Federal Reserve Release

H.2

Actions of the Board, Its Staff, 

and the Federal Reserve Banks; 

Applications and Reports Received

No. 38

Week Ending September 18, 2004

Board of Governors of the Federal Reserve System, Washington, DC 20551
H.2 Board Actions September 12, 2004 to September 18, 2004

Bank Holding Companies

SunTrust Banks, Inc., Atlanta, Georgia, and SunTrust Bank Holding Company, Orlando, 

Florida -- to merge with National Commerce Financial Corporation, Memphis, 

Tennessee, and to acquire its subsidiary depository institutions, National Bank of 

Commerce, NBC Bank, FSB, and First Market Bank, FSB.

- Approved, September 14, 2004 

Regulations And Policies

Rules of Practice for Hearings -- amendment to increase the Board's civil money penalties 

to account for inflation, and determination that public comment and a delayed effective 

date for the amendment are unnecessary.

- Approved, September 15, 2004 

(AC) = Addition or Correction Board - Page 1 of 1
September 12, 2004 to September 18, 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

1st Source Bank, South Bend, Indiana -- to establish a branch at 5637 Cleveland Road, 

Stevensville, Michigan.

- Approved, September 13, 2004 

Chicago

Arvest Bank, Fayetteville, Arkansas -- to establish a branch at 4409 North Highway 7, 

Suite 10, Hot Springs Village.

- Approved, September 14, 2004 

St. Louis

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 7747 Old Troy Pike, Huber 

Heights.

- Approved, September 15, 2004 

Cleveland

Fifth Third Bank, Grand Rapids, Michigan -- to establish a branch at 11050 Presbyterian 

Drive, Indianapolis, Indiana.

- Approved, September 17, 2004 

Cleveland

First Bank, St. Louis, Missouri -- to establish a branch at 20016 Hawthorne Boulevard, 

Torrance, California.

- Approved, September 14, 2004 

St. Louis

Michigan Heritage Bank, Farmington Hills, Michigan -- to establish a branch at 18770 

Farmington Road, Livonia.

- Approved, September 14, 2004 

Chicago

Newnan Coweta Bank, Newnan, Georgia -- to establish a branch at 107 Lexington 

Circle, Peachtree City.

- Withdrawn, September 13, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 1 of 7
H.2 Actions under delegated authority September 12, 2004 to September 18, 2004

Bank Branches, Domestic

Platte Valley State Bank and Trust Company, Kearney, Nebraska -- to establish a 

branch at 5410 17th Avenue.

- Approved, September 15, 2004 

Kansas City

Pulaski Bank and Trust Company, Little Rock, Arkansas -- to establish a branch at 7465 

Poplar Avenue, Memphis, Tennessee.

- Approved, September 17, 2004 

St. Louis

RBC Centura Bank, Rocky Mount, North Carolina -- to establish a branch at 790 

Gateway Drive, Altamonte Springs, Florida.

- Approved, September 15, 2004 

Richmond

SunTrust Bank, Atlanta, Georgia -- to establish branches at 1037-1039 Light Street, 

Baltimore, Maryland, and 1100 Town Park Avenue, Lake Mary, Florida.

- Approved, September 15, 2004 

Atlanta

Bank Holding Companies

American Pacific Bancorp, Portland, Oregon -- to become a bank holding company and 

to acquire American Pacific Bank.

- Withdrawn, September 17, 2004 

San Francisco

Banco Bilbao Vizcaya Argentaria, S.A., Bilbao, Spain; BBVA International Investment 

Corporation, Hato Rey, Puerto Rico; Grupo Financiero BBVA Bancomer, S.A., de 

C.V., Mexico City, Mexico; BBVA Bancomer, S.A., Mexico City; and BBVA 

Bancomer Financial Holdings, Inc., Houston, Texas -- to directly and indirectly acquire 

Valley Bank, Moreno Valley, California, and for BBVA Bancomer Financial Holdings, 

Inc. to engage in permissible nonbanking activities on becoming a bank holding company.

- Approved, September 15, 2004 

New York

(AC) = Addition or Correction Delegated - Page 2 of 7
H.2 Actions under delegated authority September 12, 2004 to September 18, 2004

Bank Holding Companies

FGBC Bancshares, Inc., Franklin, Georgia -- to become a bank holding company and to 

acquire First Georgia Banking Company.

- Approved, September 17, 2004 

Atlanta

Georgia Bancshares, Inc., Peachtree City, Georgia -- relief from a commitment.

- Granted, September 14, 2004 

Atlanta

Horizon Bancorporation, Inc., Bradenton, Florida -- relief from a commitment.

- Granted, September 14, 2004 

Atlanta

Jones Bancshares, L.P., Waycross, Georgia, and PrimeSouth Bancshares, Inc., 

Blackshear, d/b/a PrimeSouth Mortgage Company, Jessup -- to engage in making, 

acquiring, and servicing loans or other extensions of credit.

- Approved, September 16, 2004 

Atlanta

KeyCorp, Cleveland, Ohio -- to acquire Evertrust Financial Group, Inc., Everett, 

Washington, and its subsidiary, Evertrust Bank.

- Approved, September 17, 2004 

Cleveland

Metropolitan Bank Group, Inc., Chicago, Illinois -- to acquire Allegiance Community 

Bank, Tinley Park.

- Approved, September 16, 2004 

Chicago

MNB Holdings Corporation, San Francisco, California -- to engage directly in extending 

credit and servicing loans.

- Approved, September 15, 2004 

San Francisco

(AC) = Addition or Correction Delegated - Page 3 of 7
H.2 Actions under delegated authority September 12, 2004 to September 18, 2004

Bank Holding Companies

The PNC Financial Services Group, Inc., Pittsburgh, Pennsylvania -- commenter's 

request to extend the comment period on the application to acquire Riggs National 

Corporation, Washington, D.C.

- Denied, September 16, 2004 

Secretary

S.Y. Bancorp, Inc., Louisville, Kentucky -- to acquire 9.9 percent of the voting shares of 

Indiana Business Bank, Indianapolis, Indiana, a de novo bank.

- Approved, September 13, 2004 

Secretary

Sterling Financial Corporation, Lancaster, Pennsylvania -- to acquire The Pennsylvania 

State Banking Company, Camp Hill.

- Approved, September 16, 2004 

Philadelphia

Wintrust Financial Corporation, Lake Forest, Illinois -- to acquire Town Bankshares, 

Ltd., Delafield, Wisconsin, and thereby acquire Town Bank.

- Approved, September 13, 2004 

Chicago

YBHC Corp., Ponchatoula, Louisiana -- to become a bank holding company and to 

acquire Your Bank.

- Withdrawn, September 14, 2004 

Atlanta

Banks, State Member

America West Bank Members, LC, Layton, Utah -- relief from a commitment.

- Granted, September 13, 2004 

San Francisco

Change In Bank Control

Cardinal Bancorp, Inc., St. Louis, Missouri -- change in bank control.

- Permitted, September 14, 2004 

St. Louis

(AC) = Addition or Correction Delegated - Page 4 of 7
H.2 Actions under delegated authority September 12, 2004 to September 18, 2004

Change In Bank Control

FNB Financial Corp., Scottsville, Kentucky -- to retain control of FNB Financial Corp.

- Permitted, September 17, 2004 

St. Louis

PSB Bancorp, Inc., Philadelphia, Pennsylvania -- change in bank control.

- Permitted, September 13, 2004 

Philadelphia

Competitive Factors Reports

Austin Bank, Texas National Association, Jacksonville, Texas -- report on competitive 

factors of the proposed merger with First National Bank, Bullard.

- Submitted, September 16, 2004 

Dallas

Bank of Texas, National Association, Dallas, Texas -- report on competitive factors of 

the proposed merger with Bank of Texas Trust Company, National Association.

- Submitted, September 15, 2004 

Dallas

BankTrust, Mobile, Alabama -- report on competitive factors of the proposed merger 

with Sweetwater State Bank, Sweetwater, in connection with a corporate reorganization.

- Submitted, September 14, 2004 

Atlanta

First Midwest Bank of Piedmont, Piedmont, Missouri -- report on competitive factors of 

the proposed merger with First Midwest Bank of Carter County, Van Buren.

- Submitted, September 13, 2004 

St. Louis

NBC Bank, FSB, Memphis, Tennessee -- reports on competitive factors of the 

proposed acquisition of 25 Georgia and Tennessee branches of National Bank of 

Commerce, and of the proposed acquisition of the six Georgia branches in connection 

with a corporate reorganization.

- Submitted, September 13, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 5 of 7
H.2 Actions under delegated authority September 12, 2004 to September 18, 2004

Competitive Factors Reports

Roma Federal Savings Bank, Trenton, New Jersey -- report on competitive factors of the 

proposed merger with Roma Interim One Savings Bank and Roma Interim Two Savings 

Bank.

- Submitted, September 16, 2004 

Philadelphia

TBI Acquisition Bank, Wilmington, Delaware, an interim bank -- report on competitive 

factors of the proposed merger with The Bancorp Bank.

- Submitted, September 16, 2004 

Philadelphia

United Community Bank, Blairsville, Georgia -- report on competitive factors of the 

proposed merger with Liberty National Bank, Conyers.

- Submitted, September 14, 2004 

Atlanta

Valley Bank & Trust, New Ulm, Minnesota -- report on competitive factors of the 

proposed merger with Rural American Bank-Montgomery/Lonsdale, Lonsdale.

- Submitted, September 16, 2004 

Minneapolis

Extensions Of Time

American Bank Incorporated, Allentown, Pennsylvania -- extension to December 9, 

2004, to acquire shares of PSB Bancorp, Inc., Philadelphia.

- Granted, September 16, 2004 

Philadelphia

Hopkins Financial Corporation, Mitchell, South Dakota -- extension to December 14, 

2004, to engage de novo in lending activities.

- Granted, September 14, 2004 

Minneapolis

NSB Holdings, Inc., Macon, Georgia -- extension to January 15, 2005, to become a 

bank holding company and to acquire New Southern Bank.

- Granted, September 17, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 6 of 7
H.2 Actions under delegated authority September 12, 2004 to September 18, 2004

Extensions Of Time

Southern Community Bank and Trust, Winston-Salem, North Carolina -- extension to 

December 23, 2004, to merge with The Community Bank, Pilot Mountain.

- Granted, September 15, 2004 

Richmond

SunTrust Bank, Atlanta, Georgia -- extension to January 5, 2006, to establish a branch at 

the intersection of Loudoun County Parkway and U.S. Highway 50, South Riding, 

Virginia.

- Granted, September 16, 2004 

Atlanta

Membership

The First National Bank of Medford, Medford, Oklahoma -- to retain membership in the 

Federal Reserve System on conversion to a state charter.

- Approved, September 15, 2004 

Kansas City

The First Trust and Savings Bank of Watseka, Watseka, Illinois -- to become a member 

of the Federal Reserve System.

- Approved, September 17, 2004 

Chicago

Trustmark National Bank, Jackson, Mississippi -- to retain membership in the Federal 

Reserve System on conversion to a state charter.

- Withdrawn, September 15, 2004 

Atlanta

(AC) = Addition or Correction Delegated - Page 7 of 7
District 1

Federal Reserve Bank of Boston

Applications and notifications filed during the week ending Saturday, September 18, 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) The Royal Bank of Scotland Group plc, Edinburgh, Scotland 

and its subsidiaries, RBSG International Holdings Ltd, 

Edinburgh, Scotland and Citizens Financial Group, Inc., 

Providence, Rhode Island - to acquire RBS National Bank, 

Bridgeport, Connecticut, a de novo bank

Newspaper – N/Avail

Fed Reg – 10/07/2004

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 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

FBSEA Aozora Bank Ltd., Tokyo, Japan to establish a representative 

office in New York, New York.

Newspaper – N/Avail

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

Type Application

Ending date of

comment period

3A3 Barclays Plc and Barclays Bank Plc, both of London, England, 

and Barclays Group US Inc., Wilmington, Delaware, to acquire 

100 percent of the issued and outstanding shares of Juniper 

Financial Corp., and its wholly-owned subsidiary, Juniper Bank, 

both of Wilmington, Delaware.

Newspaper – 10/08/2004

Fed Reg – 10/12/2004

3A1 Excel Bancorp LLC, New York, New York to become a bank 

holding company by acquiring 96.93 percent of the voting 

shares of Excel Bank N.A., New York, New York.

Newspaper – 10/15/2004

Fed Reg – 10/08/2004

18C 3A3 Popular Inc., Popular International Bank, and Popular North 

America, all of Hato Rey, Puerto Rico, to acquire all of the 

issued and outstanding common stock of Kislak Financial 

Corporation, Miami Lakes, Florida.; Banco Popular North 

America, New York, New York, to acquire by merger all of the 

assets and liabilities of Kislak National Bank, Miami Lakes, 

Florida.

Newspaper – 10/08/2004

Fed Reg – N/Avail

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4C8 Community Bank System, Inc., Dewitt, New York, to engage de 

novo, through its subsidiary Benefit Plans Administrative 

Services, LLC, Utica, New York, in certain insurance-related 

activities.

Fed Reg – 10/08/2004
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, September 18, 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

765019 The Bryn Mawr Trust Company, 

Bryn Mawr, PA

05/17/2004 09/10/2004 O X

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, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

*18(c) & Branch Application by Fifth Third Bank, Grand Rapids, Michigan, to 

merge with The First National Bank, Lamar, Missouri, 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 – 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

CIC Notice of Change in Bank Control by Roger L. Moler and Janet 

L. Moler (collectively, "The Moler Family Control Group") to 

retain control of 10.20 percent of the outstanding shares of BNB 

Bancorp, Brookville, Ohio

Newspaper – N/Avail

Fed Reg – N/Avail

*4(c)(8) Park National Corporation, Newark, Ohio, to acquire First 

Federal Bancorp, Inc., and its subsidiary, First Federal Savings 

Bank of Eastern Ohio, both of Zanesville, Ohio, pursuant to 

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

Newspaper – N/Avail

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, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch The Bank of Marion, Marion, Virginia, to establish a branch 

at the intersection of Boones Creek Road and Boone Ridge 

Drive, Johnson City, Tennessee.*

Newspaper – 09/22/2004

Branch Southern Community Bank and Trust, Winston-Salem, North 

Carolina, to establish a branch at 1505 Highwoods Boulevard, 

Greensboro, North Carolina.*

Newspaper – 09/25/2004

Branch Southern Community Bank and Trust, Winston-Salem, North 

Carolina, to establish a branch at Morrison Plantation Parkway 

and Highway 150, Mooresville, North Carolina.*

Newspaper – 09/25/2004

Branch Bruceton Bank, Bruceton Mills, West Virginia, to establish a 

branch at 1889 Earl Core Road, Morgantown, West Virginia.*

Newspaper – 09/30/2004

*Subject to the provisions of the Community Reinvestment Act.

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

25A Bank of America, N.A., Charlotte, North Carolina, to acquire 

LBI Holdings Limited, London, United Kingdom

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 Leg Smoke

None

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, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

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

located at 251 Mary Ester Boulevard, Suite C-1, Mary Ester, 

Florida.*

Newspaper – 09/18/2004

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

located at the northeast corner of South Mopac Expressway & 

William Cannon Drive, Austin, Texas.*

Newspaper – 09/18/2004

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

located at the west corner of Highway 161 & Las Colinas 

Boulevard, Irving, Texas.*

Newspaper – 09/24/2004

Branch BankEast, Gainesboro, Tennessee, to establish a branch located 

at 417 Foothills Mall Drive, Maryville, Tennessee.*

Newspaper – 09/25/2004

Foreign Banco Financiera Comercial Hondurena, S.A., Tegucigalpa, 

Honduras, to establish an international representative office in 

Miami, Florida.

Newspaper – 04/19/2004

*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)(5) ABC Bancorp, Moultrie, Georgia, to merge with Citizens 

Bancshares, Inc., and thereby acquire Citizens Bank – Wakulla, 

both of Crawfordville, Florida.*

Newspaper – 10/06/2004

Fed Reg – 10/04/2004

CIC First Southern Bancshares, Inc., Florence, Alabama, change in 

control notice filed by James E. Bishop, Muscle Shoals,

Alabama, Jane Kilpatrick Bishop, Muscle Shoals, and

Kilpatrick-Bishop, Inc., Tuscumbia, Alabama, to collectively 

acquire 7.07 percent of First Southern Bancshares and its

subsidiary, First Southern Bank, both of Florence, Alabama. 

Total ownership will be 15.27 percent.

Newspaper – 09/20/2004

Fed Reg – 09/21/2004

3(a)(1) Premier Bank Holding Company, Tallahassee, Florida, to 

become a bank holding company by acquiring 100 percent of the 

outstanding shares of Premier Bank, Tallahassee, Florida.*

Newspaper – 09/24/2004

Fed Reg – 10/04/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(5) United Community Banks, Inc., Blairsville, Georgia, to merge 

with Liberty National Bancshares, Inc., and thereby acquire its 

subsidiary, Liberty National Bank, both of Conyers, Georgia.*

Newspaper – 10/04/2004

Fed Reg – 10/12/2004

*Subject to provisions of the Community Reinvestment Act.

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

None

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

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, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Comerica Bank, Detroit, Michigan, to establish a branch facility 

to be located at 1031 E. Hillsdale Blvd., Suite G, Foster City, 

California.*

Newspaper – 09/16/2004

18C & Branch First Trust and Savings Bank of Watseka, Watseka, Illinois, to 

merge with First National Bank of Clifton, Clifton, Illinois, and 

thereby to establish a branch at 145 E. 5th Avenue, Clifton, 

Illinois.*

Newspaper – 09/16/2004

Branch Michigan Heritage Bank, Farmington Hills, Michigan, to 

establish a branch facility to be located at 28345 Beck Road, 

Suite 103, Wixom, Michigan.*

Newspaper – 10/09/2004

* Subject to the provisions of the Community Reinvestment Act

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

Type Application

Ending date of

comment period

None

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

4(c)(8) Marshall & Ilsley Corporation, Milwaukee, Wisconsin, to 

acquire through its wholly-owned subsidiary, Metavante 

Corporation, all of the limited liability company interests of 

NuEdge Systems, LLC, Brookfield, Wisconsin.

Fed Reg – N/Avail
Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

4(c)(8) Goodenow Bancorporation, Okoboji, Iowa, proposes to engage 

in the sales of investment securities by acquiring certain assets 

of Kunkel-Peyman Financial Services, Fairmount, Minnesota.

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

686440 Bank Iowa

1710 3rd Avenue East

Oskaloosa, Iowa 52577

(641) 673-7400

05/24/2004 09/14/2004 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, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch Arvest Bank, Fayetteville, Arkansas, to establish a branch 

facility to be located at 1810 North First Street, Jacksonville, 

Arkansas.*

Newspaper – 09/21/2004

Branch Bank of Little Rock, Little Rock, Arkansas, to establish a branch 

facility to be located at 15901 Cantrell Road, Little Rock, 

Arkansas.*

Newspaper – 09/27/2004

* 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

3A5 The Peoples Holding Company, Tupelo, Mississippi, to merge 

with Heritage Financial Holding Corporation, Decatur, 

Alabama, and thereby indirectly acquire Heritage Bank, Decatur, 

Alabama.*

Newspaper – 10/17/2004

Fed Reg – 10/15/2004

3A3 Maries County Bancorp, Inc., Vienna, Missouri, to acquire 

10.90 percent of Lone Summit Bancorp, Inc., Lake Lotawana, 

Missouri, and thereby indirectly acquire Lone Summit Bank, 

Lake Lotawana, Missouri. (Previously reported during the week 

ended September 11, 2004)*

Newspaper – 09/29/2004

Fed Reg – 10/14/2004

* 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 9

Federal Reserve Bank of Minneapolis

Applications and notifications filed during the week ending Saturday, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

18(c) & Branch American Bank of St. Paul, St. Paul, Minnesota, to merge 

with Americana National Bank, Albert Lea, Minnesota and 

incident thereto establish branches at 217 South Newton 

Avenue, Albert Lea, Minnesota, and 195 North Broadway, 

Alden, Minnesota.*

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)(1) & 4(c)(8) First National Bancorp, Inc., Brewster, Minnesota, to become a 

bank holding company by acquiring 100% of Nobles Agency, 

Inc., Brewster, Minnesota; and thereby indirectly acquiring The 

First National Bank of Brewster, Brewster, Minnesota. 

Applicant also proposes through Nobles Agency, Inc., Brewster, 

Minnesota, to engage in insurance agency activities in a town 

with a population not exceeding 5,000.* 

Fed Reg – 10/08/2004

Newspaper – N/Avail

CIC Notice by Kevin R. Engel, Le Center, Minnesota, and Rodney 

G. Engel, Jordan, Minnesota, to acquire control of First State 

Agency of Le Center, Inc., Le Center, Minnesota, and thereby 

indirectly acquire control of First State Bank of Le Center, Le 

Center, Minnesota.

Fed Reg – 09/21/2004

Newspaper-09/21/2004

3(a)(3) Marshall Bancorp, Inc., Minneapolis, Minnesota, to acquire 

100% of BANKFIRST Corporation, Sioux Falls, South Dakota, 

and thereby indirectly acquire BANKFIRST, Sioux Falls, South 

Dakota.*

Fed Reg – N/Avail

Newspaper – N/Avail

3(a)(1) Timberland Bancorp, Baxter, Minnesota, to become a bank 

holding company by acquiring 100 percent of the 

outstanding common stock of Buhl Bancorporation, Inc., 

Buhl, Minnesota, and thereby indirectly acquire The First 

National Bank of Buhl, Buhl, Minnesota.*

Fed Reg – 09/24/2004

Newspaper-09/23/2004

* 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 10

Federal Reserve Bank of Kansas City

Applications and notifications filed during the week ending Saturday, September 18, 2004

Section I – Applications subject to newspaper notice only

Type Application

Ending date of

comment period

Branch United Bank and Trust Company, Marysville, Kansas, to 

establish a drive-thru facility at 726 West Crawford, Clay 

Center, Kansas.

Newspaper – 09/24/2004

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

Type Application

Ending date of

comment period

3(a)(3) Lindoe, Inc., Ordway, Colorado, to acquire up to 14.99 percent 

of the voting shares of Southern Colorado National Bancorp, 

Inc., parent of Southern Colorado National Bank, both of 

Pueblo, Colorado.

Newspaper – N/Avail

Fed Reg – 10/18/2004

3(a)(3) Wilber Co., Wilber, Nebraska, to acquire 100 percent of the 

voting shares of Hickman Corporation, Hickman, Nebraska, and 

thereby indirectly acquire First State Bank, Lincoln, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

3(a)(3) Wilber Co., Wilber, Nebraska, to acquire 100 percent of the 

voting shares of Yutan Bancorp., Inc., Yutan, Nebraska, and 

thereby indirectly acquire Bank of Yutan, Yutan, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

3(a)(3) SSB Management LLC, Wilber, Nebraska, to acquire an 

additional 362 shares, for a total of 45.2 percent of the voting 

shares of Wilber Co., Wilber, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

3(a)(3) SSB Management LLC, Wilber, Nebraska, to acquire through 

Wilber Co., Wilber, Nebraska, 100 percent of the voting shares 

of Hickman Corporation, Hickman, Nebraska, and thereby 

indirectly acquire First State Bank, Lincoln, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

3(a)(3) SSB Management LLC, Wilber, Nebraska, to acquire through 

Wilber Co., Wilber, Nebraska, 100 percent of the voting shares 

of Yutan Bancorp., Inc., Yutan, Nebraska, and thereby indirectly 

acquire Bank of Yutan, Yutan, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004
Section II – Applications subject to both newspaper and Federal Register notice

Type Application

Ending date of

comment period

3(a)(3) First National Johnson Bancshares, Inc., Johnson, Nebraska, to 

acquire an additional 104 shares, for a total of 12.9 percent of 

the voting shares of Wilber Co., Wilber, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

3(a)(3) First National Johnson Bancshares, Inc., Johnson, Nebraska, to 

acquire through Wilber Co., Wilber, Nebraska, 100 percent of 

the voting shares of Hickman Corporation, Hickman, Nebraska, 

and thereby indirectly acquire First State Bank, Lincoln, 

Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

3(a)(3) First National Johnson Bancshares, Inc., Johnson, Nebraska, to 

acquire through Wilber Co., Wilber, Nebraska, 100 percent of 

the voting shares of Yutan Bancorp., Inc., Yutan, Nebraska, and 

thereby indirectly acquire Bank of Yutan, Yutan, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

4(c)(8) Wilber Co., Wilber, Nebraska, to engage in insurance activities 

through the acquisition of Yutan Insurance Agency, Yutan, 

Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

4(c)(8) SSB Management LLC, Wilber, Nebraska, to indirectly engage 

in insurance activities through the acquisition of Yutan 

Insurance Agency, Inc., Yutan, Nebraska, by Wilber Co., 

Wilber, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

4(c)(8) First National Johnson Bancshares, Inc., Johnson, Nebraska, to 

indirectly engage in insurance activities through the acquisition 

of Yutan Insurance Agency, Inc., Yutan, Nebraska, by Wilber 

Co., Wilber, Nebraska.

Newspaper – 09/26/2004

Fed Reg – 10/15/2004

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

Investment In 

Bank Premises

FirstBank, Antlers, Oklahoma, to increase its investment in bank 

premises.
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

14258 The Jackson State Bank & Trust

50 Buffalo Way

Jackson, Wyoming 83001

06/14/2004 09/15/2004 S X

1421161 Bank of Blue Valley

11935 Riley Street

Overland Park, Kansas 66213-1127

06/01/2004 09/15/2004 S X

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None
District 11

Federal Reserve Bank of Dallas

Applications and notifications filed during the week ending Saturday, September 18, 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) Town Center Holdings, Inc., Coppell, TX, and Town Center 

Holdings Delaware, Inc., Wilmington, DE, to acquire Town 

Center Bank, Coppell, TX (de novo) * (previously reported the 

week ending September 11, 2004)

Fed Reg – 10/08/2004

Newspaper – 10/07/2004

3(a)(1) Town Center Holdings Delaware, Inc., Wilmington, DE, to 

acquire Town Center Bank, Coppell, TX (de novo) * (previously 

reported the week ending September 11, 2004)

Fed Reg – 10/08/2004

Newspaper – 10/07/2004

3(a)(3) First Financial Bankshares, Inc., Abilene, TX, to acquire

Southwestern Bancshares, Inc., Glen Rose, TX, Southwestern 

Delaware Financial Corporation, Wilmington, DE, and First 

National Bank, Glen Rose, TX *

Fed Reg – 10/15/2004

Newspaper – 10/09/2004

3(a)(3) First National Bank Group, Inc., Edinburg, TX, to acquire

Alamo Corporation of Texas, Alamo, TX, Alamo Corporation of 

Delaware, Wilmington, DE, and First National Bank, Edinburg, 

TX *

Fed Reg – 10/15/2004

Newspaper – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Type Application

Ending date of

comment period

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

Type Application

None

Section V – Availability of CRA public evaluations

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

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

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

was revised in May 1995.

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

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

for deposit facilities.

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

RSSD Exam type

number Institution/Location

Examination

date

CRA

public date

CRA

rating LrgBk SmBk

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, September 18, 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) Community First Bancorporation, Inc., Kennewick, Washington, 

to become a bank holding company by acquiring 100 percent of 

Community First Bank, Kennewick, Washington.*

Newspaper – 10/08/2004

Fed Reg – 10/18/2004

* 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