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Federal Reserve ReleaseH.2Actions of the Board, Its Staff,and the Federal Reserve Banks;Applications and Reports ReceivedNo. 35Week Ending September 1, 2001Board of Governors of the Federal Reserve System, Washington, DC 20551

H.2 Actions under delegated authorityBS&RC&CAFOMCBanking Supervision and RegulationConsumer and Community AffairsFederal Open Market CommitteeAugust 26, 2001 to September 1, 2001RBOPSIFOSDMReserve Bank Operations and PaymentInternational FianceOffice of Staff Director for ManagementBank Branches, DomesticPhiladelphiaAmeriserve Financial Bank, Johnstown, Pennsylvania -- to establish a branch at 5Gateway Center, Pittsburgh.- Approved, August 29, 2001New YorkBank of Smithtown, East Setauket, New York -- to establish a branch on Belle MeadRoad, Suffolk County.- Approved, August 23, 2001 (AC)New YorkThe Chase Manhattan Bank, New York, New York -- to establish a branch at 1320Stony Brook Road, Stony Brook.- Approved, August 24, 2001 (AC)ClevelandThe Citizens Banking Company, Sandusky, Ohio -- to establish a branch at 205 SECatawba Road, Port Clinton.- Approved, August 30, 2001ChicagoElkhart Community Bank, Elkhart, Indiana -- to establish a mobile branch to operatewithin a five-mile radius of the bank.- Approved, August 30, 2001ChicagoGoshen Community Bank, Goshen, Indiana -- to establish a mobile branch to operatewithin a five-mile radius of the bank.- Approved, August 30, 2001ChicagoJohnson Bank, Racine, Wisconsin -- to establish a branch at 441 Lake Avenue.- Approved, August 29, 2001(AC) Addition or CorrectionDelegated - Page 1 of 8

H.2 Actions under delegated authorityAugust 26, 2001 to September 1, 2001Bank Branches, DomesticRichmondSouthern Financial Bank, Warrenton, Virginia -- to establish a branch at 300 EastMarket Street, Charlottesville.- Approved, August 30, 2001Bank Holding CompaniesAtlantaCommercial Bancgroup, Inc., Harrogate, Tennessee -- to acquire CumberlandMountain Bancshares, Inc., Middlesboro, Kentucky, and Middlesboro Federal Bank,FSB; and for Commercial Bank, Harrogate, Tennessee, to merge with MiddlesboroFederal Bank, FSB.- Approved, August 27, 2001MinneapolisDacotah Banks, Inc., Aberdeen, South Dakota -- to acquire F&M Bank HoldingCompany of Valley City, Valley City, North Dakota.- Approved, August 29, 2001St. LouisFirst Banks, Inc., St. Louis, Missouri -- to engage de novo in lending activities.- Approved, August 29, 2001Kansas CityFirst Western Bank Shares, Inc., Huron, South Dakota -- to become a bank holdingcompany through the acquisition of Marquette Bank Nebraska, N.A., O'Neill,Nebraska.- Approved, August 30, 2001AtlantaGrand Bankshares, Inc., West Palm Beach, Florida -- to become a bank holdingcompany through the acquisition of Grand Bank of Florida.- Returned, August 30, 2001(AC) Addition or CorrectionDelegated - Page 2 of 8

H.2 Actions under delegated authorityAugust 26, 2001 to September 1, 2001Bank Holding CompaniesChicagoGrant County State Bancshares, Inc. Employees Stock Ownership Plan, Swayzee,Indiana -- to acquire additional shares of Grant County State Bancshares, Inc. andthereby acquire Grant County State Bank.- Approved, August 31, 2001SecretaryThe Royal Bank of Scotland Group plc, The Royal Bank of Scotland plc, and RBSGInternational Holdings Ltd., all in Edinburgh, Scotland, and Citizens Financial Group,Inc., Providence, Rhode Island -- commenters' requests to extend the commentperiod on the application to acquire Citizens Bank of Pennsylvania, Philadelphia,Pennsylvania, and Citizens Bank, Wilmington, Delaware, both de novo banks.- Denied, August 31, 2001Kansas CitySunflower Banks, Inc., Salina, Kansas; Sunflower Bank, National Association; andSunflower Acquisition Corporation -- waiver of applications in connection with theacquisition of First Canon Bancorp, Inc., Canon City, Colorado, and its subsidiary,The First National Bank of Canon City, and merger of The First National Bank ofCanon City with Sunflower Bank.- Granted, August 31, 2001AtlantaSynovus Financial Corporation, Columbus, Georgia -- to merge with FABPBancshares, Inc., Pensacola, Florida, and thereby acquire First American Bank ofPensacola.- Approved, August 31, 2001Kansas CityTeam Financial, Inc., Paola, Kansas, and Team Financial, Inc. Employees' StockOwnership Plan -- to acquire Post Bancorp, Inc., Colorado Springs, Colorado, andColorado Springs National Bank.- Approved, August 28, 2001AtlantaUnited Bancshares, Inc., New Orleans, Louisiana -- to become a bank holdingcompany through the acquisition of United Bank and Trust.- Returned, August 29, 2001(AC) Addition or CorrectionDelegated - Page 3 of 8

H.2 Actions under delegated authorityAugust 26, 2001 to September 1, 2001Bank MergersAtlantaColonial Bank, Montgomery, Alabama -- to acquire certain assets and assume certainliabilities of 13 Alabama and Florida branches of Union Planters Bank, N.A.,Memphis, Tennessee.- Approved, August 29, 2001ChicagoFirst Farmers Bank and Trust Company, Converse, Indiana -- to acquire theGreentown, Logansport, Peru, Roann, and Wabash offices of Lake City Bank,Warsaw, and thereby establish branches.- Approved, August 29, 2001Change In Bank ControlKansas CityAmeribanc Holdings, Durango, Colorado -- change in bank control.- Permitted, August 28, 2001Kansas CityFirst National Bancshares, Inc., Edmond, Oklahoma -- change in bank control.- Permitted, August 30, 2001ChicagoLamoine Bancorp, Inc., La Harpe, Illinois -- change in bank control.- Permitted, August 28, 2001SecretaryLaredo National Bancshares, Laredo, Texas -- commenter's request to extend thecomment period for a change in bank control.- Denied, August 31, 2001Competitive Factors ReportsChicagoAnchor BanCorp Wisconsin Inc., Madison, Wisconsin -- report on competitivefactors of the proposed acquisition of Ledger Capital Corp., Glendale.- Submitted, August 31, 2001(AC) Addition or CorrectionDelegated - Page 4 of 8

H.2 Actions under delegated authorityAugust 26, 2001 to September 1, 2001Competitive Factors ReportsDallasBank of the Hills, N.A., Kerrville, Texas -- report on competitive factors of theproposed merger with New Bank of the Hills, N.A.- Submitted, August 30, 2001St. LouisBloomfield State Bank, Bloomfield, Indiana -- report on competitive factors of theproposed merger with The First Bank of Mitchell, Mitchell.- Submitted, August 29, 2001BostonBorel Bank and Trust Company, San Mateo, California -- report on competitivefactors of the proposed merger with Borel Acquisition Corp.- Submitted, August 27, 2001SecretaryCitibank (South Dakota), N.A., Sioux Falls, South Dakota -- report on competitivefactors of the proposed merger with Hurley State Bank; Universal Bank, NationalAssociation, Columbus, Georgia; and Citibank USA, Wilmington, Delaware, inconnection with the corporate reorganization of the domestic credit card business ofCitigroup Inc., New York, New York.- Submitted, August 29, 2001SecretaryColorado Business Bank, National Association, Denver, Colorado -- report oncompetitive factors of the proposed merger with First Capital Bank of Arizona,Phoenix, Arizona.- Submitted, August 28, 2001St. LouisFirst Bank & Trust, San Francisco, California -- report on competitive factors of theproposed merger with BYL Bank Group, Orange.- Submitted, August 28, 2001ChicagoFirst Federal Capital Corp., La Crosse, Wisconsin -- report on competitive factors ofthe proposed merger with American Community Bancshares, Inc., Wausau.- Submitted, August 31, 2001(AC) Addition or CorrectionDelegated - Page 5 of 8

H.2 Actions under delegated authorityAugust 26, 2001 to September 1, 2001Competitive Factors ReportsBostonFirst Massachusetts Bank, National Association, Worcester, Massachusetts -- reporton competitive factors of the proposed merger with MetroWest Bank, Framingham.- Submitted, August 27, 2001ChicagoIndependent Bank South Michigan, Leslie, Michigan -- report on competitive factorsof the proposed acquisition of four branches of Independent Bank MSB, Bay City.- Submitted, August 31, 2001ChicagoMetrobank, National Association, Davenport, Iowa -- report on competitive factorsof the proposed merger with Community Bank, Preston; Community Insurance, Inc.,Miles; and Farmers State Bank Chadwick and Mount Carroll, Mount Carroll, Illinois.- Submitted, August 31, 2001DallasThe National Bank of Daingerfield, Daingerfield, Texas -- report on competitivefactors of the proposed acquisition of the Daingerfield branch of Jefferson HeritageBank, FSB, Denton.- Submitted, August 31, 2001PhiladelphiaOmega Bank, N.A., State College, Pennsylvania -- report on competitive factors ofthe proposed merger with Hollidaysburg Trust Company, Hollidaysburg, and PennCentral National Bank.- Submitted, August 27, 2001ChicagoState Bank of Latham, Latham, Illinois -- report on competitive factors of theproposed merger with Valley State Bank, Eldridge, Iowa, and the proposed purchaseof assets and assumption of liabilities of State Bank of Latham by Middletown StateBank, Middletown, Illinois.- Submitted, August 30, 2001(AC) Addition or CorrectionDelegated - Page 6 of 8

H.2 Actions under delegated authorityAugust 26, 2001 to September 1, 2001Competitive Factors ReportsSecretaryTravelers Bank & Trust, FSB, Newark, Delaware -- report on competitive factors ofthe proposed merger with Citi Fiduciary Trust Company of Florida, Palm Beach,Florida; Citi Fiduciary Trust Bank of Michigan, Farmington Hills, Michigan; CitiFiduciary Trust Company of New Jersey, Red Bank, New Jersey; Citi FiduciaryTrust Company, New York, New York; and Citi Fiduciary Trust Company of Texas,Dallas, Texas.- Submitted, August 29, 2001Extensions Of TimeKansas CityFirst Liberty Capital Corporation Employee Stock Ownership Plan, Hugo,Colorado -- extension to March 1, 2002, to acquire additional shares of First LibertyCapital Corporation.- Granted, August 30, 2001New YorkJ.P. Morgan Chase & Co. Inc., New York, New York -- extension to December 11,2001, to merge Morgan Guaranty Trust Company of New York and The ChaseManhattan Bank.- Granted, August 22, 2001 (AC)Financial Holding CompaniesAtlantaAmerican Banking Corporation of Lake Wales, Lake Wales, Florida -- election tobecome a financial holding company.- Effective, August 27, 2001Director, BS&RHBOS plc, Edinburgh, Scotland -- election to become a financial holding companyon its acquisition of The Governor and Company of the Bank of Scotland.- Effective, August 31, 2001(AC) Addition or CorrectionDelegated - Page 7 of 8

H.2 Actions under delegated authorityAugust 26, 2001 to September 1, 2001MembershipKansas CitySaline State Bank, Wilber, Nebraska -- membership in the Federal Reserve System.- Approved, August 28, 2001(AC) Addition or CorrectionDelegated - Page 8 of 8

District 1Federal Reserve Bank of BostonApplications and notifications filed during the week ending Saturday, September 1, 2001Section I – Applications subject to newspaper notice onlyTypeApplicationEnding date ofcomment periodNoneSection II – Applications subject to both newspaper and Federal Register noticeTypeApplicationChange in BankControlCentral Bancorp, Inc., Somerville, Massachusetts - notice byJohn Doherty to individually acquire greater than 10% ofCentral Bancorp, Inc.Ending date ofcomment periodNewspaper - 09/26/2001Fed Reg – N/AvailSection III – Applications subject to Federal Register notice onlyTypeApplicationNoneSection IV – Applications not subject to Federal Register or newspaper noticeTypeNoneApplicationEnding date ofcomment period

Section V – Availability of CRA public evaluationsThe Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needsof the communities in which they operate, including low- and moderate-income neighborhoods. It was enactedby the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulationwas revised in May 1995.The CRA requires that each depository institution's record in helping meet the credit needs of its entirecommunity be evaluated periodically. That record is taken into account in considering an institution's applicationfor 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 OutstandingS SatisfactoryNI Needs to improveSN Substantial noncomplianceThe following state member banks have been examined and their CRA public evaluations are now ndateNoneSection VI – CRA examinations scheduled forInstitutionNoneQuarter ofLocationCRApublic dateCRAratingExam typeLrgBk SmBk

District 2Federal Reserve Bank of New YorkApplications and notifications filed during the week ending Saturday, September 1, 2001Section I – Applications subject to newspaper notice onlyEnding date ofcomment periodTypeApplicationRepresentativeOfficeBanca Comerciala Romana S.A., Bucharest, Romania, toestablish a representative office in New York, New York.*Newspaper – N/AvailRepresentativeOfficeRoyal Bank of Canada, Montreal, Canada, to establish arepresentative office in Wilmington, Delaware.*Newspaper – N/AvailBranchNCF Bank Plc (formerly known as Nordea Companies Finland(NCF) Plc formerly known as MeritaNordbanken Plc), toestablish a state-licensed branch at 437 Madison Avenue, NewYork, New York.*Newspaper – N/Avail* Subject to the provisions of the Community Reinvestment ActSection II – Applications subject to both newspaper and Federal Register noticeTypeApplicationEnding date ofcomment periodNone* Subject to the provisions of the Community Reinvestment ActSection III – Applications subject to Federal Register notice onlyTypeApplicationNoneSection IV – Applications not subject to Federal Register or newspaper noticeTypeNoneApplicationEnding date ofcomment period

Section V – Availability of CRA public evaluationsThe Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needsof the communities in which they operate, including low- and moderate-income neighborhoods. It was enactedby the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulationwas revised in May 1995.The CRA requires that each depository institution's record in helping meet the credit needs of its entirecommunity be evaluated periodically. That record is taken into account in considering an institution's applicationfor 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 OutstandingS SatisfactoryNI Needs to improveSN Substantial noncomplianceThe following state member banks have been examined and their CRA public evaluations are now ndateCRApublic dateNoneSection VI – CRA examinations scheduled forInstitutionNoneQuarter of 2001LocationCRAratingExam typeLrgBk SmBk

District 3Federal Reserve Bank of PhiladelphiaApplications and notifications filed during the week ending Saturday, September 1, 2001Section I – Applications subject to newspaper notice onlyTypeApplicationEnding date ofcomment periodNoneSection II – Applications subject to both newspaper and Federal Register noticeTypeApplicationEnding date ofcomment periodNoneSection III – Applications subject to Federal Register notice onlyEnding date ofcomment periodTypeApplication4(c)(8)CNB Financial Corporation, Clearfield, PA, to retain ownership 09/18/2001of County Reinsurance Company, Phoenix, AZ.Section IV – Applications not subject to Federal Register or newspaper noticeTypeNoneApplication

Section V – Availability of CRA public evaluationsThe Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needsof the communities in which they operate, including low- and moderate-income neighborhoods. It was enactedby the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulationwas revised in May 1995.The CRA requires that each depository institution's record in helping meet the credit needs of its entirecommunity be evaluated periodically. That record is taken into account in considering an institution's applicationfor 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 OutstandingS SatisfactoryNI Needs to improveSN Substantial noncomplianceThe following state member banks have been examined and their CRA public evaluations are now ndateNoneSection VI – CRA examinations scheduled forInstitutionNoneQuarter ofLocationCRApublic dateCRAratingExam typeLrgBk SmBk

District 4Federal Reserve Bank of ClevelandApplications and notifications filed during the week ending Saturday, September 1, 2001Section I – Applications subject to newspaper notice onlyEnding date ofcomment periodTypeApplicationBranchReceived notice from The Citizens Banking Company,Sandusky, OH on 08/27/2001 of its intent to establish a branchat 205 S.E. Catawba Rd., Port Clinton, OH.*08/18/2001BranchReceived notice from Community First Bank & Trust, Celina,OH to start a branch operation at The Gardens of Celina, 1301Myers Rd., Celina, OH.*08/31/2001Section II – Applications subject to both newspaper and Federal Register noticeTypeApplicationEnding date ofcomment periodNoneSection III – Applications subject to Federal Register notice onlyTypeApplicationNoneSection IV – Applications not subject to Federal Register or newspaper noticeTypeNoneApplicationEnding date ofcomment period

Section V – Availability of CRA public evaluationsThe Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needsof the communities in which they operate, including low- and moderate-income neighborhoods. It was enactedby the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulationwas revised in May 1995.The CRA requires that each depository institution's record in helping meet the credit needs of its entirecommunity be evaluated periodically. That record is taken into account in considering an institution's applicationfor 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 OutstandingS SatisfactoryNI Needs to improveSN Substantial noncomplianceThe following state member banks have been examined and their CRA public evaluations are now available.RSSDnumber513920Institution/LocationThe Marblehead Bank709 West Main StreetMarblehead, OH 43440Section VI – CRA examinations scheduled forInstitutionNoneExaminationdateCRApublic dateCRArating06/25/200108/28/2001SQuarter ofLocationExam typeLrgBk SmBkX

District 5Federal Reserve Bank of RichmondApplications and notifications filed during the week ending Saturday, September 1, 2001Section I – Applications subject to newspaper notice onlyEnding date ofcomment periodTypeApplicationBranchCentura Bank, Rocky Mount, North Carolina, to establish abranch at 2000 Wade Hampton Boulevard, Greenville, SouthCarolina.*Newspaper - 09/06/200118(c)First Virginia Bank-Hampton Roads, Norfolk, Virginia, tomerge with James River Bank, Waverly, Virginia, and JamesRiver Bank/Colonial, Suffolk, Virginia.*Newspaper - 10/03/2001*Subject to the provisions of the Community Reinvestment Act.Section II – Applications subject to both newspaper and Federal Register noticeEnding date ofcomment periodTypeApplication3(a)(3)FNB Corporation, Christiansburg,