EXHIBIT 4.17(a)
                              CERTIFICATE OF TRUST
                                       OF
                                 CFB CAPITAL III


        This Certificate of Trust of CFB CAPITAL III (the "Trust"), dated
February 20, 2002, is being duly executed and filed by Wilmington Trust Company,
a Delaware banking corporation, and Thomas R. Anderson, an individual, as
trustees, to form a business trust under the Delaware Business Trust Act (12
Del. C. Section 3801 et seq.) (the "Act").

1.      NAME.  The name of the business trust formed hereby is CFB Capital III.

2.      DELAWARE TRUSTEE.  The name and business address of the trustee of the
        Trust in the State of Delaware is Wilmington Trust Company, Rodney
        Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001,
        Attn: Corporate Trust Administration.

3.      EFFECTIVE DATE.  This Certificate of Trust shall be effective upon its
        filing.

        IN WITNESS WHEREOF, the undersigned, being all of the trustees of the
Trust, have executed this Certificate of Trust as of the date first above
written in accordance with Section 3811(a) of the Act.

                                            WILMINGTON TRUST COMPANY,
                                            as Trustee

                                            By:   /s/ Donald G. MacKelcan
                                               ---------------------------------
                                            Name:  Donald G. MacKelcan
                                            Title: Vice President

                                              /s/ Thomas R. Anderson
                                            ------------------------------------
                                            Thomas R. Anderson, as Trustee