Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 51 

Week Ending December 22, 2012

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

Forms -- final Board review to implement the Banking Organization Systemic Risk 

Report (FR Y-15).

- Approved, December 20, 2012

Enforcement

BSA Financial Services, Inc., Saint Augustine, Florida -- written agreement with the 

Federal Reserve Bank of Atlanta.

- Announced, December 18, 2012

H.2 Board Actions December 16, 2012 to December 22, 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

December 16, 2012 to December 22, 2012

MA Monetary Affairs

Bank Branches, Domestic

KCB Bank, Kearney, Missouri -- to establish a branch at 110 South Stewart Road, 

Liberty.

Kansas City

- Approved, December 19, 2012

Manufacturers and Traders Trust Company, Buffalo, New York -- to establish a 

branch at 4 High Ridge Park, Stamford, Connecticut.

New York

- Approved, December 17, 2012

Bank Holding Companies

Carlile Bancshares, Inc., Fort Worth, Texas -- to acquire through its subsidiary, 

Northstar Bank of Texas, Denton, an interest in Goldome Financial, LLC, Flower 

Mound, and thereby engage in lending activities.

Dallas

- Approved, December 21, 2012

City Holding Company, Cross Lanes, West Virginia -- to acquire Community 

Financial Corporation, Staunton, Virginia, and its subsidiary, Community Bank.

Richmond

- Approved, December 17, 2012

The Goldman Sachs Group Inc., New York, New York -- modification of a 

commitment.

Director, BS&R

- Granted, December 18, 2012

(A/C) = Addition or Correction Delegated - 1 of 7
Bank Holding Companies

ING Groep N.V., Amsterdam, The Netherlands -- relief from certain commitments.

Director, BS&R

- Granted, December 20, 2012

Jeff Davis Bancshares, Inc., Jennings, Louisiana -- waiver of application to merge 

with Guaranty Capital Corporation, Mamou, in connection with the merger of their 

respective subsidiaries, Jeff Davis Bank & Trust Company, Jennings, and Guaranty 

Bank, Mamou.

Atlanta

- Granted, December 19, 2012

New Hampshire Mutual Bancorp, Manchester, New Hampshire -- to become a 

mutual holding company through the acquisition of Meredith Village Savings Bank, 

Meredith.

Boston

- Approved, December 18, 2012

New Hampshire Mutual Bancorp, Manchester, New Hampshire -- to acquire 

Merrimack Bancorp MHC, Concord, and its subsidiary, Merrimack County Savings 

Bank.

Boston

- Approved, December 18, 2012

Oaktree Capital Management, L.P., Los Angeles, California -- modification of a 

commitment.

Director, BS&R

- Granted, December 18, 2012

H.2 Actions under delegated authority December 16, 2012 to December 22, 2012

(A/C) = Addition or Correction Delegated - 2 of 7
Bank Holding Companies

South Porte Financial, Inc., Marion, Illinois -- to become a bank holding company by 

acquiring South Porte Bank, Marion (formerly Bellerive Bank, Plymouth).

St. Louis

- Approved, December 19, 2012

Talmer Bancorp, Inc., Troy, Michigan -- to acquire First Place Bank, Warren, Ohio.

Chicago

- Approved, December 21, 2012

Waterford Commercial and Savings Bank Shareholders Voting Trust, Waterford, 

Ohio -- to become a bank holding company by acquiring The Waterford Commercial 

and Savings Bank, Waterford.

Cleveland

- Approved, December 21, 2012

Bank Mergers

American State Bank, Arp, Texas -- to acquire by merger East Texas National Bank 

of Palestine, Palestine, and thereby establish branches.

Dallas

- Withdrawn, December 19, 2012

Change in Bank Control

Atlantic Bancshares, Inc., Bluffton, South Carolina -- change in bank control of 

Atlantic Bancshares and its subsidiary, Atlantic Community Bank, Bluffton.

Richmond

- Permitted, December 17, 2012

H.2 Actions under delegated authority December 16, 2012 to December 22, 2012

(A/C) = Addition or Correction Delegated - 3 of 7
Change in Bank Control

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

Bancshares and its subsidiary, The First National Bank of Bastrop, Bastrop.

Dallas

- Permitted, December 18, 2012

Beulah Bancorporation, Inc., Sioux Falls, South Dakota -- change in bank control of 

Beulah Bancorporation and its subsidiaries, First Security Bank - West, Beulah, 

North Dakota, and Valley Bank and Trust, Mapleton, Iowa.

Minneapolis

- Permitted, December 19, 2012

CheckSpring Community Corporation, Bronx, New York -- change in bank control 

of CheckSpring Community Corporation and its subsidiary, CheckSpring Bank, 

Bronx.

New York

- Permitted, December 18, 2012

Malaga Financial Corporation, Palos Verdes Estates, California -- to retain control of 

Malaga Financial Corporation and its subsidiary, Malaga Bank, FSB, Palos Verdes 

Estates.

San Francisco

- Permitted, December 18, 2012

New Peoples Bankshares, Inc., Honaker, Virginia -- change in bank control of New 

Peoples Bankshares and its subsidiary, New Peoples Bank, Inc., Honaker.

Richmond

- Permitted, December 17, 2012

H.2 Actions under delegated authority December 16, 2012 to December 22, 2012

(A/C) = Addition or Correction Delegated - 4 of 7
Change in Bank Control

S G Bancshares, Inc., Okeene, Oklahoma -- change in bank control of 

S G Bancshares and its subsidiary, State Guaranty Bank, Okeene.

Kansas City

- Permitted, December 17, 2012

Extensions of Time

The McGehee Bank Employee Stock Ownership Plan, McGehee, Arkansas -- 

extension to April 4, 2013, to increase its ownership of Southeast Financial 

Bankstock Corporation, McGehee, and its subsidiary, McGehee Bank.

St. Louis

- Granted, December 20, 2012

Wells Fargo & Company, San Francisco, California -- extension of time to divest 

certain merchant banking investments.

Director, BS&R

- Granted, December 20, 2012

Financial Holding Companies 

Kleberg and Company Bankers, Inc., Kingsville, Texas -- election to become a 

financial holding company.

Dallas

- Effective, December 20, 2012

MVB Financial Corp., Fairmont, West Virginia; MVB Central, Inc.; and MVB East, 

Inc. -- election to become financial holding companies.

Richmond

- Effective, December 19, 2012

H.2 Actions under delegated authority December 16, 2012 to December 22, 2012

(A/C) = Addition or Correction Delegated - 5 of 7
Financial Holding Companies 

Northern Missouri Bancshares, Inc., Unionville, Missouri -- election to become a 

financial holding company.

Kansas City

- Effective, December 21, 2012

Membership

Eastern Federal Bank, Norwich, Connecticut -- to become a member of the Federal 

Reserve System.

Boston

- Approved, December 19, 2012

First National Bank of Wyoming, Laramie, Wyoming -- to retain its membership in 

the Federal Reserve System on conversion to a state-chartered bank, to be known as 

Capital West Bank.

Kansas City

- Approved, December 20, 2012

Regulations and Policies

Regulation BB (Community Reinvestment) -- interagency annual adjustment to the 

asset-size thresholds used to define "small" and "intermediate small" banks and 

savings associations under the Community Reinvestment Act regulations.

Secretary

- Approved, December 17, 2012

H.2 Actions under delegated authority December 16, 2012 to December 22, 2012

(A/C) = Addition or Correction Delegated - 6 of 7
Savings and Loan Holding Companies

ING Groep N.V., Amsterdam, The Netherlands -- to deregister Stichting Cumulatief 

Preferente Aandelen ING Groep and Stichting ING Aandelen as savings and loan 

holding companies.

Secretary

- Approved, December 20, 2012

The Miller Family 2012 Trust U/A Dated December 21, 2012, Saint Cloud, 

Minnesota -- to become a savings and loan holding company by acquiring shares of 

Liberty Financial Services, St. Cloud, St. Cloud, and thereby indirectly acquiring 

Liberty Savings Bank, FSB.

Minneapolis

- Approved, December 20, 2012

H.2 Actions under delegated authority December 16, 2012 to December 22, 2012

(A/C) = Addition or Correction Delegated - 7 of 7
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

1854 Bancorp, Cambridge, Massachusetts to 

become a mutual holding company through the 

acquisition of East Cambridge Savings Bank, 

Cambridge, Massachusetts, pursuant to section 

3(a)(1) of the BHC Act.

1854 BANCORP

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Application by Bridgewater Savings Bank, 

Raynham, Massachusetts, to become a member 

of the Federal Reserve System pursuant to 

section 9 of the Federal Reserve Act and 

section 208.3 of Regulation H.

BRIDGEWATER SAVINGS BANK

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Application by Franklin Bancorp MHC, 

Franklin, New Hampshire to establish a mutual 

bank holding company through the acquisition 

of Franklin Savings Bank, Franklin, New 

Hampshire. The filing was submitted pursuant 

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

Act of 1956, as amended.

FRANKLIN BANCORP MHC

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Application by Weymouth Bank, East 

Weymouth, Massachusetts, to become a 

member of the Federal Reserve System pursuant 

to section 9 of the Federal Reserve Act and 

section 208.3 of Regulation H.

WEYMOUTH BANK

* 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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA

Not applicable

Canadian Imperial Bank of Commerce, Toronto, 01/04/2013

Canada, to convert its existing agency in New 

York, New York, to a branch, pursuant to 

Section 211.24(a)(2)(i)(A) of Regulation K.

CANADIAN IMPERIAL BANK 

OF COMMERCE

Newspaper:

Federal Register:

* 3A1 01/10/2013

01/14/2013

Flushing Financial Corporation, Flushing, New 

York, to become a bank holding company, 

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

Company Act, upon the merger of Flushing 

Savings Bank, FSB, Flushing, New York, with 

and into Flushing Commercial Bank, North New 

Hyde Park, New York ("FCB"). FCB will become 

a New York State-chartered commercial bank 

and change its name to Flushing Bank.

FLUSHING FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

Not available

FNBNY Bancorp, Inc. and Modern Capital 

Holdings LLC, both of New York, New York, to 

acquire up to 24.89 percent of the total equity of 

The Upstate National Bank, Lisbon, New York, 

under Section 3(a)(3)of the Bank Holding 

Company Act and Section 225.15 of Regulation 

Y.

FNBNY BANCORP, INC.

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for 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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Richmond

Filings received during the week ending December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Bank of America Corporation, Charlotte, North 

Carolina, to acquire Virgin Money Cards 

Limited.

BANK OF AMERICA 

CORPORATION

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banque Centrale Populaire, Casablanca, 

Morocco, to establish a representative office in 

Washington, D.C.

BANQUE CENTRALE 

POPULAIRE

Newspaper:

Federal Register:

* 4c8

* 18C

* Branch

01/14/2013

01/10/2013

Old Line Bancshares, Inc., Bowie, Maryland, to 

acquire 100% of the voting securities of WSB 

Holdings, Inc., Bowie, Maryland, and thereby 

indirectly acquire Washington Savings Bank, 

F.S.B., Bowie, Maryland.

OLD LINE BANCSHARES, 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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

01/19/2013

First Charter, MHC, West Point, Georgia, to 

convert to stock form and merge with and into 

Charter Financial Corporation, West Point, 

Georgia, which proposes to become a savings 

and loan holding company by acquiring 

Charterbank, West Point, Georgia.

CHARTER FINANCIAL 

CORPORATION

* 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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

12/18/2012

Members of the Irish and Hodgson family which 

include: Ann Kennedy Irish, Harbor Springs, 

Michigan, as trustee of the Ann Kennedy Irish 

Trust; the Ann Kennedy Irish Trust, Harbor 

Springs, Michigan, David H. Irish, Harbor 

Springs, Michigan, as trustee of the David H. 

Irish Trust; the David H. Irish Trust, Harbor 

Springs, Michigan; Tracy Irish Texter, 

Middleville, Michigan and John F. Texter, 

Middleville, Michigan, as trustees of the John F. 

Texter and Tracy I. Texter Trust; the John F. 

Texter and Tracy I. Texter Trust, Middleville, 

Michigan; Susan Irish Stewart, Harbor Springs, 

Michigan, as trustee of the Susan Irish Stewart 

Revocable Intervivos Trust; the Susan Irish 

Stewart Revocable Intervivos Trust, Harbor 

Springs, Michigan; Colin David Irish, 

Marquette, Michigan; Perry Irish Hodgson, 

Charlevoix, Michigan; Liam Foster Hodgson, 

Beaver Island, Michigan; Alexander Irish 

Hodgson, Charlevoix, Michigan; and Raymond 

Earhart Hodgson, Charlevoix, Michigan, to be 

added to the Hodgson Family Control Group 

and to thereby retain control of 25 percent or 

more of Charlevoix First Corporation, 

Charlevoix, Michigan and indirectly Charlevoix 

State Bank, Charlevoix, Michigan.

CHARLEVOIX FIRST 

CORPORATION

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Morton Community Bank, Morton, Illinois, to 

establish a branch facility to be located at 2401 

East Empire Street, Suite D, Bloomington, 

Illinois.

MORTON COMMUNITY BANK

Newspaper:

Federal Register:

CIC

Not available

Trident SBI Holdings, LLC; Trident V, L.P.; 12/11/2012

Trident V Parallel Fund, L.P.; Trident V 

Professionals Fund, L.P.; Trident Capital V, L.P.; 

Trident Capital V-PF, L.P.; Stone Point GP Ltd; 

CD Trident V, LLC; and Charles A. Davis, all of 

Greenwich, Connecticut, as a group acting in 

concert, to acquire control of Standard 

Bancshares, Inc., Hickory Hills, Illinois, and 

thereby indirectly acquire control of Standard 

Bank and Trust Company, Hickory Hills, Illinois.

STANDARD BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

12/24/2012

Notice by The Guttau Family consisting of 

Michael K. Guttau, Judith Ann Guttau, and the 

Heidi Guttau-Fox and Joshua Guttau Irrevocable 

Living Trust, Treynor, Iowa, Heidi Ann 

Guttau-Fox, Minden, Iowa, and Joshua Michael 

Guttau, Treynor, Iowa, as Trustees, as group 

acting in concert, to retain control of Treynor 

Bancshares, Inc., Treynor, Iowa, and thereby 

indirectly control Treynor State Bank, Treynor, 

Iowa.

TREYNOR BANCSHARES, INC.

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

Federal Reserve Bank of Chicago

Filings received during the week ending December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* MHC Not available

Conversion 12/18/2012

WBSB Bancorp, MHC proposes to convert to 

stock form and merge with and into WBSB 

Bancorp, Inc. (the "Bancorp"), an existing 

savings and loan holding company. Immediately 

after the merger, the Bancorp will merge with 

and into a new company called Westbury 

Bancorp, Inc., which will become a savings and 

loan holding company through the acquisition 

of 100 percent of the outstanding stock of 

Westbury Bank, a federal stock savings bank 

headquartered in West Bend, Wisconsin.

WBSB BANCORP, MHC

* 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 December 22, 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

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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

01/07/2013

Change in Control notice by James and Nita 

Wallenfelsz, both of North Oaks, Minnesota, to 

acquire 25 percent or more of the shares of N.A. 

Corporation, Roseville, Minnesota, and thereby 

indirectly gain control of North American 

Banking Company, Roseville, Minnesota.

N.A. CORPORATION

Newspaper:

Federal Register:

CIC Not available

01/07/2013

Retroactive Change in Control notice by David 

L. Neisen, Watkins, Minnesota, individually and 

as trustee of four Neisen family trusts, to retain 

25 percent or more of the shares of Neisen 

Bancshares, Inc., Watkins, Minnesota, and 

thereby indirectly retain control of Farmers State 

Bank of Watkins, Watkins, Minnesota.

NEISEN BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 12/17/2012

12/17/2012

Change in Control notice by Stephen 

Wellington, Jr., Saint Paul, Minnesota, to 

acquire 10 percent or more of the shares of Plato 

Holdings, Inc., Saint Paul, Minnesota, and 

thereby indirectly gain control of Drake Bank, 

Saint Paul, Minnesota. This proposal is related 

to the proposed redemption of subordinated 

debt issued by Plato Holdings under the TARP 

CPP.

PLATO HOLDINGS, 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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

01/18/2013

BBIG Holdings, LLC, Lincoln, Nebraska, to 

become a bank holding company through the 

acquisition of 50 percent of the outstanding 

voting shares of Hilltop Bancshares, Inc., parent 

of Bank of Bennington, both in Bennington, 

Nebraska.

BBIG HOLDINGS, LLC

Newspaper:

Federal Register:

CIC Not available

12/31/2012

Notice submitted by Troy and Crystal 

Faulkender, Oakley, Kansas; Jay and Brandy 

Todd, Rexford, Kansas; Darvin and Tammi 

Strutt, Colby, Kansas; Sharon and Ronnie 

Schamberger, Hoxie, Kansas; Crystal Ann 

Trauer, trustee of the Laurence Duane Trauer 

Tax Shelter Trust and the Crystal Ann Trauer 

Revocable Trust, both in Hays, Kansas; Nichole 

and Bret Tremblay, Manhattan, Kansas; Leslea 

and Brett Oelke, Hoxie, Kansas; Brittany 

Schamberger, Hoxie, Kansas, Taylore 

Schamberger, Hoxie, Kansas; Jerry and Melissa 

Spresser, Hoxie, Kansas; Larry and Julie 

Spresser, Pittsburg, Kansas; and Brian and 

Sheri Baalman, Menlo, Kansas; as a group 

acting in concert, to acquire control of Big Mac 

Bancshares, Inc., Hoxie, Kansas, parent of 

Peoples State Bank, McDonald, Kansas.

BIG MAC BANCSHARES, INC.

Newspaper:

Federal Register:

Member Not applicable

Not applicable

The First National Bank of Wyoming (to be 

known as Capital West Bank), Laramie, 

Wyoming, to retain its membership in the 

Federal Reserve System following its 

conversion from a national to a state charter.

FIRST NATIONAL BANK OF 

WYOMING

Newspaper:

Federal Register:

CIC 12/26/2012

12/28/2012

Notice submitted by Ellen Records Morgan, 

Oklahoma City, Oklahoma, as co-trustee, to 

acquire control of the Martha E. Records 2009 

GST Exempt Family Trust, the Martha E. 

Records 2009 Non-Exempt Family Trust, the 

Kathryn R. Ryan 2007 GST Exempt Family Trust, 

and the Kathryn R. Ryan 2007 Non-Exempt 

Family Trust, all of Oklahoma City, Oklahoma, 

and thereby acquire control of additional shares 

of Midland Financial Co., parent of MidFirst 

Bank, both of Oklahoma City, Oklahoma.

MARTHA E. RECORDS 2009 GST 

EXEMPT FAMILY TRUST

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

The Union State Bank of Everest, Everest, 01/12/2013

Kansas, to purchase certain assets and assume 

certain liabilities of the Atchison and Lancaster, 

Kansas branches of Morrill and Janes Bank and 

Trust Company, Merriam, Kansas, and incident 

thereto, to establish branches at 734 

Commercial, Atchison, Kansas, and 201 North 

Broadway, Lancaster, Kansas.

UNION STATE BANK OF 

EVEREST, THE

* 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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Carlile Bancshares, Inc., Fort Worth, Texas, to 

acquire indirectly through its wholly owned 

subsidiary, Northstar Bank of Texas, Denton, 

Texas, a 51 percent interest in Goldome 

Financial, LLC, Flower Mound, Texas, to engage 

in lending activities pursuant to Section 

225.28(b)(1) of Regulation Y.

CARLILE BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

HCSB, a State Banking Association, Plainview, 

Texas, to establish a branch to be located at 201 

W. 6th Street, Plainview, Texas 79072.

HCSB, A STATE BANKING 

ASSOCIATION

Newspaper:

Federal Register:

* 3A3 Not available

12/19/2012

Quanah Financial Corporation Employee Stock 

Ownership Plan, Quanah, Texas, to retain 32.73 

percent of Quanah Financial Corporation, 

Quanah, Texas, and indirectly First Capital 

Bank, Quanah, Texas.

QUANAH FINANCIAL 

CORPORATION EMPLOYEE 

STOCK OWNERSHIP PLAN

* 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 December 22, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/28/2012

First Northwest Bancorp, Port Angeles, 

Washington, to become a bank holding 

company upon the conversion of First Federal 

Savings and Loan Association of Port Angeles, 

Port Angeles, Washington, from a mutual to 

stock savings bank.

FIRST NORTHWEST BANCORP

Newspaper:

Federal Register:

CIC Not available

10/30/2012

Notice by Thomas Galt Atwood, Glen Ellen, 

California, and Cypress Abbey Company, 

Colma, California, to retain 10 percent or more of 

the outstanding shares of capital stock of FNB 

Bancorp, and thereby indirectly retain 10 perent 

or more of the voting shares of First National 

Bank of Northern California, both of South San 

Francisco, California.

FNB BANCORP

Newspaper:

Federal Register:

CIC Not available

11/21/2012

Notice of Change in Control by Barbara Marie 

Kershaw, Newport Beach, California, to retain 

her controlling interest of approximately 17.1% 

of the voting common stock of Malaga Financial 

Corporation and thereby indirectly Malaga 

Bank, FSB, both of Palos Verdes Estates, 

California.

MALAGA FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A3 01/07/2013

01/11/2013

SKBHC Holdings LLC, Seattle, Washington, 

and AmericanWest Bank, both of Seattle, 

Washington, to acquire PremierWest Bancorp 

and thereby indirectly PremierWest Bank, both 

of Medford, Oregon.

SKBHC HOLDINGS LLC

* 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