Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 50 

Week Ending December 10, 2011

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

Dodd-Frank Act Implementation -- statement by Governor Tarullo before the Senate 

Committee on Banking, Housing, and Urban Affairs on the Federal Reserve's 

implementation of the Dodd-Frank Act.

- Published, December 6, 2011

Bank Holding Companies

Brookline Bancorp, Inc., Brookline, Massachusetts -- to acquire Bancorp Rhode 

Island, Inc., Providence, Rhode Island, and Bank Rhode Island.

- Approved, December 7, 2011

Personnel

Division of International Finance -- appointment of Steven B. Kamin as director, 

effective December 11, 2011.

- Announced, December 8, 2011

Regulations and Policies

Market Risk Capital Rules -- publication for comment of amended interagency notice 

of proposed rulemaking to remove the use of credit ratings, in accordance with the 

Dodd-Frank Act, and incorporate alternative standards of creditworthiness to 

determine capital requirements for certain debt and securitization positions.

- Approved, December 7, 2011

Reserve Bank Operations

Reserve Bank Directors -- designation of chairs and deputy chairs of the twelve 

Federal Reserve Banks for 2012.

- Announced, December 5, 2011

H.2 Board Actions December 4, 2011 to December 10, 2011

(A/C) = Addition or Correction Board - Page 1 of 2
Enforcement

Waccamaw Bank, Whiteville, North Carolina -- issuance of a prompt corrective 

action directive with the consent of the bank.

- Announced, December 6, 2011

H.2 Board Actions December 4, 2011 to December 10, 2011

(A/C) = Addition or Correction Board - Page 2 of 2
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

OSD Office of Staff Director

December 4, 2011 to December 10, 2011

Bank Branches, Domestic

Bay Commercial Bank, Walnut Creek, California -- to establish a branch at 

960 School Street, Napa.

San Francisco

- Approved, December 7, 2011

Comerica Bank, Dallas, Texas -- to establish a branch at 5450 Jackson Drive, 

La Mesa, California.

Dallas

- Approved, December 6, 2011

Franklin Synergy Bank, Franklin, Tennessee -- to establish a branch at 

4930 Thoroughbred Lane, Brentwood.

Atlanta

- Approved, December 8, 2011

Bank Holding Companies

Bitterroot Holding Company, Lolo, Montana -- to merge with Ravalli County 

Bankshares, Inc., Hamilton, and thereby acquire Ravalli County Bank and increase 

its ownership of West One Bank, Kalispell.

Minneapolis

- Approved, December 8, 2011

DirecTex Holding Corp., Tyler, Texas -- to become a bank holding company and to 

acquire shares of Gladewater National Bank, Gladewater.

Dallas

- Approved, December 8, 2011

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

First Clover Leaf Financial Corp, Edwardsville, Illinois -- to become a bank holding 

company on conversion of First Clover Leaf Bank, FSB, Edwardsville, from a 

federal savings bank to a state-chartered commercial bank.

St. Louis

- Withdrawn, December 5, 2011

Lindoe, Inc., Ordway, Colorado -- to engage in lending activities.

Kansas City

- Approved, December 9, 2011

Security Federal Corporation, Aiken, South Carolina -- to become a bank holding 

company on conversion of Security Federal Bank, Aiken, from a federal savings 

bank to a state-chartered commercial bank.

Richmond

- Approved, December 8, 2011

Susquehanna Bancshares, Inc., Lititz, Pennsylvania -- to acquire Tower Bancorp, 

Inc., Harrisburg, and simultaneously to merge Graystone Tower Bank, Lancaster, 

with and into Susquehanna Bank, Lititz.

Philadelphia

- Approved, December 8, 2011

Bank Mergers

AltaPacific Bank, Santa Rosa, California -- to merge with Stellar Business Bank, 

Covina, and thereby acquire a branch.

San Francisco

- Approved, December 7, 2011

H.2 Actions under delegated authority December 4, 2011 to December 10, 2011

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

Citizens State Bancshares, Inc., Lankin, North Dakota -- to retain control of Citizens 

State and its subsidiary bank, Citizens State Bank of Lankin, Lankin.

Minneapolis

- Permitted, December 6, 2011

First Rushmore Bancorporation, Inc., Worthington, Minnesota -- change in bank 

control of First Rushmore and its subsidiary bank, First State Bank Southwest, 

Pipestone.

Minneapolis

- Permitted, December 5, 2011

Headwaters Bancorp, Inc., Land O' Lakes, Wisconsin -- change in bank control of 

Headwaters and its subsidiary bank, Headwaters State Bank, Land O' Lakes.

Minneapolis

- Returned, December 6, 2011

Extensions of Time

Peoples Bancshares, Inc., Mendenhall, Mississippi -- extension to January 8, 2012, to 

become a bank holding company and to acquire Peoples Bank, Mendenhall.

Atlanta

- Granted, December 8, 2011

Financial Holding Companies 

Cass Information Systems, Inc., Bridgeton, Missouri -- election to become a financial 

holding company.

St. Louis

- Effective, December 7, 2011

H.2 Actions under delegated authority December 4, 2011 to December 10, 2011

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

Federal Reserve Bank of Boston

Filings received during the week ending December 10, 2011

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 Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of New York

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Philadelphia

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

12/02/2011

Messrs. W. Kirk Wycoff, Philadelphia, PA, Ira 

M. Lubert, Philadelphia, PA, and James J. 

Lynch, Philadelphia, PA, collectively to acquire 

up to 18% of Continental Bank Holdings, Inc., 

Plymouth Meeting, PA.

Continental Bank

Newspaper:

Federal Register:

CIC Not available

12/02/2011

Arthur J. Kania, St. Davids, PA, to acquire up to 

23% of Franklin Security Bancorp, Inc., Wilkes 

Barre, PA.

FRANKLIN SECURITY 

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

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Richmond

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Bank of America, N.A., Charlotte, North 

Carolina, through its Edge Corporation, 

BankAmerica International Finance Corporation, 

San Francisco, California, to make an indirect 

investment of $110 million in Bank of America 

Mexico, S.A., Institucion de Banca Multiple, 

Mexico City, Mexico.

BANK OF AMERICA, 

NATIONAL ASSOCIATION

Newspaper:

Federal Register:

* Branch

Not applicable

Pioneer Bank, Stanley, Virginia, proposes to 12/22/2011

establish a branch at 1710 Seminole Trail, Suite 

4, Charlottesville, Virginia

PIONEER BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Sandy Spring Bank, Olney, Maryland, to 12/16/2011

establish a branch at 5250 Port Royal Road, 

Springfield, Virginia

SANDY SPRING BANK

Newspaper:

Federal Register:

4c8 Not applicable

Not available

Summit Financial Group, Moorefield, West 

Virginia, to purchase up to $5,000,000 interest in 

BAG Securities Fund, L.P., Austin, Texas

SUMMIT FINANCIAL GROUP, 

INC.

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

* 18C

* Branch

Not available

1st United Bancorp (Bancorp), Boca Raton, 

Florida, to merge with Anderen Financial, Inc., 

and thereby directly acquire its subsidiary, 

Anderen Bank (Bank), both of Palm Harbor, 

Florida. In addition, Bancorp's subsidiary, 1st 

United Bank, Boca Raton, Florida, will merge 

with Bank.

1ST UNITED BANCORP, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

CapitalMark Bank & Trust, Chattanooga, 

Tennessee, to establish the following branches: 

10 Church Street, Clevland, Tennessee, to be 

known as the Cleveland Branch and 231 

Jackson Square, Oak Ridge, Tennessee, to be 

known as the Oak Ridge Branch.

CAPITALMARK BANK & 

TRUST

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

American Trust & Savings Bank, Dubuque, 12/10/2011

Iowa, to establish a branch facility at 1422 9th 

Street, S.E., Dyersville, Iowa.

AMERICAN TRUST & SAVINGS 

BANK

Newspaper:

Federal Register:

* 3A1 Not available

12/30/2011

Burling Bancorp, Inc., Chicago, Illinois, to 

become a bank holding company by acquiring 

100 percent of the voting shares of Burling 

Bank, Chicago, Illinois.

BURLING BANCORP, INC.

Newspaper:

Federal Register:

CIC Not available

12/22/2011

Notice by the Carl E. Stukenholtz, Perry, Iowa, 

individually for approval to control more than 60 

percent, and acting in concert with James E. 

Wendl, Trustee of the James Wendl Revocable 

Trust, Panora, Iowa; Carol A. Wendl, Trustee of 

the Carol Wendl Revocable Trust, Panora, Iowa; 

Brian L. Thielges, Des Moines, Iowa; and Mary 

R. Thielges, Des Moines, Iowa, for approval to 

control more than 90 percent of the shares of 

Exchange Financial, Inc., Adair, Iowa, and 

thereby indirectly control Exchange State Bank, 

Adair, Iowa.

EXCHANGE FINANCIAL, INC.

Newspaper:

Federal Register:

* 3A1 Not available

01/06/2012

Inspire Bancshares, Inc., Tomah, Wisconsin, to 

become a bank holding company by acquiring 

100 percent of the voting shares of Community 

State Bank, Norwalk, Wisconsin.

INSPIRE BANCSHARES INC

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Pinnacle Bank, Marshalltown, Iowa, to purchase 

certain assets and assume certain liabilities of 

the Home Federal Savings Bank, Rochester, 

Minnesota, branch located at 1301 South 

County Road, Toledo, Iowa. Pinnacle Bank will 

establish an office at 1301 South County Road, 

Toledo, Iowa, upon consummation of the 

proposal.

PINNACLE BANK

Newspaper:

Federal Register:

CIC 12/20/2011

12/19/2011

Notice by the Schneidermann Family (George K. 

Schneidermann, Doris K. Schneidermann, Scott 

A. Schneidermann, Craig A. Schneidermann and 

Amy L. Schulte, all of Rock Rapids, Iowa), as a 

group acting in concert and George K. 

Schneidermann, individually, for approval to 

increase control to more than 25 percent of the 

shares of Rock Rivers Bancorp, Rock Rapids, 

Iowa, and thereby indirectly control Frontier 

Bank, Rock Rapids, Iowa.

ROCK RIVERS BANCORP

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

Federal Reserve Bank of Chicago

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 01/07/2012

12/27/2011

Alton Bancshares, Inc., Alton, Missouri, to 

acquire 100 percent of First Community Bank of 

the Ozarks, Branson, Missouri.

ALTON BANCSHARES, INC.

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 12/19/2011

12/16/2011

Change in Control Notice by the Eugene Joseph 

Welle Irrevocable HJW Trust, Hugh J. Welle, 

Trustee, Bemidji, Minnesota, and by Paulette E. 

Welle, Bemidji, Minnesota, for retroactive 

permission to join the Welle family shareholder 

group, which controls 25% or more of First 

Bemidji Holding Company, Bemidji, Minnesota, 

and thereby indirectly controls The First 

National Bank of Bemidji, Bemidji, Minnesota.

FIRST BEMIDJI HOLDING 

COMPANY

Newspaper:

Federal Register:

CIC 12/14/2011

12/09/2011

Change in Control Notice by Danita ("Kita") 

Louise McVay, Minneapolis, Minnesota, as 

executor of the M.D. McVay Estate, and Trustee 

of the Mary M. McVay Family Trust, the 

Elizabeth McVay Greene Irrevocable Trust, and 

the Marianna Marcelle Greene Irrevocable 

Trust, to retain 25% or more of the shares of 

Minnwest Corporation, Minnetonka, 

Minnesota. Jenny Lynn Verner, Victoria, 

Minnesota, Zachary Miller Zacek, Chicago, 

Illinois, Elizabeth McVay Greene, Brooklyn, New 

York, and Marianna Marcelle Greene, 

Minneapolis, Minnesota, to join the McVay 

Family Group, which controls 25% or more of 

the shares of Minnwest Corporation, 

Minnetonka, Minnesota, and thereby indirectly 

retain control of Minnwest Bank, M.V., 

Redwood Falls, Minnesota, Minnwest Bank 

South, Tracy, Minnesota, Minnwest Bank 

Luverne, Luverne, Minnesota, Minnwest Bank 

Central, Montevideo, Minnesota, Minnwest 

Bank Metro, Eagan, Minnesota, and Minnwest 

Bank Sioux Falls, Sioux Falls, South Dakota.

MINNWEST CORPORATION

Newspaper:

Federal Register:

* 3A1 Not available

01/03/2012

Mountain Iron Holdings, LLC, Buhl, Minnesota, 

to become a bank holding company by 

acquiring 100 percent of Timberland 

Bancorporation, Baxter, Minnesota, and thereby 

indirectly acquire First National Bank of Buhl, 

Buhl, Minnesota.

MOUNTAIN IRON HOLDINGS 

LLC

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Kansas City

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/19/2011

Oklahoma Bancshares Holdings, Inc., Norman, 

Oklahoma, to become a bank holding company 

through the acquisition of 100 percent of the 

voting shares of Town & Country Bancshares, 

Inc., parent of Oklahoma State Bank, both in 

Guthrie, Oklahoma.

OKLAHOMA BANCSHARES 

HOLDINGS, INC.

Newspaper:

Federal Register:

CIC 12/20/2011

12/19/2011

Notice by Gerald L. Lentfer, Firth, Nebraska; 

Steven J. Miller, Lincoln, Nebraska; and Thomas 

F. Oerter, Hickman, Nebraska, all as members of 

the Wilber Co. Voting Trust; and Steven J. 

Buchanan, Omaha, Nebraska, individually and 

as co-trustee of the Wilber Co. Voting Trust, to 

acquire control of Wilber Co., Lincoln, 

Nebraska, parent of First State Bank, Lincoln, 

Nebraska. Notice by Wilber Co., Lincoln, 

Nebraska, to redeem 19.72 percent of its 

outstanding common stock.

WILBER CO.

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

01/06/2012

Rockwall Bancshares, Inc., Rockwall, Texas, to 

become a bank holding company by acquiring 

100 percent of Northern Bancshares, Inc., 

Chillicothe, Texas, and therefore indirectly, The 

First National Bank of Chillicothe, Chillicothe, 

Texas.

ROCKWALL BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 3A3 12/05/2011

12/08/2011

Woodforest Financial Group Employee Stock 

Ownership Plan (with 401(k) Provisions) 

(Amended and Restated Effective March 1, 

2006) and the related Woodforest Financial 

Group Employee Stock Ownership Trust, The 

Woodlands, Texas, collectively the Applicant, 

to acquire up to 30 percent of Woodforest 

Financial Group, Inc., The Woodlands, Texas, 

and indirectly acquire Woodforest National 

Bank, Houston, Texas.

WOODFOREST FINANCIAL 

GROUP EMPLOYEE STOCK 

OWNERSHIP PLAN (WITH 

401(K) PROVISIONS) (AMENDED 

AND RESTATED EFF. 03/01/06)

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

Federal Reserve Bank of Dallas

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of San Francisco

Filings received during the week ending December 10, 2011

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

California Republic Bank, Newport Beach, 

California, to purchase certain assets and 

assume certain liabilities of the Westlake Village 

branch of National Bank of California, N.A., Los 

Angeles, California.

CALIFORNIA REPUBLIC BANK

Newspaper:

Federal Register:

* 3A3 Not available

12/05/2011

Carpenter Fund Manager GP, LLC, Carpenter 

Fund Management Company, LLC, Carpenter 

Community Bancfund, L.P., Carpenter 

Community BanFund -A, L.P., Carpenter 

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

CCFW, Inc., all of Irvine, California, and all 

existing controlling parties, to acquire more than 

24.9% of the voting securities of Pacific 

Mercantile Bancorp, Costa Mesa, California 

through an investment preferred and common 

shares of Pacific Mercantile Bancorp and 

thereby indirectly acquire additional voting 

shares of Pacific Mercantile Bank, Costa Mesa, 

California.

CARPENTER FUND MANAGER 

GP, LLC

Newspaper:

Federal Register:

CIC Not available

10/27/2011

Interagency Notice of Change in Control by 

Montlake Capital II, L.P, a limited partnership 

and Montlake Capital II-B, L.P., a limited 

partnership, Seattle, Washington, to acquire 

voting shares of Coastal Financial Corporation, 

and thereby indirectly acquire Coastal 

Community Bank, both of Everett, Washington; 

and 2)Coastal Financial Corporation and Coastal 

Community Bank, both of Everett, Washington 

to appoint Andrew Russell Dale as a Director.

COASTAL FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A3 Not available

4c8 12/30/2011

Grandpoint Capital, Inc., Los Angeles, 

California, to acquire 100 percent of Regents 

Bancshares, Inc., Vancouver, Washington, and 

thereby indirectly acquire Regents Bank NA,

La Jolla, California and 2) to acquire 100 percent 

of the equity interest of Peroria Holdings, LLC, 

Vancouver, Washington, and engage in loan 

servicing, extending credit and holding, 

management and disposial of OREO, pursuant 

to section 225.28(b)(1) of Reguation Y.

GRANDPOINT CAPITAL, 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