Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 22 

Week Ending June 2, 2012

Board of Governors of the Federal Reserve System, Washington, DC 20551
Personnel

Management Division -- appointment of David J. Capp as deputy director and 

Donald Spicer as senior adviser, effective June 11, 2012.

- Approved, June 1, 2012

Enforcement

Battle Creek State Company, Inc., Battle Creek, Nebraska, and Battle Creek State 

Bank -- written agreement dated August 9, 2010, terminated May 24, 2012.

- Announced, May 31, 2012

Castle Rock Bank, Castle Rock, Colorado -- written agreement dated May 25, 2010, 

terminated May 24, 2012.

- Announced, May 31, 2012

Pacific Capital Bancorp, Santa Barbara, California -- written agreement dated 

May 11, 2010, terminated May 23, 2012.

- Announced, May 29, 2012

Premier Bank, Denver, Colorado -- issuance of a prompt corrective action directive 

with the consent of the bank.

- Announced, May 29, 2012

H.2 Board Actions May 27, 2012 to June 2, 2012

(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 Community Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

May 27, 2012 to June 2, 2012

MA Monetary Affairs

Bank Branches, Domestic

BankAnnapolis, Annapolis, Maryland -- to establish a branch at 2379 Brandermill 

Boulevard, Gambrills.

Richmond

- Approved, May 31, 2012

Comerica Bank, Dallas, Texas -- to establish a branch at 208 Earl Garrett Street, 

Kerrville.

Dallas

- Approved, May 29, 2012

IberiaBank, Lafayette, Louisiana -- to establish a branch at 400 Meridian Street, 

Huntsville, Alabama.

Atlanta

- Approved, June 1, 2012

IberiaBank, Lafayette, Louisiana -- to establish a branch at 111 Center Street, Little 

Rock, Arkansas.

Atlanta

- Approved, June 1, 2012

IberiaBank, Lafayette, Louisiana -- to establish a branch at 5079 Sweetwater 

Boulevard, Sugar Land, Texas.

Atlanta

- Approved, June 1, 2012

(A/C) = Addition or Correction Delegated - 1 of 5
Bank Branches, Domestic

IberiaBank, Lafayette, Louisiana -- to establish a branch at 100 Euclid Avenue, 

Mountain Brook, Alabama.

Atlanta

- Approved, June 1, 2012

Bank Holding Companies

Cadence Bancorp LLC, Houston, Texas -- (1) for Cadence Bancorp to acquire 

Encore Bancshares, Inc., Houston, and thereby acquire Encore Bank, National 

Association; (2) for Cadence Bancorp's subsidiary, EMS Sub I, Inc., to become a 

bank holding company; and (3) elections by Cadence Bancorp and Cadence Financial 

Corporation, Starkville, Mississippi, to become financial holding companies.

Secretary

- Approved, May 30, 2012

Carver Financial Corporation, Savannah, Georgia -- to continue to engage in 

community development activities through its subsidiary, Carver Development 

CDE I, LLC, Savannah.

Atlanta

- Approved, May 30, 2012

First PacTrust Bancorp, Inc., Irvine, California -- to become a bank holding company 

by acquiring Beach Business Bank, Manhattan Beach, and to retain control of Pacific 

Trust Bank, fsb, Chula Vista, and thereby engage in operating a thrift institution.

San Francisco

- Approved, May 31, 2012

H.2 Actions under delegated authority May 27, 2012 to June 2, 2012

(A/C) = Addition or Correction Delegated - 2 of 5
Bank Holding Companies

HCBF Holding Company, Inc., Fort Pierce, Florida -- to become a bank holding 

company by acquiring Harbor Community Bank, FSB, Indiantown, on its conversion 

to a state-chartered bank.

Atlanta

- Approved, May 30, 2012

IberiaBank Corporation, Lafayette, Louisiana -- to merge with Florida Gulf Bancorp, 

Fort Myers, Florida, and Florida Gulf Bank.

Atlanta

- Approved, June 1, 2012

Oklahoma Bancshares Holdings, Inc., Norman, Oklahoma -- to become a bank 

holding company by acquiring Town & Country Bancshares, Inc., Guthrie, and its 

subsidiary bank, Oklahoma State Bank.

Kansas City

- Approved, June 1, 2012

Texas Independent Bancshares, Inc., Texas City, Texas -- waiver of application to 

acquire Houston Business Bank, Houston, in connection with Houston Business 

Bank's merger with and into its affiliate and Bancshares' subsidiary bank, Texas First 

Bank, Texas City.

Dallas

- Granted, May 31, 2012

Texas Independent Bancshares, Inc., Texas City, Texas -- waiver of application to 

acquire Texas Coastal Bank, Pasadena, in connection with its merger with and into 

Bancshares' subsidiary bank, Texas First Bank, Texas City.

Dallas

- Granted, May 31, 2012

H.2 Actions under delegated authority May 27, 2012 to June 2, 2012

(A/C) = Addition or Correction Delegated - 3 of 5
Bank Holding Companies

Texas Security Bankshares, Inc., Dallas, Texas -- to become a bank holding company 

by acquiring Texas Security Bank, Dallas.

Dallas

- Approved, June 1, 2012

Bank Mergers

CapStar Bank, Nashville, Tennessee -- to acquire certain assets and assume certain 

liabilities of the Franklin branch of Community First Bank & Trust, Columbia.

Atlanta

- Approved, June 1, 2012

CapStar Bank, Nashville, Tennessee -- to merge with American Security 

Bank & Trust Company, Hendersonville, and thereby establish a branch.

Atlanta

- Approved, June 1, 2012

GNB Bank, Grundy Center, Iowa -- to merge with First State Bank, Manchester, and 

thereby establish a branch.

Chicago

- Approved, May 29, 2012

IberiaBank, Lafayette, Louisiana -- to merge with Florida Gulf Bank, Fort Myers, 

Florida, and thereby establish a branch.

Atlanta

- Approved, June 1, 2012

H.2 Actions under delegated authority May 27, 2012 to June 2, 2012

(A/C) = Addition or Correction Delegated - 4 of 5
Financial Holding Companies 

Lakeland Financial Corporation, Warsaw, Indiana -- election to be treated as a 

financial holding company.

Chicago

- Effective, May 30, 2012

Membership

American State Bank, Arp, Texas -- to become a member of the Federal Reserve 

System.

Dallas

- Approved, June 1, 2012

Community Trust Bank, Choudrant, Louisiana -- to become a member of the Federal 

Reserve System.

Dallas

- Approved, May 30, 2012

H.2 Actions under delegated authority May 27, 2012 to June 2, 2012

(A/C) = Addition or Correction Delegated - 5 of 5
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending June 2, 2012

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 June 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 06/01/2012

05/23/2012

Notice by Preston D. Pinkett, III to acquire 10 

percent of City National Bancshares 

Corporation, Newark, New Jersey.

CITY NATIONAL BANCSHARES 

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

 601416 FIVE STAR BK, WARSAW, NEW YORK 08/01/2011 05/31/2012 O Large Bank

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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

First Citizens National Bank, Mansfield, PA, to 

become a member of the Federal Reserve 

System.

FIRST CITIZENS NATIONAL 

BANK

Newspaper:

Federal Register:

* SLHC Not available

Formation

* MHC 

Conversion

Not available

Malvern Federal Mutual Holding Company, 

Paoli, PA, proposes to convert to stock form 

and merge with Malvern Bancorp, Inc., Paoli, 

PA, which proposes to become a savings and 

loan holding company by acquiring 100 percent 

of Malvern Federal Savings Bank, Paoli, PA.

Malvern Bancorp, Inc.

Newspaper:

Federal Register:

* MHC Merger

MHC Minority 

Stock Issuance

Not applicable

Northfield Bancorp, MHC, Staten Island, NY, to 06/23/2012

acquire Flatbush Federal Bancorp, MHC, 

Brooklyn, NY, subsequently Northfield 

Bancorp, Inc., Staten Island, NY, to acquire, 

Flatbush Federal Bancorp, Inc., Brooklyn, NY.

NORTHFIELD BANCORP, MHC

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

 501815 LUZERNE BK, LUZERNE, PENNSYLVANIA 01/23/2012 05/23/2012 S Small Bank

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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Application by S&T Bancorp, Inc., Indiana, PA 

to acquire Gateway Bank of Pennsylvania, 

McMurray, PA pursuant to Section 3 of the 

Bank Holding Company Act

S & T BANCORP, INC.

* 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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

The Fauquier Bank, Warrenton, Virginia, to 

establish a branch at 7485 Limestone Drive, 

Gainsville, Virginia

FAUQUIER BANK, THE

* 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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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

 603232 BANK OF GUEYDAN, GUEYDAN, LOUISIANA 06/28/2011 05/20/2012 S Small Bank

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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 06/15/2012

06/05/2012

Notice by Mildred Stanley, Searsboro, Iowa, as 

trustee of the Warren Stanley Trust to retain 

control of 15.42 percent of First State Bank 

Holding Company, Lynnville, Iowa, and thereby 

indirectly First State Bank, Lynnville, Iowa.

FIRST STATE BANK HOLDING 

COMPANY

Newspaper:

Federal Register:

4c8 Not applicable

06/21/2012

Heartland Financial USA, Inc., Dubuque, Iowa, 

proposes to engage in the permissible 

nonbanking activities of leasing personal or real 

property, financial and investment advisory, 

and activities related to extending credit 

activities.

HEARTLAND FINANCIAL USA, 

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 June 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

07/02/2012

Old National Bancorp, Evansville, Indiana, to 

merge with Indiana Community Bancorp, 

Columbus, Indiana.

OLD NATIONAL BANCORP

* 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

 713140 FIRST DELTA BK, MARKED TREE, ARKANSAS 02/27/2012 05/17/2012 S Small Bank

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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

Not available

Adams Bancshares, Inc., Adams, Minnesota, to 

merge with Elkton Bancshares, Inc., Elkton, 

Minnesota, and thereby indirectly acquire 

Farmers State Bank of Elkton, Elkton, 

Minnesota.

ADAMS BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

06/18/2012

Change in Control Notice by William V. Eckles 

Bank Trust, Mr. William V. Eckles as Trustee, 

Blue Earth, Minnesota, to retain control of FNB 

Bancshares, Inc., Blue Earth, Minnesota, and 

thereby indirectly retain control of First Bank 

Blue Earth, Blue Earth, Minnesota.

FNB 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

 210256 WADENA ST BK, WADENA, MINNESOTA 01/23/2012 05/17/2012 S Small Bank

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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

* 18C

* Branch

* 3A1

06/21/2012

CIC Bancshares, Inc., Denver, Colorado, to 

acquire, through its subsidiary CIC Merger Sub, 

Inc., Denver, Colorado, 100 percent of the 

voting shares of Millennium Bancorp, Inc., 

parent of Millennium Bank, both in Edwards, 

Colorado. Immediately thereafter, CIC Merger 

Sub, Inc., Denver, Colorado, will merge into 

Millennium Bancorp, Inc. Centennial Bank, 

Centennial, Colorado, to merge with Millennium 

Bank, Edwards, Colorado, and incident thereto, 

to establish branches in Breckenridge, Edwards, 

Englewood, Steamboat Springs, Vail, and Fraser, 

all in Colorado.

CIC BANCSHARES, INC.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

First Nebraska Bank, Valley, Nebraska, to 06/21/2012

purchase certain assets and assume certain 

liabilities of Heartland Community Bank, Bennet, 

Nebraska, and incident thereto, to establish 

branches in Avoca, Bennet, Nebraska City, and 

Weeping Water, all in Nebraska.

FIRST NEBRASKA BANK

Newspaper:

Federal Register:

CIC 06/15/2012

06/13/2012

Notice by the Schmidt Family Partnership, L.P., 

Spiro, Oklahoma; and Deborah Schmidt Barrett 

and Jason Tyler Barrett, both of Fort Smith, 

Arkansas; to remain members of the Schmidt 

Family Group acting in concert and to retain 

control of Spiro Bancshares, Inc., parent of 

Spiro State Bank, both in Spiro, Oklahoma.

SPIRO BANCSHARES, INC.

* 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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

DFW Capital Holdings, Inc., Dallas, Texas, to 

indirectly acquire 100 percent of Schwertner 

State Bank, Schwertner, Texas, through a merger 

with its wholly owned subsidiary, DFW Capital 

Holdings Merger Corporation, Dallas, Texas, 

and for DFW Capital Holdings, Inc., to thereby 

become a bank holding company.

DFW CAPITAL HOLDINGS, INC.

Newspaper:

Federal Register:

Member Not applicable

Not applicable

The Frost National Bank, San Antonio, Texas, 

to become a member of the Federal Reserve 

System through the conversion from a national 

bank charter, and to continue to exercise trust 

powers pursuant to 12 C.F.R. Section 208.3(d)

(2).

FROST NATIONAL BANK, THE

Newspaper:

Federal Register:

CIC Not available

05/09/2012

Notice by Ray Mark Bain, Lubbock, Texas, 

individually, as co-trustee of the RMB 2012 

Family Trust, trustee of the Ray Mark Bain 2007 

Trust, and trustee of the Ray Mark Bain 

Children's Trusts; Michael Lewis Bain, Canyon, 

Texas, individually, as co-trustee of the RMB 

2012 Family Trust, trustee of the Michael L. Bain 

2007 Trust, and trustee of the Michael L. Bain 

Children's Trusts; Nancy Bain Seybert, 

Perryton, Texas, individually, as trustee of the 

Nancy Bain Seybert 2007 Trust, and trustee of 

the Nancy Bain Seybert Children's Trusts; Ray 

M. Bain, Dimmitt, Texas; and Barbara June Bain, 

Dimmitt, Texas; collectively a group acting in 

concert, to control, retain and acquire 47.71 

percent of Plains Bancorp, Inc., Dimmitt, Texas, 

and therefore, indirectly, First United Bank, 

Dimmitt, Texas.

PLAINS BANCORP, 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 2, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8 06/01/2012

First Foundation Inc. to become a bank holding 

company upon the conversion of its 

wholly-owned subsidiary First Foundation Bank 

from a federal savings bank to a commercial 

bank and 2) to engage in financial and 

investment advisory activities through its 

wholly-owned subsidiary, First Foundation 

Advisors, all of Irvine, California.

FIRST FOUNDATION INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Interagency Notice of Change in Control by 

Neighborhood Bancorp Employee Stock 

Ownership Plan Trust Agreement, National City, 

California; Robert M. McGill, Sally M. Furay and 

Conny M. Jamison, all of San Diego, California, 

to retain 10 percent or more of Neighborhood 

Bancorp, National City, California, and thereby 

indirectly, Neighborhood National Bank, San 

Diego, California.

NEIGHBORHOOD BANCORP

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

05/05/2012

Sound Financial Bancorp,Inc., Seattle, 

Washington; to become a savings and loan 

holding company upon the second-step 

conversion of Sound Community MHC, and 

Sound Financial, Inc., both in Seattle, 

Washington. Sound Financial Bancorp, Inc. will 

control Sound Community Bank, Seattle, 

Washington.

SOUND COMMUNITY MHC

* 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