E7-15697. Formations of, Acquisitions by, and Mergers of Bank Holding Companies

The companies listed in this notice have applied to the Board for approval, pursuant to the Bank Holding Company Act of 1956 (12 U.S.C. 1841 et seq.) (BHC Act), Regulation Y (12 CFR Part 225), and all other applicable statutes and regulations to become a bank holding company and/or to acquire the assets or the ownership of, control of, or the power to vote shares of a bank or bank holding company and all of the banks and nonbanking companies owned by the bank holding company, including the companies listed below.

The applications listed below, as well as other related filings required by the Board, are available for immediate inspection at the Federal Reserve Bank indicated. The application also will be available for inspection at the offices of the Board of Governors. Interested persons may express their views in writing on the standards enumerated in the BHC Act (12 U.S.C. 1842(c)). If the proposal also involves the acquisition of a nonbanking company, the review also includes whether the acquisition of the nonbanking company complies with the standards in section 4 of the BHC Act (12 U.S.C. 1843). Unless otherwise noted, nonbanking activities will be conducted throughout the United States. Additional information on all bank holding companies may be obtained from the National Information Center Web site at www.ffiec.gov/​nic/​.

Unless otherwise noted, comments regarding each of these applications must be received at the Reserve Bank indicated or the offices of the Board of Governors not later than September 6, 2007.

A. Federal Reserve Bank of Atlanta (David Tatum, Vice President) 1000 Peachtree Street, N.E., Atlanta, Georgia 30309:

1. BancTenn Corporation, Kingsport, Tennessee; to acquire 20 percent of the voting shares of Paragon Commercial Corporation, and thereby acquire voting shares of Paragon Commercial Bank, both of Raleigh, North Carolina.

B. Federal Reserve Bank of Chicago (Burl Thornton, Assistant Vice President) 230 South LaSalle Street, Chicago, Illinois 60690-1414:

1. Level One Bancorp, Inc.; to become a bank holding company by acquiring 100 percent of the voting shares of Level One Bank (in organization), both of Farmington Hills, Michigan.

2. Metropolitan Bank Group, Inc., and Plaza Bancorp, Inc., both of Chicago, Illinois; to acquire 100 percent of the voting shares of Poplar Creek Community Bank (in organization), Rolling Meadows, Illinois.

C. Federal Reserve Bank of Kansas City (Todd Offenbacker, Assistant Vice President) 925 Grand Avenue, Kansas City, Missouri 64198-0001:

1. Peoples Bancshares, Inc. (“Peoples Bancshares”), Colorado Springs, Colorado; to become a bank holding company by acquiring 100 percent of the voting shares of Peoples National Bank Colorado, Colorado Springs, Colorado, and Peoples National Bank Monument, Monument, Colorado. Peoples Bancshares will also thereby indirectly acquire Peoples National Bank Interim, Leadville, Colorado. Peoples Bancshares, Inc. will be a direct subsidiary of Peoples Inc., Colorado Springs, Colorado, and an indirect subsidiary of Winter Trust of 12/3/74 (“Winter Trust”), Ottawa, Kansas. Subsequently, Winter Trust will acquire 100 percent of the voting shares of Peoples Bancshares.

Board of Governors of the Federal Reserve System, August 7, 2007.

Jennifer J. Johnson,

Secretary of the Board.