Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks;

Applications and Reports Received

No. 25

Week Ending June 22, 2013

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

Morgan Stanley, New York, New York -- to acquire additional shares of Morgan

Stanley Smith Barney Holdings LLC from Citigroup Inc., New York.

- Approved, June 19, 2013

Forms

Forms -- final Board review to extend with revision the Survey to Obtain Information

on the Relevant Market in Individual Merger Cases (FR 2060) and Notice Claiming

Status as an Exempt Transfer Agent (FR 4013) and to extend without revision the

Request for Extension of Time to Dispose of Assets Acquired in Satisfaction of

Debts Previously Contracted (FR 4006), Stock Redemption Notification (FR 4008),

and Investment in Bank Premises Notification (FR 4014).

- Approved, June 19, 2013

Enforcement

M&T Bank Corporation, Buffalo, New York, and Manufacturers & Traders Trust

Company -- written agreement with the Federal Reserve Bank of New York.

- Announced, June 18, 2013

H.2 Board Actions June 16, 2013 to June 22, 2013

(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

June 16, 2013 to June 22, 2013

MA Monetary Affairs

Bank Branches, Domestic

Morton Community Bank, Morton, Illinois -- to establish a branch at 201 Clock

Tower Drive, East Peoria.

Chicago

- Approved, June 20, 2013

SmartBank, Pigeon Forge, Tennessee -- to establish a branch at 201 North Palafox

Street, Pensacola, Florida.

Secretary

- Approved, June 20, 2013

Tri-County Bank, Brown City, Michigan -- to establish a branch at 6541 Van Dyke

Road, Marlette, Michigan.

Chicago

- Approved, June 21, 2013

Vista Bank, Ralls, Texas -- to establish a branch at 4350 19th Street, Lubbock.

Dallas

- Approved, June 18, 2013

Bank Holding Companies

HCBF Holding Company, Inc., Fort Pierce, Florida -- to acquire BSA Financial

Services, Inc., St. Augustine, and its subsidiary, Bank of St. Augustine, and thereby

engage in operating a savings association.

Atlanta

- Approved, June 21, 2013

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

HomeBancorp, Inc., Tampa, Florida -- to acquire Mortgage Investors Corporation,

St. Petersburg, and thereby engage in extending credit and servicing loans and in

activities related to extending credit.

Atlanta

- Withdrawn, June 20, 2013

Pioneer Bancshares, Inc., Dripping Springs, Texas -- to become a bank holding

company by acquiring Pioneer Bank, State Savings Bank, Dripping Springs.

Dallas

- Approved, June 20, 2013

Union Holding Company, Halliday, North Dakota -- waiver of application to acquire

First Wilton Bancshares, Ltd., Wilton, in connection with the merger of their

respective subsidiaries, The Union Bank, Beulah, and First State Bank of Wilton,

Wilton.

Minneapolis

- Withdrawn, June 19, 2013

Bank Mergers

The Union State Bank of Everest, Everest, Kansas -- to purchase certain assets and

assume certain liabilities of the Atchison and Lancaster branches of The Morrill and

Janes Bank and Trust Company, Overland Park.

Kansas City

- Withdrawn, June 20, 2013

H.2 Actions under delegated authority June 16, 2013 to June 22, 2013

(A/C) = Addition or Correction Delegated - 2 of 4
Banks, State Member

Goldman Sachs Bank USA, New York, New York -- to make a public welfare

investment.

Director, BS&R

- Approved, June 19, 2013

Regions Bank, Birmingham, Alabama -- to make certain public welfare investments.

Director, BS&R

- Approved, June 19, 2013

Change in Bank Control

First Citizens Bancshares, Inc., Raleigh, North Carolina -- to retain control of First

Citizens Bancshares and its subsidiary, First-Citizens Bank & Trust Company,

Raleigh.

Secretary

- Permitted, June 19, 2013

Ixonia Bancshares, Inc., Ixonia, Wisconsin -- to retain control of Ixonia Bancshares

and its subsidiary, Ixonia Bank, Ixonia.

Chicago

- Permitted, June 19, 2013

RBB Bancorp, Los Angeles, California -- to retain control of RBB Bancorp and its

subsidiary, Royal Business Bank, Los Angeles.

San Francisco

- Permitted, June 18, 2013

H.2 Actions under delegated authority June 16, 2013 to June 22, 2013

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

RBB Bancorp, Los Angeles, California -- change in bank control of RBB Bancorp

and its subsidiary, Royal Business Bank, Los Angeles (two notices).

San Francisco

- Permitted, June 18, 2013

Extensions of Time

Bank of Hawaii, Honolulu, Hawaii -- extension of time to make a public welfare

investment.

Secretary

- Granted, June 21, 2013

Financial Holding Companies

F.S. Bancorp, Lagrange, Indiana -- election to become a financial holding company.

Chicago

- Effective, June 21, 2013

H.2 Actions under delegated authority June 16, 2013 to June 22, 2013

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

Federal Reserve Bank of Boston

Filings received during the week ending June 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Application by Bank Rhode Island, Providence, 

Rhode Island, to establish a branch at 290 Main 

Street, Wakefield, Rhode Island, pursuant to 

Section 208.6 of Regulation H.

BANK RHODE ISLAND

Newspaper:

Federal Register:

* 3A1

* 3A3

06/29/2013

07/01/2013

Application by Hometown Community Bancorp, 

MHC, Oxford, Massachusetts, a mutual bank 

holding company, to form a wholly-owned, 

mid-tier, stock bank holding company, 

Hometown Community Bancorp, Inc., Oxford, 

Massachusetts, through its acquisition of 100% 

of the shares of Hometown Bank, A 

Cooperative Bank, Webster, Massachusetts, 

pursuant to sections 3(a)(1) and 3(a)(3) of the 

Bank Holding Company Act of 1956, as 

amended.

HOMETOWN COMMUNITY 

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 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 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

PWI Not applicable

Not applicable

Goldman Sachs Bank USA, New York, New 

York, to make a public welfare investment.

GOLDMAN SACHS BANK USA

Newspaper:

Federal Register:

* 4c8 Not available

07/08/2013

Investors Bancorp, MHC and Investors 

Bancorp, Inc., both of Short Hills, New Jersey, 

providing notice pursuant to Section 4(c)(8) of 

the BHC Act and Section 225.24 of Regulation 

Y, to acquire Gateway Community Financial 

Corporation, MHC and Gateway Community 

Financial Corporation, and their wholly-owned 

subsidiary, GCF Bank, all of Sewell, New Jersey.

INVESTORS BANCORP, INC.

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending June 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5

* 18C

06/26/2013

06/26/2013

Bryn Mawr Bank Corporation, Bryn Mawr, PA, 

to acquire Midcoast Community Bancorp, 

Wilmington, DE, and subsequently Midcoast 

Community Bank, Wilmington, DE will merge 

with and into Bryn Mawr Trust Company, Bryn 

Mawr, PA.

BRYN MAWR BANK 

CORPORATION

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

07/15/2013

Delanco, MHC, Delanco, NJ, proposes to 

convert to stock form and merge with and into 

Delanco Bancorp, Inc., Delanco, New Jersey, 

which proposes to become a savings and loan 

holding company by acquiring Delanco Federal 

Savings Bank, Delanco, NJ.

DELANCO, MHC

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Prudential Mutual Holding Company, 

Philadelphia, PA, and Prudential Bancorp, Inc. 

of Pennsylvania, Philadelphia, PA, each to 

merge with and into Prudential Bancorp, Inc., 

Philadelphia, PA, and subsequently Prudential 

Bancorp, Inc. will acquire 100 percent of the 

outstanding stock of Prudential Saving Bank, 

Philadelphia, PA, in connection with the 

reorganization of Prudential Mutual Holding 

Company from a mutual structure to a stock 

form organization.

PRUDENTIAL BANCORP, INC.

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending June 22, 2013

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 June 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 06/17/2013

06/28/2013

Virginia National Bankshares Corporation, 

Charlottesville, Virginia, to become a bank 

holding company by acquiring 100% of the 

voting shares of Virginia National Bank, 

Charlottesville, Virginia.

VIRGINIA NATIONAL 

BANKSHARES CORPORATION

* 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 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

Not available

Ameris Bancorp, Moultrie, Georgia, to merge 

with The Prosperity Banking Company, St. 

Augustine, Florida, and thereby acquire its 

subsidiary, Prosperity Bank, St. Augustine, 

Florida.

AMERIS BANCORP

Newspaper:

Federal Register:

* 3A1 Not available

07/18/2013

FBDC Financial Corp., to become a bank 

holding company by acquiring 100 percent of 

the outstanding shares of First Fidelity Bank, 

both of Fort Payne, Alabama.

FBDC FINANCIAL CORP.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Franklin Synergy Bank, Franklin, Tennessee, to 

establish a branch located at 40 Moss Lane, 

Suite 100, Franklin, Tennessee.

FRANKLIN SYNERGY BANK

Newspaper:

Federal Register:

CIC Not available

Not available

(13-105) After-the-fact change in control notice 

filed by Lucie VanLandingham Beeley, 

Leesburg, Georgia, and Stevan Reynolds Tuck, 

Dawson, Georgia, to retain control of 27.50 

percent of the outstanding shares of the Class B 

common stock of Georgia Community Bancorp, 

Inc., Dawson, Georgia, and its subsidiary, The 

Citizens State Bank of Taylor County, Reynolds, 

Georgia.

GEORGIA COMMUNITY 

BANCORP, INCORPORATED

Newspaper:

Federal Register:

CIC Not available

Not available

After-the-fact change of control notice filed by 

Louisiana Bancorp, Inc. Employee Stock 

Ownership Plan (ESOP), George Vernon Curry, 

Jr., and Lisa Rae Whittington, the trustees of 

the ESOP, both of Metairie, Louisiana, to retain 

approximately 17.9 percent of the outstanding 

shares and to acquire additional shares not to 

exceed 24.9 percent of the shares of Louisiana 

Bancorp, Inc. and its subsidiary, Bank of New 

Orleans, both of Metairie, Louisiana.

LOUISIANA BANCORP, INC.

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending June 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* MHC Not available

Conversion 07/12/2013

AJS Bancorp, MHC, a federally chartered 

mutual holding company, to convert to stock 

form and merge with AJS Bancorp, Inc., a 

federal corporation, both in Midlothian, Illinois. 

AJS Bancorp, Inc. will be merged into a new 

Maryland corporation named AJS Bancorp, Inc., 

which proposes to become a savings and loan 

holding company by acquiring 100 percent of 

the voting shares of A.J. Smith Federal Savings 

Bank, Midlothian, Illinois.

AJS BANCORP, MHC

Newspaper:

Federal Register:

CIC Not available

06/27/2013

Notice by the Downing Family (D. Robert and 

Ardene K. Downing, Kamie Lynn-Downing and 

Gary L. Haynes, and Karey Downing and Todd 

R. Bishop, and Downing Family Investments, 

Inc., all of Indianola, Iowa) together as a group 

acting in concert, to retain control of Central 

South Bancorporation, Inc., Indianola, Iowa, 

and thereby indirectly Peoples Savings Bank, 

Indianola, Iowa.

CENTRAL SOUTH 

BANCORPORATION, INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Clear Lake Bank & Trust Co., Clear Lake, Iowa, 

to purchase the assets and assume the liabilities 

of two Mason City, Iowa, branch offices of 

Community National Bank, Waterloo, Iowa. 

Clear Lake Bank & Trust Co. will establish a 

branch at 100 E State Street, Mason City, Iowa. 

The office located at 3124 Fourth Street SW, will 

immediately be consolidated with Clear Lake 

Bank & Trust Co.'s branch office located at 425 

Tiffany Drive, both of Mason City, Iowa.

CLEAR LAKE BANK AND 

TRUST COMPANY

Newspaper:

Federal Register:

* 18C Not available

Not applicable

First Farmers Bank & Trust Company, 

Converse, Indiana, proposes to acquire certain 

assets and assume certain liabilities of Bank of 

Indiana, N.A., Dana, Indiana, and thereby 

establish 3 branches.

FIRST FARMERS BANK & 

TRUST

Newspaper:

Federal Register:

CIC 06/19/2013

04/26/2013

Mr. Leland E. Boren, as an individual and the 

group consisting of Mr. Leland E. Boren; Mr. 

Leland E. Boren, IRA; Mr. Leland E. Boren as 

Co-Representative of the LaRita R. Boren 

Estate; the LaRita R. Boren CRT III, the Andrew 

J. Bowser Trust, and the Samantha L. Bowser 

Trust and Mr. Leland E. Boren as trustee of the 

foregoing trusts; and the Lael E. Boren Trust 

with Ms. Patsy L. Smith, as trustee; intends to 

acquire 10 percent or more of the shares and 

thereby control of Independent Alliance Banks, 

Inc., Fort Wayne, Indiana, pursuant to the 

Change in Bank Control Act. Independent 

Alliance Banks, Inc. controls IAB Financial 

Bank, Fort Wayne, Indiana.

INDEPENDENT ALLIANCE 

BANKS, INC.

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

Federal Reserve Bank of Chicago

Filings received during the week ending June 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

07/03/2013

Notice filed by Kristine Lubar MacDonald, 

Minneapolis, Minnesota, to join the existing 

Lubar Family Control Group through the 

acquisition of voting shares of Ixonia 

Bancshares, Inc., Ixonia, Wisconsin, and the 

indirect acquisition of shares of Ixonia Bank, 

Ixonia, Wisconsin.

IXONIA BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 06/26/2013

06/21/2013

Notice by the Danielle Marie Marquart 2013 

Trust to acquire shares of Johnson Financial 

Group, Inc., Racine, Wisconsin, pursuant to the 

Change in Bank Control Act of 1978. As a result 

of the proposed transaction, JFG shares and 

other assets previously held by the Danielle 

Marie Marquart Trust u/a with Winifred J. 

Marquart & Michael D. Marquart dated 4/21/95 

will be held by the Trust. Johnson Bank will 

serve as trustee of the Trust.

JOHNSON FINANCIAL GROUP, 

INC.

Newspaper:

Federal Register:

* MHC Not available

Conversion 07/15/2013

Lamplighter Financial, MHC, a federally 

chartered mutual holding company, to convert 

to stock form and merge with Waterstone 

Financial, Inc., a federal corporation, both in 

Wauwatosa, Wisconsin. Waterstone Financial, 

Inc. will be merged into a new Maryland 

corporation named Waterstone Financial, Inc., 

which proposes to become a savings and loan 

holding company by acquiring 100 percent of 

the voting shares of WaterStone Bank SSB, a 

Wisconsin stock savings bank.

LAMPLIGHTER FINANCIAL, 

MHC

Newspaper:

Federal Register:

* 3A1 Not available

07/19/2013

Notice by Town Center Bancorp, Inc., New 

Lenox, Illinois, to become a bank holding 

company by acquiring control of Town Center 

Bank, Frankfort, Illinois.

Town Center Bancorp, Inc.

Newspaper:

Federal Register:

CIC Not available

07/01/2013

Notice of Change in Control by Washington 

Bancorp Employee Stock Ownership Plan to 

retain control of 17.52 percent of the 

outstanding voting shares of Washington 

Bancorp, and thereby indirectly control of 

Federation Bank, all of Washington, Iowa.

WASHINGTON BANCORP

* 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 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

BancPlus Corporation, Ridgeland, Mississippi, 

notification to engage in nonbanking avtivities, 

through a wholly owned subsidary, Oakhurst 

Development, Inc., Ridgeland, Mississippi.

BANCPLUS CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

Centennial Bank, Conway, Arkansas, to 07/03/2013

establish a branch location at 2200 Airport 

Boulevard, Pensacola, Florida.

CENTENNIAL BANK

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending June 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Retroactive notice by Charlotte Aldinger and 

Jeri Haberstroh, both of Mott, North Dakota, as 

trustees/administrators of the Commercial Bank 

of Mott Employee Stock Ownership Plan, Mott, 

North Dakota ("ESOP"), to retain control of 

ESOP and thereby indirectly retain control of 

Commercial Bank of Mott, Mott, North Dakota.

COMMERCIAL BANK OF MOTT 

EMPLOYEE STOCK OWNERSHIP 

PLAN

Newspaper:

Federal Register:

CIC Not available

07/08/2013

Change in Control Notice by Gale M. Hoese, 

Glencoe, Minnesota, to acquire control of 10 

percent or more of the voting shares of Flagship 

Financial Group, Inc., Eden Prairie, Minnesota, 

and thereby indirectly gain control of Flagship 

Bank Minnesota, Wayzata, Minnesota. In 

addition, Gale M. Hoese, Glencoe, Minnesota, 

Todd Hoese, Waconia, Minnesota, David 

Hoese, Glencoe, Minnesota, Jeremy Hoese, 

Glencoe, Minnesota, Tamara Hoese, Glencoe, 

Minnesota, Jon Hoese, Glencoe, Minnesota, 

Chad Hoese, Glencoe, Minnesota, David 

Schornack, Perham, Minnesota, and Denise 

Schornack, Perham, Minnesota, as a group 

acting in concert to acquire control of 25 

percent or more of the voting shares of Flagship 

Financial Group, Inc.

FLAGSHIP FINANCIAL GROUP, 

INC.

Newspaper:

Federal Register:

CIC Not available

07/11/2013

Change in Control notice by Peter F. Lindholm, 

Long Lake, Minnesota, individually and as 

trustee of Peter F. Lindholm 2012 Irrevocable 

Trust, to retain 25 percent or more of the shares 

of Maple Banc Shares, Inc., Maple Plain, 

Minnesota, and thereby indirectly retain control 

of Bank of Maple Plain, Maple Plain, Minnesota.

MAPLE BANC SHARES, INC.

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Kansas City

Filings received during the week ending June 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Colorado Community Bank, Highlands Ranch, 07/13/2013

Colorado, to merge with and into The Bank at 

Broadmoor, Colorado Springs, Colorado, and 

incident thereto, to establish branches in Yuma 

(2), Otis, Akron, Longmont, Denver, Sterling, 

Johnstown, Castle Rock (2), Milliken, Greeley, 

Severance, Evans, Loveland, Centennial, and 

Firestone, all in Colorado. The resulting bank 

will be known as Northstar Bank of Colorado, 

Highlands Ranch, Colorado. The Bank at 

Broadmoor, Colorado Springs, Colorado, to 

retain its former main banking office, located at 

155 Lake Avenue, Colorado Springs, Colorado, 

as a branch.

BANK AT BROADMOOR, THE

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Commerce Bank, Kansas City, Missouri, to 07/12/2013

merge with Summit Bank, Tulsa, Oklahoma, and 

incident thereto, to establish a branch.

COMMERCE BANK

* 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 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 Not available

Athens, Tx Bancshares, Inc., Athens, Texas, to 

become a bank holding company by acquiring 

100 percent of First State Bank, Athens, Texas; 

the Jane Austin Chapman Limited Partnership, 

L.P., Frankston, Texas, and JSA Family Limited 

Partnership, Jacksonville, Texas, to acquire up 

to 5.9 percent and 4.3 percent, respectively, of 

Athens, Tx Bancshares, Inc., Athens, Texas.

ATHENS, TX BANCSHARES, 

INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Community Trust Bank, Choudrant, Louisiana, 06/12/2013

to establish a branch to be located at Two 

Turtle Creek Village, 3838 Oak Lawn Avenue, 

Dallas, Texas 75219.

COMMUNITY TRUST BANK

Newspaper:

Federal Register:

* 3A3 Not available

07/15/2013

Overton Financial Corporation, Overton, Texas, 

and Overton Delaware Corporation, Dover, 

Delaware, to acquire up to 50 percent of the 

issued and outstanding shares of voting 

common stock of Longview Financial 

Corporation, Longview, Texas, and its wholly 

owned subsidiary, Texas Bank and Trust 

Company, Longview, Texas.

OVERTON FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

07/15/2013

Overton Financial Corporation, Overton, Texas, 

to indirectly acquire, through Lindale Delaware 

Corporation, Dover, Delaware, an additional 

21,951 common shares (6.08 percent) of 

Longview Financial Corporation, Longview, 

Texas, and its wholly owned subsidiary, Texas 

Bank and Trust Company, Longview, Texas; 

and Lindale Delaware Corporation, Dover, 

Delaware, to directly acquire 21,951 common 

shares (6.08 percent) of Longview Financial 

Corporation, Longview, Texas, and its wholly 

owned subsidiary, Texas Bank and Trust 

Company, Longview, Texas.

OVERTON FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A1 Not available

07/12/2013

Royalty Bancshares, LLC, Weatherford, Texas, 

proposes to become a bank holding company 

by acquiring 100 percent of Miami Bancshares, 

Inc., Miami, Texas, and thereby indirectly 

acquire First State Bank Miami, Miami, Texas.

ROYALTY BANCSHARES, L.L.C.

Newspaper:

Federal Register:

* 3A3 Not available

07/01/2013

Triumph Bancorp, Inc., and Triumph 

Consolidated Cos., LLC, of Dallas, Texas, to 

acquire 100 percent of National Bancshares, 

Inc., Bettendorf, Iowa, and indirectly THE 

National Bank, Moline, Illinois.

TRIUMPH 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 22, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Green Dot Bank, Provo, Utah, to acquire certain 

assets and assume certain liabilities of GE 

Capital Retail Bank, Draper, Utah.

GREEN DOT BANK DBA 

BONNEVILLE 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 Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act