Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks;

Applications and Reports Received

No. 47

Week Ending November 23, 2013

Board of Governors of the Federal Reserve System, Washington, DC 20551
Bank Mergers

Green Dot Bank, dba Bonneville Bank, Provo, Utah -- to purchase certain assets and

assume certain deposit liabilities of GE Capital Retail Bank, Draper.

- Approved, November 22, 2013

Enforcement

Maquoketa State Bank, Maquoketa, Iowa -- issuance of a consent order of

assessment of a civil money penalty.

- Announced, November 21, 2013

Midland States Bank, Effingham, Illinois -- issuance of a consent order of assessment

of a civil money penalty.

- Announced, November 21, 2013

H.2 Board Actions November 17, 2013 to November 23, 2013

(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

November 17, 2013 to November 23, 2013

MA Monetary Affairs

Bank Branches, Domestic

Farmers State Bank, Wallace, Nebraska -- to establish a branch at 410 Rodeo Road,

North Platte.

Kansas City

- Approved, November 21, 2013

Fifth Third Bank, Cincinnati, Ohio -- to establish a branch at 42370 Ann Arbor Road,

Plymouth, Michigan.

Cleveland

- Approved, November 20, 2013

The State Bank and Trust Company, Defiance, Ohio -- to establish a branch near the

intersection of Shamrock Road and Dublin-Granville Road, Dublin.

Cleveland

- Approved, November 20, 2013

Bank Holding Companies

Elkton Holding Company, Elkton, South Dakota -- to acquire The First National

Bank of Volga, Volga.

Minneapolis

- Approved, November 21, 2013

First Vision Financial, Inc., Tullahoma, Tennessee -- to become a bank holding

company by acquiring First Vision Bank of Tennessee, Tullahoma.

Atlanta

- Approved, November 18, 2013

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

Live Oak Bancshares, Inc., Wilmington, North Carolina -- to acquire shares of

504 Fund Advisors, LLC, Lisle, Illinois, and thereby engage in investment advisory

activities.

Richmond

- Approved, November 20, 2013

Bank Mergers

Iowa State Bank, Hull, Iowa -- to merge with Iowa State Bank, Remsen, and thereby

establish a branch.

Chicago

- Approved, November 22, 2013

Peoples Bank of Wisconsin, Hayward, Wisconsin -- to merge with Summit

Community Bank, Maplewood, Minnesota, and thereby establish a branch.

Minneapolis

- Approved, November 22, 2013

Pioneer Bank, Mapleton, Minnesota -- to merge with Farmers State Bank of Madelia,

Inc., Madelia, and thereby establish branches.

Minneapolis

- Approved, November 18, 2013

Banks, Foreign

Banco BPI, S.A., Porto, Portugal -- to establish representative offices in Newark,

New Jersey, and New Bedford, Massachusetts (FRB Order No. 2013-9).

Director, BS&R

- Approved, November 18, 2013

H.2 Actions under delegated authority November 17, 2013 to November 23, 2013

(A/C) = Addition or Correction Delegated - 2 of 5
Banks, Nonmember, and Miscellaneous Institutions

CLS Bank International, New York, New York -- to amend its articles of association

to increase capital stock.

New York

- Approved, November 22, 2013

Banks, State Member

Farmers and Merchants Bank of Long Beach, Long Beach, California -- to make a

public welfare investment.

San Francisco

- Approved, November 21, 2013

Change in Bank Control

Clark Bancshares, Inc., Clarks, Nebraska -- to retain control of Clark Bancshares and

its subsidiary, Bank of Clarks, Clarks.

Kansas City

- Permitted, November 20, 2013

Isham Management Company, Gordon, Nebraska -- to retain control of Isham

Management Company and its subsidiary, The First National Bank of Gordon,

Gordon.

Kansas City

- Permitted, November 22, 2013

Jorgenson Holding Company, Kenmare, North Dakota -- to retain control of

Jorgenson Holding Company and its subsidiaries, State Bank & Trust of Kenmare,

Kenmare, and The Citizens State Bank at Mohall, Mohall.

Minneapolis

- Permitted, November 22, 2013

H.2 Actions under delegated authority November 17, 2013 to November 23, 2013

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

Jorgenson Williston Holding Company, Kenmare, North Dakota -- to retain control

of Jorgenson Williston Holding Company and its subsidiary, First National Bank &

Trust Company of Williston, Williston.

Minneapolis

- Permitted, November 22, 2013

Extensions of Time

Cabool State Bank Employee Stock Ownership Plan, Cabool, Missouri -- extension

to February 22, 2014, to acquire shares of Cabool Bancshares, Inc., Cabool, and

thereby increase its indirect control of Cabool State Bank.

St. Louis

- Granted, November 21, 2013

Umpqua Holdings Corporation, Portland, Oregon -- commenter's request to extend

the comment period on the application to merge with Sterling Financial Corporation,

Spokane, Washington, and thereby acquire Sterling Savings Bank.

Secretary

- Denied, November 19, 2013

Membership

The Bank of Advance, Advance, Missouri -- to become a member of the Federal

Reserve System.

St. Louis

- Approved, November 20, 2013

H.2 Actions under delegated authority November 17, 2013 to November 23, 2013

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

Bank of Cadiz and Trust Company, Cadiz, Kentucky -- to become a member of the

Federal Reserve System.

St. Louis

- Approved, November 21, 2013

First National Bank in Graham, Graham, Texas -- to retain membership in the

Federal Reserve System on conversion from a national to a state charter.

Dallas

- Approved, November 22, 2013

Liberty Bank, Hurst, Texas -- to become a member of the Federal Reserve System.

Dallas

- Approved, November 20, 2013

Metropolitan National Bank, New York, New York -- to retain membership in the

Federal Reserve System on conversion from a national to a state charter.

New York

- Approved, November 20, 2013

Savings and Loan Holding Companies

Independence Federal Savings Bank, Washington, D.C. -- waiver of application to

acquire Colombo Bancshares, Inc., Rockville, Maryland, and Colombo Bank, in

connection with Colombo Bank's merger into Independence Bank.

Richmond

- Granted, November 22, 2013

H.2 Actions under delegated authority November 17, 2013 to November 23, 2013

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

Federal Reserve Bank of Boston

Filings received during the week ending November 23, 2013

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

NONE

CRA Examinations scheduled for First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

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

Federal Reserve Bank of New York

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

PWI Not applicable

Not applicable

Goldman Sachs Bank USA, New York, New 

York, seeks prior approval for a public welfare 

investment.

GOLDMAN SACHS BANK USA

Newspaper:

Federal Register:

PWI Not applicable

Not applicable

Goldman Sachs Bank USA, New York, New 

York, seeks prior approval for a public welfare 

investment.

GOLDMAN SACHS BANK USA

Newspaper:

Federal Register:

PWI Not applicable

Not applicable

Goldman Sachs Bank USA, New York, New 

York, seeks prior approval for a public welfare 

investment.

GOLDMAN SACHS BANK USA

* 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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

MHC Activity Not applicable

12/13/2013

Metuchen, MHC, and Metuchen Bancorp, Inc., 

both of Metuchen, NJ, propose to engage 

indirectly in real estate investment activities 

through a subsidiary of Metuchen Savings 

Bank, Metuchen, NJ.

METUCHEN, MHC

* 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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

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

Federal Reserve Bank of Cleveland

Filings received during the week ending November 23, 2013

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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

RICHWOOD BKG CO RICHWOOD, OHIO

SETTLERS BK MARIETTA, OHIO

TWIN VALLEY BK WEST ALEXANDRIA, OHIO

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

Federal Reserve Bank of Richmond

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 12/08/2013

12/12/2013

CapGen Capital Group III LLC and CapGen 

Capital Group III LP, both of New York, New 

York, to increase their investment up to 25% of 

the outstanding common stock of Seacoast 

Banking Corporation of Florida, Stuart, Florida, 

and thereby increase their investment in 

Seacoast National Bank, Stuart, Florida.

CAPGEN CAPITAL GROUP III 

LLC

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

BANK OF HAMPTON ROADS VIRGINIA BEACH, VIRGINIA

ESSEX BK TAPPAHANNOCK, VIRGINIA

FIRST CAP BK GLEN ALLEN, VIRGINIA

FIRST PEOPLES BK INC MULLENS, WEST VIRGINIA

VIRGINIA CMRC BK ARLINGTON, VIRGINIA

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

Federal Reserve Bank of Atlanta

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

08/08/2013

Banco De Credito E Inversiones, Empresas Juan 

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

Inversiones Baquio LTDA., Inversiones Nueve 

LTDA., and Administraciones Baquio LTDA., 

all of Santiago, Chile, to become bank holding 

companies by acquiring 100 percent of CM 

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

its subsidiary, City National Bank of Florida, 

Miami, Florida.

BANCO DE CREDITO E 

INVERSIONES S.A.

Newspaper:

Federal Register:

CIC Not available

11/26/2013

After-the-fact change in control notice filed by 

Ben F. Easterlin IV and Tommye B. Easterlin, 

both of Atlanta, Georgia, to retain 27.63 percent 

of the outstanding shares of CBA Bankshares, 

Inc., and Citizens Bank of Americus, both of 

Americus, Georgia.

CBA BANKSHARES, INC.

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Jefferson Bankshares, Inc., notice to become a 

bank holding company by acquiring 100 percent 

of the outstanding shares of Jefferson Bank of 

Florida, both of Oldsmar, Florida.

Jefferson Bankshares, Inc.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

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

an international representative-administrative 

office located in Miami, Florida.

NCG BANCO, S.A.

Newspaper:

Federal Register:

* 3A5 Not available

12/13/2013

South Georgia Bank Holding Company, Omega, 

Georgia, to merge with Dooly Bancshares, Inc., 

and thereby acquire its subsidiary, Bank of 

Dooly both of Vienna, Georgia.

SOUTH GEORGIA BANK 

HOLDING COMPANY

Newspaper:

Federal Register:

CIC Not available

12/13/2013

After the fact change in control notice filed by 

James Brian Ponder, Melissa Kay Ponder, 

Kenneth Earl Ponder, June Sumner Ponder, 

Beverly Ponder Paulk, all of Tifton, Georgia, as 

well as Marlyn Jones Ponder and Earline 

Ponder, individually and as trustee for April 

Farron Paulk Trust, Jessica Shannon Paulk 

Trust, Cyrus Jones Ponder Trust, Marilyn 

Elisabeth Ponder Trust, Victoria Lorriane Ponder 

Trust, Ponder-Tolbert Trust No.II, Ona Tolbert 

Family Trust, Earl Tolbert Family Trust, Ona 

Tolbert Family Trust No.II, all of Omega, 

Georgia, to collectively retain 11.4 percent of the 

outstanding voting shares of common stock of 

South Georgia Bank Holding Company, and its 

subsidiary, South Georgia Banking Company, 

both of Omega, Georgia.

SOUTH GEORGIA BANK 

HOLDING COMPANY

* 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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

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

Federal Reserve Bank of Chicago

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Central Bank, Storm Lake, Iowa, to purchase the 

assets and assume the liabilities of seven 

branch offices of Liberty Bank, FSB, West Des 

Moines, Iowa. In conjunction, Central Bank will 

establish 7 branch offices.

CENTRAL BANK

* 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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

BANK 1ST WEST UNION, IOWA

CAMP GROVE ST BK CAMP GROVE, ILLINOIS

COMMUNITY FIRST BK BOSCOBEL, WISCONSIN

CSB BK CAPAC, MICHIGAN

FAIRMOUNT ST BK FAIRMOUNT, INDIANA

FARMERS & MRCH BK BERLIN, WISCONSIN

FARMERS ST BK WESTERN IL ALPHA, ILLINOIS

FIRST AMER BK FORT DODGE, IOWA

FIRST B&T EVANSTON, ILLINOIS

FIRST NB OF HAMPTON HAMPTON, IOWA

FORT MADISON B&TC FORT MADISON, IOWA

IOWA ST B&TC FAIRFIELD, IOWA

MORTON CMNTY BK MORTON, ILLINOIS

PEOPLES' BK ARLINGTON HEIGHTS ARLINGTON HEIGHTS, ILLINOIS

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

Federal Reserve Bank of St. Louis

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 12/05/2013

11/27/2013

Notice by James Terill Wilson, Bronston, 

Kentucky, acting individually and in concert 

with a family control group, to gain control of 

First Bancorp, Inc., Russell Springs, Kentucky. 

The control group consists of Mr. Wilson, 

James T. Wilson, Jr., Sarah Wilson, James Terill 

Wilson IRA, James T. Wilson, Jr. Trust, Sarah 

Wilson Trust, James T. Wilson, Jr. Investment 

Trust, Sarah Wilson Investment Trust, all of 

Bronston, Kentucky, and Terry S. Wilson, 

Russell Springs, Kentucky.

FIRST BANCORP, INC.

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

EAGLE B&TC LITTLE ROCK, ARKANSAS

FIRST ST BK SAINT PETER, ILLINOIS

OLD MO BK SPRINGFIELD, MISSOURI

PADUCAH B&TC PADUCAH, KENTUCKY

PEOPLES B&TC CO TROY, MISSOURI

SIMMONS FIRST BK OF EL DORADO EL DORADO, ARKANSAS

SUMMIT BK ARKADELPHIA, ARKANSAS

TEUTOPOLIS ST BK TEUTOPOLIS, ILLINOIS

UNION BK OF MENA MENA, ARKANSAS

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3

4c8

12/01/2013

12/06/2013

Choice Financial Holdings, Inc., Grafton, North 

Dakota, to acquire 100% of Great Plains National 

Bank, Belfield, North Dakota. Choice Financial 

Holdings, Inc. also to acquire a 51% interest in 

Great Plains National Insurance Agency, LLC, 

LaMoure, North Dakota, and thereby indirectly 

engage in general insurance agency activities in 

a community that has a population not 

exceeding 5,000.

CHOICE FINANCIAL HOLDINGS, 

INC.

Newspaper:

Federal Register:

CIC Not available

11/26/2013

The James M. and Devon J. Goetz Family Trust 

Five, Mandan, North Dakota, to acquire 25 

percent or more of the shares of Oliver 

Bancorporation, Inc., Center, North Dakota, and 

thereby indirectly gain control of Security First 

Bank of North Dakota, New Salem, North 

Dakota.

OLIVER BANCORPORATION, 

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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

FIRST CMNTY BK GLASGOW, MONTANA

FIRST PREMIER BK SIOUX FALLS, SOUTH DAKOTA

FLINT CREEK VALLEY BK PHILIPSBURG, MONTANA

HEARTLAND ST BK EDGELEY, NORTH DAKOTA

NORTHWESTERN BK CHIPPEWA FALLS, WISCONSIN

PROFINIUM FNCL TRUMAN, MINNESOTA

STATE BK OF EWEN EWEN, MICHIGAN

TETON BKS FAIRFIELD, MONTANA

WESTERN BK OF WOLF POINT WOLF POINT, MONTANA

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

Federal Reserve Bank of Kansas City

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 12/08/2013

12/06/2013

Carroll County Bancshares, Inc., Carrollton, 

Missouri, to acquire up to 24.99 percent of the 

voting shares of Adams Dairy Bancshares, Inc., 

parent of Adams Dairy Bank, both in Blue 

Springs, Missouri.

CARROLL COUNTY 

BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Citizens National Corporation, Wisner, 

Nebraska, to acquire 100 percent of the voting 

shares of Cass County State Company, parent 

of Cass County Bank, Inc.

CITIZENS NATIONAL 

CORPORATION

Newspaper:

Federal Register:

* 3A5 12/07/2013

12/23/2013

First Liberty Capital Corporation Employee 

Stock Ownership Plan, to acquire an additional 

4.02 percent for a total of 31.99 percent of the 

voting shares of the First Liberty Capital 

Corporation, parent of The First National Bank 

of Hugo, all of Hugo, Colorado.

FIRST LIBERTY CAPITAL 

CORPORATION EMPLOYEE 

STOCK OWNERSHIP PLAN

Newspaper:

Federal Register:

* Branch

Not applicable

FirstBank, Lakewood, Colorado, to establish a 12/03/2013

branch at 1777 16th Street, Denver, Colorado.

FIRSTBANK

Newspaper:

Federal Register:

* 3A1 Not available

12/23/2013

Plains Bancshares, Inc., Plains, Kansas, to 

become a bank holding company through the 

acquisition of 100 percent of the voting shares 

of Plains State Bank, Plains, Kansas.

PLAINS BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 12/02/2013

12/10/2013

The Jan Elaine Townsend 2012 Trust, The 

Hilary Irene Townsend 2012 Trust, The Lara 

Townsend Gradt 2012 Trust, and the Jennifer 

Townsend Earls 2012 Trust, Barbara Newman 

Townsend, trustee, all of Grove, Oklahoma, to 

acquire control of Townsend Holding Company, 

parent of Bank of Grove, both located in Grove, 

Oklahoma.

TOWNSEND HOLDING 

COMPANY

* 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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

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

Federal Reserve Bank of Dallas

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/16/2013

Cistern, LLC and Flatonia Investments, LLC, 

both of Houston, Texas, to become bank 

holding companies by acquiring 100% of The 

Columbia Savings Bank, Cincinnati, Ohio.

CISTERN, LLC

Newspaper:

Federal Register:

4c8 Not applicable

12/13/2013

Cistern, LLC and Flatonia Investments, LLC, 

both of Houston, Texas, to acquire Kovar, LLC, 

and Envoy Mortgage, Ltd, both of Houston, 

Texas, pursuant to Section 4(c)(8) of the BHC 

Act, and thereby engage in extending credit and 

servicing loans, and activities related to 

extending credit pursuant to Section 225.28(b)

(1) and (2) of Regulation Y.

CISTERN, LLC

Newspaper:

Federal Register:

* 3A5 12/03/2013

12/06/2013

FB Bancshares, Inc., Wichita Falls, Texas, to 

acquire by merger 100 percent of Byers 

Bancshares, Inc., and indirectly acquire First 

National Bank, both of Byers, Texas.

FB BANCSHARES, INC.

Newspaper:

Federal Register:

* SLHC 

Formation

11/14/2013

11/15/2013

Grant Scott as Trustee of the Voting Trust 

Agreement dated as of December 6, 2012, 

Raleigh, North Carolina, to register as a savings 

and loan holding company through the 

acquisition of a controlling interest in NexBank 

Capital, Inc., and therefore indirectly, NexBank, 

State Savings Bank, both of Dallas, Texas.

GRANT SCOTT AS TRUSTEE OF 

THE VOTING TRUST 

AGREEMENT DATED AS OF 

DECEMER 6.2012

Newspaper:

Federal Register:

* 3A1 Not available

12/16/2013

Hill Country Bancshares, Inc., Llano, Texas, to 

become a bank holding company by acquiring 

100 percent of Llano National Bank, Llano, 

Texas.

HILL COUNTRY BANCSHARES, 

INC.

Newspaper:

Federal Register:

CIC 11/28/2013

11/26/2013

Retroactive notice by George W. Cummings, III 

and Nanette Weaver Cummings, both of 

Monroe, Louisiana; George W.Cummings, Jr., 

Monroe, Louisiana; Twist Family, LLP, Dallas, 

Texas; Randall Twist, Dallas, Texas; Dewey F. 

Weaver Jr., Monroe, Louisiana;, Colby Weaver, 

Monroe, Louisiana; and Dewey Weaver, III, 

West Monroe, Louisiana; to acquire and control 

greater than 10 percent of Progressive Bancorp, 

Inc., Monroe, Louisiana, and indirectly, 

Progressive Bank, Monroe, Louisiana.

PROGRESSIVE BANCORP, INC.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

The 2013 Monte Hulse Family Irrevocable Trust 

I, Waco, Texas, to acquire 19.62 percent 

(1,672.45 shares) of FCT Bancshares, Inc., 

Waco, Texas, and thereby indirectly acquire 

First National Bank of Central Texas, Waco, 

Texas.

THE 2013 MONTE HULSE 

FAMILY IRREVOCABLE TRUST I

* 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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

* Subject to the provisions of the Community Reinvestment Act
District: 12

Federal Reserve Bank of San Francisco

Filings received during the week ending November 23, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Bank Control Notice by The Ricco 

Lagomarsino Testamentary Trust, Daly City, 

California, and a group consisting of Lisa 

Angelot, Enrico P. Togneri, Warren Hutchins, T. 

Anne Lassahn, (Trustees of the Trust), and 

Dolores Togneri, Lora Angelot, and Eric 

Angelot, all of Daly City, California, to retain in 

excess of 10 percent of FNB Bancorp and 

thereby indirect control of First National Bank 

of Northern California, both of South San 

Francisco, California.

FNB BANCORP

Newspaper:

Federal Register:

* 3A5 Not available

Not available

Heritage Oaks Bancorp, Paso Robles, California, 

to merge with Mission Community Bancorp, San 

Luis Obispo, California, with Heritage Oaks 

Bancorp as the surviving entity.

HERITAGE OAKS BANCORP

Newspaper:

Federal Register:

CIC Not available

10/24/2013

1) Change in Bank Control Notice by Alex 

Meruelo, Newport Coast, California, to acquire 

up to 89 percent of NCAL Bancorp, and thereby 

indirectly acquire National Bank of California, 

both of Los Angeles, California and 2) Notices 

by NCAL Bancorp, Los Angeles, California, to 

appoint Alex Meruelo, Luis Alberto Armona, 

Xavier Alvarez Gutierrez and Ashokkumar R. 

Patel as Directors.

NCAL BANCORP

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Taipei Fubon Commercial Bank Co., Ltd, Taipei, 

Taiwan, requests to establish a representative 

office in San Jose, California, pursuant to 

section 211.24(a)(1) of Regulation K. 

TAIPEI FUBON COMMERCIAL 

BANK CO., LTD.

* 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 First Quarter of 2014 (January 1, 2014 - March 31, 2014)

Institution Location

BANK OF THE ORIENT SAN FRANCISCO, CALIFORNIA

CALIFORNIA REPUBLIC BK IRVINE, CALIFORNIA

CAPITAL BK SAN JUAN CAPISTRANO, CALIFORNIA

DBA OR PACIFIC BK FLORENCE, OREGON

* Subject to the provisions of the Community Reinvestment Act