Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks;

Applications and Reports Received

No. 4

Week Ending January 25, 2014

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

Old Second Bancorp, Inc., Aurora, Illinois -- written agreement dated July 22, 2011,

terminated January 17, 2014.

- Announced, January 23, 2014

H.2 Board Actions January 19, 2014 to January 25, 2014

(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

January 19, 2014 to January 25, 2014

MA Monetary Affairs

Bank Branches, Domestic

Community Trust Bank, Choudrant, Louisiana -- to establish a branch at

2170 Buckthorne Place, The Woodlands, Texas.

Dallas

- Approved, January 22, 2014

First Farmers and Merchants Bank, Columbia, Tennessee -- to establish a branch at

4013 Hillsboro Circle, Nashville.

Atlanta

- Approved, January 24, 2014

USAmeriBank, Clearwater, Florida -- to establish a branch at 710 East Tarpon

Avenue, Tarpon Springs.

Atlanta

- Approved, January 22, 2014

Bank Holding Companies

H Bancorp, Columbia, Maryland (currently Western Acquisition Partners LLC,

Inverness, Illinois) -- (1) to acquire shares of Bay Bancorp, Inc., Columbia, and

thereby acquire control of Bay Bank, FSB, Lutherville Timonium, and (2) to acquire

shares of FirstAtlantic Financial Holdings, Jacksonville, Florida, and thereby acquire

control of FirstAtlantic Bank (a federal savings bank).

Richmond

- Approved, January 23, 2014

(A/C) = Addition or Correction Delegated - 1 of 4
Bank Holding Companies

Minden Bancorp, Inc., Minden, Louisiana -- to become a bank holding company by

acquiring MBL Bank, Minden.

Dallas

- Approved, January 21, 2014

Northern Michigan Corporation, Escanaba, Michigan -- to indirectly acquire, through

Northern Michigan Service Corporation, Escanaba, an interest in LDC Acquisition,

LLC, Marquette, which proposes to acquire Lasco Development Corporation,

Marquette.

Minneapolis

- Withdrawn, January 14, 2014

(A/C)

Peoples State Bancorp, Inc., Munising, Michigan -- to indirectly acquire, through

Peoples State Bank of Munising, Munising, an interest in LDC Acquisition, LLC,

Marquette, which proposes to acquire Lasco Development Corporation, Marquette.

Minneapolis

- Withdrawn, January 14, 2014

(A/C)

Southern Missouri Bancorp, Inc., Poplar Bluff, Missouri -- waiver of application to

acquire Citizens State Bankshares of Bald Knob, Inc., Bald Knob, Arkansas, in

connection with the merger of their respective subsidiaries, Southern Bank, Poplar

Bluff, and Citizens State Bank, Bald Knob.

St. Louis

- Granted, January 24, 2014

H.2 Actions under delegated authority January 19, 2014 to January 25, 2014

(A/C) = Addition or Correction Delegated - 2 of 4
Bank Holding Companies

Van Buren Bancorporation Employee Stock Ownership Plan, Keosauqua, Iowa --

to increase its ownership of Van Buren Bancorporation, Keosauqua, and thereby

increase its indirect ownership of First Iowa State Bank, Albia, and Community First

Bank, Keosauqua.

Chicago

- Approved, January 22, 2014

Bank Mergers

Baylake Bank, Sturgeon Bay, Wisconsin -- to acquire certain assets and assume

certain liabilities of a branch of Community Bank & Trust, Sheboygan.

Chicago

- Approved, January 23, 2014

InterBank, Oklahoma City, Oklahoma -- to merge with Park Cities Bank, Dallas,

Texas, and thereby establish four branches.

Kansas City

- Approved, January 21, 2014

Southern Bank, Poplar Bluff, Missouri -- to merge with Citizens State Bank, Bald

Knob, Arkansas, and to retain the acquired facilities as branches.

St. Louis

- Approved, January 24, 2014

Banks, State Member

East West Bank, Pasadena, California -- to make public welfare investments.

San Francisco

- Approved, January 23, 2014

H.2 Actions under delegated authority January 19, 2014 to January 25, 2014

(A/C) = Addition or Correction Delegated - 3 of 4
Change in Bank Control

Timberland Bancorp, Baxter, Minnesota -- change in bank control of Timberland

Bancorp and its subsidiary, First National Bank of Buhl, Mountain Iron.

Minneapolis

- Returned, January 15, 2014

(A/C)

H.2 Actions under delegated authority January 19, 2014 to January 25, 2014

(A/C) = Addition or Correction Delegated - 4 of 4
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Application by East Cambridge Savings Bank, 02/07/2014

Cambridge, Massachusetts, to establish a 

full-service branch at 9 Playstead Road, 

Medford, Massachusetts, pursuant to Section 

208.6 of Regulation H.

EAST CAMBRIDGE SAVINGS 

BANK

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

02/10/2014

The Adirondack Trust Company Employee 

Stock Ownership Trust, Saratoga Springs, New 

York, to acquire fifty additional shares of 473 

Broadway Holding Corporation and two 

thousand additional shares of The Adirondack 

Trust Company, both of Saratoga Springs, New 

York.

ADIRONDACK TRUST 

COMPANY EMPLOYEE STOCK 

OWNERSHIP TRUST, 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 January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending January 25, 2014

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 January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Aquesta Financial Holdings, Inc., Cornelius, 

North Carolina, to become a bank holding 

company through the acquisition of 100% of the 

voting securities of Aquesta Bank, Cornelius, 

North Carolina.

AQUESTA FINANCIAL 

HOLDINGS, INC.

Newspaper:

Federal Register:

CIC

Not available

Filings by 1) B. Scott White and Blaine Scott 02/14/2014

White, II, both of Castlewood, Virginia, The B. 

Scott White Trust, the sole trustee of which is 

B. Scott White, and Tiffany C. White, 

Evergreen, Colorado, to individually control 

over 10%; 2) Sky Investments, LLC, 

Castlewood, Virginia, with its members Tiffany 

C. White, Blaine S. White II, and The B. Scott 

White Trust, to control 4.9%; 3) SBTB, L.P., a 

proposed qualified family partnership, the 

partners of which are The B. Scott White Trust, 

Tiffany C. White and Blaine S. White, II to 

control 8.15%; 4) B. Scott White IRA to control 

.71% and; 5) the group acting in concert to 

control 19.58% of the outstanding common 

stock of New Peoples Bankshares, Inc., 

Honaker, Virginia, and thereby indirectly control 

New Peoples Bank, Inc., Honaker, Virginia.

NEW PEOPLES BANKSHARES, 

INC.

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending January 25, 2014

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:

* 3A1 Not available

01/17/2014

First Florida Bancorp, Inc., to become a bank 

holding company by acquiring 100 percent of 

the outstanding shares of First Florida Bank, 

both of Destin, Florida.

FIRST FLORIDA BANCORP, INC.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Franklin Synergy Bank, Franklin, Tennessee, to 01/21/2014

merge with MidSouth Bank, Murfreesboro, 

Tennessee.

FRANKLIN SYNERGY BANK

Newspaper:

Federal Register:

CIC Not available

02/12/2014

Prior change in control notice filed by Frank 

Joseph Hanna, Jr., of Summerville, Georgia, to 

acquire up to 9.99 percent of the outstanding 

shares of Urban Trust Holdings, Inc., and its 

subsidiary bank, Urban Trust Bank, both of 

Lake Mary, Florida. Total pro forma ownership 

will be 100 percent.

URBAN TRUST HOLDINGS, INC.

* 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 January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Farmers & Merchants Bank, Berlin, Wisconsin, 01/10/2014

to establish a branch facility located at 663 

Broadway Street, Berlin, Wisconsin.

FARMERS & MERCHANTS 

BANK, THE

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Iowa State Bank, Wapello, Iowa, to establish a 

branch facility to be located at 270 S 68th Street, 

West Des Moines, Iowa.

IOWA STATE BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

The Northern Trust Company, Chicago, Illinois, 

to establish a branch located at 301 Commerce 

Street, Fort Worth, Texas.

NORTHERN TRUST COMPANY, 

THE

* 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 January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

02/06/2014

The Ardath K. Solsrud 2012 Irrevocable Trust 

dated December 28, 2012, Robb B. Kahl, trustee, 

and The Glenn A. Solsrud 2012 Irrevocable 

Trust dated December 28, 2012, Robb B. Kahl, 

trustee, to each acquire 25% or more of the 

shares of Augusta Financial Corporation, 

Augusta, Wisconsin and thereby gain control 

of Unity Bank, Augusta, Wisconsin.

AUGUSTA FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

CIC Not available

02/06/2014

The Ardath K. Solsrud 2012 Irrevocable Trust 

dated December 28, 2012, Robb B. Kahl, trustee, 

and The Glenn A. Solsrud 2012 Irrevocable 

Trust dated December 28, 2012, Robb B. Kahl, 

trustee, to each acquire 25% or more of the 

shares of Caprice Corporation, Augusta, 

Wisconsin, and thereby gain control of Unity 

Bank North, Red Lake Falls, Minnesota.

CAPRICE CORPORATION

Newspaper:

Federal Register:

CIC 02/05/2014

02/12/2014

Notice by Gloria S. Sundquist, Cut Bank, 

Montana, to retain control of 10% or more of the 

voting shares of Dutton Bancorporation, Inc., 

Dutton, Montana, and thereby indirectly retain 

control of Dutton State Bank, Dutton, Montana. 

In addition, Carl E. Sundquist, Cut Bank, 

Montana; Mary Lou Gordon, Great Falls, 

Montana; and Carrie L. Vollrath, Conrad, 

Montana, to retain voting shares of Dutton 

Bancorporation, Inc., and thereby remain 

members of the Sundquist Family Group, which 

contols 10% or more of Dutton Bancorporation, 

Inc., Dutton, Monana. 

Notice by Mark Stephens, Dutton, Montana; 

Chris Stephens, Great Falls, Montana; Andrea 

S. Swing, Manhattan, Montana; and Tyler 

Stephens, Augusta, Montana, as a group acting 

in concert with Robert E. Stephens and Robert 

Stephens, Jr., to retain voting shares of Dutton 

Bancorporation, Inc. The Stephens Family 

Group controls 10% or more of Dutton 

Bancorporation, Inc., Dutton, Montana, which 

owns Dutton State Bank, Dutton, Montana.

DUTTON BANCORPORATION, 

INC.

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 01/31/2014

01/24/2014

Change in Control notice by Mary Kathryn 

Fleming, Shorewood, Wisconsin, to acquire 

control of 10% or more of the shares of 

Headwaters Bancorp, Inc., Land O' Lakes, 

Wisconsin and thereby control Headwaters 

Bank, Land O' Lakes, Wisconsin. Also Jerry L. 

Olk, Land O' Lakes, Wisconsin, individually and 

as trustee, Jerry L. Olk Revocable Trust, Land 

O'Lakes, Wisconsin; Thomas L. Olk, Stevens 

Point, Wisconsin, individually and as trustee, 

and Elise E. Olk, Stevens Point, Wisconsin, 

individually and as trustee, Thomas L. & Elise E. 

Olk Revocable Trust, Stevens Point, Wisconsin; 

Susan Joanne Olk, San Francisco, California, 

individually and as trustee, Susan Joanne Olk 

Revocable Trust, San Francisco, California; R. 

Joseph Olk Irrevocable Trust, James Fogle, 

trustee, both of St. Louis, Missouri; Hillary Olk 

Dutcher, St. Louis, Missouri; Nathaniel Wood 

Olk, Chesterfield, Missouri; and Molly Wellborn 

Olk, Boulder, Colorado, to acquire or retain 

shares of Headwaters Bancorp., Inc., Land O' 

Lakes, Wisconsin, and thereby become or 

remain members of the Olk family control group, 

which controls 25% or more of the shares of 

Headwaters Bancorp., Inc., Land O' Lakes, 

Wisconsin.

HEADWATERS BANCORP, INC.

Newspaper:

Federal Register:

CIC 02/10/2014

01/28/2014

Shirley R. Borgerding, Belgrade, Minnesota, 

individually and as part of the Borgerding 

Family Group acting in concert, to retain 25 

percent or more of the shares and thereby 

control of NASB Shares, Inc., Belgrade, 

Minnesota, and thereby indirectly retain control 

of North American State Bank, Belgrade, 

Minnesota. In addition, the Shirley R. 

Borgerding Trust, the George N. Borgerding 

Trust, and Marjorie Borgerding as trustee of the 

James R. Borgerding Trust of 1994, intend to 

apply to the Federal Reserve Board for 

permission to join the Borgerding Family Group. 

The Borgerding Family Group includes Shirley 

R. Borgerding; George N. Borgerding, Belgrade, 

Minnesota; the Shirley R. Borgerding Trust and 

its co-trustees, George and Shirley Borgerding; 

the George N. Borgerding Trust and its 

co-trustees, George and Shirley Borgerding; 

Brian Borgerding, Belgrade, Minnesota; Paul 

Borgerding; Willmar, Minnesota; The James R. 

Borgerding Trust of 1994 and its trustee, 

Marjorie Borgerding, Fort Worth, Texas; Mary 

Gerding, Chicago, Illinois; and the Mark E. 

Borgerding Trust and its trustee, Mark E. 

Borgerding, Belgrade, Minnesota.

NASB SHARES, INC.

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

02/12/2014

Change in Control notice by Robert Kruse, Saint 

Clair, Minnesota, and William Miller, Saint Peter, 

Minnesota, to each acquire control of 25% or 

more of the shares of Saint Clair Agency, Inc., 

Saint Clair, Minnesota, and thereby control 

Saint Clair State Bank, Saint Clair, Minnesota.

SAINT CLAIR AGENCY, INC.

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Stearns Financial Services, Inc., Employee Stock 

Ownership Plan, Saint Cloud, Minnesota, to 

retain and acquire additional stock and increase 

its ownership interest up to a maximum of 26% 

of Stearns Financial Services, Inc., Saint Cloud, 

Minnesota, and thereby indirectly increase its 

control of Stearns Bank National Association, 

Saint Cloud, Minnesota, Stearns Bank of 

Upsala, National Association, Upsala, 

Minnesota, and Stearns Bank of Holdingford, 

National Association, Holdingford, Minnesota.

STEARNS FINANCIAL 

SERVICES, INC. EMPLOYEE 

STOCK OWNERSHIP PLAN

* 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 January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

First Central Bank, Warrensburg, Missouri, to 

become a member of the Federal Reserve 

System.

FIRST CENTRAL BANK

Newspaper:

Federal Register:

CIC 01/31/2014

02/12/2014

Notice by Beth Ann Niketas, Plano, Texas; and 

Brian Shipp, Idabel, Oklahoma; as individuals, 

members of the Shipp family group, and/or as 

trustees of the following trusts: the Mackenzie 

Shipp Trust, the Harrison Shipp Trust, the 

Shelby Niketas Trust, the Craig Holman Trust, 

the Alec Niketas Trust, the John Niketas Trust, 

and the Kathryn Holman Trust, all of Idabel, 

Oklahoma (all of which were created under the 

Shipp Grandchildren Irrevocable Trust 

Agreement of 1996); to retain control of 

Southeast Capital Corporation, parent of Idabel 

National Bank, both in Idabel, Oklahoma.

SOUTHEAST CAPITAL 

CORPORATION

* 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 January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC

Not available

Linda Ellis McGarraugh, Perryton, Texas, 01/29/2014

individually, and together with Benjamin Drew 

Ellis, II, Perryton, Texas; Dennis Scott 

McGarraugh, Perryton, Texas; Drew S. 

McGarraugh, Edmond, Oklahoma; Kris 

McGarraugh Wooten, Edmond, Oklahoma; Carl 

W. Ellis, Imperial Beach, California, as Trustee 

of the Carl Ellis Separate Property FPB Stock 

Revocable Trust and as Co-Trustee of the Ellis 

Family Trust; and Julianne Ellis, Imperial Beach, 

California, as Co-Trustee of the Ellis Family 

Trust; the Carl Ellis Separate Property FPB 

Stock Revocable Trust, Perryton, Texas; and the 

Ellis Family Trust, Imperial Beach, California, to 

acquire 10 percent or more of the shares of 

FirstPerryton Bancorp, Inc., Perryton, Texas, 

and thereby indirectly, FirstBank Southwest, 

Amarillo, Texas.

FIRSTPERRYTON BANCORP, 

INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Frost Bank, San Antonio, Texas, to establish a 12/21/2013

branch located at 12700 Hill Country Blvd., Suite 

150, Bee Cave, Texas 78738.

FROST BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Frost Bank, San Antonio, Texas, to establish a 

branch at 7859 Walnut Hill Lane, Suite C-01, 

Dallas, Texas 75230.

FROST BANK

Newspaper:

Federal Register:

* 3A5 Not available

02/07/2014

Independent Bank Group, Inc., McKinney, 

Texas, to acquire by merger 100 percent of BOH 

Holdings, Inc., and indirectly acquire Bank of 

Houston, both of Houston, Texas.

INDEPENDENT BANK GROUP, 

INC.

Newspaper:

Federal Register:

* 3A1 02/08/2014

02/21/2014

SSB Bancshares, Inc., Anahuac, Texas, to 

become a bank holding company by acquiring 

100 percent of Security State Bank, Anahuac, 

Texas.

SSB 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 January 25, 2014

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

01/28/2014

Notice of Change in Control by Scott M. 

Browning, Salt Lake City, Utah; Sally W. 

Browning, Salt Lake City, Utah; Gay Browning, 

Salt Lake City, Utah; Diane B. Oblock, 

Richmond, Utah; James M. Browning, Salt Lake 

City, Utah; Eliza R. Browning, Salt Lake City, 

Utah; Hannah B. Oblock, Richmond, Utah; 

Alyson B. Oblock, Richmond, Utah; Jennifer H. 

Kawasaki, Gallatin Gateway, Montana; Christine 

H. Chambers, Tremonton, Utah; The Scott M. 

Browning Living Trust (Scott Browning and 

Sally Browning trustees), The Gay Browning 

Living Trust (Gay Browning and Scott 

Browning Trustees), The Diane B. Oblock 

Living Trust (Diane B. Oblock and Scott M. 

Browning Trustees), The First Utah Irrevocable 

Trust for benefit of Alyson B. Oblock (Alyson 

B. Oblock and Hannah B. Oblock Trustees), 

The First Utah Irrevocable Trust for benefit of 

Hannah B. Oblock (Hannah B. Oblock and 

Alyson B. Oblock Trustees), The First Utah 

Irrevocable Trust for benefit of James M. 

Browning (James M. Browning and Eliza R. 

Browning Trustees), The First Utah Irrevocable 

Trust for benefit of Eliza R. Browning (Eliza R. 

Browning and James M. Browning Trustees), 

The First Utah Irrevocable Trust for benefit of 

Robert T. W. Browning (James M. Browning 

and Eliza R. Browning Trustees), The First Utah 

Irrevocable Trust for benefit of Jennifer H. 

Kawasaki (Jennifer H. Kawasaki and Christine 

H. Chambers Trustees), The First Utah 

Irrevocable Trust for benefit of Christine H. 

Chambers (Christine H. Chambers and Jennifer 

H. Kawasaki Trustees), to acquire and retain 25 

percent or more of the voting shares of First 

Utah Bancorporation,and thereby indirectly 

acquire and retain voting shares of First Utah 

Bank, both of Salt Lake City, Utah.

FIRST UTAH 

BANCORPORATION

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 Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act