Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 15 

Week Ending April 14, 2012

Board of Governors of the Federal Reserve System, Washington, DC 20551
Banks, Foreign

Banco del Pacifico, S.A., Guayaquil, Ecuador -- to place the shares of its subsidiary 

bank, Pacific National Bank, Miami, Florida, in a temporary U.S. voting trust in 

connection with the transfer of Banco del Pacifico from the Central Bank of Ecuador 

to another government-owned company, Corporacion Financiera Nacional.

- Approved, April 10, 2012

Regulations and Policies

Payment System Risk Policy -- technical revisions to the Board's policy to modify 

the posting rules to conform with procedural changes to the redemption of separately 

sorted savings bonds and to eliminate a reference to the contractual clearing balance 

program.

- Approved, April 9, 2012

Enforcement

First National Community Bancorp, Dunmore, Pennsylvania, and Urban Financial 

Group, Inc., Bridgeport, Connecticut -- issuance of a final decision and a cease and 

desist order against Louis A. DeNaples, an institution-affiliated party.

- Announced, April 10, 2012

NCAL Bancorp, Los Angeles, California -- written agreement with the Federal 

Reserve Bank of San Francisco.

- Announced, April 12, 2012

Raton Capital Corporation, Raton, New Mexico -- written agreement with the 

Federal Reserve Bank of Kansas City.

- Announced, April 12, 2012

H.2 Board Actions April 8, 2012 to April 14, 2012

(A/C) = Addition or Correction Board - Page 1 of 1
H.2 Actions under delegated authority

BS&R

C&CA

FOMC

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

April 8, 2012 to April 14, 2012

MA Monetary Affairs

Bank Branches, Domestic

Arvest Bank, Fayetteville, Arkansas -- to establish a branch at the corner of Fremont 

Avenue and Republic Street, Springfield, Missouri.

St. Louis

- Approved, April 11, 2012

FirstBank, Lakewood, Colorado -- to establish a branch at 13300 East Colfax 

Avenue, Aurora.

Secretary

- Approved, April 13, 2012

Bank Holding Companies

BNC Bancorp, Thomasville, North Carolina -- to acquire KeySource Financial, Inc., 

Durham, and thereby acquire KeySource Commercial Bank.

Richmond

- Withdrawn, April 10, 2012

Hamilton State Bancshares, Inc., Hoschton, Georgia -- relief from certain 

commitments.

Atlanta

- Granted, April 11, 2012

Waytru Bancorp, Cambridge City, Indiana -- to continue to engage in extending 

credit and servicing loans.

Chicago

- Approved, April 10, 2012

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

Benchmark Community Bank, Kenbridge, Virginia -- to increase its investment in 

bank premises.

Richmond

- Approved, April 10, 2012

Change in Bank Control

Country Agencies & Investments, Inc., Odessa, Missouri -- to retain control of 

Country Agencies & Investments and its subsidiary banks, Bank of Odessa, Odessa; 

Commercial Bank of Oak Grove, Oak Grove; and LaMonte Community Bank, 

LaMonte.

Kansas City

- Permitted, April 9, 2012

Eagle Investment Company, Inc., Glenwood, Minnesota -- to retain control of Eagle 

Investment and its subsidiary bank, Eagle Bank, Glenwood.

Minneapolis

- Permitted, April 12, 2012

Johnson Financial Group, Inc., Racine, Wisconsin -- to retain control of Johnson 

Financial and its subsidiary bank, Johnson Bank, Racine.

Chicago

- Permitted, April 11, 2012

State Bank of Hawley Employee Stock Ownership Plan & Trust, Hawley, Minnesota 

-- change in bank control of State Bank of Hawley Employee Stock Ownership Plan 

& Trust; its subsidiary holding company; and its subsidiary bank, State Bank of 

Hawley, Hawley.

Minneapolis

- Permitted, April 10, 2012

H.2 Actions under delegated authority April 8, 2012 to April 14, 2012

(A/C) = Addition or Correction Delegated - 2 of 3
Financial Holding Companies 

Alfa Mutual Insurance Company, Montgomery, Alabama, and Alpha Mutual Fire 

Insurance Company -- elections to become financial holding companies.

Atlanta

- Effective, April 5, 2012

(A/C)

H.2 Actions under delegated authority April 8, 2012 to April 14, 2012

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

Federal Reserve Bank of Boston

Filings received during the week ending April 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

* 3A3 05/07/2012

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 04/10/2012

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

Newspaper:

Federal Register:

CIC Not available

Not available

Notification by Kevin P. Meehan to acquire up 

to 53.18% of the outstanding shares of the 

common stock of MNB Bancorp, Milford, 

Massachusetts pursuant to the Change in Bank 

Control Act of 1978.

MNB BANCORP

* 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

 63573 WALPOLE CO-OP BK, WALPOLE, MASSACHUSETTS 11/14/2011 03/23/2012 O Int Sm Bank

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 14, 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 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 14, 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 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Fifth Third Bank, Cincinnati, OH to establish a 04/21/2012

temproary branch at Highland Meadows Golf 

Club, 7455 Erie Street, Sylvania, OH to operate 

between 08/06/2012 and 08/12/2012 during the 

Jamie Farr Golf Tournament.

FIFTH THIRD BANK

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Prior notice by Key Equipment Finance 

International, Inc., Superior, Colorado to invest 

up to an additional $14 million in Key Equipment 

Finance Europe Limited, Bershire, United 

Kingdom, pursuant to section 211.9(f) of 

Regulation K

KEY EQUIPMENT FINANCE 

INTERNATIONAL INC.

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Richmond

Filings received during the week ending April 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

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.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

StellarOne Bank, Christiansburg, Virginia, to 

establish a branch at 5711 Patterson Ave, 

Richmond, Virginia

STELLARONE BANK

Newspaper:

Federal Register:

* Branch

Not applicable

StellarOne Bank, Christiansburg, Virginia, to 04/23/2012

establish a branch at 4505 Columbus Street, 

Suite 100, Virginia Beach, Virginia

STELLARONE BANK

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

 781028 ESSEX BK, TAPPAHANNOCK, VIRGINIA 11/28/2011 03/29/2012 S Int Sm Bank

 223322 FIRST B&TC, LEBANON, VIRGINIA 11/14/2011 03/28/2012 S Int Sm Bank

 2742153 FIRST CAP BK, GLEN ALLEN, VIRGINIA 12/05/2011 03/07/2012 S Large Bank

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 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 04/19/2012

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 04/29/2012

05/03/2012

HCBF Holding Company, Inc., Palm City, 

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 applicable

IBERIABANK, Lafayette, Louisiana, to merge 05/11/2012

with Florida Gulf Bank, Fort Myers, Florida.

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 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 14, 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:

* Branch

Not applicable

Central Bank, Storm Lake, Iowa, to establish a 04/15/2012

branch at 6601 Westown Parkway, Suite 140, 

West Des Moines, Iowa.

CENTRAL 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.

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

Federal Reserve Bank of Chicago

Filings received during the week ending April 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

05/02/2012

The Lumpkin Family Foundation, Pinon Tree 

Holding Company, LLC, SKL Investment Group, 

LLC, Benjamin I. Lumpkin GRIT (Trustees: 

Steven L. Grissom and David R. Hodgman) and 

Elizabeth L. Celio GRIT (Trustees: Steven L. 

Grissom and David R. Hodgman), all of 

Mattoon, Illinois, Richard A. Lumpkin 1970 

Trust, of New York, New York, Anne R. Sparks, 

John W. Sparks and Zachary Whitten, all of 

Albuquerque, New Mexico, Benjamin I. 

Lumpkin, of Chicago, Illinois, Elizabeth L. Celio, 

of Oak Park, Illinois, Barbara S. Federico, of 

Lantana, Florida, Christina S. Duncan and Ila 

Duncan, both of Wilton, Connecticut, Pamela R. 

Keon, Elizabeth Vitale and William Vitale, all of 

Mill Valley, California, Margaret DeWyngaert, 

Isabelle DeWyngaert and Susan K. 

DeWyngaert, all of Philadelphia, Pennsylvania, 

Joseph J. Keon III, of Greenbrae, California, 

Katherine S. Keon, of San Francisco, California, 

and Margaret K. Partridge-Hicks and Richard A. 

Lumpkin, both of Mattoon, Illinois, who are 

individual members of the Lumpkin family and 

entities controlled by and trusts created for the 

benefit of individuals who are members of the 

Lumpkin family, and as trustees for other 

Lumpkin family trusts, as a group acting in 

concert, intend to apply to the Federal Reserve 

Board for permission to acquire 25 percent or 

more of the shares and thereby control of First 

Mid-Illinois Bancshares, Inc. of Mattoon, 

Illinois. First Mid-Illinois Bancshares, Inc., 

controls First Mid-Illinois Bank & Trust, N.A., 

1515 Charleston Avenue, Mattoon, Illinois 

61938.

FIRST MID-ILLINOIS 

BANCSHARES, INC.

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

Federal Reserve Bank of Chicago

Filings received during the week ending April 14, 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 14, 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

 747846 PORT BYRON ST BK, PORT BYRON, ILLINOIS 10/24/2011 03/26/2012 S Small Bank

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 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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

 909055 PEOPLES B&TC CO, TROY, MISSOURI 12/05/2011 03/29/2012 S Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending April 14, 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:

* 18C Not available

* Branch Not applicable

Community Bank, Inc., Ronan, Montana, to 

merge with Community Bank-Missoula, Inc., 

Missoula, Montana, and incident thereto, 

establish three branches in Missoula.

COMMUNITY BANK, INC.

Newspaper:

Federal Register:

* 3A1 04/27/2012

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 04/10/2012

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:

CIC Not available

Not available

Change in Control Notice by Steinhardt Capital 

Investors, LLP, along with its general partner 

Steinhardt Capital Management, LLC, both of 

Manistique, Michigan, and David R. Steinhardt 

and Michael H. Steinhardt, both of New York, 

New York, to gain control of Mackinac Financial 

Corporation, Manistique, Michigan, and 

thereby indirectly gain control of mBank, 

Manistique, Michigan.

MACKINAC FINANCIAL 

CORPORATION

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending April 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 04/28/2012

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 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

05/11/2012

FNB Bancshares, Inc., to become a bank 

holding company through the acquisition of 100 

percent of the voting shares of First National 

Bank, both in Independence, Kansas.

FNB BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 04/25/2012

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.

* 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

 9955 FIRST ST B&TC, LARNED, KANSAS 12/05/2011 03/22/2012 S Small Bank

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 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

05/11/2012

B2B Holdings, Inc., Houston, Texas, to become 

a bank holding company by acquiring 100 

percent of Stockmens National Bank in Cotulla, 

Cotulla, Texas.

B2B HOLDINGS, INC.

Newspaper:

Federal Register:

* 3A3 Not available

05/07/2012

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 04/28/2012

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

 268257 COMMUNITY BK, FORT WORTH, TEXAS 09/12/2011 02/27/2012 S Int Sm Bank

 552657 FIRST B&TC, DAWSON, TEXAS 05/02/2011 04/13/2012 S Small Bank

 913267 LEGACYTEXAS BK, PLANO, TEXAS 10/31/2011 04/23/2012 S Large Bank

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 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

05/11/2012

Carpenter Fund Manager GP, LLC, Carpenter 

Fund Management Company, LLC, Carpenter 

Community Bancfund, L.P., Carpenter 

Community BanFund -A, L.P., Carpenter 

Community BandFund - CA, L.P., CCFW, Inc., 

and Carpenter Bank Partners, Inc., all of Irvine, 

California, to acquire additional voting shares, 

for a total of approximately 78 percent of the 

voting shares of Manhattan Bancorp, and 

thereby indirectly acquire additional voting 

shares of Bank of Manhattan, National 

Association, both of El Segundo, California.

CARPENTER FUND MANAGER 

GP, LLC

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:

* 3A3 Not available

* 3A5 Not available

Mitsubishi UFJ Financial Group, Inc., The Bank 

of Tokyo-Mitsubishi UFJ, Ltd, both of Tokyo, 

Japan, and UnionBanCal Corporation, San 

Francisco, California, to acquire 100 percent of 

Pacific Capital Bancorp and indirectly Santa 

Barbara Bank & Trust, both of Santa Barbara, 

California, and 2) Pacific Capital Bancorp, Santa 

Barbara, California, to merge with and into 

UnionBanCal Corporation, San Francisco, 

California, and Santa Barbara Bank & Trust, 

Santa Barbara, California, will merge with and 

into Union Bank, National Association, San 

Francisco, California.

MITSUBISHI UFJ FINANCIAL 

GROUP, INC.

Newspaper:

Federal Register:

4c8 Not applicable

Not available

Security California Bancorp, Riverside, 

California, to form a wholly-owned subsidiary, 

SCB Asset Management, Riverside, California, 

to engage in extending credit and servicing 

loans.

SECURITY CALIFORNIA 

BANCORP

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

05/05/2012

Sound Financial Bancorp,Inc., Seattle, 

Washington; to become a savings and loan 

holding company upon the second-step 

conversion of Sound Community MHC, and 

Sound Financial, Inc., both in Seattle, 

Washington. Sound Financial Bancorp, Inc. will 

control Sound Community Bank, Seattle, 

Washington.

SOUND COMMUNITY MHC

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

Federal Reserve Bank of San Francisco

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act