Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 51 

Week Ending December 17, 2011

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

European Economic Situation -- statement by Steven B. Kamin, director, division of 

International Finance, before a subcommittee of the House Committee on Oversight 

and Government Reform on the economic situation in Europe and recent actions 

taken by the Federal Reserve in response to this situation.

- Published, December 16, 2011

Foreclosure Review Process -- statement by Scott G. Alvarez, general counsel, on the 

Federal Reserve's progress in implementing the foreclosure review process and 

related enforcement actions, submitted for the record to a subcommittee of the Senate 

Committee on Banking, Housing, and Urban Affairs for a hearing on helping 

homeowners harmed by foreclosures.

- Published, December 13, 2011

Bank Holding Companies

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

Banco do Brasil, Rio de Janeiro -- to acquire EuroBank, Coral Gables, Florida.

- Approved, December 15, 2011

Currency

Federal Reserve Notes -- new currency budget for 2012.

- Approved, December 12, 2011

Forms

Forms -- initial Board review to extend without revision the Recordkeeping 

Requirements of Regulation H and Regulation K Associated with Bank Secrecy Act 

Compliance Programs.

- Proposed, December 14, 2011

H.2 Board Actions December 11, 2011 to December 17, 2011

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

Forms -- final Board review to implement (1) two government-administered, 

general-use prepaid card surveys: Issuer survey (FR 3063a) and Government survey 

(FR 3063b), and (2) two interchange transaction fees surveys: Debit card issuer 

survey (FR 3064a) and Payment card network survey (FR 3064b).

- Approved, December 14, 2011

Enforcement

Alliance Financial Services, Inc., St. Paul, Minnesota -- written agreement with the 

Federal Reserve Bank of Minneapolis.

- Announced, December 13, 2011

Bank of Nova Scotia, Toronto, Canada -- issuance of a consent order of prohibition 

against Tyrone Green, a former precious metals trader at the New York, New York, 

agency of the bank.

- Announced, December 12, 2011

Patriot Bancshares, Inc., Houston, Texas, and Patriot Holdings Nevada, Inc., Reno, 

Nevada -- written agreement with the Federal Reserve Bank of Dallas and the 

Banking Commissioner of the Texas Department of Banking.

- Announced, December 13, 2011

H.2 Board Actions December 11, 2011 to December 17, 2011

(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 Community Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

OSD Office of Staff Director

December 11, 2011 to December 17, 2011

Bank Branches, Domestic

American Trust & Savings Bank, Dubuque, Iowa -- to establish a branch at 

1422 9th Street, SE, Dyersville.

Chicago

- Approved, December 16, 2011

Southern Bank, Poplar Bluff, Missouri -- to establish a branch at 2080 Three Rivers 

Boulevard, Poplar Bluff.

St. Louis

- Approved, December 16, 2011

Bank Holding Companies

Bankia, S.A., Valencia, Spain -- to become a bank holding company and to acquire 

Caja Madrid Cibeles, S.A., Madrid; CM Florida Holdings, Inc., Coral Gables, 

Florida; and City National Bank of Florida, Miami.

Atlanta

- Approved, December 16, 2011

F.N.B. Corporation, Hermitage, Pennsylvania -- to acquire Parkvale Financial 

Corporation, Monroeville, and thereby acquire Parkvale Savings Bank.

Cleveland

- Approved, December 12, 2011

Financial Services Holding Corporation, Henderson, Kentucky -- to become a bank 

holding company and to acquire The Bank of Henderson, Inc., Henderson.

St. Louis

- Approved, December 14, 2011

(A/C) = Addition or Correction Delegated - 1 of 6
Bank Holding Companies

First Financial Corporation, Terre Haute, Indiana -- waiver of application to acquire 

Freestar Bank, National Association, Pontiac, Illinois, from its parent company, PNB 

Holding Co., in connection with the merger of Freestar with and into First Financial's 

subsidiary bank, First Financial Bank, National Association, Terre Haute, Indiana.

Chicago

- Granted, December 15, 2011

Independent Bancshares, Inc. Employee Stock Ownership Plan, Red Bay, Alabama -- 

to acquire additional shares of Independent Bancshares, Inc., Red Bay, and its 

subsidiary bank, Community Spirit Bank, along with Spirit Bancshares, Inc., 

Belmont, Mississippi, and Spirit Bank.

Atlanta

- Approved, December 12, 2011

Prime Banc Corp., Dieterich, Illinois -- to acquire Red Bud Bancorp, Inc., Red Bud, 

and thereby acquire First State Bank of Red Bud.

St. Louis

- Approved, December 16, 2011

S&T Bancorp, Inc., Indiana, Pennsylvania -- to merge with Mainline Bancorp, Inc., 

Ebensburg, and thereby acquire Mainline National Bank, Portage.

Secretary

- Approved, December 12, 2011

H.2 Actions under delegated authority December 11, 2011 to December 17, 2011

(A/C) = Addition or Correction Delegated - 2 of 6
Bank Holding Companies

Strategic Growth Banking, LLC, El Paso, Texas, and Strategic Growth Banking 

Partners, LLC -- to become bank holding companies and to acquire Las Cruces 

B.R.G., Incorporated, Las Cruces, New Mexico, and thereby indirectly acquire 

control of Bank of the Rio Grande, National Association, and to retain control of 

Capital Bank, State Savings Bank, El Paso, Texas.

Dallas

- Approved, December 15, 2011

Woodforest Financial Group Employee Stock Ownership Plan (with 401(k) 

Provisions), The Woodlands, Texas, and Woodforest Financial Group Employee 

Stock Ownership Trust -- to acquire shares of Woodforest Financial Group, Inc., The 

Woodlands, and indirectly acquire Woodforest National Bank, Houston.

Dallas

- Withdrawn, December 15, 2011

Bank Mergers

California Republic Bank, Newport Beach, California -- to purchase certain assets 

and assume certain liabilities of the Westlake Village branch of National Bank of 

California, N.A., Los Angeles.

San Francisco

- Approved, December 14, 2011

Midwest Independent Bank, Jefferson City, Missouri -- to merge with Nebraska 

Bankers' Bank, Lincoln, Nebraska, and thereby establish a branch.

St. Louis

- Approved, December 12, 2011

H.2 Actions under delegated authority December 11, 2011 to December 17, 2011

(A/C) = Addition or Correction Delegated - 3 of 6
Bank Premises

Heartland Bank, Gahanna, Ohio -- request to exceed the limit on investment in bank 

premises.

Cleveland

- Approved, December 16, 2011

Banks, Foreign

Bankia, S.A., Valencia, Spain -- to establish a branch in Miami, Florida.

Director, BS&R

- Approved, December 16, 2011

Danske Bank A/S, Copenhagen, Denmark -- to establish a branch in New York, New 

York.

New York

- Withdrawn, December 12, 2011

Extensions of Time

Waukon State Bank, Waukon, Iowa -- extension to March 8, 2012, to merge with 

Viking State Bank and Trust, Decorah, and thereby establish two branches.

Chicago

- Granted, December 16, 2011

Wells Fargo & Company, San Francisco, California -- two-year extension beyond the 

statutory ten-year holding period for certain venture capital investments held by 

funds advised by or affiliated with Norwest Venture Partners.

San Francisco

- Withdrawn, December 15, 2011

H.2 Actions under delegated authority December 11, 2011 to December 17, 2011

(A/C) = Addition or Correction Delegated - 4 of 6
Membership

First Missouri National Bank, Brookfield, Missouri -- to retain membership in the 

Federal Reserve System on conversion to a state-chartered bank, First Missouri 

Bank.

Kansas City

- Approved, December 15, 2011

The First National Bank of Liverpool, Liverpool, Pennsylvania -- to retain 

membership in the Federal Reserve System on conversion to a state-chartered bank.

Philadelphia

- Approved, December 16, 2011

The First National Bank of Palmerton, Palmerton, Pennsylvania -- to retain 

membership in the Federal Reserve System on conversion to a state-chartered bank, 

First Northern Bank and Trust Co.

Philadelphia

- Approved, December 14, 2011

Grundy National Bank of Grundy Center, Grundy Center, Iowa -- to retain 

membership in the Federal Reserve System on conversion to a state-chartered bank, 

GNB Bank.

Chicago

- Approved, December 16, 2011

Lewisburg Banking Company, Lewisburg, Kentucky -- to become a member of the 

Federal Reserve System.

St. Louis

- Approved, December 12, 2011

H.2 Actions under delegated authority December 11, 2011 to December 17, 2011

(A/C) = Addition or Correction Delegated - 5 of 6
Membership

Patriot Community Bank, Woburn, Massachusetts -- to become a member of the 

Federal Reserve System.

Boston

- Approved, December 13, 2011

Regulations and Policies

Regulation BB (Community Reinvestment) -- interagency annual adjustment to the 

asset-size thresholds used to define "small" and "intermediate small" banks and 

savings associations under the Community Reinvestment Act regulations.

Secretary

- Approved, December 16, 2011

Savings and Loan Holding Companies

Greene County Bancorp, MHC, Catskill, New York -- to establish an operating 

subsidiary, Greene Property Holdings, Ltd, Catskill.

Philadelphia

- Approved, December 12, 2011

H.2 Actions under delegated authority December 11, 2011 to December 17, 2011

(A/C) = Addition or Correction Delegated - 6 of 6
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Citibank, N.A., Sioux Falls, South Dakota, and 

Citibank Overseas Investment Corporation, New 

Castle, Delaware, pursuant to Section 211.9(f) of 

Regulation K, to make an additional investment 

in Banco Citibank S.A., Sao Paulo, Brazil.

CITIBANK, N.A.

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Elmira Savings Bank, Elmira, New York, to 

become a member of the Federal Reserve 

System.

ELMIRA SAVINGS BANK, FSB, 

THE

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Manufacturers and Traders Trust Company, 

Buffalo, New York, to establish a branch facility 

to be located at Timonium Center I, 1966 

Greenspring Drive, Timonium, Baltimore 

County, Maryland.

MANUFACTURERS AND 

TRADERS TRUST COMPANY

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

12/02/2011

Messrs. W. Kirk Wycoff, Philadelphia, PA, Ira 

M. Lubert, Philadelphia, PA, and James J. 

Lynch, Philadelphia, PA, collectively to acquire 

up to 18% of Continental Bank Holdings, Inc., 

Plymouth Meeting, PA.

Continental Bank

Newspaper:

Federal Register:

CIC Not available

12/02/2011

Arthur J. Kania, St. Davids, PA, to acquire up to 

23% of Franklin Security Bancorp, Inc., Wilkes 

Barre, PA.

FRANKLIN SECURITY 

BANCORP, INC.

Newspaper:

Federal Register:

CIC Not available

09/21/2011

Patriot Financial Partners, GP, L.P., Patriot 

Financial Partners, L.P., Patriot Financial 

Partners Parallel, L.P., Patriot Financial Partners, 

GP, LLC, Patriot Financial Managers, L.P., 

Patriot Financial Manager, LLC. and Messrs. Ira 

M. Lubert, W. Kirk Wycoff and James J. Lynch, 

all of Philadelphia, Pennsylvania, to purchase 

up to 24.9 percent of Porter Bancorp, Inc., 

Louisville, KY.

PATRIOT FINANCIAL 

PARTNERS LP

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Premises Not applicable

Not applicable

Request by Heartland Bank, Gahanna, OH for 

permission to exceed its limit of investment in 

premises pursuant to Section 24A of the Federal 

Reserve Act.

HEARTLAND BANK

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Mr. Mark W. Jaindl, Allentown, Pennsylvania, 

to control up to 17% of the voting shares of 

South Street Financial Corp., Alemarle, North 

Carolina.

SOUTH STREET FINANCIAL 

CORP.

Newspaper:

Federal Register:

* Branch

Not applicable

StellarOne Bank, Christiansburg, Virginia, 12/23/2011

proposes to establish a branch at 300 Preston 

avenue, Charlottesville, Virginia.

STELLARONE BANK

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

* 18C

* Branch

01/06/2012

1st United Bancorp (Bancorp), Boca Raton, 

Florida, to merge with Anderen Financial, Inc., 

and thereby directly acquire its subsidiary, 

Anderen Bank (Bank), both of Palm Harbor, 

Florida. In addition, Bancorp's subsidiary, 1st 

United Bank, Boca Raton, Florida, will merge 

with Bank.

1ST UNITED BANCORP, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

CapitalMark Bank & Trust, Chattanooga, 12/19/2011

Tennessee, to establish the following branches: 

10 Church Street, Clevland, Tennessee, to be 

known as the Cleveland Branch and 231 

Jackson Square, Oak Ridge, Tennessee, to be 

known as the Oak Ridge Branch.

CAPITALMARK BANK & 

TRUST

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/30/2011

Burling Bancorp, Inc., Chicago, Illinois, to 

become a bank holding company by acquiring 

100 percent of the voting shares of Burling 

Bank, Chicago, Illinois.

BURLING BANCORP, INC.

Newspaper:

Federal Register:

CIC 12/20/2011

12/22/2011

Notice by the Carl E. Stukenholtz, Perry, Iowa, 

individually for approval to control more than 60 

percent, and acting in concert with James E. 

Wendl, Trustee of the James Wendl Revocable 

Trust, Panora, Iowa; Carol A. Wendl, Trustee of 

the Carol Wendl Revocable Trust, Panora, Iowa; 

Brian L. Thielges, Des Moines, Iowa; and Mary 

R. Thielges, Des Moines, Iowa, for approval to 

control more than 90 percent of the shares of 

Exchange Financial, Inc., Adair, Iowa, and 

thereby indirectly control Exchange State Bank, 

Adair, Iowa.

EXCHANGE FINANCIAL, INC.

Newspaper:

Federal Register:

4c8 Not applicable

01/04/2012

Notice by First Mutual of Richmond, Inc., 

Richmond, Indiana, and Richmond Mutual 

Bancorp, Inc., Richmond, Indiana, to engage de 

novo in lending activities.

FIRST MUTUAL OF RICHMOND, 

INC.

Newspaper:

Federal Register:

* 3A1 Not available

01/06/2012

Inspire Bancshares, Inc., Tomah, Wisconsin, to 

become a bank holding company by acquiring 

100 percent of the voting shares of Community 

State Bank, Norwalk, Wisconsin.

INSPIRE BANCSHARES INC

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Helen P. Johnson-Leipold, Imogene P. 

Johnson, The Herbert F. Johnson Family Trust 

dated March 7, 1967 ("HFJ Trust"), Imogene P. 

Johnson as trustee for HFJ Trust and various 

other Johnson family trusts, Imogene P. 

Johnson as controlling shareholder for various 

Johnson family companies, the Johnson 

Financial Group, Inc. Voting Trust ("Johnson 

Voting Trust"), Helen P. Johnson-Leipold as 

trustee for the Johnson Voting Trust and 

various other family trusts and Helen P. 

Johnson-Leipold as controlling shareholder for 

various Johnson family companies (all of 

Racine, Wisconsin) to acquire 25 percent or 

more of the voting shares of Johnson Financial 

Group, Inc., Racine, Wisconsin, and thereby 

indirectly acquire Johnson Bank, Racine, 

Wisconsin.

JOHNSON FINANCIAL GROUP, 

INC.

Newspaper:

Federal Register:

CIC Not available

01/03/2012

Notice by the Garst Family (Elizabeth Garst, 

Edward Garst and Rachel Garst of Coon Rapids, 

Iowa; Jennifer Garst, Ames, Iowa; Kate Garst 

Revocable Trust, Des Moines, Iowa; Sarah 

Garst, West Des Moines, Iowa), as a group 

acting in concert and individually by Elizabeth 

Garst, Sarah Garst, and Sally Garst Haerr, 

Fairfield, Iowa, for approval to increase control 

to more than 25 percent of Perry Investment 

Company, Perry, Iowa, and thereby indirectly 

control Raccoon Valley Bank, Perry, Iowa.

PERRY INVESTMENT COMPANY

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

Federal Reserve Bank of Chicago

Filings received during the week ending December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Pinnacle Bank, Marshalltown, Iowa, to purchase 

certain assets and assume certain liabilities of 

the Home Federal Savings Bank, Rochester, 

Minnesota, branch located at 1301 South 

County Road, Toledo, Iowa. Pinnacle Bank will 

establish an office at 1301 South County Road, 

Toledo, Iowa, upon consummation of the 

proposal.

PINNACLE BANK

Newspaper:

Federal Register:

4c8 Not applicable

01/03/2012

Talen, Inc., Traer, Iowa, for permission to 

continue to engage in the permissible 

nonbanking activity of extending credit and 

servicing loans.

TALEN, 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

Not available

First Arkansas BancShares, Inc., Jacksonville, 

Arkansas, to acquire 33 percent of FAS Capital, 

LLC, Atlanta, Georgia, and thereby engage in 

lending activities.

FIRST ARKANSAS 

BANCSHARES, INC.

Newspaper:

Federal Register:

4c8 Not applicable

Not available

First Arkansas BancShares, Inc., Jacksonville, 

Arkansas, to increase its ownership in BVCA, 

LLC, from 18 percent to 100 percent, and 

continue to engage in lending.

FIRST ARKANSAS 

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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

01/03/2012

Mountain Iron Holdings, LLC, Buhl, Minnesota, 

to become a bank holding company by 

acquiring 100 percent of Timberland 

Bancorporation, Baxter, Minnesota, and thereby 

indirectly acquire First National Bank of Buhl, 

Buhl, Minnesota.

MOUNTAIN IRON HOLDINGS 

LLC

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

American National Bank (to be known as ANB 

Bank), Denver, Colorado, to retain its 

membership in the Federal Reserve System 

following its conversion from a national to a 

state charter.

AMERICAN NATIONAL BANK

Newspaper:

Federal Register:

* 3A1 12/31/2011

12/30/2011

First Federal Olathe Bancorp, Inc., Olathe, 

Kansas, to become a bank holding company 

through the retention of 100 percent of the 

voting shares of First Federal Savings and Loan 

Bank, Olathe, Kansas.

FIRST FEDERAL OF OLATHE 

BANCORP, INC.

Newspaper:

Federal Register:

* 3A1 12/23/2011

12/19/2011

Oklahoma Bancshares Holdings, Inc., Norman, 

Oklahoma, to become a bank holding company 

through the acquisition of 100 percent of the 

voting shares of Town & Country Bancshares, 

Inc., parent of Oklahoma State Bank, both in 

Guthrie, Oklahoma.

OKLAHOMA BANCSHARES 

HOLDINGS, INC.

Newspaper:

Federal Register:

* 3A3 01/17/2012

01/12/2012

Valley Bancshares Incorporated, Pauls Valley, 

Oklahoma, to acquire up to 23 percent of the 

voting shares of First Lindsay Corporation, 

parent of The First National Bank of Lindsay, 

both in Lindsay, Oklahoma.

VALLEY BANCSHARES 

INCORPORATED

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Meredith Williams, Omaha, Nebraska; 

Luke and Julie Rickertsen, Gothenburg, 

Nebraska; Matthew H. Williams Family 

Irrevocable Trust #1; and Matthew H. Williams 

Family Irrevocable Trust #2; to become part of 

the group acting in concert; and Robert M. 

Williams, Omaha, Nebraska, individually and as 

Trustee of the Matthew H. Williams Family 

Irrevocable Trust #1; and Matthew H. Williams 

Family Irrevocable Trust #2; to acquire control 

of Williams Financial Corp., parent of The 

Gothenburg State Bank and Trust Company, 

both in Gothenburg, Nebraska.

WILLIAMS FINANCIAL CORP.

* 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

01/06/2012

Rockwall Bancshares, Inc., Rockwall, Texas, to 

become a bank holding company by acquiring 

100 percent of Northern Bancshares, Inc., 

Chillicothe, Texas, and therefore indirectly, The 

First National Bank of Chillicothe, Chillicothe, 

Texas.

ROCKWALL 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 December 17, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 11/04/2011

12/05/2011

Carpenter Fund Manager GP, LLC, Carpenter 

Fund Management Company, LLC, Carpenter 

Community Bancfund, L.P., Carpenter 

Community BanFund -A, L.P., Carpenter 

Community BandFund - CA, L.P., SCJ, Inc., and 

CCFW, Inc., all of Irvine, California, and all 

existing controlling parties, to acquire more than 

24.9% of the voting securities of Pacific 

Mercantile Bancorp, Costa Mesa, California 

through an investment preferred and common 

shares of Pacific Mercantile Bancorp and 

thereby indirectly acquire additional voting 

shares of Pacific Mercantile Bank, Costa Mesa, 

California.

CARPENTER FUND MANAGER 

GP, LLC

Newspaper:

Federal Register:

CIC Not available

10/27/2011

Interagency Notice of Change in Control by 

Montlake Capital II, L.P, a limited partnership 

and Montlake Capital II-B, L.P., a limited 

partnership, Seattle, Washington, to acquire 

voting shares of Coastal Financial Corporation, 

and thereby indirectly acquire Coastal 

Community Bank, both of Everett, Washington; 

and 2)Coastal Financial Corporation and Coastal 

Community Bank, both of Everett, Washington 

to appoint Andrew Russell Dale as a Director.

COASTAL FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

East West Bank, Pasadena, California, to 12/16/2011

establish a branch office to be located at 19625 

Stevens Creek Boulevard, Cupertino, California.

EAST WEST BANK

Newspaper:

Federal Register:

* 3A3

4c8

12/28/2011

12/30/2011

Grandpoint Capital, Inc., Los Angeles, 

California, to acquire 100 percent of Regents 

Bancshares, Inc., Vancouver, Washington, and 

thereby indirectly acquire Regents Bank NA,

La Jolla, California and 2) to acquire 100 percent 

of the equity interest of Peroria Holdings, LLC, 

Vancouver, Washington, and engage in loan 

servicing, extending credit and holding, 

management and disposial of OREO, pursuant 

to section 225.28(b)(1) of Reguation Y.

GRANDPOINT CAPITAL, INC.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Private Bancorp of America, Inc., to become a 

bank holding company by acquiring 100 percent 

of San Diego Private Bank, both of La Jolla, 

California.

PRIVATE BANCORP OF 

AMERICA, INC.

* 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