Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 44 

Week Ending November 3, 2012

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

Sumitomo Mitsui Financial Group, Inc., Tokyo, Japan, and Sumitomo Mitsui 

Banking Corporation -- to acquire up to 9.9 percent of the voting shares of The Bank 

of East Asia, Limited, Hong Kong SAR, People's Republic of China, which is a 

registered bank holding company (FRB Order No. 2012-11).

- Approved, October 31, 2012

Forms

Forms -- initial Board review to extend with revision the Consumer Satisfaction 

Questionnaire (FR 1379a), Federal Reserve Consumer Help (FRCH) - Consumer 

Survey (FR 1379b), and Consumer Online Complaint Form (FR 1379c), and 

Semiannual Report of Derivatives Activity (FR 2436); to extend without revision the 

Domestic Branch Notification (FR 4001); and to conduct the Central Bank Survey of 

Foreign Exchange and Derivatives Market Activity (FR 3036).

- Proposed, October 31, 2012

Monetary and Financial Policy

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

November 5, 2012.

- Announced, October 31, 2012

Personnel

Division of Research and Statistics -- joint appointment of Janice Shack-Marquez as 

deputy director in Research and Statistics and the Division of Monetary Affairs; 

appointment of Thomas Laubach as associate director; Michael Kiley as senior 

adviser in Research and Statistics and associate director in the Office of Financial 

Stability Policy and Research; Robin Prager as senior adviser; and Jeremy Rudd as 

adviser.

- Announced, November 2, 2012

H.2 Board Actions October 28, 2012 to November 3, 2012

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

Division of Reserve Bank Operations and Payment Systems -- appointment of Niel 

Willardson as acting deputy director.

- Approved, October 30, 2012

Office of the Secretary -- appointment of Angela Dirr as visiting assistant secretary.

- Announced, November 1, 2012

Office of the Secretary -- appointment of Margaret Shanks as deputy secretary.

- Announced, November 1, 2012

Enforcement

Liberty Bancorp of Georgia, Inc., Clayton, Georgia -- written agreement with the 

Federal Reserve Bank of Atlanta and the State of Georgia Department of Banking 

and Finance.

- Announced, November 1, 2012

Macatawa Bank Corporation, Holland, Michigan -- written agreement dated July 23, 

2010, terminated October 26, 2012.

- Announced, November 1, 2012

H.2 Board Actions October 28, 2012 to November 3, 2012

(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

October 28, 2012 to November 3, 2012

MA Monetary Affairs

Bank Branches, Domestic

Elmira Savings Bank, Elmira, New York -- to establish a branch at 404 South 

Hamilton Street, Village of Painted Post.

New York

- Approved, October 31, 2012

Fifth Third Bank, Cincinnati, Ohio -- to establish a temporary branch to operate 

November 12-16, 2012, at Highland Meadows Golf Club, 11330 Twin Eagles 

Boulevard, Naples, Florida.

Cleveland

- Approved, October 30, 2012

Bank Holding Companies

American Bancorporation, Inc., Sapulpa, Oklahoma -- to acquire The Highland 

Ban-Corp, Inc., Cleveland, and The Cleveland Bank; and for American Heritage 

Bank, Sapulpa, to merge with The Cleveland Bank, Cleveland, and thereby establish 

a branch.

Kansas City

- Approved, October 31, 2012

Exchange Bancorp of Missouri, Inc., Fayette, Missouri -- for Exchange Bancorp of 

Missouri and its parent company, Northern Missouri Bancshares, Inc., Unionville, to 

acquire Slater Bancshares, Inc., Slater, and State Bank of Slater; and for Exchange 

Bank of Missouri, Fayette, to merge with State Bank of Slater and thereby establish a 

branch.

Kansas City

- Approved, November 1, 2012

(A/C) = Addition or Correction Delegated - 1 of 6
Bank Holding Companies

Independent Bancshares, Inc. Employee Stock Ownership Plan, Red Bay, Alabama -- 

to acquire additional shares of Independent Bancshares, Inc., Red Bay, and its 

subsidiary, Community Spirit Bank.

Atlanta

- Approved, November 2, 2012

Umpqua Holdings Corporation, Portland, Oregon -- waiver of application to acquire 

Circle Bancorp, Novato, California, in connection with the merger of their respective 

subsidiaries, Umpqua Bank, Roseburg, Oregon, and Circle Bank, an industrial bank, 

Novato, California.

San Francisco

- Granted, October 31, 2012

Bank Mergers

Centennial Bank, Conway, Arkansas -- to purchase the assets and assume the deposit 

liabilities of Heritage Bank of Florida, Lutz, Florida, and thereby establish branches.

St. Louis

- Approved, November 2, 2012

Treaty Oak Bank, Austin, Texas -- to acquire through merger its affiliate, Northstar 

Bank of Texas, Denton, and thereby establish branches.

Dallas

- Approved, October 31, 2012

H.2 Actions under delegated authority October 28, 2012 to November 3, 2012

(A/C) = Addition or Correction Delegated - 2 of 6
Change in Bank Control

Duclarkee, Inc., Knoxville, Iowa -- change in bank control of Duclarkee and its 

subsidiary, Iowa State Savings Bank, Knoxville.

Chicago

- Permitted, November 1, 2012

Liberty Financial Services, St. Cloud, Saint Cloud, Minnesota -- change in bank 

control of Liberty Financial and its subsidiary, Liberty Savings Bank, FSB, Saint 

Cloud.

Minneapolis

- Returned, November 2, 2012

Extensions of Time

The Bryn Mawr Trust Company, Bryn Mawr, Pennsylvania -- extension to 

February 6, 2013, to purchase the assets and assume the liabilities of First Bank of 

Delaware, Wilmington, Delaware.

Philadelphia

- Granted, November 1, 2012

First Security Bancorp, Searcy, Arkansas -- extension to February 8, 2013, to 

increase its ownership in CrossFirst Holdings, LLC, Leawood, Kansas.

St. Louis

- Granted, October 30, 2012

Membership

Lawson Bank, Lawson, Missouri -- to become a member of the Federal Reserve 

System.

Kansas City

- Approved, October 30, 2012

H.2 Actions under delegated authority October 28, 2012 to November 3, 2012

(A/C) = Addition or Correction Delegated - 3 of 6
Savings and Loan Holding Companies

The Capital Group Companies, Inc., Los Angeles, California -- to deregister as a 

savings and loan holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

Curragh Capital Partners II L.P., New York, New York -- to deregister as a savings 

and loan holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

Davidson Companies, et al., Great Falls, Montana -- to deregister as savings and loan 

holding companies.

General Counsel and Director, BS&R

- Approved, October 31, 2012

Everence Holdings, Inc., Goshen, Indiana, and Everence Association, Inc. -- to 

deregister as savings and loan holding companies.

General Counsel and Director, BS&R

- Approved, October 31, 2012

FMR LLC, Boston, Massachusetts, and Fidelity Thrift Holding Company, Inc. -- to 

deregister as savings and loan holding companies.

General Counsel and Director, BS&R

- Approved, October 31, 2012

H.2 Actions under delegated authority October 28, 2012 to November 3, 2012

(A/C) = Addition or Correction Delegated - 4 of 6
Savings and Loan Holding Companies

Independence Holding Corporation, Franklin, Tennessee -- to deregister as a savings 

and loan holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

The Jones Financial Companies L.L.L.P., St. Louis, Missouri -- to deregister as a 

savings and loan holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

Massachusetts Mutual Life Insurance Company, Springfield, Massachusetts -- to 

deregister as a savings and loan holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

National Advisors Holdings, Inc., Overland Park, Kansas -- to deregister as a savings 

and loan holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

Prudential Financial Inc., Newark, New Jersey, and Prudential IBH Holdco, Inc. -- to 

deregister as savings and loan holding companies.

General Counsel and Director, BS&R

- Approved, October 31, 2012

H.2 Actions under delegated authority October 28, 2012 to November 3, 2012

(A/C) = Addition or Correction Delegated - 5 of 6
Savings and Loan Holding Companies

Robert M. Devlin Investment Trust, New York, New York -- to deregister as a 

savings and loan holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

TCV Financial Corp., Richmond, Virginia -- to deregister as a savings and loan 

holding company.

General Counsel and Director, BS&R

- Approved, October 31, 2012

H.2 Actions under delegated authority October 28, 2012 to November 3, 2012

(A/C) = Addition or Correction Delegated - 6 of 6
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Application by Greenfield Co-operative Bank, 

Greenfield, Massachusetts, to become a member 

of the Federal Reserve System pursuant to 

section 9 of the Federal Reserve Act and 

section 208.3 of Regulation H.

GREENFIELD CO-OPERATIVE 

BANK

Newspaper:

Federal Register:

* 3A1 Not available

Not available

New Hampshire Mutual Bancorp, Manchester, 

New Hampshire to become a mutual holding 

company through the acquisition of Meredith 

Village Savings Bank, Meredith, New 

Hampshire, pursuant to section 3(a)(1) of the 

BHC Act.

NEW HAMPSHIRE MUTUAL 

BANCORP

Newspaper:

Federal Register:

* 3A3 Not available

* 3A5 Not available

New Hampshire Mutual Bancorp, Manchester, 

New Hampshire, to acquire Merrimack Bancorp, 

MHC, Concord, New Hampshire, and its 

subsidiary bank, Merrimack County Savings 

Bank, Concord, New Hampshire, pursuant to 

sections 3(a)(3) and 3(a)(5) of the BHC Act.

NEW HAMPSHIRE MUTUAL 

BANCORP

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Application by Stoughton Co-Operative Bank, 

Stoughton, Massachusetts, to become a 

member of the Federal Reserve System pursuant 

to section 9 of the Federal Reserve Act and 

section 208.3 of Regulation H.

STOUGHTON CO-OPERATIVE 

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 November 3, 2012

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 November 3, 2012

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

 140018 LAFAYETTE AMBASSADOR BK, EASTON, PENNSYLVANIA 06/04/2012 10/25/2012 S Large Bank

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 November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Richmond

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Edgar L. Woods, Bluffton, South Carolina, to 

retain control of 34.70% of Atlantic Bancshares, 

Inc., Bluffton, South Carolina.

ATLANTIC BANCSHARES, INC.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banque Centrale Populaire, Casablanca, 

Morocco, to establish a representative office in 

Washington, D.C.

BANQUE CENTRALE 

POPULAIRE

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Live Oak Bancshares, Inc., Wilmington, North 

Carolina, to acquire 100% of the voting 

securities of Government Loan Solutions, Inc., 

Cleveland, Ohio, and thereby provide support 

services in connection with the settlement, 

accounting, and securitization processes for 

government guaranteed loans, including loans 

originated under the U.S. Small Business 

Adminstration loan programs and USDA loans.

LIVE OAK BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

11/08/2012

Tamra Wright Thomas, Winston Salem, North 

Carolina, to acquire up to 10.06% of Surrey 

Bancorp, Mount Airy, North Carolina.

SURREY BANCORP

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

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

 1009420 STELLARONE BK, CHRISTIANSBURG, VIRGINIA 04/09/2012 09/27/2012 S Large Bank

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 November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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

 3532641 SMARTBANK, PIGEON FORGE, TENNESSEE 06/11/2012 10/29/2012 S Int Sm Bank

 3546899 TRISUMMIT BK, KINGSPORT, TENNESSEE 04/30/2012 10/28/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

Interagency Bank Merger Application 

requesting approval of the merger of Bluestem 

National Bank, Fairbury, Illinois with and into 

Bank of Pontiac, Pontiac, Illinois.

BANK OF PONTIAC

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Central State Bank, Elkader, Iowa, to merge with 

Farmers Savings Bank, Walford, Iowa. As a 

result of the merger, Central State Bank, will 

establish a branch office at 345 Highway 151, 

Walford, Iowa.

CENTRAL STATE BANK

Newspaper:

Federal Register:

* 3A3 Not available

11/30/2012

First State Bancorp of Monticello, Employee 

Stock Ownership Plan, Monticello, Illinois, to 

increase its ownership of First State Bancorp of 

Monticello, Inc., Monticello, Illinois, from 25.51 

percent to 100 percent, and thereby increase its 

indirect ownership of First State Bank, 

Monticello, Illinois and First State Bank of 

Bloomington, Bloomington, Illinois.

FIRST STATE BANCORP OF 

MONTICELLO, INC. EMPLOYEE 

STOCK OWNERSHIP PLAN

Newspaper:

Federal Register:

* 3A3 11/14/2012

11/13/2012

Heartland Financial USA, Inc., Dubuque, Iowa, 

to acquire 100 percent of Heritage Bank, NA., 

Phoenix, Arizona.

HEARTLAND FINANCIAL USA, 

INC.

Newspaper:

Federal Register:

CIC Not available

11/20/2012

Notice by the group consisting of: JPMorgan 

Chase Bank, N.A., Naperville, Illinois as Trustee 

of the Jerry C. Bradshaw Family Trust - GST 

Non-Exempt Trust and the Jerry C. Bradshaw 

Family Trust - GST Exempt Trust; Charles M. 

Shea, Wilmette, Illinois, as committee member of 

the Jerry C. Bradshaw Family Trust - GST 

Non-Exempt Trust and the Jerry C. Bradshaw 

Family Trust - GST Exempt Trust; Molly Boed, 

Wassenaar, Netherlands, as committee member 

of the Jerry C. Bradshaw Family Trust - GST 

Non-Exempt Trust and the Jerry C. Bradshaw 

Family Trust - GST Exempt Trust; Betty J. 

Bradshaw, Wheaton, Illinois, as committee 

member of the Jerry C. Bradshaw Family Trust - 

GST Non-Exempt Trust and the Jerry C. 

Bradshaw Family Trust - GST Exempt Trust, to 

retain control of the outstanding shares of 

Marseilles Bancorporation, Inc., and thereby 

retain indirect control Marseilles Bank, both of 

Marseilles, Illinois.

MARSEILLES 

BANCORPORATION, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

The Northern Trust Company, Chicago, Illinois, 

to establish a branch facility to be located at 

14624 North Scottsdale Road, Scottsdale, 

Arizona.

NORTHERN TRUST COMPANY, 

THE

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

Federal Reserve Bank of Chicago

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

10/19/2012

Richard P. DelMedico, Ontario, Wisconsin, 

Doreen M. Dahl, Cashton, Wisconsin, Denise 

M. Gunderson, Byron, Minnesota, Diana M. 

Fischer, Reno, Nevada, and Debra M. Schmitz, 

Norwalk, Wisconsin, together as a group acting 

in concert, to retain control of 25 percent or 

more of the outstanding shares of Ontario 

Bancorporation, Inc., and thereby indirectly 

retain control of Bank of Ontario, both of 

Ontario, Wisconsin.

ONTARIO BANCORPORATION, 

INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Letter of application to establish a branch office 

at 9929 Lima Road, Fort Wayne, Indiana on or 

around 2/4/2013.

SALIN BANK AND TRUST 

COMPANY

Newspaper:

Federal Register:

* 4c8 Not available

11/30/2012

Talmer Bancorp, Inc., Troy, Michigan, requests 

approval to acquire First Place Bank, Warren, 

Ohio, a savings Association.

TALMER BANCORP INC.

Newspaper:

Federal Register:

CIC Not available

10/17/2012

Voting Trust and David E. Kirschner, 

Springfield, Illinois, as trustee of Voting Trust, 

to join the existing Kirschner Family Control 

Group through the acquisition of shares of 

Town and Country Financial Corporation, 

Springfield, Illinois, and thereby to indirectly 

acquire shares of Town and Country Bank, 

Springfield, Illinois, and Logan County Bank, 

Lincoln, Illinois.

TOWN AND COUNTRY 

FINANCIAL CORPORATION

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

10/22/2012

United Community MHC, Lawrenceburg, 

Indiana, proposes to convert to stock form and 

merge with United Community Bancorp, 

Lawrenceburg, Indiana, an existing savings and 

loan holding company. The existing United 

Community Bancorp will merge with a new 

company, also called United Community 

Bancorp, Lawrenceburg, Indiana, which will 

become a savings and loan holding company 

through the acquisition of 100 percent of the 

outstanding stock of United Community Bank, 

Lawrenceburg, Indiana, a federal savings bank.

UNITED COMMUNITY MHC

* 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

 139843 FIRST FARMERS B&T, CONVERSE, INDIANA 02/27/2012 10/20/2012 S Int Sm Bank

 716833 MARQUETTE BK, CHICAGO, ILLINOIS 05/09/2011 10/16/2012 O Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Cass Commercial Bank, Bridgeton, Missouri, to 11/16/2012

establish a branch facility to be located at 12412 

Powerscourt Drive, St. Louis, Missouri.

CASS COMMERCIAL BANK

Newspaper:

Federal Register:

CIC 11/20/2012

11/20/2012

R. Forest Taylor and Zora Taylor, Morgantown, 

Kentucky, as the largest individual 

shareholders, and in concert with their 

immediate family members (Sue Ann Bond, 

Louisville, Kentucky; Patty Jo Murphy, 

Alvaton, Kentucky; Callie Jo Cromer, New 

Orleans, Louisiana; Amanda Kay Johnson, 

Spring Hill, Tennessee; Emily Ann Romans, 

Russellville, Kentucky; Robert Daniel Taylor, 

Morgantown, Kentucky; and Sharon Kay 

Taylor, Morgantown, Kentucky), to gain control 

of 10 percent or more of Morgantown Deposit 

Bancorp, Inc., Morgantown, Kentucky.

MORGANTOWN DEPOSIT 

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

 192147 CITIZENS B&TC, VAN BUREN, ARKANSAS 07/09/2012 10/16/2012 S Int Sm Bank

 772745 FIRST ILLINOIS BK, EAST SAINT LOUIS, ILLINOIS 05/23/2011 10/22/2012 S Small Bank

 397755 LEGACY BK & TR CO, ROGERSVILLE, MISSOURI 07/09/2012 10/26/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/15/2012

Notice of Change in Control by the Philip G. 

Amundson 2012 Irrevocable Grantor Trust, 

Sioux Falls, South Dakota, Matt Amundson, 

Trustee, Hendricks, Minnesota, Angie Mixner, 

Trustee, Sioux Falls, South Dakota, and Blair 

Folkens, Trustee, Brandson, South Dakota, to 

acquire 25 percent or more of the shares of 

Beulah Bancorporation, Inc., Sioux Falls, South 

Dakota, and thereby indirectly acquire control 

of First Security Bank - West, Beulah, North 

Dakota, and Valley Bank and Trust, Mapleton, 

Iowa. In addition, Philip G. Amundson 2012 

Irrevocable Grantor Trust and its trustees, 

propose to join the Amundson Family group, 

which controls Beulah Bancorporation, Sioux 

Falls, South Dakota, and thereby indirectly 

controls, First Security Bank - West, Beulah, 

North Dakota, and Valley Bank and Trust, 

Mapleton, Iowa.

BEULAH BANCORPORATION, 

INC.

Newspaper:

Federal Register:

CIC Not available

10/30/2012

Robert B. Flood, Jr., Marquette, Michigan, and 

Susan Flood-Dziubinski, Crystal Falls, 

Michigan, each propose to acquire control of 25 

percent or more of the shares of C.F.C. Bancorp, 

Inc., Crystal Falls, Michigan, and thereby 

indirectly acquire First National Bank of Crystal 

Falls, Crystal Falls, Michigan. Additionally, 

these two individuals together with Susan J. 

Flood Revocable Living Trust, Crystal Falls, 

Michigan, Susan J. Flood-Dziubinski trustee; 

Mary Ann Flood Revocable Living Trust, 

Crystal Falls, Michigan, Robert B. Flood, Jr, and 

Susan J. Flood-Dziubinski, co-trustees; James 

Flood, Medford, Wisconsin; Lisa Flood, 

Marquette, Michigan; Mark A. Flood, Iron 

Mountain, Michigan; and Mark A. Flood 

Revocable Trust, Iron Mountain, Michigan, 

Mark A. Flood trustee as a group acting in 

concert to acquire 25 percent or more of the 

shares of C.F.C. Bancorp, Inc.

C.F.C. BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 11/23/2012

11/19/2012

Centra Ventures, Inc., Foley, Minnesota, to 

acquire 100 percent of Richmond Bank Holding 

Company, Richmond, Minnesota, and thereby 

indirectly acquire State Bank of Richmond, 

Richmond, Minnesota.

CENTRA VENTURES, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Notice of Change in Control by Jill M. Frei 

Trust, Wagner, South Dakota, (Security 

National Bank of South Dakota, Dakota Dunes, 

South Dakota, trustee; Jill M. Frei with power to 

vote shares), to acquire control of Commercial 

Holding Company, Wagner, South Dakota, and 

thereby indirectly acquire control of Commercial 

State Bank of Wagner, Wagner, South Dakota.

COMMERCIAL HOLDING 

COMPANY

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/14/2012

Change in Control Notice by Howard J. Rubin, 

Minneapolis, Minnesota, as Trustee of the 

Jeanie Rae Thorson 2012 Generation Skipping 

Trust, the Kristi Jo Jacobsen 2012 Generation 

Skipping Trust, and the Barbara Kay Billings 

2012 Generation Skipping Trust, Minneapolis, 

Minnesota (collectively "the three GSTs"), to 

acquire 25 percent or more of the shares of First 

LeRoy BanCorporation, Inc., LeRoy, Minnesota, 

and thereby indirectly acquire First State Bank 

Minnesota, LeRoy, Minnesota. In addition, the 

three GSTs intend to join the Hanson family 

shareholder group acting in concert which 

controls First LeRoy BanCorporation, Inc., and 

thereby indirectly controls First State Bank 

Minnesota.

FIRST LEROY 

BANCORPORATION, INC.

Newspaper:

Federal Register:

CIC Not available

11/02/2012

Retroactive Change in Control Notice by Quoin 

Financial Bank 401(K) Profit Sharing Plan, 

Miller, South Dakota (First Bank & Trust, 

Brookings, South Dakota, trustee; Tom, Jerry, 

and Garry Peterka with power to vote), and 

Goodman Group Management Deferred 

Compensation Rabbi Trust Plan, F/B/O Dan 

Peterka, Phoenix, Arizona (Wilmington Trust 

Retirement and Institutional Services Company, 

Phoenix, Arizona, trustee; Dan Peterka with 

power to vote), to join the Peterka Family Group 

which controls 25 % or more of the shares of M 

& H Financial Services Inc., Miller, South 

Dakota, and thereby indirectly controls Quoin 

Financial Bank, Miller, South Dakota.

M & H FINANCIAL SERVICES, 

INC.

Newspaper:

Federal Register:

CIC Not available

11/05/2012

Change in Control notice by Brooke L. Distad, 

Kasson, Minnesota, and Jeffrey C. Palmer, 

Mantorville, Minnesota, to acquire 25 percent or 

more of the shares of Palmer Bancshares, Inc., 

Kasson, Minnesota, and thereby indirectly gain 

control of Kasson State Bank, Kasson, 

Minnesota.

PALMER BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Profinium Financial to establish a detached 

facility to be located at 124 East Walnut Street, 

Suite 320, Mankato, Minnesota.

PROFINIUM FINANCIAL, INC.

Newspaper:

Federal Register:

CIC Not available

11/06/2012

Change in Control Notice by Paul Arnold 

Domke, Tulare, South Dakota; Rodney Domke, 

Highmore, South Dakota; Scott Allen Domke, 

Redfield, South Dakota; and Naomi Ruth 

Reinhardt, Wessington, South Dakota, to 

individually and as a group acting in concert, 

acquire control of Wessington Bankshares, Inc., 

Wessington, South Dakota, and thereby 

indirectly acquire control of Heartland State 

Bank, Redfield, South Dakota.

WESSINGTON BANKSHARES, 

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

 475354 FARMERS ST BK, VICTOR, MONTANA 07/09/2012 10/24/2012 S Int Sm Bank

 680457 YELLOWSTONE BK, LAUREL, MONTANA 06/04/2012 10/09/2012 S Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Kansas City

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

11/16/2012

American State Bancshares, Inc., Great Bend, 

Kansas, to acquire 100 percent of the voting 

shares of Holcomb Bancshares, Inc., Holcomb, 

Kansas, the parent company of First National 

Bank of Holcomb, Holcomb, Kansas.

AMERICAN STATE 

BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

11/20/2012

Notice submitted by Gentner Drummond and 

Wendy Drummond, both of Tulsa, Oklahoma; 

and Jonathan Drummond, Stillwater, Oklahoma, 

as a group acting in concert, to acquire control 

of Cache Holdings, Inc., Broken Arrow, 

Oklahoma, parent of Patriot Bank, Broken 

Arrow, Oklahoma.

CACHE HOLDINGS, INC.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

KCB Bank, Kearney, Missouri, to purchase 11/08/2012

certain assets and assume certain liabilities of 

Northland National Bank, Gladstone, Missouri, 

and incident thereto, to establish branches in 

Gladstone, Missouri and Overland Park, 

Kansas.

KCB BANK

Newspaper:

Federal Register:

CIC Not available

Not available

Notice submitted by G. Jeffrey Records, Jr., 

Oklahoma City, Oklahoma, as trustee, to acquire 

control of the Martha E. Records 2009 GST 

Exempt Family Trust, the Martha E. Records 

2009 Non-Exempt Family Trust, the Kathryn R. 

Ryan 2007 GST Exempt Family Trust, the 

Kathryn R. Ryan 2007 Non-Exempt Family Trust, 

and the George J. and Nancy J. Records 1990 

Irrevocable Trust, all of Oklahoma City, 

Oklahoma, and thereby acquire control of 

additional shares of Midland Financial Co., 

parent of MidFirst Bank, both of Oklahoma City, 

Oklahoma.

MARTHA E. RECORDS 2009 GST 

EXEMPT FAMILY TRUST

Newspaper:

Federal Register:

CIC Not available

11/08/2012

Notice submitted by The E.L. Burch Irrevocable 

Trust of 2012, Parkville, Missouri, together with 

its trustees, Kyle Burch, Parkville, Missouri, and 

Michele Jones, Overland Park, Kansas, to 

acquire control of Platte County Bancshares, 

Inc., Platte City, Missouri, parent of Platte 

Valley Bank of Missouri, Platte City, Missouri.

PLATTE COUNTY 

BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

11/13/2012

Notification by Number One-A Irrevocable 

Trust, Number Two-A Irrevocable Trust, and 

John A. Fox, trustee, all of Denver, Colorado, to 

become members of the Sturm control group 

and thereby acquire control of Sturm Financial 

Group, Inc., parent of ANB Bank, both in 

Denver, Colorado.

STURM FINANCIAL GROUP, 

INC.

Newspaper:

Federal Register:

* 3A1

Not available

Townsend Holding Company to become a bank 12/01/2012

holding company through the acquisition of 100 

percent of the outstanding voting shares of 

Bank of Grove, both in Grove, Oklahoma.

TOWSEND 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

 804758 BANK VI, SALINA, KANSAS 07/23/2012 10/23/2012 S Small Bank

 114859 FIRST BK&TC, MINDEN, NEBRASKA 07/09/2012 10/08/2012 S Small Bank

 524953 FIRST PRYORITY BK, PRYOR, OKLAHOMA 07/16/2012 10/17/2012 S Small Bank

 666657 GUARANTY B&TC, DENVER, COLORADO 06/18/2012 10/04/2012 O Large Bank

 865759 UNION ST BK, CLAY CENTER, KANSAS 07/09/2012 10/08/2012 S Small Bank

 728452 VERUS BK NA, DERBY, KANSAS 06/11/2012 10/10/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 11/20/2012

11/19/2012

Circle I Bank Group, Inc., Amarillo, Texas, to 

become a bank holding company through 

merger, acquiring 100 percent of the 

outstanding shares of Western Bancshares, 

Inc., Coahoma, Texas, and indirectly acquire 100 

percent of the outstanding shares of Western 

Bank, Coahoma, Texas.

CIRCLE I BANK GROUP, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

Community Trust Bank, Choudrant, Louisiana, 10/31/2012

to establish a branch to be located at 203 

Promenade Boulevard, Flowood, Mississippi 

39232.

COMMUNITY TRUST BANK

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

HCSB, A State Banking Association, Plainview, 

Texas, to merge with affiliate Citizens Bank, 

Slaton, Texas, and to establish 5 branches of 

Citizens Bank, Slaton, Texas, as branches of 

HCSB, A State Banking Association, Plainview, 

Texas.

HCSB, A STATE BANKING 

ASSOCIATION

Newspaper:

Federal Register:

Member Not applicable

Not applicable

The Mason National Bank, Mason, Texas, to 

become a member of the Federal Reserve 

System through the conversion from a national 

bank charter.

MASON NATIONAL BANK, THE

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Veritex Community Bank, N.A., Dallas, Texas, to 

become a member of the Federal Reserve 

System through the conversion from a national 

bank charter.

VERITEX COMMUNITY BANK, 

NATIONAL ASSOCIATION

* 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 November 3, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

10/30/2012

Notice by Thomas Galt Atwood, Glen Ellen, 

California, and Cypress Abbey Company, 

Colma, California, to retain 10 percent or more of 

the outstanding shares of capital stock of FNB 

Bancorp, and thereby indirectly retain 10 perent 

or more of the voting shares of First National 

Bank of Northern California, both of South San 

Francisco, California.

FNB BANCORP

Newspaper:

Federal Register:

CIC Not available

11/21/2012

Notice of Change in Control by Barbara Marie 

Kershaw, Newport Beach, California, to retain 

her controlling interest of approximately 17.1% 

of the voting common stock of Malaga Financial 

Corporation and thereby indirectly Malaga 

Bank, FSB, both of Palos Verdes Estates, 

California.

MALAGA FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 18C

Not applicable

Pacific Premier Bank, Costa Mesa, California, 11/18/2012

proposes to acquire the assets and assume the 

liabilities of First Associations Bank, Dallas, 

Texas.

PACIFIC PREMIER BANK

Newspaper:

Federal Register:

* 3A1 Not available

11/30/2012

Sound Financial Bancorp, Inc., Seattle, 

Washington, to become a bank holding 

company through the conversion of Sound 

Community Bank from a federal stock savings 

bank to a state chartered commercial bank, both 

of Seattle, Washington.

SOUND FINANCIAL BANCORP, 

INC.

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

Federal Reserve Bank of San Francisco

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

 243375 BONNEVILLE BK, PROVO, UTAH 06/04/2012 10/16/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act