comply with a commitment.

- Granted, August 31, 2005 

Director, BS&R

(AC) = Addition or Correction Delegated - Page 5 of 6
H.2 Actions under delegated authority August 28, 2005 to September 3, 2005

International Operations

Citibank, N.A., New York, New York -- waiver of remainder of notification period 

for Citibank Overseas Investment Corporation, New Castle, Delaware, to make an 

investment in Citibank International plc, London, United Kingdom.

- Granted, August 31, 2005 

Director, BS&R

Membership

De Soto State Bank, De Soto, Kansas -- to become a member of the Federal Reserve 

System.

- Approved, September 1, 2005 

Kansas City

Regulations And Policies

Federal Open Market Committee -- minutes of the meeting on August 9, 2005.

- Published, August 30, 2005 

FOMC

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

Federal Reserve Bank of Boston

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Foreign Branch Not applicable

Not applicable

Notification filed by Citizens Bank, National

Association, Albany, New York to establish a

Cayman Islands branch in the British West

Indies pursuant to Subpart A, Section

211.3(b)(2) of Regulation K.

CITIZENS BANK, NATIONAL

ASSOCIATION

Newspaper:

Federal Register:

* 3A1 Not available

Not available

CNB Financial Corp., Worcester,

Massachusetts to become a bank holding

company through the acquisition of 100% of the

capital stock of Commonwealth National Bank,

Worcester, Massachusetts.

CNB Financial Corp.

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Banco Popular North America ("BPNA"), New 08/31/2005

York, New York request approval to open a

branch office located at 310 East Houston

Street, New York, New York. (RSSD#3374850)

BANCO POPULAR NORTH

AMERICA

Newspaper:

Federal Register:

* Branch

Not applicable

Banco Popular, North America, New York, 09/15/2005

New York to open and occupy a branch office

located at 5601 East Ramon Road, Palm

Springs (Riverside County), California.

BANCO POPULAR NORTH

AMERICA

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

FILING IS CONFIDENTIAL - Citibank, N.A.

(Citibank) and its Edge Corp. subsidiary,

Citibank Overseas Investment Corporation

(COIC), 30 Day Prior Notice pursuant to

Section 211.9(f) of Reg. K in connection with

COIC's additional investment into four foreign

COIC subsidiaries. Investment proposal to

exceed general consent limits of Section

211.9(c)(1). Citibank is simultaneously

requesting an exemption from the rolling

12-month aggregate limit of Section 211.9(c)(2)

in connection with this notice under the specific

consent provisions of 211.9(g). (See Filing ID:[

]).

CITIBANK, N.A.

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

FILING IS CONFIDENTIAL- Citibank, N.A.

(Citibank) and its Edge Corp. subsidiary,

Citibank Overseas Investment Corporation

(COIC) are submitting an exemption request

from the rolling 12-month aggregate limit

under Section 211.9(c)(2) of Reg. K pursuant to

the specific consent provisions of Section

211.9(g) of Reg. K, in connection with their 30

Day Prior Notice, whereby COIC proposes to

provide additional investment into four foreign

COIC subsidiaries.(See Filing ID: 60263).

CITIBANK, N.A.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Deutsche Genossenschafts-Hypothekenbank

AG, Hamburg, Germany, requests prior

approval to establish a NY rep office.

DEUTCHE

GENOSSENSCHAFTS-HYPOTH

EKENBANK AG

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Financial Institutions, Inc., Warsaw, New York,

seeks approval to merge Bath National Bank,

Bath, New York, National Bank of Geneva,

Geneva New York, and Wyoming County

Bank, Warsaw, New York, with and into First

Tier Bank and Trust, Olean, New York,

pursuant to Section 18C of the Bank Merger

Act, and to establish branches.

FINANCIAL INSTITUTIONS,

INC.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

The Governor and Company of The Bank of

Ireland, Dublin, Ireland to establish a

representative office in Los Angeles, California,

pursuant to Section 10(a) of the International

Banking Act of 1978, and Section

211.24(a)(2)(i)(B)of Reg K.

GOVERNOR AND COMPANY

OF THE BANK OF IRELAND,

THE

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

Federal Reserve Bank of New York

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA

Not applicable

Kreditanstalt fur Wiederaufbau, Frankfurt, 08/26/2005

Germany, to establish a representative office in

New York, New York, pursuant to Section

10(a) of the International Banking Act of 1978,

as amended, and Section 211.24(a)(1) of

Regulation K.

KREDITANSTALT FUER

WIEDERAUFBAU (KFW)

Newspaper:

Federal Register:

* 3A5 Not available

09/15/2005

NBT Bancorp Inc., Norwich, New York,

proposes to merge with CNB Bancorp, Inc., and

thereby indirectly acquire City National Bank

and Trust Company, both of Gloversville, New

York, pursuant to Section 3(a)(5) of the Bank

Holding Company Act and 225.15 of

Regulation Y.

NBT BANCORP INC.

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 09/26/2005

09/26/2005

FNB Corp., Asheboro, North Carolina, to

merge with United Financial, Inc., Graham,

North Carolina, and thereby indirectly acquire

Alamance Bank, Graham, North Carolina.

FNB CORP.

Newspaper:

Federal Register:

* 3A3 10/01/2005

10/03/2005

Highlands Bankshares, Inc., Petersburg, West

Virginia, to acquire at least 80% of the voting

securities of The National Bank of Davis,

Davis, West Virginia.

HIGHLANDS BANKSHARES,

INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Southern Community Bank and Trust, 09/14/2005

Winston-Salem, North Carolina to establish a

branch at 210 Knob Hill Road, Mooresville,

North Carolina.

SOUTHERN COMMUNITY

BANK AND TRUST

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 09/16/2005

09/19/2005

ABC Bancorp, Moultrie, Georgia, to merge

with First National Banc, Inc., St.Marys,

Georgia, and thereby acquire its subsidiaries,

First National Bank, St. Marys, Georgia, and

First National Bank, Orange Park, Florida.

ABC BANCORP

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banco Popular Espanol, S.A., Madrid, Spain, to

establish an international representative office

in Miami, Florida.

BANCO POPULAR ESPANOL,

S.A.

Newspaper:

Federal Register:

* 3A1 10/01/2005

09/16/2005

Eastside Commercial Bancshares, Inc.,

Conyers, Georgia, to become a bank holding

company by acquiring 100 percent of the

outstanding shares of Eastside Commercial

Bank, Conyers, Georgia(in organization).

EASTSIDE COMMERCIAL

BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First Farmers & Merchants Bank, Columbia, 09/12/2005

Tennessee, to establish a branch located at 106

Highway 70, East, Unit #3, Dickson,

Tennessee.

FIRST FARMERS AND

MERCHANTS BANK

Newspaper:

Federal Register:

* Branch

Not applicable

SunTrust Bank, Atlanta, Georgia, to establish a 09/10/2005

branch located at 2444 Chesapeake Square

Ring, Chesapeake, Virginia, to be known as the

Chesapeake Square Sam's Club Office.

SUNTRUST BANK

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC

Not available

Notice by Mark Tolliver, Orland Park, Illinois 08/31/2005

and Catherine Averill, Orland Park, Illinois, to

acquire 99 percent of Admiral Family Banks,

Inc., Alsip, Illinois, and thereby indirectly

acquire Federated Bank, Onarga, Illinois.

ADMIRAL FAMILY BANKS,

INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Comerica Bank, Detroit, Michigan, to establish 09/02/2005

two branch facilities to be located at 18965 LBJ

Freeway, Mesquite, Texas, and 3700 S.H. 121,

Plano, Texas.

COMERICA BANK

Newspaper:

Federal Register:

* 3A1 09/17/2005

09/19/2005

Commercial Bancshares, Inc., Whitewater,

Wisconsin, to become a bank holding company

by acquiring 100 percent of the voting shares of

Commercial Bank, Whitewater, Wisconsin.

COMMERCIAL BANCSHARES,

INC

Newspaper:

Federal Register:

CIC Not available

08/22/2005

Notice by Ben D. Grimstad, Decorah, Iowa and

Joseph L. Grimstad, Decorah, Iowa,

individually, to acquire control of 40.1 percent

of Security Agency, Inc., Decorah, Iowa, and

thereby indirectly Decorah Bank & Trust

Company, Decorah, Iowa.

SECURITY AGENCY, INC.

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

Federal Reserve Bank of Chicago

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

244345 SAND RIDGE BK, HIGHLAND, INDIANA 03/15/2005 08/30/2005 S Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St. Louis

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 09/25/2005

09/22/2005

Liberty Bancshares, Inc., Jonesboro, Arkansas,

to acquire an additional 21.35 percent, for total

ownership of 50.15 percent, of Russellville

Bancshares, Inc., Jonesboro, Arkansas, and

thereby indirectly acquire First Arkansas Valley

Bank, Russellville, Arkansas.

LIBERTY BANCSHARES, INC

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

American Bank of St. Paul, St. Paul, 09/02/2005

Minnesota, to merge with American Bank of

Olivia, Olivia, Minnesota and incident thereto

establish branches at 815 East Depue Avenue,

Olivia, Minnesota and Main Street, Renville,

Minnesota.

AMERICAN BANK OF SAINT

PAUL

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

First Security Bank of Missoula, Missoula,

Montana, to merge with First State Bank,

Thompson Falls, Montana and incident thereto

proposes to establish branches at 107 South

Fulton, Thompson Falls, Montana, 510 West

Railroad, Plains, Montana, and, 590 North

Montana, Dillon, Montana.

FIRST SECURITY BANK OF

MISSOULA

Newspaper:

Federal Register:

* 3A1 09/19/2005

09/16/2005

Riverland Bancorporation, Jordan, Minnesota

to become a bank holding company by

acquiring 100 percent of Riverland Bank,

Jordan, Minnesota, a de novo bank.

RIVERLAND

BANCORPORATION

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

De Soto State Bank, De Soto, Kansas, to merge

with Great American Bank, Claycomo,

Missouri, and incident thereto, to establish a

branch.

DE SOTO STATE BANK

Newspaper:

Federal Register:

* 3A3 Not available

09/26/2005

Hometown Bancshares, Inc., Carthage,

Missouri, to acquire 51 percent of the voting

shares of OakStar Bancshares, Inc., and thereby

indirectly acquire OakStar Bank, National

Association, both of Springfield, Missouri.

HOMETOWN BANCSHARES,

INC.

Newspaper:

Federal Register:

* 3A1 Not available

09/26/2005

OakStar Bancshares, Inc., Springfield,

Missouri, to become a bank holding company

through the acquisition of 100 percent of the

voting shares of OakStar Bank, National

Association (in organization), Springfield,

Missouri.

OAKSTAR BANCSHARES, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

328151 CITIZENS ST BK, MILTONVALE, KANSAS 05/16/2005 08/16/2005 S Small Bank

957757 COMMUNITY B&TC, NEOSHO, MISSOURI 05/09/2005 08/17/2005 S Large Bank

716851 COMMUNITY BK OF RAYMORE, RAYMORE, MISSOURI 05/23/2005 08/08/2005 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

10/03/2005

FC Holdings, Inc., Houston, Texas, and FC

Holdings of Delaware, Inc., Wilmington,

Delaware, to acquire by merger Bosque

Corporation, Meridian, Texas, and indirectly

acquire Bosque County Bank, Meridian, Texas.

FC HOLDINGS, INC.

Newspaper:

Federal Register:

* 3A5 09/17/2005

09/23/2005

First Financial Bankshares, Inc., Abilene,

Texas, to acquire by merger 100 percent of

Bridgeport Financial Corporation, Bridgeport,

Texas, and indirectly acquire Bridgeport

Bancshares, Inc., Dover, Delaware, and The

First National Bank of Bridgeport, Bridgeport,

Texas.

FIRST FINANCIAL

BANKSHARES, INC.

Newspaper:

Federal Register:

* 3A1 Not available

10/03/2005

Prosper Bancshares, Inc., Dallas, Texas, and

Prosper Delaware Financial Corp., Dover,

Delaware, to become bank holding companies

by acquiring 100 percent of Prosper State Bank,

Prosper, Texas.

PROSPER BANCSHARES, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

Filings received during the week ending September 3, 2005

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Westamerica Bank, San Rafael, California, to 09/09/2005

establish a branch office at 2440 Tulare Street,

Suite #110, Fresno, California.

WESTAMERICA BANK

Newspaper:

Federal Register:

* 3A3 09/15/2005

09/15/2005

Zions Bancorporation, Salt Lake City, Utah, to

acquire 100 percent of The Commerce Bank of

Oregon (In Organization), Portland, Oregon.

ZIONS BANCORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

10/03/2005

Zions Bancorporation, Salt Lake City, Utah, to

acquire 100 percent of Amegy Bancorporation,

Inc., and thereby indirectly acquire its

subsidiary, Amegy Bank, N.A., both of

Houston, Texas.

ZIONS BANCORPORATION

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act