Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 9 

Week Ending March 3, 2012

Board of Governors of the Federal Reserve System, Washington, DC 20551
Testimony and Statements

Housing Market -- statement by Governor Duke before the Senate Committee on 

Banking, Housing, and Urban Affairs regarding the current situation in the housing 

market.

- Published, February 28, 2012

Banking Supervision & Regulation

Supervisory Ratings Upgrades -- issuance of guidance for evaluating whether 

banking organizations with $10 billion or less in assets are eligible for upgrades of 

supervisory ratings.

- Announced, March 2, 2012

Personnel

Division of Consumer and Community Affairs -- appointment of Suzanne Killian as 

senior associate director and Phyllis Harwell as assistant director.

- Approved, February 28, 2012

Division of International Finance -- appointment of Michael Leahy as deputy 

director; Trevor Reeve as senior associate director; Christopher Erceg as associate 

director; David Bowman, Charles Thomas, and Beth Anne Wilson as deputy 

associate directors; Shaghil Ahmed and Joseph Gruber as assistant directors; Sally 

Davies as senior adviser; and Brian Doyle as adviser.

- Approved, February 28, 2012

Enforcement

Enforcement Actions -- action plans for supervised financial institutions to correct 

deficiencies in residential mortgage loan servicing and foreclosure processing, as 

required by formal enforcement actions issued by the Federal Reserve last year.

- Announced, February 27, 2012

H.2 Board Actions February 26, 2012 to March 3, 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

February 26, 2012 to March 3, 2012

MA Monetary Affairs

Bank Branches, Domestic

Country Club Bank, Kansas City, Missouri -- to establish a branch at One Ward 

Parkway, Kansas City, and to increase its investment in bank premises.

Kansas City

- Approved, February 29, 2012

The Northern Trust Company, Chicago, Illinois -- to establish a branch at 911 South 

Telegraph Road, Lake Forest.

Secretary

- Approved, February 29, 2012

PlainsCapital Bank, Dallas, Texas -- to establish a branch at 6100 Colleyville 

Boulevard, Suite 170, Colleyville.

Dallas

- Withdrawn, February 27, 2012

Bank Holding Companies

Arrow Financial Corporation, Glens Falls, New York -- to engage de novo in 

community welfare activities through Green Mountain Housing Equity Fund V, L.P., 

Burlington, Vermont.

New York

- Approved, March 1, 2012

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

MinnDak Bancshares, Inc., Park Rapids, Minnesota -- to become a bank holding 

company and to acquire Kent Bancshares, Inc., Kent, and thereby indirectly acquire 

Kent State Bank.

Minneapolis

- Approved, February 28, 2012

New West Banks of Colorado, Inc. Employee Stock Ownership Plan Trust, Greeley, 

Colorado -- to become a bank holding company and to acquire shares of New West 

Banks of Colorado, Inc., Greeley, and New West Bank.

Kansas City

- Approved, February 27, 2012

Sandy Spring Bancorp, Inc., Olney, Maryland, and Sandy Spring Bank -- for Sandy 

Spring Bancorp to acquire CommerceFirst Bancorp, Inc., Annapolis, and for Sandy 

Spring Bank, Olney, to merge with CommerceFirst Bank, Annapolis, and thereby 

establish branches at the site of CommerceFirst Bank's current branches.

Secretary

- Approved, February 29, 2012

State Bankshares, Inc., Fargo, North Dakota -- to acquire First Hawley Bancshares, 

Inc., Hawley, Minnesota, and thereby indirectly acquire First National Bank.

Minneapolis

- Approved, February 28, 2012

H.2 Actions under delegated authority February 26, 2012 to March 3, 2012

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

The Farmers and Mechanics Bank, Galesburg, Illinois -- to purchase certain assets 

and assume certain liabilities of two Galesburg branches of Associated Bank, N.A., 

Green Bay, Wisconsin, and thereby establish a branch at 1865 Henderson Street, 

Galesburg, Illinois.

Chicago

- Approved, February 27, 2012

Change in Bank Control

Shattuck Bancshares, Inc., Shattuck, Oklahoma -- change in bank control of Shattuck 

and its subsidiary bank, The Shattuck National Bank, Shattuck.

Kansas City

- Permitted, March 2, 2012

Extensions of Time

Commerce Union Bancshares, Inc., Springfield, Tennessee -- extension to June 7, 

2012, to become a bank holding company and to acquire Commerce Union Bank, 

Springfield.

Atlanta

- Granted, February 29, 2012

Financial Holding Companies 

Ameriprise Financial, Inc., Minneapolis, Minnesota -- election to be treated as a 

financial holding company.

Minneapolis

- Effective, February 27, 2012

H.2 Actions under delegated authority February 26, 2012 to March 3, 2012

(A/C) = Addition or Correction Delegated - 3 of 5
Financial Holding Companies 

Modern Woodmen of America, Rock Island, Illinois -- election to be treated as a 

financial holding company.

Chicago

- Effective, February 28, 2012

Membership

Arkansas County Bank, De Witt, Arkansas -- to become a member of the Federal 

Reserve System.

St. Louis

- Approved, March 1, 2012

Regulations and Policies

Regulation YY (Enhanced Prudential Standards and Early Remediation 

Requirements for Covered Companies) -- extension of the comment period to 

April 30, 2012, on the proposed rule to implement the enhanced prudential standards 

and early remediation requirements in the Dodd-Frank Act.

Secretary

- Approved, March 2, 2012

Savings and Loan Holding Companies

Beneficial Savings Bank, MHC, Philadelphia, Pennsylvania -- to acquire 

SE Financial Corp., Philadelphia.

Philadelphia

- Approved, February 27, 2012

H.2 Actions under delegated authority February 26, 2012 to March 3, 2012

(A/C) = Addition or Correction Delegated - 4 of 5
Savings and Loan Holding Companies

Northeast Community Bancorp, MHC, White Plains, New York -- to establish, 

through Northeast Community Bank, an operating subsidiary, Northeast Insurance 

Agency, LLC, White Plains.

Philadelphia

- Approved, February 28, 2012

H.2 Actions under delegated authority February 26, 2012 to March 3, 2012

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

Federal Reserve Bank of Boston

Filings received during the week ending March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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

 228000 FRANKLIN SVG BK, FARMINGTON, MAINE 10/17/2011 02/03/2012 O Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Premises Not applicable

Not applicable

The Adirondack Trust Company, Saratoga 

Springs, New York, provides notice to increase 

its investment in bank premises in the amount of 

$3,000,000, pursuant to Section 24A of the FRA 

and Section 208.21 of Regulation H.

ADIRONDACK TRUST 

COMPANY, THE

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Danske Bank A/S, Copenhagen, Denmark, to 

establish a branch in New York, New York, 

pursuant to Section 211.24 of Regulation K.

DANSKE BANK A/S

* 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

 940311 BANCO POPULAR DE PR, SAN JUAN, PUERTO RICO 01/24/2011 02/13/2012 O Large 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 March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

03/19/2012

Bryn Mawr Bank Corporation, Bryn Mawr, PA, 

to acquire Davidson Trust Company, Devon, 

PA.

BRYN MAWR BANK 

CORPORATION

Newspaper:

Federal Register:

CIC Not available

09/21/2011

Patriot Financial Partners, GP, L.P., Patriot 

Financial Partners, L.P., Patriot Financial 

Partners Parallel, L.P., Patriot Financial Partners, 

GP, LLC, Patriot Financial Managers, L.P., 

Patriot Financial Manager, LLC. and Messrs. Ira 

M. Lubert, W. Kirk Wycoff and James J. Lynch, 

all of Philadelphia, Pennsylvania, to purchase 

up to 24.9 percent of Porter Bancorp, Inc., 

Louisville, KY.

PATRIOT FINANCIAL 

PARTNERS LP

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

03/01/2012

Notice of Change in Control by Richard H. Thut, 

Orrville, Ohio, to acquire up to 32.97% of the 

voting shares of FC Banc Corp., Bucyrus, Ohio

FC BANC CORP

* 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 March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Bank of Clarke County, Berryville, Virginia, 03/15/2012

proposes to establish a branch at 203 Hirst 

Road, Purcellville, Virginia

BANK OF CLARKE COUNTY

Newspaper:

Federal Register:

* 3A3 Not available

03/20/2012

CapGen Capital Group VI LP and CapGen 

Capital Group VI LLC, both of New York, New 

York, to increase their investment up to 49.9% 

of the voting securities of Hampton Roads 

Bankshares, Inc., Norfolk, Virginia, and thereby 

to indirectly increase their investment in Bank of 

Hampton Roads, Norfolk, Virginia, and Shore 

Bank, Onley, Virginia.

CAPGEN CAPITAL GROUP VI 

LLC

Newspaper:

Federal Register:

CIC Not available

Not available

FBF Partners, LP, San Francisco, California, a 

qualified family partnership, to obtain up to 

21.4% of the voting securities of Congressional 

Bancshares, Inc., Bethesda, Maryland, through 

the transfer of shares from Mr. Jason M. Fish, 

the general partner of FBF Partners, LP.

CONGRESSIONAL 

BANCSHARES, INC.

Newspaper:

Federal Register:

* 18C Not available

Not applicable

First Federal Savings and Loan Association of 

Charleston, Charleston, South Carolina, to 

acquire certain assets and assume certain 

liabilities of the South Carolina branch offices of 

Liberty Savings Bank, F.S.B., Wilmington, Ohio.

FIRST FEDERAL SAVINGS AND 

LOAN ASSOCIATION

Newspaper:

Federal Register:

* 3A1 03/27/2012

03/29/2012

First Palmetto Financial Corporation, Camden, 

South Carolina, to become a bank holding 

company upon the conversion of First Palmetto 

Savings Bank, F.S.B, Camden, South Carolina, 

to a state chartered commercial bank.

FIRST PALMETTO FINANCIAL 

CORPORATION

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

03/23/2012

After-the-fact notification filed by Carver 

Financial Corporation, Savannah, Georgia, to 

continue engaging in community development 

activities through its subsidiary, Carver 

Development CDE I, LLC, Savannah, Georgia. 

Specifically, Carver Financial Corporation, 

through Carver Development CDE I, LLC served 

as intermediary in a New Markets Tax Credit 

loan transaction between Merrill Lynch NMTC 

Corporation and Savannah College of Art & 

Design, Savannah, Georgia.

CARVER FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

CIC Not available

Not available

Prior Change in control notice filed by Bixby 

Bridge Financial, LP and David D. Colburn, as 

general partner both of Northbrook, Illinois, to 

collectively acquire up to 91.27 percent voting 

stock, and 21.90 percent of non-voting stock of 

PCNB Bancshares, Inc., and its subsidiary, 

Peoples Community Bank, both of Bremen, 

Georgia.

PCNB BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

03/21/2012

Prior Change in control notice filed by Renny B. 

Eadie and Robert M. Eadie, both of Lake City, 

Florida, to collectively acquire an additional 3.87 

percent of the outstanding shares of PSB 

BancGroup, Inc., and its subsidiary, Peoples 

State Bank, both of Lake City, Florida. Total pro 

forma ownership will equal 13.45 percent.

PSB BANCGROUP, INC.

Newspaper:

Federal Register:

* 3A1 Not available

03/23/2012

United Group of Central Florida II, LLC, 

Longwood, Florida, to become a bank holding 

company by acquiring 100 percent of the 

outstanding shares of Citizens Bancorp of 

Oviedo, Inc. and its subsidiary, Citizens Bank of 

Florida, both of Oviedo, Florida.

UNITED GROUP OF CENTRAL 

FLORIDA II, LLC

* 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

 539032 BANK INDEP, SHEFFIELD, ALABAMA 11/14/2011 03/01/2012 S Large Bank

 177135 FIRST PROGRESSIVE BK, BREWTON, ALABAMA 09/26/2011 02/23/2012 S Small Bank

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 March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

First Farmers Bank and Trust Company, 02/12/2012

Converse, Indiana, to merge with Citizens 

National Bank of Paris, Paris, Illinois, and 

thereby establish 4 branches.

FIRST FARMERS BANK & 

TRUST

Newspaper:

Federal Register:

Other Foreign Not applicable

Investment 03/23/2012

Lake Forest Bank & Trust Company, Lake 

Forest, Illinois, to establish FIFC Edge 

International Corporation, Lake Forest, Illinois, 

as an Edge Corporation, and through FIFC Edge 

International Corporation, to invest $21.8 million 

in a foreign organization, First Insurance 

Funding of Canada, Toronto, Ontario, and to 

acquire 100 percent of the outstanding stock of 

Macquarie Premium Funding, Inc., Toronto, 

Ontario, and thereby engage in the act of 

insurance premium finance lending.

LAKE FOREST BANK & TRUST 

COMPANY

Newspaper:

Federal Register:

CIC Not available

01/31/2012

Notice by Edward A. Cox, Jr., individually, and 

together with John M. Cox as a group acting in 

concert, both of Naples, Florida, to acquire over 

25 percent of the outstanding shares of 

Rush-Oak Corporation, Chicago, Illinois, and 

thereby indirectly acquire control of Oak Bank, 

Chicago, Illinois.

RUSH-OAK CORPORATION

Newspaper:

Federal Register:

CIC Not available

02/14/2012

Notice by the Patricia I. Walsh Trust, Patricia I. 

Walsh individually and as trustee of the Patricia 

I. Walsh Trust, River Forest, Illinois, Mark J. 

Walsh, River Forest, Illinois, Richard A. Walsh, 

La Grange, Illinois, Katherine Walsh Hennessy, 

Chicago, Illinois, Anne E. Walsh, Forest Park, 

Illinois, Brian J. Walsh, Forest Park, Illinois, and 

Patrick M. Walsh, Chicago, Illinois, together as 

a group acting in concert, to acquire over 25 

percent of the outstanding shares of Rush-Oak 

Corporation, Chicago, Illinois, and thereby 

indirectly acquire control of Oak Bank, Chicago, 

Illinois.

RUSH-OAK CORPORATION

* 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

 830542 CENTRAL ST BK, MUSCATINE, IOWA 10/17/2011 02/21/2012 S Small Bank

 744238 FARMERS AND MECHANICS BK, GALESBURG, ILLINOIS 09/12/2011 02/10/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

03/23/2012

Notice by Hilliard R. Crews, individually, and as 

a member of the Crews family control group to 

gain control of Triumph Bancshares, Inc., 

Germantown, Tennessee. The Crews family 

control group consists of Hilliard R. Crews, 

Jason L. Crews, Cynthia Michelle Leslie Crews, 

Roger L. McGee, and Stacy Crews McGee, all of 

Collierville, Tennessee.

TRIUMPH 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

 1397471 BANK OF LITTLE ROCK, LITTLE ROCK, ARKANSAS 11/08/2010 02/17/2012 S Small Bank

 12946 FARMERS B&TC, MAGNOLIA, ARKANSAS 11/14/2011 02/22/2012 S Int Sm Bank

 912578 HERITAGE ST BK, LAWRENCEVILLE, ILLINOIS 10/03/2011 01/30/2012 S Small Bank

 309150 MISSOURI BK, WARRENTON, MISSOURI 10/24/2011 02/21/2012 S Small Bank

 3405633 TWIN LAKES CMNTY BK, FLIPPIN, ARKANSAS 10/31/2011 02/08/2012 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 March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Control Notice by MVC Private 

Equity Fund, L.P., Purchase, New York, to gain 

control of BNCCORP, Inc., Bismarck, North 

Dakota, and thereby indirectly gain control of 

BNC National Bank, Glendale, Arizona.

BNCCORP, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Control Notice by the Erick A. 

Gandrud Irrevocable Trust, Glenwood, 

Minnesota (John R. Gandrud, Trustee), and The 

John R. Gandrud Irrevocable Trust, Glenwood, 

Minnesota (Erick A. Gandrud, Trustee), to retain 

25% or more of the shares of Eagle Investment 

Company, Inc., Glenwood, Minnesota, and 

thereby indirectly retain control of Eagle Bank, 

Glenwood, Minnesota. Additionally, the Erick 

A. Gandrud Trust and Trustee, and the John R. 

Gandrud Trust and Trustee, propose to join the 

Gandrud Family Group which controls 25% or 

more of Eagle Investment Company, Glenwood, 

Minnesota.

EAGLE INVESTMENT 

COMPANY, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Control Notice by Daniel Eugene 

Bergee and Dale VanHavermaet, as proposed 

Co-Trustees, Hawley, Minnesota, to gain 

control of State Bank of Hawley Employee Stock 

Ownership Plan & Trust (ESOP), and thereby 

indirectly gain control of Bankshares of Hawley, 

Inc., and its wholly-owned subsidiary, State 

Bank of Hawley, Hawley, Minnesota, both of 

Hawley, Minnesota.

STATE BANK OF HAWLEY 

EMPLOYEE STOCK OWNERSHIP 

PLAN & TRUST

Newspaper:

Federal Register:

* 3A3 03/08/2012

03/09/2012

Western State Agency, Inc. Employee Stock 

Ownership Plan and Trust, Devils Lake, North 

Dakota, to acquire additional shares and 

thereby increase its ownership of Western State 

Agency, Inc., Devils Lake, North Dakota, from 

28.81% up to 43.25%. Western State Agency, 

Inc. owns Western State Bank, Devils Lake, 

North Dakota.

WESTERN STATE AGENCY, 

INC., EMPLOYEE STOCK 

OWNERSHIP PLAN AND TRUST

* 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

 865450 PROFINIUM FNCL, TRUMAN, MINNESOTA 10/17/2011 02/14/2012 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 March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

ANB Bank, Denver, Colorado, to merge with 

Premier Bank, Lenexa, Kansas, and incident 

thereto, to establish two branches in Lenexa, 

Kansas; and branches in Overland Park, 

Kansas; Kansas City, Missouri; and 

Chesterfield, Missouri.

ANB 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

 866859 BANK OF CMRC, YUKON, OKLAHOMA 10/24/2011 01/24/2012 S Small Bank

 482053 CITIZENS ST BK, WISNER, NEBRASKA 10/17/2011 01/18/2012 S Small Bank

 721659 CONDON B&TC, COFFEYVILLE, KANSAS 11/14/2011 02/20/2012 S Small Bank

 266655 FIRST B&TC OF FULLERTON, FULLERTON, NEBRASKA 11/14/2011 02/07/2012 S Small Bank

 663656 GARDNER BK, GARDNER, KANSAS 10/31/2011 02/08/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

03/21/2012

Mission-Heights Capital, Ltd., Houston, Texas, 

and Mission-Heights, LLC, Houston, Texas, 

general partner; and Charles Robert Miller, Jr., 

Odem, Texas, individually, intend to apply to 

the Federal Reserve Board for permission to 

acquire 25 percent or more of the shares of 

Odem Bancshares, Inc., Odem, Texas, and 

thereby indirectly obtain control of First State 

Bank of Odem, Odem, Texas., in association 

with a request by Mission-Heights Capital, Ltd., 

to be treated as a Qualified Family Partnership 

(QFP).

ODEM BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

03/16/2012

Notice by Mr. Jimmy Enriquez, of The 

Woodlands, Texas individually and as trustee 

for JE Trust No. 2, The Woodlands, Texas to 

acquire 100 percent of the shares and thereby 

control of Uvalde Bancshares, Inc., Dover, 

Delaware, and indirectly Uvalde National Bank, 

Uvalde, Texas.

UVALDE BANCSHARES INC

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

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

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 March 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 11/04/2011

03/29/2012

Carpenter Fund Manager GP, LLC, Carpenter 

Fund Management Company, LLC, Carpenter 

Community Bancfund, L.P., Carpenter 

Community BanFund -A, L.P., Carpenter 

Community BandFund - CA, L.P., SCJ, Inc., and 

CCFW, Inc., all of Irvine, California, to acquire 

approximately 28 percent of the voting 

securities of Pacific Mercantile Bancorp, and 

thereby indirectly acquire voting shares of 

Pacific Mercantile Bank, both of Costa Mesa, 

California.

CARPENTER FUND MANAGER 

GP, LLC

Newspaper:

Federal Register:

* Branch Not available

Not applicable

East West Bank, Pasadena, California, to 

establish a branch office at 22000-22008 Avalon 

Boulevard, Carson, California.

EAST WEST BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

East West Bank, Pasadena, California, to 

establish a branch office at 15821 Ventura 

Boulevard, #185, Encino, California.

EAST WEST BANK

Newspaper:

Federal Register:

* 3A1 Not available

* 4c8 02/21/2012

First PacTrust Bancorp, Inc., Chula Vista, 

California, to become a bank holding company 

by acquiring 100 percent of Beach Business 

Bank, Manhattan Beach, California, pursuant to 

section 3(a)(1) of the BHC Act, and 2)to retain 

100 percent control of Pacific Trust Bank, 

fsb,Chula Vista, California, and thereby engage 

in operating a nonbank thrift subsidiary, 

pursuant to section 225.28(b)(4) of Regulation 

Y.

FIRST PACTRUST BANCORP, 

INC.

* 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