Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks;

Applications and Reports Received

No. 41

Week Ending October 12, 2013

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

Forms -- initial Board review to extend with revision the Interchange Transaction

Fees Surveys: Debit card issuer survey (FR 3064a) and Payment card network

survey (FR 3064b).

- Proposed, October 11, 2013

Personnel

Division of Banking Supervision and Regulation -- appointment of Jeffery W.

Gunther as deputy associate director.

- Approved, October 10, 2013

Division of Financial Management -- appointment of Chris Fields as associate

director; Jeff Peirce as deputy associate director; and Karen Vassallo and Christopher

Suma as assistant directors, effective October 21, 2013, as part of a division

reorganization.

- Announced, October 7, 2013

Regulations and Policies

Regulation H (Membership of State Banking Institutions in the Federal Reserve

System) -- publication for comment of interagency amendments to implement

statutory changes regarding the mandatory purchase of flood insurance.

- Approved, September 3, 2013

(A/C)

Enforcement

Bank Hapoalim, B.M., Tel Aviv, Israel, and Bank Hapoalim, B.M., Miami Branch,

Aventura, Florida -- written agreement dated July 8, 2009, terminated October 4,

2013.

- Announced, October 8, 2013

H.2 Board Actions October 6, 2013 to October 12, 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 6, 2013 to October 12, 2013

MA Monetary Affairs

Bank Branches, Domestic

First Northern Bank of Wyoming, Buffalo, Wyoming -- to establish a branch at

200 South Kendrick Avenue, Gillette.

Kansas City

- Approved, October 10, 2013

Bank Holding Companies

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

Corporation, Omaha, Nebraska, and its subsidiary, Condon Bank & Trust,

Coffeyville, Kansas.

Kansas City

- Approved, October 11, 2013

HomeStreet, Inc., Seattle, Washington -- waiver of application to acquire Fortune

Bank, Seattle, in connection with its merger with and into HomeStreet's subsidiary,

HomeStreet Bank.

San Francisco

- Granted, October 8, 2013

HomeStreet, Inc., Seattle, Washington -- waiver of application to acquire YNB

Financial Services Corp., Yakima, in connection with the merger of their respective

subsidiaries, HomeStreet Bank, Seattle, and Yakima National Bank, N.A., Yakima.

San Francisco

- Granted, October 8, 2013

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

Markel Corporation, Glen Allen, Virginia -- relief from certain commitments.

Director, BS&R

- Granted, October 9, 2013

Peoples Financial Services Corp., Hallstead, Pennsylvania -- to merge with Penseco

Financial Services Corporation, Scranton, and thereby acquire Penn Security Bank

and Trust Company, which will merge with and into Peoples Neighborhood Bank,

Hallstead.

Philadelphia

- Approved, October 7, 2013

Southwest Security, Inc., Natchez, Mississippi -- waiver of application to acquire

PBFC Holding Company, Bude, in connection with the merger of their respective

subsidiaries, United Mississippi Bank, Natchez, and Peoples Bank of the South,

Bude.

Atlanta

- Withdrawn, October 11, 2013

Texas State Bankshares, Inc., Harlingen, Texas -- waiver of application to acquire

Border Capital Group, Inc., McAllen, in connection with the merger of their

respective subsidiaries, Texas Regional Bank, Harlingen, and Border Capital Bank,

N.A., McAllen.

Dallas

- Granted, October 7, 2013

Washco Bancshares, Inc., Potosi, Missouri -- to engage in lending activities.

St. Louis

- Approved, October 8, 2013

H.2 Actions under delegated authority October 6, 2013 to October 12, 2013

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

Charlevoix First Corporation, Charlevoix, Michigan -- to retain control of Charlevoix

First Corporation and its subsidiary, Charlevoix State Bank, Charlevoix.

Chicago

- Permitted, October 10, 2013

Extensions of Time

Ally Financial Inc., Detroit, Michigan -- extension to January 1, 2014, of the

parallel-run start date under the advanced approaches risk-based capital rule for bank

holding companies.

Secretary

- Granted, October 8, 2013

Savings and Loan Holding Companies

WCF Financial, M.H.C., Webster City, Iowa, and Webster City Federal Bancorp -- to

acquire Independence Federal Bank for Savings, Independence.

Chicago

- Approved, October 10, 2013

H.2 Actions under delegated authority October 6, 2013 to October 12, 2013

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

Federal Reserve Bank of Boston

Filings received during the week ending October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

10/15/2013

Coastway Bancorp, Inc., Cranston, Rhode 

Island to acquire 100% of the outstanding 

capital stock of Coastway Community Bank, 

Cranston, Rhode Island, pursuant to section 

3(a)(1) of the BHC Act, in connection with the 

conversion of Coastway Bancorp, MHC from 

mutual to stock form.

COASTWAY BANCORP MHC

Newspaper:

Federal Register:

* 3A1

* 3A3

10/16/2013

10/18/2013

Equitable Bancorp, MHC and Equitable 

Bancorp, Inc., both of Lynn, Massachusetts, to 

become a mutual bank holding company and a 

stock bank holding company, respectively, by 

acquiring Equitable Cooperative Bank, Lynn, 

Massachusetts, pursuant to sections 3(a)(1) 

and 3(a)(3) of the Bank Holding Company Act 

of 1956, as amended.

EQUITABLE BANCORP MHC

* 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 October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Empire State Bank, Newburgh, New York to 

establish a branch office located at 8701 3rd 

Avenue, Brooklyn, New York.(RSSD# 4563352)

EMPIRE STATE BANK

* 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 October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

10/22/2013

Robert T. Strong and Kathleen M. Strong, 

Southampton, 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

Not available

Amended and Restate Quaint Oak Bancorp, Inc. 

Employee Stock Ownership Plan, Southampton, 

PA, and its Trustees, John J. Augustine and 

Diane J. Colyer, 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 October 12, 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 October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

NONE

* 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 October 12, 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:

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.

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

Federal Reserve Bank of Atlanta

Filings received during the week ending October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 10/25/2013

10/29/2013

Prior change in control notice filed by H. Gary 

and Renee B. Morse; H. Gary Morse Family 

Trust, H. Gary Morse as trustee; Mark G. 

Morse; Mark G. Morse Family Trust, Mark G. 

Morse as trustee; Jennifer L. Parr; Jennifer L. 

Parr Family Trust, Jennifer L. Parr as trustee; 

Tracy L. Matthews; Tracy L. Mathews Family 

Trust, Tracy L. Mathews as trustee; Daniel 

Justin Wilson; Jeffrey P. and Teresa G. Skates; 

and Jeffrey P. Skates as trustee of the following 

trusts: DJW Irrevocable Trust; James Allen 

Hawkins, III Irrevocable Trust; Madison Renee 

Wilson Irrevocable Trust; Waylon Wilson 

Irrevocable Trust; Whitney Alice Morse 

Irrevocable Trust; Kelsea Louise Morse 

Irrevocable Trust; Whitney Morse September 8, 

2005 Irrevocable Trust; Kelsea Morse 

September 8, 2005 Irrevocable Trust; Harper 

Deskin Boone Irrevocable Trust; Hudson 

Morse Parr Irrevocable Trust; Megan Whitney 

Boone Irrevocable Trust; Paige Marsden Boone 

Irrevocable Trust; Paige M. Boone October 6, 

2005 Irrevocable Trust; Megan W. Boone 

October 6, 2005 Irrevocable Trust; Harper D. 

Boone October 6, 2005 Irrevocable Trust; James 

H. Parr, Jr. October 6, 2005 Irrevocable Trust; 

Thomas Parr October 6, 2005 Irrevocable Trust; 

Hudson M. Parr October 6, 2005 Irrevocable 

Trust; The 2012 Megan W. Boone Irrevocable 

Trust; The 2012 Paige M. Boone Irrevocable 

Trust; The 2012 Harper D. Boone Irrevocable 

Trust; The 2012 Hudson M. Boone Irrevocable 

Trust; Devon Lee Mathews Irrevocable Trust; 

Lauren Elizabeth Mathews Irrevocable Trust; 

Lindsey Morse Mathews Irrevocable Trust; 

Devon Lee Mathews November 7, 2005 

Irrevocable Trust; Lauren Elizabeth Mathews 

November 7, 2005 Irrevocable Trust; Lindsey 

Morse Mathews November 7, 2005 Irrevocable 

Trust; all of The Villages, Florida, to collectively 

acquire 38.73 percent of the outstanding shares 

of Villages Bancorporation, Inc., and its 

subsidiary bank, Citizens First Bank, both of 

The Villages, Florida. The total pro forma 

ownership will equal 100 percent.

VILLAGES BANCORPORATION, 

INC.

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

Federal Reserve Bank of Atlanta

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending October 12, 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:

* SLHC Not available

Formation 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.

* 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 October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Arvest Bank, Fayetteville, Arkansas, to merge 11/07/2013

with National Bank of Arkansas in North Little 

Rock, North Little Rock, Arkansas, and to retain 

the acquired facilities as branch offices.

ARVEST BANK

Newspaper:

Federal Register:

* 3A5 11/07/2013

11/08/2013

Arvest Bank Group, Inc., Bentonville, Arkansas, 

to acquire 100 percent of National Banking 

Corp., North Little Rock, Arkansas, and thereby 

indirectly acquire National Bank of Arkansas in 

North Little Rock, North Little Rock, Arkansas.

ARVEST BANK GROUP, 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 October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

11/01/2013

Dairy State Bancorp, Inc., Rice Lake, Wisconsin, 

to acquire 100 percent of Bank of Turtle Lake, 

Turtle Lake, Wisconsin.

DAIRY STATE BANCORP, INC.

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Elkton Holding Company, Elkton, South Dakota, 

to aquire 100 percent of The First National Bank 

of Volga, Volga, South Dakota.

ELKTON HOLDING COMPANY

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, trustee and 

Jane Ellen Neidhardt Irrevocable Trust, 

Kenmare, ND, Karen Neidhardt, trustee 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:

CIC Not available

10/31/2013

Retroactive change in control notice by Karen 

Neidhardt, Tampa, Florida to retain 25% or more 

of the shares of Jorgenson Williston Holding 

Company, Inc., Kenmare, North Dakota, and 

thereby indirectly retain control of First National 

Bank and Trust Company of Williston, 

Williston, North Dakota.

JORGENSON WILLISTON 

HOLDING COMPANY

Newspaper:

Federal Register:

* 3A3 Not available

Not available

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:

CIC Not available

10/17/2013

Change in Control Notice by Roderick J. 

Heneman Warroad, Minnesota, to retain 25% or 

more of the shares of Warroad Bancshares, Inc., 

Warroad, Minnesota and thereby indirectly 

retain control of Security State Bank of 

Warroad, Warroad, Minnesota.

WARROAD BANCSHARES, INC.

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

Federal Reserve Bank of Minneapolis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for 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 October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 10/25/2013

10/29/2013

The Scott L. Graham Revocable Trust; and 

Anne Graham, as trustee of the Scott L. Graham 

Revocable Trust, Broken Arrow, Oklahoma, to 

retain control of First Broken Arrow 

Corporation, Broken Arrow, Oklahoma, parent 

of First National Bank and Trust Company of 

Broken Arrow, Broken Arrow, Oklahoma.

FIRST BROKEN ARROW 

CORPORATION

Newspaper:

Federal Register:

CIC 10/25/2013

10/29/2013

Notice by The Scott L. Graham Revocable 

Trust; and Anne Graham, as trustee of the Scott 

L. Graham Revocable Trust, Broken Arrow, 

Oklahoma, to retain control of First Coweta 

Corporation, parent of The First National Bank 

of Coweta, both in Coweta, Oklahoma.

FIRST COWETA CORPORATION

Newspaper:

Federal Register:

* 18C Not available

Not applicable

FirstBank, Lakewood, Colorado, to purchase 

certain assets and assume certain liabilities of 

the Market Place branch of Frontier Bank, FSB, 

(d/b/a/ El Paseo Bank) Palm Desert, California.

FIRSTBANK

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:

* 4c8 11/02/2013

11/08/2013

FSC Bancshares, Inc., Cameron, Missouri, to 

acquire St. Joseph Bancorp, Inc., St. Joseph, 

Missouri, parent of Midwest Federal Savings 

and Loan Association of St. Joseph, St. Joseph, 

Missouri, and thereby engage in the operation 

of a savings association.

FSC BANCSHARES, INC.

Newspaper:

Federal Register:

* SLHC Merger 11/04/2013

11/08/2013

The G. Jeffrey Records, Jr. 2003 Family Trust 

(GJR) and the G. Jeffrey Records, Jr. 2003 Family 

Trust (NJR) to retain ownership of Midland 

Financial Co., Oklahoma City, Oklahoma, as a 

result of their merger, with the resultant trust, G. 

Jeffrey Records, Jr. 2003 Family Trust, retaining 

the shares.

G. JEFFREY RECORDS, JR. 2003 

FAMILY TRUST

Newspaper:

Federal Register:

CIC 10/25/2013

10/29/2013

A notification submitted by Kathryn R. Ryan, 

Englewood, Colorado, as co-trustee, to acquire 

control of the Kathryn R. Ryan 2007 GST 

Exempt Family Trust, Oklahoma City, Oklahoma, 

and thereby acquire control of additional shares 

of Midland Financial Co., Oklahoma City, 

Oklahoma, parent of MidFirst Bank, Oklahoma 

City, Oklahoma.

KATHRYN R. RYAN 2007 GST 

EXEMPT FAMILY TRUST

Newspaper:

Federal Register:

CIC 10/25/2013

10/29/2013

A notification submitted by Kathryn R. Ryan, 

Englewood, Colorado, as co-trustee, to acquire 

control of the Kathryn R. Ryan 2007 

Non-Exempt Family Trust, Oklahoma City, 

Oklahoma, and thereby acquire control of 

additional shares of Midland Financial Co., 

Oklahoma City, Oklahoma, parent of MidFirst 

Bank, Oklahoma City, Oklahoma.

KATHRYN R. RYAN 2007 

NON-EXEMPT FAMILY TRUST

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

Federal Reserve Bank of Kansas City

Filings received during the week ending October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 10/22/2013

09/13/2013

Clea Alsip, Brooklyn, New York; Patti Janese 

Hager, Edmond, Oklahoma; Zela Mae Hanson, 

Tulsa, Oklahoma; Patricia Ann McCortney, 

Farmers Branch, Texas; Vicki Lynn Patton, Ada, 

Oklahoma; Jerry Scott Grandchildren''s Trust, 

Ada, Oklahoma; Kamberly Dawn or Richard 

Clay Skoch, Yukon, Oklahoma; and Tammy Key, 

Sulphur, Oklahoma, as shareholders and 

members to the Vision Bancshares, Inc. Voting 

Agreement, to retain common voting shares of 

Vision Bancshares, Inc., and thereby indirectly 

retain voting shares of Vision Bank, National 

Association, both in Ada, Oklahoma.

VISION BANCSHARES, INC.

* 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 October 12, 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:

4c8 Not applicable

Not available

Retroactive notice by Central Texas Financial 

Corp., Cameron, Texas, to engage in lending 

activities pursuant to section 225.28(b)(1) of 

Regulation Y.

CENTRAL TEXAS FINANCIAL 

CORP.

Newspaper:

Federal Register:

* 3A5

* 18C

* Branch

09/25/2013

09/27/2013

Cullen/Frost Bankers, Inc., San Antonio, Texas, 

to acquire by merger 100 percent of WNB 

Bancshares, Inc., Odessa, Texas, and to 

indirectly acquire Western National Bank, 

Odessa, Texas. In addition, Frost Bank, San 

Antonio, Texas, to acquire by merger Western 

National Bank and to establish all 8 branches of 

Western National Bank as branches of Frost 

Bank.

CULLEN/FROST BANKERS, INC.

Newspaper:

Federal Register:

CIC 10/23/2013

10/24/2013

Retroactive notice of Change in Control filed by 

William E. Dorroh, Shreveport, Louisiana, 

individually and as trustee for the Stephanie D. 

O'Dowd Family Trust; Catherine B. Dorroh, 

Houston, Texas; Walter E. Dorroh, Jr., Jena, 

Louisiana; Mary Elizabeth Dorroh, Jena, 

Louisiana; Tjaden O'Dowd Cox, Mobile, 

Alabama; John Michael O'Dowd, Jr., 

Tuscaloosa, Alabama; and John Michael 

O'Dowd, Sr., Mobile, Alabama, individually and 

as trustee for the George W. O'Dowd Trust and 

the Stephanie D. O'Dowd Family Trust, to 

control, acquire and retain greater than 25 

percent of Mansfield Bancshares, Inc., 

Mansfield, Louisiana, and indirectly, 

Community Bank of Louisiana, Mansfield, 

Louisiana.

MANSFIELD BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 3A1 Not available

10/16/2013

Northeast Texas Bancshares, Inc., Mount 

Pleasant, Texas, to become a bank holding 

company by acquiring 100 percent of the 

outstanding shares of The American National 

Bank of Mount Pleasant, Mount Pleasant, 

Texas.

NORTHEAST TEXAS 

BANCSHARES, INC.

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

Federal Reserve Bank of Dallas

Filings received during the week ending October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Texas First Bank, Texas City, Texas, to acquire 

by merger Hull State Bank, Hull, Texas, and to 

establish branches at 100 Walnut Lane, Hull, 

Texas 77564; and 2103 North Main Street, 

Liberty, Texas 77575.

TEXAS FIRST BANK

Newspaper:

Federal Register:

* 3A3 Not available

Not available

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 October 12, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

Not applicable

East West Bancorp, Pasadena, California, and 

MetroCorp Bancshares, Houston, Texas, enter 

into definitive agreement for the merger of 

MetroCorp into East West.

EAST WEST BANCORP, INC.

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

* 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