<DOCUMENT>
<TYPE>EX-4.2
<SEQUENCE>5
<FILENAME>k74892exv4w2.txt
<DESCRIPTION>CERTIFICATE OF TRUST
<TEXT>
<PAGE>
                                                                     EXHIBIT 4.2


                              CERTIFICATE OF TRUST
                                       OF
                             IBC CAPITAL FINANCE II


     THIS CERTIFICATE OF TRUST OF IBC CAPITAL FINANCE II (the "Trust"), is being
duly executed and filed by U.S. Bank Trust National Association, a national
banking association, Charles C. Van Loan, Robert N. Shuster and James J.
Twarozynski, each an individual, as trustees, to form a Delaware statutory trust
under the Delaware Statutory Trust Act (12 Del. C. Section 3801 et seq.) (the
"Act").

1.   NAME. The name of the Delaware statutory trust formed hereby is IBC Capital
     Finance II.

2.   DELAWARE TRUSTEE. The name and business address of the trustee of the Trust
     in the State of Delaware is U.S. Bank Trust National Association, 300 East
     Delaware Avenue, 8th Floor, Wilmington, Delaware 19809, Attention:
     Corporate Trust Services Division.

3.   EFFECTIVE DATE. This Certificate of Trust shall be effective on February
     26, 2003.

     IN WITNESS WHEREOF, the undersigned have executed this Certificate of Trust
in accordance with Section 3811(a)(1) of the Act.


                                      U.S. BANK TRUST NATIONAL
                                      ASSOCIATION, as Delaware trustee




                                      By: /s/ Paul D. Allen
                                         -------------------------------------
                                         Name: Paul D. Allen
                                         Title: Vice President


                                      /s/ Charles C. Van Loan      , as Trustee
                                      ------------------------------
                                      Name: Charles C. Van Loan


                                      /s/ Robert N. Shuster        , as Trustee
                                      ------------------------------
                                      Name: Robert N. Shuster


                                      /s/ James J. Twarozynski     , as Trustee
                                      ------------------------------
                                      Name: James J. Twarozynski




</TEXT>
</DOCUMENT>
