Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 48 

Week Ending November 29, 2008

Board of Governors of the Federal Reserve System, Washington, DC 20551
Bank Holding Companies

Bank of America Corporation, Charlotte, North Carolina -- to acquire Merrill Lynch 

& Co., Inc., New York, New York, and thereby acquire Merrill Lynch Bank & Trust 

Co., FSB; Merrill Lynch Bank USA, Salt Lake City, Utah; and Merrill Lynch 

Yatirim Bank A.S., Istanbul, Turkey.

- Approved, November 26, 2008

Banks, Nonmember, and Miscellaneous Institutions

Union Bank and Trust Company, Lincoln, Nebraska -- request for an exemption from 

section 23A of the Federal Reserve Act and Regulation W to purchase student loans 

from its affiliate, Nelnet, Inc., Lincoln.

- Granted, November 24, 2008

Monetary and Financial Policy

Citigroup Inc., New York, New York -- joint statement by the Board, Department of 

the Treasury, and Federal Deposit Insurance Corporation on an agreement with 

Citigroup to provide a package of guarantees, liquidity access, and capital.

- Announced, November 23, 2008

Term Asset-Backed Securities Loan Facility (TALF) -- to create a loan facility to 

help market participants meet the credit needs of households and small businesses by 

supporting the issuance of asset-backed securities collateralized by student loans, 

auto loans, credit card loans, and loans guaranteed by the Small Business 

Administration.

- Announced, November 25, 2008

Term Auction Facility -- forward TAF auction on November 24, 2008, in the amount 

of $150 billion in 13-day credit to provide term funding over year-end.

- Announced, November 24, 2008

H.2 Board Actions November 23, 2008 to November 29, 2008

(A/C) = Addition or Correction Board - Page 1 of 2
Enforcement

Team Financial, Inc., Paola, Kansas; Team Financial Acquisition Subsidiary, Inc.; 

and Post Bancorp, Inc., Colorado Springs, Colorado -- written agreement with the 

Federal Reserve Bank of Kansas City.

- Announced, November 25, 2008

H.2 Board Actions November 23, 2008 to November 29, 2008

(A/C) = Addition or Correction Board - Page 2 of 2
H.2 Actions under delegated authority

BS&R

C&CA

FOMC

Banking Supervision and Regulation

Consumer and Comminity Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

OSDM Office of Staff Director for Management

November 23, 2008 to November 29, 2008

Bank Branches, Domestic

First Chicago Bank & Trust, Itasca, Illinois -- to establish a branch at 1040 West 

Randolph, Chicago.

Chicago

- Approved, November 25, 2008

Bank Holding Companies

Lakeside Holding Corporation, Oologah, Oklahoma -- to become a bank holding 

company and to acquire Lakeside State Bank, Oologah.

Kansas City

- Approved, November 28, 2008

Bank Mergers

Florida Bank, Tampa, Florida -- to merge with Florida Bank of Sarasota, Sarasota.

Atlanta

- Approved, November 26, 2008

Banks, Foreign

Banco Itau S.A., Sao Paolo, Brazil, and I U Participacoes, S.A. (in formation) -- to 

acquire control of Banco Itau Europa International, an Edge corporation, Miami, 

Florida.

Director, BS&R

- Approved, November 26, 2008

(A/C) = Addition or Correction Delegated - 1 of 4
Banks, Foreign

Landsbanki Islands hf, Reykjavik, Iceland -- to establish a branch in New York, New 

York.

New York

- Withdrawn, November 26, 2008

Banks, National

HSBC Bank USA, National Association, Wilmington, Delaware -- location 

determination of master account at the Federal Reserve Bank of New York.

Secretary

- Approved, November 25, 2008

Change in Bank Control

Jones Bancshares, L.P., Waycross, Georgia -- to retain control of Jones and its 

subsidiary bank, Primesouth Bank, Blackshear.

Atlanta

- Permitted, November 25, 2008

M.S.B. Bancorporation, Inc., Marion, Wisconsin -- to retain control of M.S.B. and its 

subsidiary bank, Premier Community Bank, Marion.

Chicago

- Permitted, November 25, 2008

Ouachita Bancshares Corp., Monroe, Louisiana -- change in bank control of Ouachita 

and its subsidiary bank, Ouachita Independent Bank, Monroe.

Dallas

- Permitted, November 24, 2008

H.2 Actions under delegated authority November 23, 2008 to November 29, 2008

(A/C) = Addition or Correction Delegated - 2 of 4
Extensions of Time

Bank of the Commonwealth, Norfolk, Virginia -- extension to January 28, 2009, to 

establish a branch at 3732 North Croatan Highway, Kitty Hawk, North Carolina.

Richmond

- Granted, November 26, 2008

Charter Bancshares, Inc., Corpus Christi, Texas, and Charter IBHC, Inc., 

Wilmington, Delaware -- extension to January 15, 2009, to acquire shares of Charter 

Alliance Bank, a de novo bank, Corpus Christi.

Dallas

- Granted, November 24, 2008

Colonial Virginia Bank, Gloucester, Virginia -- extension to May 29, 2009, to 

establish a branch at Maidstone, New Kent Courthouse Village, New Kent.

Richmond

- Granted, November 26, 2008

SBA Bancorp, Inc., Ashland, Illinois -- extension to March 26, 2009, to merge with 

First Beardstown Bancorp, Inc., Beardstown, and thereby acquire First State Bank of 

Beardstown.

Chicago

- Granted, November 26, 2008

Financial Holding Companies 

Itausa-Investimentos Itau S.A., Sao Paolo, Brazil -- election for its subsidiary, I U 

Participacoes, S.A. (in formation), Sao Paolo, to be treated as a financial holding 

company effective as of the date of its formation.

Director, BS&R

- Approved, November 26, 2008

H.2 Actions under delegated authority November 23, 2008 to November 29, 2008

(A/C) = Addition or Correction Delegated - 3 of 4
International Operations

J.P. Morgan International Finance Limited, Newark, Delaware -- waiver of remainder 

of notification periods to invest in J.P. Morgan Whitefriars (UK), London, England, 

and J.P. Morgan Securities Ltd. and modification of the aggregate investment limit 

under Regulation K.

Director, BS&R

- Granted, November 25, 2008

Membership

The Goldman Sachs Trust Company, New York, New York -- to become a member 

of the Federal Reserve System on its merger with Goldman Sachs Bank USA, Salt 

Lake City, Utah, and to retain its branches.

Secretary

- Approved, November 24, 2008

H.2 Actions under delegated authority November 23, 2008 to November 29, 2008

(A/C) = Addition or Correction Delegated - 4 of 4
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

First Community Bank of New Haven, New 

Haven, Connecticut, to become a do novo 

state-chartered member of the Federal Reserve 

System

First Community Bank of New 

Haven

* Subject to the provisions of the Community Reinvestment Act
District: 1

Federal Reserve Bank of Boston

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 2

Federal Reserve Bank of New York

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Banco Popular de Puerto Rico, San Juan, Puerto 

Rico, to merge with its wholly-owned 

subsidiary, Popular Finance, Inc., Ponce, Puerto 

Rico, pursuant to Section 18(c) of the Federal 

Deposit Insurance Act.

BANCO POPULAR DE PUERTO 

RICO

Newspaper:

Federal Register:

* 3A3 12/03/2008

12/04/2008

Morgan Stanley, New York, New York to 

acquire up to 9.9 percent of the common stock 

of Heritage Bank, N.A. (in organization), New 

York, New York.

MORGAN STANLEY

* Subject to the provisions of the Community Reinvestment Act
District: 2

Federal Reserve Bank of New York

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 3

Federal Reserve Bank of Philadelphia

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 3

Federal Reserve Bank of Philadelphia

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 4

Federal Reserve Bank of Cleveland

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Sonabank, N.A., Charlottesville, Virginia, to 

become a member of the Federal Reserve 

system.

SONABANK, NATIONAL 

ASSOCIATION

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 6

Federal Reserve Bank of Atlanta

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Compass Bank, Birmingham, Alabama, to 12/05/2008

establish the following branches: 2134 Rayford 

Road, Spring, Texas, to be known as the 

Rayford Branch; 14213 Cypress Rosehill Road, 

Cypress, Texas, to be known as the 290 and 

Cypress Rosehill Branch; and 11091 Broadway 

Street, Pearland, Texas, to be known as the 

Shadow Creek Branch.

COMPASS BANK

Newspaper:

Federal Register:

* 3A3 12/26/2008

12/22/2008

Independent Bancshares, Inc. Employee Stock 

Ownership Plan, Red Bay, Alabama, to acquire 

26.46 percent of the outstanding shares of 

Independent Bancshares, Inc., and its 

subsidiaries, Community Spirit Bank, both of 

Red Bay, Alabama, along with Spirit 

Bancshares, Inc., and Spirit Bank, both of 

Belmont, Mississippi.

INDEPENDENT BANCSHARES, 

INC. EMPLOYEE STOCK 

OWNERSHIP PLAN

* Subject to the provisions of the Community Reinvestment Act
District: 6

Federal Reserve Bank of Atlanta

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

City State Bank, Odgen, Iowa, to merge with 11/22/2008

Ames Community Bank, Ames, Iowa, and 

Community Bank of Boone, Boone, Iowa. As a 

result of these mergers, all offices of Ames 

Community Bank and Community Bank of 

Boone will become offices of City State Bank.

CITY STATE BANK

Newspaper:

Federal Register:

* 3A3 Not available

12/04/2008

First Community Financial Partners, Inc., Joliet, 

Illinois, to acquire at least 50.1 percent of the 

voting shares of Burr Ridge Bank and Trust (in 

organization), Burr Ridge, Illinois.

FIRST COMMUNITY 

FINANCIAL PARTNERS, INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Paramount Bank, Farmington Hills, Michigan, to 

merge with Paramount Bank, Las Vegas, 

Nevada, and thereby to establish a branch at 

7795 West Sahara Avenue, Las Vegas, Nevada.

PARAMOUNT BANK

Newspaper:

Federal Register:

* 3A3 11/29/2008

11/28/2008

Peoples Bancorp, Inc., Prairie du Chien, 

Wisconsin, to acquire 100 percent of the voting 

shares of Security State Bank, Guttenberg, Iowa.

PEOPLES BANCORP, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 7

Federal Reserve Bank of Chicago

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St. Louis

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

First State Bank, Conway, Arkansas, to merge 12/31/2008

with Bank of Mountain, Mountain View, 

Arkansas, and to retain the acquired facilities as 

branch offices.

FIRST STATE BANK

* Subject to the provisions of the Community Reinvestment Act
District: 8

Federal Reserve Bank of St. Louis

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/18/2008

182 Bancshares, Inc., Mankato, Minnesota, to 

become a bank holding company by acquiring 

100 percent of Bank 182, Mankato, Minnesota, a 

de novo bank.

182 BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 12/12/2008

12/09/2008

Notice by John E. Post, Coon Rapids, 

Minnesota, to gain control of Community Pride 

Bank Corporation, Ham Lake, Minnesota, and 

thereby indirectly gain control of Community 

Pride Bank, Isanti, Minnesota.

COMMUNITY PRIDE BANK 

CORPORATION

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

NASB Shares, Inc., Belgrade, Minnesota, 

requests approval to retain 100% of Borgerding 

Agency, Inc., Belgrade, Minnesota, and North 

American State Insurance Agency, Inc., Elrosa, 

Minnesota, and thereby indirectly engage in 

insurance agency activies, in a place with a 

population not exceeding 5000.

NASB SHARES, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 9

Federal Reserve Bank of Minneapolis

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/12/2008

FSB Investments, LLC, Oklahoma City, 

Oklahoma, to become a bank holding company 

through the acquisiton of up to 100 percent of 

the voting shares of MidWest Community 

Financial Corporation, Midwest City, Oklahoma, 

parent of The First State Bank, Canute, 

Oklahoma.

FSB INVESTMENTS LLC

* Subject to the provisions of the Community Reinvestment Act
District: 10

Federal Reserve Bank of Kansas City

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/26/2008

BMC Bancshares, Inc., Dallas, Texas, to become 

a bank holding company by acquiring 100 

percent of First National Bank-Graford, Graford, 

Texas.

BMC BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A5 Not available

12/04/2008

Independent Bank Group, Inc., McKinney, 

Texas, to acquire by merger 100 percent of 

Independent Bank Group Central Texas, Inc., 

McKinney, Texas, and indirectly acquire 

Independent Bank, Waco, Texas.

INDEPENDENT BANK GROUP, 

INC.

Newspaper:

Federal Register:

CIC 11/19/2008

11/20/2008

Notice by David 0. Rogers, Jr. and Dora Rogers 

of Edinburg, Texas, Saul and Kellye Ortega of 

Edinburg, Texas, and Arturo and Sonja Ortega 

of Weslaco, Texas, to acquire shares of, and 

thereby control, MNB Ventures, Inc., Mercedes, 

Texas, which controls Texas National Bank, 

Mercedes, Texas.

MNB VENTURES, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 11

Federal Reserve Bank of Dallas

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

Filings received during the week ending November 29, 2008

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Silvergate Capital Corp to become a bank 

holding company upon the conversion of 

Silvergate Bank, both of La Jolla, California, 

from an industrial bank to a commercial bank, 

pursuant to section 3(a)(1) of the Bank Holding 

Company Act.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

1st Security Bancorp, Inc., to become a bank 

holding company by acquiring 100 percent of 

1st Security Bank of Washington, both of 

Mountlake Terrace, Washington.

1ST SECURITY BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 Not available

* 3A1 Not available

Carpenter Fund Manager GP LLC, Carpenter 

Fund Management Company LLC, Carpenter 

Community Bancfund L.P., Carpenter 

Community Bancfund-A, L.P., Carpenter 

Community Bancfund-CA L.P., CCFW, Inc., and 

SCJ, Inc., all of Irvine, California, to: 1) acquire 

CG Holdings, Inc., Wilmington, Delaware, and 

indirectly acquire up to 80 percent of California 

General Bank, N.A, (in organization), Pasadena, 

California; and 2) CG Holdings, Inc., 

Wilmington, Delaware, to become a bank 

holding company by acquiring up to 80 percent 

of California General Bank, N.A. (in 

organization), Pasadena, California.

CARPENTER FUND MANAGER 

GP, LLC

Newspaper:

Federal Register:

* 3A1 Not available

Member

4c8

12/12/2008

Marlin Business Services Corp., Mount Laurel, 

New Jersey, to: 1) become a bank holding 

company upon the conversion of Marlin 

Business Bank, Salt Lake City, Utah, from an 

industrial bank to a commercial bank, pursuant 

to section 3(a)(1) of the Bank Holding Company 

Act; 2) Marlin Business Services Corp. to 

engage indirectly in equipment leasing services 

through Marlin Leasing Corporation, both of 

Mount Laurel, New Jersey, pursuant to section 

225.28(b)(3) of Regulation Y and 4(c)(8) of the 

Bank Holding Company Act; and 3) Marlin 

Business Bank, Salt Lake City, Utah, to become 

a member of the Federal Reserve System.

MARLIN BUSINESS SERVICES 

CORP.

Newspaper:

Federal Register:

* 3A1 Not available

4c8 12/18/2008

Tamalpais Bancorp to: 1) become a bank 

holding company upon the conversion of 

Tamalpais Bank, both of San Rafael, California, 

from an industrial bank to a commercial bank, 

pursuant to section 3(a)(1) of the Bank Holding 

Company 

Act; and 2)engage in financial and investment 

advisory activities through Tamalpais Wealth 

Advisors, San Rafael, California, pursuant to 

sections 4(c)(8) of the Bank Holding Company 

Act, and 225.28(6)(i) of Regulation Y.

TAMALPAIS BANCORP

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

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.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act