Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks;

Applications and Reports Received

No. 42

Week Ending October 19, 2013

Board of Governors of the Federal Reserve System, Washington, DC 20551
Regulations and Policies

Diversity and Inclusion -- publication for comment of interagency policy statement

regarding standards for assessing the diversity policies and practices of entities

regulated by the agencies, in accordance with the Dodd-Frank Act.

- Approved, October 7, 2013

(A/C)

Enforcement

Commerzbank AG, Frankfurt am Main, Germany, and Commerzbank AG New York

Branch, New York, New York -- issuance of a consent cease and desist order.

- Announced, October 17, 2013

EverBank Financial Corp., Jacksonville, Florida, and EverBank -- interagency

amendments to consent orders issued in 2011.

- Announced, October 16, 2013

Highlands Community Bank, Covington, Virginia -- issuance of a consent order of

assessment of a civil money penalty.

- Announced, October 15, 2013

New Peoples Bank, Honaker, Virginia -- issuance of a consent order of assessment of

a civil money penalty.

- Announced, October 15, 2013

North Georgia Community Financial Partners, Inc., Calhoun, Georgia -- written

agreement with the Federal Reserve Bank of Atlanta.

- Announced, October 15, 2013

Premier Bank, Denver, Colorado -- prompt corrective action directive dated May 23,

2012, terminated October 15, 2013.

- Announced, October 17, 2013

H.2 Board Actions October 13, 2013 to October 19, 2013

(A/C) = Addition or Correction Board - Page 1 of 2
Enforcement

Union Bancshares, Inc., Marksville, Louisiana -- written agreement dated August 5,

2010, terminated October 7, 2013.

- Announced, October 17, 2013

H.2 Board Actions October 13, 2013 to October 19, 2013

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

BS&R

C&CA

FOMC

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

October 13, 2013 to October 19, 2013

MA Monetary Affairs

Bank Branches, Domestic

First Virginia Community Bank, Fairfax, Virginia -- to establish a branch at

6975 Springfield Boulevard, Springfield.

Richmond

- Approved, October 17, 2013

Solvay Bank, Solvay, New York -- to establish a branch at 6828 East Genesee Street,

DeWitt.

Secretary

- Approved, October 18, 2013

Village Bank & Trust, Arlington Heights, Illinois -- to establish a branch at

606 North Milwaukee Avenue, Prospect Heights.

Chicago

- Approved, October 18, 2013

Bank Holding Companies

Access Bancorp, Inc., Denton, Texas -- to become a bank holding company by

acquiring Accessbank Texas, Denton.

Dallas

- Approved, October 18, 2013

Fairmount Bancorp, Inc., Rosedale, Maryland -- to become a bank holding company

on conversion of Fairmount Bank, Rosedale, from a federal savings bank to a

state-chartered commercial bank.

Richmond

- Approved, October 18, 2013

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

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

bank premises.

Richmond

- Approved, October 18, 2013

Banks, Nonmember, and Miscellaneous Institutions

Moross Limited Partnership, Grosse Pointe Park, Michigan; Pacesetter Management,

Inc.; Windmill Trust; and Riddle Limited Partnership, Howell -- relief from certain

commitments.

Director, BS&R

- Granted, October 17, 2013

Change in Bank Control

Carlsbad Bancorporation, Inc., Carlsbad, New Mexico -- change in bank control of

Carlsbad Bancorporation and its subsidiary, Carlsbad National Bank, Carlsbad.

Dallas

- Permitted, October 15, 2013

Extensions of Time

CapGen Capital Group II LP, New York, New York; CapGen Capital Group II LLC;

and PacWest Bancorp, Los Angeles, California -- commenters' requests to extend the

comment period on the application to acquire CapitalSource Inc., Chevy Chase,

Maryland, and thereby acquire Capital Source Bank, Los Angeles, California.

Secretary

- Denied, October 17, 2013

H.2 Actions under delegated authority October 13, 2013 to October 19, 2013

(A/C) = Addition or Correction Delegated - 2 of 4
Extensions of Time

Citigroup Inc., New York, New York -- extension of time to divest certain real estate

held by an indirect subsidiary in Poland.

Director, BS&R

- Granted, October 15, 2013

East West Bank, Pasadena, California -- commenter's request to extend the comment

period on the application to merge MetroBank, N.A., Houston, Texas, and Metro

United Bank, San Diego, California, with and into East West Bank.

Secretary

- Denied, October 17, 2013

New York Private Bank & Trust Corporation, New York, New York -- extension to

March 31, 2015, to conduct and report the results of a certain required stress test.

Director, BS&R

- Granted, October 16, 2013

Overton Financial Corporation, Overton, Texas -- extensions to October 18, 2013, to

acquire directly and through two Delaware subsidiary companies shares of Longview

Financial Corporation, Longview, and its subsidiary, Texas Bank and Trust

Company.

Dallas

- Granted, October 17, 2013

State Bank of the Lakes, Antioch, Illinois -- extension to January 25, 2014, to

establish a branch at 10 East Rollins Road, Round Lake Beach.

Chicago

- Granted, October 15, 2013

H.2 Actions under delegated authority October 13, 2013 to October 19, 2013

(A/C) = Addition or Correction Delegated - 3 of 4
Reserve Bank Operations

Custody Controls Principles and Standards (CCPS) -- revisions to the CCPS manual.

Director, RBOPS

- Approved, October 10, 2013

(A/C)

H.2 Actions under delegated authority October 13, 2013 to October 19, 2013

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

Federal Reserve Bank of Boston

Filings received during the week ending October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

10/15/2013

Coastway Bancorp, Inc., Cranston, Rhode 

Island to acquire 100% of the outstanding 

capital stock of Coastway Community Bank, 

Cranston, Rhode Island, pursuant to section 

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

conversion of Coastway Bancorp, MHC from 

mutual to stock form.

COASTWAY 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

 468806 NORTHEAST BK, LEWISTON, MAINE 06/10/2013 10/05/2013 S 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 October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Empire State Bank, Newburgh, New York to 10/23/2013

establish a branch office located at 8701 3rd 

Avenue, Brooklyn, New York.(RSSD# 4563352)

EMPIRE STATE BANK

* 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

 9807 AMBOY BK, OLD BRIDGE, NEW JERSEY 04/08/2013 10/03/2013 S Large Bank

 940311 BANCO POPULAR DE PR, SAN JUAN, PUERTO RICO 01/22/2013 10/08/2013 O Large Bank

 861304 ELMIRA SVGS BK, ELMIRA, NEW YORK 04/08/2013 10/02/2013 S Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Robert T. Strong and Kathleen M. Strong, 

Southampton, PA, Brad C. Strong Cheltenham, 

PA, Julie M. Strong, Richboro, PA, Aimee K. 

Ott, Newtown, PA and Lawrence M. Ott, 

Langhorne, PA, to retain jointly 11.7% 

ownership of Quaint Oak Bancorp, Inc., 

Southampton, PA, and to potentially acquire up 

to 24.9%.

QUAINT OAK BANCORP INC

Newspaper:

Federal Register:

CIC Not available

Not available

Amended and Restate Quaint Oak Bancorp, Inc. 

Employee Stock Ownership Plan, Southampton, 

PA, John J. Augustine, individually and trustee, 

and Dolores T. Augustine, both of Lansdale, 

PA, and Diane J. Colyer, individually and 

trustee, and Herbert C. Colyer, Jr., both of 

Feasterville, PA, to retain 16.0 percent 

ownership of the common stock of Quaint Oak 

Bancorp, Inc., Southampton, PA and potentially 

acquire up to 24.9 percent.

QUAINT OAK 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 October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

Not applicable

Croghan Colonial Bank, Fremont, Ohio, to merge 11/07/2013

with the National Bank of Ohio, Oak Harbor, 

Ohio, pursuant to section 18(c) of the Federal 

Deposit Insurance Act and incident thereto, 

establish branch offices pursuant to section 9 of 

the Federal Reserve Act

CROGHAN COLONIAL BANK, 

THE

Newspaper:

Federal Register:

* Branch

Not applicable

Fifth Third Bank, Cincinnati, OH to establish a 10/18/2013

temporary branch at 2520 Tiburon Drive, 

Naples, FL to operate between November 18, 

2013, and November 24, 2013, during the 

Octagon LPGA Golf Tournament.

FIFTH THIRD BANK

* 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 October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Foreign Branch Not applicable

Not applicable

Bank of America, National Association, 

Charlotte, North Carolina, to establish a branch 

in Zurich, Switzerland.

BANK OF AMERICA, 

NATIONAL ASSOCIATION

Newspaper:

Federal Register:

CIC Not available

Not available

Family's Future IV Limited Partnership, a 

qualified limited partnership with the general 

partner being Richard G. Perservati, Captiva, 

Florida, and the limited partner being the 

Richard G. and Karen N. Preservati 

Grandchildren's Trust, the co-trustees of which 

are Richard G. Preservati, II, Princeton, West 

Virginia; Gina Preservati Boggess, Princeton, 

West Virginia; Nicholas S. Preservati, 

Charleston, West Virginia; and Arnold D. 

Lively, Venice, Florida, to acquire 11.32% of the 

outstanding shares of New Peoples Bankshares, 

Inc., Honaker, Virginia, and thereby indirectly 

acquire an interest in New Peoples Bank, Inc., 

Honaker, Virginia. Richard G. Preservati, II, 

Princeton, West Virginia, proposes to 

individually acquire up to .13% of New Peoples 

Bankshares, Inc. The aggregate ownership for 

the group acting in concert would be 13.71%.

NEW PEOPLES BANKSHARES, 

INC.

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

08/08/2013

Banco De Credito E Inversiones, Empresas Juan 

Yarur S.A.C., Inversiones Petro S.A., 

Inversiones Baquio LTDA., Inversiones Nueve 

LTDA., and Administraciones Baquio LTDA., 

all of Santiago, Chile, to become bank holding 

companies by acquiring 100 percent of CM 

Florida Holdings, Inc., Coral Gables, Florida, and 

its subsidiary, City National Bank of Florida, 

Miami, Florida.

BANCO DE CREDITO E 

INVERSIONES S.A.

Newspaper:

Federal Register:

CIC Not available

11/07/2013

After the fact change in control notice filed by 

Jane Bryant Banks, Mary Banks Garnand, James 

Banks Garnand, Daniel Michael Garnand, all of 

Eutaw, Alabama, to collectively retain 16.6 

percent of the outstanding voting shares of 

common stock of Merchants and Farmers 

Bancshares, Inc., and its subsidiary, Merchants 

& Farmers Bank of Greene County, both of 

Eutaw, Alabama.

MERCHANTS AND FARMERS 

BANCSHARES, INC.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

NCG Banco, S.A., A Coruna, Spain, to establish 

an international representative-administrative 

office located in Miami, Florida.

NCG BANCO, S.A.

* 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 October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Central Bank, Storm Lake, Iowa, to purchase the 

assets and assume the liabilities of seven 

branch offices of Liberty Bank, FSB, West Des 

Moines, Iowa. In conjunction, Central Bank will 

establish 7 branch offices.

CENTRAL BANK

Newspaper:

Federal Register:

* SLHC Not available

Formation 09/17/2013

Edgewater Bancorp, Inc., St. Joseph, Michigan, 

to become a savings and loan holding company 

through the acquisition of all of the outstanding 

voting stock of Edgewater Bank, St. Joseph, 

Michigan. The savings and loan holding 

company will be formed in connection with the 

proposed mutual-to-stock conversion of 

Edgewater Bank, a federally chartered mutual 

savings bank.

Edgewater Bancorp, Inc.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Iowa State Bank, Hull, Iowa, to merge with Iowa 

State Bank, Remsen, Iowa. As a result of this 

merger, Iowa State Bank, Hull, Iowa, will 

establish a branch office at 17 West 2nd Street, 

Remsen, Iowa.

IOWA STATE BANK

Newspaper:

Federal Register:

CIC Not available

Not available

Notice of Change in Bank Control by E. David 

Locke, as Trustee of the E. David Locke 

Beneficiary Grantor Trust, Middleton, 

Wisconsin, individually, and as part of a group 

acting in concert with E. David Locke, E. David 

Locke, as Trustee of Ahren F. Locke 2004 

Grantor Trust, E. David Locke, as Trustee of 

Brendan S. Locke 2004 Grantor Trust and E. 

David Locke, as Trustee of Meredith C. Locke 

2004 Grantor Trust, all of Middleton, Wisconsin, 

to acquire a controlling interest in Northern 

Bankshares, Inc., McFarland, Wisconsin and its 

subsidiary, McFarland State Bank, McFarland, 

Wisconsin.

NORTHERN BANKSHARES, 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

 2333298 FIRST B&T, EVANSTON, ILLINOIS 10/17/2011 10/01/2013 S Int Sm Bank

 2119773 HINSDALE B&TC, HINSDALE, ILLINOIS 06/10/2013 10/14/2013 S Large Bank

 23045 WEST MI B&TC, FRANKFORT, MICHIGAN 04/29/2013 09/23/2013 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 October 19, 2013

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

 361279 COMMUNITY BK, LEXINGTON, TENNESSEE 06/17/2013 09/27/2013 S Small Bank

 155777 HEARTLAND BK, BRYANT, ARKANSAS 07/08/2013 10/15/2013 S Small Bank

 173342 PIGGOTT ST BK, PIGGOTT, ARKANSAS 06/24/2013 10/07/2013 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 10/26/2013

11/01/2013

Dairy State Bancorp, Inc., Rice Lake, Wisconsin, 

to acquire 100 percent of Bank of Turtle Lake, 

Turtle Lake, Wisconsin.

DAIRY STATE BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 Not available

11/14/2013

Elkton Holding Company, Elkton, South Dakota, 

to aquire 100 percent of The First National Bank 

of Volga, Volga, South Dakota.

ELKTON HOLDING COMPANY

Newspaper:

Federal Register:

CIC Not available

10/31/2013

Retroactive change in control notice by Karen 

Neidhardt, Tampa, Florida, individually and as 

trustee, to retain 25% or more of the shares and 

thereby control of Jorgenson Holding 

Company, Inc., Kenmare, ND. Jorgenson 

Holding Company controls State Bank and 

Trust of Kenmare, Kenmare, ND, and The 

Citizens State Bank at Mohall, Mohall, ND. In 

addition, Ann Lenore Musser Irrevocable Trust, 

Kenmare, ND, Karen Neidhardt and Jane Farris, 

co-trustees and Jane Ellen Neidhardt 

Irrevocable Trust, Kenmare, ND, Karen 

Neidhardt and Ann Musser, co-trustees are 

filing notice to retain shares of Jorgenson 

Holding Company and thereby join the 

Jorgenson family group that controls 25% or 

more of Jorgenson Holding Company.

JORGENSON HOLDING 

COMPANY

Newspaper:

Federal Register:

CIC Not available

10/31/2013

Retroactive change in control notice by Karen 

Neidhardt, Tampa, Florida to retain 25% or more 

of the shares of Jorgenson Williston Holding 

Company, Inc., Kenmare, North Dakota, and 

thereby indirectly retain control of First National 

Bank and Trust Company of Williston, 

Williston, North Dakota.

JORGENSON WILLISTON 

HOLDING COMPANY

Newspaper:

Federal Register:

* 3A3 Not available

11/15/2013

Lake Shore III Corporation, Glenwood City, 

Wisconsin, to acquire 100 percent of Union 

Bank of Blair, Blair, Wisconsin.

LAKE SHORE III CORPORATION

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Pioneer Bank, Mapleton, Minnesota, to merge 11/11/2013

with Farmers State Bank of Madelia, Inc., 

Madelia, Minnesota, and incident thereto to 

establish branches in the communities of 

Madelia and Lewisville, both located in 

Minnesota.

PIONEER BANK

Newspaper:

Federal Register:

CIC Not available

10/17/2013

Change in Control Notice by Roderick J. 

Heneman Warroad, Minnesota, to retain 25% or 

more of the shares of Warroad Bancshares, Inc., 

Warroad, Minnesota and thereby indirectly 

retain control of Security State Bank of 

Warroad, Warroad, Minnesota.

WARROAD BANCSHARES, INC.

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

 687951 FIRST WESTERN B&TC, MINOT, NORTH DAKOTA 04/01/2013 09/26/2013 O Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Kansas City

Filings received during the week ending October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

Not applicable

FirstBank, Lakewood, Colorado, to purchase 11/01/2013

certain assets and assume certain liabilities of 

the Market Place branch of Frontier Bank, FSB, 

(d/b/a/ El Paseo Bank) Palm Desert, California.

FIRSTBANK

Newspaper:

Federal Register:

* Branch

Not applicable

FirstBank, Lakewood, Colorado, to establish a 10/30/2013

branch at 25541 East Smoky Hill Road, Aurora, 

Colorado.

FIRSTBANK

Newspaper:

Federal Register:

CIC Not available

10/15/2013

Notification by D Frank Plater, Jr., Oklahoma 

City, Oklahoma, to acquire control of FSB 

Investments, LLC, parent of The First State 

Bank, all of Oklahoma City, Oklahoma.

FSB INVESTMENTS, LLC

* 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 October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8 08/13/2013

Ford Financial Fund II, L.P., Ford Management 

II, L.P., Ford Ultimate Management II, LLC, 2009 

TCRT, GJF Financial Management II, LLC, Ford 

Fund Investment LP, and LR Acquisition 

Company LLC, all of Dallas, Texas, each to 

become a bank holding company by directly or 

indirectly acquiring control of Metropolitan 

National Bank, Little Rock, Arkansas. 

Additionally, 2009 TCRT; GJF Financial 

Management II, LLC; Ford Ultimate 

Management II, LLC; and Ford Management II, 

L.P., all of Dallas, Texas, propose to engage de 

novo in financial and investment advisory 

activities pursuant to Section 225.28(b)(6) of 

Regulation Y.

2009 TCRT

Newspaper:

Federal Register:

* SLHC Not available

Formation 11/15/2013

Grant Scott as Trustee of the Voting Trust 

Agreement dated as of December 6, 2012, 

Raleigh, North Carolina, to register as a savings 

and loan holding company through the 

acquisition of a controlling interest in NexBank 

Capital, Inc., and therefore indirectly, NexBank, 

State Savings Bank, both of Dallas, Texas.

GRANT SCOTT AS TRUSTEE OF 

THE VOTING TRUST 

AGREEMENT DATED AS OF 

DECEMER 6.2012

Newspaper:

Federal Register:

* 3A1 10/10/2013

10/16/2013

Northeast Texas Bancshares, Inc., Mount 

Pleasant, Texas, to become a bank holding 

company by acquiring 100 percent of the 

outstanding shares of The American National 

Bank of Mount Pleasant, Mount Pleasant, 

Texas.

NORTHEAST TEXAS 

BANCSHARES, INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Texas First Bank, Texas City, Texas, to acquire 

by merger Hull State Bank, Hull, Texas, and to 

establish branches at 100 Walnut Lane, Hull, 

Texas 77564; and 2103 North Main Street, 

Liberty, Texas 77575.

TEXAS FIRST BANK

Newspaper:

Federal Register:

* 3A3 Not available

11/14/2013

WCM Holdings, Inc., Dallas, Texas, and 

WCM-Parkway, Ltd., Dallas, Texas to acquire 

up to 15 percent of Veritex Holdings, Inc., 

Dallas, Texas, and indirectly Veritex Community 

Bank, Dallas, Texas.

WCM HOLDINGS, 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 October 19, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

East West Bank, Pasadena, California, to merge 

with MetroBank, National Association, 

Houston Texas, with East West Bank as the 

surviving entity.

EAST WEST BANK

Newspaper:

Federal Register:

* 18C Not available

Not applicable

East West Bank, Pasadena, California, to merge 

with Metro United Bank, San Diego, California, 

with East West Bank as the surviving entity.

EAST WEST BANK

Newspaper:

Federal Register:

CIC Not available

10/24/2013

Change in Bank Control Notice by Alex 

Meruelo, Newport Coast, California, to acquire 

up to 89 percent of NCAL Bancorp, and thereby 

indirectly acquire National Bank of California, 

both of Los Angeles, California.

NCAL BANCORP

Newspaper:

Federal Register:

* 3A1 Not available

Not available

TFB Bancorp, Inc., to become a bank holding 

company by acquiring 100 percent of The 

Foothills Bank, both of Yuma, Arizona.

TFB BANCORP, INC.

* 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