Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 28 

Week Ending July 14, 2012

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

Forms -- final Board review to extend without revision the Suspicious Activity 

Report (FR 2230).

- Approved, July 9, 2012

Monetary and Financial Policy

Term Deposit Facility -- TDF auction of $3 billion in 28-day term deposits on 

July 16, 2012.

- Announced, July 11, 2012

Enforcement

Tower Financial Corporation, Fort Wayne, Indiana, and Tower Bank & Trust 

Company -- written agreement dated April 23, 2010, terminated July 10, 2012.

- Announced, July 12, 2012

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

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

BS&R

C&CA

FOMC

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

July 8, 2012 to July 14, 2012

MA Monetary Affairs

Bank Branches, Domestic

American State Bank, Arp, Texas -- to establish a branch at 1116 Troup Highway, 

Tyler.

Dallas

- Approved, July 9, 2012

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 6920 Olive Boulevard, 

University City, Missouri.

Cleveland

- Approved, July 13, 2012

Bank Holding Companies

Adams Bancshares, Inc., Adams, Minnesota -- to merge with Elkton Bancshares, 

Inc., Elkton, and thereby acquire its subsidiary bank, Farmers State Bank of Elkton.

Minneapolis

- Approved, July 9, 2012

ESSA Bancorp, Inc., Stroudsburg, Pennsylvania -- to form a bank holding company 

by acquiring First Star Bancorp, Bethlehem.

Philadelphia

- Approved, July 13, 2012

First Carolina Financial Services, Inc., Rocky Mount, North Carolina -- to become 

a bank holding company by acquiring shares of First Carolina State Bank, Rocky 

Mount.

Richmond

- Approved, July 10, 2012

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

S&T Bancorp, Inc., Indiana, Pennsylvania -- to acquire Gateway Bank of 

Pennsylvania, McMurray (to be renamed Gateway Bank).

Secretary

- Approved, July 10, 2012

Sterne Agee Group, Inc., Birmingham, Alabama -- to become a bank holding 

company by acquiring Sum Financial Corporation, Pearson, Georgia, and its 

subsidiary bank, The Citizens Exchange Bank.

Atlanta

- Withdrawn, July 13, 2012

Banks, Foreign

Japan Bank for International Cooperation (JBIC), Tokyo, Japan -- request for 

determination that its successor institution, formed through the demerger of JBIC 

from Japan Finance Corporation, is not a foreign bank for purposes of the 

representative-office provisions of Regulation K (International Banking Operations).

Director, BS&R

- Approved, July 11, 2012

Banks, Nonmember, and Miscellaneous Institutions

Banco Santander International, Miami, Florida -- for Banco Santander International, 

an Edge corporation subsidiary of Banco Santander S.A., Madrid, Spain, to amend its 

articles of association to increase capital stock.

Boston

- Approved, July 13, 2012

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

(A/C) = Addition or Correction Delegated - 2 of 3
Change in Bank Control

First State Bank Holding Company, Lynnville, Iowa -- to retain control of First State 

Bank Holding Company and its subsidiary bank, First State Bank, Lynnville.

Chicago

- Permitted, July 10, 2012

United Citizens Bancorp, Inc., Columbia, Kentucky -- to retain control of United 

Citizens Bancorp and its subsidiary bank, United Citizens Bank of Southern 

Kentucky, Inc., Columbia.

St. Louis

- Permitted, July 13, 2012

Membership

Community First Bank, Keosauqua, Iowa -- to become a member of the Federal 

Reserve System.

Chicago

- Approved, July 11, 2012

Rose Hill Bank, Rose Hill, Kansas -- to become a member of the Federal Reserve 

System.

Kansas City

- Approved, July 13, 2012

Regulations and Policies

Federal Open Market Committee -- minutes of the meeting on June 19-20, 2012.

FOMC

- Published, July 11, 2012

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

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

Federal Reserve Bank of Boston

Filings received during the week ending July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

* 3A3 07/30/2012

Application by Independent Bank Corp, 

Rockland, Massachusetts, to acquire Central 

Bancorp, Inc. and its subsidiary bank, Central 

Co-operative Bank, both of Somerville, 

Massachusetts, pursuant to sections 3(a)(3) 

and 3(a)(5) of the Bank Holding Company Act 

of 1956, as amended.

INDEPENDENT BANK CORP.

* 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

The Bank of East Asia, Limited, Hong Kong, to 

upgrade its limited branch located in Alhambra, 

California to a full service branch.

BANK OF EAST ASIA, LIMITED, 

THE

* 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

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 

Conversion

* SLHC 

Formation

07/06/2012

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 July 14, 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* SLHC Merger

* SLHC 

Formation

07/06/2012

07/26/2012

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

Newspaper:

Federal Register:

CIC Not available

Not available

Zahid Aslam, Elkton, Maryland; Michael 

Khatiwala, Voorhees, New Jersey; Michael 

Knapp, Lincoln University, Pennsylvania; Nalin 

Patel and Arpan Patel, both of Newtown, 

Pennsylvania; and Raj Parikh, Monroe, New 

Jersey, as a group acting in concert acquire in 

aggregate 28% of the outstanding common 

stock of Rising Sun Bancorp, Rising Sun, 

Maryland, through the transfer of shares 

currently owned by these individuals through 

NB Sun Investment LLC.

RISING SUN BANCORP

* 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

07/25/2012

After-the-fact change in control notice filed by 

John Hinton Waters, Madalyn Kathlene 

Waters, Michael Thomas Waters, John Andrew 

Waters, Michael Jason Waters, Brittaney Laine 

McConkey, Charles Hilton Richards, Jr., Ted 

Rembert Townsend, all of Chatsworth, Georgia, 

and Jodi Waters Matter, Marietta, Georgia, to 

collectively retain 54.75 percent of the 

outstanding shares of First Chatsworth 

Bankshares, Inc., and its subsidiary, First 

National Community Bank, both of Chatsworth, 

Georgia.

FIRST CHATSWORTH 

BANKSHARES, INC.

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Franklin County UNITED Bancshares, Inc., to 

become a bank holding company by acquiring 

100 percent of the outstanding shares of 

Franklin County UNITED Bancshares, Inc., both 

of Decherd, Tennessee.

Franklin County UNITED 

Bancshares, Inc.

Newspaper:

Federal Register:

* 3A5 08/13/2012

08/13/2012

Trustmark Corporation, Jackson, Mississippi, to 

merge with with BancTrust Financial Group, 

Inc., and its subsidiary, BankTrust, both of 

Mobile, Alabama.

TRUSTMARK 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

07/17/2012

Sidney J. Lee, as an individual, and together 

with his sisters, Medora Lee and Serena Lee, as 

a group acting in concert to acquire control of 

3,621,708 shares or 82.48 percent of American 

Metro Bancorp, Inc., Chicago, Illinois (BHC), 

and thereby indirectly acquire 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:

* 3A3 Not available

07/23/2012

Heartland Bancorp, Inc., Bloomington, Illinois,

to acquire Farmer City State Bank, Farmer City,

Illinois.

HEARTLAND BANCORP, INC.

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

07/20/2012

LaPorte Savings Bank, MHC, La Porte, Indiana, 

a mutual holding company, proposes to convert 

to stock form and merge with LaPorte Bancorp, 

Inc., an existing savings and loan holding 

company. The existing LaPorte Bancorp, Inc., 

will merge with a new company, also called 

LaPorte Bancorp, Inc., which will become a 

savings and loan holding company through the 

acquisition of 100 percent of the outstanding 

stock of The LaPorte Savings Bank, all of La 

Porte, Indiana.

LAPORTE SAVINGS BANK, MHC

Newspaper:

Federal Register:

* Branch Not available

Not applicable

State Bank of the Lakes, Antioch, Illinois, to 

establish a branch facility to be located at 10 

East Rollins Road, Round Lake Beach, Illinois 

60073.

STATE BANK OF THE LAKES

* 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC

Not available

Notice by Lynne Deweese and V.J. Hales as 08/02/2012

co-trustees of The Hales Survivor's Trust, 

individually and as members of The Hales 

Family Control Group to gain control of First 

Trust Financial Corporation, Clinton, Kentucky. 

The Hales Family Control Group consists of 

Randy Deweese, Lynne Deweese, V.J. Hales, 

Jason Schwartz, Kimberly Schwartz, Andrea 

Williford, Michael Williford, and Dallas 

Williford, all of Clinton, Kentucky.

FIRST TRUST FINANCIAL 

CORPORATION

* 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

08/09/2012

Beall Bancshares Inc., Velva, North Dakota, to 

become a bank holding company by acquiring 

100 percent of Peoples State Bank of Velva, 

Velva, North Dakota.

BEALL BANCSHARES INC.

Newspaper:

Federal Register:

CIC Not available

07/25/2012

Change in control notice by Todd J. Zaun, 

Sartell, Minnesota, to retain and acquire 25% or 

more, and Steven M. Zaun, Marina Del Ray, 

California, to acquire 25% or more of the shares 

of Eden Valley Bancshares, Eden Valley, 

Minnesota, and thereby indirectly control State 

Bank in Eden Valley, Eden Valley, Minnesota.

EDEN VALLEY BANCSHARES, 

INC.

Newspaper:

Federal Register:

CIC Not available

07/16/2012

Notice by Thomas Watson, Grand Forks, North 

Dakota, as an individual and as trustee of the 

Bank Forward Employee Stock Ownership Plan, 

Hannaford, North Dakota ("ESOP"), to gain 

control of Security State Bank Holding 

Company, Fargo, North Dakota ("Company"), 

and thereby indirectly gain control of Bank 

Forward, Hannaford, North Dakota ("Bank"). 

Additionally, notice by Thomas Watson, Toby 

Kommer, Fargo, North Dakota, as trustee of 

ESOP, and ESOP as a group acting in concert to 

gain control of Company and thereby indirectly 

gain control of Bank.

SECURITY STATE BANK 

HOLDING COMPANY

* 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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3

* 3A1

* 18C

* Branch

07/01/2012

06/21/2012

CIC Bancshares, Inc., Denver, Colorado, to 

acquire, through its subsidiary CIC Merger Sub, 

Inc., Denver, Colorado, 100 percent of the 

voting shares of Millennium Bancorp, Inc., 

parent of Millennium Bank, both in Edwards, 

Colorado. Immediately thereafter, CIC Merger 

Sub, Inc., Denver, Colorado, will merge into 

Millennium Bancorp, Inc. Centennial Bank, 

Centennial, Colorado, to merge with Millennium 

Bank, Edwards, Colorado, and incident thereto, 

to establish branches in Breckenridge, Edwards, 

Englewood, Steamboat Springs, Vail, and Fraser, 

all in Colorado.

CIC BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Commerce Bank, Kansas City, Missouri, to 07/17/2012

establish a branch at 109 North Keene Street, 

Columbia, Missouri.

COMMERCE BANK

Newspaper:

Federal Register:

CIC Not available

07/25/2012

Notification by Kevin D. Postier and J. B. 

Suddarth, both of York, Nebraska, to acquire 

control of Henderson State Company, parent of 

Henderson State Bank, both in Henderson, 

Nebraska.

HENDERSON STATE COMPANY

Newspaper:

Federal Register:

CIC Not available

07/30/2012

Notice by High Plains Banking Group, Inc. 

KSOP, Flagler, Colorado; Thomas Creighton, Jr., 

Denver, Colorado, individually and as trustee of 

High Plains Banking Group, Inc. KSOP; Lucy 

Loomis, Denver, Colorado; John and Johnita 

Creighton, Longmont, Colorado; Virginia 

Newton, Snowmass, Colorado; Ann Creighton, 

Sammamish, Washington; and Lavina 

Creighton, Atwood, Kansas, all to become 

members of the Creighton Family Group, to 

acquire control of High Plains Banking Group, 

Inc., parent of High Plains Bank, both in Flagler, 

Colorado. High Plains Banking Group, Inc., 

Flagler, Colorado, to redeem 19.4 percent of its 

outstanding common stock.

HIGH PLAINS BANKING GROUP, 

INC.

Newspaper:

Federal Register:

* 18C Waived

* Branch Not applicable

Metcalf Bank, Lee's Summit, Missouri, to 

purchase certain assets and assume certain 

liabilities of Heartland Bank, Leawood, Kansas, 

and incident thereto, to establish branches in 

Leawood, Kansas, and Kansas City, Missouri.

METCALF BANK

Newspaper:

Federal Register:

* 3A1 08/05/2012

08/02/2012

Yorktown Financial Holdings, Inc., Tulsa, 

Oklahoma, to become a bank holding company 

through the acquisition of 100 percent of the 

voting shares of CNBO Bancorp, Inc., parent of 

Century Bank of Oklahoma, both in Pryor, 

Oklahoma.

YORKTOWN FINANCIAL 

HOLDING, INC.

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

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 July 14, 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

07/20/2012

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

MOW/RPW Holdings II, LLC, all 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

Filings received during the week ending July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

07/21/2012

Odessa SouthWest Bancshares, Inc., Odessa, 

Texas, to become a bank holding company by 

acquiring 100 percent of SouthWest Bank, 

Odessa, Texas; AND Odessa SouthWest 

Bancshares, Inc., Odessa, Texas, elects to 

become a financial holding company.

ODESSA SOUTHWEST 

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 July 14, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

07/26/2012

First PacTrust Bancorp, Inc., Irvine, California, 

to merge with Gateway Bancorp, Santa Ana, 

California, with First PacTrust Bancorp, Inc., 

surviving and thereby indirectly acquire 

Gateway Business Bank, Cerritos, California.

FIRST PACTRUST BANCORP, 

INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Bank Control Notice by Timothy 

James McMahon, Poulsbo, Washington, to 

increase his ownership from 8.8 percent to 24.21 

percent in Prime Pacific Financial Services, Inc. 

and indirectly Prime Pacific Bank, National 

Association, both of Lynnwood, Washington.

PRIME PACIFIC FINANCIAL 

SERVICES, 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