Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 14 

Week Ending April 7, 2012

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

Forms -- final Board review (1) to extend without revision the Microeconomic 

Survey (FR 3051), Recordkeeping Requirements Associated with the Real Estate 

Appraisal Standards for Federally Related Transactions Pursuant to Regulations H 

and Y (FR H-4), Request for Proposal (RFP), and Request for Price Quotations 

(RFPQ); and (2) to pretest and execute the 2013 Survey of Consumer Finances 

(FR 3059).

- Approved, April 4, 2012

Personnel

Division of Information Technology -- appointment of Sharon Mowry as chief 

information officer and director and Maureen Hannan as senior adviser.

- Approved, April 6, 2012

Management Division -- appointment of Charles O'Malley as senior adviser, Curtis 

Eldridge as assistant director and chief of law enforcement, and Reginald V. Roach 

as assistant director.

- Approved, April 4, 2012

Regulations and Policies

Overnight Overdraft Policy -- effective date of July 12, 2012, for two modifications 

to the Board's policy: (1) a change in the reference rate for computing charges for 

overnight overdrafts from the effective federal funds rate to the primary credit rate 

and (2) a multiday charge on overnight overdrafts incurred immediately before a 

weekend or holiday.

- Announced, April 5, 2012

Regulation Y (Bank Holding Companies and Change in Bank Control)

 -- publication for comment of an amended proposed rule clarifying "financial 

activities" for purposes of determining whether a company is "predominantly 

engaged in financial activities," in accordance with the Dodd-Frank Act.

- Approved, April 2, 2012

H.2 Board Actions April 1, 2012 to April 7, 2012

(A/C) = Addition or Correction Board - Page 1 of 2
Regulations and Policies

Regulations D (Reserve Requirements of Depository Institutions) and J (Collection 

of Checks and Other Items by Federal Reserve Banks and Funds Transfers through 

Fedwire) -- final amendments to simplify the administration of reserve requirements 

and reduce administrative and operational costs for depository institutions and 

Federal Reserve Banks.

- Approved, April 4, 2012

Rental of Residential Properties Acquired in Foreclosure -- issuance of a policy 

statement on rental of residential other real estate owned properties by banking 

organizations supervised by the Federal Reserve.

- Announced, April 5, 2012

Enforcement

Banco Espirito Santo S.A., Lisbon, Portugal, and Espirito Santo e Comercial de 

Lisboa, Inc., Newark, New Jersey -- issuance of a consent cease and desist order and 

order of assessment of a civil money penalty.

- Announced, April 2, 2012

First Bancshares, Inc., of Cold Spring, Cold Spring, Minnesota -- written agreement 

dated August 16, 2010, terminated March 29, 2012.

- Announced, April 3, 2012

Morgan Stanley, New York, New York -- issuance of a consent order to address a 

pattern of misconduct in residential mortgage loan servicing and foreclosure 

processing at its subsidiary, Saxon Mortgage Services, Inc., Fort Worth, Texas.

- Announced, April 3, 2012

H.2 Board Actions April 1, 2012 to April 7, 2012

(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

April 1, 2012 to April 7, 2012

MA Monetary Affairs

Bank Branches, Domestic

Northbrook Bank & Trust Company, Northbrook, Illinois -- to establish a branch at 

70 West Madison Street, Chicago.

Chicago

- Approved, April 5, 2012

Bank Holding Companies

Carpenter Fund Manager GP, LLC, Irvine, California; Carpenter Fund Management 

Company, LLC; Carpenter Community Bancfund, L.P.; Carpenter Community 

BancFund -A, L.P.; Carpenter Community BancFund - CA, L.P.; SCJ, Inc.; and 

CCFW, Inc. -- to acquire shares of Pacific Mercantile Bancorp, Costa Mesa, and 

indirectly Pacific Mercantile Bank.

San Francisco

- Approved, April 5, 2012

First Farmers Financial Corporation, Converse, Indiana -- waiver of application to 

merge with First Citizens of Paris, Inc., Paris, Illinois, in connection with the merger 

of their respective subsidiary banks, First Farmers Bank & Trust, Converse, Indiana, 

and Citizens National Bank of Paris, Paris, Illinois.

Chicago

- Granted, April 2, 2012

First Palmetto Financial Corporation, Camden, South Carolina -- to become a bank 

holding company on conversion of First Palmetto Savings Bank, F.S.B, Camden, to a 

state-chartered commercial bank.

Richmond

- Approved, April 3, 2012

(A/C) = Addition or Correction Delegated - 1 of 3
Bank Holding Companies

The McGehee Bank Employee Stock Ownership Plan, McGehee, Arkansas -- to 

increase its ownership of Southeast Financial Bankstock Corporation, McGehee, and 

thereby increase its indirect control of McGehee Bank.

St. Louis

- Approved, April 4, 2012

Bank Mergers

ANB Bank, Denver, Colorado -- to merge with Premier Bank, Lenexa, Kansas, and 

thereby establish branches in Lenexa; Overland Park; Kansas City, Missouri; and 

Chesterfield.

Kansas City

- Approved, April 6, 2012

First Federal Savings and Loan Association of Charleston, Charleston, South 

Carolina -- to acquire certain assets and assume certain liabilities of the South 

Carolina branches of Liberty Savings Bank, F.S.B., Wilmington, Ohio.

Richmond

- Approved, April 4, 2012

Change in Bank Control

FC Banc Corp, Bucyrus, Ohio -- change in bank control of FC Banc Corp and its 

subsidiary bank, The Farmers Citizens Bank, Bucyrus.

Cleveland

- Permitted, April 6, 2012

H.2 Actions under delegated authority April 1, 2012 to April 7, 2012

(A/C) = Addition or Correction Delegated - 2 of 3
Change in Bank Control

IA Bancorp, Inc., Iselin, New Jersey -- change in bank control of IA Bancorp and its 

subsidiary bank, Indus American Bank, Iselin.

New York

- Permitted, April 5, 2012

Extensions of Time

The Adirondack Trust Company Employee Stock Ownership Trust, Saratoga 

Springs, New York -- extension to July 18, 2012, to acquire additional shares of 

473 Broadway Holding Corporation, Saratoga Springs, and of The Adirondack Trust 

Company.

New York

- Granted, April 5, 2012

Membership

The Community Bank of East Tennessee, Clinton, Tennessee -- to become a member 

of the Federal Reserve System.

Atlanta

- Approved, April 5, 2012

Regulations and Policies

Federal Open Market Committee -- minutes of the meeting on March 13, 2012.

FOMC

- Published, April 3, 2012

H.2 Actions under delegated authority April 1, 2012 to April 7, 2012

(A/C) = Addition or Correction Delegated - 3 of 3
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 Not available

Coastway Bancorp, MHC and Coastway 

Bancorp, LLC, both of Cranston, Rhode Island, 

to become a mutual bank holding company and 

a stock bank holding company, respectively, by 

acquiring Coastway Community Bank, 

Cranston, Rhode Island, pursuant to sections 

3(a)(1) and 3(a)(3) of the Bank Holding 

Company Act of 1956, as amended.

COASTWAY BANCORP MHC

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

04/09/2012

Georgetown Bancorp, MHC, Georgetown, 

Massachusetts proposes to convert to stock 

form and merge with Georgetown Bancorp, Inc., 

Georgetown, Massachusetts, which proposes 

to become a savings and loan holding company 

by acquiring 100 percent of Georgetown 

Savings Bank, Georgetown, Massachusetts.

GEORGETOWN BANCORP, MHC

Newspaper:

Federal Register:

* 3A1 Not available

04/13/2012

Meetinghouse Bancorp, Inc., Dorchester, 

Massachusetts to acquire 100% of the 

outstanding capital stock of Meetinghouse 

Bank, Dorchester, Massachusetts, pursuant to 

section 3(a)(1) of the BHC Act, in connection 

with the conversion of the bank from mutual to 

stock form.

MEETINGHOUSE BANCORP 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banco Pine S.A., Sao Paulo, Brazil, to establish a 

representative office in New York, New York, 

pursuant to Section 10(a) of the International 

Banking Act of 1978, as amended, and Section 

211.24(a)(1) of Regulation K.

BANCO PINE S.A.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Canara Bank, Bangalore, India to establish a 

branch in New York, New York, pursuant to 

Section 211.24 of Regulation K.

CANARA BANK

Newspaper:

Federal Register:

FBSEA

Not applicable

Danske Bank A/S, Copenhagen, Denmark, to 03/19/2012

establish a branch in New York, New York, 

pursuant to Section 211.24 of Regulation K.

DANSKE BANK A/S

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Doha Bank, Doha, Qatar, to establish a 

representative office in New York, New York, 

pursuant to Section 10(a) of the International 

Banking Act of 1978, as amended, and Section 

211.24(a)(1) of Regulation K.

DOHA BANK

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Five Star Bank, Warsaw, New York, to purchase 

certain assets and assume certain liabilities of 

eight branches of First Niagara Bank N.A., 

Buffalo, New York and HSBC Bank USA N.A., 

McLean, Virginia.

FIVE STAR BANK

Newspaper:

Federal Register:

CIC Not available

04/18/2012

Notice by the Giannoulias 2011 Checkspring 

Trust, Chicago, Illinois and Endy D. Zemenides, 

as trustee, to acquire control of CheckSpring 

Community Corporation, and thereby indirectly 

acquire control of CheckSpring Bank, both of 

Bronx, New York.

GIANNOULIAS 2011 

CHECKSPRING TRUST

* 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in 

which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and 

is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated 

periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Richmond

Filings received during the week ending April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

04/16/2012

BNC Bancorp, High Point, North Carolina, to 

acquire 100% of the voting securities of 

KeySource Financial, Inc., Durham, North 

Carolina, and thereby indirectly acquire 

KeySource Commercial Bank, Durham, North 

Carolina.

BNC BANCORP

Newspaper:

Federal Register:

* Branch

Not applicable

CFG Community Bank, Towson, Maryland, to 04/06/2012

establish a branch at 11 W. Ridgely Road, 

Lutherville, Maryland

CFG COMMUNITY BANK

Newspaper:

Federal Register:

* 4c8 04/30/2012

04/24/2012

City Holding Company, Cross Lanes, West 

Virginia, to acquire 100% of the voting 

securities of Virginia Savings Bancorp, Inc., 

Front Royal, Virginia, and thereby indirectly 

acquire Virginia Savings Bank, F.S.B., Front 

Royal, Virginia

CITY HOLDING COMPANY

Newspaper:

Federal Register:

CIC Not available

04/10/2012

U.S. Immigration Investment Center, LLC, 

Washington, D.C., and Ms. Mahnaz Khazen, as 

its managing director, to acquire up to 24.9% of 

the voting securities of HarVest Bancorp, Inc., 

Gaithersburg, Maryland.

HARVEST BANCORP, INC.

* 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

04/16/2012

Prior change in control notice filed by Ander P. 

and Sandra G. Gibbs, Dade City, Florida, to 

acquire 5,000 shares of series A convertible 

nonvoting preferred stock of Florida 

Bancshares, Inc., Dade City, Florida. The 

preferred shares are convertible into 

approximately 82,107 shares of common stock, 

which will increase Mr. and Mrs. Gibbs? total 

ownership to 136,161 shares of common stock 

or 14.29 percent of the total common stock 

outstanding.

FLORIDA BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A1

Not available

HCBF Holding Company, Inc., Palm City, 04/29/2012

Florida, to become a bank holding company by 

acquiring Harbor Community Bank, FSB, 

Indiantown, Florida, upon its conversion to a 

state non-member bank.

HCBF HOLDING COMPANY, INC.

Newspaper:

Federal Register:

* 18C Not available

Not applicable

IBERIABANK, Lafayette, Louisiana, to merge 

with Florida Gulf Bank, Fort Myers, Florida.

IBERIABANK

Newspaper:

Federal Register:

* Branch

Not applicable

SmartBank, Pigeon Forge, Tennessee, to 04/13/2012

establish a branch located at 302 North Peters 

Road, Knoxville, Tennessee.

SMARTBANK

* 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Ackley State Bank, Ackley, Iowa, to purchase 

certain assets and assume certain deposits of 

the Iowa Falls branch of Liberty BAnk, F.S.B., 

West Des Moines, Iowa, and establish a branch 

at 315 Main Street, Iowa Falls, Iowa.

ACKLEY STATE BANK

Newspaper:

Federal Register:

CIC Not available

04/27/2012

The Gus J. Lukas and Lorraine J. Lukas 2006 

Trust for Lori J. Foy ("Trust"), and Lori J. Foy, 

Grafton, Wisconsin, individually and as trustee 

of Trust, and Lori J. Foy, together as a group 

acting in concert with Trust, Lori J. Foy as 

trustee, Paul Foy, Grafton, Wisconsin, John 

Lukas, Manitowoc, Wisconsin, Mark Lukas, 

Manitowoc, Wisconsin, and the Foy minor 

children, to retain control of 25 percent or more 

of the outstanding shares of Community 

Bancshares of Wisconsin, Inc., Grafton, 

Wisconsin, and thereby indirectly retain control 

of Cornerstone Community Bank, Grafton, 

Wisconsin.

COMMUNITY BANCSHARES OF 

WISCONSIN, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by Winifred J. Marquart, Herbert F. 

Johnson III, Samuel C. Johnson III, Odinn R. 

Johnson, Olivia S. Johnson, Conrad W. Leipold, 

Samuel C. Leipold, Michael D. Marquart, 

Samantha G. Marquart, and Isabelle C. Marquart 

as trustee or shareholder for various Johnson 

family trusts and companies (all of Racine, 

Wisconsin) as a group working in concert to 

retain control of Johnson Financial Group, Inc., 

Racine, Wisconsin, and thereby indirectly 

control Johnson Bank, Racine, Wisconsin.

JOHNSON FINANCIAL GROUP, 

INC.

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

Federal Reserve Bank of Chicago

Filings received during the week ending April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

04/23/2012

The Duncan, Hrvol, and Molzen Families 

consisting of E. Ray Duncan, individually and 

as beneficiary of the Hardware State Bank 401K 

Plan and as beneficiary of the Sullivan 

Bancshares, Inc. Employee Savings and 

Retirement Plan, together as a group acting in 

concert with Sally Foley Duncan and Sally 

Foley Duncan, as Trustee of the John K. Foley 

Revocable Living Trust and as beneficiary of 

the Hardware State Bank 401K Plan, the John K. 

Foley Revocable Living Trust, and Gloria Foley, 

all of Lovington, Illinois, and Paul Michael 

Hrvol, Jr. and Paul Michael Hrvol, Jr,. as 

beneficiary of the Sullivan Bancshares, Inc. 

Employee Savings and Retirement Plan, 

Michelle Beth Hrvol and Michelle Beth Hrvol, 

as beneficiary of the Sullivan Bancshares, Inc. 

Employee Savings and Retirement Plan, all of 

Sullivan, Illinois, and Roger Reid Molzen and 

Roger Reid Molzen, as beneficiary of the 

Sullivan Bancshares, Inc. Employee Savings 

and Retirement Plan and Christina DeAnne 

Molzen, all of Sullivan, Illinois, collectively as a 

group acting in concert, to retain shares of 

Moultrie Bancorp, Inc., Lovington, Illinois and 

thereby indirectly control Hardware State Bank, 

Lovington, Illinois.

MOULTRIE BANCORP, INC.

Newspaper:

Federal Register:

CIC Not available

04/16/2012

Frank A. Peplinski, David Peplinski, Jerry 

Peplinski, Jerry Peplinski, as trustee of the 

Peplinski Family 2012 Trust, and the Peplinksi 

Family 2012 Trust, Terry Peplinski, Lynda 

Watchowski, Lauren Peplinski, Crystal Stomack, 

Nicole Peplinski, Brandon Watchowski (all of 

Ubly, Michigan) and certain of their minor 

children as a group acting in concert, to acquire 

25 percent or more of the shares and thereby 

control of Northstar Financial Group, Inc and 

indirectly, Northstar Bank, Bad Axe, Michigan 

and Seaway Community Bank, St, Clair, 

Michigan.

NORTHSTAR FINANCIAL 

GROUP, INC.

Newspaper:

Federal Register:

CIC Not available

04/16/2012

Lynette Drake, as an individual, Lynette Drake 

as trustee of the Roberts Family, 2012 Trust, and 

the Roberts Family 2012 Trust, Maria Roberts, 

Maria Roberts, as trustee of the Ryan J. Roberts 

Trust, the Ryan J. Roberts Trust, Jeffrey 

Roberts, and Austin Drake (all of Bad Axe, 

Michigan) and certain of their minor children as 

a group acting in concert, to acquire 25 percent 

or more of the shares and thereby control of 

Northstar Financial Group, Inc., and indirectly, 

Northstar Bank, Bad Axe, Michigan, and 

Seaway Community Bank, St, Clair, Michigan.

NORTHSTAR FINANCIAL 

GROUP, INC.

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

Federal Reserve Bank of Chicago

Filings received during the week ending April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

Not available

PSB Holdings, Inc., Wausau, Wisconsin, to 

acquire 100 percent of the outstanding capital 

stock of Marathon State Bank, Marathon, 

Wisconsin.

PSB HOLDINGS, INC.

Newspaper:

Federal Register:

CIC Not available

04/09/2012

Notice by Steven D. Spector of Glenview, 

Illinois, as an individual and as trustee of the 

Alan L. Spector GST Family Trust, the Walter 

W. Spector, Steven D. Spector, Andrew M. 

Spector, and Nancy S. Spector Dynasty Trusts, 

and two Phillip J. Spector GST Trusts and as a 

group working in concert with Steven D. 

Spector, Walter W. Spector of Saratoga, 

California, Andrew M. Spector of Bexley, Ohio, 

Nancy S. Spector of Chicago, Illinois, the Phillip 

J. Spector GST Trust - FBO Michael Spector, 

Michael Spector, of Bettendorf, Iowa, and 

Steven Spector trustees, the Phillip J. Spector 

GST Trust - FBO Shelley Caesar, Shelley Caesar 

of Fox River Grove, Illinois, and Steven D. 

Spector trustees, and the Alan L. Spector GST 

Family Trust, the Walter W. Spector Dynasty 

Trust, the Steven D. Spector Dynasty Trust, the 

Andrew M. Spector Dynasty Trust, the Nancy 

S. Spector Dynasty Trust (Steven D. Spector 

trustee) to acquire and/or retain 25 percent or 

more of the shares of Spector Properties, Inc., 

Chicago, Illinois and thereby indirectly 

acquire/retain control of Andalusia Community 

Bank, Andalusia, Illinois.

SPECTOR PROPERTIES, 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 04/14/2012

04/20/2012

Notice by E. Harvey Seaman III individually and 

as co-trustee of the Revocable Trust E. Harvey 

Seaman III U/A 10/21/1998 and the Revocable 

Trust Tamara J. Seaman U/A 10/21/1998, and 

Tamara J. Seaman, as co-trustee of those trusts, 

all of Evansville, Indiana, to acquire up to 11.7 

percent of First Bancorp of Indiana, Inc., 

Evansville, Indiana.

FIRST BANCORP OF INDIANA, 

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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Control Notice by MVC Private 

Equity Fund, L.P., Purchase, New York, to gain 

control of BNCCORP, Inc., Bismarck, North 

Dakota, and thereby indirectly gain control of 

BNC National Bank, Glendale, Arizona.

BNCCORP, INC.

Newspaper:

Federal Register:

* 3A1 Not available

04/27/2012

Ipswich Community Bancshares, Inc., Ipswich, 

South Dakota, to become a bank holding 

company by acquiring 100% of Yellowstone 

Trail Bancorporation, Ipswich, South Dakota, 

which owns Ipswich State Bank, Ipswich, South 

Dakota.

IPSWICH COMMUNITY 

BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

04/10/2012

Change in Control Notice by Sharon Bauman, 

Apple Valley, Minnesota, Virginia Bauman, 

Farmington, Minnesota, and Michael Murray, 

Irving, Texas, as individuals, to acquire and 

retain 10 percent or more of the voting shares of 

Kerkhoven Bancshares, Inc., Kerkhoven, 

Minnesota, and thereby indirectly acquire and 

retain control of Financial Security Bank, 

Kerkhoven, Minnesota. In addition, Sharon 

Bauman, Virginia Bauman, Michael Murray, 

Florence Bauman, and Russell Bauman, to join 

the Bauman family control group which controls 

Kerkhoven Bancshares, Inc., Kerkhoven, 

Minnesota, and thereby indirectly controls 

Financial Security Bank, Kerkhoven, Minnesota.

KERKHOVEN BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 3A3 Not available

* 18C 04/30/2012

Leackco Banking Holding Company, Inc., 

Wolsey, South Dakota, to acquire 100% of ASB 

Bank Holding Company, Pierre, South Dakota, 

and thereby indirectly acquire American State 

Bank of Pierre, Pierre, South Dakota. In addition, 

American State Bank of Pierre to merge with 

ASB Interim Bank, Wessington Springs, South 

Dakota, and to remain the resultant bank.

LEACKCO BANK HOLDING 

COMPANY, INC.

Newspaper:

Federal Register:

* 3A1 Not available

04/27/2012

Wells Financial Corp., Wells, Minnesota, to 

become a bank holding company as a result of 

the proposed conversion of its wholly-owned 

subsidiary, Wells Federal Bank, Wells, 

Minnesota, from a federal savings bank to a 

Minnesota state-chartered commercial bank.

WELLS FINANCIAL CORP.

* 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Exchange Bank of Missouri, Fayette, Missouri, 

to establish a branch at 923 & 929 W. Vest 

Street, Marshall, Missouri.

EXCHANGE BANK OF 

MISSOURI

Newspaper:

Federal Register:

CIC Not available

04/20/2012

Notice by Arthur L. Loomis, II, Patricia A. 

Loomis, Genevieve E. Loomis, and Julia P. 

Loomis, all of Niskayuna, New York; Frederick 

S. Loomis, Anne M. Loomis, and J. Porter 

Loomis, all of Pratt, Kansas; Howard K. Loomis, 

Jr., Karen P. Loomis, Katherine P. Loomis, 

Margaret P. Loomis, and Victoria K. Loomis, all 

of Los Gatos; California, as individuals and/or 

trustees of the following trusts: 2011 Arthur L. 

Loomis, II Gift Trust, Julia P. Loomis Revocable 

Trust, Arthur L. Loomis, II Revocable Trust, 

Genevieve E. Loomis Revocable Trust, all of 

Niskayuna, New York; Howard K. Loomis 

Revocable Trust, 2010 Howard K. Loomis 

Irrevocable Family Trust, Porter Legacy Trust, 

Florence Porter Loomis Trust, 2010 Florence 

Porter Loomis Irrevocable Family Trust, 2011 

Frederick S. Loomis Gift Trust, 2011 J. Porter 

Loomis Gift Trust, all of Pratt, Kansas; 2011 

Howard K. Loomis Jr. Gift Trust, The Loomis 

1993 Revocable Trust, both of Los Gatos, 

California; and Flopper, L.P., How-Kan, L.P., and 

Driftwood, LLC, all of Pratt, Kansas; and all as 

members of the Loomis Family Group, to retain 

control of Krey Co. Ltd., parent of The Peoples 

Bank, both in Pratt, Kansas.

KREY CO. LTD.

Newspaper:

Federal Register:

CIC Not available

04/25/2012

Notice by Andrew H. Wells, Tahlequah, 

Oklahoma, as trustee of the Clair Squyres Trust 

FBO Clair Squyres Wells, and the Louise 

Squyres Trust FBO Earl E. Squyres, to acquire 

control of Maxlou Bancshares, Inc., parent of 

First State Bank, both in Tahlequah, Oklahoma.

MAXLOU BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 04/11/2012

04/17/2012

Notice by Bobbie R. Needham, Broken Arrow, 

Oklahoma; Matthew K. Needham and Amanda 

L. Needham, Basehor, Kansas; Michael L. 

Needham and Andrea M. Needham, Olathe 

Kansas; and Russ A. Hoffman and Megan L. 

Hoffman, Wichita, Kansas; all as members of 

the Needham family group, to retain control of 

Overbrook Bankshares, Inc., parent of The First 

Security Bank, both in Overbrook, Kansas.

OVERBROOK BANKSHARES, 

INC.

Newspaper:

Federal Register:

CIC 04/04/2012

04/03/2012

Notice by William Bradley Giblet and Lita Giblet, 

both of Hydro, Oklahoma, and Gaylon Vogt, 

Weatherford, Oklahoma, to acquire control of 

Ryan Bancshares, Inc., parent of The First State 

Bank, both in Ryan, Oklahoma.

RYAN 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Cadence Bancorp, LLC, Houston, Texas, to 

acquire 100 percent of Encore Bancshares, Inc., 

Houston, Texas and indirectly acquire Encore 

Bank, N. A., Houston, Texas.

CADENCE BANCORP LLC

Newspaper:

Federal Register:

* 3A3 Not available

04/30/2012

Carlile Bancshares, Inc., Fort Worth, Texas, to 

acquire 100% of the common stock of Northstar 

Financial Corporation, Denton, Texas, and 

therefore indirectly Northstar Bank of Texas, 

Denton, Texas.

CARLILE BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

03/21/2012

Mission-Heights Capital, Ltd., Houston, Texas, 

and Mission-Heights, LLC, Houston, Texas, 

general partner; and Charles Robert Miller, Jr., 

Odem, Texas, individually, intend to apply to 

the Federal Reserve Board for permission to 

acquire 25 percent or more of the shares of 

Odem Bancshares, Inc., Odem, Texas, and 

thereby indirectly obtain control of First State 

Bank of Odem, Odem, Texas., in association 

with a request by Mission-Heights Capital, Ltd., 

to be treated as a Qualified Family Partnership 

(QFP).

ODEM 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 April 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

* 4c8 02/21/2012

First PacTrust Bancorp, Inc., Chula Vista, 

California, to become a bank holding company 

by acquiring 100 percent of Beach Business 

Bank, Manhattan Beach, California, pursuant to 

section 3(a)(1) of the BHC Act, and 2)to retain 

100 percent control of Pacific Trust Bank, 

fsb,Chula Vista, California, and thereby engage 

in operating a nonbank thrift subsidiary, 

pursuant to section 225.28(b)(4) of Regulation 

Y.

FIRST PACTRUST BANCORP, 

INC.

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