Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 35 

Week Ending August 27, 2011

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

Capital One Financial Corporation, McLean, Virginia -- to hold public meetings in 

Washington, D.C., Chicago, Illinois, and San Francisco, California, on the proposal 

to acquire ING Bank, FSB, Wilmington, Delaware, and indirectly acquire shares of 

Sharebuilder Advisors, LLC, Seattle, Washington, and ING Direct Investing, Inc., 

and extension to October 12, 2011, of the comment period on this proposal.

- Announced, August 26, 2011

Mizuho Financial Group, Inc., Tokyo, Japan, and Mizuho Corporate Bank, Ltd. -- to 

acquire additional shares of Mizuho Securities Co., Ltd., Tokyo, the parent company 

of Mizuho Securities USA Inc., New York, New York.

- Approved, August 24, 2011

Savings and Loan Holding Companies

Forms -- publication for comment of a two-year phase-in period for most savings and 

loan holding companies (SLHCs) to file Federal Reserve regulatory reports and 

exemption for some SLHCs from initially filing these reports.

- Announced, August 22, 2011

Enforcement

Flagship Financial Group, Inc., Eden Prairie, Minnesota -- written agreement with 

the Federal Reserve Bank of Minneapolis.

- Announced, August 25, 2011

Texas Bancshares, Inc., Snyder, Texas -- written agreement with the Federal Reserve 

Bank of Dallas.

- Announced, August 25, 2011

H.2 Board Actions August 21, 2011 to August 27, 2011

(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

OSD Office of Staff Director

August 21, 2011 to August 27, 2011

Bank Holding Companies

Northstar Financial Group, Inc., Bad Axe, Michigan -- to engage de novo in certain 

permissible nonbanking activities.

Chicago

- Withdrawn, August 24, 2011

Provident Bancorp (a mutual bank holding company), Amesbury, Massachusetts -- to 

form a stock bank holding company, Provident Bancorp, Inc., Amesbury, and to 

acquire The Provident Bank.

Boston

- Approved, August 24, 2011

Bank Mergers

The Commercial and Savings Bank of Millersburg, Millersburg, Ohio -- to purchase 

assets and assume liabilities of two branches of Premier Bank & Trust, N.A., 

Wooster.

Cleveland

- Approved, August 22, 2011

Change in Bank Control

Heritage Oaks Bancorp, Paso Robles, California -- change in bank control of 

Heritage Oaks and its subsidiary bank, Heritage Oaks Bank, Paso Robles.

Philadelphia

- Withdrawn, August 24, 2011

(A/C) = Addition or Correction Delegated - 1 of 2
Change in Bank Control

Northside Bancshares, Inc., Adairsville, Georgia -- change in bank control of 

Northside and its subsidiary bank, Northside Bank, Adairsville.

Atlanta

- Permitted, August 24, 2011

Porter Bancorp, Inc., Louisville, Kentucky -- change in bank control of Porter and its 

subsidiary bank, PBI Bank, Louisville.

Philadelphia

- Withdrawn, August 23, 2011

Sunflower Financial, Inc., Salina, Kansas -- change in bank control of Sunflower and 

its subsidiary bank, Sunflower Bank, National Association, Salina.

Kansas City

- Permitted, August 22, 2011

Extensions of Time

BNP Paribas, Paris, France -- extension of time to divest of a merchant banking 

investment.

Director, BS&R

- Granted, August 24, 2011

Mechanics Bancorp, MHC, Taunton, Massachusetts, and Mechanics Bancorp, Inc. -- 

extension to November 27, 2011, to become a mutual bank holding company and a 

stock bank holding company, respectively, and to acquire Mechanics Co-operative 

Bank, Taunton.

Boston

- Granted, August 25, 2011

H.2 Actions under delegated authority August 21, 2011 to August 27, 2011

(A/C) = Addition or Correction Delegated - 2 of 2
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

* 3A5

4c8

Not available

Application by Salem Five Bancorp, MHC, 

Salem, Massachusetts, to acquire Stoneham 

Savings Bank, Stoneham, Massachusetts, 

following its reorganization into a mutual 

holding company structure, and to establish 

Stoneham Properties, LLC, pursuant to sections 

3(a)(3), 3(a)(5), 4(c)(8) and 4(j) of the Bank 

Holding Company Act of 1956, as amended.

SALEM FIVE BANCORP

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Application by Stoneham Bancorp, MHC, 

Stoneham, Massachusetts, to become a mutual 

bank holding company by acquiring Stoneham 

Savings Bank, Stoneham, Massachusetts, 

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

Company Act of 1956, as amended. The sole 

purpose of the reorganization is to facilitate 

Salem Five Bancorp, MHCs proposed 

acquisition of Stoneham Savings Bank.

Stoneham Bancorp, MHC

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

FRANKLIN SVG BK FARMINGTON, MAINE

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

Federal Reserve Bank of New York

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

Not available

The Adirondack Trust Company Employee 

Stock Ownership Trust, Saratoga Springs, New 

York, to acquire fifty additional shares of 473 

Broadway Holding Corporation and to acquire 

one thousand five hundred additional shares of 

The Adirondack Trust Company, both of 

Saratoga Springs, New York.

ADIRONDACK TRUST 

COMPANY EMPLOYEE STOCK 

OWNERSHIP TRUST, THE

Newspaper:

Federal Register:

* Branch

Not applicable

Amboy Bank, Old Bridge, New Jersey, requests 08/27/2011

an after-the-fact approval to open a branch 

office located at 460 Georges Road, Dayton, 

Middlesex County, New Jersey.

AMBOY BANK

Newspaper:

Federal Register:

CIC 08/24/2011

08/24/2011

Notice by Oaktree Capital Group Holdings GP, 

LLC, Oaktree Capital Group Holdings, L.P., 

Oaktree Capital Group, LLC, Oaktree AIF 

Holdings, Inc., Oaktree Holdings, LLC, Oaktree 

Holdings, Inc., OCM Holdings I, LLC, Oaktree 

Capital Management, L.P., Oaktree AIF 

Investments, L.P., Oaktree Capital I, L.P., 

Oaktree Fund GP I, L.P., Oaktree Fund GP III, 

L.P., Oaktree Principal Fund V GP, Ltd., Oaktree 

Fund GP AIF, LLC, Oaktree Principal Fund V GP, 

L.P., Oaktree Fund GP, LLC, Oaktree Principal 

Fund V, L.P., Oaktree Principal Fund V (Parallel), 

L.P., Oaktree Fund AIF Series, L.P.--Series I, 

Oaktree Principal Fund V (Delaware), L.P., 

Oaktree FF Investment Fund AIF (Delaware), 

L.P., all of Los Angeles, California, to gain 

control of First BanCorp, San Juan, Puerto Rico.

FIRST BANCORP

Newspaper:

Federal Register:

* Branch

Not applicable

Goldman Sachs Bank USA, New York, New 08/29/2011

York, to establish a branch office located at 222 

South Main Street, Salt Lake City, Utah, 

pursuant to Section 208.6 of Regulation H.

(RSSD #4313409)

GOLDMAN SACHS BANK USA

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

SOLVAY BK SOLVAY, NEW YORK

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

AMERISERV FNCL BK JOHNSTOWN, PENNSYLVANIA

LUZERNE BK LUZERNE, PENNSYLVANIA

NEW TRIPOLI BK NEW TRIPOLI, PENNSYLVANIA

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

Federal Reserve Bank of Cleveland

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

09/23/2011

Edon Bancorp, Inc., Edon, OH to become a bank 

holding company by acquiring 100% of the 

voting shares of the Edon State Bank Company 

of Edon, Edon, OH, pursuant to section 3(a)(1)

EDON 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

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

Federal Reserve Bank of Richmond

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

ESSEX BK TAPPAHANNOCK, VIRGINIA

FIRST B&TC LEBANON, VIRGINIA

FIRST CAP BK GLEN ALLEN, VIRGINIA

HIGHLANDS CMNTY BK COVINGTON, VIRGINIA

PATAPSCO BK DUNDALK, MARYLAND

VIRGINIA CMRC BK ARLINGTON, VIRGINIA

WACCAMAW BK WHITEVILLE, NORTH CAROLINA

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

Federal Reserve Bank of Atlanta

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banco CAM, S.A.U., Alicante, Spain, to 

establish an international branch office located 

in Miami, Florida.

BANCO CAM, S.A.U.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Bankia, S.A., Valencia, Spain, to establish an 

international branch in Miami, Florida.

BANKIA, S.A.

Newspaper:

Federal Register:

* 3A1 Not available

* 4c8

4c8

Not available

BankUnited, Inc., Miami Lakes, Florida, to 

perform the following (1) become a bank holding 

company by acquiring 100 percent of the 

outstanding shares of Herald National Bank, 

New York, New York; (2) retain BankUnited, a 

federal savings association, and thereby 

continue engaging in operating a savings 

association, and (3) retain BankUnited 

Investment Services, Inc., and thereby continue 

engaging in serving as investment adviser.

BANKUNITED, INC.

Newspaper:

Federal Register:

4c8 Not applicable

Not available

Blue Ridge Holdings, Inc., Atlanta, Georgia, to 

acquire 100 percent of the outstanding shares of 

SAGE Southeastern Securities, Inc., Atlanta, 

Georgia, and thereby engage in investment 

advisory activities.

BLUE RIDGE HOLDINGS, INC.

Newspaper:

Federal Register:

CIC Not available

09/14/2011

Prior change in control notice filed by Luis 

Enrique Cobo and Ana A. Cobo, individually, 

and Terry Mark Jones and April Jones, 

individually, all of Key West, Florida, to acquire 

an additional 48.708 shares of the outstanding 

common stock of First State Bank of the Florida 

Keys Holding, and its subsidiary, First State 

Bank of the Florida Keys, both of Key West, 

Florida. Total pro forma ownership for each 

couple will be 12.75 percent.

FIRST STATE BANK OF THE 

FLORIDA KEYS HOLDING 

COMPANY

Newspaper:

Federal Register:

CIC Not available

Not available

After-the-fact change in control notice filed by 

Richard A. Dykes, Danville, Georgia; Jerry Van 

Dykes, Cochran, Georgia; and the Everett Dykes 

Estate to retain 37.3 percent of the outstanding 

voting shares of Four County Bancshares, Inc., 

and its subsidiary, Four County Bank, both of 

Allentown, Georgia.

FOUR COUNTY BANCSHARES, 

INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

IBERIABANK, Lafayette, Louisiana, to 

establish a branch located at 2765 John Hawkins 

Parkway, Hoover, Alabama.

IBERIABANK

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

BANK INDEP SHEFFIELD, ALABAMA

FLORIDA BK TAMPA, FLORIDA

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

Federal Reserve Bank of Chicago

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

09/19/2011

ATBancorp, Dubuque, Iowa, to acquire up to 

100 percent of the outstanding voting shares of 

United American Bank, San Mateo, California.

ATBANCORP

Newspaper:

Federal Register:

* 3A3 Not available

09/12/2011

C-B-G, Inc., West Liberty, Iowa, to acquire up to 

50.01 percent, in Washington Bancorp, 

Washington, Iowa, and thereby increase it's 

indirect interest in Washington Bancorp's 

subsidiary, Federation Bank, Washington, Iowa.

C-B-G, INC.

Newspaper:

Federal Register:

CIC Not available

08/01/2011

Notice by Paul L. Martin and Pamela J. Martin, 

Bradenton, Florida, to gain control of Evans 

Bancshares, Inc., Evansdale, Iowa, and thereby 

indirectly control Fist Security State Bank, 

Evansdale, Iowa. Paul and Pamela Martin will 

collectively increase their ownership from 9.63 

percent to 12.43 percent with the purchase of 

2000 shares.

EVANS BANCSHARES, INC.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

First Bank of Berne, Berne, Indiana, to purchase 09/04/2011

substantially all of the assets and assume 

certain liabilities of three branches of American 

Trust Federal Savings Bank, Peru, Indiana, and 

thereby to establish 3 branches.

FIRST BANK OF BERNE

Newspaper:

Federal Register:

4c8 Not applicable

Not available

Oostburg Bancorp, Inc., Oostburg, Wisconsin, 

proposes to engage in management consulting 

and counseling activities.

OOSTBURG BANCORP, INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Waukon State Bank, Waukon, Iowa, to merge 

with Viking State Bank and Trust, Decorah, 

Iowa. As a result of the merger, Waukon State 

Bank, will establish a branch office at 321 W 

Water Street, Decorah, Iowa and 1801 Old Stage 

Road, Decorah, Iowa.

WAUKON STATE BANK

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

1ST SOURCE BK SOUTH BEND, INDIANA

CENTRAL ST BK MUSCATINE, IOWA

DEMOTTE ST BK DEMOTTE, INDIANA

FARMERS & MRCH BK ORFORDVILLE ORFORDVILLE, WISCONSIN

FIRST B&T EVANSTON, ILLINOIS

FIRST ST BK BOURBON IN BOURBON, INDIANA

INDIANA B&TC COLUMBUS, INDIANA

IOWA ST BK HULL, IOWA

ISABELLA BK MOUNT PLEASANT, MICHIGAN

LINN CTY ST BK COGGON, IOWA

M&I MARSHALL & ILSLEY BK MILWAUKEE, WISCONSIN

MAIN ST BK BINGHAM FARMS, MICHIGAN

MORTON CMNTY BK MORTON, ILLINOIS

PORT BYRON ST BK PORT BYRON, ILLINOIS

TRI-CTY BK BROWN CITY, MICHIGAN

UNION ST BK ROCKWELL CITY, IOWA

WEST CHESTER SVG BK WASHINGTON, IOWA

WHEATON B&TC WHEATON, ILLINOIS

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

Federal Reserve Bank of St. Louis

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Bank of Star City, Star City, Arkansas, to 

become member of the Federal Reserve System.

BANK OF STAR CITY

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

CASS CMRL BK BRIDGETON, MISSOURI

FARMERS B&TC MAGNOLIA, ARKANSAS

FIRST FINANCIAL BK EL DORADO, ARKANSAS

FIRST ST B&TC CARUTHERSVILLE, MISSOURI

HERITAGE ST BK LAWRENCEVILLE, ILLINOIS

MISSOURI BK WARRENTON, MISSOURI

OHIO VALLEY FNCL GROUP HENDERSON, KENTUCKY

PEOPLES B&TC CO TROY, MISSOURI

REELFOOT BK UNION CITY, TENNESSEE

SIMMONS FIRST BK OF NRTHEST AR JONESBORO, ARKANSAS

TWIN LAKES CMNTY BK FLIPPIN, ARKANSAS

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

09/13/2011

Retroactive change in control notice by Paul K. 

Steen, Edina, Minnesota, and James R. Steen, 

Fargo, North Dakota, to each retain 25% or more 

of the shares of Clinton Bancshares, Inc., 

Clinton, Minnesota, and thereby indirectly 

retain control of Clinton State Bank, Clinton, 

Minnesota.

CLINTON BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Merchants State Bank, Freeman, South Dakota, 09/08/2011

to establish a de novo branch in Irene, South 

Dakota.

MERCHANTS STATE BANK

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

CROW RIVER ST BK DELANO, MINNESOTA

FIRST PREMIER BK SIOUX FALLS, SOUTH DAKOTA

KANABEC ST BK MORA, MINNESOTA

NORTHWESTERN BK CHIPPEWA FALLS, WISCONSIN

PROFINIUM FNCL TRUMAN, MINNESOTA

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

Federal Reserve Bank of Kansas City

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

09/16/2011

American State Bancshares, Inc., Great Bend, 

Kansas, to acquire 100 percent of the voting 

shares of Rose Hill Bancorp, Inc., parent of 

Rose Hill Bank, both in Rose Hill, Kansas.

AMERICAN STATE 

BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice submitted by the John A. Hohlen and 

Lynn A. Hohlen, Juniata, Nebraska; Mark J. 

Keiser and Peggy O. Keiser, Juniata, Nebraska; 

Gaylin R. Prior and Mary L. Prior, Hastings, 

Nebraska; and Dennis R. Utter and Kathryn C. 

Utter, Hastings, Nebraska; as members of a 

group acting in concert, to acquire control of 

First Kenesaw Company, parent of Adams 

County Bank, both in Kensaw, Nebraska.

FIRST KENESAW COMPANY

Newspaper:

Federal Register:

4c8 Not applicable

09/13/2011

Union State Banc Holding Company, Clay 

Center, Kansas, to engage in insurance 

activities through acquisition of the assets of 

Republican Valley Title, LLC, both in Clay 

Center, Kansas.

UNION STATE BANC HOLDING 

CORPORATION

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

BANK AT BROADMOOR COLORADO SPRINGS, COLORADO

BANK OF CMRC YUKON, OKLAHOMA

CITIZENS ST BK WISNER, NEBRASKA

CONDON B&TC COFFEYVILLE, KANSAS

FIRST B&TC OF FULLERTON FULLERTON, NEBRASKA

FIRST ST B&TC LARNED, KANSAS

FIRSTBANK LAKEWOOD, COLORADO

GARDNER BK GARDNER, KANSAS

PLATTE VALLEY ST B&TC KEARNEY, NEBRASKA

ST MARYS ST BK SAINT MARYS, KANSAS

STANTON ST BK STANTON, NEBRASKA

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

Federal Reserve Bank of Dallas

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

08/24/2011

James Philip O'Jibway, Bellville, Texas, 

individually; and James Phillip O'Jibway, Kay 

Holmes O'Jibway, Justin Glenn Brandt, and Jill 

O'Jibway Brandt, all of Bellville, Texas; Jeffrey 

Philip O'Jibway, Joseph Austin O'Jibway, and 

Toby Don O'Jibway, all of Austin, Texas; Jay 

William O'Jibway of Fort Worth, Texas; and 

William Beckham Holmes Jr. and Glenda 

Gabbard Holmes of Boulder, Colorado, 

(collectively known as the "O'Jibway Family 

Group") to retain control of 10 percent or more 

of the shares of, and thereby control of Austin 

County Bancshares, Inc., and indirectly Austin 

County State Bank, both of Bellville, Texas.

AUSTIN COUNTY 

BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Comerica Bank, Dallas, Texas, to establish a 

branch at 1560 W. Magnolia Avenue, Fort 

Worth, Texas 76104.

COMERICA BANK

Newspaper:

Federal Register:

* 3A1 Not available

Not available

DirecTex Holding Corp., Tyler, Texas, to become 

a bank holding company by acquiring more than 

25 percent but less than 50 percent of 

Gladewater National Bank, Gladewater, Texas.

DIRECTEX HOLDING 

CORPORATION

Newspaper:

Federal Register:

CIC 09/08/2011

09/12/2011

Notice by Brian A. Collins and Gina L. Collins, 

both in Fort Worth, Texas (collectively the 

"Notificants"), to acquire 25 percent or more of 

the shares and thereby control of First Bells 

Bankshares, Inc., Bells, Texas, and indirectly 

The First National Bank of Bells/Savoy, Bells, 

Texas.

FIRST BELLS BANKSHARES, 

INC.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Integrity Bancshares, Inc., Houston Texas, to 

become a bank holding company by acquiring 

100 percent of Integrity Bank, SSB, Houston, 

Texas.

INTEGRITY 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

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

Federal Reserve Bank of San Francisco

Filings received during the week ending August 27, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

09/02/2011

Carpenter Fund Manager GP, LLC, Carpenter 

Fund Management Company, LLC, Carpenter 

Community Bancfund, L.P., Carpenter 

Community Bancfund-A, L.P., CCFW, Inc., SCJ, 

Inc., and CCI One Acquisition Corporation, all 

of Irvine, California, to acquire 100 percent of 

the voting securities of Santa Lucia Bancorp 

and thereby indirectly acquire a greater 

controlling interest in Santa Lucia Bank, both of 

Atascadero, California.

CARPENTER FUND MANAGER 

GP, LLC

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Santa Lucia Bank, Atascadero, California, to 

merge with and into Mission Community Bank, 

San Luis Obispo, California.

MISSION COMMUNITY BANK

* 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 Fourth Quarter of 2011 (October 1, 2011 - December 31, 2011)

Institution Location

NARA BK LOS ANGELES, CALIFORNIA

PACIFIC PREMIER BK COSTA MESA, CALIFORNIA

* Subject to the provisions of the Community Reinvestment Act