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 2, 2013

Board of Governors of the Federal Reserve System, Washington, DC 20551
Banking Supervision & Regulation

Market Risk Capital Rule -- requests by BOK Financial Corporation, Tulsa,

Oklahoma, and Franklin Resources, Inc., San Mateo, California, to be excluded from

the requirements of the Board's market risk capital rule.

- Granted, October 31, 2013

Forms

Forms -- initial Board review to extend with revision the Domestic Finance Company

Report of Consolidated Assets and Liabilities (FR 2248).

- Proposed, October 30, 2013

Reserve Bank Services

Federal Reserve Priced Services -- 2014 private sector adjustment factor and fee

schedules for priced services and electronic access.

- Approved, October 30, 2013

Enforcement

First Community Bank, Glasgow, Montana -- written agreement dated November 29,

2010, terminated October 25, 2013.

- Announced, October 29, 2013

United Bank Limited, Karachi, Pakistan, and its New York, New York, Branch --

written agreement with the Federal Reserve Bank of New York.

- Announced, October 31, 2013

H.2 Board Actions October 27, 2013 to November 2, 2013

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

BS&R

C&CA

FOMC

Banking Supervision and Regulation

Consumer and Community Affairs

Federal Open Market Committee

RBOPS Reserve Bank Operations and Payment Systems

IF International Finance

October 27, 2013 to November 2, 2013

MA Monetary Affairs

Bank Branches, Domestic

Empire State Bank, Newburgh, New York -- to establish a branch at

8701 3rd Avenue, Brooklyn.

New York

- Approved, October 30, 2013

Bank Holding Companies

CIT Group, Inc., Livingston, New Jersey -- relief from a commitment.

Director, BS&R

- Granted, October 31, 2013

First Merchants Corporation, Muncie, Indiana -- to acquire CFS Bancorp, Inc.,

Munster, and thereby acquire control of Citizens Financial Bank, a federal savings

bank.

Chicago

- Approved, October 28, 2013

First Okmulgee Corporation, Okmulgee, Oklahoma -- for its subsidiary, Coffeyville

Bancorp, Inc., Coffeyville, Kansas, to acquire Coffeyville Financial Corporation,

Omaha, Nebraska, and Condon Bank & Trust, Coffeyville, Kansas; and for First

Okmulgee Corporation to thereby indirectly acquire both institutions.

Kansas City

- Approved, October 31, 2013

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

Independent Bank Group, Inc., McKinney, Texas -- to acquire Live Oak Financial

Corp., Dallas, and thereby acquire Live Oak State Bank.

Dallas

- Approved, October 31, 2013

Larch Bancorporation Inc., Larchwood, Iowa -- waiver of application to acquire

Security Savings Bank, Canton, South Dakota, an interim bank formed to merge with

Larch's subsidiary, Security Savings Bank, Larchwood, Iowa, to facilitate the

conversion of its state charter from Iowa to South Dakota.

Chicago

- Granted, November 1, 2013

Prosperity Bancshares, Inc., Houston, Texas -- waiver of application to acquire

FVNB Corp., Victoria, in connection with the merger of their respective subsidiaries,

Prosperity Bank, El Campo, and First Victoria National Bank, Victoria.

Dallas

- Granted, October 30, 2013

Virginia National Bankshares Corporation, Charlottesville, Virginia -- to become a

bank holding company by acquiring Virginia National Bank, Charlottesville.

Richmond

- Approved, October 29, 2013

Bank Mergers

Texas First Bank, Texas City, Texas -- to acquire by merger Hull State Bank, Hull,

and to establish branches at 100 Walnut Lane, Hull, and 2103 North Main Street,

Liberty.

Dallas

- Approved, October 30, 2013

H.2 Actions under delegated authority October 27, 2013 to November 2, 2013

(A/C) = Addition or Correction Delegated - 2 of 3
Banks, Nonmember, and Miscellaneous Institutions

Cerberus Capital Management, L.P., New York, New York -- relief from a

commitment.

Director, BS&R

- Granted, November 1, 2013

Change in Bank Control

Cornerstone Financial Corporation, Mount Laurel, New Jersey -- change in bank

control of Cornerstone Financial Corporation and its subsidiary, Cornerstone Bank,

Mount Laurel.

Philadelphia

- Permitted, October 28, 2013

Extensions of Time

Community & Southern Holdings, Inc., Atlanta, Georgia -- commenter's request to

extend the comment period on the application to acquire Verity Capital Group, Inc.,

Winder, and thereby acquire Verity Bank.

Secretary

- Denied, October 28, 2013

Regulations and Policies

Regulation D (Reserve Requirements of Depository Institutions) -- annual indexation

of the reserve requirement exemption amount, low reserve tranche, nonexempt

deposit cutoff level, and reduced reporting limit for 2014.

Director, MA

- Approved, October 30, 2013

H.2 Actions under delegated authority October 27, 2013 to November 2, 2013

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

Federal Reserve Bank of Boston

Filings received during the week ending November 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Application by Southbridge Savings Bank, 

Southbridge, 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.

SOUTHBRIDGE 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 November 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

PWI Not applicable

Not applicable

Goldman Sachs Bank USA, New York, New 

York, seeks prior approval for a public welfare 

investment.

GOLDMAN SACHS BANK USA

* 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 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 4c8 11/23/2013

11/25/2013

GNB Financial Services Inc., Gratz, PA, to merge 

with Liberty Centre Bancorp, Inc., Pottsville, 

PA, and thereby indirectly acquire Liberty 

Savings Bank, FSB, Pottsville, PA.

GNB FINANCIAL SERVICES, INC.

Newspaper:

Federal Register:

CIC Not available

11/12/2013

Robert T. Strong and Kathleen M. Strong, 

Southampton, PA, Brad C. Strong Cheltenham, 

PA, Julie M. Strong, Richboro, PA, Aimee K. 

Ott, Newtown, PA and Lawrence M. Ott, 

Langhorne, PA, to retain jointly 11.7% 

ownership of Quaint Oak Bancorp, Inc., 

Southampton, PA, and to potentially acquire up 

to 24.9%.

QUAINT OAK BANCORP INC

Newspaper:

Federal Register:

CIC Not available

11/12/2013

Amended and Restate Quaint Oak Bancorp, Inc. 

Employee Stock Ownership Plan, Southampton, 

PA, John J. Augustine, individually and trustee, 

and Dolores T. Augustine, both of Lansdale, 

PA, and Diane J. Colyer, individually and 

trustee, and Herbert C. Colyer, Jr., both of 

Feasterville, PA, to retain 16.0 percent 

ownership of the common stock of Quaint Oak 

Bancorp, Inc., Southampton, PA and potentially 

acquire up to 24.9 percent.

QUAINT OAK BANCORP INC

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending November 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Cleveland

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for 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 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 11/25/2013

11/29/2013

Cardinal Financial Corporation, McLean, 

Virginia, proposes to acquire 100% of the voting 

securities of United Financial Banking 

Companies, Inc., Vienna, Virginia, and thereby 

indierctly acquire The Business Bank, Vienna 

Virginia.

CARDINAL FINANCIAL 

CORPORATION

* 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

 744573 LIBERTY BK OF MD, BALTIMORE, MARYLAND 07/22/2013 10/17/2013 S Small Bank

 1401387 OLD LINE BK, BOWIE, MARYLAND 07/08/2013 10/16/2013 S Int Sm 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 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

08/08/2013

Banco De Credito E Inversiones, Empresas Juan 

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

Inversiones Baquio LTDA., Inversiones Nueve 

LTDA., and Administraciones Baquio LTDA., 

all of Santiago, Chile, to become bank holding 

companies by acquiring 100 percent of CM 

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

its subsidiary, City National Bank of Florida, 

Miami, Florida.

BANCO DE CREDITO E 

INVERSIONES S.A.

Newspaper:

Federal Register:

CIC Not available

Not available

After-the-fact change in control notice filed by 

Ben F. Easterlin IV and Tommye B. Easterlin, 

both of Atlanta, Georgia, to retain 27.63 percent 

of the outstanding shares of CBA Bankshares, 

Inc., and Citizens Bank of Americus, both of 

Americus, Georgia.

CBA BANKSHARES, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

First Vision Bank of Tennessee, Tullahoma, 

Tennessee, to establish a branch located at 303 

West Main Street, Murfreesboro, Tennessee.

FIRST VISION BANK OF 

TENNESSEE

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

First Vision Financial, Inc., notice to become a 

bank holding company by acquiring First Vision 

Bank of Tennessee, both of Tullahoma, 

Tennessee.

FIRST VISION FINANCIAL, INC.

Newspaper:

Federal Register:

CIC Not available

11/07/2013

After the fact change in control notice filed by 

Jane Bryant Banks, Mary Banks Garnand, James 

Banks Garnand, Daniel Michael Garnand, all of 

Eutaw, Alabama, to collectively retain 16.6 

percent of the outstanding voting shares of 

common stock of Merchants and Farmers 

Bancshares, Inc., and its subsidiary, Merchants 

& Farmers Bank of Greene County, both of 

Eutaw, Alabama.

MERCHANTS AND FARMERS 

BANCSHARES, INC.

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

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

an international representative-administrative 

office located in Miami, Florida.

NCG BANCO, S.A.

Newspaper:

Federal Register:

* 3A1 11/25/2013

11/25/2013

Southern Community Bancshares, Inc. 

Employee Stock Ownership Plan, to increase its 

ownership of Southern Community Bancshares, 

Inc. from 24.27 percent to 51 percent, and 

thereby increase its indirect ownership of First 

Community Bank of Cullman, all of Cullman, 

Alabama.

SOUTHERN COMMUNITY 

BANCSHARES, INC. EMPLOYEE 

STOCK OWNERSHIP PLAN

* 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

 655839 CCB CMNTY BK, ANDALUSIA, ALABAMA 07/15/2013 10/28/2013 S Int Sm 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 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Central Bank, Storm Lake, Iowa, to purchase the 

assets and assume the liabilities of seven 

branch offices of Liberty Bank, FSB, West Des 

Moines, Iowa. In conjunction, Central Bank will 

establish 7 branch offices.

CENTRAL BANK

Newspaper:

Federal Register:

CIC Not available

11/12/2013

Filing by D. Robert Downing, Indianola, Iowa, 

to gain control of Central South Bancorporation, 

Inc., Indianola, Iowa, and thereby Peoples 

Savings Bank, Indianola, Iowa.

CENTRAL SOUTH 

BANCORPORATION, INC.

Newspaper:

Federal Register:

* SLHC 

Formation

10/06/2013

09/17/2013

Edgewater Bancorp, Inc., St. Joseph, Michigan, 

to become a savings and loan holding company 

through the acquisition of all of the outstanding 

voting stock of Edgewater Bank, St. Joseph, 

Michigan. The savings and loan holding 

company will be formed in connection with the 

proposed mutual-to-stock conversion of 

Edgewater Bank, a federally chartered mutual 

savings bank.

Edgewater Bancorp, Inc.

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Hinsdale Bank & Trust Company, Hinsdale, 11/27/2013

Illinois, to purchase the assets and assume the 

liabilities of a branch, and will continue to 

operate a branch, located at 501 West Lake 

Street, Elmhurst, Illinois; from North Shore 

Community Bank & Trust Company, Wilmette, 

Illinois.

HINSDALE BANK & TRUST 

COMPANY

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Iowa State Bank, Hull, Iowa, to merge with Iowa 

State Bank, Remsen, Iowa. As a result of this 

merger, Iowa State Bank, Hull, Iowa, will 

establish a branch office at 17 West 2nd Street, 

Remsen, Iowa.

IOWA STATE BANK

Newspaper:

Federal Register:

CIC Not available

11/12/2013

The McKee Family Trust with David H. McKee 

as special voting trustee, and David H. McKee, 

individually and as special voting trustee of the 

McKee Family Trust, to acquire 25 percent or 

more of the voting shares of Midstate Financial 

Corporation, and thereby indirectly acquire 

control of Hendricks County Bank and Trust 

Company, both of Brownsburg, Indiana; and 

the McKee Family Trust with David H. McKee 

as special voting trustee to join the existing 

McKee Norris Family Control Group through 

the acquisition of shares of Midstate Financial 

Corporation and the indirect acquisition of 

shares of Hendricks County Bank and Trust 

Company.

MIDSTATE FINANCIAL 

CORPORATION

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

Federal Reserve Bank of Chicago

Filings received during the week ending November 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 11/06/2013

11/15/2013

Notice of Change in Bank Control by E. David 

Locke, as Trustee of the E. David Locke 

Beneficiary Grantor Trust, Middleton, 

Wisconsin, individually, and as part of a group 

acting in concert with E. David Locke, E. David 

Locke, as Trustee of Ahren F. Locke 2004 

Grantor Trust, E. David Locke, as Trustee of 

Brendan S. Locke 2004 Grantor Trust and E. 

David Locke, as Trustee of Meredith C. Locke 

2004 Grantor Trust, all of Middleton, Wisconsin, 

to acquire a controlling interest in Northern 

Bankshares, Inc., McFarland, Wisconsin and its 

subsidiary, McFarland State Bank, McFarland, 

Wisconsin.

NORTHERN BANKSHARES, INC.

Newspaper:

Federal Register:

* 3A3 Not available

11/18/2013

Notice by Talmer Bancorp, Inc., Troy, Michigan, 

to acquire Michigan Commerce Bank, Ann 

Arbor, Michigan.

TALMER BANCORP INC.

* 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

 716833 MARQUETTE BK, CHICAGO, ILLINOIS 05/20/2013 10/30/2013 O Large Bank

 210434 NORTHERN TC, CHICAGO, ILLINOIS 06/25/2012 10/30/2013 O Large Bank

 2744063 TOWER B&TC, FORT WAYNE, INDIANA 04/29/2013 10/26/2013 S Int Sm 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 2, 2013

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

 311845 ARVEST BK, FAYETTEVILLE, ARKANSAS 04/15/2013 10/28/2013 S Large 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 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

11/25/2013

Abdo Investments, Inc., Edina, Minnesota, to 

retain additional voting shares and acquire 

additional warrants on voting shares, thereby 

increasing its ownership interest to 28.00%, of 

Rivers Ridge Holding Company, Edina, 

Minnesota, which owns BankVista, Sartell, 

Minnesota.

ABDO INVESTMENTS, INC.

Newspaper:

Federal Register:

CIC Not available

11/15/2013

Change in Control Notice by Jay Abdo, 

Bloomington, Minnesota; Melody Borth, 

Mankato, Minnesota; Jill Hansen, Edina, 

Minnesota; Lynne Abdo, Norwalk, 

Connecticut; James Abdo, Edina, Minnesota; 

John Abdo, Saint Paul, Minnesota; and Paul 

Abdo, Edina, Minnesota, to retain 10% or more 

of the voting shares of Abdo Investments, Inc., 

Edina, Minnesota, and thereby indirectly retain 

control of Rivers Ridge Holding Company, 

Edina, Minnesota, which owns BankVista, 

Sartell, Minnesota.

ABDO INVESTMENTS, INC.

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Choice Financial Holdings, Inc., Grafton, North 

Dakota, to acquire 100% of Great Plains National 

Bank, Belfield, North Dakota.

CHOICE FINANCIAL HOLDINGS, 

INC.

Newspaper:

Federal Register:

* 3A3 Not available

11/29/2013

Independent Bancshares, Inc., Clarkfield, 

Minnesota, to acquire 100 percent of The 

Citizens State Bank of Olvia, Olivia, Minnesota.

INDEPENDENT BANCSHARES, 

INC.

Newspaper:

Federal Register:

CIC Not available

10/31/2013

Retroactive change in control notice by Karen 

Neidhardt, Tampa, Florida, individually and as 

trustee, to retain 25% or more of the shares and 

thereby control of Jorgenson Holding 

Company, Inc., Kenmare, ND. Jorgenson 

Holding Company controls State Bank and 

Trust of Kenmare, Kenmare, ND, and The 

Citizens State Bank at Mohall, Mohall, ND. In 

addition, Ann Lenore Musser Irrevocable Trust, 

Kenmare, ND, Karen Neidhardt and Jane Farris, 

co-trustees and Jane Ellen Neidhardt 

Irrevocable Trust, Kenmare, ND, Karen 

Neidhardt and Ann Musser, co-trustees are 

filing notice to retain shares of Jorgenson 

Holding Company and thereby join the 

Jorgenson family group that controls 25% or 

more of Jorgenson Holding Company.

JORGENSON HOLDING 

COMPANY

Newspaper:

Federal Register:

* 3A3 11/18/2013

11/15/2013

Lake Shore III Corporation, Glenwood City, 

Wisconsin, to acquire 100 percent of Union 

Bank of Blair, Blair, Wisconsin.

LAKE SHORE III CORPORATION

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Peoples Bank of Wisconsin, Hayward, 

Wisconsin, to merge with Summit Community 

Bank, Maplewood, Minnesota, and incident 

thereto, establish a branch.

PEOPLES BANK OF WISCONSIN

* 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

 450959 SECURITY FNCL BK, DURAND, WISCONSIN 07/15/2013 10/29/2013 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 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 11/16/2013

11/22/2013

Adams Dairy Bancshares, Inc. to become a bank 

holding company through the acquisition of 100 

percent of the voting shares of Adams Dairy 

Bank, both in Blue Springs, Missouri.

ADAMS DAIRY BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 3A3 Not available

12/02/2013

Banner County Ban Corporation Employee 

Stock Plan and Trust, to acquire up to an 

additional 11.17 percent for a total of 40.78 

percent of the voting shares of Banner County 

Ban Corporation, parent of Banner Capital Bank, 

all of Harrisburg, Nebraska.

BANNER COUNTY BAN 

CORPORATION EMPLOYEE 

STOCK PLAN AND TRUST

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Enterprise Bank, N.A., Omaha, Nebraska, to 

retain its membership in the Federal Reserve 

System following its conversion from a national 

to a state charter.

ENTERPRISE BANK, NATIONAL 

ASSOCIATION

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Farmers State Bank, Wallace, Nebraska, to 

establish a branch at 410 Rodeo Road, North 

Platte, Nebraska.

FARMERS STATE BANK

Newspaper:

Federal Register:

CIC Not available

10/15/2013

Notification by D Frank Plater, Jr., Oklahoma 

City, Oklahoma, to acquire control of FSB 

Investments, LLC, parent of The First State 

Bank, all of Oklahoma City, Oklahoma.

FSB INVESTMENTS, LLC

Newspaper:

Federal Register:

* 3A3 Not available

12/02/2013

Geneva State Company, Geneva, Nebraska, to 

acquire 100 percent of the voting shares of and 

to merge with Riverdale Bancshares, Inc., parent 

of State Bank of Riverdale, both in Riverdale, 

Nebraska.

GENEVA STATE 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

 550952 RSNB BK, ROCK SPRINGS, WYOMING 07/29/2013 10/29/2013 S Int Sm 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 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8 08/13/2013

Ford Financial Fund II, L.P., Ford Management 

II, L.P., Ford Ultimate Management II, LLC, 2009 

TCRT, GJF Financial Management II, LLC, Ford 

Fund Investment LP, and LR Acquisition 

Company LLC, all of Dallas, Texas, each to 

become a bank holding company by directly or 

indirectly acquiring control of Metropolitan 

National Bank, Little Rock, Arkansas. 

Additionally, 2009 TCRT; GJF Financial 

Management II, LLC; Ford Ultimate 

Management II, LLC; and Ford Management II, 

L.P., all of Dallas, Texas, propose to engage de 

novo in financial and investment advisory 

activities pursuant to Section 225.28(b)(6) of 

Regulation Y.

2009 TCRT

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Frost Bank, San Antonio, Texas to establish a 

branch at 1800 Post Oak Blvd., Houston, Texas 

77056.

FROST BANK

Newspaper:

Federal Register:

* SLHC Not available

Formation 11/15/2013

Grant Scott as Trustee of the Voting Trust 

Agreement dated as of December 6, 2012, 

Raleigh, North Carolina, to register as a savings 

and loan holding company through the 

acquisition of a controlling interest in NexBank 

Capital, Inc., and therefore indirectly, NexBank, 

State Savings Bank, both of Dallas, Texas.

GRANT SCOTT AS TRUSTEE OF 

THE VOTING TRUST 

AGREEMENT DATED AS OF 

DECEMER 6.2012

Newspaper:

Federal Register:

CIC Not available

11/15/2013

Retroactive notice by Home Federal Bank 

Employee Stock Ownership Plan and Trust, 

Shreveport, Louisiana; James R. Barlow, 

Shreveport, Louisiana, individually and as 

co-Trustee of Home Federal Bank Employee 

Stock Ownership Plan and Trust; and Clyde D. 

Patterson, Shreveport, Louisiana, individually 

and as co-Trustee of Home Federal Bank 

Employee Stock Ownership Plan and Trust, to 

acquire 10 percent or more of the shares and 

thereby control of Home Federal Bancorp, Inc., 

and its subsidiary Home Federal Bank, both of 

Shreveport, Louisiana.

HOME FEDERAL BANCORP, 

INC. OF LOUISIANA

Newspaper:

Federal Register:

* 3A1

Not available

Park Cities Financial Group, Inc., Dallas, Texas, 11/17/2013

to become a bank holding company through the 

acquisition of 100 percent of Park Cities Bank, 

Dallas, Texas.

PARK CITIES FINANCIAL 

GROUP, INC.

Newspaper:

Federal Register:

* 3A3 11/13/2013

11/14/2013

WCM Holdings, Inc., Dallas, Texas, and 

WCM-Parkway, Ltd., Dallas, Texas to acquire 

up to 15 percent of Veritex Holdings, Inc., 

Dallas, Texas, and indirectly Veritex Community 

Bank, Dallas, Texas.

WCM HOLDINGS, 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 November 2, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

Not applicable

East West Bank, Pasadena, California, to merge 10/31/2013

with MetroBank, National Association, 

Houston Texas, with East West Bank as the 

surviving entity.

EAST WEST BANK

Newspaper:

Federal Register:

* 18C

Not applicable

East West Bank, Pasadena, California, to merge 10/31/2013

with Metro United Bank, San Diego, California, 

with East West Bank as the surviving entity.

EAST WEST BANK

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Bank Control Notice by The Ricco 

Lagomarsino Testamentary Trust, Daly City, 

California, and a group consisting of Lisa 

Angelot, Pacifica, California, Enrico P. Togneri, 

Greenbrae, California, Warren Hutchins, Daly 

City, California, T. Anne Lassahn, Burlingame, 

California, (Trustees of the Trust), and Dolores 

Togneri, Greenbrae, California, Lora Angelot, 

and Eric Angelot, both of Pacifica, California, to 

retain 10 percent of FNB Bancorp and thereby 

indirect control of First National Bank of 

Northern California, both of South San 

Francisco, California.

FNB BANCORP

Newspaper:

Federal Register:

CIC Not available

10/24/2013

Change in Bank Control Notice by Alex 

Meruelo, Newport Coast, California, to acquire 

up to 89 percent of NCAL Bancorp, and thereby 

indirectly acquire National Bank of California, 

both of Los Angeles, California.

NCAL BANCORP

Newspaper:

Federal Register:

* 3A5 11/22/2013

11/18/2013

Umpqua Holdings Corporation, Portland, 

Oregon, to merge with Sterling Financial 

Corporation, and thereby indirectly acquire its 

subsidiary bank, Sterling Savings Bank, both of 

Spokane, Washington, with Umpqua Holdings 

Corporation as the surviving entity.

UMPQUA HOLDINGS 

CORPORATION

* 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