Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 24 

Week Ending June 16, 2012

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

Baylake Corp., Sturgeon Bay, Wisconsin, and Baylake Bank -- written agreement 

dated December 23, 2010, terminated June 4, 2012.

- Announced, June 12, 2012

Calvert Financial Corporation, Ashland, Missouri, and Mainstreet Bank -- written 

agreement with the Federal Reserve Bank of St. Louis.

- Announced, June 14, 2012

ColoEast Bankshares, Inc., Lamar, Colorado -- written agreement with the Federal 

Reserve Bank of Kansas City.

- Announced, June 12, 2012

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

Branch, New York, New York -- written agreement with the Federal Reserve Bank 

of New York.

- Announced, June 14, 2012

First Security Bank of Malta, Malta, Montana -- issuance of a prompt corrective 

action directive with the consent of the bank.

- Announced, June 14, 2012

First Trust Corporation, New Orleans, Louisiana -- written agreement with the 

Federal Reserve Bank of Atlanta and the Louisiana Office of Financial Institutions.

- Announced, June 12, 2012

Grant Park Bancshares, Inc., Grant Park, Illinois -- written agreement with the 

Federal Reserve Bank of Chicago.

- Announced, June 14, 2012

H.2 Board Actions June 10, 2012 to June 16, 2012

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

Orion Bancorp, Naples, Florida, and Orion Bank -- issuance of a consent order of 

prohibition against Jerry Williams, a former president, chief executive officer, 

chairman of the board, and institution-affiliated party of the former bank holding 

company and the former bank.

- Announced, June 13, 2012

Robertson Holding Company, L.P., Harrogate, Tennessee; Unified Shares, LLC; 

Commercial Bancgroup, Inc.; and Commercial Bank -- written agreement with the 

Federal Reserve Bank of Atlanta.

- Announced, June 14, 2012

H.2 Board Actions June 10, 2012 to June 16, 2012

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

BS&R

C&CA

FOMC

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

June 10, 2012 to June 16, 2012

MA Monetary Affairs

Bank Branches, Domestic

FirstBank, Lakewood, Colorado -- to establish a branch at 2014 Grand Avenue, 

Glenwood Springs.

Secretary

- Approved, June 14, 2012

Bank Holding Companies

Community Bancshares of Mississippi, Inc. Employee Stock Ownership Plan, 

Brandon, Mississippi, and Community Bancshares of Mississippi, Inc. -- to acquire 

Community Holding Company of Florida, Inc., Miramar Beach, Florida, and its 

subsidiary bank, Community Bank, Destin.

Atlanta

- Approved, June 14, 2012

CU Bancorp, Encino, California -- to become a bank holding company by acquiring 

California United Bank, Encino, and to merge with Premier Commercial Bancorp, 

Anaheim, and thereby acquire its subsidiary bank, Premier Commercial Bank, 

National Association.

Secretary

- Approved, June 11, 2012

First Foundation Inc., Irvine, California -- (1) to become a bank holding company on 

conversion of its subsidiary savings bank, First Foundation Bank, Irvine, to a 

commercial bank and (2) to engage in financial and investment advisory activities 

through its subsidiary, First Foundation Advisors.

San Francisco

- Approved, June 13, 2012

(A/C) = Addition or Correction Delegated - 1 of 5
Bank Holding Companies

Franklin Resources, Inc., San Mateo, California -- to acquire shares of Oriental 

Financial Group, Inc., San Juan, Puerto Rico, and its subsidiary bank, Oriental Bank 

& Trust.

San Francisco

- Approved, June 11, 2012

Johnston Growth Corporation, Johnston, Iowa -- to become a bank holding company 

on conversion of its subsidiary savings bank, Charter Bank, Johnston, to a 

state-chartered bank.

Chicago

- Approved, June 11, 2012

Prime Time Investments Group, LLC, Wray, Colorado -- to become a bank holding 

company and to acquire shares of Investment Opts, LLC, Bethune; its subsidiary 

holding company, FarmBank Holding, Inc., Greeley; and its subsidiary bank, First 

FarmBank.

Kansas City

- Approved, June 15, 2012

Valley Bank Shares, Inc., Valley, Nebraska -- to acquire through its subsidiary, First 

National Agency Company, Valley, the insurance agency assets of Avoca Company, 

Avoca.

Kansas City

- Approved, June 15, 2012

H.2 Actions under delegated authority June 10, 2012 to June 16, 2012

(A/C) = Addition or Correction Delegated - 2 of 5
Bank Mergers

Centennial Bank, Conway, Arkansas -- to purchase the assets and assume certain 

liabilities of Putnam State Bank, Palatka, Florida, and to establish branches.

St. Louis

- Withdrawn, June 13, 2012

Banks, Nonmember, and Miscellaneous Institutions

JAM Special Opportunities Fund II, LP, New York, New York -- modification of a 

commitment in connection with JAM's investment in Silvergate Capital Corporation, 

La Jolla, California.

Director, BS&R

- Granted, June 15, 2012

Change in Bank Control

The Community Bank of East Tennessee, Clinton, Tennessee -- change in bank 

control of Community Bank.

Atlanta

- Permitted, June 15, 2012

First Mid-Illinois Bancshares, Inc., Mattoon, Illinois -- change in bank control of 

First Mid-Illinois Bancshares, Mattoon, and its subsidiary bank, First Mid-Illinois 

Bank & Trust, National Association.

Chicago

- Permitted, June 15, 2012

H.2 Actions under delegated authority June 10, 2012 to June 16, 2012

(A/C) = Addition or Correction Delegated - 3 of 5
Change in Bank Control

Odem Bancshares, Inc., Odem, Texas -- change in bank control of Odem Bancshares, 

Odem, and its subsidiary bank, First State Bank of Odem, and request for a 

determination of qualified family partnership status.

Dallas

- Permitted, June 11, 2012

Plains Bancorp, Inc., Dimmitt, Texas -- change in bank control of Plains Bancorp, 

Dimmitt, and its subsidiary bank, First United Bank.

Dallas

- Permitted, June 15, 2012

Summit Financial Group, Inc., Moorefield, West Virginia -- to retain control of 

Summit Financial Group, Moorefield, and its subsidiary bank, Summit Community 

Bank, Inc.

Richmond

- Permitted, June 15, 2012

Financial Holding Companies 

Minnehaha Banshares, Inc., Sioux Falls, South Dakota -- election to become a 

financial holding company.

Minneapolis

- Effective, June 12, 2012

H.2 Actions under delegated authority June 10, 2012 to June 16, 2012

(A/C) = Addition or Correction Delegated - 4 of 5
International Operations

Lake Forest Bank & Trust Company, Lake Forest, Illinois -- to establish FIFC Edge 

International Corp. (FEIC), Lake Forest; to invest in FEIC; and through FEIC to 

make an initial investment in a foreign subsidiary, First Insurance Funding of 

Canada, Inc., Toronto, Canada.

Director, BS&R

- Approved, May 31, 2012

(A/C)

Membership

Brookline Bank, Brookline, Massachusetts -- to become a member of the Federal 

Reserve System.

Boston

- Approved, June 15, 2012

Equity Bank, A National Association, Andover, Kansas -- to retain membership in 

the Federal Reserve System on conversion to a state-chartered bank.

Kansas City

- Approved, June 12, 2012

First Citizens National Bank, Mansfield, Pennsylvania -- to retain membership in the 

Federal Reserve System on conversion to a state-chartered bank.

Philadelphia

- Approved, June 14, 2012

H.2 Actions under delegated authority June 10, 2012 to June 16, 2012

(A/C) = Addition or Correction Delegated - 5 of 5
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending June 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Notification by Boston Private Financial 

Holdings, Inc., Boston, Massachusetts 

("BPFH") to acquire an additional 2% interest in 

Anchor Capital Advisors LLC and 

Anchor/Russell Capital Advisors LLC, both of 

Boston, Massachusetts, pursuant to sections 

4(c)(8) and 4(j) of the BHC Act and section 

225.23 of Regulation Y.

BOSTON PRIVATE FINANCIAL 

HOLDINGS, INC.

* Subject to the provisions of the Community Reinvestment Act
District: 1

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending June 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Five Star Bank, Warsaw, New York, to purchase 

certain assets and assume certain liabilities of 

four branches of HSBC Bank USA, NA, Mclean, 

Virginia.

FIVE STAR BANK

Newspaper:

Federal Register:

CIC 06/26/2012

06/29/2012

Notice by Muhammad Habib to retain a 

controlling interest in Maham 

Beteiligungsgessellschaft AG, Zurich, 

Switzerland, and thereby indirectly retain 

control of Habib American Bank, New York, 

New York.

MAHAM 

BETEILIGUNGSGESELLSCHAFT 

AG

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Nanyang Commercial Bank Limited, Hong Kong, 

to upgrade its limited branch located in San 

Francisco, California, to a full service branch, 

pursuant to Section 211.24 of Regulation K.

NANYANG COMMERCIAL 

BANK, LIMITED

* 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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Bryn Mawr Trust Company, Bryn Mawr, PA, to 

purchase the assets and assume the liabilities of 

First Bank of Delaware, Wilmington, DE.

BRYN MAWR TRUST 

COMPANY, THE

Newspaper:

Federal Register:

* SLHC Not available

Formation

* MHC 

Conversion

07/05/2012

Malvern Federal Mutual Holding Company, 

Paoli, PA, proposes to convert to stock form 

and merge with Malvern Bancorp, Inc., Paoli, 

PA, which proposes to become a savings and 

loan holding company by acquiring 100 percent 

of Malvern Federal Savings Bank, Paoli, PA.

MALVERN BANCORP, INC

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

07/09/2012

Northfield Bancorp, MHC, Staten Island, NY, 

proposes to convert to stock form and merge 

with and into Northfield Bancorp, Inc, 

Woodbridge, New Jersey, which proposes to 

become a savings and loan holding company by 

acquiring Northfield Bank, Staten Island, NY.

NORTHFIELD BANCORP, INC

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

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

07/09/2012

Polonia MHC, Huntingdon Valley, PA, 

proposes to convert to stock form and merge 

with and into Polonia Bancorp, Huntingdon 

Valley, PA, which will subsequently merge with 

and into Polonia Bancorp, Inc., Huntingdon, 

Valley, PA, which proposes to become a 

savings and loan holding company by acquiring 

100 percent of Polonia Bank, Huntingdon 

Valley, PA.

POLONIA 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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1

Not available

CenterGroup Financial, Inc., Milford, OH to 07/15/2012

become a bank holding company by acquiring 

100% of the voting shares of the CenterBank, 

Milford, OH, pursuant to section 3(a)(1)of the 

Bank Holding Company Act

CenterGroup Financial, Inc.

Newspaper:

Federal Register:

* Branch

Not applicable

Fifth Third Bank, Cincinnati, OH to establish a 06/20/2012

branch at 6920 Olive Boulevard, University City, 

MO.

FIFTH THIRD BANK

Newspaper:

Federal Register:

* SLHC Not available

Acquisition

MHC Minority 

Stock Issuance

Not available

Application by First Federal MHC, Hazard, KY; 

Kentucky First Federal Bancorp, Hazard, KY; 

and Frankfort First Bancorp, Inc., Frankfort, KY 

to acquire CKF Bancorp, Inc., Danville, KY and 

its wholly-owned subsidiary, Central Kentucky 

Federal Savings Bank, Danville, KY and 

Application by Kentucky First Federal Bancorp, 

Hazard, KY for approval of a minority stock 

issuance by a savings association subsidiary of 

a mutual holding company.

KENTUCKY FIRST FEDERAL 

BANCORP

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Application by S&T Bancorp, Inc., Indiana, PA 

to acquire Gateway Bank of Pennsylvania, 

McMurray, PA pursuant to Section 3 of the 

Bank Holding Company Act

S & T BANCORP, INC.

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for 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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* SLHC Merger Not available

* SLHC 

Formation

Not available

Financial Services Partners Fund I LLC, Hovde 

Acquisition I LLC, and Hovde Private Equity 

Advisors LLC, all of Washington, DC 

(collectively the "Hovde Group"), to acquire 

control of a savings and loan holding company, 

Carrolton Bancorp, Columbia, Maryland, upon 

Carrolton Bancorp's conversion to a savings 

and loan holding company through a merger 

with Jefferson Bancorp, Inc., Washington, DC, a 

subsidiary of the Hovde Group, pursuant to 

Section 10 of the Home Owners Loan Act.

HOVDE PRIVATE EQUITY 

ADVISORS LLC

* 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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 06/15/2012

06/29/2012

After-the-fact notice filed by Robert Roschman 

and the Robert Roschman Revocable Trust, 

Robert Roschman trustee, to retain control of 25 

percent or more of Giant Holdings, Inc., and 

Landmark Bank, NA, all of Fort Lauderdale, 

Florida.

GIANT HOLDINGS, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Prior change in control notice filed by Moishe 

Gubin, Hillside, Illinois, and Mark Orenstein, 

Chicago, Illinois, to collectively acquire 

approximately 20.08 percent of the outstanding 

shares of voting securities of OptimumBank 

Holdings, Inc., Ft. Lauderdale, Florida, and its 

subsidiary, OptimumBank, Plantation, Florida. 

Total pro forma ownership will equal 26.18 

percent.

OPTIMUMBANK HOLDINGS, 

INC.

Newspaper:

Federal Register:

* 3A1 07/06/2012

07/09/2012

PanAmerican Capital, Inc., Miami, Florida, to 

become a bank holding company by acquiring 

92.60 percent of the outstanding shares of 

Chipola Community Bank, Marianna, Florida.

PANAMERICAN CAPITAL, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

USAmeriBank, Clearwater, Florida, to establish a 06/23/2012

temporary branch located at 472 North Dean 

Street, Suite 104, Auburn, Alabama; and a 

permanent branch located at 1943 East Glenn 

Avenue, Auburn, Alabama, to be known as the 

Auburn Branch.

USAMERIBANK

* 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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Sidney Jone-Chu Lee, Chicago, Illinois, 

proposes to acquire over 50 percent of the 

voting shares of American Metro Bancorp, Inc., 

Chicago, Illinois, and thereby indirectly acquire 

control of American Metro Bank, Chicago, 

Illinois.

AMERICAN METRO BANCORP, 

INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Chemical Bank, Midland, Michigan, to purchase 

the assets and assume the liabilities of 21 

branches of Independent Bank, Ionia, Michigan, 

and thereby establish 21 branches.

CHEMICAL BANK

Newspaper:

Federal Register:

* 18C Not available

Not applicable

First Community Bank, Harbor Springs, 

Michigan, to merge with Select Bank, Grand 

Rapids, Michigan.

FIRST COMMUNITY BANK

Newspaper:

Federal Register:

* MHC Not available

Conversion Not available

LaPorte Savings Bank, MHC, LaPorte, Indiana, 

proposes to convert to stock form and merge 

with LaPorte Bancorp, Inc., LaPorte, Indiana and 

LaPorte Bancorp, Inc., a Maryland Corporation, 

which proposes to become a savings and loan 

holding company by acquiring 100 percent of 

the outstanding capital of LaPorte Savings 

Bank, LaPorte, Indiana.

LAPORTE SAVINGS BANK, MHC

Newspaper:

Federal Register:

* SLHC Not available

Formation Not available

LaPorte Savings Bank, MHC, LaPorte, Indiana, 

to acquire 100 percent of LaPorte Savings Bank, 

LaPorte, Indiana.

LAPORTE SAVINGS BANK, MHC

Newspaper:

Federal Register:

4c8 Not applicable

07/02/2012

North Milwaukee Bancshares, Inc., Milwaukee, 

Wisconsin, to continue to engage in extending 

credit and servicing loans.

NORTH MILWAUKEE 

BANCSHARES, INC.

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

Federal Reserve Bank of Chicago

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending June 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Southern Missouri Bancshares, Inc., 

Marshfield, Missouri, to engage in lending 

activities.

SOUTHERN MISSOURI 

BANCSHARES, INC.

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending June 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 06/10/2012

06/18/2012

Change in Control Notice by William V. Eckles 

Bank Trust, Mr. William V. Eckles as Trustee, 

Blue Earth, Minnesota, to retain control of FNB 

Bancshares, Inc., Blue Earth, Minnesota, and 

thereby indirectly retain control of First Bank 

Blue Earth, Blue Earth, Minnesota.

FNB BANCSHARES INC.

Newspaper:

Federal Register:

CIC 06/27/2012

06/28/2012

Notice by Russell S. King, North Oaks, 

Minnesota, to acquire 10 percent or more of the 

shares of Northfield Bancshares, Inc., 

Northfield, Minnesota, and thereby indirectly 

gain control of Community Resource Bank, 

Northfield, Minnesota.

NORTHFIELD 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

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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 06/28/2012

06/29/2012

Notice by David L. Spehar, Olathe, Kansas; 

Charles E. Thacker, Fulton, Illinois; Larry G. 

Barcus, Rockville, Missouri; John G. Sturtridge, 

Oro Valley, Arizona; and Keith L. Roberts, 

Leawood, Kansas; all as a group acting in 

concert, to acquire control of First Bancshares, 

Inc., parent of The First State Bank of Kansas 

City, Kansas, both in Kansas City, Kansas.

FIRST BANCSHARES, INC.

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

Not available

Madison County Holding Company, MHC, 

proposes to convert to stock form and merge 

with Madison County Financial Corporation, 

which proposes to become a savings and loan 

holding company by acquiring 100 percent of 

Madison County Bank, all of Madison, 

Nebraska.

MADISON COUNTY HOLDING, 

MHC

Newspaper:

Federal Register:

* 3A1 06/30/2012

07/13/2012

Security Bancshares Corporation, Wewoka, 

Oklahoma, to become a bank holding company 

through the acquisition of 100 percent of the 

voting shares of Security State Bank of 

Wewoka, Oklahoma.

SECURITY BANCSHARES 

CORPORATION

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Security National Bank of Laurel (to be known 

as Security Bank), Laurel, Nebraska, to retain its 

membership in the Federal Reserve System 

following its conversion from a national to a 

state charter.

SECURITY NATIONAL 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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 06/26/2012

07/05/2012

DFW Capital Holdings, Inc., Dallas, Texas, to 

indirectly acquire 100 percent of Schwertner 

State Bank, Schwertner, Texas, through a merger 

with its wholly owned subsidiary, DFW Capital 

Holdings Merger Corporation, Dallas, Texas, 

and for DFW Capital Holdings, Inc., to thereby 

become a bank holding company.

DFW CAPITAL HOLDINGS, INC.

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

Federal Reserve Bank of Dallas

Filings received during the week ending June 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8

* 4c8

4c8

07/09/2012

Diamond A Financial, L.P., Hilltop Holdings, 

Inc., and Meadow Corporation, all of Dallas, 

Texas, to become bank holding companies by 

acquiring 100 percent of PlainsCapital 

Corporation and its subsidiary bank, 

PlainsCapital Bank, both of Dallas, Texas, 

pursuant to section 3 of the Bank Holding 

Company Act.;

Diamond A Financial, L.P., Hilltop Holdings, 

Inc., and Meadow Corporation, all of Dallas, 

Texas, to engage in mortgage lending activities 

pursuant to section 4(c)(8) of the Bank Holding 

Company Act through PrimeLending, A 

PlainsCapital Company, and its direct and 

indirect subsidiaries, PirmeLending Ventures 

Management, LLC, and PrimeLending Ventures, 

LLC, all of Dallas, Texas;

Diamond A Financial, L.P., and Hilltop 

Holdings, Inc., both of Dallas, Texas, to retain a 

noncontrolling interest in SWS Group, Inc., and 

its subsidiary savings association, Southwest 

Securities, FSB, both of Dallas, Texas, and 

thereby engage in the operation of a savings 

association pursuant to Section 4(c)(8) of the 

BHC Act; and

Diamond A Financial, L.P., and Hilltop 

Holdings, Inc., both of Dallas, Texas, through a 

retention of a noncontrolling interest in SWS 

Group, Inc., and indirect controlling interests in 

the subsidiaries of Southwest Securities, FSB, 

pursuant to sections 4(c)(8) of the BHC Act and 

Regulation Y, and thereby engage indirectly in 

certain nonbanking activities of those 

subsidiaries pursuant to section 4(c)(8) of the 

BHC Act, to consist of extending credit and 

servicing loans; activities related to extending 

credit; financial and investment advisory 

activities; agency transactional services for 

customers, including providing securities 

brokerage services, acting as riskless-principal 

and providing private-placement services and 

other transactional services as agent for 

customers; underwriting and dealing in 

government obligations and money market 

investments; community development 

activities; and issuing and selling money orders, 

savings bonds, traveler's checks and similar 

consumer payment instruments.

DIAMOND A FINANCIAL, LP

Newspaper:

Federal Register:

* 3A3 Not available

Not available

FVNB Corp., and MOW/RPW II, Ltd, both of 

Victoria, Texas, to acquire 100 percent of First 

State Bank, New Braunfels, Texas.

FVNB CORP.

* 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 16, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8 06/01/2012

First Foundation Inc. to become a bank holding 

company upon the conversion of its 

wholly-owned subsidiary First Foundation Bank 

from a federal savings bank to a commercial 

bank and 2) to engage in financial and 

investment advisory activities through its 

wholly-owned subsidiary, First Foundation 

Advisors, all of Irvine, California.

FIRST FOUNDATION INC.

Newspaper:

Federal Register:

CIC Not available

06/21/2012

Interagency Notice of Change in Control by 

Neighborhood Bancorp Employee Stock 

Ownership Plan Trust Agreement, National City, 

California; Robert M. McGill, Sally M. Furay and 

Conny M. Jamison, all of San Diego, California, 

to retain 10 percent or more of Neighborhood 

Bancorp, National City, California, and thereby 

indirectly, Neighborhood National Bank, San 

Diego, California.

NEIGHBORHOOD 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