Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 24 

Week Ending June 13, 2009

Board of Governors of the Federal Reserve System, Washington, DC 20551
Testimony and Statements

Executive Compensation -- statement by Scott G. Alvarez, general counsel, before 

the House Committee on Financial Services regarding incentive compensation in 

banking and financial services.

- Published, June 11, 2009

Enforcement

The Bank of New York, New York, New York -- written agreement dated April 21, 

2006, terminated June 5, 2009.

- Announced, June 12, 2009

First Citizens Bank of Butte, Butte, Montana -- written agreement dated June 30, 

2005, terminated May 28, 2009.

- Announced, June 8, 2009

First Commerce Community Bankshares, Inc., Douglasville, Georgia -- written 

agreement with the Federal Reserve Bank of Atlanta and the Banking Commissioner 

of the State of Georgia.

- Announced, June 8, 2009

Nexity Financial Corporation, Birmingham, Alabama -- issuance of a consent cease 

and desist order.

- Announced, June 10, 2009

SEB Bancorp, Inc., Marietta, Georgia -- written agreement with the Federal Reserve 

Bank of Atlanta and the Banking Commissioner of the State of Georgia.

- Announced, June 11, 2009

Sterling Bank, Lantana, Florida -- written agreement with the Federal Reserve Bank 

of Atlanta and the Office of Financial Regulation of the State of Florida.

- Announced, June 10, 2009

H.2 Board Actions June 7, 2009 to June 13, 2009

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

June 7, 2009 to June 13, 2009

Bank Branches, Domestic

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish a 

branch at 410 Meadow Creek Drive, Westminster, Maryland.

New York

- Approved, June 12, 2009

Town Bank, Hartland, Wisconsin -- to establish a branch at 111 East Kilbourn 

Avenue, Milwaukee.

Chicago

- Approved, June 8, 2009

Bank Holding Companies

Banco do Brasil S.A., Brasilia, Brazil, and Caixa de Previdencia dos Funcionarios do 

Banco do Brasil -- temporary exemption to engage indirectly in certain nonbanking 

activities in the United States in connection with Banco do Brasil's acquisition of 

shares of Banco Votorantim S.A., Sao Paulo. 

General Counsel

- Granted, June 5, 2009

(A/C)

BSB Bancorp, MHC, Belmont, Massachusetts, and BSB Bancorp, Inc. -- to become a 

mutual bank holding company and a stock bank holding company, respectively, and 

to acquire Belmont Savings Bank, Belmont.

Boston

- Approved, June 8, 2009

(A/C) = Addition or Correction Delegated - 1 of 4
Bank Holding Companies

Community Exchange Bancshares, Inc., Hindman, Kentucky -- to become a bank 

holding company and to acquire Hindman Bancshares, Inc., Hindman, and its 

subsidiary bank, Bank of Hindman, Inc.

Cleveland

- Approved, June 9, 2009

Country Bancorporation, Crawfordsville, Iowa -- to acquire The Exchange State 

Bank, Springville.

Chicago

- Approved, June 11, 2009

Discover Financial Services, Riverwoods, Illinois -- request for an exemption under 

the Depository Institution Management Interlocks Act and Regulation L.

General Counsel

- Granted, June 5, 2009

(A/C)

First Okmulgee Corporation, Okmulgee, Oklahoma -- to acquire additional shares of 

Coffeyville Bancorp, Inc., Coffeyville, parent of Community State Bank.

Kansas City

- Approved, June 11, 2009

Middlesex Bancorp, MHC, Natick, Massachusetts -- to acquire by merger Service 

Bancorp, MHC, Medway; Service Bancorp, Inc.; and Strata Bank.

Boston

- Approved, June 12, 2009

H.2 Actions under delegated authority June 7, 2009 to June 13, 2009

(A/C) = Addition or Correction Delegated - 2 of 4
Bank Holding Companies

Peoples Bancorp of North Carolina, Inc., Newton, North Carolina -- to serve as a 

clearinghouse for appraisal services for community banks through its subsidiary, 

Community Bank Real Estate Solutions, LLC, Newton.

Richmond

- Approved, June 12, 2009

The Victory Bancorp, Inc., Limerick, Pennsylvania -- to become a bank holding 

company and to acquire The Victory Bank, Limerick.

Philadelphia

- Approved, June 9, 2009

Bank Mergers

Heritage Bank of Commerce, San Jose, California -- to purchase the assets and 

assume the liabilities of two branches of Wachovia Bank, N.A., Charlotte, North 

Carolina.

San Francisco

- Withdrawn, June 12, 2009

Reliant Bank, Brentwood, Tennessee -- to purchase certain assets and assume certain 

liabilities of the Brentwood branch of Magna Bank, Memphis.

Atlanta

- Approved, June 12, 2009

Southern Bancorp Bank of Arkansas, Arkadelphia, Arkansas -- to merge with 

Timberland Bank, El Dorado, and retain the acquired facilities as branches.

Secretary

- Approved, June 10, 2009

H.2 Actions under delegated authority June 7, 2009 to June 13, 2009

(A/C) = Addition or Correction Delegated - 3 of 4
Change in Bank Control

Quality Bankshares, Inc., Fingal, North Dakota -- change in bank control of Quality 

and its subsidiary bank, Quality Bank, Fingal.

Minneapolis

- Permitted, June 10, 2009

Membership

Xenith Bank, Richmond, Virginia -- to become a member of the Federal Reserve 

System.

Richmond

- Withdrawn, June 1, 2009

(A/C)

H.2 Actions under delegated authority June 7, 2009 to June 13, 2009

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

Federal Reserve Bank of Boston

Filings received during the week ending June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8 Not available

Application filed by NewStar Holdco, Boston, 

Massachusetts (HoldCo) to become a bank 

holding company through the acquisition of 

100% of the outstanding common stock of 

Southern Commerce Bank, National 

Association, Tampa, Florida, pursuant to 

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

Act of 1956, as amended (BHC Act). 

Concurrently, HoldCo seeks approval to: i) 

continue to operate NewStar Financial, Inc. as 

an existing commercial finance company; and ii) 

establish NewStar Asset Management, LLC to 

provide asset management services to NewStar 

Credit Opportunities Fund, both pursuant to 

section 4(c)(8) of the BHC Act.

NEWSTAR HOLDCO INC

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Banco Popular North America, New York, New 06/25/2009

York, to open a branch located at 515 W. 6th 

Street, Los Angeles, California.

BANCO POPULAR NORTH 

AMERICA

Newspaper:

Federal Register:

FBSEA

Not applicable

Canadian Imperial Bank of Commerce, Toronto, 06/10/2009

Canada to establish an agency in New York, 

New York, pursuant to Section 211.24(a)(1)(i)(A) 

of Regulation K.

CANADIAN IMPERIAL BANK 

OF COMMERCE

Newspaper:

Federal Register:

* 3A3 Not available

07/06/2009

Tompkins Financial Corporation, Ithaca, New 

York, to acquire 6.85 percent of Darien 

Rowayton Bank, Darien, Connecticut, pursuant 

to Section 3(a)(3) of the Bank Holding Company 

Act of 1956, as amended and Section 225.15 of 

Regulation Y.

TOMPKINS FINANCIAL 

CORPORATION

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 07/13/2009

07/09/2009

First BanCapital Fund I, L.P., First BanCapital 

Parallel Fund I, L.P., CBCF Partners, L.P., MJR, 

LLC, MJR Financial Group, LLP, all located in 

Bethlehem, PA, to acquire between 6.1 percent 

and 9.7 percent of Old Florida Bancshares, Inc., 

Longwood, Florida and thereby indirectly 

acquire Old Florida National Bank, Longwood, 

Florida.

FIRST BANCAPITAL FUND I, 

L.P.

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Application by Peoples Bank and Trust 

Company, Hazard, Kentucky to become a 

member of the Federal Reserve System

PEOPLES BANK & TRUST 

COMPANY OF HAZARD

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8 07/10/2009

Army and Air Force Mutual Aid Association, 

Ft. Myer, Virginia, and Armed Forces Bank 

Holding Company, Reston, Virginia, to become 

bank holding companies through the 

acquisition of 100% of the voting securities of 

Armed Forces Bank, National Association, Fort 

Leavenworth, Kansas, and Armed Forces Bank 

of California, National Association, San Diego, 

California.

Army and Air Force Mutual Aid 

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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 07/08/2009

07/06/2009

CBM Florida Holding Company, Milan, New 

York, to become a bank holding company by 

acquiring 51 percent of the voting shares of 

Community Bank of Manatee, Bradenton, 

Florida.

CBM FLORIDA HOLDING 

COMPANY

Newspaper:

Federal Register:

CIC 06/01/2009

06/26/2009

After-the-fact notification filed by Dr. H.J. 

Merritt, Ruth D. Merritt, and Melanie Williams, 

all of Colquitt, Georgia, and Marianne Melton, 

Damascus, Georgia, to retain 12.76 percent of 

the outstanding shares of PeoplesSouth 

BancShares, Inc., and its subsidiary, 

PeoplesSouth Bank, both of Colquitt, Georgia.

PEOPLESSOUTH BANCSHARES, 

INC.

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

Not applicable

Cedar Rapids Bank and Trust Company, Cedar 06/22/2009

Rapids, Iowa, to purchase certain assets and 

assume certain liabilities of the Cedar Rapids, 

Iowa office of Village Bank and Trust Company, 

Cedar Rapids, Iowa.

CEDAR RAPIDS BANK AND 

TRUST COMPANY

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Glenwood State Bank, Glenwood, Iowa, to 

merge with First State Bank, Tabor, Iowa. As a 

result of their merger, the office at 711 Main 

Street, Tabor, Iowa, will become a branch of 

Glenwood State Bank, Glenwood, Iowa.

GLENWOOD STATE BANK

Newspaper:

Federal Register:

* 3A1

4c8

06/07/2009

06/22/2009

Hantz Holdings, Inc., Southfield, Michigan, to 

become a bank holding company by acquiring 

100 percent of the voting shares of Davison 

State Bank, Davison, Michigan, and also, 

proposes to acquire Tranex Financial, Inc., 

Southfield, Michigan and thereby engage in 

making and servicing loans.

HANTZ HOLDINGS, INC.

Newspaper:

Federal Register:

* 3A1 Not available

07/10/2009

Van Financial Corp., Breda, Iowa, to become a 

bank holding company by acquiring at least 80 

percent of Breda Savings Bank, Breda, Iowa.

Van Financial Corp.

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 07/13/2009

07/10/2009

BCC Bancshares, Inc., Hardin, Illinois, to 

become a bank holding company by acquiring 

100 percent of Bank of Calhoun County, Hardin, 

Illinois.

BCC BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1 07/06/2009

07/06/2009

SBW Bancshares, Inc., Waterloo, Illinois, to 

become a bank holding company by acquiring 

100 percent of State Bank of Waterloo, 

Waterloo, Illinois.

SBW BANCSHARES, INC.

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 06/10/2009

06/11/2009

Change in Control Notice by Robb B. Kahl, 

Monona, Wisconsin, as trustee of the Glenn A. 

Solsrud Revocable Trust concerning Augusta 

Financial Corporation, to gain control of 

Augusta Financial Corporation, Augusta, 

Wisconsin, and thereby gain control of Unity 

Bank, Augusta, Wisconsin.

AUGUSTA FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

CIC 06/10/2009

06/11/2009

Change in Control Notice by Robb B. Kahl, 

Monona, Wisconsin, as trustee of the Glenn A. 

Solsrud Revocable Trust concerning Caprice 

Corporation, to gain control of Caprice 

Corporation, Augusta, Wisconsin, and thereby 

gain control of Unity Bank North, Red Lake 

Falls, Minnesota.

CAPRICE CORPORATION

Newspaper:

Federal Register:

* 18C Not available

* Branch

* 18C

* Branch

Not applicable

First Interstate Bank, Billings, Montana, to 

merge with First Western Bank, Wall, South 

Dakota, and The First Western Bank Sturgis, 

Sturgis, South Dakota, and incident thereto, 

proposes to establish 15 branches.

FIRST INTERSTATE BANK

Newspaper:

Federal Register:

CIC Not available

06/17/2009

Notice by the Donald A. Hanson Family Trust, 

Donna L. Hanson, LeRoy, Minnesota, 

individually and as trustee of the Family Trust, 

Jeanie Rae Thorson, Rochester, Minnesota, as 

trustee of the Family Trust, Barbara Kay 

Billings, Cresco, Iowa, as trustee of the Family 

Trust, and Kristi Jo Jacobson, Cannon Falls, 

Minnesota, as trustee of the Family Trust, a 

group acting in concert to acquire and retain 25 

percent or more of the shares of First LeRoy 

Bancorporation, Inc., LeRoy, Minnesota, and 

thereby indirectly retain control of First State 

Bank Minnesota, LeRoy, Minnesota.

FIRST LEROY 

BANCORPORATION, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

First State Bank Southwest, Pipestone, 05/29/2009

Minnesota, to establish a branch facility to be 

located at 505 Trosky Road West, Edgerton, 

Minnesota.

FIRST STATE BANK 

SOUTHWEST

Newspaper:

Federal Register:

CIC Not available

06/29/2009

Notice by Richard Jordahl, Fargo, North Dakota, 

to acquire 25 percent or more of the shares of 

Hatton Bancshares, Inc., Fargo, North Dakota, 

and thereby indirectly gain control of Farmers 

and Merchants National Bank, Hatton, North 

Dakota.

HATTON BANCSHARES, 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Premises Not applicable

Not applicable

Farmers Bank of Lincoln, Lincoln, Missouri, to 

increase its investment in bank premises in the 

amount of $200,000.

FARMERS BANK OF LINCOLN

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

The First State Bank, Lincoln, Nebraska, to 

merge with Filley Bank, Filley, Nebraska and 

incident thereto to establish a branch, and to 

operate under the title of First State Bank, 

Lincoln, Nebraska. Wilber Co., Lincoln, 

Nebraska, requests to waive the Section 3a3 

filing requirement in connection with the 

application by First State Bank, Lincoln, 

Nebraska, to merge with Filley Bank, Filley, 

Nebraska.

FIRST STATE BANK

Newspaper:

Federal Register:

CIC 06/25/2009

06/24/2009

Notice submitted by The Dorothy F. Baggerly 

Grantor Retained Annuity Trust, Guymon, 

Oklahoma, to become part of the family group 

acting in concert to acquire control of 

Panhandle Bancshares, Inc., parent of Bank of 

the Panhandle, both in Guymon, Oklahoma.

PANHANDLE BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

The Tilden Bank, Tilden, Nebraska, to merge 07/06/2009

with Citizens State Bank, Clearwater, Nebraska 

and incident thereto to establish a branch, and 

to operate under the title of The Tilden Bank, 

Tilden, Nebraska.

TILDEN BANK, THE

* 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Mr. James Edward Baxter, II, Richmond, Virginia, 

to acquire an interest in Premier Bancshares, 

Inc., McKinney, Texas.

PREMIER BANCSHARES, 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 June 13, 2009

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

06/25/2009

Franklin Resources, Inc., San Mateo, California, 

to acquire 9.9 percent of Black River 

BancVenture, Inc., Memphis, Tennessee, and 

thereby indirectly acquire Allegiance Bank of 

North America, Bala Cynwyd, Pennsylvania, 

Bay Commercial Bank, Walnut Creek, California, 

Community Shores Bank, Muskegon, Michigan, 

Cornerstone Bank, Moorestown, New Jersey, 

Lakeside Community Bank, Sterling Heights, 

Michigan, and Quaint Oak Bank, Southhampton 

Pennsylvania.

FRANKLIN RESOURCES, INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Heritage Bank of Commerce, San Jose, 

California, to purchase the assets and assume 

the liabilities of two branches of Wachovia 

Bank, N.A., Charlotte, North Carolina.

HERITAGE BANK OF 

COMMERCE

Newspaper:

Federal Register:

* 3A3 Not available

07/06/2009

Pacific International Bancorp, Seattle, 

Washington, to acquire up to 9.9 percent of 

Center Financial Corporation and thereby 

indirectly acquire Center Bank, both of Los 

Angeles, California.

PACIFIC INTERNATIONAL 

BANCORP, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Donald and Donna Nelson, to retain 

10.9 percent of State Bank Corp., and indirectly 

its subsidiary, Mohave State Bank, both of Lake 

Havasu City, Arizona.

STATE BANK CORP.

* 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